JANUARY 28, 2013

PROSPECTUS
 
 

BlackRock Funds SM     |   Investor and Institutional Shares

>
  BlackRock All-Cap Energy & Resources Portfolio
Investor A: BACAX • Investor B: BACBX • Investor C: BACCX • Institutional: BACIX
>
  BlackRock Energy & Resources Portfolio
Investor A: SSGRX • Investor B: SSGPX • Investor C: SSGDX • Institutional: SGLSX
>
  BlackRock World Gold Fund
Investor A: BWGAX • Investor C: BWGCX • Institutional: BWGIX

This Prospectus contains information you should know before investing, including information about risks. Please read it before you invest and keep it for future reference.

The Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this Prospectus. Any representation to the contrary is a criminal offense.

Not FDIC Insured  • No Bank Guarantee • May Lose Value
              
 
 
 

Table of Contents


Fund Overview               
Key facts and details about the Funds listed in this prospectus including investment objectives, principal strategies, risk factors, fee and expense information, and historical performance information
                   
                             3     
                             9     
                             15     
                             20     
 
Details About the Funds                            21     
                             27     
 
Account Information               
Information about account services, sales charges & waivers, shareholder transactions, and distribution and other payments
                   
                             35     
                             38     
                             42     
                             43     
                             49     
                             50     
                             51     
                             51     
 
Management of the Funds               
Information about BlackRock and the Portfolio Managers
                   
                             53     
                             55     
                             55     
                             56     
                             57     
 
Financial Highlights                            59     
 
General Information                            70     
                             70     
                             71     
 
Glossary                            72     
 
For More Information                            Inside Back Cover      
                             Back Cover      
 
 
 

Fund Overview

Key Facts About BlackRock All-Cap Energy & Resources Portfolio

Investment Objective

The investment objective of BlackRock All-Cap Energy & Resources Portfolio (“All-Cap Energy & Resources” or the “Fund”), a series of BlackRock Funds SM (the “Trust”), is to provide long-term growth of capital.


Fees and Expenses of the Fund

This table describes the fees and expenses that you may pay if you buy and hold shares of All-Cap Energy & Resources. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in the fund complex advised by BlackRock Advisors, LLC (“BlackRock”). More information about these and other discounts is available from your financial professional and in the “Details About the Share Classes” section on page 38 of the Fund’s prospectus and in the “Purchase of Shares” section on page II-58 of the Fund’s statement of additional information.

Shareholder Fees
(fees paid directly from your investment)



   
Investor A
Shares

   
Investor B
Shares

   
Investor C
Shares

   
Institutional
Shares

Maximum Sales Charge (Load) Imposed on Purchases
(as percentage of offering price)
                      5.25 %         
None
 
    
None
 
    
None
Maximum Deferred Sales Charge (Load) (as percentage of
offering price or redemption proceeds, whichever is lower)
              
None
1  
            4.50 % 2                  1.00 % 3          
None
 

Annual Fund Operating Expenses
(expenses that you pay each year as a
percentage of the value of your investment)



   
Investor A
Shares

   
Investor B
Shares

   
Investor C
Shares

   
Institutional
Shares

Management Fee
                      0.75 %                 0.75 %                 0.75 %                 0.75 %    
Distribution and/or Service (12b-1) Fees
                      0.25 %                 1.00 %                 1.00 %         
None
 
Other Expenses
                      0.35 %                 0.45 %                 0.33 %                 0.20 %    
Total Annual Fund Operating Expenses
                      1.35 %                 2.20 %                 2.08 %                 0.95 %    
Fee Waivers and/or Expense Reimbursements 4
                                        (0.10 )%                                         
Total Annual Fund Operating Expenses After Fee Waivers and/or Expense Reimbursements 4
                      1.35 %                 2.10 %                 2.08 %                 0.95 %    
 
