8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 16, 2014

BLACKROCK, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	001-33099	32-0174431
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

55 East 52nd Street, New York, New York	10055
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 810-5300

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On January 16, 2014, BlackRock, Inc. (the “Company”) reported results of operations for the three months and year ended December 31, 2013. A copy of the earnings release issued by the Company is attached as Exhibit 99.1. In addition, a copy of the Company’s Earnings Release Supplement for the quarter ended December 31, 2013 is being furnished as Exhibit 99.2 to this Form 8-K.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1	Earnings release dated January 16, 2014 issued by the Company
99.2	Fourth Quarter 2013 Earnings – Earnings Release Supplement

SIGNATURES

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

	BlackRock, Inc. (Registrant)
Date: January 16, 2014	By:	/s/ Gary Shedlin
		Gary S. Shedlin
		Senior Managing Director and
		Chief Financial Officer

EXHIBIT INDEX

99.1	Earnings release dated January 16, 2014 issued by the Company
99.2	Fourth Quarter 2013 Earnings – Earnings Release Supplement

EX-99.1

Exhibit 99.1

Media Relations: Brian Beades 212-810-5596 Investor Relations: Tom Wojcik 212-810-8127

BlackRock Reports Quarterly Diluted EPS of $4.86, or $4.92 as adjusted

Full Year Diluted EPS of $16.87, or $16.58 as adjusted

$4.324 Trillion in assets under management at December 31, 2013, up 14% year-over-year

BlackRock Board of Directors Approves 15% Increase in Quarterly Dividend to $1.93

• $40.5 billion of long-term net inflows for the fourth quarter and $117.1 billion for 2013

• 13% operating income growth (10% as adjusted) from the fourth quarter of 2012 and full year growth of 9% (13% as adjusted)

• Improved operating margin to 40.8% (42.7% as adjusted) for the quarter and to 37.9% (41.4% as adjusted) for the year

• 24% diluted EPS growth from the fourth quarter of 2012 and full year growth of 22% (21% as adjusted)

• Consistent capital management with $250 million of quarterly share repurchases, aggregating $1 billion for the year

• Board of Directors has declared a quarterly cash dividend of $1.93 per share of common stock, payable March 24, 2014 to shareholders of record at the close of business on March 7, 2014

New York, January 16, 2014 — BlackRock, Inc. (NYSE:BLK) today reported full year diluted EPS of $16.87, up 22% from 2012. Fourth quarter 2013 diluted EPS of $4.86 was up 24% from the fourth quarter of 2012. Revenue was up 9% from both the full year 2012 and the fourth quarter of 2012, reflecting growth in markets, long-term net inflows and strength in performance fees and BlackRock Solutions^®. Full year 2013 operating income of $3.9 billion was up 9% from 2012. Fourth quarter 2013 operating income of $1.1 billion was up 13% from the fourth quarter of 2012. Operating margin of 37.9% was up 20 basis points for the full year 2013. Fourth quarter operating margin of 40.8% was up 120 basis points from the fourth quarter of 2012.

The BlackRock Board of Directors has declared a quarterly cash dividend of $1.93 per share of common stock, payable March 24, 2014 to shareholders of record at the close of business on March 7, 2014. Since inception of its dividend, BlackRock’s per share dividend has increased each year except 2009, when it was unchanged, and has grown at a compounded annual rate of 24%.

As adjusted results⁽¹⁾: Full year 2013 diluted EPS of $16.58 was up 21% from 2012. Fourth quarter diluted EPS of $4.92 was up 24% from a year ago. Full year 2013 operating income of $4.0 billion was up 13% from 2012. Fourth quarter 2013 operating income of $1.1 billion was up 10% from the fourth quarter of 2012. Operating margin of 41.4% was up 100 basis points for the full year. Fourth quarter 2013 operating margin of 42.7% was up 10 basis points from the fourth quarter of 2012.

“2013 was a strong year for BlackRock, with 21% growth in as adjusted EPS and 13% growth in as adjusted operating income, fueled by long-term net inflows of over $117 billion,” commented Laurence D. Fink, Chairman and CEO of BlackRock. “Throughout the year we demonstrated the collective strength and stability of our diversified, multi-client platform. We saw growth across all of our businesses – Retail, iShares^®, Institutional and BlackRock Solutions.”

(Amounts in millions, except per share data)	Q4 2013			Q4 2012			Change	Q3 2013			Change	Full Year						Change
												2013			2012
AUM	$	4,324,088		$	3,791,588		14%	$	4,096,356		6%	$	4,324,088		$	3,791,588		14%
GAAP basis:
Revenue	$	2,777		$	2,539		9%	$	2,472		12%	$	10,180		$	9,337		9%
Operating income	$	1,133		$	1,005		13%	$	966		17%	$	3,857		$	3,524		9%
Operating margin		40.8	%		39.6	%	120 bps		39.1	%	170 bps		37.9	%		37.7	%	20 bps
Net income(2)	$	841		$	690		22%	$	730		15%	$	2,932		$	2,458		19%
Diluted EPS	$	4.86		$	3.93		24%	$	4.21		15%	$	16.87		$	13.79		22%
Weighted average diluted shares		173.0			175.2		(1%)		173.4		-%		173.8			178.0		(2%)
As Adjusted:
Operating income(1)	$	1,143		$	1,041		10%	$	978		17%	$	4,024		$	3,574		13%
Operating margin(1)		42.7	%		42.6	%	10 bps		41.2	%	150 bps		41.4	%		40.4%		100 bps
Net income(1) (2)	$	851		$	695		22%	$	672		27%	$	2,882		$	2,438		18%
Diluted EPS(1)	$	4.92		$	3.96		24%	$	3.88		27%	$	16.58		$	13.68		21%

⁽¹⁾ See notes (a) through (f) to the Condensed Consolidated Statements of Income and Supplemental Information on pages 12 through 15 for more information on as adjusted items and the reconciliation to GAAP.

⁽²⁾  Net income represents net income attributable to BlackRock, Inc.

-1-

“Investment performance remains our highest priority, and BlackRock’s strong five-year track record in fixed income positions us well for growth in 2014. The changes we made to our U.S. Fundamental Active Equity team are paying dividends, with the four largest funds under new management all showing material performance improvement.

“Expanding our retail presence was a key strategic priority entering 2013. We continued to raise the profile of our BlackRock and iShares brands, evolve our product set and deepen our distribution relationships, driving results across our platform.

“We grew our Global Retail business organically by 10% with $38.8 billion of net inflows for the year, significantly outpacing our 3% organic growth in 2012. U.S. Retail flows were driven by investors seeking outcome-oriented solutions, including unconstrained fixed income, bundled multi-asset and alternative products, led by our high-performing flagship Strategic Income Opportunities fund, which raised net inflows of $6.9 billion in 2013. International Retail organic growth of 15% for the year showcased the progress we’ve made in diversifying our global offering, contributing nearly half of Retail flows in 2013.

“Increasing longevity and insufficient returns in traditional retirement savings vehicles have created a duration gap between retirement savings and actual needs. BlackRock continues to partner with clients to help them prepare more effectively for retirement. This dialogue helped drive $30 billion of defined contribution net inflows this year, increasing our total AUM in this channel to more than $525 billion. LifePath^®, the industry’s first target-date product, was a critical driver of that success, surpassing $100 billion in assets managed on behalf of more than eight million individual investors.

“2013 marked BlackRock’s 25^th anniversary, and though we have grown substantially over that time, we remain faithful to our founding principles and continue to challenge ourselves to meet the constantly evolving needs of our clients. Our experience over these past 25 years reinforces the critical importance of focusing on our role as a fiduciary to our clients. Especially in today’s regulatory climate, it is vital that every employee of BlackRock look to do the right thing in every situation every day.

“Finally, I want to thank BlackRock’s employees for their dedication and outstanding contribution to the success of the firm this past year. Looking ahead to 2014, we are confident that we have positioned BlackRock to meet investor needs in all market environments, and look forward to continuing to deliver for our clients and shareholders.”

Fourth Quarter Business Highlights

The following table presents long-term net flows, AUM, base fees and business mix by client and product type:

(Dollar amounts in millions)	Q4 2013 Long-term   Net flows			December 31, 2013   AUM		Q4 2013   Base Fees(1)		December 31, 2013   AUM % of Total			Q4 2013   Base Fees(1)   % of Total
Retail		$16,587			$487,777		$753		12	%		35	%
iShares		19,089			914,372		780		23	%		35	%
Institutional:
Active		8,002			932,410		462		23	%		21	%
Index		(3,202	)		1,677,650		208		42	%		9	%
Total institutional		4,800			2,610,060		670		65	%		30	%
Total long-term	$	40,476		$	4,012,209	$	2,203		100	%		100	%

(Dollar amounts in millions)	Q4 2013 Long-term   Net flows			December 31, 2013   AUM		Q4 2013   Base Fees(1)		December 31, 2013   AUM % of Total			Q4 2013   Base Fees(1)   % of Total
Equity	$	24,676		$	2,317,695	$	1,245		57	%		57	%
Fixed income		1,497			1,242,186		495		31	%		22	%
Multi-asset		17,355			341,214		276		9	%		13	%
Alternatives		(3,052	)		111,114		187		3	%		8	%
Total long-term	$	40,476		$	4,012,209	$	2,203		100	%		100	%

⁽¹⁾  Base fees include investment advisory, administration fees and securities lending revenue.

