-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OlWb/EtguSgal8jX5CanqygpCxcrp9hMNh/ZDp6sl7j9i/KLHsPgDKEAm76ZmG+t Q54jJjvL75aJnppOW27Xlw== 0000900092-08-000127.txt : 20080506 0000900092-08-000127.hdr.sgml : 20080506 20080506155409 ACCESSION NUMBER: 0000900092-08-000127 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 8 CONFORMED PERIOD OF REPORT: 20080229 FILED AS OF DATE: 20080506 DATE AS OF CHANGE: 20080506 EFFECTIVENESS DATE: 20080506 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BlackRock FLOATING RATE INCOME STRATEGIES FUND II INC CENTRAL INDEX KEY: 0001269143 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-21464 FILM NUMBER: 08806330 BUSINESS ADDRESS: STREET 1: 800 SCUDDERS MILL ROAD CITY: PLAINSBORO STATE: NJ ZIP: 08536 BUSINESS PHONE: 6092822800 MAIL ADDRESS: STREET 1: 800 SCUDDERS MILL ROAD CITY: PLAINSBORO STATE: NJ ZIP: 08536 FORMER COMPANY: FORMER CONFORMED NAME: FLOATING RATE INCOME STRATEGIES FUND II INC DATE OF NAME CHANGE: 20031105 N-CSR 1 final.htm BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II Floating Rate Income Strategies II -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

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 811-21464

Name of Fund: BlackRock Floating Rate Income Strategies Fund II, Inc. (FRB)

Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: Donald C. Burke, Chief Executive Officer, BlackRock
Floating Rate Income Strategies Fund II, Inc., 800 Scudders Mill Road, Plainsboro, NJ,
08536. Mailing address: P.O. Box 9011, Princeton, NJ, 08543-9011

Registrant’s telephone number, including area code: (800) 882-0052, Option 4

Date of fiscal year end: 02/29/2008

Date of reporting period: 03/01/2007 – 02/29/2008

Item 1 – Report to Stockholders


EQUITIES FIXED INCOME REAL ESTATE LIQUIDITY ALTERNATIVES BLACKROCK SOLUTIONS


  BlackRock Floating Rate Income

Strategies Fund II, Inc. (FRB)

ANNUAL REPORT | FEBRUARY 29, 2008

NOT FDIC INSURED

MAY LOSE VALUE

NO BANK GUARANTEE


Table of Contents     

 
 
    Page 

 
 
A Letter to Shareholders    3 
Annual Report:     
Fund Summary    4 
The Benefits and Risks of Leveraging    5 
Swap Agreements    5 
Financial Statements:     
     Schedule of Investments    6 
     Statement of Assets and Liabilities    12 
     Statement of Operations    12 
     Statements of Changes in Net Assets    13 
     Statement of Cash Flows    14 
Financial Highlights    15 
Notes to Financial Statements    16 
Report of Independent Registered Public Accounting Firm    21 
Important Tax Information (Unaudited)    21 
Automatic Dividend Reinvestment Plan    22 
Officers and Directors    23 
Additional Information    26 

2 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


A Letter to Shareholders

  Dear Shareholder

Financial markets weathered intense bouts of volatility in 2007, only to enter 2008 with no relief. January and February

proved to be trying months for equities, but strong ones for some areas of the bond market, as fears of an economic

recession swelled. The Federal Reserve Board (the “Fed”), after cutting the target federal funds rate 100 basis points

(1%) between September 2007 and year-end, more than matched those cuts in January alone. Responding to a slow-

ing economy and continued fallout from chaos in the credit markets, the Fed cut interest rates 75 basis points in a rare

unscheduled session on January 22, and followed with a 50-basis-point cut at its regular meeting on January 30.

Another 75-basis-point cut on March 18 brought the target rate to 2.25% .

Reverberations from the U.S. subprime mortgage collapse, and the associated liquidity and credit crisis, continue to per-

meate global financial markets. The S&P 500 Index of U.S. stocks was down in February, marking the fourth consecutive

month of negative returns. International markets, while not unscathed, generally have outperformed their U.S. counter-

parts so far in 2008. Emerging markets, benefiting from stronger economic growth rates, have done particularly well.

In fixed income markets, fears related to the economic slowdown and related credit crisis have led to a prolonged flight

to quality. Investors have largely shunned bonds associated with the housing and credit markets in favor of higher-quali-

ty government issues. The yield on 10-year Treasury issues, which touched 5.30% in June 2007 (its highest level in five

years), fell to 4.04% by year-end and to 3.53% by the end of February, while prices correspondingly rose. After setting

a new-issuance record in 2007, supply in the municipal bond market has been on the decline for four consecutive

months (measured year over year). The market has struggled with concerns around the creditworthiness of monoline

bond insurers and the failure of auctions for auction rate securities, driving yields higher and prices lower across the

curve. By period-end, municipal bonds were trading at higher yields than their Treasury counterparts, a very unusual

occurrence by historical standards.

Against this backdrop, the major benchmark indexes posted mixed results for the current reporting period, generally

reflecting heightened investor risk aversion:

Total Returns as of February 29, 2008    6-month    12-month 

 
 
U.S. equities (S&P 500 Index)         8.79%        –3.60% 

 
 
 
 
Small cap U.S. equities (Russell 2000 Index)    –12.91    –12.44 

 
 
International equities (MSCI Europe, Australasia, Far East Index)         4.71        + 0.84 

 
 
 
 
Fixed income (Lehman Brothers U.S. Aggregate Bond Index)      + 5.67        + 7.30 

 
 
 
 
Tax-exempt fixed income (Lehman Brothers Municipal Bond Index)        –0.60        –1.17 

 
 
 
 
High yield bonds (Lehman Brothers U.S. Corporate High Yield 2% Issuer Cap Index)        –1.39         3.08 

 
 
 
 

  Past performance is no guarantee of future results. Index performance shown for illustrative purposes only. You cannot invest directly
in an index.

As you navigate today’s volatile markets, we encourage you to review your investment goals with your financial profes-

sional and to make portfolio changes, as needed. For more up-to-date commentary on the economy and financial

markets, we invite you to visit www.blackrock.com/funds. As always, we thank you for entrusting BlackRock with your

investment assets, and we look forward to continuing to serve you in the months and years ahead.


THIS
PAGE
NOT
PART
OF
YOUR
FUND
REPORT

3


Fund Summary as of February 29, 2008

Investment Objective

BlackRock Floating Rate Income Strategies Fund II, Inc. (FRB) seeks a high current income and such preservation of capital as is consistent with investment in a diversified, leveraged portfolio consisting primarily of floating rate debt securities and instruments.

  Fund Performance

For the year ended February 29, 2008, the Fund returned –12.88% based on market price, with dividends reinvested. The Fund’s return based on net asset value (“NAV”) was –8.98%, with dividends reinvested. For the same period, the Lipper Loan Participation Funds category posted an average return of –9.82% on a NAV basis. Fund performance was hurt by the widening of credit spreads, lack of liquidity and massive deleveraging in the loan market. Additionally, the rapid reduction of short-term interest rates as a result of the Fed’s shift in monetary policy negatively affected the price of loan debt securities.

  Fund Information

Symbol on New York Stock Exchange    FRB 
Initital Offering Date    July 30, 2004 
Yield on Closing Market Price as of February 29, 2008 ($14.75)*    10.04% 
Current Monthly Distribution per share of Common Stock**    $.12335 
Current Annualized Distribution per share of Common Stock**    $1.4802 
Leverage as of February 29, 2008***             23% 

 

*      Yield on closing market price is calculated by dividing the current annualized distribution per share by the closing market price. Past performance does not guarantee future results.
 
**      The distribution is not constant and is subject to change. A portion of the distribution may be deemed a tax return of capital or net realized gain at fiscal year end.
 
***      As a percentage of managed assets, which is the total assets of the Fund (including any assets attributable to any borrowing that may be outstanding) minus the sum of accrued liabilities (other than debt representing financial leverage).
 

The table below summarizes the changes in the Fund’s market price and net asset value per share:

    2/29/08    2/28/07    Change    High    Low 

 
 
 
 
 
Market Price    $14.75    $18.50    (20.27%)    $19.02    $13.90 
Net Asset Value    $16.06    $19.28    (16.70%)    $19.32    $15.83 

 
 
 
 
 

The following charts show the portfolio composition and credit quality allocations of the Fund’s long-term investments:

Portfolio Composition         

 
 
 
Asset Mix    2/29/08    2/28/07 

 
 
Floating Rate Loan Interests    70%    75% 
Corporate Bonds       29     24 
Common Stocks    1    1 

 
 

     Credit Quality Allocations*         

 
 
 
Credit Rating    2/29/08    2/28/07 

 
 
BBB/Baa    3%       1% 
BB/Ba    36    30 
B/B    41    58 
CCC/Caa    10    3 
Not Rated    9    7 
Other**    1    1 

 
 

*      Using the highest of Standard & Poor’s or Moody’s Investors Service ratings.
 
**      Includes portfolio holdings in common and preferred stocks.
 

4 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


The Benefits and Risks of Leveraging

BlackRock Floating Rate Income Strategies Fund II, Inc. (the “Fund”)
utilizes leverage through borrowings or issuance of short-term debt
securities. The concept of leveraging is based on the premise that the
cost of assets to be obtained from leverage will be based on short-term
interest rates, which normally will be lower than the income earned by
the Fund on its longer-term portfolio investments. To the extent that the
total assets of the Fund (including the assets obtained from leverage)
are invested in higher-yielding portfolio investments, the Fund’s Common
Stock shareholders will benefit from the incremental yield.

Leverage creates risks for Common Stock shareholders, including the
likelihood of greater NAV and market price volatility. In addition, there is
the risk that fluctuations in interest rates on borrowings may reduce the
Common Stock’s yield and negatively impact its NAV and market price. If
the income derived from securities purchased with assets received from
leverage exceeds the cost of leverage, the Fund’s net income will be
greater than if leverage had not been used. Conversely, if the income
from the securities purchased is not sufficient to cover the cost of lever-
age, the Fund’s net income will be less than if leverage had not been
used, and therefore the amount available for distribution to Common
Stock shareholders will be reduced.

  Swap Agreements

The Fund may invest in swap agreements, which are over-the-counter
contracts in which one party agrees to make periodic payments based on
the change in market value of a specified bond, basket of bonds, or index
in return for periodic payments based on a fixed or variable interest rate
or the change in market value of a different bond, basket of bonds or
index. Swap agreements may be used to obtain exposure to a bond or

  market without owning or taking physical custody of securities. Swap
agreements involve the risk that the party with whom the Fund has
entered into the swap will default on its obligation to pay the Fund and
the risk that the Fund will not be able to meet its obligations to pay the
other party to the agreement.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008 5


Schedule of Investments as of February 29, 2008 (Percentages shown are based on Net Assets)

        Par     
Floating Rate Loan Interests        (000)             Value 

 
 
 
 
Aerospace & Defense — 3.6%             
Hawker Beechcraft Acquisition Co. LLC:             
     Letter of Credit, 4.73% due 3/31/2014    USD    211    $ 194,914 
     Term Loan, 6.83% due 3/26/2014        2,479    2,286,258 
IAP Worldwide Services, Inc. First Lien Term Loan,             
 11.125% due 12/20/2012        1,469    1,211,727 
Vought Aircraft Industries, Inc.:             
     Revolving Credit, 4.80% — 7% due 12/22/2010        733    672,222 
     Term Loan, 7.34% due 12/22/2011        1,633    1,474,750 
     Tranche B Line of Credit Deposit, 4.953%             
due 12/22/2010        320    293,333 
           
            6,133,204 

 
 
 
Airlines — 0.6%             
US Airways Group, Inc. Term Loan, 5.625%             
 due 3/23/2014        1,000    783,125 
United Air Lines, Inc. Term Loan B, 5.125% — 7.125%             
 due 1/30/2014        356    298,688 
           
            1,081,813 

 
 
 
Auto Components — 1.5%             
Allison Transmission Term Loan, 5.92% — 7.90%             
 due 8/07/2014        1,500    1,320,417 
Delphi Automotive Systems Term Loan B, 6.625%             
 due 7/01/2008        250    245,750 
GPX International Tire Corp. Term Loan B,             
 12.60% — 14% due 4/06/2012        895    639,682 
Metaldyne Corp.:             
       DF Loan 5.17% — 8.25% due 1/11/2012        58    43,462 
     Term Loan B, 8.25% due 1/15/2014        392    295,538 
           
            2,544,849 

 
 
 
Beverages — 0.3%             
Culligan International Second Lien Term Loan,             
 8.94% — 9.56% due 5/24/2013    EUR    500    432,670 

 
 
 
Biotechnology — 0.2%             
Talecris Biotherapeutics, Inc. First Lien Term Loan,             
 6.57% — 6.63% due 12/06/2013    USD    499    398,992 

 
 
 
Building Products — 0.5%             
Associated Materials, Inc. Term Loan, 7.39%             
 due 8/29/2010        959    853,129 

 
 
 
Chemicals — 4.7%             
Edwards Ltd. Term Loan, 5.085% due 5/30/2014        498    323,375 
GenTek, Inc. First Lien Term Loan, 5.12% — 6.99%             
 due 2/28/2011        1,281    1,171,672 
Huish Detergents, Inc. Tranche B Term Loan, 6.83%             
 due 4/15/2014        746    603,530 
ISP Chemco Term Loan B, 4.875% — 6.438%             
 due 5/25/2014        498    446,817 
Rockwood Specialties Group, Inc. Tranche E Term             
 Loan, 4.744% due 7/30/2012        3,361    3,148,462 
Viridian Group Plc Term Loan, 8.304% — 9.601%             
 due 12/21/2012    GBP 1,000    1,659,182 
Wellman, Inc. Second Lien Term Loan, 9.989%             
 due 2/10/2010 (a)(f)    USD 2,000    633,334 
       
            7,986,372 

 
 
 
Commercial Services & Supplies — 4.0%             
Amsted Industries, Inc. Term Loan, 6.26% — 7.14%             
 due 4/05/2013        1,219    1,115,158 

        Par     
Floating Rate Loan Interests        (000)             Value 

 
 
 
 
Commercial Services & Supplies (concluded)             
ARAMARK Corp.:             
     Letter of Credit, 4.22% due 1/24/2014    USD    53    $ 48,741 
     Term Loan, 6.705% due 1/24/2014        829    767,210 
Brickman Group, Inc. Tranche B Term Loan,             
 7.143% due 1/23/2014        496    449,106 
Camelbak Products LLC First Lien Term Loan,             
 6.88% — 8.75% due 8/04/2011        696    610,064 
Jason, Inc. Term Loan, 5.621% due 4/30/2010        498    429,716 
John Maneely Co. Term Loan, 6.345% — 7.693%             
 due 12/08/2013        674    583,362 
Kion GmbH:             
     Term Loan B, 6.751% due 12/28/2014        250    207,266 
     Term Loan C, 7.251% due 12/28/2015        250    208,359 
Metokote Corp. Term Loan, 6.13% — 6.25%             
 due 11/27/2011        128    111,273 
RiskMetrics Group, Inc. First Lien Term Loan B,             
 7.08% due 1/11/2014        496    470,197 
Synagro Technologies, Inc. Term Loan,             
 5.07% — 6.830% due 4/02/2014        995    833,313 
West Corp. Term Loan B-2, 5.465% — 6.093%             
 due 10/24/2013        988    837,668 
           
            6,671,433 

 
 
 
Communications Equipment — 1.3%             
Alltel Corp. Term Loan B, 5.866% due 5/18/2015        2,499    2,265,059 

 
 
 
Computers & Peripherals — 2.0%             
Intergraph Corp. Term Loan:             
     First Lien, 5.09% — 5.125% due 5/29/2014        419    375,775 
     Second Lien 9.09% due 11/28/2014        500    455,000 
Reynolds and Reynolds Co.:             
     First Lien Term Loan, 6.843% due 10/31/2012    1,810    1,584,070 
     Second Lien Term Loan, 10.343% due 10/31/2013    1,000    915,000 
       
            3,329,845 

 
 
 
Construction & Engineering — 0.3%             
BakerCorp Term Loan C, 5.521% — 7.193%             
 due 5/15/2014        496    454,069 

 
 
 
Construction Materials — 1.3%             
Headwaters, Inc. First Lien Term Loan B-1,             
 5.17% — 6.89% due 4/30/2011        1,077    1,022,734 
Nortek, Inc. Term Loan, 5.35% due 8/27/2011        1,448    1,241,231 
           
            2,263,965 

 
 
 
Containers & Packaging — 1.9%             
Anchor Glass Container Corp. Term Loan, 7.08%             
 due 5/03/2013        1,113    1,035,284 
Berry Plastics Corp. Term Loan,             
 11.646% due 6/15/2014 (b)        563    394,219 
Consolidated Container Co. LLC First Lien Term             
 Loan, 5.375% — 5.501% due 4/15/2014        396    304,122 
Graham Packaging Co. LP Term Loan,             
 6.813% — 7.75% due 10/07/2011        993    898,461 
Smurfit-Stone Container Corp.:             
     Term Loan B, 5.313% — 7.125% due 11/01/2011    215    202,296 
     Term Loan C, 5.313% — 7.125% due 11/01/2011    409    385,624 
       
            3,220,006 

 
 
 
Distributors — 0.5%             
Keystone Automotive Operations, Inc. Term Loan,             
 6.635% — 7.451% due 1/12/2012        990    780,450 

See Notes to Financial Statements.

