0001287695-12-000443.txt : 20120927 0001287695-12-000443.hdr.sgml : 20120927 20120927143124 ACCESSION NUMBER: 0001287695-12-000443 CONFORMED SUBMISSION TYPE: NSAR-B PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20120731 FILED AS OF DATE: 20120927 DATE AS OF CHANGE: 20120927 EFFECTIVENESS DATE: 20120927 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BLACKROCK MUNIYIELD QUALITY FUND III, INC CENTRAL INDEX KEY: 0000883412 IRS NUMBER: 223165131 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: NSAR-B SEC ACT: 1940 Act SEC FILE NUMBER: 811-06540 FILM NUMBER: 121112828 BUSINESS ADDRESS: STREET 1: 100 BELLEVUE PARKWAY CITY: WILMINGTON STATE: DE ZIP: 19809 BUSINESS PHONE: 800-441-7762 MAIL ADDRESS: STREET 1: 100 BELLEVUE PARKWAY CITY: WILMINGTON STATE: DE ZIP: 19809 FORMER COMPANY: FORMER CONFORMED NAME: BLACKROCK MUNIYIELD INSURED FUND, INC DATE OF NAME CHANGE: 20070612 FORMER COMPANY: FORMER CONFORMED NAME: MUNIYIELD INSURED FUND INC DATE OF NAME CHANGE: 19920717 NSAR-B 1 myi.fil PAGE 1 000 B000000 07/31/2012 000 C000000 0000883412 000 D000000 N 000 E000000 NF 000 F000000 Y 000 G000000 N 000 H000000 N 000 I000000 6.1 000 J000000 A 001 A000000 BLACKROCK MUNIYIELD QUALITY FUND III, INC. 001 B000000 811-06540 001 C000000 8004417762 002 A000000 100 BELLEVUE PARKWAY 002 B000000 WILMINGTON 002 C000000 DE 002 D010000 19809 003 000000 N 004 000000 N 005 000000 N 006 000000 N 007 A000000 N 007 B000000 0 007 C010100 1 008 A000001 BLACKROCK ADVISORS, LLC 008 B000001 A 008 C000001 801-47710 008 D010001 WILMINGTON 008 D020001 DE 008 D030001 19809 008 A000002 BLACKROCK INVESTMENT MANAGEMENT, LLC 008 B000002 S 008 C000002 801-56972 008 D010002 PRINCETON 008 D020002 NJ 008 D030002 08540 012 A000001 COMPUTERSHARE TRUST COMPANY, N.A. 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(VRDP) 012 B000003 85-00000 012 C010003 NEW YORK 012 C020003 NY 012 C030003 10179 013 A000001 DELOITTE & TOUCHE LLP PAGE 2 013 B010001 BOSTON 013 B020001 MA 013 B030001 02116 014 A000001 BLACKROCK CAPITAL MARKETS, LLC 014 B000001 8-67827 014 A000002 BLACKROCK EXECUTION SERVICES 014 B000002 8-48719 014 A000003 BLACKROCK INVESTMENTS, LLC 014 B000003 8-48436 014 A000004 HARRIS WILLIAMS LLC 014 B000004 8-53380 014 A000005 PNC CAPITAL MARKETS, INC. 014 B000005 8-32493 014 A000006 PNC INVESTMENTS LLC 014 B000006 8-66195 015 A000001 STATE STREET BANK & TRUST COMPANY 015 B000001 C 015 C010001 BOSTON 015 C020001 MA 015 C030001 02110 015 A000002 THE BANK OF NEW YORK MELLON 015 B000002 S 015 C010002 NEW YORK 015 C020002 NY 015 C030002 10286 015 E010002 X 015 A000003 J.P. 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09254E103 087 A030000 MYI 087 B010000 PREFERRED STOCK 088 A000000 N 088 B000000 N 088 C000000 N 088 D000000 Y SIGNATURE NEAL J. ANDREWS TITLE CFO EX-99.77O RULE 10F-3 2 stbuildingauth10f3.htm Unassociated Document
 
 
 