-2-

Long-term net inflows were positive across all regions, with net inflows of $31.6 billion, $6.5 billion and $2.4 billion from clients in the Americas (defined as the United States, Caribbean, Canada, Latin America and Iberia), EMEA and Asia-Pacific, respectively. At December 31, 2013, BlackRock managed 61% of long-term AUM for investors in the Americas and 39% for international clients.

A discussion of the Company’s net flows by client type for the fourth quarter of 2013 is presented below.

• Retail global long-term net inflows of $16.6 billion included net inflows of $9.4 billion in the United States and $7.2 billion internationally. Long-term net inflows were diversified across all asset classes, led by multi-asset class net inflows of $6.5 billion, with particular demand for our Multi-Asset Income fund. Equity net inflows of $4.8 billion were driven by flows into our European Equities suite. Fixed income net inflows of $3.9 billion reflected strong interest in unconstrained fixed income offerings, such as our Strategic Income Opportunities fund, which had net inflows of $2.4 billion during the quarter. Alternative mutual funds generated over $1 billion in net inflows for the third straight quarter, driven by our Global Long/Short Credit fund.

• iShares long-term net inflows of $19.1 billion included U.S. and European iShares net inflows of $11.0 billion and $8.3 billion, respectively. Demand for European equity exposures, global funds and Japanese equities drove equity net inflows of $24.1 billion, which were partially offset by fixed income and commodities net outflows of $3.5 billion and $1.6 billion, respectively. The Core Series generated $10.9 billion of net inflows, concentrated in U.S. equity.

• Institutional active long-term net inflows of $8.0 billion reflected strong flows of $12.1 billion into multi-asset class products, reflecting demand for our LifePath target-date suite, including two large open-architecture glidepath assignments. Multi-asset class net inflows were partially offset by alternatives net outflows of $2.9 billion, driven by non-core active currency redemptions and return of capital, and equity net outflows of $1.8 billion.

• Institutional index long-term net outflows of $3.2 billion were driven by equity and multi-asset class net outflows, which were partially offset by fixed income net inflows.

Cash management AUM increased 6% with $14.3 billion of net inflows to $275.6 billion.

Advisory AUM decreased 6% to $36.3 billion due to planned portfolio liquidations.

Investment performance at December 31, 2013 is presented in the following table:

Investment performance(1)
	One-year period			Three-year period			Five-year period
Fixed Income:
Actively managed products above benchmark or peer median
Taxable		77	%		87	%		88	%
Tax-exempt		53	%		66	%		67	%
Passively managed products within or above applicable tolerance		97	%		99	%		91	%
Equity:
Actively managed products above benchmark or peer median
Fundamental		51	%		50	%		48	%
Scientific		94	%		96	%		91	%
Passively managed products within or above applicable tolerance		94	%		98	%		94	%

⁽¹⁾  Past performance is not indicative of future results. The performance information shown is based on preliminary available data. Please refer to page 16 for performance disclosure detail.

-3-

Fourth Quarter Financial Highlights

Comparison of the Fourth Quarter 2013 with the Fourth Quarter of 2012 GAAP Results

Operating income: Operating income totaled $1.1 billion compared with $1.0 billion in the prior year.

Revenue of $2.8 billion increased $238 million from the prior year, primarily due to the following:

• Investment advisory, administration fees and securities lending revenue of $2.3 billion increased $199 million from the prior year due to growth in long-term average AUM. Securities lending fees totaled $100 million in the current quarter and $113 million in the prior year quarter. The decrease in securities lending fees primarily reflected lower spreads consistent with industry trends, partially offset by an increase in average balances of securities on loan.

• Performance fees revenue totaled $268 million in the current quarter compared with $239 million in the fourth quarter of 2012, primarily reflecting strong performance in alternative products. Both quarters reflected significant fees from the liquidation of opportunistic funds.

• BlackRock Solutions and advisory revenue totaled $157 million in the current quarter compared with $136 million in the fourth quarter of 2012. The current quarter reflected an $18 million increase in Aladdin^® business revenues to $114 million.

• Other revenue totaled $53 million in the current quarter compared with $70 million in the fourth quarter of 2012. The decrease largely reflected lower earnings from certain strategic investments.

Total operating expenses of $1.6 billion increased $110 million from the prior year, primarily due to the following:

• Employee compensation and benefits totaled $925 million in the current quarter compared with $848 million in the fourth quarter of 2012. The increase reflected higher headcount and higher incentive compensation driven by higher operating income.

• Direct fund expenses totaled $167 million compared with $151 million in the fourth quarter of 2012. The increase reflected higher average AUM where BlackRock pays certain nonadvisory expenses of the funds.

• General and administration expenses totaled $410 million in the current quarter compared with $401 million in the fourth quarter of 2012. The current quarter reflected various lease exit costs and the fourth quarter of 2012 included a one-time $30 million contribution to the Company’s bank-managed short-term investment funds (“STIFs”).

Nonoperating income (expense): Nonoperating income, net of noncontrolling interests, in the current quarter of $15 million reflected higher net positive marks compared with the prior year quarter.

Income tax expense: Income tax expense totaled $307 million in the current quarter compared with $288 million in the fourth quarter of 2012. The GAAP effective income tax rate was 26.7% compared with 29.4% for the prior year quarter. The current quarter GAAP tax rate benefited from certain nonrecurring items. The fourth quarter of 2012 GAAP tax rate included $20 million of noncash benefits primarily associated with revaluation of certain deferred tax liabilities, which have been excluded from the as adjusted results. The as adjusted effective income tax rate was 26.5% for the current quarter and 31.4% for the fourth quarter of 2012.

Comparison of the Fourth Quarter 2013 with the Third Quarter of 2013 GAAP Results

Operating income: Operating income totaled $1.1 billion compared with $966 million in the prior quarter.

Revenue of $2.8 billion increased $305 million from the prior quarter, primarily due to the following:

• Investment advisory, administration fees and securities lending revenue of $2.3 billion increased $127 million from the prior quarter due to growth in long-term average AUM. Securities lending fees totaled $100 million and $99 million in the current quarter and the third quarter of 2013, respectively. Securities lending fees were primarily affected by higher average balances of securities on loan and the overall decline in spreads.

• Performance fees revenue totaled $268 million in the current quarter compared with $96 million in the third quarter of 2013. The increase primarily reflected strong performance in alternative products, a seasonally higher number of funds with performance measurement locks and a significant fee associated with the partial liquidation of a closed-end opportunistic mortgage fund.

-4-

Total operating expenses of $1.6 billion increased $138 million from the prior quarter, primarily due to the following:

• Employee compensation and benefits totaled $925 million in the current quarter compared with $866 million in the third quarter of 2013. The increase reflected higher incentive compensation driven by higher operating income, including higher performance fees.

• General and administration expenses totaled $410 million in the current quarter compared with $334 million in the third quarter of 2013. The increase primarily reflected higher marketing and promotional costs, various lease exit costs, higher professional services expenses and other general and administration expenses, including foreign currency exchange movements.

Nonoperating income (expense): Nonoperating income, net of noncontrolling interests, in the current quarter of $15 million reflected higher net positive marks compared with the third quarter of 2013.

Income tax expense: Income tax expense totaled $307 million in the current quarter compared with $219 million in the third quarter of 2013. The GAAP effective income tax rate was 26.7% compared with 23.1% for the third quarter. The current quarter GAAP tax rate benefited from certain nonrecurring items. The third quarter of 2013 GAAP tax rate included a $64 million net noncash benefit primarily related to the revaluation of certain deferred income tax liabilities, including the effect of legislation enacted in the United Kingdom and domestic state and local income tax changes, which has been excluded from the as adjusted results. The as adjusted effective income tax rate was 26.5% for the current quarter and 29.9% for the third quarter of 2013.

Teleconference, Webcast and Presentation Information

Chairman and Chief Executive Officer, Laurence D. Fink, and Chief Financial Officer, Gary Shedlin, will host a teleconference call for investors and analysts on Thursday, January 16, 2014 at 8:30 a.m. (Eastern Time). Members of the public who are interested in participating in the teleconference should dial, from the United States, (800) 374-0176, or from outside the United States, (706) 679-8281, shortly before 8:30 a.m. and reference the BlackRock Conference Call (ID Number 27105019). A live, listen-only webcast will also be available via the investor relations section of www.blackrock.com.

