BlackRock Funds (the "Registrant"):  BlackRock Midcap Index
Fund, BlackRock MSCI Asia ex Japan Index Fund and BlackRock MSCI
World Index Fund (each a "Fund")

77Q1(e):
Copies of any new or amended Registrant investment advisory Contracts

Attached please find as an exhibit to Sub-Item 77Q1(e) of Form
N-SAR, a copy of the Investment Advisory Agreement between the
Registrant and BlackRock Advisors, LLC with respect to each Fund




INVESTMENT ADVISORY AGREEMENT
      AGREEMENT made as of May 13, 2015 between BLACKROCK FUNDSSM,
a Massachusetts business trust (the "Fund"), and BLACKROCK
ADVISORS, LLC, a Delaware limited liability company (the
"Adviser").
      WHEREAS, the Fund is registered as an open-end, management
investment company under the Investment Company Act of 1940, as
amended ("1940 Act"); and
      WHEREAS, the Fund desires to retain Adviser to furnish
investment advisory services and certain administrative services
to the Fund and Adviser is willing to so furnish such services;
      NOW THEREFORE, in consideration of the premises and mutual
covenants herein contained, it is agreed between the parties
hereto as follows:
      1. Appointment.
         a. The Fund hereby appoints Adviser to act as investment
adviser to the Fund's Portfolios listed on Appendix A attached
hereto (the "Portfolios") for the period and on the terms set
forth in this Agreement.  Adviser accepts such appointment and
agrees to furnish the services herein set forth for the
compensation herein provided.
         b. In the event that the Fund establishes one or more
portfolios other than the Portfolios named on Appendix A with
respect to which it desires to retain Adviser to act as
investment adviser hereunder, the Fund shall notify Adviser in
writing.  If Adviser is willing to render such services under
this Agreement, it shall notify the Fund in writing whereupon,
subject to such approval as may be required pursuant to
Paragraph 10 hereof, such portfolio shall become a "Portfolio"
hereunder and shall be subject to the provisions of this
Agreement to the same extent as the Portfolios named on
Appendix A except to the extent that said provisions (including
those relating to the compensation payable by the Fund to
Adviser) are modified with respect to such portfolio in writing
by the Fund and Adviser at the time.
      2. Sub-Advisers.  Adviser may from time to time, in its sole
discretion to the extent permitted by applicable law, appoint
one or more sub-advisers, including, without limitation,
affiliates of Adviser, to perform investment advisory services
with respect to the Portfolios; provided, however, that the
compensation of such person or persons shall be paid by Adviser
and that Adviser shall be as fully responsible to the Fund for
the acts and omissions of any sub-adviser as it is for its own
acts and omissions.  Adviser may terminate any or all sub-
advisers in its sole discretion at any time to the extent
permitted by applicable law.
      3. Delivery of Documents.  The Fund has furnished Adviser
with copies, properly certified or authenticated, of each of the
following:
   a. Resolutions of the Fund's Board of Trustees (the
"Board") authorizing the appointment of Adviser as the
Portfolios' adviser and approving this Agreement;
   b. The Fund's Declaration of Trust as filed with the State
Secretary of the Commonwealth of Massachusetts and the
Boston City Clerk on December 22, 1988, as amended from
time to time;
   c. The Fund's Amended and Restated Code of Regulations;
   d. The Fund's Notification of Registration on Form N-8A
under the 1940 Act as filed with the Securities and
Exchange Commission ("SEC") on December 23, 1988;
   e. The Fund's Registration Statement on Form N-1A under
the Securities Act of 1933 and the 1940 Act, as filed with
the SEC on December 23, 1988, and all amendments thereto
(the "Registration Statement"); and
   f. The Fund's most recent prospectuses for the Portfolios
(such prospectuses together with the related statements of
additional information, as currently in effect and all
amendments and supplements thereto, are herein called
"Prospectuses").
      The Fund will furnish Adviser from time to time with
copies, properly certified or authenticated, of all amendments
of or supplements to the foregoing, if any.
      4. Services.  Subject to the supervision of the Board,
Adviser will (either directly or through the sub-advisers
employed by it in accordance with Section 2 hereof) (i) act as
investment adviser for and supervise and manage the investment
and reinvestment of the Portfolios' assets, (ii) provide a