 
Participating Funds
 
n U.S. Registered Funds (Name of Fund, Aladdin Ticker):
BlackRock Municipal 2020 Term Trust (BKK),
BlackRock Municipal Income Quality Trust (BYM),
BlackRock MuniEnhanced Fund, Inc. (MEN),
BlackRock MuniYield Michigan Quality Fund, Inc. (MIY),
BlackRock MuniYield Quality Fund II, Inc. (MQT),
BlackRock MuniYield Quality Fund, Inc. (MQY),
BlackRock MuniYield Quality Fund III, Inc. (MYI),
BlackRock MuniYield Michigan Quality Fund II, Inc. (MYM)
 
The Offering
 
 
Key Characteristics (Complete ALL Fields)
Date of
Offering Commencement:
07/12/2011
Security Type:
Municipal

Issuer
State Building Authority State of Michigan, Series I-A
Selling Underwriter
J.P. Morgan Securities LLC
Affiliated Underwriter(s)
 PNC
 Other:       
List of Underwriter(s)
J.P. Morgan Securities LLC, Citigroup Global Markets Inc., BMO Capital Markets GKST, Inc., PNC Capital Markets LLC, Wells Fargo Securities, Bank of America Merrill Lynch, Morgan Stanley & Co. LLC, Siebert Brandford Shank & Co., Loop Capital Markets, Edward D. Jones & Co., Ramirez & Co., Inc.
 
Transaction Details
Date of Purchase
07/12/2011

Purchase Price/Share
(per share / % of par)
$98.159,
$98.775
$108.278
Total Commission, Spread or Profit
0.4957

1. Aggregate Principal Amount Purchased (a+b)
$15,885,000
a.US Registered Funds
(Appendix attached with individual Fund/Client purchase)
$7,325,000
b.Other BlackRock Clients
$7,235,000.00
$1,325,000.00 (PI)
 
2. Aggregate Principal Amount of Offering
 
$409,550,000
Fund Ratio
[Divide Sum of #1 by #2]
Must be less than 0.25
(unless securities are Government Securities)
0.0388



 
 Page  of 2
 
 
 
Rule 10f-3 Report – Definitions
 

 
Legal Requirements
 
 
Offering Type (check ONE)
The securities fall into one of the following transaction types (see Definitions):
 
U.S. Registered Public Offering[Issuer must have 3 years of continuous operations]
 
Eligible Rule 144A Offering[Issuer must have 3 years of continuous operations]
 
Eligible Municipal Securities[Issuer must have 3 years of continuous operations]
 
Eligible Foreign Offering[Issuer must have 3 years of continuous operations]
 
Government Securities Offering
 
Timing and Price (check ONE or BOTH)
 
The securities were purchased before the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of securities in that offering or in any concurrent offering of the securities; and
 
If the securities are offered for subscription upon exercise of rights, the securities were purchased on or before the fourth day before the day on which the rights offering terminated.
 
Firm Commitment Offering (check ONE)
  YES
  NO
The securities were offered pursuant to an underwriting or similar agreement under which the underwriters were committed to purchase all of the securities being offered, except those purchased by others pursuant to a rights offering, if the underwriters purchased any of the securities.
 
No Benefit to Affiliated Underwriter (check ONE)
  YES
  NO
No affiliated underwriter was a direct or indirect participant in, or benefited directly or indirectly from, the transaction.



Completed by:
Janine Bianchino
Date:
7/13/11
 
PMG
    
Approved by:
Steven DeLaura & Odette Rajwan
Date:
08/31/11
 
Senior Global Syndicate Team Member
 
    

 

 
 

 
 