1   A contingent deferred sales charge (“CDSC”) of 1.00% is assessed on certain redemptions of Investor A Shares made within 18 months after purchase where no initial sales charge was paid at time of purchase as part of an investment of $1,000,000 or more.
2   The CDSC is 4.50% if shares are redeemed in less than one year. The CDSC for Investor B Shares decreases for redemptions made in subsequent years. After six years there is no CDSC on Investor B Shares. (See the section “Details About the Share Classes — Investor B Shares” in the Fund’s prospectus for the complete schedule of CDSCs.)
3   There is no CDSC on Investor C Shares after one year.
4   As described in the “Management of the Funds” section of the Fund’s prospectus on pages 53-58, BlackRock has contractually agreed to waive and/or reimburse fees or expenses in order to limit Total Annual Fund Operating Expenses After Fee Waivers and/or Expense Reimbursements (excluding Dividend Expense, Interest Expense, Acquired Fund Fees and Expenses and certain other Fund expenses) as a percentage of average daily net assets to 1.38% (for Investor A Shares), 2.10% (for Investor B and Investor C Shares), and 0.96% (for Institutional Shares) until February 1, 2014. The Fund may have to repay some of these waivers and/or reimbursements to BlackRock in the following two years. The agreement may be terminated upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of the Fund.

3

 
 

Example:

This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:




   
1 Year
   
3 Years
   
5 Years
   
10 Years
Investor A Shares
                   $ 655               $ 930               $ 1,226               $ 2,064     
Investor B Shares
                   $ 663               $ 1,029               $ 1,371               $ 2,311     
Investor C Shares
                   $ 311               $ 652               $ 1,119               $ 2,410     
Institutional Shares
                   $ 97               $ 303               $ 525               $ 1,166     
 

You would pay the following expenses if you did not redeem your shares:




   
1 Year
   
3 Years
   
5 Years
   
10 Years
Investor B Shares
                   $ 213               $   679               $ 1,171               $ 2,311     
Investor C Shares
                   $ 211               $ 652               $ 1,119               $ 2,410     
 

Portfolio Turnover:

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 19% of the average value of its portfolio.

Principal Investment Strategies of the Fund

Under normal conditions, All-Cap Energy & Resources invests at least 80% of its total assets in equity securities of global energy and natural resources companies and companies in associated businesses, as well as utilities (such as gas, water, cable, electrical and telecommunications utilities). Equity securities include common and preferred stock, convertible securities, warrants, depositary receipts and securities or other instruments whose price is linked to the price of common stock.

The Fund will concentrate its investments ( i.e. , invest more than 25% of its assets) in energy or natural resources companies. The Fund may invest without limit in companies located anywhere in the world and will generally invest in at least three countries and in companies tied economically to a number of countries. The Fund expects to invest primarily in developed markets, but may also invest in emerging markets. The Fund may invest in companies of any size.

The Fund may, when consistent with the Fund’s investment objective, buy or sell options or futures on a security or an index of securities and may buy options on a currency or a basket of currencies (commonly known as derivatives).

The Fund is a non-diversified fund, which means that it can invest more of its assets in fewer companies than a diversified fund.

Principal Risks of Investing in the Fund

Risk is inherent in all investing. The value of your investment in All-Cap Energy & Resources, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in the Fund or your investment may not perform as well as other similar investments. The following is a summary description of principal risks of investing in the Fund.

n
  Commodities Market Risk — Stocks of companies engaged in commodities related industries, such as energy or natural resources companies, are especially affected by variations in the commodities markets (that may be due to market events, regulatory developments or other factors that the Fund cannot control) and these companies may lack the resources and the broad business lines to weather hard times.
n
  Concentration Risk — The Fund’s strategy of concentrating in energy and natural resources companies means that its performance will be closely tied to the performance of a particular market segment. The Fund’s concentration in these companies may present more risks than if it were broadly diversified over numerous industries and sectors of

4

 
 