6 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Schedule of Investments (continued) (Percentages shown are based on Net Assets)

        Par     
Floating Rate Loan Interests        (000)             Value 

 
 
 
 
Diversified Financial Services — 1.4%             
Chrysler Financial Corp. First Lien Term Loan, 9%             
 due 8/03/2012    USD 2,000    $ 1,736,818 
J.G. Wentworth LLC First Lien Term Loan, 7.093%             
 due 4/15/2014        1,000    665,000 
           
            2,401,818 

 
 
 
Diversified Telecommunication Services — 0.1%             
Hawaiian Telcom Term Loan C, 7.080%             
 due 5/30/2014        282    227,086 

 
 
 
Electrical Equipment — 0.4%             
Generac Power Systems, Inc.:             
     First Lien Term Loan, 7.203% due 11/10/2013    490    403,900 
     Second Lien Term Loan, 10.703% due 5/15/2014    500    340,833 
       
            744,733 

 
 
 
Energy Equipment & Services — 1.8%             
Brock Holdings Term Loan B, 6.83% — 7.143%             
 due 2/26/2014        744    651,328 
Dresser, Inc.:             
     Term Loan B, 5.565% — 5.621% due 5/04/2014    982    904,364 
     Second Lien Term Loan, 8.82% due 5/15/2015    500    433,750 
Helix Energy Solutions Term Loan,             
 6.377% — 6.83% due 7/01/2013        507    471,338 
MEG Energy Corp.:             
     Delayed Draw Term Loan, 6.73% due 4/03/2013    164    147,938 
     Initial Term Loan, 6.83% due 4/03/2013        491    446,301 
           
            3,055,019 

 
 
 
Food & Staples Retailing — 1.4%             
DS Waters LP Term Loan, 5.372% due 11/15/2012    496    441,654 
Dole Food Co., Inc.:             
     Credit Linked Deposit, 4.247% due 4/12/2013    140    117,140 
     Term Loan B, 5.125% — 7% due 4/12/2013        308    258,952 
     Term Loan C, 5.125% — 7.125% due 4/12/2013    1,028    863,172 
Sturm Foods, Inc.:             
     Initial Term Loan, 5.813% due 1/30/2014        496    365,571 
     Second Lien Term Loan, 9.313% due 6/30/2014    500    328,334 
       
            2,374,823 

 
 
 
Food Products — 0.6%             
Chiquita Brands International Term Loan C, 6.125%         
 due 6/28/2012        1,072    1,051,527 

 
 
 
Health Care Equipment & Supplies — 1.7%             
Biomet, Inc. Term Loan:             
     7.857% due 12/28/2014        2,496    2,385,791 
ReAble Therapeutics Finance LLC Term Loan, 7.83%         
 due 5/20/2014        500    470,000 
           
            2,855,791 

 
 
 
Health Care Providers & Services — 2.6%             
Community Health Systems, Inc. Term Loan B,             
 5.335% due 6/18/2014        2,380    2,174,790 
DaVita, Inc. Term Loan B1, 4.57% — 6.23%             
     due 7/30/2012        1,000    934,583 
Health Management Associates, Inc. Term Loan B,             
 6.58% due 2/28/2014        1,461    1,255,950 
           
            4,365,323 

 
 
 

        Par     
Floating Rate Loan Interests        (000)             Value 

 
 
 
 
Hotels, Restaurants & Leisure — 2.5%             
Golden Nugget, Inc. Term Loan, 5.12% — 5.13%             
 due 6/30/2014    USD    318    $ 273,636 
Harrah’s Operating Company, Inc.:             
     Term Loan B1, 6.244% due 1/28/2015        359    328,329 
     Term Loan B2, 6.244% due 1/28/2015        1,000    916,280 
     Term Loan B3, 6.244% due 1/28/2015        141    129,559 
Lake Las Vegas Resort (a)(f):             
     First Lien Term Loan, 13.85% due 12/14/2012    468    173,308 
     Revolving Credit, 14.35% due 12/14/2012        60    22,268 
Las Vegas Sands LLC Term Loan B, 6.58%             
 due 5/04/2014        796    706,947 
QCE LLC First Lien Term Loan, 7% — 7.125%             
 due 5/05/2013        463    391,271 
Venetian Macau US Finance Co. LLC:             
     Delay Draw Term Loan, 7.08% due 5/25/2012    500    451,705 
     Term Loan B, 7.08% due 5/25/2013        1,000    903,409 
           
            4,296,712 

 
 
 
Household Durables — 1.5%             
American Residential Services Second Lien Term             
 Loan, 12% due 4/17/2015        1,000    985,146 
Simmons Co. Tranche D Term Loan, 4.875% — 7.50%         
 due 12/19/2011        1,686    1,492,155 
           
            2,477,301 

 
 
 
IT Services — 3.1%             
Activant Solutions Term Loan, 6.75% — 7.50%             
 due 5/02/2013        1,229    1,038,323 
Alliance Data Systems Term Loan, 8.058%             
 due 12/15/2014        1,500    1,395,000 
Audio Visual Services Corp. Term Loan B, 5.52%             
 due 2/28/2014        998    897,750 
First Data Corp.:             
     Term Loan B1, 7.58% — 7.634%             
due 9/24/2014        998    905,571 
     Term Loan B2, 7.58% due 9/24/2014        500    453,472 
     Term Loan B3, 7.58% due 9/24/2014        500    453,500 
           
            5,143,616 

 
 
 
Independent Power Producers & Energy Traders — 1.6%         
Calpine Generating Company LLC Term Loan,             
 11.07% due 3/12/2010        43    44,276 
TXU Corp.:             
     Term Loan B-2, 6.478% — 6.596% due 10/10/2014    998    909,803 
     Term Loan B-3, 6.478% — 6.596% due 10/10/2014    1,995    1,818,851 
       
            2,772,930 

 
 
 
Industrial Conglomerates — 0.3%             
Sequa Corp. Term Loan, 8.08% due 12/03/2014        500    469,688 

 
 
 
Insurance — 0.5%             
Alliant Insurance Services Term Loan B, 7.83%             
 due 10/23/2014        499    443,887 
USI Holdings Corp. Term Loan B, 7.58% due 5/15/2014    498    440,288 
       
            884,175 

 
 
 
Leisure Equipment & Products — 1.8%             
24 Hour Fitness Term Loan B, 5.71% — 7.33%             
 due 6/08/2012        1,965    1,611,300 
True Temper Sports, Inc. Term Loan, 6.328%             
 due 3/15/2011        1,541    1,341,003 
           
            2,952,303 

 
 
 

See Notes to Financial Statements.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

7


Schedule of Investments (continued) (Percentages shown are based on Net Assets)

        Par     
Floating Rate Loan Interests        (000)             Value 

 
 
 
 
Machinery — 2.5%             
Blount, Inc. Term Loan B, 5.014%             
 due 8/09/2010    USD 1,135    $ 1,050,173 
Navistar International Transportation Corp.:             
     Revolving Credit, 4.794% — 6.501%             
       due 6/30/2012        400    356,500 
     Term Loan, 6.501% due 6/30/2012        1,100    980,375 
OshKosh Truck Corp. Term Loan B, 6.90%             
due 12/06/2013        1,975    1,838,808 
           
            4,225,856 

 
 
 
Media — 25.6%             
Affinion Group, Inc. Term Loan, 9.267% due 3/01/2012    300    246,000 
Alix Partners Tranche C Term Loan, 6.38%             
 due 10/30/2013        1,114    1,021,866 
Bresnan Telecommunications Term Loan B,             
 5.93% due 6/30/2013        500    445,893 
Catalina Marketing Group Term Loan, 7.83%             
 due 10/01/2014        499    453,031 
Cequel Communications LLC:             
     Second Lien Term Loan, 7.739% due 5/04/2014    1,000    752,500 
     Term Loan, 5.07% — 6.646% due 11/05/2013    1,000    835,909 
Charter Communications, Operating LLC. Term Loan,         
 5.26% due 4/30/2014        4,000    3,511,428 
Clarke American Corp. Tranche B,             
 7.33% due 6/30/2014        995    808,023 
GateHouse Media Operating, Inc. Term Loan,             
 5.09% due 8/28/2014        1,000    708,000 
Gray Communications Systems, Inc. Term Loan B             
 Delay Draw, 6.21% due 12/31/2014        1,000    848,750 
HMH Publishing:             
     First Lien Bridge Term Loan, 9.141% due 6/12/2009    182    173,864 
     First Lien Tranche A, 9.141% due 6/12/2011        1,318    1,186,364 
     Mezzanine Term Loan, 13.641%             
       due 11/14/2014        4,500    3,915,000 
Hanley-Wood LLC Term Loan, 6.305% — 6.979%             
 due 3/07/2014        995    745,628 
Idearc, Inc. Term Loan B, 6.83% due 11/15/2014        3,960    3,257,924 
Insight Midwest Holdings LLC:             
     Term Loan B, 6.73% due 4/07/2014        2,025    1,813,009 
Intelsat Ltd.:             
     Term Loan 5.644% due 2/01/2014        1,425    1,408,375 
     Term Loan B 4.894% due 6/27/2013        950    873,100 
Knology, Inc. Term Loan, 6.953% due 3/15/2012        498    417,900 
LodgeNet Entertainment Corp. Term Loan, 6.83%             
 due 4/04/2014        995    834,556 
Mediacom Broadband Group Tranche A Term Loan,             
 4.62% — 4.70% due 3/31/2010        1,665    1,443,001 
Mediacom Communications Term Loan C,             
 4.87% — 4.95% due 1/31/2015        3,128    2,694,334 
Metro-Goldwyn-Mayer Studios, Inc. Term Loan B,             
 8.108% due 4/08/2012        2,170    1,782,116 
Multicultural Radio Broadcasting Inc. Term Loan,             
 7.901% due 12/15/2012        356    334,640 
NEP II, Inc., LP Term Loan B, 7.108%             
 due 2/16/2014        744    654,427 
National Cinemedia LLC Term Loan, 6.87%             
 due 2/13/2015        750    639,610 
NextMedia Group, Inc.:             
     Delay Draw Term Loan, 5.098% due 11/15/2012    453    391,701 
     First Lien Term Loan, 5.086% due 11/15/2012    853    737,887 

        Par     
Floating Rate Loan Interests        (000)             Value 

 
 
 
 
Media (concluded)             
One Link Term Loan, 11.97% due 3/15/2013 (b)    USD 1,061    $ 896,604 
PagesJaunes Group Term Loan C, 7.677%             
 due 1/11/2016    EUR    500    627,815 
PanAmSat Corp.:             
     Term Loan B2A, 5.644% due 1/03/2014    USD    604    548,473 
     Term Loan B2B, 5.644% due 1/03/2014        604    548,637 
     Term Loan B2C, 5.644% due 1/03/2014        604    548,473 
Paxson Communications Corp. Term Loan,             
 7.627% due 1/15/2012        1,750    1,461,250 
Penton Media Term Loan, 5.372% — 5.375%             
 due 2/15/2013        496    392,038 
ProSiebenSat.1 Media AG Term Loan B1, 6.77%             
 due 6/30/2015    EUR    500    609,534 
R.H. Donnelley, Inc. Term Loan D-2, 4.59% — 6.66%             
 due 8/30/2011    USD 1,438    1,324,369 
Spanish Broadcasting System, Inc. First Lien             
 Term Loan B, 6.58% due 6/10/2012        2,437    1,990,498 
Univision Communications, Inc. Term Loan:             
     5.494% due 9/30/2014        1,409    1,179,285 
     5.375% due 9/30/2014        40    33,694 
           
            43,095,506 

 
 
 
Multi-Utilities — 5.0%             
Brand Energy & Infrastructure Services, Inc. Term             
 Loan B, 5.375% — 7.125% due 2/07/2014        496    444,144 
Riverside Energy Center Term Loan, 7.494%             
 due 6/24/2011        4,010    3,915,245 
Rocky Mountain Energy Center LLC:             
     Credit Linked Deposit, 7.307% due 6/24/2011        340    331,763 
     Term Loan, 7.494% due 6/24/2011        2,172    2,120,433 
Wolf Hollow I LP:             
     Letter of Credit, 5.372% due 6/22/2012        400    330,000 
     Revolving Credit, 5.36% — 5.37%             
       due 6/22/2012        100    80,000 
     Second Lien Term Loan, 9.343% due 12/22/2012    1,000    820,000 
     Term Loan, 7.08% due 6/22/2012        469    387,057 
           
            8,428,642 

 
 
 
Multiline Retail — 1.3%             
Neiman Marcus Group, Inc. Term Loan,             
 4.931% — 6.90% due 4/06/2013        2,323    2,144,014 

 
 
 
Oil, Gas & Consumable Fuels — 1.4%             
Coffeyville Resources LLC:             
     Letter of Credit, 4.729% due 12/28/2010        162    151,622 
     Tranche D, 7.478% — 7.75% due 12/21/2013        528    493,254 
SandRidge Energy, Inc. Term Loan, 8.354%             
 due 4/01/2014        1,000    905,000 
Western Refining Inc. Term Loan, 4.994%             
 due 5/30/2014        924    831,536 
           
            2,381,412 

 
 
 
Paper & Forest Products — 3.3%             
Boise Cascade Holdings LLC First Lien Tranche B Term             
 Loan, 7.50% due 2/22/2014        750    737,812 
Georgia-Pacific Corp.:             
     First Lien Term Loan B, 7.09% — 7.11%             
       due 2/14/2013        980    901,764 
     Term Loan B, 6.58% — 6.839% due 12/20/2012        499    458,913 
NewPage Corp. Term Loan B, 8.688% due 12/07/2014    1,250    1,211,979 
Verso Paper Holdings LLC Term Loan, 9.489%             
 due 2/01/2013 (b)        2,585    2,287,725 
           
            5,598,193 

See Notes to Financial Statements.

8 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Schedule of Investments (continued) (Percentages shown are based on Net Assets)

        Par     
Floating Rate Loan Interests        (000)             Value 

 
 
 
 
Pharmaceuticals — 0.9%             
Cardinal Health 409, Inc. Term Loan:             
     7.08% due 4/10/2014    USD    995    $ 820,875 
     7.015% due 4/10/2014    EUR    498    668,419 
           
            1,489,294 

 
 
 
Real Estate Management & Development — 0.9%             
Mattamy Group Term Loan, 5.375%             
 due 4/11/2013    USD    491    447,037 
Realogy Corp. Letter of Credit, 2.994%             
 due 10/10/2013    1,236    1,033,782 
       
            1,480,819 

 
 
 
Road & Rail — 1.0%             
Rail America, Inc. Term Loan, 5.32%             
 due 8/14/2008    1,000    935,000 
Swift Transportation Co., Inc. Term Loan, 6.50%             
 due 5/10/2014        884    681,570 
           
            1,616,570 

 
 
 
Specialty Retail — 1.2%             
ADESA, Inc. Term Loan, 7.08% due 10/18/2013        995    889,032 
Burlington Coat Factory Warehouse Corp. Term             
 Loan, 5.34% due 4/15/2013        294    246,035 
Claire’s Stores Term Loan, 5.994% — 7.58%             
 due 5/24/2014        496    388,814 
Mattress Holding Corp. Term Loan B, 5.50% due 2/28/2014    496    347,379 
       
            1,871,260 

 
 
 
Textiles, Apparel & Luxury Goods — 0.5%             
David’s Bridal, Inc. Term Loan B, 6.58%             
 due 1/31/2014        496    429,256 
Renfro Corp. Term Loan B, 6.34% — 8.08%             
 due 10/04/2013        495    430,362 
           
            859,618 

 
 
 
Trading Companies & Distributors — 0.7%             
United Rentals, Inc.:             
     Term Loan, 5.10% due 2/14/2011    1,091    1,034,238 
     Tranche B Credit Linked Deposit, 4.50%             
due 2/14/2011        91    86,545 
           
            1,120,783 

 
 
 
Wireless Telecommunication Services — 0.5%             
Crown Castle Operating Co. Term Loan B, 6.33%             
 due 3/15/2014        496    448,220 
IPC Systems Tranche B1 Term Loan, 7.093%             
 due 5/25/2014        498    392,196 
           
            840,416 

 
 
 
Total Floating Rate Loan Interests             
(Cost — $169,573,564) — 88.8%            149,641,084 

 
 
 
 
 
 
 
Corporate Bonds             

 
 
 
Auto Components — 0.3%             
The Goodyear Tire & Rubber Co., 8.663%             
 due 12/01/2009 (c)        500    498,125 

 
 
 

        Par     
Corporate Bonds        (000)    Value 

 
 
 
 
Biotechnology — 0.2%             
Angiotech Pharmaceuticals, Inc., 6.826%             
 due 12/01/2013 (c)    USD    500    $ 395,000 

 
 
 
Building Products — 2.5%             
CPG International I, Inc., 11.468% due 7/01/2012 (c)    3,000    2,490,000 
Masonite International Corp., 11% due 4/06/2015        2,500    1,725,000 
           
            4,215,000 

 
 
 
Capital Markets — 2.3%             
E*Trade Financial Corp., 12.50% due 11/30/2017 (d)    3,000    2,857,500 
Marsico Parent Co., LLC, 10.625%             
 due 1/15/2016 (b)(d)(g)        663    596,700 
Marsico Parent Holdco, LLC, 12.50%             
 due 7/15/2016 (b)(d)(g)        227    211,110 
Marsico Parent Superholdco, LLC, 14.50%             
 due 1/15/2018 (b)(d)(g)        152    148,960 
           
            3,814,270 

 
 
 
Chemicals — 2.4%             
GEO Specialty Chemicals, Inc., 13.85%             
 due 12/31/2009 (d)(e)        1,646    1,232,442 
Hexion U.S. Finance Corp., 7.565%             
 due 11/15/2014 (c)        1,000    895,000 
MacDermid, Inc., 9.50% due 4/15/2017 (d)        2,000    1,760,000 
NOVA Chemicals Corp., 7.863%             
 due 11/15/2013 (c)        255    216,750 
           
            4,104,192 

 
 
 
Commercial Services & Supplies — 0.1%             
Sally Holdings LLC, 10.50% due 11/15/2016        85    77,350 
The Yankee Candle Company, Inc., 9.75%             
 due 2/15/2017        100    81,000 
           
            158,350 

 
 
 
Communications Equipment — 1.3%             
Nortel Networks Ltd., 8.508% due 7/15/2011 (c)        2,500    2,162,500 

 
 
 
Computers & Peripherals — 1.1%             
Quantum Corp., 4.375% due 8/01/2010 (e)        2,000    1,797,500 

 
 
 
Containers & Packaging — 3.4%             
Berry Plastics Holding Corp., 8.866%             
 due 9/15/2014 (c)        850    671,500 
Clondalkin Acquisition BV, 6.991%             
 due 12/15/2013 (c)(d)        5,000    4,100,000 
Packaging Dynamics Finance Corp., 10%             
 due 5/01/2016 (d)        1,240    979,600 
           
            5,751,100 

 
 
 
Diversified Financial Services — 0.3%             
Ford Motor Credit Co. LLC, 8.708%             
 due 4/15/2012 (c)        500    478,678 

 
 
 
Diversified Telecommunication Services — 0.4%             
Qwest Corp., 8.241% due 6/15/2013 (c)        800    770,000 

 
 
 
Electronic Equipment & Instruments — 0.8%             
NXP BV, 7.008% due 10/15/2013 (c)        1,590    1,283,925 

 
 
 
Energy Equipment & Services — 1.2%             
Ocean RIG ASA, 8.681% due 4/04/2011 (c)        2,000    1,960,000 

 
 
 

  See Notes to Financial Statements.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

9


Schedule of Investments (continued) (Percentages shown are based on Net Assets)

        Par     
Corporate Bonds        (000)    Value 

 
 
 
 
Food & Staples Retailing — 0.1%             
AmeriQual Group LLC, 9.50% due 4/01/2012 (d)    USD    250    $ 167,500 

 
 
 
Health Care Equipment & Supplies — 2.2%             
ReAble Therapeutics Finance LLC, 10.875%             
 due 11/15/2014 (d)        4,000    3,780,000 

 
 
 
Health Care Providers & Services — 0.1%             
Universal Hospital Services, Inc., 8.288%             
 due 6/01/2015 (c)        230    216,200 

 
 
 
Hotels, Restaurants & Leisure — 5.4%             
American Real Estate Partners LP, 7.125%             
 due 2/15/2013        4,000    3,800,000 
Harrah’s Operating Co., Inc. (d):             
     10.75% due 2/01/2016        1,501    1,302,117 
     10.75% due 2/01/2018 (b)        221    175,816 
Landry’s Restaurants, Inc., 9.50% due 12/15/2014    1,500    1,447,500 
Little Traverse Bay Bands of Odawa Indians,             
 10.25% due 2/15/2014 (d)        1,565    1,566,956 
Travelport LLC, 7.701% due 9/01/2014 (c)        950    760,000 
           
            9,052,389 

 
 
 
Independent Power Producers & Energy Traders — 0.3%         
Texas Competitive Electric Holdings Co. LLC, 10.25%         
 due 11/01/2015 (d)        590    575,250 

 
 
 
Machinery — 0.2%             
Invensys Plc, 9.875% due 3/15/2011 (d)        318    335,409 

 
 
 
Media — 1.9%             
Charter Communications Holdings II, LLC, 10.25%             
 due 9/15/2010        1,825    1,669,875 
TL Acquisitions, Inc., 10.50% due 1/15/2015 (d)        1,000    890,000 
Windstream Regatta Holdings, Inc., 11%             
 due 12/01/2017 (d)        748    583,440 
           
            3,143,315 

 
 
 
Metals & Mining — 2.4%             
FMG Finance Property Ltd., 9.123% due 9/01/2011 (c)(d)    180    179,100 
Freeport-McMoRan Copper & Gold, Inc., 8.394%             
 due 4/01/2015 (c)        3,180    3,056,775 
Ryerson, Inc., 10.614% due 11/01/2014 (c)(d)        840    777,000 
           
            4,012,875 

 
 
 
Paper & Forest Products — 3.0%             
Abitibi-Consolidated, Inc., 8.491% due 6/15/2011 (c)    2,000    1,040,000 
Bowater, Inc., 7.991% due 3/15/2010 (c)        2,000    1,450,000 
Verso Paper Holdings LLC Series B, 6.989%             
 due 8/01/2014 (c)        3,000    2,550,000 
           
            5,040,000 

 
 
 
Real Estate Management & Development — 0.8%         
Realogy Corp., 11% due 4/15/2014 (b)        2,000    1,280,000 

 
 
 
Road & Rail — 0.5%             
Atlantic Express Transportation Corp., 12.455%             
 due 4/15/2012 (c)        1,000    650,000 
Swift Transportation Co., Inc., 10.815%             
 due 5/15/2015 (c)(d)        675    290,250 
           
            940,250 

 
 
 

        Par     
Corporate Bonds        (000)    Value 

 
 
 
 
Semiconductors & Semiconductor Equipment — 1.1%         
Avago Technologies Finance Pte. Ltd., 10.623%             
 due 6/01/2013 (c)    USD 600    $ 595,500 
Spansion, Inc., 6.201% due 6/01/2013 (c)(d)        1,690    1,233,700 
           
            1,829,200 

 
 
 
Specialty Retail — 1.2%             
AutoNation, Inc., 6.258% due 4/15/2013 (c)        250    205,000 
General Nutrition Centers, Inc., 10.009%             
 due 3/15/2014 (b)        350    279,125 
Michaels Stores, Inc., 11.375% due 11/01/2016        1,950    1,613,625 
           
            2,097,750 

 
 
 
Wireless Telecommunication Services — 1.2%             
Cricket Communications, Inc., 9.375%             
 due 11/01/2014        1,030    916,700 
Digicel Group Ltd., 9.125% due 1/15/2015 (b)(d)        1,249    1,065,350 
           
            1,982,050 

 
 
 
Total Corporate Bonds             
(Cost — $72,075,122) — 36.7%            61,840,828 

 
 
 
 
 
 
 
Common Stocks (f)        Shares     

 
 
 
Capital Markets — 0.3%             
E*Trade Financial Corp.        145,213    620,059 

 
 
 
Chemicals — 0.0%             
GEO Specialty Chemicals, Inc.        10,732    10,732 

 
 
 
Electrical Equipment — 0.1%             
Medis Technologies Ltd.        13,053    141,364 

 
 
 
Semiconductors & Semiconductor Equipment — 0.7%         
Cypress Semiconductor Corp.        52,413    1,139,459 

 
 
 
Total Common Stocks             
(Cost — $2,080,953) — 1.1%            1,911,614 

 
 
 
 
 
 
 
Preferred Stocks             

 
 
 
Capital Markets — 0.0%             
Marsico Parent Superholdco, LLC, 16.75% (d)(g)        44    43,956 

 
 
 
Total Preferred Stocks (Cost — $41,486) — 0.0%            43,956 

 
 
 
 
 
 
        Number of     
Options Purchased        Contracts     

 
 
 
Call Options Purchased             
Marsico Parent Superholdco LLC, expiring             
 December 2009 at USD 942.86             
 Broker Goldman Sachs & Co. (g)        11    19,250 

 
 
 
Total Options Purchased             
(Cost — $10,756) — 0.0%            19,250 

 
 
 
Total Investments (Cost — $243,781,881*) — 126.6%        213,456,732 
Liabilities in Excess of Other Assets — (26.6%)            (44,903,720) 
           
Net Assets — 100.0%            $168,553,012 
           

See Notes to Financial Statements.