Definitions
 
Term
Definition
Fund Ratio
Number appearing at the bottom of page 1 of 2 of the Rule 10f-3 Report form.  It is the sum of the Funds’ participation in the offering divided by the total amount of the offering.
Eligible Foreign Offering
The securities are sold in a public offering conducted under the laws of a country other than the United States and
(a)the offering is subject to regulation in such country by a “foreign financial regulatory authority,” as defined in Section 2(a)(50) of the Investment Company Act of 1940;
(b)the securities were offered at a fixed price to all purchasers in the offering (except for any rights to purchase securities that are required by law to be granted to existing security holders of the issuer);
(c)financial statements, prepared and audited as required or permitted by the appropriate foreign financial regulatory authority in such country, for the two years prior to the offering, were made available to the public and prospective purchasers in connection with the offering; and
(d)if the issuer is a “domestic issuer,” i.e., other than a foreign government, a national of any foreign country, or a corporation or other organization incorporated or organized under the laws of any foreign country, it (1) has a class of securities registered pursuant to section 12(b) or 12(g) of the Securities Exchange Act of 1934 or is required to file reports pursuant to section 15(d) of that act, and (2) has filed all the material required to be filed pursuant to section 13(a) or 15(d) of that act for a period of at least 12 months immediately preceding the sale of securities (or for such shorter period that the issuer was required to file such material)
Eligible Municipal Securities
The securities are direct obligations of, or obligations guaranteed as to principal or interest by, a State or any political subdivision thereof, or any agency or instrumentality of a State or any political subdivision thereof, or any municipal corporate instrumentality of one or more States, or any security which is an industrial development bond (as defined in section 103(c)(2) of Title 26) the interest on which is excludable from gross income under certain provisions of the Internal Revenue Code.
(a)with respect to ratings, the securities
(1)have received an investment grade rating from at least one nationally recognized statistical rating organization (“NRSRO”); or
(2)have received one of the three highest ratings from an NRSRO, if the issuer of the municipal securities, or the entity supplying the revenue or other payments from which the issue is to be paid, has been in continuous operation for less than three years, including the operation of any predecessors.
(b) The purchases of municipal securities, if any, were not designated as group sales or otherwise allocated to the account of any prohibited seller (i.e., an affiliated underwriter).
Eligible Rule 144A Offering
The securities are sold in an offering where
(a)the securities are offered or sold in transactions exempt from registration under Section 4(2) of the Securities Act of 1933, Rule 144A thereunder, or Rules 501-508 thereunder;
(b)the securities were sold to persons that the seller and any person acting on behalf of the seller reasonably believe to include qualified institutional buyers, as defined in Rule 144A (“QIBs”); and
(c)the seller and any person acting on behalf of the seller reasonably believe that the securities are eligible for resale to other QIBs pursuant to Rule 144A
Government Securities Offering
The security is issued or guaranteed as to principal or interest by the United States, or by a person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States; or any certificate of deposit for any of the foregoing
U.S. Registered Public Offering.
The securities offered are registered under the Securities Act of 1933 that are being offered to the public.


 
 
 

EX-99.77O RULE 10F-3 3 kentstate10f3.htm Unassociated Document
 
 
 


 
Participating Funds
 
n U.S. Registered Funds (Name of Fund, Aladdin Ticker):
BlackRock Municipal Bond Trust (BBK)
BlackRock Investment Quality Municipal Trust (BKN)
BlackRock Municipal Income Quality Trust (BYM)
BlackRock MuniEnhanced Fund, Inc. (MEN)
BlackRock MuniYield Quality Fund II, Inc. (MQT)
BlackRock MuniYield Quality Fund, Inc. (MQY)
BlackRock Muni Intermediate Duration Fund, Inc. (MUI)
BlackRock MuniYield Quality Fund III, Inc. (MYI)
 
The Offering
 
 
Key Characteristics (Complete ALL Fields)
Date of
Offering Commencement:
06-08-2012
Security Type:
Municipal

Issuer
Kent State University (A State University of Ohio) General Receipt Bonds, Series 2012A
Selling Underwriter
Bank of America Merrill Lynch
Affiliated Underwriter(s)
 PNC
 Other:       
List of Underwriter(s)
Bank of America Merrill Lynch, KeyBanc Capital Markets, CastleOak Securities, L.P., Fifth Third Securities, Inc., Huntington Investment Company,J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, PNC Capital Markets, Sterne, Agee & Leach, Inc
 
Transaction Details
Date of Purchase
06-08-2012

Purchase Price/Share
(per share / % of par)
$ 108.077
$ 107.571
Total Commission, Spread or Profit
0.5936975

1. Aggregate Principal Amount Purchased (a+b)
$ 12,355,000
a.US Registered Funds
(Appendix attached with individual Fund/Client purchase)
$ 6,000,000
 
b.Other BlackRock Clients
$ 1,000,000
$ 5,355,000 (PI)
 
 
2. Aggregate Principal Amount of Offering
 
$ 170,000,000
Fund Ratio
[Divide Sum of #1 by #2]
Must be less than 0.25
(unless securities are Government Securities)
0.072676471
 
Legal Requirements
 
 
Offering Type (check ONE)
The securities fall into one of the following transaction types (see Definitions):
 
U.S. Registered Public Offering[Issuer must have 3 years of continuous operations]
 
Eligible Rule 144A Offering[Issuer must have 3 years of continuous operations]
 
Eligible Municipal Securities[Issuer must have 3 years of continuous operations]
 
Eligible Foreign Offering[Issuer must have 3 years of continuous operations]
 
Government Securities Offering
 
Timing and Price (check ONE or BOTH)
 
The securities were purchased before the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of securities in that offering or in any concurrent offering of the securities; and
 
If the securities are offered for subscription upon exercise of rights, the securities were purchased on or before the fourth day before the day on which the rights offering terminated.
 