continuous investment program for each of the Portfolios,
including investment research and management with respect to all
securities, investments, cash and cash equivalents in the
Portfolios and may vote, exercise consents and exercise all
other rights appertaining to such securities and other assets on
behalf of the Portfolios and (iii) provide certain
administrative services.  Adviser will (either directly or
through the sub-advisers employed by it in accordance with
Paragraph 2 hereof) determine from time to time what securities
and other investments will be purchased, retained or sold by the
Portfolios and will place the daily orders for the purchase or
sale of securities.  Adviser will provide the services rendered
by it under this Agreement in accordance with each Portfolio's
investment objective, policies and restrictions as stated in
such Portfolio's Registration Statement and the resolutions of
the Board.  Adviser agrees to furnish office facilities and
equipment and clerical, bookkeeping and administrative services
(other than such services, if any, provided by a Portfolio's
custodian, transfer agent and dividend disbursing agent,
accounting services provider and other service providers
(collectively, "Other Service Providers")) for the Fund and each
Portfolio.  Adviser further agrees that it:
   a. will comply with (i) the provisions of the 1940 Act and
the Investment Advisers Act of 1940, as amended, and all
applicable rules and regulations of the SEC, (ii) any other
applicable provision of law and (iii) the provisions of
this Agreement, the Declaration of Trust and the Amended
and Restated Code of Regulations of the Fund as such are
amended from time to time;
   b. will place orders either directly with the issuer or
with any broker or dealer.  Subject to the other provisions
of this paragraph, in placing orders with brokers and
dealers, Adviser will attempt to obtain the best price and
the most favorable execution of its orders.  In placing
orders, Adviser will consider the experience and skill of
the firm's securities traders as well as the firm's
financial responsibility and administrative efficiency.
Consistent with this obligation, Adviser may, subject to
the approval of the Board, select brokers on the basis of
the research, statistical and pricing services they provide
to a Portfolio and other clients of Adviser or a sub-
adviser.  Information and research received from such
brokers will be in addition to, and not in lieu of, the
services required to be performed by Adviser hereunder.  A
commission paid to such brokers may be higher than that
which another qualified broker would have charged for
effecting the same transaction, provided that Adviser
determines in good faith that such commission is reasonable
in terms of either the transaction or the overall
responsibility of Adviser and sub-advisers to the
Portfolios and their other clients and that the total
commissions paid by each Portfolio will be reasonable in
relation to the benefits to such Portfolio over the long-
term.  In no instance, however, will a Portfolio's
securities be purchased from or sold to Adviser, the sub-
advisers, the Fund's distributor or any affiliated person
thereof, except to the extent permitted by the SEC or by
applicable law.  Subject to the foregoing and the
provisions of the 1940 Act, the Securities Exchange Act of
1934, as amended, and other applicable provisions of law,
Adviser may select brokers and dealers with which it or the
Fund is affiliated;
   c. will maintain books and records with respect to each
Portfolio's securities transactions and will furnish the
Board such periodic and special reports as the Board may
request;
   d. will maintain a policy and practice of conducting its
investment advisory services hereunder independently of the
commercial banking operations of its affiliates.  When
Adviser makes investment recommendations for a Portfolio,
its investment advisory personnel will not inquire or take
into consideration whether the issuer of securities
proposed for purchase or sale for the Portfolio's account
are customers of the commercial departments of its
affiliates.  In dealing with commercial customers of its
affiliates, Adviser and the sub-advisers will not inquire
or take into consideration whether securities of those
customers are held by the Fund;
   e. will treat confidentially and as proprietary
information of the Fund all records and other information
relative to the Fund, any of the Portfolio's and the Fund's
prior, current or potential shareholders, and will not use