  the economy. A downturn in these companies would have a larger impact on the Fund than on a mutual fund that does not concentrate in such companies. At times, the performance of these companies will lag the performance of other industries or the broader market as a whole.
n
  Convertible Securities Risk — The market value of a convertible security performs like that of a regular debt security; that is, if market interest rates rise, the value of a convertible security usually falls. In addition, convertible securities are subject to the risk that the issuer will not be able to pay interest or dividends when due, and their market value may change based on changes in the issuer’s credit rating or the market’s perception of the issuer’s creditworthiness. Since it derives a portion of its value from the common stock into which it may be converted, a convertible security is also subject to the same types of market and issuer risks that apply to the underlying common stock.
n
  Depositary Receipts Risk — The issuers of unsponsored depositary receipts are not obligated to disclose information that is, in the United States, considered material. Therefore, there may be less information available regarding these issuers and there may not be a correlation between such information and the market value of the depositary receipts. Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may be converted.
n
  Derivatives Risk — The Fund’s use of derivatives may reduce the Fund’s returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. A risk of the Fund’s use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. The possible lack of a liquid secondary market for derivatives and the resulting inability of the Fund to sell or otherwise close a derivatives position could expose the Fund to losses and could make derivatives more difficult for the Fund to value accurately. Derivatives may give rise to a form of leverage and may expose the Fund to greater risk and increase its costs. Recent legislation calls for new regulation of the derivatives markets. The extent and impact of the regulation is not yet known and may not be known for some time. New regulation may make derivatives more costly, may limit the availability of derivatives, or may otherwise adversely affect the value or performance of derivatives.
n
  Emerging Markets Risk — Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyperinflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.
n
  Equity Securities Risk — Stock markets are volatile. The price of equity securities fluctuates based on changes in a company’s financial condition and overall market and economic conditions.
n
  Foreign Securities Risk — Foreign investments often involve special risks not present in U.S. investments that can increase the chances that the Fund will lose money. These risks include:
  The Fund generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.
  Changes in foreign currency exchange rates can affect the value of the Fund’s portfolio.
  The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.
  The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.
  Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.
  Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.
n
  Geographic Concentration Risk — From time to time the Fund may invest a substantial amount of its assets in issuers located in a single country or a limited number of countries. If the Fund concentrates its investments in this manner, it assumes the risk that economic, political and social conditions in those countries will have a significant impact on its investment performance. The Fund’s investment performance may also be more volatile if it concentrates its investments in certain countries, especially emerging market countries.

5

 
 

n
  Leverage Risk — Some transactions may give rise to a form of economic leverage. These transactions may include, among others, derivatives, and may expose the Fund to greater risk and increase its costs. The use of leverage may cause the Fund to liquidate portfolio positions when it may not be advantageous to do so to satisfy its obligations or to meet any required asset segregation requirements. Increases and decreases in the value of the Fund’s portfolio will be magnified when the Fund uses leverage.
n
  Market Risk and Selection Risk — Market risk is the risk that one or more markets in which the Fund invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by Fund management will underperform the markets, the relevant indices or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.
n
  Mid-Cap Securities Risk — The securities of mid-cap companies generally trade in lower volumes and are generally subject to greater and less predictable price changes than the securities of larger capitalization companies.
n
  Non-Diversification Risk — The Fund is a non-diversified fund. Because the Fund may invest in securities of a smaller number of issuers, it may be more exposed to the risks associated with and developments affecting an individual issuer than a fund that invests more widely.
n
  Small Cap Securities Risk — Small cap companies may have limited product lines or markets. They may be less financially secure than larger, more established companies. They may depend on a more limited management group than larger capitalized companies.
n
  Warrants Risk — If the price of the underlying stock does not rise above the exercise price before the warrant expires, the warrant generally expires without any value and the Fund loses any amount it paid for the warrant. Thus, investments in warrants may involve substantially more risk than investments in common stock. Warrants may trade in the same markets as their underlying stock; however, the price of the warrant does not necessarily move with the price of the underlying stock.

6

 
 

Performance Information

The information shows you how the performance of All-Cap Energy & Resources has varied year by year and provides some indication of the risks of investing in the Fund. The table compares the Fund’s performance to that of the S&P 500 ® Index. The table also compares the Fund’s performance to that of a customized weighted index, comprised of 70% Wilshire 5000 Modified Energy Cap Weighted Index and 30% MSCI All-Country World Energy Index, which is relevant to the Fund because it has characteristics similar to the Fund’s investment strategies. As with all such investments, past performance (before and after taxes) is not an indication of future results. Sales charges are not reflected in the bar chart. If they were, returns would be less than those shown. However, the table includes all applicable fees and sales charges. If BlackRock and its affiliates had not waived or reimbursed certain Fund expenses during these periods, the Fund’s returns would have been lower. Updated information on the Fund’s performance can be obtained by visiting http://www.blackrock.com/funds or can be obtained by phone at (800) 882-0052.