Firm Commitment Offering (check ONE)
  YES
  NO
The securities were offered pursuant to an underwriting or similar agreement under which the underwriters were committed to purchase all of the securities being offered, except those purchased by others pursuant to a rights offering, if the underwriters purchased any of the securities.
 
No Benefit to Affiliated Underwriter (check ONE)
  YES
  NO
No affiliated underwriter was a direct or indirect participant in, or benefited directly or indirectly from, the transaction.



Completed by:
Gina Mansure
Date:
06-14-2012
       
Approved by:
Odette Rajwan
Date:
06-14-2012
 
Senior Global Syndicate Team Member
 
    

 

 





 

 
 
Definitions
 
Term
Definition
Fund Ratio
Number appearing at the bottom of page 1 of 2 of the Rule 10f-3 Report form.  It is the sum of the Funds’ participation in the offering divided by the total amount of the offering.
Eligible Foreign Offering
The securities are sold in a public offering conducted under the laws of a country other than the United States and
(a)the offering is subject to regulation in such country by a “foreign financial regulatory authority,” as defined in Section 2(a)(50) of the Investment Company Act of 1940;
(b)the securities were offered at a fixed price to all purchasers in the offering (except for any rights to purchase securities that are required by law to be granted to existing security holders of the issuer);
(c)financial statements, prepared and audited as required or permitted by the appropriate foreign financial regulatory authority in such country, for the two years prior to the offering, were made available to the public and prospective purchasers in connection with the offering; and
(d)if the issuer is a “domestic issuer,” i.e., other than a foreign government, a national of any foreign country, or a corporation or other organization incorporated or organized under the laws of any foreign country, it (1) has a class of securities registered pursuant to section 12(b) or 12(g) of the Securities Exchange Act of 1934 or is required to file reports pursuant to section 15(d) of that act, and (2) has filed all the material required to be filed pursuant to section 13(a) or 15(d) of that act for a period of at least 12 months immediately preceding the sale of securities (or for such shorter period that the issuer was required to file such material)
Eligible Municipal Securities
The securities are direct obligations of, or obligations guaranteed as to principal or interest by, a State or any political subdivision thereof, or any agency or instrumentality of a State or any political subdivision thereof, or any municipal corporate instrumentality of one or more States, or any security which is an industrial development bond (as defined in section 103(c)(2) of Title 26) the interest on which is excludable from gross income under certain provisions of the Internal Revenue Code.
(a)with respect to ratings, the securities
(1)have received an investment grade rating from at least one nationally recognized statistical rating organization (“NRSRO”); or
(2)have received one of the three highest ratings from an NRSRO, if the issuer of the municipal securities, or the entity supplying the revenue or other payments from which the issue is to be paid, has been in continuous operation for less than three years, including the operation of any predecessors.
(b) The purchases of municipal securities, if any, were not designated as group sales or otherwise allocated to the account of any prohibited seller (i.e., an affiliated underwriter).
Eligible Rule 144A Offering
The securities are sold in an offering where
(a)the securities are offered or sold in transactions exempt from registration under Section 4(2) of the Securities Act of 1933, Rule 144A thereunder, or Rules 501-508 thereunder;
(b)the securities were sold to persons that the seller and any person acting on behalf of the seller reasonably believe to include qualified institutional buyers, as defined in Rule 144A (“QIBs”); and
(c)the seller and any person acting on behalf of the seller reasonably believe that the securities are eligible for resale to other QIBs pursuant to Rule 144A
Government Securities Offering
The security is issued or guaranteed as to principal or interest by the United States, or by a person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States; or any certificate of deposit for any of the foregoing
U.S. Registered Public Offering.
The securities offered are registered under the Securities Act of 1933 that are being offered to the public.