10 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Schedule of Investments (concluded) (Percentages shown are based on Net Assets)

  * The cost and unrealized appreciation (depreciation) of investments as of February 29,
2008, as computed for federal income tax purposes, were as follows:

Aggregate cost    $ 243,783,995 
   
Gross unrealized appreciation    $ 836,823 
Gross unrealized depreciation    (31,164,086) 
   
Net unrealized depreciation    $ (30,327,263) 
   

(a) Issuer filed for bankruptcy or is in default of interest payments.

(b) Represents a pay-in-kind security which may pay interest/dividends in additional face/shares.

(c) Floating rate security. Rate is as of the report date.

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified institutional investors. Unless otherwise indicated, these securities are not considered to be illiquid.

(e) Convertible security.

(f) Non-income producing security. (g) Illiquid security.

For Fund compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management.

This definition may not apply for purposes of this report which may combine industry sub-classifications for reporting ease. These industry classifications are unaudited.

Investments in companies considered to be an affiliate of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940 were as follows:

    Net    Interest 
Affiliate    Activity    Income 

 
 
BlackRock Liquidity Series, LLC         
     Cash Sweep Series        $ 187,622 

 
 

Forward foreign exchange contracts sold as of February 29,2008 were as follows:

Currency    Currency    Settlement    Unrealized 
Purchased    Sold    Date    Depreciation 

 
 
 
 
USD 3,387,926    EUR 2,311,000    4/23/2008    $(114,163) 
USD 1,178,874    GBP 600,000    4/23/2008    (8,719) 

 
 
 
Total Unrealized Depreciation on Forward         
Foreign Exchange Contracts        $(122,882) 
       

Swaps outstanding as of February 29,2008 were as follows:

        Notional    Unrealized 
        Amount    Appreciation 
        (000)    (Depreciation) 

 
 
 
 
Sold credit default protection on             
D.R.Horton, Inc. and receive 4.65%             
Broker, Lehman Brothers Special Finance             
Expires March 2009    USD    1,000    $ (2,363) 
Sold credit default protection on             
Ford Motor Company and receive 3.80%             
Broker, UBS Warburg             
Expires March 2010    USD    5,000    (520,820) 
Sold credit default protection on             
LCDX Index and receive 2.25%             
Broker, UBS Warburg             
Expires December 2012    USD    1,000    5,492 
Sold credit default protection on             
LCDX Index and receive 2.25%             
Broker, JPMorgan Chase             
Expires December 2012    USD    1,000    (11,008) 

 
 
 
Total            $ (528,699) 
           

  Currency Abbreviations:
EUR   Euro
GBP   British Pound
USD   U.S. Dollar

See Notes to Financial Statements.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008 11


Statement of Assets and Liabilities

As of February 29, 2008     

 
 
     Assets     

 
 
Investments at value — unaffiliated     
 (identified cost — $243,771,125)    $ 213,437,482 
Options purchased, at value (cost — $10,756)    19,250 
Unrealized appreciation on swaps    5,492 
Cash    1,514,553 
Investments sold receivable    7,713,729 
Interest receivable    3,392,393 
Amendment fee receivable    99,884 
Interest receivable on swaps    55,023 
Commitment fees receivable    26,939 
Principal paydown receivable    1,944 
Prepaid expenses and other assets    22,776 
   
Total assets    226,289,465 

 
 
 
     Liabilities     

 
 
Loan payable    50,000,000 
Swap premiums received    157,315 
Unrealized depreciation on swaps    534,191 
Unrealized depreciation on unfunded loan commitments    142,836 
Unrealized depreciation on forward foreign exchange contracts    122,882 
Investments purchased payable    6,275,036 
Investment advisory fees payable    139,843 
Deferred income    59,751 
Income dividends payable    119,451 
Interest on loans payable    39,151 
Other affiliates payable    1,325 
Other accrued expenses payable    144,672 
   
Total liabilities    57,736,453 

 
 
 
     Net Assets     

 
 
Net Assets    $ 168,553,012 

 
 
 
     Net Assets Consist of     

 
 
Par value $.10 per share (10,496,930 shares issued     
   and outstanding)    $ 1,049,693 
Paid-in capital in excess of par    199,119,933 
Undistributed net investment income    2,193,448 
Accumulated net realized loss    (2,693,448) 
Net unrealized depreciation    (31,116,614) 
   
Net Assets, $16.06 net asset value per share of     
Common Stock    $ 168,553,012 
   

See Notes to Financial Statements.

Statement of Operations     
 
For the Year Ended February 29, 2008     

 
 
     Investment Income     

 
 
Interest (including $187,622 from affiliates)    $ 21,441,854 
Facility and other fees    176,540 
   
Total income    21,618,394 

 
 
 
     Expenses     

 
 
Investment advisory    1,864,167 
Professional fees    110,543 
Borrowing costs    108,056 
Accounting services    69,787 
Printing    38,595 
Directors    29,650 
Transfer agent    20,238 
Custodian    18,793 
Registration    9,436 
Miscellaneous    48,615 
   
Total expenses excluding interest expense    2,317,880 
Interest expense    3,059,563 
   
Total expenses    5,377,443 
   
Net investment income    16,240,951 

 
 
 
     Realized and Unrealized Gain (Loss)     

 
 
Net realized gain (loss) from:     
     Investments    (1,291,615) 
     Swaps    359,607 
     Foreign currency    (241,747) 
   
    (1,173,755) 
   
Net change in unrealized appreciation/depreciation on:     
     Investments    (32,571,369) 
     Swaps    (549,359) 
     Unfunded loan commitments    138,010 
     Foreign currency    (116,585) 
   
    (33,099,303) 
   
Total realized and unrealized loss    (34,273,058) 
   
Net Decrease in Net Assets Resulting from Operations    $ (18,032,107) 
   

12 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Statements of Changes in Net Assets         
 
    For the    For the 
    Year Ended    Year Ended 
    February 29,    February 28, 
Increase (Decrease) in Net Assets:    2008    2007 

 
 
     Operations         

 
 
Net investment income    $ 16,240,951    $ 16,232,774 
Net realized gain (loss)    (1,173,755)    197,727 
Net change in unrealized depreciation    (33,099,303)    (1,508,938) 
   
 
Net increase (decrease) in net assets resulting from operations    (18,032,107)    14,921,563 

 
 
 
     Dividends to Shareholders from         

 
 
Net investment income    (15,779,101)    (16,114,520) 

 
 
 
     Net Assets         

 
 
Total decrease in net assets    (33,811,208)    (1,192,957) 
Beginning of year       202,364,220    203,557,177 
   
 
End of year    $ 168,553,012    $ 202,364,220 
   
 
End of year undistributed net investment income    $ 2,193,448    $ 1,968,707 
   
 

See Notes to Financial Statements.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

13


Statement of Cash Flows     
 
For the Year Ended February 29, 2008     

 
 
     Cash Provided by Operating Activities     

 
 
Net decrease in net assets resulting from operations    $ (18,032,107) 
Adjustments to reconcile net decrease in net assets resulting from operations to net cash provided by operating activities:     
Increase in receivables    (710,718) 
Increase in prepaid expenses and other assets    (18,772) 
Increase in other liabilities    56,071 
Swap premium received    417,455 
Swap premium paid    (267,967) 
Net realized and unrealized loss    34,460,870 
Amortization of premium and discount on investments    (68,496) 
Proceeds from sales and paydowns of long-term securities    151,953,817 
Purchases of long-term securities    (162,316,366) 
   
Net cash provided by operating activities    5,473,787 

 
 
     Cash Used for Financing Activities     

 
 
Cash receipts from loan    132,000,000 
Cash payments from loan    (129,000,000) 
Cash dividends paid    (15,843,199) 
   
Net cash used for financing activities    (12,843,199) 

 
 
     Cash     

 
 
Net decrease in cash    (7,369,412) 
Cash at beginning of year    8,883,965 
   
Cash at end of year    $ 1,514,553 

 
 
     Cash Flow Information     

 
 
Cash paid for interest    $ 3,051,780 
   

See Notes to Financial Statements.

14 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Financial Highlights                 
 
             
    For the                 For the Year Ended    For the Period 
      Year Ended                     February 28,      July 30, 20041 to 
    February 29,            February 28, 
    2008    2007    2006    2005 
     Per Share Operating Performance                 
 
Net asset value, beginning of period    $ 19.28    $ 19.39    $ 19.74    $ 19.10 
   
 
 
 
Net investment income2    1.55    1.55    1.33    .58 
Net realized and unrealized gain (loss)    (3.27)    (.12)    (.31)    .57 
   
 
 
 
Net increase (decrease) from investment operations    (1.72)    1.43    1.02    1.15 
   
 
 
 
Dividends and distributions from:                 
     Net investment income    (1.50)    (1.54)    (1.27)    (.47) 
     Net realized gain            (.10)    (.01) 
   
 
 
 
Total dividends and distributions    (1.50)    (1.54)    (1.37)    (.48) 
   
 
 
 
Capital charges with respect to issuance of shares                (.03) 
   
 
 
 
Net asset value, end of period    $ 16.06    $ 19.28    $ 19.39    $ 19.74 
   
 
 
 
Market price, end of period    $ 14.75    $ 18.50    $ 17.76    $ 19.44 

 
 
 
 
 
     Total Investment Return3                 

 
 
 
 
 
Based on net asset value    (8.98%)    8.31%    6.07%    5.97%4 
   
 
 
 
Based on market price    (12.88%)    13.47%    (1.35%)    (.34%)4 

 
 
 
 
 
     Ratios to Average Net Assets                 

 
 
 
 
 
Total expenses, excluding interest expense and net of waiver    1.20%    1.22%    1.25%    .92%5 
   
 
 
 
Total expenses, net of waiver    2.78%    2.87%    2.46%    1.30%5 
   
 
 
 
Total expenses    2.78%    2.87%    2.46%    1.48%5 
   
 
 
 
Net investment income    8.39%    8.03%    6.88%    5.11%5 

 
 
 
 
 
     Supplemental Data                 

 
 
 
 
 
Net assets, end of period (000)    $ 168,553    $ 202,364    $ 203,557    $ 207,255 
   
 
 
 
Portfolio turnover    65%    65%    72%    30% 
   
 
 
 
Amount of loan outstanding, end of period (000)    $ 50,000    $ 47,000    $ 61,400    $ 60,300 
   
 
 
 
Average amount of loan outstanding during the period (000)    $ 55,269    $ 61,022    $ 63,725    $ 29,072 
   
 
 
 
Asset coverage, end of period, per $1,000 of loan outstanding    $ 4,371    $ 5,306    $ 4,315    $ 4,437 
   
 
 
 

1      Commencement of operations.
 
2      Based on average shares outstanding.
 
3      Total investment returns based on market price, which can be significantly greater or lesser than the net asset value, may result in substantially different returns. Total investment returns exclude the effects of sales charges.
 
4      Aggregate total investment return.
 
5      Annualized.
 

See Notes to Financial Statements.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

15


Notes to Financial Statements

1. Significant Accounting Policies:

BlackRock Floating Rate Income Strategies Fund II, Inc. (the “Fund”) is
registered under the Investment Company Act of 1940, as amended
(the “1940 Act”), as a diversified, closed-end management investment
company. The Fund’s financial statements are prepared in conformity
with accounting principles generally accepted in the United States of
America, which may require the use of management accruals and esti-
mates. Actual results may differ from these estimates. The Fund deter-
mines, and makes available for publication, the net asset value of its
Common Stock on a daily basis.

The following is a summary of significant accounting policies followed by
the Fund:

Valuation of Investments: The Fund values most of its corporate bond
investments on the basis of last available bid price or current market
quotations provided by dealers or pricing services selected under the
supervision of the Fund’s Board of Directors (the “Board”). In determin-
ing the value of a particular investment, pricing services may use certain
information with respect to transactions in such investments, quotations
from dealers, market transactions in comparable investments, various
relationships observed in the market between investments, and calculat-
ed yield measures based on valuation technology commonly employed
in the market for such investments.

Floating rate loans are valued in accordance with guidelines established
by the Board. Floating rate loan interests are valued at the mean
between the last available bid prices from one or more brokers or deal-
ers as obtained from Loan Pricing Corporation (“LPC”). For the limited
number of floating rate loans for which no reliable price quotes are avail-
able, such floating rate loans may be valued by LPC through the use of
pricing matrixes to determine valuations. If the pricing service does not
provide a value for a floating rate loan, BlackRock Advisors, LLC (the
“Advisor”), an indirect, wholly owned subsidiary of BlackRock, Inc., will
value the floating rate loan at fair value, which is intended to approxi-
mate market value.

Equity investments traded on a national securities exchange or on the
NASDAQ Global Market System are valued at the last reported sale
price that day or the NASDAQ official closing price, if applicable. Equity
investments traded on a national securities exchange for which there
were no sales on that day and equity investments traded on other over-
the-counter (“OTC”) markets for which market quotations are readily
available are valued at the last available bid price. Effective September
4, 2007, exchange-traded options are valued at the mean between the
last bid and asked prices at the close of the options market in which
the options trade and previously were valued at the last sales price as
of the close of options trading on applicable exchanges. OTC options
quotations are provided by dealers or pricing services selected under
the supervision of the Board. Considerations utilized by dealers or
pricing services in valuing OTC options include, but are not limited to,

volatility factors of the underlying security, price movement of the under-
lying security in relation to the strike price and the time left until expira-
tion of the option. Swap agreements are valued by quoted fair values
received daily by the Fund’s pricing service. Short-term securities may
be valued at amortized cost.

In the event that application of these methods of valuation results in a
price for an investment which is deemed not to be representative of the
market value of such investment, the investment will be valued by, under
the direction of, or in accordance with, a method approved by the Board
as reflecting fair value (“Fair Value Assets”). When determining the price
for Fair Value Assets, the Advisor and/or sub-advisor seeks to determine
the price that the Fund might reasonably expect to receive from the cur-
rent sale of that asset in an arm’s-length transaction. Fair value determi-
nations shall be based upon all available factors that the Advisor and/or
sub-advisor deems relevant. The pricing of all Fair Value Assets is sub-
sequently reported to the Board or a committee thereof.

Generally, trading in foreign securities is substantially completed each
day at various times prior to the close of business on the New York Stock
Exchange (“NYSE”). The values of such securities used in computing the
net assets of the Fund are determined as of such times. Foreign curren-
cy exchange rates will be determined as of the close of business on the
NYSE. Occasionally, events affecting the values of such securities and
such exchange rates may occur between the times at which they are
determined and the close of business on the NYSE that may not be
reflected in the computation of the Fund’s net assets. If events (for
example, a company announcement, market volatility or a natural disas-
ter) occur during such periods that are expected to materially affect the
value of such securities, those securities will be valued at their fair value
as determined in good faith by the Board or by the Advisor using a pric-
ing service and/or procedures approved by the Board.

Floating Rate Loans: The Fund invests in floating rate loans, which are
generally non-investment grade, made by banks, other financial institu-
tions and privately and publicly offered corporations. Floating rate loans
generally pay interest at rates that are periodically determined by refer-
ence to a base lending rate plus a premium. The base lending rates are
generally (i) the lending rate offered by one or more European banks,
such as LIBOR (London InterBank Offered Rate), (ii) the prime rate
offered by one or more U.S. banks or (iii) the certificate of deposit rate.
The Fund considers these investments to be investments in debt securi-
ties for purposes of its investment policies.

The Fund earns and/or pays facility and other fees on floating rate
loans. Other fees earned/paid include commitment, amendment, con-
sent, commissions and prepayment penalty fees. Facility, amendment
and consent fees are typically amortized as premium and/or accreted
as discount over the term of the loan. Commitment, commission and
various other fees are recorded as income. Prepayment penalty fees are
recorded as gains or losses. When the Fund buys a floating rate loan it

16 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Notes to Financial Statements (continued)

may receive a facility fee and when it sells a floating rate loan it may pay
a facility fee. On an ongoing basis, the Fund may receive a commitment
fee based on the undrawn portion of the underlying line of credit portion
of a floating rate loan. In certain circumstances, the Fund may receive a
prepayment penalty fee upon the prepayment of a floating rate loan by
a borrower. Other fees received by the Fund may include covenant waiver
fees and covenant modification fees.

The 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 loans are usually freely callable at the issuer’s option. The
Fund may invest in such loans in the form of participations in loans
(“Participations”) and assignments of all or a portion of loans from third
parties. Participations typically will result in the Fund having a contrac-
tual relationship only with the lender, not with the borrower. The Fund
will have 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, the Fund generally will
have no right to enforce compliance by the borrower with the terms of
the loan agreement relating to the loans, nor any rights of offset against
the borrower, and the Fund may not benefit directly from any collateral
supporting the loan in which it has purchased the Participation.

As a result, the Fund will assume the credit risk of both the borrower and
the lender that is selling the Participation. The Fund’s investments in loan
participation interests involve the risk of insolvency of the financial inter-
mediaries who are parties to the transactions. In the event of the insol-
vency of the lender selling the Participation, the Fund may be treated
as a general creditor of the lender and may not benefit from any offset
between the lender and the borrower.

Preferred Stock: The Fund may invest in 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 char-
acteristics. 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 redemp-
tion provisions.