Both the teleconference and webcast will be available for replay by 12:30 p.m. (Eastern Time) on Thursday, January 16, 2014 and ending at midnight on Thursday, January 30, 2014. To access the replay of the teleconference, callers from the United States should dial (800) 585-8367 and callers from outside the United States should dial (404) 537-3406 and enter the Conference ID Number 27105019. To access the webcast, please visit the investor relations section of www.blackrock.com.

About BlackRock

BlackRock is a leader in investment management, risk management and advisory services for institutional and retail clients worldwide. At December 31, 2013, BlackRock’s AUM was $4.324 trillion. BlackRock helps clients meet their goals and overcome challenges with a range of products that include separate accounts, mutual funds, iShares^® (exchange-traded funds), and other pooled investment vehicles. BlackRock also offers risk management, advisory and enterprise investment system services to a broad base of institutional investors through BlackRock Solutions^®. Headquartered in New York City, as of December 31, 2013, the firm had approximately 11,400 employees in more than 30 countries and a major presence in key global markets, including North and South America, Europe, Asia, Australia and the Middle East and Africa. For additional information, please visit the Company’s website at www.blackrock.com.

-5-

Condensed Consolidated Statements of Income and Supplemental Information

(Dollar amounts in millions, except per share data), (unaudited)

										Three Months
	Three Months Ended									Ended
	December 31,									September 30,
	2013			2012			Change			2013			Change
Revenue
Investment advisory, administration fees and securities lending revenue		$2,280			$2,081			$199			$2,153			$127
Investment advisory performance fees		268			239			29			96			172
BlackRock Solutions and advisory		157			136			21			156			1
Distribution fees		19			13			6			19			-
Other revenue		53			70			(17	)		48			5
Total revenue		2,777			2,539			238			2,472			305
Expenses
Employee compensation and benefits		925			848			77			866			59
Distribution and servicing costs		87			82			5			85			2
Amortization of deferred sales commissions		14			12			2			14			-
Direct fund expenses		167			151			16			167			-
General and administration		410			401			9			334			76
Amortization of intangible assets		41			40			1			40			1
Total expenses		1,644			1,534			110			1,506			138
Operating income		1,133			1,005			128			966			167
Nonoperating income (expense)
Net gain (loss) on investments		70			20			50			32			38
Net gain (loss) on consolidated variable interest entities		2			(39	)		41			(6	)		8
Interest and dividend income		4			9			(5	)		8			(4	)
Interest expense		(52	)		(57	)		5			(52	)		-
Total nonoperating income (expense)		24			(67	)		91			(18	)		42
Income before income taxes		1,157			938			219			948			209
Income tax expense		307			288			19			219			88
Net income		850			650			200			729			121
Less:
Net income (loss) attributable to noncontrolling interests		9			(40	)		49			(1	)		10
Net income attributable to BlackRock, Inc.		$841			$690			$151			$730			$111
Weighted-average common shares outstanding (f)
Basic		169,010,606			171,518,278			(2,507,672	)		169,811,633			(801,027	)
Diluted		172,999,529			175,176,037			(2,176,508	)		173,371,508			(371,979	)
Earnings per share attributable to BlackRock, Inc. common stockholders (e) (f)
Basic		$4.98			$4.02			$0.96			$4.30			$0.68
Diluted		$4.86			$3.93			$0.93			$4.21			$0.65
Cash dividends declared and paid per share		$1.68			$1.50			$0.18			$1.68			$0.00
Supplemental information:
AUM (end of period)		$4,324,088			$3,791,588			$532,500			$4,096,356			$227,732
Shares outstanding (end of period)		168,724,763			171,215,729			(2,490,966	)		169,412,929			(688,166	)
GAAP:
Operating margin		40.8	%		39.6	%		120 bps			39.1	%		170 bps
Effective tax rate		26.7	%		29.4	%		(270) bps			23.1	%		360 bps
As adjusted:
Operating income (a)		$1,143			$1,041			$102			$978			$165
Operating margin (a)		42.7	%		42.6	%		10 bps			41.2	%		150 bps
Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests (b)		$13			($27	)		$40			($21	)		$34
Net income attributable to BlackRock, Inc. (c) (d)		$851			$695			$156			$672			$179
Diluted earnings attributable to BlackRock, Inc. common stockholders per share (c) (d) (e) (f)		$4.92			$3.96			$0.96			$3.88			$1.04
Effective tax rate		26.5	%		31.4	%		(490)	bps		29.9	%		(340) bps

See notes (a) through (f) on pages 12-15 for more information on as adjusted items and the reconciliation to GAAP.

-6-

Condensed Consolidated Statements of Income and Supplemental Information

(Dollar amounts in millions, except per share data), (unaudited)

	Year Ended
	December 31,
	2013			2012			Change
Revenue
Investment advisory, administration fees and securities lending revenue		$8,739			$8,072			$667
Investment advisory performance fees		561			463			98
BlackRock Solutions and advisory		577			518			59
Distribution fees		73			71			2
Other revenue		230			213			17
Total revenue		$10,180			9,337			843
Expenses
Employee compensation and benefits		3,560			3,287			273
Distribution and servicing costs		353			364			(11	)
Amortization of deferred sales commissions		52			55			(3	)
Direct fund expenses		657			591			66
General and administration		1,540			1,359			181
Amortization of intangible assets		161			157			4
Total expenses		6,323			5,813			510
Operating income		3,857			3,524			333
Nonoperating income (expense)
Net gain (loss) on investments		305			163			142
Net gain (loss) on consolidated variable interest entities		-			(38	)		38
Interest and dividend income		22			36			(14	)
Interest expense		(211	)		(215	)		4
Total nonoperating income (expense)		116			(54	)		170
Income before income taxes		3,973			3,470			503
Income tax expense		1,022			1,030			(8	)
Net income		2,951			2,440			511
Less:
Net income (loss) attributable to noncontrolling interests		19			(18	)		37
Net income attributable to BlackRock, Inc.		$2,932			$2,458			$474
Weighted-average common shares outstanding (f)
Basic		170,185,870			174,961,018			(4,775,148	)
Diluted		173,828,902			178,017,679			(4,188,777	)
Earnings per share attributable to BlackRock, Inc. common stockholders (e) (f)
Basic		$17.23			$14.03			$3.20
Diluted		$16.87			$13.79			$3.08
Cash dividends declared and paid per share		$6.72			$6.00			$0.72
Supplemental information:
AUM (end of period)		$4,324,088			$3,791,588			$532,500
Shares outstanding (end of period)		168,724,763			171,215,729			(2,490,966	)
GAAP:
Operating margin		37.9%			37.7%			20 bps
Effective tax rate		25.8%			29.5%			(370) bps
As adjusted:
Operating income (a)		$4,024			$3,574			$450
Operating margin (a)		41.4%			40.4	%		100 bps
Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests (b)		$7			($42	)		$49
Net income attributable to BlackRock, Inc. (c) (d)		$2,882			$2,438			$444
Diluted earnings attributable to BlackRock, Inc. common stockholders per share (c) (d) (e) (f)		$16.58			$13.68			$2.90
Effective tax rate		28.5%			31.0	%		(250) bps

See notes (a) through (f) on pages 12-15 for more information on as adjusted items and the reconciliation to GAAP.

-7-

Assets Under Management

(Dollar amounts in millions), (unaudited)

Current Quarter Component Changes by Client Type and Product

			Net								Market
	September 30,		subscriptions								appreciation			Foreign			December 31,		Q4 2013
	2013		(redemptions)			Adjustments (1)			Acquisition (2)		(depreciation)			exchange (3)			2013		Average AUM (4)
Retail:
Equity	$	174,732	$	4,836		$	13,066		$	-	$	9,523		$	878		$	203,035	$	187,254
Fixed income		143,186		3,869			3,897			-		303			220			151,475		146,902
Multi-asset		106,017		6,544			2,662			-		1,786			45			117,054		112,121
Alternatives		14,514		1,338			-			136		154			71			16,213		15,378
Retail subtotal		438,449		16,587			19,625			136		11,766			1,214			487,777		461,655
iShares:
Equity		653,528		24,115			-			-		39,939			553			718,135		692,173
Fixed income		182,841		(3,533	)		-			-		(816	)		343			178,835		181,439
Multi-asset		1,179		93			-			-		43			(5	)		1,310		1,244
Alternatives		19,361		(1,586	)		-			-		(1,689	)		6			16,092		17,991
iShares subtotal		856,909		19,089			-			-		37,477			897			914,372		892,847
Institutional:
Active:
Equity		130,864		(1,824	)		-			-		9,675			11			138,726		135,834
Fixed income		503,243		561			-			-		1,668			(363	)		505,109		505,593
Multi-asset		191,989		12,115			3,336			-		6,618			1,218			215,276		200,595
Alternatives		63,974		(2,850	)		-			10,836		1,579			(240	)		73,299		71,928
Active subtotal		890,070		8,002			3,336			10,836		19,540			626			932,410		913,950
Index:
Equity		1,189,588		(2,451	)		(18,238	)		-		90,123			(1,223	)		1,257,799		1,232,908
Fixed income		408,289		600			(4,723	)		-		285			2,316			406,767		411,023
Multi-asset		8,932		(1,397	)		-			-		193			(154	)		7,574		8,099
Alternatives		5,528		46			-			-		(127	)		63			5,510		5,540
Index subtotal		1,612,337		(3,202	)		(22,961	)		-		90,474			1,002			1,677,650		1,657,570
Institutional subtotal		2,502,407		4,800			(19,625	)		10,836		110,014			1,628			2,610,060		2,571,520
Long-term		3,797,765		40,476			-			10,972		159,257			3,739			4,012,209	$	3,926,022
Cash management		260,077		14,251			-			-		159			1,067			275,554
Advisory (5)		38,514		(1,407	)		-			-		(168	)		(614	)		36,325
Total	$	4,096,356	$	53,320		$	-		$	10,972	$	159,248		$	4,192		$	4,324,088