such records, and information for any purpose other than
performance of its responsibilities and duties hereunder,
except after prior notification to and approval in writing
by the Fund, which approval shall not be unreasonably
withheld and may not be withheld where Adviser may be
exposed to civil or criminal contempt proceedings for
failure to comply, when requested to divulge such
information by duly constituted authorities, or when so
requested by the Fund;
   f. will oversee the determination and publication of each
Portfolio's net asset value in accordance with the Fund's
policy as adopted from time to time by the Board;
   g. will oversee the maintenance by each Portfolio's Other
Service Providers of certain books and records of the Fund
and/or the Portfolios, as applicable, as required under
Rule 31a-1(b)(4) under the 1940 Act and maintain (or
oversee maintenance by such other persons as approved by
the Board) such other books and records required by law or
for the proper operation of the Fund and/or the Portfolios,
as applicable;
   h. will oversee the preparation and filing of each
Portfolio's federal, state and local income tax returns and
any other required tax returns;
   i. will review the appropriateness of and arrange for
payment of the Fund's and Portfolios' expenses;
   j. will prepare for review and approval by officers of the
Fund financial information for each Portfolio's semiannual
and annual reports, proxy statements and other
communications with shareholders required or otherwise to
be sent to Portfolio shareholders, and arrange for the
printing and dissemination of such reports and
communications to shareholders;
   k. will oversee the preparation of and file the Fund's
periodic financial reports, with respect to each Portfolio,
required to be filed with the SEC on Form NSAR, Form NCSR,
Form NPX, Form NQ, Form 24F-2 and such other reports, forms
and filings, as may be mutually agreed upon, and prepare
certain financial information for review in connection
therewith;
   l. will prepare such reports relating to the business and
affairs of the Fund and the Portfolios as may be mutually
agreed upon and not otherwise appropriately prepared by the
Fund and each Portfolio's Other Service Providers;
   m. will make such reports and recommendations to the Board
concerning the performance of the independent accountants
as the Board may reasonably request or deems appropriate,
and which are not otherwise provided by each Portfolio's
Other Service Providers;
   n. will make such reports and recommendations to the Board
concerning the performance and fees of each Portfolio's
custodian and transfer and dividend disbursing agent as the
Board may reasonably request or deems appropriate, and
which are not otherwise provided by each Portfolio's Other
Service Providers;
   o. will oversee and review calculations of fees paid to
the Fund's and Portfolios' Other Service Providers;
   p. will oversee each Portfolio's portfolio and perform
necessary calculations as required under Section 18 of the
1940 Act;
   q. will establish the accounting policies for the
Portfolios, communicate such policies to each Portfolio's
Other Service Providers and monitor financial and
shareholder accounting services;
   r. will determine the amounts available for distribution
as dividends and distributions to be paid by each Portfolio
to its shareholders, prepare and arrange for the printing
of dividend notices to shareholders and provide each
Portfolio's dividend disbursing agent and custodian with
such information as is required for such parties to effect
the payment of dividends and distributions and to implement
each Portfolio's dividend reinvestment plan;
   s. will prepare such information and reports as may be
required by any banks from which any Portfolio borrows
funds;
   t. will provide such assistance as generally may be
required to properly carry on the business and operations
of the Fund and each Portfolio to, and oversee, each
Portfolio's custodian and each Other Service Provider to
the Fund and the Portfolios, including without limitation,
their investment advisers, sub-advisers, other
administrators and sub-administrators (if any), transfer
agents, distributors, shareholder servicing agents, legal
counsel and independent accountants;
   u. will respond to or refer to the Fund's officers or the
Portfolios' transfer agent, shareholder (including any
potential shareholder) inquiries relating to the
Portfolios;
   v.  will negotiate service contracts and arrangements
between the Fund and each of its Other Service Providers;
   w. will act as liaison, including by attending Board