Investor A Shares
ANNUAL TOTAL RETURNS
BlackRock All-Cap Energy & Resources Portfolio
As of 12/31


 
 

During the period shown in the bar chart, the highest return for a quarter was 28.89% (quarter ended June 30, 2008) and the lowest return for a quarter was –39.62% (quarter ended December 31, 2008).

As of 12/31/12
Average Annual Total Returns



   
1 Year
   
5 Years
   
Since Inception
(February 16, 2005)

BlackRock All-Cap Energy & Resources Portfolio — Investor A
Return Before Taxes
                      (9.15 )%                 (6.33 )%                 5.83 %    
Return After Taxes on Distributions
                      (9.15 )%                  (6.84 )%                  5.33 %     
Return After Taxes on Distributions and Sale of Shares
                      (5.95 )%                  (5.42 )%                   4.94 %     
BlackRock All-Cap Energy & Resources Portfolio — Investor B
Return Before Taxes
                      (9.16 )%                 (6.35 )%                 5.76 %    
BlackRock All-Cap Energy & Resources Portfolio — Investor C
Return Before Taxes
                      (5.74 )%                 (6.00 )%                 5.80 %    
BlackRock All-Cap Energy & Resources Portfolio — Institutional
Return Before Taxes
                      (3.69 )%                 (4.93 )%                 6.99 %    
S&P 500 ® Index
(Reflects no deduction for fees, expenses or taxes)
                      16.00 %                 1.66 %                 4.27 %    
70% Wilshire 5000 Modified Energy Cap Weighted Index/
30% MSCI All-Country World Energy Index
(Reflects no deduction for fees, expenses or taxes)
                      2.98 %                 (1.03 )%                 9.02 %    
 

After-tax returns are calculated using the historical highest individual Federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown, and the after-tax returns shown are not relevant to investors who hold their shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor A Shares only, and the after-tax returns for Investor B, Investor C and Institutional Shares will vary.

7

 
 

Investment Manager

All-Cap Energy & Resources’ investment manager is BlackRock Advisors, LLC (previously defined as “BlackRock”).

Portfolio Managers

Name



   
Portfolio Manager
of the Fund Since

   
Title
Denis Walsh, CFA
              
2005
    
Managing Director of BlackRock, Inc.
Daniel Neumann, CFA
              
2012
    
Managing Director of BlackRock, Inc.
 

* * *

For important information about purchase and sale of Fund shares, tax information and financial intermediary compensation, please turn to “Important Additional Information” on page 20 of this prospectus.

8

 
 

Fund Overview

Key Facts About BlackRock Energy & Resources Portfolio

Investment Objective

The investment objective of BlackRock Energy & Resources Portfolio (“Energy & Resources” or the “Fund”), a series of BlackRock Funds SM (the “Trust”), is to provide long-term growth of capital.


Fees and Expenses of the Fund

This table describes the fees and expenses that you may pay if you buy and hold shares of Energy & Resources. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in the fund complex advised by BlackRock Advisors, LLC (“BlackRock”). More information about these and other discounts is available from your financial professional in the “Details About the Share Classes” section on page 38 of the Fund’s prospectus and in the “Purchase of Shares” section on page II-58 of the Fund’s statement of additional information.

Shareholder Fees
(fees paid directly from your investment)



   
Investor A
Shares

   
Investor B
Shares

   
Investor C
Shares

   
Institutional
Shares

Maximum Sales Charge (Load) Imposed on Purchases
(as percentage of offering price)
                      5.25 %         
None
 
    
None
 
    
None
Maximum Deferred Sales Charge (Load) (as percentage of
offering price or redemption proceeds, whichever is lower)
              
None
1  
            4.50 % 2                  1.00 % 3          
None
 
Annual Fund Operating Expenses
(expenses that you pay each year as a
percentage of the value of your investment)



   
Investor A
Shares

   
Investor B
Shares

   
Investor C
Shares

   
Institutional
Shares

Management Fee
                      0.74 %                 0.74 %                 0.74 %                 0.74 %    
Distribution and/or Service (12b-1) Fees
                      0.25 %                 1.00 %                 1.00 %         
None
 