Current Quarter Component Changes by Product

			Net								Market
	September 30,		subscriptions								appreciation			Foreign			December 31,		Q4 2013
	2013		(redemptions)			Adjustments (1)			Acquisition (2)		(depreciation)			exchange (3)			2013		Average AUM (4)
Equity:
Active	$	297,484	$	892		$	-		$	-	$	18,251		$	635		$	317,262	$	309,564
iShares		653,528		24,115			-			-		39,939			553			718,135		692,173
Fixed income:
Active		646,193		4,289			-			-		1,965			(238	)		652,209		651,200
iShares		182,841		(3,533	)		-			-		(816	)		343			178,835		181,439
Multi-asset		308,117		17,355			5,998			-		8,640			1,104			341,214		322,059
Alternatives:
Core		72,758		(602	)		-			10,972		1,769			129			85,026		82,166
Currency and commodities (6)		30,619		(2,450	)		-			-		(1,852	)		(229	)		26,088		28,671
Subtotal		2,191,540		40,066			5,998			10,972		67,896			2,297			2,318,769		2,267,272
Non-ETF Index:
Equity		1,197,700		(331	)		(5,172	)		-		91,070			(969	)		1,282,298		1,246,432
Fixed income		408,525		741			(826	)		-		291			2,411			411,142		412,318
Subtotal Non-ETF Index		1,606,225		410			(5,998	)		-		91,361			1,442			1,693,440		1,658,750
Long-term	$	3,797,765	$	40,476		$	-		$	10,972	$	159,257		$	3,739		$	4,012,209	$	3,926,022

⁽¹⁾ Amounts include $19.6 billion of AUM related to fund ranges reclassed from institutional to retail and $6.0 billion of AUM reclassed from non-ETF index equity and fixed income to multi-asset.

⁽²⁾ Amounts represent $11.0 billion of AUM acquired in the MGPA acquisition in October 2013.

⁽³⁾ Foreign exchange reflects the impact of converting non-U.S. dollar denominated AUM into U.S. dollars for reporting purposes.

⁽⁴⁾  Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing four months.

⁽⁵⁾ Advisory AUM represents long-term portfolio liquidation assignments.

⁽⁶⁾ Amounts include commodity iShares.

-8-

Assets Under Management

(Dollar amounts in millions), (unaudited)

Year-over-Year Component Changes by Client Type and Product

			Net								Market
	December 31,		subscriptions								appreciation			Foreign			December 31,		Full Year
	2012		(redemptions)			Adjustments (1)			Acquisitions (2)		(depreciation)			exchange (3)			2013		Average AUM (4)
Retail:
Equity	$	164,748	$	3,641		$	13,066		$	-	$	20,743		$	837		$	203,035	$	173,886
Fixed income		138,425		14,197			3,897			-		(5,338	)		294			151,475		143,929
Multi-asset		90,626		14,821			2,663			-		9,039			(95	)		117,054		102,276
Alternatives		9,685		6,145			-			136		136			111			16,213		12,585
Retail subtotal		403,484		38,804			19,626			136		24,580			1,147			487,777		432,676
iShares:
Equity		534,648		74,119			-			13,021		95,335			1,012			718,135		620,113
Fixed income		192,852		(7,450	)		-			1,294		(8,477	)		616			178,835		186,264
Multi-asset		869		355			-			-		96			(10	)		1,310		1,115
Alternatives		24,337		(3,053	)		-			1,645		(6,863	)		26			16,092		20,084
iShares subtotal		752,706		63,971			-			15,960		80,091			1,644			914,372		827,576
Institutional:
Active:
Equity		129,024		(16,504	)		-			-		27,930			(1,724	)		138,726		131,254
Fixed income		518,102		(3,560	)		-			-		(6,247	)		(3,186	)		505,109		504,769
Multi-asset		166,708		28,955			3,335			-		14,193			2,085			215,276		184,958
Alternatives		70,861		(9,819	)		-			10,836		2,593			(1,172	)		73,299		68,364
Active subtotal		884,695		(928	)		3,335			10,836		38,469			(3,997	)		932,410		889,345
Index:
Equity		1,017,081		8,001			(18,238	)		-		260,333			(9,378	)		1,257,799		1,145,499
Fixed income		409,943		8,321			(4,723	)		-		(4,840	)		(1,934	)		406,767		405,502
Multi-asset		9,545		(1,833	)		-			-		476			(614	)		7,574		8,913
Alternatives		4,912		777			-			-		(259	)		80			5,510		5,440
Index subtotal		1,441,481		15,266			(22,961	)		-		255,710			(11,846	)		1,677,650		1,565,354
Institutional subtotal		2,326,176		14,338			(19,626	)		10,836		294,179			(15,843	)		2,610,060		2,454,699
Long-term		3,482,366		117,113			-			26,932		398,850			(13,052	)		4,012,209	$	3,714,951
Cash management		263,743		10,056			-			-		395			1,360			275,554
Advisory (5)		45,479		(7,442	)		-			-		(538	)		(1,174	)		36,325
Total	$	3,791,588	$	119,727		$	-		$	26,932	$	398,707		$	(12,866	)	$	4,324,088

Year-over-Year Component Changes by Product

			Net								Market
	December 31,		subscriptions								appreciation			Foreign			December 31,		Full Year
	2012		(redemptions)			Adjustments (1)			Acquisitions (2)		(depreciation)			exchange (3)			2013		Average AUM (4)
Equity:
Active	$	287,215	$	(15,377	)	$	-		$	-	$	46,530		$	(1,106	)	$	317,262	$	295,776
iShares		534,648		74,119			-			13,021		95,335			1,012			718,135		620,113
Fixed income:
Active		656,331		10,443			-			-		(11,584	)		(2,981	)		652,209		648,143
iShares		192,852		(7,450	)		-			1,294		(8,477	)		616			178,835		186,264
Multi-asset		267,748		42,298			5,998			-		23,804			1,366			341,214		297,262
Alternatives:
Core		68,367		2,703			-			10,972		3,012			(28	)		85,026		73,827
Currency and commodities (6)		41,428		(8,653	)		-			1,645		(7,405	)		(927	)		26,088		32,646
Subtotal		2,048,589		98,083			5,998			26,932		141,215			(2,048	)		2,318,769		2,154,031
Non-ETF Index:
Equity		1,023,638		10,515			(5,172	)		-		262,476			(9,159	)		1,282,298		1,154,863
Fixed income		410,139		8,515			(826	)		-		(4,841	)		(1,845	)		411,142		406,057
Subtotal Non-ETF Index		1,433,777		19,030			(5,998	)		-		257,635			(11,004	)		1,693,440		1,560,920
Long-term	$	3,482,366	$	117,113		$	-		$	26,932	$	398,850		$	(13,052	)	$	4,012,209	$	3,714,951

⁽¹⁾ Amounts include $19.6 billion of AUM related to fund ranges reclassed from institutional to retail and $6.0 billion of AUM reclassed from non-ETF index equity and fixed income to multi-asset.

⁽²⁾  Amounts represent $16.0 billion of AUM acquired in the Credit Suisse ETF acquisition in July 2013 and $11.0 billion of AUM acquired in the MGPA acquisition in October 2013.

⁽³⁾ Foreign exchange reflects the impact of converting non-U.S. dollar denominated AUM into U.S. dollars for reporting purposes.

⁽⁴⁾  Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months.

^(5_ Advisory AUM represents long-term portfolio liquidation assignments.

⁽⁶⁾ Amounts include commodity iShares.

NOTE: Certain prior period information has been reclassified to conform to current period presentation.