meetings and providing information to the Board on behalf
of the Fund's and each Portfolio's Other Service Providers,
between the Board and such Other Service Providers;
   x. will prepare materials for meetings of the Board and
shareholders and oversee and coordinate with Other Service
Providers in their preparation of meeting materials;
   y. will provide general ongoing business management and
support services in connection with the Fund's and each
Portfolio's operations;
   z. will, after consultation with the distributor and
counsel for the Fund, determine the jurisdictions in which
the Portfolios' shares shall be registered or qualified for
sale;
   aa. will monitor regulatory and legislative developments
which may affect the Fund or the Portfolios; assist in
counseling the Fund and the Portfolios with respect to
regulatory examinations or investigations; and work with
the Fund's counsel in connection with regulatory matters or
litigation;
   bb. will manage the process of, and participate to the
extent reasonably requested by the Fund and its counsel in,
the periodic updating of the Fund's registration statement,
including by coordinating with Other Service Providers in
connection therewith;
   cc. will monitor, and assist in developing, compliance
procedures for each of the Portfolios, which will include
without limitation, procedures to monitor compliance with
each Portfolio's investment objective, policies and
limitations, tax matters, and applicable laws and
regulations;
   dd. will provide periodic reports to the portfolio
manager(s) of a Portfolio regarding the Portfolio's
unrealized and realized capital gains, containing such
standard information and employing such form of report as
may be required from time to time;
   ee. will provide information and documentation relating to
the Fund or other assistance relating to such information
and documentation as the Fund may reasonably request to
help the Fund respond to any government or regulatory
request, including but not limited to a subpoena or request
for information, provided, however, that if responding to
such a request would cause an undue burden on Adviser or
would cause Adviser to bear undue expense, Adviser at its
option may decline such request or shall be entitled to
such fees or reimbursement of expense as agreed to by the
Fund and Adviser;
   ff. will provide such information relating to the Fund as
the Fund may reasonably request in connection with the
services provided by Adviser to the Fund pursuant to this
Agreement, provided, however, that if responding to such a
request would cause an undue burden on Adviser or would
cause Adviser to bear undue expense, Adviser at its option
may decline such request or shall be entitled to such fees
or reimbursement of expense as agreed to by the Fund and
Adviser;
   gg. will, with the assistance of Fund officers and
counsel, take all reasonable action, as the Fund may from
time to time request, to obtain from year to year favorable
opinions from the Fund's independent accountants with
respect to its activities hereunder;
   hh. will, with respect only to the services designated to
it hereunder, (i) in the event of equipment failures
affecting the services designated to Adviser hereunder, at
no additional expense to the Fund, take reasonable steps to
minimize service interruptions, but shall have no liability
with respect thereto and (ii) enter into and maintain in
effect with appropriate parties one or more agreements
making reasonable provision for emergency use of electronic
data processing equipment to the extent appropriate
equipment is available; and
   ii. will supervise any other aspects of the Fund's and
Portfolios' administration as may be agreed to by the Fund,
on its own behalf and on behalf of the Portfolios, and
Adviser.
      5. Services Not Exclusive.  Adviser's services hereunder are
not deemed to be exclusive, and Adviser shall be free to render
similar services to others so long as its services under this
Agreement are not impaired thereby.
      6. Books and Records.  In compliance with the requirements
of Rule 31a-3 under the 1940 Act, Adviser hereby agrees that all
records which it maintains for each Portfolio are the property
of the Fund and further agrees to surrender promptly to the Fund
any such records upon the Fund's request.  Adviser further
agrees to preserve for the periods prescribed by Rule 31a-2
under the 1940 Act the records required to be maintained by
Rule 31a-1 under the 1940 Act.
      7. Expenses.  During the term of this Agreement, Adviser
