BLACKROCK FUNDS
SUPPLEMENT DATED DECEMBER 3, 2007
TO THE STATEMENT OF ADDITIONAL INFORMATION DATED JANUARY 31, 2007
AS SUPPLEMENTED JUNE 1, 2007

PURCHASE AND REDEMPTION INFORMATION

Effective February 1, 2008, the section entitled "PURCHASE AND REDEMPTION
INFORMATION-REDUCED SALES CHARGES -INVESTOR A AND INVESTOR A1
SHARES-REINSTATEMENT PRIVILEGE" in each Statement of Additional
Information is hereby replaced in its entirety with the following:

Upon redemption of Investor A, Investor A1 or Institutional shares,
you may reinvest the redemption proceeds in Investor A Shares of
 the SAME Portfolio without paying a front-end sales charge.
This right may be exercised once a year and within 60 days
of the redemption, provided the Investor A Share class of
that Portfolio is currently open to new investors or
the shareholder has a current account in that closed
Portfolio. Shares will be purchased at the NAV calculated
at the close of trading on the day the request is received
in good order. To exercise this privilege, PFPC must be notified
of the reinvestment in writing by the purchaser, or by his or her broker,
at the time the purchase is made.  An investor should consult a tax
adviser concerning the tax consequences of use of the reinstatement
privilege.



Code# BRSAI - SUPPB1107