Derivative Financial Instruments: The Fund may engage in various
portfolio investment strategies to increase the return of the Fund and
to hedge, or protect, its exposure to interest rate movements and move-
ments in the securities markets. Losses may arise if the value of the
contract decreases due to an unfavorable change in the price of the
underlying security, or index or if the counterparty does not perform
under the contract.

Options — The Fund may purchase and write call and put options.
When the Fund writes an option, an amount equal to the premium
received by the Fund is reflected as an asset and an equivalent lia-
bility. The amount of the liability is subsequently marked-to-market to
reflect the current market value of the option written. When a security
is purchased or sold through an exercise of an option, the related
premium paid (or received) is added to (or deducted from) the basis
of the security acquired or deducted from (or added to) the proceeds
of the security sold. When an option expires (or the Fund enters into
a closing transaction), the Fund realizes a gain or loss on the option
to the extent of the premiums received or paid (or gain or loss to the
extent the cost of the closing transaction is less than or exceeds the
premiums received or paid). If an option is exercised, the premium
paid or received is added to the cost of the purchase or the pro-
ceeds from the sale in determining whether the Fund has realized a
gain or a loss on investment transactions.

A call option gives the purchaser of the option the right (but not the
obligation) to buy, and obligates the seller to sell (when the option is
exercised), the underlying position at the exercise price at any time
or at a specified time during the option period. A put option gives the
holder the right to sell and obligates the writer to buy the underlying
position at the exercise price at any time or at a specified time dur-
ing the option period.

Credit Default Swaps — The Fund may invest in credit default swaps,
which are OTC contracts in which one party pays fixed periodic pay-
ments to a counterparty in consideration for a guarantee from the
counterparty to make a specific payment should a negative credit
event take place. These periodic payments received or made by the
Fund are recorded in the accompanying Statement of Operations as
realized gains or losses, respectively. Gains or losses are also realized
upon termination of swap agreements. Swaps are marked-to-market
daily and changes in value are recorded as unrealized appreciation
(depreciation). Risks arise from the possible inability of the counter-
parties to meet the terms of their contracts. The Fund is exposed
to credit loss in the event of non-performance by the other party to
the swap.

The Fund may utilize credit default swaps for the purpose of reducing
the interest rate sensitivity of the portfolio and decreasing the Fund’s
exposure to interest rate risk.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

17


Notes to Financial Statements (continued)

Foreign Currency Transactions: Foreign currency amounts are translated
into United States dollars on the following basis: (i) market value of
investment securities, assets and liabilities at the current rate of exchange;
and (ii) purchases and sales of investment securities, income and
expenses at the rates of exchange prevailing on the respective dates
of such transactions.

The Fund reports foreign currency related transactions as components
of realized gains for financial reporting purposes, whereas such compo-
nents are treated as ordinary income for federal income tax purposes.

Income Taxes: It is the Fund’s policy to comply with the requirements of
the Internal Revenue Code applicable to regulated investment compa-
nies and to distribute substantially all of its taxable income to its share-
holders. Therefore, no federal income tax provision is required. Under the
applicable foreign tax laws, a withholding tax may be imposed on inter-
est, dividends and capital gains at various rates.

Effective August 31, 2007, the Fund implemented Financial Accounting
Standards Board (“FASB”) Interpretation No. 48, “Accounting for
Uncertainty in Income Taxes — an interpretation of FASB Statement No.
109” (“FIN 48”). FIN 48 prescribes the minimum recognition threshold a
tax position must meet in connection with accounting for uncertainties in
income tax positions taken or expected to be taken by an entity, includ-
ing investment companies, before being measured and recognized in the
financial statements. The Advisor has evaluated the application of FIN 48
to the Fund, and has determined that the adoption of FIN 48 did not
have a material impact on the Fund’s financial statements. The Fund
files U.S. 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 return remains open for the years ended February 28,
2005 through February 28, 2007. The statutes of limitations on the
Fund’s state and local tax returns may remain open for an additional
year depending upon the jurisdiction.

Investment Transactions and Investment Income: Investment trans-
actions are recorded on the dates the transactions are entered into
(the trade dates). Realized gains and losses on security transactions are
determined on the identified cost basis. Interest income is recognized
on the accrual basis. The Fund amortizes all premiums and discounts
on debt securities.

Dividends and Distributions: Dividends from net investment income are
declared and paid monthly. Distributions of capital gains are recorded
on the ex-dividend dates.

Recent Accounting Pronouncements: In September 2006, Statement
of Financial Accounting Standard No. 157, “Fair Value Measurements”
(“FAS 157”), was issued and is effective for fiscal years beginning after

November 15, 2007. FAS 157 defines fair value, establishes a frame-
work for measuring fair value and expands disclosures about fair value
measurements. The impact on the Fund’s financial statement disclosure,
if any, is currently being assessed.

In addition, in February 2007, Statement of Financial Accounting
Standards No. 159, “The Fair Value Option for Financial Assets and
Financial Liabilities” (“FAS 159”), was issued and is effective for fiscal
years beginning after November 15, 2007. FAS 159 permits entities to
choose to measure many financial instruments and certain other items
at fair value that are not currently required to be measured at fair value.
FAS 159 also establishes presentation and disclosure requirements
designed to facilitate comparisons between entities that choose different
measurement attributes for similar types of assets and liabilities. The
impact on the Fund’s financial statement disclosures, if any, is currently
being assessed.

Segregation: In cases in which the 1940 Act and the interpretive posi-
tions of the Securities and Exchange Commission (“SEC”) require that
the Fund segregate assets in connection with certain investments
(e.g., swaps), the Fund will, consistent with certain interpretive letters
issued by the SEC, designate on its books and records cash or other liq-
uid debt securities having a market value at least equal to the amount
that would otherwise be required to be physically segregated.

Deferred Compensation and BlackRock Closed-End Share Equivalent
Investment Plan: Under the deferred compensation plan approved by
the Fund’s Board, non-interested directors (“Independent Directors”)
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 other certain
BlackRock Closed-End Funds selected by the Independent Directors.
This has approximately the same economic effect for the Independent
Directors as if the Independent Directors had invested the deferred
amounts directly in other certain BlackRock Closed-End Funds.

The deferred compensation plan is not funded and obligations thereunder
represent general unsecured claims against the general assets of the
Fund. Each Fund may, however, elect to invest in common shares of
other certain BlackRock Closed-End Funds selected by the Independent
Directors in order to match its deferred compensation obligations.
Investments to cover the Fund’s deferred compensation liability are
included in other assets on the Statement of Assets and Liabilities.

Other: Expenses that are directly related to one of the Funds are
charged to that Fund. Other operating expenses are pro-rated to certain
Funds on the basis of relative net assets.

18 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Notes to Financial Statements (continued)

2. Investment Advisory Agreement and Other Transactions
with Affiliates:

The Fund has entered into an Investment Advisory Agreement with the
Advisor to provide investment advisory and administration services.
Merrill Lynch & Co., Inc. (“Merrill Lynch”) and The PNC Financial Services
Group, Inc. are principal owners of BlackRock, Inc.

The Advisor is responsible for the management of the Fund’s portfolio
and provides the necessary personnel, facilities, equipment and certain
other services necessary to the operations of the Fund. For such services,
the Fund pays the Advisor a monthly fee at an annual rate of 0.75% of
the average daily value of the Fund’s net assets plus the proceeds of
any outstanding borrowings used for leverage. In addition, the Advisor
has entered into a separate sub-advisory agreement with BlackRock
Financial Management, Inc. (“BFM”), an affiliate of the Advisor, under
which the Advisor pays BFM for services it provides, a monthly fee that
is a percentage of the management fee paid by the Fund to the Advisor.
For the year ended February 29, 2008, the Fund reimbursed the Advisor
$3,482 for certain accounting services, which is included in accounting
services expenses in the Statement of Operations, were $3,482.

Certain officers and/or directors of the Fund are officers and/or directors
of BlackRock, Inc. or its affiliates.

3. Investments:

Purchases and sales (including paydowns) of investments, excluding
short-term securities, for the year ended February 29, 2008 were
$157,610,932 and $157,997,334, respectively.

4. Capital Stock Transactions:

The Fund is authorized to issue 200,000,000 shares of capital stock,
par value $0.10 per share, all of which are initially classified as
Common Stock. The Board is authorized, however, to classify and
reclassify any unissued shares of capital stock without approval of
the holders of Common Stock.

Shares issued and outstanding during the years ended February 29,
2008 and February 28, 2007 remained constant.

5. Commitments:

The Fund may invest in floating rate loans. In connection with these
investments, the Fund may, with its Advisor, also enter into unfunded
corporate loans (“commitments”). Commitments may obligate the Fund
to furnish temporary financing to a borrower until permanent financing
can be arranged. At February 29, 2008, the Fund had outstanding
commitments of approximately $6,654,000. In connection with these
commitments, the Fund earns a commitment fee, typically set as a
percentage of the commitment amount. Such fee income, which is

classified in the Statement of Operations as facility and other fees, is
recognized ratably over the commitment period. As of February 29,
2008, the Fund had the following unfunded loan commitments:

        Value of 
    Unfunded    Underlying 
    Commitment    Loan 
Borrower    (000)    (000) 

 
 
Aquila, Inc    $3,000    $3,009 
Community Health    $ 120    $ 122 
Golden Nugget, Inc    $ 182    $ 156 
Las Vegas Sands    $ 200    $ 178 
Meg Energy Corp    $ 336    $ 303 
Spanish Broadcasting System, Inc    $2,500    $2,454 
Univision Communications, Inc    $ 50    $ 45 
Vought Aircraft Industries, Inc    $ 266    $ 244 

 
 

6. Short-Term Borrowings:

The Fund is a party to a revolving credit and security agreement funded
by a commercial paper asset securitization program with Citicorp North
America, Inc. (“Citicorp”), as Agent, certain secondary backstop lenders
and certain asset securitization conduits, as lenders (the “Lenders”). On
May 16, 2007, the agreement was renewed for one year and has a max-
imum limit of $100,000,000. Under the Citicorp administered program,
the conduits will fund advances to the Fund through highly rated com-
mercial paper. The Fund has granted a security interest in substantially
all of its assets to, and in favor of, the Lenders as security for its obliga-
tions to the Lenders. The interest rate on the Fund borrowings is based
on the interest rate carried by the commercial paper plus a program fee.
In addition, the Fund pays a liquidity fee to the secondary backstop
lenders and the agent. The weighted average annual interest rate was
5.49% for the year ended February 29, 2008.

7. Distributions to Shareholders:

No provision is made for U.S. federal income taxes as it is the Fund’s
intention to continue to qualify for and elect the tax treatment applicable
to regulated investment companies under Subchapter M of the Internal
Revenue Code of 1986, as amended, and to make the requisite distribu-
tions to their respective shareholders, which will be sufficient to relieve
them from federal income and excise taxes.

Reclassification: U.S. generally accepted accounting principles require
that certain components of net assets be adjusted to reflect permanent
differences between financial and tax reporting. Accordingly, during the
current year, $237,109 has been reclassified between undistributed net
investment income and accumulated net realized capital losses as a
result of permanent differences attributable to foreign currency trans-
actions and accounting for swap agreements. This reclassification has
no effect on net assets or net asset values per share.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

19


Notes to Financial Statements (concluded)

The tax character of distributions paid during the fiscal years ended
February 29, 2008 and February 28, 2007 was as follows:

    2/29/2008    2/28/2007 
   
 
Distributions paid from:         
Ordinary income    $ 15,779,101    $16,114,520 
   
 
Total taxable distributions    $ 15,779,101    $16,114,520 
   
 

As of February 29, 2008, the components of accumulated losses on a tax
basis were as follows:

Undistributed net ordinary income    $ 2,090,101 
Undistributed net long-term capital gains     
   
Total net undistributed earnings    2,090,101 
Capital loss carryforward    (1,519,783) 
Net unrealized losses    (32,186,932)* 
   
Total net accumulated losses    $ (31,616,614) 
   

*      On February 29, 2008, the Fund had a net capital loss carryforward of $1,519,783, of which $203,838 expires in 2014 and $1,315,945 expires in 2015. This amount will be available to offset like amounts of any future taxable gains.
 
**      The difference between book-basis and tax-basis net unrealized losses is attributa- ble primarily to the tax deferral of losses on wash sales, the difference between book and tax amortization methods for premiums and discounts on fixed income securities, book/tax differences in the accrual of income on securities in default, the realization for tax purposes of unrealized gains (losses) on certain foreign cur- rency contracts, the deferral of post-October capital losses for tax purposes and accounting for swap agreements.
 

8. Subsequent Event:

The Fund paid a net investment income dividend in the amount of
$0.123350 per share on March 31, 2008 to shareholders of record
on March 14, 2008.

20 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of BlackRock
Floating Rate Income Strategies Fund II, Inc.:

We have audited the accompanying statement of assets and liabilities
of BlackRock Floating Rate Income Strategies Fund II, Inc. (the “Fund”),
including the schedule of investments as of February 29, 2008, and
the related statements of operations and cash flows for the year then
ended, the statements of changes in net assets for each of the two
years in the period then ended, and the financial highlights for the
periods presented. These financial statements and financial highlights
are the responsibility of the Fund’s management. Our responsibility is
to express an opinion on these financial statements and financial high-
lights based on our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assur-
ance about whether the financial statements and financial highlights
are free of material misstatement. The Fund is not required to have, nor
were we engaged to perform, an audit of its internal control over finan-
cial reporting. Our audits included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Fund’s internal control over finan-

cial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. Our pro-
cedures included confirmation of securities owned as of February 29,
2008, by correspondence with the custodian and financial interme-
diaries; where replies were not received, we performed other auditing
procedures. We believe that our audits provide a reasonable basis for
our opinion.

In our opinion, the financial statements and financial highlights referred
to above present fairly, in all material respects, the financial position
of BlackRock Floating Rate Income Strategies Fund II, Inc. as of
February 29, 2008, the results of its operations and its cash flows for
the year then ended, the changes in its net assets for each of the two
years in the period then ended, and the financial highlights for the
periods presented, in conformity with accounting principles generally
accepted in the United States of America.

Deloitte & Touche LLP
Princeton, New Jersey

April 29, 2008

Important Tax Information (Unaudited)

The following information is provided with respect to the ordinary income distributions paid by BlackRock Floating Rate Income Strategies Fund II, Inc.
for the fiscal year ended February 29, 2008:

Interest-Related Dividends for Non-U.S. Residents     

 
Month(s) Paid:    March 2007    63.29%* 
    April 2007    73.19%* 
    May 2007 — January 2008    85.40%* 
    February 2008    66.07%* 

 
 
 
 * Represents the portion of the taxable ordinary income dividends eligible for exemption from U.S. withholding tax for nonresident aliens and foreign corporations.     

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

21


Automatic Dividend Reinvestment Plan

How the Plan Works — The Fund offers a Dividend Reinvestment Plan
(the “Plan”) under which income and capital gains dividends paid by the
Fund are automatically reinvested in additional shares of Common Stock
of the Fund. The Plan is administered on behalf of the shareholders by
Computershare Trust Company, N.A. (the “Plan Agent”). Under the Plan,
whenever the Fund declares a dividend, participants in the Plan will
receive the equivalent in shares of Common Stock of the Fund. The Plan
Agent will acquire the shares for the participant’s account either (i)
through receipt of additional unissued but authorized shares of the Fund
(“newly issued shares”) or (ii) by purchase of outstanding shares of
Common Stock on the open market on the New York Stock Exchange or
elsewhere. If, on the dividend payment date, the Fund’s net asset value
per share is equal to or less than the market price per share plus esti-
mated brokerage commissions (a condition often referred to as a “mar-
ket premium”), the Plan Agent will invest the dividend amount in newly
issued shares. If the Fund’s net asset value per share is greater than the
market price per share (a condition often referred to as a “market dis-
count”), the Plan Agent will invest the dividend amount by purchasing on
the open market additional shares. If the Plan Agent is unable to invest
the full dividend amount in open market purchases, or if the market dis-
count shifts to a market premium during the purchase period, the Plan
Agent will invest any uninvested portion in newly issued shares. The
shares acquired are credited to each shareholder’s account. The amount
credited is determined by dividing the dollar amount of the dividend by
either (i) when the shares are newly issued, the net asset value per
share on the date the shares are issued or (ii) when shares are pur-
chased in the open market, the average purchase price per share.

Participation in the Plan — Participation in the Plan is automatic, that is,
a shareholder is automatically enrolled in the Plan when he or she pur-
chases shares of Common Stock of the Fund unless the shareholder
specifically elects not to participate in the Plan. Shareholders who
elect not to participate will receive all dividend distributions in cash.
Shareholders who do not wish to participate in the Plan must advise the
Plan Agent in writing (at the address set forth to the right) that they elect
not to participate in the Plan. Participation in the Plan is completely vol-
untary and may be terminated or resumed at any time without penalty
by writing to the Plan Agent.

Benefits of the Plan — The Plan provides an easy, convenient way for
shareholders to make additional, regular investments in the Fund. The
Plan promotes a long-term strategy of investing at a lower cost. All
shares acquired pursuant to the Plan receive voting rights. In addition, if
the market price plus commissions of the Fund’s shares is above the net
asset value, participants in the Plan will receive shares of the Fund for
less than they could otherwise purchase them and with a cash value
greater than the value of any cash distribution they would have received.
However, there may not be enough shares available in the market to
make distributions in shares at prices below the net asset value. Also,
since the Fund does not redeem shares, the price on resale may be
more or less than the net asset value.

Plan Fees — There are no enrollment fees or brokerage fees for partici-
pating in the Plan. The Plan Agent’s service fees for handling the rein-
vestment of distributions are paid for by the Fund. However, brokerage
commissions may be incurred when the Fund purchases shares on
the open market and shareholders will pay a pro rata share of any
such commissions.

Tax Implications — The automatic reinvestment of dividends and distribu-
tions will not relieve participants of any federal, state or local income
tax that may be payable (or required to be withheld) on such dividends.
Therefore, income and capital gains may still be realized even though
shareholders do not receive cash. Participation in the Plan generally will
not affect the tax-exempt status of exempt interest dividends paid by the
Fund. If, when the Fund’s shares are trading at a market premium, the
Fund issues shares pursuant to the Plan that have a greater fair market
value than the amount of cash reinvested, it is possible that all or a por-
tion of the discount from the market value (which may not exceed 5% of
the fair market value of the Fund’s shares) could be viewed as a taxable
distribution. If the discount is viewed as a taxable distribution, it is also
possible that the taxable character of this discount would be allocable
to all the shareholders, including shareholders who do not participate in
the Plan. Thus, shareholders who do not participate in the Plan might be
required to report as ordinary income a portion of their distributions
equal to their allocable share of the discount.

Contact Information — All correspondence concerning the Plan, includ-
ing any questions about the Plan, should be directed to the Plan Agent
at Computershare Trust Company, N.A., .O. Box 43010, Providence, RI
02940-3010, Telephone: (800) 426-5523.

22 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Officers and Directors                 
 
                Number of     
        Length of        BlackRock-     
    Position(s)    Time        Advised Funds     
Name, Address    Held with    Served as        and Portfolios    Public 
and Year of Birth    Fund    a Director**    Principal Occupation(s) During Past 5 Years    Overseen    Directorships 

 
 
 
 
 
 
     Non-Interested Directors*                 

 
 
 
 
 
G. Nicholas Beckwith, III    Director    Since    Chairman and Chief Executive Officer, Arch Street Management, LLC    112 Funds    None 
40 East 52nd Street        2007    (Beckwith Family Foundation) and various Beckwith property    109 Portfolios     
New York, NY 10022            companies since 2005; Chairman of the Board of Directors, University         
1945            of Pittsburgh Medical Center since 2002; Board of Directors, Shady Side         
            Hospital Foundation since 1977; Board of Directors, Beckwith Institute         
            for Innovation In Patient Care since 1991; Member, Advisory Council on         
            Biology and Medicine, Brown University since 2002; Trustee, Claude         
            Worthington Benedum Foundation (charitable foundation) since 1989;         
            Board of Trustees, Chatham College since 1981; Board of Trustees,         
            University of Pittsburgh since 2002; Emeritus Trustee, Shady Side         
            Academy since 1977; Formerly Chairman and Manager, Penn West         
            Industrial Trucks LLC (sales, rental and servicing of material handling         
            equipment) from 2005 to 2007; Formerly Chairman, President and         
            Chief Executive Officer, Beckwith Machinery Company (sales, rental         
            and servicing of construction and equipment) from 1985 to 2005;         
            Formerly Board of Directors, National Retail Properties (REIT) from         
            2006 to 2007.         