will bear all costs and expenses of its employees and any
overhead incurred in connection with its duties hereunder and
shall bear the costs of any salaries or trustees fees of any
officers or trustees of the Fund who are affiliated persons (as
defined in the 1940 Act) of Adviser; provided that the Board may
approve reimbursement to Adviser of the pro rata portion of the
salaries, bonuses, health insurance, retirement benefits and all
similar employment costs for the time spent on Fund operations
(including, without limitation, compliance matters) (other than
the provision of investment advice required to be provided
hereunder) of all personnel employed by Adviser who devote
substantial time to Fund operations or the operations of other
investment companies advised by Adviser.
      8. Compensation.
         a. For the services provided and the expenses assumed
pursuant to this Agreement, the Fund will pay Adviser and
Adviser will accept as full compensation therefor a fee,
computed daily and payable monthly, at the annual rates set
forth on Appendix A attached hereto.  Such fee as is
attributable to each Portfolio shall be a separate charge to
such Portfolio and shall be the several (and neither joint nor
joint and several) obligation of such Portfolio.  For any period
less than a month during which this Agreement is in effect, the
fee shall be prorated according to the proportion which such
period bears to a full month of 28, 29, 30 or 31 days, as the
case may be.
         b. If in any fiscal year the aggregate expenses of one or
more Portfolios (as defined under the securities regulations of
any state having jurisdiction over the Fund) exceed the expense
limitations of any such state, Adviser will bear the amount of
such excess otherwise payable to it hereunder.  The obligation
of Adviser to reimburse the Fund under this Paragraph 8(b) is
limited in any fiscal year to the amount of its fees otherwise
payable hereunder attributable to the Portfolios for such fiscal
year, provided; however, that notwithstanding the foregoing,
Adviser shall reimburse the Fund for the full amount of any such
excess expenses regardless of the amount of fees otherwise
payable to it during such fiscal year to the extent that the
securities regulations of any state having jurisdiction over the
Fund so require.  Such expense reimbursement, if any, will be
estimated, reconciled and paid on a monthly basis.
         c. For purposes of the fee rates set forth on Appendix A,
the net assets of the Portfolios shall be calculated pursuant to
the procedures adopted by resolutions of the Board for
calculating the value of the Fund's assets or delegating such
calculations to third parties.
      9. Limitation of Liability.  Adviser shall not be liable for
any error of judgment or mistake of law or for any loss suffered
by the Fund in connection with the performance of this
Agreement, except a loss resulting from a breach of fiduciary
duty with respect to the receipt of compensation for services or
a loss resulting from willful misfeasance, bad faith or gross
negligence on its part in the performance of its duties or from
reckless disregard by it of its obligations or duties under this
Agreement.
      10. Duration and Termination.  This Agreement will become
effective as of the date hereof with respect to each Portfolio
listed on Appendix A and, with respect to any additional
Portfolio, on the date of receipt by the Fund of notice from
Adviser in accordance with Section 1(b) hereof that Adviser is
willing to serve as investment adviser with respect to such
Portfolio, provided that this Agreement (as supplemented by the
terms specified in any notice and agreement pursuant to
Section 1(b) hereof) shall have been approved in accordance with
the requirements of the 1940 Act, and, unless sooner terminated
as provided herein, shall continue in effect with respect to
each such Portfolio for two years.  Thereafter, if not
terminated, this Agreement shall continue in effect with respect
to the particular Portfolio for successive annual periods,
provided such continuance is specifically approved at least
annually (a) by vote of a majority of those members of the Board
who are not interested persons of any party to this Agreement,
cast in person at a meeting called for the purpose of voting on
such approval, and (b) by the Board or by vote of a majority of
the outstanding voting securities of such Portfolio.
Notwithstanding the foregoing, this Agreement may be terminated
with respect to any Portfolio at any time, without the payment
of any penalty, by the Fund (by vote of the Board or by vote of