 
 Page  of 2
 
 
 

EX-99.77E LEGAL 4 myi77e.htm Unassociated Document
 
 
 


 
NSAR Item 77E - MuniYield Quality Fund III, Inc. ("MYI")
 
 
On August 3, 2010, Dolores Eitel and other shareholders of MYI filed a purported derivative action in the Supreme Court of the State of New York, New York County.  The complaint named BlackRock Advisors, LLC, BlackRock, Inc. and certain of the board members, officers and portfolio managers of MYI as defendants.  The complaint alleged, among other things, that the defendants breached fiduciary duties owed to MYI and its common shareholders and committed waste by redeeming MYI's auction preferred shares at their liquidation preference.  The complaint sought unspecified damages for losses purportedly suffered by MYI as a result of the prior redemptions and injunctive relief preventing MYI from redeeming auction preferred shares at their liquidation preference in the future and awarding the plaintiffs the costs and disbursements of this action, including reasonable attorneys', accountants' and experts' fees and expenses.  The plaintiffs in the Curbow Action previously moved to preliminarily enjoin BlackRock Credit Allocation Income Trust II, Inc. (PSY) and BlackRock Credit Allocation Income Trust IV (BTZ) from redeeming their outstanding auction preferred shares and, on December 23, 2010, the Court denied that motion.
 
 
On March 15, 2012, the Supreme Court of the State of New York, New York County, entered an order consolidating the above-referenced derivative complaint with another derivative complaint, containing almost identical allegations, already pending in that court.  The court on March 15, 2012 also authorized plaintiffs to file an amended complaint.  On April 16, 2012, the Plaintiffs filed a Consolidated Shareholder Derivative Complaint.  Defendants moved to dismiss the Consolidated Shareholder Derivative Complaint on July 20, 2012.
 
 

 

852032.01-New York Server 6A MSW - Draft September 11, 2012 - 2:25 PM
 
 
 

EX-99.77B ACCT LTTR 5 muniholdings577b.htm Unassociated Document
 
 
 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of BlackRock MuniHoldings Quality Fund II, Inc., BlackRock MuniYield California Quality Fund, Inc., BlackRock MuniYield Michigan Quality Fund II, Inc., BlackRock MuniYield New York Quality Fund, Inc., and BlackRock MuniYield Quality Fund III, Inc.:

In planning and performing our audit of the financial statements of BlackRock MuniHoldings Quality Fund II, Inc., BlackRock MuniYield California Quality Fund, Inc., BlackRock MuniYield Michigan Quality Fund II, Inc., BlackRock MuniYield New York Quality Fund, Inc., and BlackRock MuniYield Quality Fund III, Inc. (collectively the "Funds") as of and for the year ended July 31, 2012, in accordance with the standards of the Public Company Accounting Oversight Board (United States), we considered the Funds’ internal control over financial reporting, including controls over safeguarding securities, as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements and to comply with the requirements of Form N-SAR, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

The management of the Fund is responsible for establishing and maintaining effective internal control over financial reporting. In fulfilling this responsibility, estimates and judgments by management are required to assess the expected benefits and related costs of controls. A funds’ internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A funds’ internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the fund; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the fund are being made only in accordance with authorizations of management and directors of the fund; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of a fund's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

A deficiency in internal control over financial reporting exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent or detect misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Fund's annual or interim financial statements will not be prevented or detected on a timely basis.

Our consideration of the Funds’ internal control over financial reporting was for the limited purpose described in the first paragraph and would not necessarily disclose all deficiencies in internal control that might be material weaknesses under standards established by the Public Company Accounting Oversight Board (United States). However, we noted no deficiencies in the Fund's internal control over financial reporting and its operation, including controls for safeguarding securities, that we consider to be a material weakness, as defined above, as of July 31, 2012.

This report is intended solely for the information and use of management and the Board of Directors of BlackRock MuniHoldings Quality Fund II, Inc., BlackRock MuniYield California Quality Fund, Inc., BlackRock MuniYield Michigan Quality Fund II, Inc., BlackRock MuniYield New York Quality Fund, Inc., BlackRock MuniYield Quality Fund III, Inc. and the Securities and Exchange Commission and is not intended to be and should not be used by anyone other than these specified parties.


/s/ Deloitte & Touche LLP
Boston, Massachusetts
September 26, 2012