 
 
 
 
 
 
Richard E. Cavanagh    Director    Since    Trustee, Aircraft Finance Trust since 1999; Director, The Guardian Life    113 Funds    Arch Chemical 
40 East 52nd Street    and    2007    Insurance Company of America since 1998; Chairman and Trustee,    110 Portfolios    (chemicals and 
New York, NY 10022    Chair of the        Educational Testing Service since 1997; Director, The Fremont Group        allied products) 
1946    Board of        since 1996; Formerly President and Chief Executive Officer of The         
    Directors        Conference Board, Inc. (global business research organization) from         
            1995 to 2007.         

 
 
 
 
 
 
Kent Dixon    Director    Since    Consultant/Investor since 1988.    113 Funds    None 
40 East 52nd Street    and Member    2007        110 Portfolios     
New York, NY 10022    of the Audit                 
1937    Committee                 

 
 
 
 
 
Frank J. Fabozzi    Director    Since    Consultant/Editor of The Journal of Portfolio Management since 2006;    113 Funds    None 
40 East 52nd Street    and Member    2007    Professor in the Practice of Finance and Becton Fellow, Yale University,    110 Portfolios     
New York, NY 10022    of the Audit        School of Management, since 2006; Formerly Adjunct Professor of         
1948    Committee        Finance and Becton Fellow, Yale University from 1994 to 2006.         

 
 
 
 
 
Kathleen F. Feldstein    Director    Since    President of Economics Studies, Inc. (private economic consulting firm)    113 Funds    The McClatchy 
40 East 52nd Street        2007    since 1987; Chair, Board of Trustees, McLean Hospital since 2000;    110 Portfolios    Company 
New York, NY 10022            Member of the Board of Partners Community Healthcare, Inc. since        (publishing) 
1941            2005; Member of the Board of Partners HealthCare since 1995; Member         
            of the Board of Sherrill House (healthcare) since 1990; Trustee, Museum         
            of Fine Arts, Boston since 1992; Member of the Visiting Committee to         
            the Harvard University Art Museum since 2003; Trustee, The Committee         
            for Economic Development (research organization) since 1990; Member         
            of the Advisory Board to the International School of Business, Brandeis         
            University since 2002; Formerly Director of Bell South (communications)         
            from 1998 to 2006; Formerly Director of Ionics (water purification) from         
            1992 to 2005; Formerly Director of John Hancock Financial Services from     
            1994 to 2003; Formerly Director of Knight Ridder (media) from 1998         
            to 2006.         

 
 
     
 

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

23


Officers and Directors (continued)         
 
                Number of     
        Length of        BlackRock-     
    Position(s)    Time        Advised Funds     
Name, Address    Held with    Served as        and Portfolios    Public 
and Year of Birth    Fund    a Director**    Principal Occupation(s) During Past 5 Years    Overseen    Directorships 

 
 
 
 
 
 
     Non-Interested Directors* (concluded)                 

 
 
 
 
James T. Flynn    Director,    Since    Formerly Chief Financial Officer of JP Morgan & Co., Inc. from    112 Funds    None 
40 East 52nd Street    and Member    2007    1990 to 1995.    109 Portfolios     
New York, NY 10022    of the Audit                 
1939    Committee                 

 
 
 
 
 
Jerrold B. Harris    Director    Since    Trustee, Ursinus College since 2000; Director Troenmer LLC    112 Funds    BlackRock-Kelso 
40 East 52nd Street        2007    (scientific equipment) since 2000.    109 Portfolios    Capital Corp. 
New York, NY 10022                     
1942                     

 
 
 
 
 
R. Glenn Hubbard    Director    Since    Dean of Columbia Business School since 2004; Columbia faculty    113 Funds    ADP (data and 
40 East 52nd Street        2007    member since 1988; Formerly Co-Director of Columbia Business    110 Portfolios    information services), 
New York, NY 10022            School’s Entrepreneurship Program from 1997 to 2004; Visiting        KKR Financial 
1958            Professor at the John F. Kennedy School of Government at Harvard        Corporation (finance), 
            University and the Harvard Business School since 1985 and at the        Duke Realty 
            University of Chicago since 1994; Formerly Chairman of the U.S.        (real estate), 
            Council of Economic Advisers under the President of the United        Metropolitan Life 
            States from 2001 to 2003.        Insurance Company 
                    (insurance), 
                    Information 
                    Services Group 
                    (media/technology) 

 
 
 
 
 
 
W. Carl Kester    Director    Since    Mizuho Financial Group Professor of Finance, Harvard Business School.    112 Funds    None 
40 East 52nd Street    and Member    2007    Deputy Dean for Academic Affairs since 2006; Unit Head, Finance,    109 Portfolios     
New York, NY 10022    of the Audit        Harvard Business School, from 2005 to 2006; Senior Associate Dean         
1951    Committee        and Chairman of the MBA Program of Harvard Business School, from         
            1999 to 2005; Member of the faculty of Harvard Business School since         
            1981; Independent Consultant since 1978.         

 
 
 
 
 
 
Karen . Robards    Director    Since    Partner of Robards & Company, LLC, (financial advisory firm) since    112 Funds    ArtiCure, Inc. 
40 East 52nd Street    and    2007    1987; Co-founder and Director of the Cooke Center for Learning and    109 Portfolios    (medical devices) 
New York, NY 10022    Chair of        Development, (a not-for-profit organization) since 1987; Formerly        Care Investment 
1950    the Audit        Director of Enable Medical Corp. from 1996 to 2005; Formerly an        Trust, Inc. 
    Committee        investment banker at Morgan Stanley from 1976 to 1987.        (healthcare REIT) 

 
 
 
 
 
 
Robert S. Salomon, Jr.    Director,    Since    Formerly Principal of STI Management LLC (investment adviser)    112 Funds    None 
40 East 52nd Street    and Member    2007    from 1994 to 2005.    109 Portfolios     
New York, NY 10022    of the Audit                 
1936    Committee                 
       
 
 
 

*Directors serve until their resignation, removal or death, or until December 31 of the year in which they turn 72.

**Following the combination of Merrill Lynch Investment Managers, L. . (“MLIM”) and BlackRock, Inc. (“BlackRock”) in September 2006, the various legacy MLIM and legacy BlackRock Fund boards were realigned and consolidated into three new Fund boards in 2007. As a result, although the chart shows certain directors as joining the Fund’s board in 2007, those directors first became a member of the board of directors of other legacy MLIM or legacy BlackRock Funds as follows: G. Nicholas Beckwith, III since 1999; Richard E. Cavanagh since 1994; Kent Dixon since 1988; Frank J. Fabozzi since 1988; Kathleen F. Feldstein since 2005; James T. Flynn since 1996; Jerrold B. Harris since 1999; R. Glenn Hubbard since 2004; W. Carl Kester since 1998; Karen . Robards since 1998 and Robert S. Salomon, Jr. since 1996.

24 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Officers and Directors (concluded)             
 
                    Number of     
        Length of            BlackRock-     
    Position(s)    Time            Advised Funds     
Name, Address    Held with    Served as            and Portfolios           Public 
and Year of Birth    Fund    a Director    Principal Occupation(s) During Past 5 Years    Overseen           Directorships 

 
 
 
 
 
 
     Interested Directors*                         

 
 
 
 
 
 
Richard S. Davis    Director    Since    Managing Director, BlackRock, Inc. since 2005; Formerly Chief    185 Funds           None 
40 East 52nd Street        2007    Executive Officer, State Street Research & Management Company    292 Portfolios     
New York, NY 10022            from 2000 to 2005; Formerly Chairman of the Board of Trustees,         
1945            State Street Research Mutual Funds from 2000 to 2005; Formerly         
            Chairman, SSR Realty from 2000 to 2004.             

 
 
 
 
 
 
 
Henry Gabbay    Director    Since    Consultant, BlackRock, Inc. since 2007; Formerly Managing Director,    184 Funds           None 
40 East 52nd Street        2007    BlackRock, Inc. from 1989 to 2007; Formerly Chief Administrative    291 Portfolios     
New York, NY 10022            Officer, BlackRock Advisors, LLC from 1998 to 2007; Formerly President         
1947            of BlackRock Funds and BlackRock Bond Allocation Target Shares from         
            2005 to 2007; Formerly Treasurer of certain closed-end funds in the         
BlackRock fund complex from 1989 to 2006.

    * Messrs. Davis and Gabbay are both “interested persons,” as defined in the Investment Company Act of 1940, of the Fund based on their 
     positions with BlackRock, Inc. and its affiliates. Directors serve until their resignation, removal or death, or until December 31 of the year in 
     which they turn 72.                 

 
 
 
 
 
    Position(s)                     
Name, Address    Held with    Length of                 
and Year of Birth    Fund    Time Served    Principal Occupation(s) During Past 5 Years         

 
 
 
 
 
 
     Fund Officers*                         

 
 
 
 
 
 
Donald C. Burke    Fund    Since    Managing Director of BlackRock, Inc. since 2006; Formerly Managing Director of Merrill Lynch Investment 
40 East 52nd Street    President    2007    Managers, L (“MLIM”) and Fund Asset Management, L (“FAM”) in 2006; First Vice President thereof from 
New York, NY 10022    and Chief        1997 to 2005; Treasurer thereof from 1999 to 2006 and Vice President thereof from 1990 to 1997. 
1960    Executive                     
    Officer                     

 
 
 
 
 
 
Anne F. Ackerley    Vice    Since    Managing Director of BlackRock, Inc. since 2000 and First Vice President and Chief Operating Officer of Mergers 
40 East 52nd Street    President    2007    and Acquisitions Group from 1997 to 2000; First Vice President and Chief Operating Officer of Public Finance 
New York, NY 10022            Group thereof from 1995 to 1997; First Vice President of Emerging Markets Fixed Income Research of Merrill 
1962            Lynch & Co., Inc. from 1994 to 1995.             

 
 
 
 
 
 
Neal J. Andrews    Chief    Since    Managing Director of BlackRock, Inc. since 2006; Formerly Senior Vice President and Line of Business Head of 
40 East 52nd Street    Financial    2007    Fund Accounting and Administration at PFPC Inc. from 1992 to 2006.         
New York, NY 10022    Officer                     
1966                         

 
 
 
 
 
 
Jay M. Fife    Treasurer    Since    Managing Director of BlackRock, Inc. since 2007 and Director in 2006; Formerly Assistant Treasurer of the 
40 East 52nd Street        2007    MLIM/FAM advised funds from 2005 to 2006; Director of MLIM Fund Services Group from 2001 to 2006. 
New York, NY 10022                         
1970                         

 
 
 
 
 
 
Brian P. Kindelan    Chief    Since    Chief Compliance Officer of the Funds since 2007; Managing Director and Senior Counsel thereof since 2005; 
40 East 52nd Street    Compliance    2007    Director and Senior Counsel of BlackRock Advisors, Inc. from 2001 to 2004 and Vice President and Senior 
New York, NY 10022    Officer        Counsel thereof from 1998 to 2000; Senior Counsel of The PNC Bank Corp. from 1995 to 1998. 
1959                         

 
 
 
 
 
 
Howard Surloff    Secretary    Since    Managing Director of BlackRock, Inc. and General Counsel of U.S. Funds at BlackRock, Inc. since 2006; Formerly 
40 East 52nd Street        2007    General Counsel (U.S.) of Goldman Sachs Asset Management, L from 1993 to 2006.     
New York, NY 10022                         
1965                         
   
 
 
 
 
 
    * Officers of the Fund serve at the pleasure of the Board of Directors.             

 
 
 
 
 
Custodian    Transfer Agent                 Accounting Agent    Independent Registered Public    Legal Counsel 
State Street Bank and    Computershare Trust                 State Street Bank and    Accounting Firm        Skadden, Arps, Slate, 
Trust Co.    Company N.A.                 Trust Company    Deloitte & Touche LLP        Meagher & Flom LLP 
Boston MA 02101    Providence, RI 02940                 Princeton, NJ 08540    Princeton, NJ 08540        New York, NY 10036 
               
   

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

25


Additional Information

Fund Certification

The Fund listed for trading on the New York Stock Exchange (“NYSE”) has
filed wih the NYSE its annual chief executive officer certification regarding
compliance with the NYSE’s listing standards. The Fund filed with the

Securities and Exchange Commission (“SEC”) the certification of its chief
executive officer and chief financial officer required by section 302 of the
Sarbanes-Oxley Act.

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 on Form N-Q. The Fund’s
Forms N-Q are available on the SEC’s website at http://www.sec.gov
and may also be reviewed and copied at the SEC’s Public Reference

Room in Washington, DC. Information on the operation of the Public
Reference Room may be obtained by calling (800) SEC-0330. The
Fund’s Forms N-Q may also be obtained upon request and without
charge by calling (800) 441-7762.

Electronic Delivery

Electronic copies of most financial reports are available on the Fund’s
website or shareholders can sign up for e-mail notifications of quarterly
statements, and annual and semi-annual reports by enrolling in the
Fund’s electronic delivery program.

Shareholders Who Hold Accounts with Investment Advisors, Banks
or Brokerages:

Please contact your financial advisor to enroll. Please note that not all
investment advisors, banks or brokerages may offer this service.

  General Information

The Fund does not make available copies of its Statements of Additional
Information because the Fund’s shares are not continuously offered,
which means that the Statement of Additional Information of the Fund
has not been updated after completion of the Fund’s offering and the
information contained in the Fund’s Statement of Additional Information
may have become outdated.

The Fund will mail only one copy of shareholder documents, including
annual and semi-annual reports and proxy statements, to shareholders
with multiple accounts at the same address. This practice is commonly
called “householding” and it is intended to reduce expenses and eliminate
duplicate mailings of shareholder documents. Mailings of your shareholder
documents may be householded indefinitely unless you instruct us other-
wise. If you do not want the mailing of these documents to be combined
with those for other members of your household, please contact the Fund
at (800 441-7762).

During the period, there were no material changes in the Fund’s invest-
ment objective or policies or to the Fund’s character or by-laws that were
not approved by the shareholders or in the principal risk factors associ-
ated with investment in the Fund. There have been no changes in the
persons who are primarily responsible for the day-to-day management of
the Fund’s portfolios.

Quarterly performance, semi-annual and annual reports and other infor-
mation regarding the Fund may be found on BlackRock’s website, which
can be accessed at http://www.blackrock.com. This reference to
BlackRock’s website is intended to allow investors public access to
information regarding the Fund and does not, and is not intended to,
incorporate BlackRock’s website into this report.

26 BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC. FEBRUARY 29, 2008


Additional Information (concluded)

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 infor-
mation 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 appli-
cations, forms or other documents; (ii) information about your transac-
tions 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.

BLACKROCK FLOATING RATE INCOME STRATEGIES FUND II, INC.

FEBRUARY 29, 2008

27



This report is transmitted to the shareholders only. It is not a
prospectus. Past performance results shown in this report should
not be considered a representation of future performance. The
Fund leverages its Common Stock, which creates risk for Common
Stock shareholders, including the likelihood of greater volatility of
net asset value and market price of Common Stock shares, and
the risk that fluctuations in short-term interest rates may reduce
the Common Stock’s yield. Statements and other information
herein are as dated and are subject to change.

A description of the policies and procedures that the Fund
uses to determine how to vote proxies relating to portfolio
securities is available (1) without charge, upon request, by
calling toll-free (800) 441-7762; (2) at www.blackrock.com;
and (3) on the Securities and Exchange Commission’s website
at http://www.sec.gov. 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
upon request and without charge (1) at www.blackrock.com or
by calling (800) 441-7762 and (2) on the Securities and
Exchange Commission’s website at http://www.sec.gov.

BlackRock Floating Rate Income Strategies Fund II, Inc.

100 Bellevue Parkway

Wilmington, DE 19809

#FRIS2-2/08


Item 2 – Code of Ethics – The registrant (or the “Fund”) has adopted a code of ethics, as of the end
of the period covered by this report, applicable to the registrant's principal executive officer,
principal financial officer and principal accounting officer, or persons performing similar
functions. During the period covered by this report, there have been no amendments to or
waivers granted under the code of ethics. A copy of the code of ethics is available without
charge at www.blackrock.com.

Item 3 – Audit Committee Financial Expert – The registrant's board of directors or trustees, as
applicable (the “board of directors”) has determined that (i) the registrant has the following
audit committee financial experts serving on its audit committee and (ii) each audit
committee financial expert is independent:
Kent Dixon (term began effective November 1, 2007)
Frank J. Fabozzi (term began effective November 1, 2007)
James T. Flynn (term began effective November 1, 2007)
Ronald W. Forbes (term ended effective November 1, 2007)
W. Carl Kester (term began effective November 1, 2007)
Karen P. Robards (term began effective November 1, 2007)
Robert S. Salomon, Jr. (term began effective November 1, 2007)
Richard R. West (term ended effective November 1, 2007)

The registrant's board of directors has determined that W. Carl Kester and Karen P. Robards
qualify as financial experts pursuant to Item 3(c)(4) of Form N-CSR.

Prof. Kester has a thorough understanding of generally accepted accounting principles,
financial statements and internal control over financial reporting as well as audit committee
functions. Prof. Kester has been involved in providing valuation and other financial
consulting services to corporate clients since 1978. Prof. Kester’s financial consulting
services present a breadth and level of complexity of accounting issues that are generally
comparable to the breadth and complexity of issues that can reasonably be expected to be
raised by the registrant’s financial statements.

Ms. Robards has a thorough understanding of generally accepted accounting principles,
financial statements and internal control over financial reporting as well as audit committee
functions. Ms. Robards has been President of Robards & Company, a financial advisory
firm, since 1987. Ms. Robards was formerly an investment banker for more than 10 years
where she was responsible for evaluating and assessing the performance of companies based
on their financial results. Ms. Robards has over 30 years of experience analyzing financial
statements. She also is a member of the audit committee of one publicly held company and
a non-profit organization.

Under applicable securities laws, a person determined to be an audit committee financial
expert will not be deemed an “expert” for any purpose, including without limitation for the
purposes of Section 11 of the Securities Act of 1933, as a result of being designated or
identified as an audit committee financial expert. The designation or identification as an
audit committee financial expert does not impose on such person any duties, obligations, or
liabilities greater than the duties, obligations, and liabilities imposed on such person as a
member of the audit committee and board of directors in the absence of such designation or
identification.


Item 4 – Principal Accountant Fees and Services                     

 
 
 
 
 
 
 
             (a) Audit Fees     (b) Audit-Related Fees1               (c) Tax Fees2    (d) All Other Fees3 

 
 
 
 
    Current    Previous    Current    Previous    Current    Previous    Current    Previous 
    Fiscal Year    Fiscal Year    Fiscal Year    Fiscal Year    Fiscal Year    Fiscal Year    Fiscal Year    Fiscal Year 
Entity Name    End    End    End    End    End    End    End    End 

 
 
 
 
 
 
 
 
 
BlackRock Floating                                 
Rate Income                                 
Strategies Fund II,    $46,300    $40,200    $0    $8,000    $6,100    $6,100    $1,049    $0 
Inc.                                 

 
 
 
 
 
 
 
 

1 The nature of the services include assurance and related services reasonably related to the performance of the audit of
financial statements not included in Audit Fees.
2 The nature of the services include tax compliance, tax advice and tax planning.
3 The nature of the services include a review of compliance procedures and attestation thereto.