a majority of the outstanding voting securities of the
Portfolio), or by Adviser on sixty days' written notice.  This
Agreement will immediately terminate in the event of its
assignment.  (As used in this Agreement, the terms "majority of
the outstanding voting securities," "interested persons" and
"assignment" shall have the same meanings as such terms in the
1940 Act.)
      11. Notices.  Any notice under this Agreement shall be in
writing to the other party at such address as the other party
may designate from time to time for the receipt of such notice
and shall be deemed to be received on the earlier of the date
actually received or on the fourth day after the postmark if
such notice is mailed first class postage prepaid.
      12. Amendment of this Agreement.  No provision of this
Agreement may be changed, waived, discharged or terminated
orally, but only by an instrument in writing signed by the party
against which enforcement of the change, waiver, discharge or
termination is sought.  Any amendment of this Agreement shall be
subject to the 1940 Act.
      13. Governing Law.  This Agreement shall be governed by and
construed in accordance with the laws of the State of Delaware
for contracts to be performed entirely therein without reference
to choice of law principles thereof and in accordance with the
applicable provisions of the 1940 Act.
      14. Use of the Name BlackRock.  Adviser has consented to the
use by the Fund of the name or identifying word "BlackRock" in
the name of the Fund and the Portfolios.  Such consent is
conditioned upon the employment of Adviser as the investment
adviser to the Portfolios.  The name or identifying word
"BlackRock" may be used from time to time in other connections
and for other purposes by Adviser and any of its affiliates.
Adviser may require the Fund to cease using "BlackRock" in the
name of the Fund and the Portfolios if the Fund (or any
Portfolio) ceases to employ, for any reason, Adviser, any
successor thereto or any affiliate thereof as investment adviser
of the Portfolios.
      15. Release.  "BlackRock Funds" and "Trustees of BlackRock
Funds" refer respectively to the trust created and the Trustees,
as trustees but not individually or personally, acting from time
to time under a Declaration of Trust dated December 22, 1988, as
amended, which is hereby referred to and a copy of which is on
file at the office of the State Secretary of the Commonwealth of
Massachusetts and at the principal office of the Fund.  The
obligations of "BlackRock Funds" entered into in the name or on
behalf thereof by any of the Trustees, officers, representatives
or agents are made not individually, but in such capacities, and
are not binding upon any of the Trustees, shareholders,
officers, representatives or agents of the Fund personally, but
bind only the Trust Property (as defined in the Declaration of
Trust), and all persons dealing with any class of shares of the
Fund must look solely to the Trust Property belonging to such
class for the enforcement of any claims against the Fund.
      16. Miscellaneous.  The captions in this Agreement are
included for convenience of reference only and in no way define
or delimit any of the provisions hereof or otherwise affect
their construction or effect.  If any provision of this
Agreement shall be held or made invalid by a court decision,
statute, rule or otherwise, the remainder of this Agreement
shall not be affected thereby.  This Agreement shall be binding
on, and shall inure to the benefit of, the parties hereto and
their respective successors.
      17. Counterparts.  This Agreement may be executed in
counterparts by the parties hereto, each of which shall
constitute an original counterpart, and all of which, together,
shall constitute one Agreement.



*  *  *






      IN WITNESS WHEREOF, the parties hereto have caused this
instrument to be executed by their officers designated below as
of the day and year first above written.

BLACKROCK FUNDSSM

By: /s/ John Perlowski
Name: John Perlowski
Title: President and Chief Executive Officer

BLACKROCK ADVISORS, LLC

By: /s/ Neal J. Andrews
Name: Neal J. Andrews
Title: Managing Director




                        Portfolios and Fees

Portfolio                                 Advisory Fee (as a percentage
                                          of average daily net assets)

BlackRock Midcap Index Fund                        0.02%
BlackRock MSCI Asia ex Japan Index Fund            0.25%
BlackRock MSCI World Index Fund                    0.05%

Appendix A, dated May 13, 2015