-9-

Summary of Revenues

(Dollar amounts in millions), (unaudited)

	Three Months Ended December 31,				$ Change			Three Months   Ended September 30, 2013		$ Change			Year Ended December 31,				$ Change
	2013		2012										2013		2012
Investment advisory, administration fees and securities lending revenue:
Equity:
Active		$451		$440		$11			$425		$26			$1,741		$1,753		($12	)
iShares		646		515		131			589		57			2,390		1,941		449
Fixed income:
Active		321		317		4			314		7			1,269		1,182		87
iShares		115		120		(5	)		113		2			464		441		23
Multi-asset		276		239		37			262		14			1,039		957		82
Alternatives:
Core		162		130		32			142		20			576		525		51
Currency and commodities		25		34		(9	)		27		(2	)		107		131		(24	)
Subtotal		1,996		1,795		201			1,872		124			7,586		6,930		656
Non-ETF Index:
Equity		148		134		14			145		3			594		552		42
Fixed income		59		58		1			61		(2	)		238		229		9
Subtotal Non-ETF Index		207		192		15			206		1			832		781		51
Long-term		2,203		1,987		216			2,078		125			8,418		7,711		707
Cash management		77		94		(17	)		75		2			321		361		(40	)
Total base fees		2,280		2,081		199			2,153		127			8,739		8,072		667
Investment advisory performance fees:
Equity		46		49		(3	)		11		35			91		88		3
Fixed income		13		19		(6	)		2		11			25		48		(23	)
Multi-asset		10		9		1			4		6			24		15		9
Alternatives		199		162		37			79		120			421		312		109
Total		268		239		29			96		172			561		463		98
BlackRock Solutions and advisory		157		136		21			156		1			577		518		59
Distribution fees		19		13		6			19		-			73		71		2
Other revenue		53		70		(17	)		48		5			230		213		17
Total revenue		$2,777		$2,539		$238			$2,472		$305			$10,180		$9,337		$843

-10-

Summary of Nonoperating Income (Expense)

(Dollar amounts in millions), (unaudited)

		Three Months Ended December 31,									Three Months Ended September 30, 2013						Year Ended December 31,
		2013			2012			$ Change						$ Change			2013			2012			$ Change
Nonoperating income (expense), GAAP basis			$24			($67	)		$91			($18	)		$42			$116			($54	)		$170
Less: Net income (loss) attributable to NCI			9			(40	)		49			(1	)		10			19			(18	)		37
Nonoperating income (expense)(1)			$15			($27	)		$42			($17	)		$32			$97			($36	)		$133
	Estimated economic investments at December 31, 2013(2)	Three Months Ended December 31,									Three Months Ended September 30, 2013						Year Ended December 31,
		2013			2012			$ Change						$ Change			2013			2012			$ Change
Net gain (loss) on investments(1)
Private equity	15-20%		$17			($1	)		$18			$12			$5			$52			$36			$16
Real estate	5-10%		7			5			2			7			-			24			14			10
Distressed credit/mortgage funds	5-10%		12			15			(3	)		5			7			40			69			(29	)
Hedge funds/funds of hedge funds	20-25%		20			3			17			(3	)		23			25			20			5
Other investments(3)	40-45%		5			(1	)		6			2			3			16			(2	)		18
Subtotal			61			21			40			23			38			157			137			20
Gain related to PennyMac IPO			-			-			-			-			-			39			-			39
Gain related to the Charitable Contribution			-			-			-			-			-			80			-			80
Investments related to deferred compensation plans			2			-			2			4			(2	)		10			6			4
Total net gain (loss) on investments(1)			63			21			42			27			36			286			143			143
Interest and dividend income			4			9			(5	)		8			(4	)		22			36			(14	)
Interest expense			(52	)		(57	)		5			(52	)		-			(211	)		(215	)		4
Net interest expense			(48	)		(48	)		-			(44	)		(4	)		(189	)		(179	)		(10	)
Total nonoperating income (expense)(1)			15			(27	)		42			(17	)		32			97			(36	)		133
Gain related to the Charitable Contribution			-			-			-			-			-			(80	)		-			(80	)
Compensation expense related to (appreciation) depreciation on deferred compensation plans			(2	)		-			(2	)		(4	)		2			(10	)		(6	)		(4	)
Nonoperating income (expense), as adjusted(1)			$13			($27	)		$40			($21	)		$34			$7			($42	)		$49

⁽¹⁾ Net of net income (loss) attributable to noncontrolling interests (“NCI”).

⁽²⁾ Percentages represent estimated percentages of BlackRock’s corporate economic investment portfolio at December 31, 2013. Economic investment amounts at September 30, 2013 for private equity, real estate, distressed credit/mortgage funds, hedge funds/funds of hedge funds and other investments were $279 million, $130 million, $186 million, $157 million and $564 million, respectively. See the 2013 third quarter Form 10-Q for more information.

⁽³⁾ Amounts include net gains (losses) related to equity, fixed income and commodity investments, and BlackRock’s seed capital hedging program.

Economic Tangible Assets

(Dollar amounts in billions), (unaudited)

The Company presents economic tangible assets as additional information to enable investors to eliminate gross presentation of certain assets that have equal and offsetting liabilities or noncontrolling interests that ultimately do not have an impact on stockholders’ equity (excluding appropriated retained earnings related to consolidated collateralized loan obligations) or cash flows. In addition, goodwill and intangible assets are excluded from economic tangible assets.

	December 31,			December 31,
	2013 (Est.)			2012
Total balance sheet assets		$220			$200
Separate account assets and separate account collateral held under securities lending agreements		(177	)		(158	)
Consolidated VIEs/sponsored investment funds		(3	)		(2	)
Goodwill and intangible assets, net		(30	)		(30	)
Economic tangible assets		$10			$10

Economic tangible assets include cash, receivables, seed and co-investments, regulatory investments and other assets.

-11-

Notes to Condensed Consolidated Statements of Income and Supplemental Information (unaudited)

BlackRock reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”); however, management believes evaluating the Company’s ongoing operating results may be enhanced if investors have additional non-GAAP basis financial measures. Management reviews non-GAAP financial measures to assess ongoing operations and, for the reasons described below, considers them to be effective indicators, for both management and investors, of BlackRock’s financial performance over time. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

Computations for all periods are derived from the condensed consolidated statements of income as follows:

(a) Operating income, as adjusted, and operating margin, as adjusted:

Operating income, as adjusted, equals operating income, GAAP basis, excluding certain items management deems nonrecurring, recurring infrequently or transactions that ultimately will not impact BlackRock’s book value, as indicated in the table below. Management believes operating income, as adjusted, and operating margin, as adjusted, are effective indicators of BlackRock’s financial performance over time and, therefore, provide useful disclosure to investors.

Operating income, as adjusted and operating margin, as adjusted
	Three Months Ended									Year Ended
	December 31,						September 30,			December 31,
(Dollar amounts in millions)	2013			2012			2013			2013			2012
Operating income, GAAP basis		$1,133			$1,005			$966			$3,857			$3,524
Non-GAAP expense adjustments:
PNC LTIP funding obligation		8			6			8			33			22
Charitable Contribution		-			-			-			124			-
U.K. lease exit costs		-			-			-			-			(8	)
Contribution to STIFs		-			30			-			-			30
Compensation expense related to appreciation (depreciation) on deferred compensation plans		2			-			4			10			6
Operating income, as adjusted		1,143			1,041			978			4,024			3,574
Closed-end fund launch costs		-			-			-			16			22
Closed-end fund launch commissions		-			-			-			2			3
Operating income used for operating margin measurement		$1,143			$1,041			$978			$4,042			$3,599
Revenue, GAAP basis		$2,777			$2,539			$2,472			$10,180			$9,337
Non-GAAP adjustments:
Distribution and servicing costs		(87	)		(82	)		(85	)		(353	)		(364	)
Amortization of deferred sales commissions		(14	)		(12	)		(14	)		(52	)		(55	)
Revenue used for operating margin measurement		$2,676			$2,445			$2,373			$9,775			$8,918
Operating margin, GAAP basis		40.8%			39.6%			39.1%			37.9%			37.7%
Operating margin, as adjusted		42.7%			42.6%			41.2%			41.4%			40.4%

-12-

Notes to Condensed Consolidated Statements of Income and Supplemental Information (unaudited)

(a) (continued)

• Operating income, as adjusted, includes non-GAAP expense adjustments. The portion of compensation expense associated with certain long-term incentive plans (“LTIP”) funded, or to be funded, through share distributions to participants of BlackRock stock held by PNC has been excluded because it ultimately does not impact BlackRock’s book value. In 2013, the Charitable Contribution has been excluded from operating income, as adjusted, due to its nonrecurring nature and because the noncash, nonoperating pre-tax gain of $80 million related to the contributed PennyMac investment is reported in nonoperating income (expense). The U.K. lease exit costs incurred in 2012 represent an adjustment related to the costs initially recorded in 2011 associated with costs to exit two London locations. Contribution to STIFs represents a contribution to certain of the Company’s bank-managed STIFs. Compensation expense associated with appreciation (depreciation) on investments related to certain BlackRock deferred compensation plans has been excluded as returns on investments set aside for these plans, which substantially offset this expense, are reported in nonoperating income (expense).