  (e)(1) Audit Committee Pre-Approval Policies and Procedures:
The registrant’s audit committee (the “Committee”) has adopted policies and
procedures with regard to the pre-approval of services. Audit, audit-related and tax
compliance services provided to the registrant on an annual basis require specific pre-
approval by the Committee. The Committee also must approve other non-audit services
provided to the registrant and those non-audit services provided to the registrant’s affiliated
service providers that relate directly to the operations and the financial reporting of the
registrant. Certain of these non-audit services that the Committee believes are a) consistent
with the SEC’s auditor independence rules and b) routine and recurring services that will
not impair the independence of the independent accountants may be approved by the
Committee without consideration on a specific case-by-case basis (“general pre-approval”).
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 operation 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 for all of the registrants the
Committee oversees. 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 one or more of its members 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 audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not Applicable


(g) Affiliates’ Aggregate Non-Audit Fees:     

 
 
    Current Fiscal Year    Previous Fiscal Year 
Entity Name    End    End 

 
 
 
       BlackRock Floating Rate         
       Income Strategies Fund II, Inc.    $294,649    $3,047,017 

       

(h) The registrant’s audit committee has considered and determined that the provision of
non-audit services that were rendered to the registrant’s investment adviser (not including
any non-affiliated sub-adviser whose role is primarily portfolio management and is
subcontracted with or overseen by the registrant’s investment adviser), and any entity
controlling, controlled by, or under common control with the investment adviser that
provides ongoing services to the registrant that were not pre-approved pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant’s independence.

Regulation S-X Rule 2-01(c)(7)(ii) – $287,500, 0%

Item 5 – Audit Committee of Listed Registrants – The following individuals are members of the
registrant’s separately-designated standing audit committee established in accordance with
Section 3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)):

Kent Dixon (term began effective November 1, 2007)
Frank J. Fabozzi (term began effective November 1, 2007)
James T. Flynn (term began effective November 1, 2007)
Ronald W. Forbes (term ended effective November 1, 2007)
W. Carl Kester (term began effective November 1, 2007)
Cynthia A. Montgomery (term ended effective November 1, 2007)
Jean Margo Reid (term ended effective November 1, 2007)
Karen P. Robards (term began effective November 1, 2007)
Robert S. Salomon, Jr. (term began effective November 1, 2007)
Roscoe S. Suddarth (not reappointed to audit committee effective November 1, 2007; retired
effective December 31, 2007)
Richard R. West (term ended effective November 1, 2007)

Item 6 – Schedule of Investments – The registrant’s Schedule of Investments is included as part of
the Report to Stockholders filed under Item 1 of this form

Item 7 – Disclosure of Proxy Voting Policies and Procedures for Closed-End Management
Investment Companies – The registrant has delegated the voting of proxies relating to Fund
portfolio securities to its investment adviser, BlackRock Advisors, LLC and its sub-adviser,
as applicable. The Proxy Voting Policies and Procedures of the adviser and sub-adviser are
attached hereto as Exhibit 99.PROXYPOL.

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
(1) at www.blackrock.com and (2) on the Commission’s web site at http://www.sec.gov.

Item 8 – Portfolio Managers of Closed-End Management Investment Companies – as of February 29,
2008.


(a)(1) BlackRock Floating Rate Strategies II, Inc. is managed by a team of investment
professionals comprised of Mark J. Williams, Managing Director at BlackRock and Kevin J.
Booth, CFA, Managing Director at BlackRock. Each is a member of BlackRock’s fixed
income portfolio management group. Mr. Williams is responsible for setting overall
investment strategy and overseeing management of the Fund. Mr. Booth is responsible for
the day-to-day management of the Fund’s portfolio and the selection of its investments.
Messrs. Booth and Williams have been members of the Fund’s management team since
2006.

Mr. Williams is the head of BlackRock’s bank loan group and a member of the Investment
Strategy Group. His primary responsibility is originating and evaluating bank loan
investments for the firm's collateralized bond obligations. He is also involved in the
evaluation and sourcing of mezzanine investments. Prior to joining BlackRock in 1998, Mr.
Williams spent eight years with PNC Bank's New York office and was a founding member
of the bank's Leveraged Finance Group. In that capacity he was responsible for structuring
proprietary middle market leveraged deals and sourcing and evaluating broadly syndicated
leveraged loans in the primary and secondary markets for PNC Bank's investment portfolio.
From 1984 until 1990, Mr. Williams worked in PNC Bank's Philadelphia office in a variety
of marketing and corporate finance positions.

Kevin Booth is co-head of the high yield team within BlackRock’s Fixed Income Portfolio
Management Group. His primary responsibilities are managing portfolios and directing
investment strategy. He specializes in hybrid high yield portfolios, consisting of leveraged
bank loans, high yield bonds, and distressed obligations. Prior to joining BlackRock, Mr.
Booth was a Managing Director (Global Fixed Income) of Merrill Lynch Investment
Managers (“MLIM”) in 2006, a Director from 1998 to 2006 and was a Vice President of
MLIM from 1991 to 1998. He has been a portfolio manager with BlackRock or MLIM since
1992, and was a member of MLIM’s bank loan group from 2000 to 2006.

(a)(2) As of February 29, 2008:

                (iii) Number of Other Accounts and 
    (ii) Number of Other Accounts Managed    Assets for Which Advisory Fee is 
    and Assets by Account Type        Performance-Based     

 
 
 
 
    Other            Other         
(i) Name of    Registered    Other Pooled        Registered    Other Pooled     
Portfolio    Investment    Investment    Other    Investment    Investment    Other 
Manager    Companies    Vehicles    Accounts    Companies    Vehicles    Accounts 

 
 
 
 
 
 
 
Mark Williams    10    18    1    0    13    0 

 
 
 
 
 
 
    $4.01 Billion    $6.39 Billion    $142.6 Million    $0    $5.04 Billion    $0 

 
 
 
 
 
 
Kevin Booth    24    11    8    0    4    3 

 
 
 
 
 
 
    $10.5 Billion    $4.11 Billion    $1.94 Billion    $0    $2.14 Billion    $408.7 Million 

 
 
 
 
 
 

(iv) Potential Material Conflicts of Interest

BlackRock, Inc. and its affiliates (collectively, herein “BlackRock”) has built a professional
working environment, firm-wide compliance culture and compliance procedures and
systems designed to protect against potential incentives that may favor one account over
another. BlackRock has adopted policies and procedures that address the allocation of
investment opportunities, execution of portfolio transactions, personal trading by employees
and other potential conflicts of interest that are designed to ensure that all client accounts are
treated equitably over time. Nevertheless, BlackRock furnishes investment management and
advisory services to numerous clients in addition to the Fund, and BlackRock may,


consistent with applicable law, make investment recommendations to other clients or
accounts (including accounts which are hedge funds or have performance or higher fees
paid to BlackRock, or in which portfolio managers have a personal interest in the receipt of
such fees), which may be the same as or different from those made to the Fund. In addition,
BlackRock, its affiliates and any officer, director, stockholder or employee may or may not
have an interest in the securities whose purchase and sale BlackRock recommends to the
Fund. BlackRock, or any of its affiliates, or any officer, director, stockholder, employee or
any member of their families may take different actions than those recommended to the
Fund by BlackRock with respect to the same securities. Moreover, BlackRock may refrain
from rendering any advice or services concerning securities of companies of which any of
BlackRock’s (or its affiliates’) officers, directors or employees are directors or officers, or
companies as to which BlackRock or any of its affiliates or the officers, directors and
employees of any of them has any substantial economic interest or possesses material non-
public information. Each portfolio manager also may manage accounts whose investment
strategies may at times be opposed to the strategy utilized for the Fund. In this connection, it
should be noted that certain portfolio managers, including Messrs. Booth and Williams,
currently manage certain accounts that are subject to performance fees. In addition, certain
portfolio managers may assist in managing certain hedge funds and may be entitled to
receive a portion of any incentive fees earned on such funds and a portion of such incentive
fees may be voluntarily or involuntarily deferred. Additional portfolio managers may in the
future manage other such accounts or funds and may be entitled to receive incentive fees.

As a fiduciary, BlackRock owes a duty of loyalty to its clients and must treat each client
fairly. When BlackRock purchases or sells securities for more than one account, the trades
must be allocated in a manner consistent with its fiduciary duties. BlackRock attempts to
allocate investments in a fair and equitable manner among client accounts, with no account
receiving preferential treatment. To this end, BlackRock has adopted a policy that is
intended to ensure that investment opportunities are allocated fairly and equitably among
client accounts over time. This policy also seeks to achieve reasonable efficiency in client
transactions and provide BlackRock with sufficient flexibility to allocate investments in a
manner that is consistent with the particular investment discipline and client base.

(a)(3) As of February 29, 2008:

Portfolio Manager Compensation Overview

BlackRock’s financial arrangements with its portfolio managers, its competitive
compensation and its career path emphasis at all levels reflect the value senior management
places on key resources. Compensation may include a variety of components and may vary
from year to year based on a number of factors. The principal components of compensation
include a base salary, a performance-based discretionary bonus, participation in various
benefits programs and one or more of the incentive compensation programs established by
BlackRock such as its Long-Term Retention and Incentive Plan and Restricted Stock
Program.

Base compensation. Generally, portfolio managers receive base compensation based on
their seniority and/or their position with the firm. Senior portfolio managers who perform
additional management functions within the portfolio management group or within
BlackRock may receive additional compensation for serving in these other capacities.

Discretionary Incentive Compensation


Discretionary incentive compensation is a function of several components: the performance
of BlackRock, Inc., the performance of the portfolio manager’s group within BlackRock,
the investment performance, including risk-adjusted returns, of the firm’s assets under
management or supervision by that portfolio manager relative to predetermined
benchmarks, and the individual’s seniority, role within the portfolio management team,
teamwork and contribution to the overall performance of these portfolios and BlackRock.
In most cases, including for the portfolio managers of the Fund, these benchmarks are the
same as the benchmark or benchmarks against which the performance of the Fund or other
accounts managed by the portfolio managers are measured. BlackRock’s Chief Investment
Officers determine the benchmarks against which the performance of funds and other
accounts managed by each portfolio manager is compared and the period of time over which
performance is evaluated. With respect to the portfolio managers, such benchmarks include
the following:

Portfolio Manager    Applicable Benchmarks 

 
Kevin Booth    A combination of market-based indices (e.g., The Lehman Brothers 
    U.S. Corporate High Yield 2% Issuer Cap Index), certain 
    customized indices and certain fund industry peer groups. 

 
Mark Williams    A combination of market-based indices (e.g., Credit Suisse 
    Leveraged Loan Index, LIBOR), certain customized indices and 
    certain fund industry peer groups. 

 

BlackRock’s Chief Investment Officers make a subjective determination with respect to the
portfolio managers’ compensation based on the performance of the funds and other accounts
managed by each portfolio manager relative to the various benchmarks noted above.
Performance is measured on both a pre-tax and after-tax basis over various time periods
including 1, 3, 5 and 10-year periods, as applicable.

Distribution of Discretionary Incentive Compensation
Discretionary incentive compensation is distributed to portfolio managers in a combination
of cash and BlackRock, Inc. restricted stock units which vest ratably over a number of
years. The BlackRock, Inc. restricted stock units, if properly vested, will be settled in
BlackRock, Inc. common stock. Typically, the cash bonus, when combined with base
salary, represents more than 60% of total compensation for the portfolio managers. Paying
a portion of annual bonuses in stock puts compensation earned by a portfolio manager for a
given year “at risk” based on the Company’s ability to sustain and improve its performance
over future periods.

Other compensation benefits. In addition to base compensation and discretionary
incentive compensation, portfolio managers may be eligible to receive or participate in one
or more of the following:

Long-Term Retention and Incentive Plan (“LTIP”) —The LTIP is a long-term
incentive plan that seeks to reward certain key employees. Prior to 2006, the plan provided
for the grant of awards that were expressed as an amount of cash that, if properly vested and
subject to the attainment of certain performance goals, will be settled in cash and/or in
BlackRock, Inc. common stock. Beginning in 2006, awards are granted under the LTIP in
the form of BlackRock, Inc. restricted stock units that, if properly vested and subject to the
attainment of certain performance goals, will be settled in BlackRock, Inc. common stock.
Each portfolio manager has received awards under the LTIP.


Deferred Compensation Program —A portion of the compensation paid to eligible
BlackRock employees may be voluntarily deferred into an account that tracks the
performance of certain of the firm’s investment products. Each participant in the deferred
compensation program is permitted to allocate his deferred amounts among various options,
including to certain of the firm’s hedge funds and other proprietary mutual funds. Each
portfolio manager has participated in the deferred compensation program.

Options and Restricted Stock Awards — A portion of the annual compensation of
certain employees is mandatorily deferred into BlackRock restricted stock units. Prior to the
mandatory deferral into restricted stock units, the Company granted stock options to key
employees, including certain portfolio managers who may still hold unexercised or unvested
options. BlackRock, Inc. also granted restricted stock awards designed to reward certain key
employees as an incentive to contribute to the long-term success of BlackRock. These
awards vest over a period of years. Mr. Williams has been granted stock options and/or
restricted stock in prior years.

Incentive Savings Plans — BlackRock, Inc. has created a variety of incentive
savings plans in which BlackRock employees are eligible to participate, including a
401(k) plan, the BlackRock Retirement Savings Plan (RSP), and the BlackRock Employee
Stock Purchase Plan (ESPP). The employer contribution components of the RSP include a
company match equal to 50% of the first 6% of eligible pay contributed to the plan capped
at $4,000 per year, and a company retirement contribution equal to 3% of eligible
compensation, plus an additional contribution of 2% for any year in which BlackRock has
positive net operating income. The RSP offers a range of investment options, including
registered investment companies managed by the firm. Company contributions follow the
investment direction set by participants for their own contributions or, absent employee
investment direction, are invested into a balanced portfolio. The ESPP allows for
investment in BlackRock common stock at a 5% discount on the fair market value of the
stock on the purchase date. Annual participation in the ESPP is limited to the purchase of
1,000 shares or a dollar value of $25,000. Each portfolio manager is eligible to participate
in these plans.

(a)(4) Beneficial Ownership of Securities. As of February 29, 2008, the portfolio
managers beneficially owned stock issued by the Fund in the ranges set forth below:

Portfolio Manager    Dollar Range 

 
Kevin Booth    $10,001 to $50,000 

 
Mark Williams    None 

 

Item 9 – Purchases of Equity Securities by Closed-End Management Investment Company and
Affiliated Purchasers – Not Applicable due to no such purchases during the period covered
by this report.

Item 10 – Submission of Matters to a Vote of Security Holders – The registrant’s Nominating and
Governance Committee will consider nominees to the Board recommended by shareholders
when a vacancy becomes available. Shareholders who wish to recommend a nominee
should send nominations which include biographical information and set forth the
qualifications of the proposed nominee to the registrant’s Secretary. There have been no
material changes to these procedures.

Item 11 – Controls and Procedures


11(a) – The registrant’s principal executive and principal financial officers or persons performing
similar functions have concluded that the registrant’s disclosure controls and procedures (as
defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the
“1940 Act”)) are effective as of a date within 90 days of the filing of this report based on the
evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act
and Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended.

11(b) – There were no changes in the registrant’s internal control over financial reporting (as
defined in Rule 30a-3(d) under the 1940 Act) that occurred during the second fiscal quarter
of the period covered by this report that have materially affected, or are reasonably likely to
materially affect, the registrant’s internal control over financial reporting.

Item 12 – Exhibits attached hereto

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

12(a)(2) – Certifications – Attached hereto

12(a)(3) – Not Applicable

12(b) – Certifications – Attached hereto


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

BlackRock Floating Rate Income Strategies Fund II, Inc.

By: /s/ Donald C. Burke
Donald C. Burke
Chief Executive Officer of
BlackRock Floating Rate Income Strategies Fund II, Inc.

Date: April 23, 2008

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

By: /s/ Donald C. Burke
Donald C. Burke
Chief Executive Officer (principal executive officer) of
BlackRock Floating Rate Income Strategies Fund II, Inc.

Date: April 23, 2008

By: /s/ Neal J. Andrews
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
BlackRock Floating Rate Income Strategies Fund II, Inc.

Date: April 23, 2008


EX-99.CERT 2 ex99.htm CERTIFICATION ex99.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

EX-99. CERT
CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE 1940 ACT AND SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002

I, Donald C. Burke, Chief Executive Officer (principal executive officer) of BlackRock Floating Rate Income Strategies
Fund II, Inc., certify that:

1. I have reviewed this report on Form N-CSR of BlackRock Floating Rate Income Strategies Fund II, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the circumstances under which such statements were made,
not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report fairly
present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the
financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented
in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in
which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90
days prior to the filing date of this report, based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that
occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is
reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit
committees of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process,
summarize, and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant
role in the registrant’s internal control over financial reporting.

Date: April 23, 2008

/s/ Donald C. Burke
Donald C. Burke
Chief Executive Officer (principal executive officer) of
BlackRock Floating Rate Income Strategies Fund II, Inc.


EX-99. CERT
CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE 1940 ACT AND
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Neal J. Andrews, Chief Financial Officer (principal financial officer) of BlackRock Floating Rate Income
Strategies Fund II, Inc., certify that:

1. I have reviewed this report on Form N-CSR of BlackRock Floating Rate Income Strategies Fund
II, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this
report fairly present in all material respects the financial condition, results of operations, changes in net
assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the
registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of
1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment
Company Act of 1940) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and
procedures to be designed under our supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control
over financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and
presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of a date within 90 days prior to the filing date of this report, based on such
evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial
reporting that occurred during the second fiscal quarter of the period covered by this report that
has materially affected, or is reasonably likely to materially affect, the registrant’s internal control
over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the
audit committees of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect the registrant’s
ability to record, process, summarize, and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who
have a significant role in the registrant’s internal control over financial reporting.

Date: April 23, 2008


/s/ Neal J. Andrews
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
BlackRock Floating Rate Income Strategies Fund II, Inc


EX-99.906 CERT 3 cert1350.htm CERTIFICATION cert1350.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

Exhibit 99.1350CERT

Certification Pursuant to Rule 30a-2(b) under the 1940 Act and
Section 906 of the Sarbanes Oxley Act

Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Floating Rate Income Strategies Fund
II, Inc. (the “Registrant”), hereby certifies, to the best of his knowledge, that the Registrant’s Report on
Form N-CSR for the period ended February 29, 2008, (the “Report”) fully complies with the requirements
of Section 13(a) of the Securities Exchange Act of 1934, as amended, and that the information contained in
the Report fairly presents, in all material respects, the financial condition and results of operations of the
Registrant.

Date: April 23, 2008

/s/ Donald C. Burke
Donald C. Burke
Chief Executive Officer (principal executive officer) of
BlackRock Floating Rate Income Strategies Fund II, Inc.

Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Floating Rate Income Strategies Fund
II, Inc. (the “Registrant”), hereby certifies, to the best of his knowledge, that the Registrant’s Report on
Form N-CSR for the period ended February 29, 2008, (the “Report”) fully complies with the requirements
of Section 13(a) of the Securities Exchange Act of 1934, as amended, and that the information contained in
the Report fairly presents, in all material respects, the financial condition and results of operations of the
Registrant.

Date: April 23, 2008

/s/ Neal J. Andrews
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
BlackRock Floating Rate Income Strategies Fund II, Inc.

This certification is being furnished pursuant to Rule 30a-2(b) under the Investment Company Act of 1940,
as amended, and 18 U.S.C. Section 1350 and is not being filed as part of the Form N-CSR with the
Securities and Exchange Commission.