Management believes operating income exclusive of these items is a useful measure in evaluating BlackRock’s operating performance and helps enhance the comparability of this information for the reporting periods presented.

• Operating margin, as adjusted, allows BlackRock to compare performance from period to period by adjusting for items that may not recur, recur infrequently or may have an economic offset in nonoperating income (expense). BlackRock also uses operating margin, as adjusted, to monitor corporate performance and efficiency and as a benchmark to compare its performance with other companies. Management uses both GAAP and non-GAAP financial measures in evaluating BlackRock’s financial performance. The non-GAAP measure by itself may pose limitations because it does not include all of BlackRock’s revenues and expenses.

Operating income used for measuring operating margin, as adjusted, is equal to operating income, as adjusted, excluding the impact of closed-end fund launch costs and related commissions. Management believes the exclusion of such costs and related commissions is useful because these costs can fluctuate considerably and revenues associated with the expenditure of these costs will not fully impact BlackRock’s results until future periods.

Revenue used for operating margin, as adjusted, excludes distribution and servicing costs paid to related parties and other third parties. Management believes the exclusion of such costs is useful because it creates consistency in the treatment for certain contracts for similar services, which due to the terms of the contracts, are accounted for under GAAP on a net basis within investment advisory, administration fees and securities lending revenue. Amortization of deferred sales commissions is excluded from revenue used for operating margin measurement, as adjusted, because such costs, over time, substantially offset distribution fee revenue the Company earns. For each of these items, BlackRock excludes from revenue used for operating margin, as adjusted, the costs related to each of these items as a proxy for such offsetting revenues.

-13-

Notes to Condensed Consolidated Statements of Income and Supplemental Information (unaudited)

(b) Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests, as adjusted, is presented below. The compensation expense offset is recorded in operating income. This compensation expense has been included in nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, to offset returns on investments set aside for these plans, which are reported in nonoperating income (expense), GAAP basis.

Management believes nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, provides comparability of information among reporting periods and is an effective measure for reviewing BlackRock’s nonoperating contribution to results. As compensation expense associated with (appreciation) depreciation on investments related to certain deferred compensation plans, which is included in operating income, substantially offsets the gain (loss) on the investments set aside for these plans, management believes nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, provides a useful measure, for both management and investors, of BlackRock’s nonoperating results that impact book value. During the year ended December 31, 2013, the noncash, nonoperating pre-tax gain of $80 million related to the contributed PennyMac investment has been excluded from nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted due to its nonrecurring nature and because the more than offsetting associated Charitable Contribution expense of $124 million is reported in operating income.

Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted
	Three Months Ended									Year Ended
	December 31,						September 30,			December 31,
	2013			2012			2013			2013			2012
(Dollar amounts in millions)
Nonoperating income (expense), GAAP basis		$24			($67	)		($18	)		$116			($54	)
Less: Net income (loss) attributable to NCI		9			(40	)		(1	)		19			(18	)
Nonoperating income (expense), net of NCI		15			(27	)		(17	)		97			(36	)
Gain related to Charitable Contribution		-			-			-			(80	)		-
Compensation expense related to (appreciation) depreciation on deferred compensation plans		(2	)		-			(4	)		(10	)		(6	)
Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted		$13			($27	)		($21	)		$7			($42	)

(c) Net income attributable to BlackRock, Inc., as adjusted: Management believes net income attributable to BlackRock, Inc., as adjusted, and diluted earnings per common share, as adjusted, are useful measures of BlackRock’s profitability and financial performance. Net income attributable to BlackRock, Inc., as adjusted, equals net income attributable to BlackRock, Inc., GAAP basis, adjusted for significant nonrecurring items, charges that ultimately will not impact BlackRock’s book value or certain tax items that do not impact cash flow.

See note (a) Operating income, as adjusted, and operating margin, as adjusted, for information on the PNC LTIP funding obligation, Charitable Contribution, U.K. lease exit costs and contribution to STIFs.

-14-

Notes to Condensed Consolidated Statements of Income and Supplemental Information (unaudited)

The year ended December 31, 2013 included a tax benefit of approximately $48 million recognized in connection with the Charitable Contribution, including the $57 million recorded in the second quarter of 2013. The tax benefit has been excluded from net income attributable to BlackRock, Inc., as adjusted due to the nonrecurring nature of the Charitable Contribution. The year ended December 31, 2013 and 2012 reflected adjustments related to the revaluation of certain deferred income tax liabilities, including the effect of legislation enacted in the United Kingdom and domestic state and local income tax changes. The resulting decrease in income taxes has been excluded from net income attributable to BlackRock, Inc., as adjusted, as these items will not have a cash flow impact and to ensure comparability among periods presented.

Net income attributable to BlackRock, Inc., as adjusted
	Three Months Ended									Year Ended
(Amounts in millions, except per share data)	December 31,						September 30,			December 31,
	2013			2012			2013			2013			2012
Net income attributable to BlackRock, Inc., GAAP basis		$841			$690			$730			$2,932			$2,458
Non-GAAP adjustments, net of tax:(d)
PNC LTIP funding obligation		6			4			6			23			14
Amount related to the Charitable Contribution		9			-			-			(4	)		-
U.K. lease exit costs		-			-			-			-			(5	)
Contribution to STIFs		-			21			-			-			21
Income tax changes		(5	)		(20	)		(64	)		(69	)		(50	)
Net income attributable to BlackRock, Inc., as adjusted		$851			$695			$672			$2,882			$2,438
Allocation of net income, as adjusted, to common shares(e)		$851			$694			$672			$2,882			$2,435
Diluted weighted-average common shares outstanding(f)		173.0			175.2			173.4			173.8			178.0
Diluted earnings per common share, GAAP basis(f)		$4.86			$3.93			$4.21			$16.87			$13.79
Diluted earnings per common share, as adjusted(f)		$4.92			$3.96			$3.88			$16.58			$13.68

(d) For each period presented, the non-GAAP adjustments, including the PNC LTIP funding obligation, U.K. lease exit costs and contribution to STIFs, were tax effected at the respective blended rates applicable to the adjustments. The year ended December 31, 2013 also included the tax benefit of approximately $48 million related to the Charitable Contribution.

(e) For the three and twelve months ended December 31, 2013, amounts exclude net income attributable to participating securities.

(f) Nonvoting participating preferred stock is considered to be a common stock equivalent for purposes of determining basic and diluted earnings per share calculations.

-15-

Forward-looking Statements

This earnings release, and other statements that BlackRock may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to BlackRock’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” and similar expressions.

BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made, and BlackRock assumes no duty to and does not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.

In addition to risk factors previously disclosed in BlackRock’s Securities and Exchange Commission (“SEC”) reports and those identified elsewhere in this earnings release, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: (1) the introduction, withdrawal, success and timing of business initiatives and strategies; (2) changes and volatility in political, economic or industry conditions, the interest rate environment, foreign exchange rates or financial and capital markets, which could result in changes in demand for products or services or in the value of assets under management; (3) the relative and absolute investment performance of BlackRock’s investment products; (4) the impact of increased competition; (5) the impact of future acquisitions or divestitures; (6) the unfavorable resolution of legal proceedings; (7) the extent and timing of any share repurchases; (8) the impact, extent and timing of technological changes and the adequacy of intellectual property, information and cyber security protection; (9) the impact of legislative and regulatory actions and reforms, including the Dodd-Frank Wall Street Reform and Consumer Protection Act, and regulatory, supervisory or enforcement actions of government agencies relating to BlackRock or The PNC Financial Services Group, Inc. (“PNC”); (10) terrorist activities, international hostilities and natural disasters, which may adversely affect the general economy, domestic and local financial and capital markets, specific industries or BlackRock; (11) the ability to attract and retain highly talented professionals; (12) fluctuations in the carrying value of BlackRock’s economic investments; (13) the impact of changes to tax legislation, including income, payroll and transaction taxes, and taxation on products or transactions, which could affect the value proposition to clients and, generally, the tax position of the Company; (14) BlackRock’s success in maintaining the distribution of its products; (15) the impact of BlackRock electing to provide support to its products from time to time and any potential liabilities related to securities lending or other indemnification obligations; and (16) the impact of problems at other financial institutions or the failure or negative performance of products at other financial institutions.

BlackRock’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and BlackRock’s subsequent filings with the SEC, accessible on the SEC’s website at www.sec.gov and on BlackRock’s website at www.blackrock.com, discuss these factors in more detail and identify additional factors that can affect forward-looking statements. The information contained on the Company’s website is not a part of this earnings release.

Performance Notes

Past performance is not indicative of future results. Except as specified, the performance information shown is as of December 31, 2013 and is based on preliminarily data available at that time. The performance data shown reflects information for all actively and passively managed equity and fixed income accounts, including U.S. registered investment companies, European-domiciled retail funds and separate accounts for which performance data is available, including performance data for high net worth accounts available as of November 30, 2013. The performance data does not include accounts terminated prior to December 31, 2013 and accounts for which data has not yet been verified. If such accounts had been included, the performance data provided may have substantially differed from that shown.

Performance comparisons shown are gross-of-fees for U.S. retail, institutional and high net worth separate accounts as well as EMEA institutional separate accounts, and net of fee for European domiciled retail funds. The performance tracking shown for institutional index accounts is based on gross-of-fee performance and includes all institutional accounts and all iShares funds globally using an index strategy. AUM information is based on AUM available as of December 31, 2013 for each account or fund in the asset class shown without adjustment for overlapping management of the same account or fund. Fund performance reflects the reinvestment of dividends and distributions.

Source of performance information and peer medians is BlackRock, Inc. and is based in part on data from Lipper Inc. for U.S. funds and Morningstar, Inc. for non-U.S. funds.

-16-

EX-99.2

Q4 2013 Earnings

Earnings Release Supplement

January 16, 2014

Exhibit 99.2

1

Important Notes

This

presentation,

and

other

statements

that

BlackRock,

Inc.

(“BlackRock”)

may

make,

may

contain

forward-looking

statements

within

the

meaning

of

the

Private

Securities

Litigation

Reform

Act,

with

respect

to

BlackRock’s

future

financial

or

business

performance,

strategies

or

expectations.

Forward-

looking

statements

are

typically

identified

by

words

or

phrases

such

as

“trend,”

“potential,”

“opportunity,”

“pipeline,”

“believe,”

“comfortable,”

“expect,”

“anticipate,”

“current,”

“intention,”

“estimate,”

“position,”

“assume,”

“outlook,”

“continue,”

“remain,”

“maintain,”

“sustain,”

“seek,”

“achieve,”

and

similar

expressions,

or

future

or

conditional

verbs

such

as

“will,”

“would,”

“should,”

“could,”

“may”

and

similar

expressions.

BlackRock

cautions

that

forward-looking

statements

are

subject

to

numerous

assumptions,

risks

and

uncertainties,

which

change

over

time.

Forward-

looking

statements

speak

only

as

of

the

date

they

are

made,

and

BlackRock

assumes

no

duty

to

and

does

not

undertake

to

update

forward-looking

statements.

Actual

results

could

differ

materially

from

those

anticipated

in

forward-looking

statements

and

future

results

could

differ

materially

from

historical

performance.

In

addition

to

risk

factors

previously

disclosed

in

BlackRock’s

Securities

and

Exchange

Commission

(“SEC”)

reports

and

those

identified

elsewhere

in

this

presentation,

the

following

factors,

among

others,

could

cause

actual

results

to

differ

materially

from

forward-looking

statements

or

historical

performance:

(1)

the

introduction,

withdrawal,

success

and

timing

of

business

initiatives

and

strategies;

(2)

changes

and

volatility

in

political,

economic

or

industry

conditions,

the

interest

rate

environment,

foreign

exchange

rates

or

financial

and

capital

markets,

which

could

result

in

changes

in

demand

for

products

or

services

or

in

the

value

of

assets

under

management;

(3)

the

relative

and

absolute

investment

performance

of

BlackRock’s

investment

products;

(4)

the

impact

of

increased

competition;

(5)

the

impact

of

future

acquisitions

or

divestitures;

(6)

the

unfavorable

resolution

of

legal

proceedings;

(7)

the

extent

and

timing

of

any

share

repurchases;

(8)

the

impact,

extent

and

timing

of

technological

changes

and

the

adequacy

of

intellectual

property,

information

and

cyber

security

protection;

(9)

the

impact

of

legislative

and

regulatory

actions

and

reforms,

including

the

Dodd-Frank

Wall

Street

Reform

and

Consumer

Protection

Act,

and

regulatory,

supervisory

or

enforcement

actions

of

government

agencies

relating

to

BlackRock

or

The

PNC

Financial

Services

Group,

Inc.

(“PNC”);

(10)

terrorist

activities,

international

hostilities

and

natural

disasters,

which

may

adversely

affect

the

general

economy,

domestic

and

local

financial

and

capital

markets,

specific

industries

or

BlackRock;

(11)

the

ability

to

attract

and

retain

highly

talented

professionals;

(12)

fluctuations

in

the

carrying

value

of

BlackRock’s

economic

investments;

(13)

the

impact

of

changes

to

tax

legislation,

including

income,

payroll

and

transaction

taxes,

and

taxation

on

products

or

transactions,

which

could

affect

the

value

proposition

to

clients

and,

generally,

the

tax

position

of

BlackRock;

(14)

BlackRock’s

success

in

maintaining

the

distribution

of

its

products;

(15)

the

impact

of

BlackRock

electing

to

provide

support

to

its

products

from

time

to

time

and

any

potential

liabilities

related

to

securities

lending

or

other

indemnification

obligations;

and

(16)

the

impact

of

problems

at

other

financial

institutions

or

the

failure

or

negative

performance

of

products

at

other

financial

institutions.

This

presentation

also

includes

non-GAAP

financial

measures.

You

can

find

our

presentations

on

the

most

directly

comparable

GAAP

financial

measures

calculated

in

accordance

with

GAAP

and

our

reconciliations

in

the

appendix

to

this

earnings

release

supplement,

our

current

earnings

release

dated

January

16,

2014,

and

BlackRock’s

other

periodic

reports,

which

are

available

on

BlackRock’s

web

site

at

www.blackrock.com.

2

Table of Contents

Operating and Net Income/Diluted EPS, as adjusted

Page 3

Operating Margin, as adjusted

Page 4

Q4 2013 Mix by Product, Client Type, Style and Region

Page 5

Major Market Indices and Exchange Rates

Page 6

Year-over-Year: Q4 2013 vs. Q4 2012

Pages 7-11

Sequential Quarters: Q4 2013 vs. Q3 2013

Pages 12-16

Nonoperating and Capital Management

Pages 17-19

Appendix

Pages 20-22

3

EPS and operating income up 24% and 10% year-over-year, respectively

Operating and Net Income, as adjusted ($ in millions)

Diluted Earnings Per Share, as adjusted

For

further

information

and

reconciliation

between

GAAP

and

as

adjusted,

see

the

appendix,

notes

(a)

through

(f)

in

the

current

earnings

release

as

well

as

previously

filed

Form

10-Ks,

10-Qs

and

8-Ks.

Operating Income

Net Income

•

Base fees and performance fees drove year-over-year and sequential results

•

Q4

performance

fees

reflected

strong

performance

in

alternatives

products,

a

seasonally

higher

number

of

funds

with

performance

measurement

locks

and

a

significant

fee

associated

with

the

partial

liquidation

of

a

closed-end

opportunistic

mortgage

fund

Full Year 2012

Operating Income = $3,574

Net Income = $2,438

Full Year 2013

Operating Income = $4,024

Net Income = $2,882

Full Year 2012 = $13.68

Full Year 2013 = $16.58

4

Full year 2013 margin improvement

Operating Margin, as adjusted

For

further

information

and

reconciliation

between

GAAP

and

as

adjusted,

see

the

appendix,

notes

(a)

through

(f)

in

the

current

earnings

release

as

well

as

previously

filed

Form

10-Ks,

10-Qs

and

8-Ks.

5

A broadly diversified business across clients, products and geographies

Q4 2013 Long-term Base Fees of $2.203 billion

Long-term Assets Under Management of $4.012 trillion at December 31, 2013

Product Type

Client Type

Style

Region

Alternatives 3%

Alternatives 8%

Multi-asset

9%

Multi-asset

13%

Fixed Income

31%

Fixed Income

22%

Equity

57%

Equity

57%

iShares

23%

iShares

35%

Retail

12%

Retail

35%

Institutional

65%

Institutional

30%

AUM

Base Fees

AUM

Base Fees

Index

42%

Index

10%

iShares

23%

iShares

35%

Asia-Pacific 8%

Asia-Pacific 8%

EMEA

31%

EMEA

29%

Americas

61%

Americas

63%

Active

35%

Active

55%

AUM

Base Fees

AUM

Base Fees

6

Major market indices and exchange rates

Spot

Average Level

% Change

Q4 2013 vs.