EX-99.CODE ETH 4 blackrockproxyvotingpolicy20.htm EX99.PROXYPOL blackrockproxyvotingpolicy20.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

Proxy Voting Policies and

Procedures

For BlackRock Advisors, LLC
And Its Affiliated SEC Registered Investment Advisers

Amended and Restated March 5, 2008


Table of Contents

Page

Introduction

Scope of Committee Responsibilities

Special Circumstances

Voting Guidelines

Boards of Directors

Auditors

Compensation and Benefits

Capital Structure

Corporate Charter and By-Laws

Corporate Meetings

Investment Companies

Environmental and Social Issues

Notice to Clients


Proxy Voting Policies and Procedures

These Proxy Voting Policies and Procedures (“Policy”) for BlackRock Advisors,
LLC and its affiliated U.S. registered investment advisers1 (“BlackRock”), which were
effective October 1, 2006 and Amended and Restated March 5, 2008, reflect our duty as a
fiduciary under the Investment Advisers Act of 1940 (the “Advisers Act”) to vote proxies
in the best interests of our clients. BlackRock serves as the investment manager for
investment companies, other commingled investment vehicles and/or separate accounts
of institutional and other clients. The right to vote proxies for securities held in such
accounts belongs to BlackRock’s clients. Certain clients of BlackRock have retained the
right to vote such proxies in general or in specific circumstances.2 Other clients, however,
have delegated to BlackRock the right to vote proxies for securities held in their accounts
as part of BlackRock’s authority to manage, acquire and dispose of account assets.

When BlackRock votes proxies for a client that has delegated to BlackRock proxy
voting authority, BlackRock acts as the client’s agent. Under the Advisers Act, an
investment adviser is a fiduciary that owes each of its clients a duty of care and loyalty
with respect to all services the adviser undertakes on the client’s behalf, including proxy
voting. BlackRock is therefore subject to a fiduciary duty to vote proxies in a manner
BlackRock believes is consistent with the client’s best interests,3 whether or not the
client’s proxy voting is subject to the fiduciary standards of the Employee Retirement
Income Security Act of 1974 (“ERISA”).4 When voting proxies for client accounts
(including investment companies), BlackRock’s primary objective is to make voting
decisions solely in the best interests of clients and ERISA clients’ plan beneficiaries and
participants. In fulfilling its obligations to clients, BlackRock will seek to act in a manner
that it believes is most likely to enhance the economic value of the underlying securities
held in client accounts.5 It is imperative that BlackRock considers the interests of its
clients, and not the interests of BlackRock, when voting proxies and that real (or

1 The Policy does not apply to BlackRock Asset Management U.K. Limited and BlackRock Investment
Managers International Limited, which are U.S. registered investment advisers based in the United
Kingdom.
2 In certain situations, a client may direct BlackRock to vote in accordance with the client’s proxy voting
policies. In these situations, BlackRock will seek to comply with such policies to the extent it would not be
inconsistent with other BlackRock legal responsibilities.
3 Letter from Harvey L. Pitt, Chairman, SEC, to John P.M. Higgins, President, Ram Trust Services
(February 12, 2002) (Section 206 of the Investment Advisers Act imposes a fiduciary responsibility to vote
proxies fairly and in the best interests of clients); SEC Release No. IA-2106 (February 3, 2003).
4 DOL Interpretative Bulletin of Sections 402, 403 and 404 of ERISA at 29 C.F.R. 2509.94 - -2
5 Other considerations, such as social, labor, environmental or other policies, may be of interest to
particular clients. While BlackRock is cognizant of the importance of such considerations, when voting
proxies it will generally take such matters into account only to the extent that they have a direct bearing on
the economic value of the underlying securities. To the extent that a BlackRock client desires to pursue a
particular social, labor, environmental or other agenda through the proxy votes made for its securities held
through BlackRock as investment adviser, BlackRock encourages the client to consider retaining direct
proxy voting authority or to appoint independently a special proxy voting fiduciary other than BlackRock.


perceived) material conflicts that may arise between BlackRock’s interest and those of
BlackRock’s clients are properly addressed and resolved.

Advisers Act Rule 206(4)-6 was adopted by the SEC in 2003 and requires, among
other things, that an investment adviser that exercises voting authority over clients’ proxy
voting adopt policies and procedures reasonably designed to ensure that the adviser votes
proxies in the best interests of clients, discloses to its clients information about those
policies and procedures and also discloses to clients how they may obtain information on
how the adviser has voted their proxies.

In light of such fiduciary duties, the requirements of Rule 206(4)-6, and given the
complexity of the issues that may be raised in connection with proxy votes, BlackRock
has adopted these policies and procedures. BlackRock’s Equity Investment Policy
Oversight Committee, or a sub-committee thereof (the “Committee”), addresses proxy
voting issues on behalf of BlackRock and its clients.6 The Committee is comprised of
senior members of BlackRock’s Portfolio Management Group and advised by
BlackRock’s Legal and Compliance Department.

6 Subject to the Proxy Voting Policies of Merrill Lynch Bank & Trust Company FSB, the Committee may
also function jointly as the Proxy Voting Committee for Merrill Lynch Bank & Trust Company FSB trust
accounts managed by personnel dually-employed by BlackRock.


I. Scope of Committee Responsibilities

The Committee shall have the responsibility for determining how to address
proxy votes made on behalf of all BlackRock clients, except for clients who have retained
the right to vote their own proxies, either generally or on any specific matter. In so doing,
the Committee shall seek to ensure that proxy votes are made in the best interests of
clients, and that proxy votes are determined in a manner free from unwarranted or
inappropriate influences. The Committee shall also oversee the overall administration of
proxy voting for BlackRock accounts.7

The Committee shall establish BlackRock’s proxy voting guidelines, with such
advice, participation and research as the Committee deems appropriate from portfolio
managers, proxy voting services or other knowledgeable interested parties. As it is
anticipated that there will not necessarily be a “right” way to vote proxies on any given
issue applicable to all facts and circumstances, the Committee shall also be responsible
for determining how the proxy voting guidelines will be applied to specific proxy votes,
in light of each issuer’s unique structure, management, strategic options and, in certain
circumstances, probable economic and other anticipated consequences of alternative
actions. In so doing, the Committee may determine to vote a particular proxy in a manner
contrary to its generally stated guidelines.

The Committee may determine that the subject matter of certain proxy issues are
not suitable for general voting guidelines and requires a case-by-case determination, in
which case the Committee may elect not to adopt a specific voting guideline applicable to
such issues. BlackRock believes that certain proxy voting issues – such as approval of
mergers and other significant corporate transactions – require investment analysis akin to
investment decisions, and are therefore not suitable for general guidelines. The
Committee may elect to adopt a common BlackRock position on certain proxy votes that
are akin to investment decisions, or determine to permit portfolio managers to make
individual decisions on how best to maximize economic value for the accounts for which
they are responsible (similar to normal buy/sell investment decisions made by such
portfolio managers).8

While it is expected that BlackRock, as a fiduciary, will generally seek to vote
proxies over which BlackRock exercises voting authority in a uniform manner for all
BlackRock clients, the Committee, in conjunction with the portfolio manager of an
account, may determine that the specific circumstances of such account require that such
account’s proxies be voted differently due to such account’s investment objective or other
factors that differentiate it from other accounts. In addition, on proxy votes that are akin

7 The Committee may delegate day-to-day administrative responsibilities to other BlackRock personnel
and/or outside service providers, as appropriate.
8 The Committee will normally defer to portfolio managers on proxy votes that are akin to investment
decisions except for proxy votes that involve a material conflict of interest, in which case it will determine,
in its discretion, the appropriate voting process so as to address such conflict.


to investment decisions, BlackRock believes portfolio managers may from time to time
legitimately reach differing but equally valid views, as fiduciaries for BlackRock’s
clients, on how best to maximize economic value in respect of a particular investment.

The Committee will also be responsible for ensuring the maintenance of records
of each proxy vote, as required by Advisers Act Rule 204-2.9 All records will be
maintained in accordance with applicable law. Except as may be required by applicable
legal requirements, or as otherwise set forth herein, the Committee’s determinations and
records shall be treated as proprietary, nonpublic and confidential.

The Committee shall be assisted by other BlackRock personnel, as may be
appropriate. In particular, the Committee has delegated to the BlackRock Operations
Department responsibility for monitoring corporate actions and ensuring that proxy votes
are submitted in a timely fashion. The Operations Department shall ensure that proxy
voting issues are promptly brought to the Committee’s attention and that the Committee’s
proxy voting decisions are appropriately disseminated and implemented.

To assist BlackRock in voting proxies, the Committee may retain the services of a
firm providing such services. BlackRock has currently retained Institutional Shareholder
Services (“ISS”) in that role. ISS is an independent adviser that specializes in providing a
variety of fiduciary-level proxy-related services to institutional investment managers,
plan sponsors, custodians, consultants, and other institutional investors. The services
provided to BlackRock may include, but are not limited to, in-depth research, voting
recommendations (which the Committee is not obligated to follow), vote execution, and
recordkeeping.

9 The Committee may delegate the actual maintenance of such records to an outside service provider.
Currently, the Committee has delegated the maintenance of such records to Institutional Shareholder
Services.


II. Special Circumstances

Routine Consents. BlackRock may be asked from time to time to consent to an
amendment to, or grant a waiver under, a loan agreement, partnership agreement,
indenture or other governing document of a specific financial instrument held by
BlackRock clients. BlackRock will generally treat such requests for consents not as
“proxies” subject to these Proxy Voting Policies and Procedures but as investment
matters to be dealt with by the responsible BlackRock investment professionals would,
provided that such consents (i) do not relate to the election of a board of directors or
appointment of auditors of a public company, and (ii) either (A) would not otherwise
materially affect the structure, management or control of a public company, or (B) relate
to a company in which BlackRock clients hold only interests in bank loans or debt
securities and are consistent with customary standards and practices for such instruments.

Securities on Loan. Registered investment companies that are advised by
BlackRock as well as certain of our advisory clients may participate in securities lending
programs. Under most securities lending arrangements, securities on loan may not be
voted by the lender (unless the loan is recalled). BlackRock believes that each client has
the right to determine whether participating in a securities lending program enhances
returns, to contract with the securities lending agent of its choice and to structure a
securities lending program, through its lending agent, that balances any tension between
loaning and voting securities in a matter that satisfies such client. If client has decided to
participate in a securities lending program, BlackRock will therefore defer to the client’s
determination and not attempt to seek recalls solely for the purpose of voting routine
proxies as this could impact the returns received from securities lending and make the
client a less desirable lender in a marketplace. Where a client retains a lending agent that
is unaffiliated with BlackRock, BlackRock will generally not seek to vote proxies
relating to securities on loan because BlackRock does not have a contractual right to
recall such loaned securities for the purpose of voting proxies. Where BlackRock or an
affiliate acts as the lending agent, BlackRock will also generally not seek to recall loaned
securities for proxy voting purposes, unless the portfolio manager responsible for the
account or the Committee determines that voting the proxy is in the client’s best interest
and requests that the security be recalled.

Voting Proxies for Non-US Companies. While the proxy voting process is well
established in the United States, voting proxies of non-US companies frequently involves
logistical issues which can affect BlackRock’s ability to vote such proxies, as well as the
desirability of voting such proxies. These issues include (but are not limited to): (i)
untimely notice of shareholder meetings, (ii) restrictions on a foreigner’s ability to
exercise votes, (iii) requirements to vote proxies in person, (iv) “shareblocking”
(requirements that investors who exercise their voting rights surrender the right to dispose
of their holdings for some specified period in proximity to the shareholder meeting), (v)
potential difficulties in translating the proxy, and (vi) requirements to provide local
agents with unrestricted powers of attorney to facilitate voting instructions.


As a consequence, BlackRock votes proxies of non-US companies only on a
“best-efforts” basis. In addition, the Committee may determine that it is generally in the
best interests of BlackRock clients not to vote proxies of companies in certain countries
if the Committee determines that the costs (including but not limited to opportunity costs
associated with shareblocking constraints) associated with exercising a vote generally are
expected to outweigh the benefit the client will derive by voting on the issuer’s proposal.
If the Committee so determines in the case of a particular country, the Committee (upon
advice from BlackRock portfolio managers) may override such determination with
respect to a particular issuer’s shareholder meeting if the Committee believes the benefits
of seeking to exercise a vote at such meeting outweighs the costs, in which case
BlackRock will seek to vote on a best-efforts basis.

  Securities Sold After Record Date. With respect to votes in connection with
securities held on a particular record date but sold from a client account prior to the
holding of the related meeting, BlackRock may take no action on proposals to be voted
on in such meeting.

Conflicts of Interest. From time to time, BlackRock may be required to vote
proxies in respect of an issuer that is an affiliate of BlackRock (a “BlackRock Affiliate”),
or a money management or other client of BlackRock (a “BlackRock Client”).10 In such
event, provided that the Committee is aware of the real or potential conflict, the following
procedures shall apply:

  § The Committee intends to adhere to the voting guidelines set forth herein for
all proxy issues including matters involving BlackRock Affiliates and
BlackRock Clients. If, however, the matter to be voted on represents a non-
routine matter that is material to a BlackRock Affiliate or a BlackRock Client
and the Committee does not reasonably believe it is able to follow its general
voting guidelines (or if the particular proxy matter is not addressed in the
guidelines) and vote impartially, the Committee may, in its discretion for the
purposes of ensuring that an independent determination is reached, retain an
independent fiduciary to advise the Committee on how to vote or to cast votes
on behalf of BlackRock’s clients; and
§ if the Committee determines not to retain an independent fiduciary, or does
not desire to follow the advice of such independent fiduciary, the Committee
shall determine how to vote the proxy after consulting with the BlackRock
Legal and Compliance Department and concluding that the vote cast is in the
client’s best interest notwithstanding the conflict.

10 Such issuers may include investment companies for which BlackRock provides investment advisory,
administrative and/or other services.


III. Voting Guidelines

The Committee has determined that it is appropriate and in the best interests of
BlackRock’s clients to adopt the following voting guidelines, which represent the
Committee’s usual voting position on certain recurring proxy issues that are not expected
to involve unusual circumstances. With respect to any particular proxy issue, however,
the Committee may elect to vote differently than a voting guideline if the Committee
determines that doing so is, in the Committee’s judgment, in the best interest of its
clients. The guidelines may be reviewed at any time upon the request of any Committee
member and may be amended or deleted upon the vote of a majority of voting Committee
members present at a Committee meeting for which there is a quorum.


A. Boards of Directors

These proposals concern those issues submitted to shareholders relating to the
composition of the Board of Directors of companies other than investment companies.
As a general matter, the Committee believes that a company’s Board of Directors (rather
than shareholders) is most likely to have access to important, nonpublic information
regarding a company’s business and prospects, and is therefore best-positioned to set
corporate policy and oversee management. The Committee therefore believes that the
foundation of good corporate governance is the election of qualified, independent
corporate directors who are likely to diligently represent the interests of shareholders and
oversee management of the corporation in a manner that will seek to maximize
shareholder value over time. In individual cases, the Committee may look at a Director
nominee’s history of representing shareholder interests as a director of other companies,
or other factors to the extent the Committee deems relevant.

The Committee’s general policy is to vote:

#         
    VOTE and DESCRIPTION 

 
 
A.1    FOR nominees for director of United States companies in 
    uncontested elections, except for nominees who 
             §    have missed at least two meetings and, as a result, 
        attended less than 75% of meetings of the Board of 
        Directors and its committees the previous year, unless the 
        nominee missed the meeting(s) due to illness or company 
        business 
             §    voted to implement or renew a “dead-hand” poison pill 
             §    ignored a shareholder proposal that was approved by 
        either a majority of the shares outstanding in any year or 
        by the majority of votes cast for two consecutive years 
             §    failed to act on takeover offers where the majority of the 
shareholders have tendered their shares
             §    are corporate insiders who serve on the audit, 
        compensation or nominating committees or on a full 
        Board that does not have such committees composed 
        exclusively of independent directors 
             §    on a case-by-case basis, have served as directors of other 
        companies with allegedly poor corporate governance 
             §    sit on more than six boards of public companies 

 
 
A.2    FOR nominees for directors of non-U.S. companies in uncontested 
elections, except for nominees from whom the Committee
    determines to withhold votes due to the nominees’ poor records of 
representing shareholder interests, on a case-by-case basis

A.3    FOR proposals to declassify Boards of Directors, except where 
there exists a legitimate purpose for classifying boards

A.4    AGAINST proposals to classify Boards of Directors, except where 
there exists a legitimate purpose for classifying boards



A.5    AGAINST proposals supporting cumulative voting 

 
A.6    FOR proposals eliminating cumulative voting 

 
A.7    FOR proposals supporting confidential voting 

 
A.8    FOR proposals seeking election of supervisory board members 

 
A.9    AGAINST shareholder proposals seeking additional 
    representation of women and/or minorities generally (i.e., not 
    specific individuals) to a Board of Directors 

 
A.10    AGAINST shareholder proposals for term limits for directors 

 
A.11    FOR shareholder proposals to establish a mandatory retirement 
    age for directors who attain the age of 72 or older 

 
A.12    AGAINST shareholder proposals requiring directors to own a 
    minimum amount of company stock 

 
A.13    FOR proposals requiring a majority of independent directors on a 
    Board of Directors 

 
A.14    FOR proposals to allow a Board of Directors to delegate powers to 
    a committee or committees 

 
A.15    FOR proposals to require audit, compensation and/or nominating 
    committees of a Board of Directors to consist exclusively of 
    independent directors 

 
A.16    AGAINST shareholder proposals seeking to prohibit a single 
    person from occupying the roles of chairman and chief executive 
    officer 

 
A.17    FOR proposals to elect account inspectors 

 
 
A.18    FOR proposals to fix the membership of a Board of Directors at a 
    specified size 

 
A.19    FOR proposals permitting shareholder ability to nominate 
    directors directly 

 
A.20    AGAINST proposals to eliminate shareholder ability to nominate 
    directors directly 

 
A.21    FOR proposals permitting shareholder ability to remove directors 
    directly 

 
A.22    AGAINST proposals to eliminate shareholder ability to remove 
    directors directly 

 
A.23    FOR shareholder proposals requiring the position of chair be filled 
    by an independent director unless there are compelling reasons to 
    recommend against the proposal, such as a counterbalancing 
    governance structure 

 
A.24    FOR precatory and binding resolutions requesting that the board 
    change the company’s by-laws to stipulate that directors need to 
    be elected with an affirmative majority of votes cast, provided it 
does not conflict with the state law where the company is
    incorporated. Binding resolutions need to allow for a carve-out for 
    a plurality vote standard when there are more nominees than board 
    seats 

 
A.25    AGAINST shareholder proposals requiring two candidates per 
    board seat 

 
A.26    AGAINST proposals to eliminate entirely directors’ and officers’ 
    liability for monetary damages for violating the duty of care 

 


A.27    AGAINST indemnification proposals that would expand coverage 
    beyond just legal expenses to liability for acts, such as negligence, 
    that are more serious violations of fiduciary obligation than mere 
    carelessness 

 
A.28    AGAINST proposals that would expand the scope of 
    indemnification to provide for mandatory indemnification of 
    company officials in connection with acts that previously the 
    company was permitted to provide indemnification for at the 
    discretion of the company's board (i.e. "permissive 
    indemnification"), but that previously the company was not 
    required to indemnify 

 
A.29    FOR only those proposals providing such expanded coverage in 
    cases when a director’s or officer’s legal defense was unsuccessful 
    if both of the following apply: 
 
    • If the director was found to have acted in good faith and in a 
    manner that he or she reasonably believed was in the best interests 
    of the company; and 
• If only the director’s legal expenses would be covered

A.30    AGAINST proposals that provide that directors may be removed 
    only for cause 

 
 
A.31    FOR proposals to restore shareholders’ ability to remove directors 
    with or without cause 

 
A.32    AGAINST proposals that provide that only continuing directors 
    may elect replacements to fill board vacancies 

 
A.33    FOR proposals that permit shareholders to elect directors to fill 
    board vacancies, provided that it is understood that investment 
    company directors may fill Board vacancies as permitted by the 
    Investment Company Act of 1940, as amended 


B. Auditors

These proposals concern those issues submitted to shareholders related to the
selection of auditors. As a general matter, the Committee believes that corporate auditors
have a responsibility to represent the interests of shareholders and provide an independent
view on the propriety of financial reporting decisions of corporate management. While
the Committee will generally defer to a corporation’s choice of auditor, in individual
cases, the Committee may look at an auditors’ history of representing shareholder
interests as auditor of other companies, to the extent the Committee deems relevant.