December 31,

2013

September 30,

2013

% Change

Q4 2013

Q4 2012

Q3 2013

Q4 2012

Q3 2013

Equity Indices:

Domestic

S&P 500

1,848

1,682

10%

1,770

1,418

1,673

25%

6%

Global

MSCI Barra World Index

1,661

1,544

8%

1,602

1,312

1,511

22%

6%

MSCI Europe Index

112

106

6%

109

94

104

16%

5%

MSCI AC Asia Pacific Index

141

139

1%

141

124

135

14%

4%

MSCI Emerging Markets Index

1,003

987

2%

1,011

1,009

956

-%

6%

S&P Global Natural Resources

3,503

3,354

4%

3,418

3,391

3,262

1%

5%

Fixed Income Index:

Barclays U.S. Aggregate Bond Index

1,807

1,810

-%

1,814

1,843

1,795

(2%)

1%

Foreign Exchange Rates:

GBP to USD

1.66

1.62

2%

1.62

1.61

1.55

1%

5%

EUR to USD

1.38

1.35

2%

1.36

1.30

1.32

5%

3%

Source: Bloomberg

Year-over-year

Q4 2013 vs. Q4 2012

*

*

*

*

*

*

*

*

*

*

*

8

Operating Income, as adjusted –

Q4 2013 Compared to Q4 2012

Operating income reflects growth in base fees

For further information and reconciliation between GAAP and as adjusted, see the appendix and notes (a) through (f) in the current earnings release.

Increasing Revenue

Increasing Expenses

•

Q4

performance

fees

reflected

strong

performance

in

alternatives

products

•

BlackRock

Solutions

primarily

reflects

growth

in

Aladdin

revenue

9

Revenue reflects positive markets, flows and continued strong performance fees

Q4 2013 Compared to Q4 2012

Total Revenue

Q4 2012

$2.54 billion

Decreasing Revenue

Increasing Revenue

Q4 2013

$2.78 billion

•

BlackRock Solutions primarily

reflects growth in Aladdin

revenue

•

Securities lending fees reflect lower spreads consistent with industry trends, partially offset by higher on-loan balances

•

Other revenue reflects lower earnings from certain strategic investments

10

Growth in base fees reflects higher average AUM driven by markets and organic growth

Q4 2013

$2.28 billion

Q4 2013 Compared to Q4 2012

Base fees (including securities lending)

Q4 2012

$2.08 billion

Decreasing Base Fees

Increasing Base Fees

11

Expenses driven by higher revenue-related costs

Q4 2013

$1.63 billion

Increasing Expenses

Expenses, as adjusted, by Category

Q4 2013 Compared to Q4 2012, as adjusted

For

further

information

and

reconciliation

between

GAAP

and

as

adjusted,

see

the

appendix

and

notes

(a)

through

(f)

in

the

current

earnings

release.

Q4 2012

$1.50 billion

•

General and administration expenses impacted by various lease exit costs

Sequential Quarters

Q4 2013 vs. Q3 2013

*

*

*

*

*

*

*

*

*

*

13

Operating income reflects growth in base fees and strong performance fees

Operating Income, as adjusted –

Q4 2013 Compared to Q3 2013

For

further

information

and

reconciliation

between

GAAP

and

as

adjusted,

see

the

appendix

and

notes

(a)

through

(f)

in

the

current

earnings

release.

Increasing Expenses

Increasing Revenue

•

Q4

performance

fees

reflected

strong

performance

in

alternatives

products,

a

seasonally

higher

number

of

funds

with

performance

measurement

locks

and

a

significant

fee

associated

with

the

partial

liquidation

of

a

closed-end

opportunistic

mortgage

fund

•

Expenses

driven

by

higher

revenue-related

costs

and

general

and

administration

expenses

14

Revenue reflects positive markets and flows and seasonally strong performance fees

Q4 2013 Compared to Q3 2013

Increasing Revenue

Total Revenue

Q3 2013

$2.47 billion

Q4 2013

$2.78 billion

•

Q4

performance

fees

reflected

strong

performance

in

alternatives

products,

a

seasonally

higher

number

of

funds

with

performance

measurement

locks

and

a

significant

fee

associated

with

the

partial

liquidation

of

a

closed-end

opportunistic

mortgage

fund

15

Growth in base fees reflects higher average AUM driven by markets and organic growth

Q4 2013

$2.28 billion

Base Fees (including securities lending)

Q4 2013 Compared to Q3 2013

Q3 2013

$2.15 billion

Increasing Base Fees

Decreasing Base Fees

16

Expenses driven by higher revenue-related costs and general and administration expenses

Q4 2013

$1.63 billion

Increasing Expenses

Expenses, as adjusted, by Category

Q4 2013 Compared to Q3 2013, as adjusted

Q3 2013

$1.49 billion

For

further

information

and

reconciliation

between

GAAP

and

as

adjusted,

see

the

appendix

and

notes

(a)

through

(f)

in

the

current

earnings

release.

•

General

and

administration

expenses

driven

by

higher

marketing

and

promotional

costs,

various

lease

exit

costs,

higher

professional

services

expenses

and

other

general

and

administration

expenses,

including

foreign

currency

exchange

movements

Nonoperating and Capital Management

*

*

*

*

*

*

*

*

*

*

18

Q4 2013 $13 million Nonoperating Income by Category, as adjusted

Q4 2013 nonoperating income

$17

$12

$7

$20

$5

($48)

($60)

($50)

($40)

($30)

($20)

($10)

$0

$10

$20

$30

$40

Private Equity

Real Estate

Distressed Credit/

Mortgage Funds

Hedge Funds/

Funds of Hedge

Funds

Other Investments

Net Interest

Expense

For further information and reconciliation between GAAP and as adjusted, see the appendix and notes (a) through (f) in the current earnings release.

Net Interest Expense

Investment Gains

$61 million Net Investment Gain

19

Continued commitment to sound capital management

Operating cash flow

Share repurchases

Amounts above exclude repurchases of employee tax withholdings related to employee stock transactions.

Total payout ratio

Dividends and Dividend Payout Ratio

Payout ratio = (Dividends declared + share repurchases) / GAAP Net income.

For

further

information

and

reconciliation

between

GAAP

and

as

adjusted,

see

previously

filed

Form

10-Ks,

Form

10-

Qs

and

8-Ks

and

the

appendix

to

this

earnings

release

supplement.

Dividend

payout

ratio

=

Dividends

declared

/

GAAP

net

income.

GAAP

as

adjusted

Amount includes $1.0 billion

May 2012 buyback of 6.4

million shares from Barclays

Amount includes $1.0 billion

May 2012 buyback of 6.4

million shares from Barclays

Appendix

*

*

*

*

*

*

*

*

*

*

21

Quarterly operating income, nonoperating income (expense) and net income –

GAAP and

as adjusted

2012

2013

(in millions)

Q1

Q2

Q3

Q4

Q1

Q2

Q3

Q4

Operating Income

GAAP

$815

$829

$875

$1,005

$909

$849

$966

$1,133

Non-GAAP Adjustments

10

3

1

36

12

133

12

10

As Adjusted

$825

$832

$876

$1,041

$921

$982

$978

$1,143

Nonoperating Income (Expense)

GAAP

$23

($40)

$30

($67)

$41

$69

($18)

$24

Non-GAAP Adjustments

(8)

(3)

(17)

40

(38)

(57)

(3)

(11)

As Adjusted

$15

($43)

$13

($27)

$3

$12

($21)

$13

Net Income

GAAP

$572

$554

$642

$690

$632

$729

$730

$841

Non-GAAP Adjustments

3

4

(32)

5

5

(7)

(58)

10

As Adjusted

$575

$558

$610

$695

$637

$722

$672

$851

Non-GAAP adjustments include amounts related to the PennyMac Charitable Contribution, U.K. lease exit costs, a contribution to short-term investment

funds (“STIFs”), PNC LTIP funding obligation, compensation related to appreciation (depreciation) on certain deferred compensation plans and noncash

income tax changes, as applicable.

For further information and reconciliation between GAAP and as adjusted, see notes (a) through (f) in the current earnings release as well as previously filed Form 10-Ks, 10-Qs and 8-Ks.

22

Cash Flow GAAP and As Adjusted

(in millions)

2010

2011

2012

EST

2013

Operating Cash Flows

Operating Cash flows, GAAP basis

$2,488

$2,826

$2,240

$3,700

Less: Non-GAAP adjustments

(1)

(77)

178

(483)

200

Operating Cash flows, as Adjusted

$2,565

$2,648

$2,723

$3,500

Investing Cash Flows

Investing Cash flows, GAAP basis

($627)

($204)

($266)

($500)

Less: Non-GAAP adjustments

(1)

(52)

24

(211)

-

Investing Cash flows, as  Adjusted

($575)

($228)

($55)

($500)

Financing Cash Flows

Financing Cash flows, GAAP basis

($3,170)

($2,485)

($944)

($3,400)

Less: Non-GAAP adjustments

(1)

110

(71)

631

(200)

Financing Cash flows, as Adjusted

($3,280)

($2,414)

($1,575)

($3,200)

(1)

Non-GAAP

adjustments

include

the

impact

on

cash

flows

of

consolidated

sponsored

investment

funds

and

consolidated

VIEs

.

*

*

*

*

*

*

*

*

*

XXXXXXXX