The Committee’s general policy is to vote:

B.1    FOR approval of independent auditors, except for 
    §    auditors that have a financial interest in, or material 
        association with, the company they are auditing, and are 
        therefore believed by the Committee not to be independent 
    §    auditors who have rendered an opinion to any company which 
        in the Committee’s opinion is either not consistent with best 
        accounting practices or not indicative of the company’s 
        financial situation 
    §    on a case-by-case basis, auditors who in the Committee’s 
        opinion provide a significant amount of non-audit services to 
        the company 

 
 
B.2    FOR proposals seeking authorization to fix the remuneration of 
    auditors 

 
B.3    FOR approving internal statutory auditors 

 
B.4    FOR proposals for audit firm rotation, except for proposals that 
would require rotation after a period of less than 5 years



C. Compensation and Benefits

These proposals concern those issues submitted to shareholders related to
management compensation and employee benefits. As a general matter, the Committee
favors disclosure of a company’s compensation and benefit policies and opposes
excessive compensation, but believes that compensation matters are normally best
determined by a corporation’s board of directors, rather than shareholders. Proposals to
“micro-manage” a company’s compensation practices or to set arbitrary restrictions on
compensation or benefits will therefore generally not be supported.

The Committee’s general policy is to vote:

C.1    IN ACCORDANCE WITH THE RECOMMENDATION OF ISS 
    on compensation plans if the ISS recommendation is based solely 
    on whether or not the company’s plan satisfies the allowable cap 
    as calculated by ISS. If the recommendation of ISS is based on 
    factors other than whether the plan satisfies the allowable cap the 
    Committee will analyze the particular proposed plan. This policy 
    applies to amendments of plans as well as to initial approvals. 

 
C.2    FOR proposals to eliminate retirement benefits for outside 
    directors 

 
C.3    AGAINST proposals to establish retirement benefits for outside 
    directors 

 
C.4    FOR proposals approving the remuneration of directors or of 
    supervisory board members 

 
C.5    AGAINST proposals to reprice stock options 

 
C.6    FOR proposals to approve employee stock purchase plans that 
    apply to all employees. This policy applies to proposals to amend 
ESPPs if the plan as amended applies to all employees.

C.7    FOR proposals to pay retirement bonuses to directors of Japanese 
    companies unless the directors have served less than three years 

 
C.8    AGAINST proposals seeking to pay outside directors only in stock 

 
C.9    FOR proposals seeking further disclosure of executive pay or 
    requiring companies to report on their supplemental executive 
    retirement benefits 

 
C.10    AGAINST proposals to ban all future stock or stock option grants 
    to executives 

 
C.11    AGAINST option plans or grants that apply to directors or 
    employees of “related companies” without adequate disclosure of 
    the corporate relationship and justification of the option policy 

 
C.12    FOR proposals to exclude pension plan income in the calculation 
    of earnings used in determining executive bonuses/compensation 

 
C.13    FOR shareholder proposals – based on a case-by-case analysis – 
    that request the Board to establish a pay-for-superior performance 
    standard in the company's executive compensation plan for senior 
    executives 

 


C.14    AGAINST executive compensation plans in which there is a no 
    connection between the CEO’s pay and company performance 
    (e.g., the plan calls for an increase in pay and when there has been 
    a decrease in company performance 

 
C.15    WITHHOLD votes from the Compensation Committee members 
    when company compensation plan has no connection between 
    executive pay and company performance 

 
C.16    FOR shareholder proposals that call for non-binding shareholder 
    ratification of the compensation of the named Executive Officers 
    and the accompanying narrative disclosure of material factors 
    provided to understand the Summary Compensation Table 

 
C.17    FOR shareholder proposals seeking disclosure regarding the 
    company, Board, or Board committee’s use of compensation 
    consultants, such as company name, business relationship(s) and 
    fees paid 

 
C.18    AGAINST shareholder proposals seeking to set absolute levels on 
compensation or otherwise dictate the amount or form of
    compensation 

 
C.19    FOR shareholder proposals to require golden parachutes or 
    executive severance agreements to be submitted for shareholder 
    ratification, unless the proposal requires shareholder approval 
    prior to entering into employment contracts 

 
C.20    FOR shareholder proposals requesting to put extraordinary 
    benefits contained in Supplemental Executive Retirement Plans 
    (“SERP”) agreements to a shareholder vote unless the company’s 
    executive pension plans do not contain excessive benefits beyond 
    what is offered under employee-wide plans 

 
C.21    FOR shareholder proposals requesting to limit the executive 
    benefits provided under the company’s supplemental executive 
    retirement plan (SERP) by limiting covered compensation to a 
    senior executive’s annual salary and excluding all incentive or 
    bonus pay from the SERP’s definition of covered compensation 
    used to establish such benefits 

 
C.22    AGAINST the equity plan if any of the following factors apply: 
 
    • The total cost of the company’s equity plans is unreasonable; 
    • The plan expressly permits the repricing of stock options without 
    prior shareholder approval; 
    • There is a disconnect between CEO pay and the company’s 
    performance; and/or 
• The plan is a vehicle for poor compensation practices

C.23    FOR equity plans for non-employee director on a case-by-case 
    basis based on the structure of the plan 

 
 
C.24    AGAINST plans if the company has a history of repricing options 
    without shareholder approval, and the applicable listing standards 
    would not preclude them from doing so 

 
 
C.25    FOR shareholder proposals to put option repricings to a 
    shareholder vote 

 


D. Capital Structure

These proposals relate to various requests, principally from management, for
approval of amendments that would alter the capital structure of a company, such as an
increase in authorized shares. As a general matter, the Committee will support requests
that it believes enhance the rights of common shareholders and oppose requests that
appear to be unreasonably dilutive.

The Committee’s general policy is to vote:

D.1    AGAINST proposals seeking authorization to issue shares without 
    preemptive rights except for issuances up to 10% of a non-US 
    company’s total outstanding capital 

 
D.2    FOR management proposals seeking preemptive rights or seeking 
    authorization to issue shares with preemptive rights 

 
D.3    FOR management proposals approving share repurchase programs 

 
D.4    FOR management proposals to split a company’s stock 

 
D.5    FOR management proposals to denominate or authorize 
    denomination of securities or other obligations or assets in Euros 

 
D.6    FOR proposals requiring a company to expense stock options 
    (unless the company has already publicly committed to do so by a 
    certain date) 

 
D.7    AGAINST proposals to create a new class of common stock with 
    superior voting rights 

 
D.8    AGAINST proposals at companies with dual-class capital 
    structures to increase the number of authorized shares of the class 
    of stock that has superior voting rights 

 
D.9    FOR proposals to create a new class of nonvoting or sub-voting 
    common stock if: 
    • It is intended for financing purposes with minimal or no dilution 
    to current shareholders; and 
    • It is not designed to preserve the voting power of an insider or 
    significant shareholder 

 
 
D.10    AGAINST proposals authorizing the creation of new classes of 
    preferred stock with unspecified voting, conversion, dividend 
    distribution, and other rights ("blank check" preferred stock) 

 
 
D.11    FOR proposals to authorize preferred stock in cases where the 
    company specifies the voting, dividend, conversion, and other 
    rights of such stock and the terms of the preferred stock appear 
    reasonable 

 
 
D.12    FOR management proposals to implement a reverse stock split 
    when the number of authorized shares will be proportionately 
    reduced 

 
 
D.13    FOR management proposals to implement a reverse stock split to 
    avoid delisting 

 


D.14    FOR management proposals to increase the common share 
    authorization for a stock split or share dividend 

 
D.15    FOR management proposals to institute open-market share 
    repurchase plans in which all shareholders may participate on 
    equal terms 

 


E. Corporate Charter and By-Laws

These proposals relate to various requests for approval of amendments to a
corporation’s charter or by-laws, principally for the purpose of adopting or redeeming
“poison pills”. As a general matter, the Committee opposes poison pill provisions.

The Committee’s general policy is to vote:

E.1    AGAINST proposals seeking to adopt a poison pill 

 
E.2    FOR proposals seeking to redeem a poison pill 

 
E.3    FOR proposals seeking to have poison pills submitted to 
    shareholders for ratification 

 
E.4    FOR management proposals to change the company’s name 

 
E.5    AGAINST proposals to require a supermajority shareholder vote 

 
E.6    FOR proposals to lower supermajority vote requirements 

 
E.7    AGAINST proposals giving the board exclusive authority to 
    amend the bylaws 

 
E.8    FOR proposals giving the board the ability to amend the bylaws in 
    addition to shareholders 

 
 
E.9    CASE-BY-CASE on proposals to change a company’s state of 
    incorporation, taking into consideration both financial and 
    corporate governance concerns, including: 
    - The reasons for reincorporating 
    - A comparison of the governance provisions 
    - Comparative economic benefits, and 
    - A comparison of the jurisdiction laws 

 
E.10    FOR re-incorporation when the economic factors outweigh any 
    neutral or negative governance changes 

 
E.11    FOR proposals to restore, or provide shareholders with rights of 
    appraisal 

 


F. Corporate Meetings

These are routine proposals relating to various requests regarding the formalities
of corporate meetings.

The Committee’s general policy is to vote:

F.1    AGAINST proposals that seek authority to act on “any other 
    business that may arise” 

 
F.2    FOR proposals designating two shareholders to keep minutes of 
    the meeting 

 
F.3    FOR proposals concerning accepting or approving financial 
    statements and statutory reports 

 
F.4    FOR proposals approving the discharge of management and the 
    supervisory board 

 
F.5    FOR proposals approving the allocation of income and the 
    dividend 

 
F.6    FOR proposals seeking authorization to file required 
    documents/other formalities 

 
F.7    FOR proposals to authorize the corporate board to ratify and 
    execute approved resolutions 

 
F.8    FOR proposals appointing inspectors of elections 

 
F.9    FOR proposals electing a chair of the meeting 

 
F.10    FOR proposals to permit “virtual” shareholder meetings over the 
    Internet 

 
F.11    AGAINST proposals to require rotating sites for shareholder 
    meetings 

 
F.12    AGAINST proposals that are substantially duplicative (i.e., 
    shareholder proposals that are unnecessary because a management 
    proposal serves the same purpose) 

 


G. Investment Companies

These proposals relate to proxy issues that are associated solely with holdings of
shares of investment companies, including, but not limited to, investment companies for
which BlackRock provides investment advisory, administrative and/or other services. As
with other types of companies, the Committee believes that a fund’s Board of Directors
(rather than its shareholders) is best-positioned to set fund policy and oversee
management. However, the Committee opposes granting Boards of Directors authority
over certain matters, such as changes to a fund’s investment objective, that the
Investment Company Act of 1940 envisions will be approved directly by shareholders.

The Committee’s general policy is to vote:

G.1    FOR nominees for director of mutual funds in uncontested 
    elections, except for nominees who 
       § have missed at least two meetings and, as a result, attended 
             less than 75% of meetings of the Board of Directors and its 
             committees the previous year, unless the nominee missed the 
             meeting due to illness or fund business 
       § ignore a shareholder proposal that was approved by either a 
             majority of the shares outstanding in any year or by the 
majority of votes cast for two consecutive years
       § are interested directors who serve on the audit or nominating 
             committees or on a full Board that does not have such 
             committees composed exclusively of independent directors 
       § on a case-by-case basis, have served as directors of companies 
             with allegedly poor corporate governance 

 
G.2    FOR the establishment of new series or classes of shares 

 
G.3    AGAINST proposals to change a fund’s investment objective to 
    nonfundamental 

 
G.4    FOR proposals to establish a master-feeder structure or 
    authorizing the Board to approve a master-feeder structure without 
    a further shareholder vote 

 
G.5    AGAINST a shareholder proposal for the establishment of a 
    director ownership requirement 

 
G.6    FOR classified boards of closed-end investment companies 

 
G.6    AGAINST removal of shareholder approval requirement to 
    reorganize or terminate the trust or any of its series 

 


H. Environmental and Social Issues

These are shareholder proposals to limit corporate conduct in some manner that
relates to the shareholder’s environmental or social concerns. The Committee generally
believes that annual shareholder meetings are inappropriate forums for the discussion of
larger social issues, and opposes shareholder resolutions “micromanaging” corporate
conduct or requesting release of information that would not help a shareholder evaluate
an investment in the corporation as an economic matter. While the Committee is
generally supportive of proposals to require corporate disclosure of matters that seem
relevant and material to the economic interests of shareholders, the Committee is
generally not supportive of proposals to require disclosure of corporate matters for other
purposes.

The Committee’s general policy is to vote:

H.1    AGAINST proposals seeking to have companies adopt 
    international codes of conduct 

 
H.2    AGAINST proposals seeking to have companies provide non- 
    required reports on: 
    §       environmental liabilities; 
    §       bank lending policies; 
    §       corporate political contributions or activities; 
    §       alcohol advertising and efforts to discourage drinking by 
           minors; 
    §       costs and risk of doing business in any individual country; 
    §         involvement in nuclear defense systems 

 
 
H.3    AGAINST proposals requesting reports on Maquiladora 
    operations or on CERES principles 

 
H.4    AGAINST proposals seeking implementation of the CERES 
    principles 

 
H.5    FOR resolutions requesting that a company disclose information 
    on the impact of climate change on the company’s operations 
    unless: 
    - The company already provides current, publicly available 
        information on the perceived impact that climate change may 
        have on the company as well as associated policies and 
        procedures to address such risks and/or opportunities; 
    - The company’s level of disclosure is comparable to or better 
than information provided by industry peers; and
    -There are no significant fines, penalties, or litigation associated 
with the company’s environmental performance

 
H.6    AGAINST proposals that call for reduction in greenhouse gas 
    emissions by specified amounts or within a restrictive time frame 
    unless the company lags industry standards and has been the 
    subject of recent, significant fines or litigation resulting from 
    greenhouse gas emissions 

 
H.7    FOR resolutions requesting that companies outline their 
    preparations to comply with standards established by Kyoto 
    Protocol signatory markets unless: 

 


    -The company does not maintain operations in Kyoto signatory 
     markets; 
    -The company already evaluates and substantially discloses such 
     information; 
    -Greenhouse gas emissions do not significantly impact the 
     company’s core businesses; or 
    -The company is not required to comply with the Kyoto Protocol 
     standards 

 
H.8    AGAINST resolutions that request the disclosure of detailed 
information on a company’s policies related to land use or
    development unless the company has been the subject of recent, 
significant fines or litigation stemming from its land use

H.9    AGAINST proposals to publish in newspapers and public media 
    the company's political contributions as such publications could 
present significant cost to the company without providing
    commensurate value to shareholders 

 
H.10    AGAINST proposals barring the company from making political 
    contributions. Businesses are affected by legislation at the federal, 
state, and local level and barring contributions can put the
    company at a competitive disadvantage 

 
H.11    AGAINST proposals restricting the company from making 
    charitable contributions. Charitable contributions are generally 
    useful for assisting worthwhile causes and for creating goodwill in 
    the community. In the absence of bad faith, self-dealing, or gross 
    negligence, management should determine which contributions are 
    in the best interests of the company 

 
H.12    AGAINST proposals asking for a list of company executives, 
    directors, consultants, legal counsels, lobbyists, or investment 
    bankers that have prior government service and whether such 
    service had a bearing on the business of the company. Such a list 
would be burdensome to prepare without providing any
    meaningful information to shareholders 

 
H.13    AGAINST proposals that would call for the adoption of specific 
    committee charter language regarding diversity initiatives unless 
    the company fails to publicly disclose existing equal opportunity 
    or non-discrimination policies 

 
H.14    AGAINST proposals seeking information on the diversity efforts 
    of suppliers and service providers, which can pose a significant 
    cost and administrative burden on the company 

 
H.15    FOR proposals seeking to amend a company’s EEO statement in 
    order to prohibit discrimination based on sexual orientation, unless 
    the change would result in excessive costs for the company 

 
H.16    AGAINST proposals to exclude references to sexual orientation, 
interests, or activities from a company’s EEO statement

H.17    AGAINST proposals to extend company benefits to or eliminate 
    benefits from domestic partners. Benefits decisions should be left 
    to the discretion of the company 

 


H.18    AGAINST proposals to take specific actions or adopt policies that 
    require the company to support legislation to: 
    -label or identify products in a certain manner; 
-study or evaluate the use of certain company products;
    -increase animal welfare standards to above those required by law; 
    or 
    -engage in political, environmental or social activities that do not 
    directly relate to the economic operations of the company 

 
H.19    AGAINST proposals seeking to have companies provide non- 
    required analyses, information statements or reports in the 
    following areas unless there are compelling investment reasons to 
    request such reports: 
 
    - environmental liabilities; 
    - bank lending policies; 
    - corporate political contributions or activities; 
    - alcohol and tobacco advertising and efforts to discourage use of 
       such products by minors or other groups; 
    - costs and risk of doing business in any individual country or the 
       standards of operations in such country; 
    - involvement in nuclear defense systems or other military 
       products; 
    - animal welfare standards; 
    - pricing policies; 
    - the use of certain commodities, genetically modified materials 
       or chemicals; 
    - sustainability and other perceived political, environmental or 
       social issues that do not directly relate to the economic 
       operations of the company; 
    - charitable contributions made by the company 

 
H.20    CASE-BY-CASE on proposals requesting an economic risk 
assessment of environmental performance, considering:
 
    - The feasibility of financially quantifying environmental risk 
       factors; 
    - The company’s compliance with applicable legislation and/or 
regulations regarding environmental performance;
    - The costs associated with implementing improved standards; 
    - The potential costs associated with remediation resulting from 
       poor environmental performance; and 
    - The current level of disclosure on environmental policies and 
       initiatives 

 
H.21    FOR requests for reports disclosing the company’s environmental 
    policies unless it already has well-documented environmental 
    management systems that are available to the public 

 


H.22    CASE-BY-CASE on proposals calling for companies to report on 
    the risks associated with outsourcing, considering: 
 
    - Risks associated with certain international markets; 
    - The utility of such a report to shareholders; and 
    - The existence of a publicly available code of corporate conduct 
       that applies to international operations 

 
H.23    CASE-BY-CASE on requests for reports detailing the company’s 
    operations in a particular country and steps to protect human 
    rights, based on: 
    - The nature and amount of company business in that country; 
    - The company’s workplace code of conduct; 
    - Proprietary and confidential information involved; 
    - Company compliance with U.S. regulations on investing in the 
       country; and/or 
    - Level of peer company involvement in the country 

 
H.24    CASE-BY-CASE on proposals to implement certain human rights 
    standards at company facilities or those of its suppliers and to 
    commit to outside, independent monitoring. 
 
    In evaluating these proposals, the following should be considered: 
    - The company’s current workplace code of conduct or adherence 
       to other global standards and the degree they meet the standards 
       promulgated by the proponent; 
    - Agreements with foreign suppliers to meet certain workplace 
       standards; 
    - Whether company and vendor facilities are monitored and how; 
    - Company participation in fair labor organizations; 
    - Type of business; 
    - Proportion of business conducted overseas; 
    - Countries of operation with known human rights abuses; 
    - Whether the company has been recently involved in significant 
labor and human rights controversies or violations;
    - Peer company standards and practices; and 
- Union presence in company’s international factories



Notice to Clients

BlackRock will make records of any proxy vote it has made on behalf of a client
available to such client upon request.11 BlackRock will use its best efforts to treat proxy
votes of clients as confidential, except as it may decide to best serve its clients’ interests
or as may be necessary to effect such votes or as may be required by law.

BlackRock encourage clients with an interest in particular proxy voting issues to
make their views known to BlackRock, provided that, in the absence of specific written
direction from a client on how to vote that client’s proxies, BlackRock reserves the right
to vote any proxy in a manner it deems in the best interests of its clients, as it determines
in its sole discretion.

These policies are as of the date indicated on the cover hereof. The Committee
may subsequently amend these policies at any time, without notice.

  11 Such request may be made to the client’s portfolio or relationship manager or addressed in writing to
Secretary, BlackRock Equity Investment Policy Oversight Committee, Legal and Compliance Department,
BlackRock Inc., 40 East 52nd Street, New York, New York 10022.


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-----END PRIVACY-ENHANCED MESSAGE-----