Other Expenses
                      0.35 %                 0.42 %                 0.33 %                 0.25 %    
Total Annual Fund Operating Expenses
                      1.34 %                 2.16 %                 2.07 %                 0.99 %    
Fee Waivers and/or Expense Reimbursements 4
                                        (0.06 )%                                        
Total Annual Fund Operating Expenses After Fee Waivers and/or Expense Reimbursements 4
                      1.34 %                 2.10 %                 2.07 %                 0.99 %    
 
1   A contingent deferred sales charge (“CDSC”) of 1.00% is assessed on certain redemptions of Investor A Shares made within 18 months after purchase where no initial sales charge was paid at time of purchase as part of an investment of $1,000,000 or more.
2   The CDSC is 4.50% if shares are redeemed in less than one year. The CDSC for Investor B Shares decreases for redemptions made in subsequent years. After six years there is no CDSC on Investor B Shares. (See the section “Details About the Share Classes — Investor B Shares” in the Fund’s prospectus for the complete schedule of CDSCs.)
3   There is no CDSC on Investor C Shares after one year.
4   As described in the “Management of the Funds” section of the Fund’s prospectus on pages 53-58, BlackRock has contractually agreed to waive and/or reimburse fees or expenses in order to limit Total Annual Fund Operating Expenses After Fee Waivers and/or Expense Reimbursements (excluding Dividend Expense, Interest Expense, Acquired Fund Fees and Expenses and certain other Fund expenses) as a percentage of average daily net assets to 1.38% (for Investor A Shares), 2.10% (for Investor B and Investor C Shares), and 1.07% (for Institutional Shares) until February 1, 2014. The Fund may have to repay some of these waivers and/or reimbursements to BlackRock in the following two years. The agreement may be terminated upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of the Fund.

9

 
 

Example:

This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:




   
1 Year
   
3 Years
   
5 Years
   
10 Years
Investor A Shares
                   $ 654               $ 927               $ 1,221               $ 2,053     
Investor B Shares
                   $ 663               $ 1,020               $ 1,354               $ 2,280     
Investor C Shares
                   $ 310               $ 649               $ 1,114               $ 2,400     
Institutional Shares
                   $ 101               $ 315               $ 547               $ 1,213     
 

You would pay the following expenses if you did not redeem your shares:




   
1 Year
   
3 Years
   
5 Years
   
10 Years
Investor B Shares
                   $ 213               $    670               $ 1,154               $ 2,280     
Investor C Shares
                   $ 210               $ 649               $ 1,114               $ 2,400     
 

Portfolio Turnover:

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 15% of the average value of its portfolio.


Principal Investment Strategies of the Fund

Under normal conditions, Energy & Resources invests at least 80% of its total assets in equity securities of global energy and natural resources companies and companies in associated businesses, as well as utilities (such as gas, water, cable, electrical and telecommunications utilities). Equity securities include common and preferred stock, convertible securities, warrants, depositary receipts and securities or other instruments whose price is linked to the price of common stock.

The Fund intends to emphasize small companies but may from time to time emphasize companies of other sizes.

The Fund will concentrate its investments ( i.e. , invest more than 25% of its assets) in energy or natural resources companies. The Fund may invest without limit in companies located anywhere in the world and will generally invest in at least three countries and in companies tied economically to a number of countries. The Fund expects to invest primarily in developed markets, but may also invest in emerging markets.

The Fund may, when consistent with the Fund’s investment objective, buy or sell options or futures on a security or an index of securities and may buy options on a currency or a basket of currencies (commonly known as derivatives).

The Fund is a non-diversified fund, which means that it can invest more of its assets in fewer companies than a diversified fund.

Principal Risks of Investing in the Fund

Risk is inherent in all investing. The value of your investment in Energy & Resources, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in the Fund or your investment may not perform as well as other similar investments. The following is a summary description of principal risks of investing in the Fund.

n
  Commodities Market Risk — Stocks of companies engaged in commodities related industries, such as energy or natural resources companies, are especially affected by variations in the commodities markets (that may be due to market events, regulatory developments or other factors that the Fund cannot control) and these companies may lack the resources and the broad business lines to weather hard times.

10

 
 

n
  Concentration Risk — The Fund’s strategy of concentrating in energy and natural resources companies means that its performance will be closely tied to the performance of a particular market segment. The Fund’s concentration in these companies may present more risks than if it were broadly diversified over numerous industries and sectors of the economy. A downturn in these companies would have a larger impact on the Fund than on a mutual fund that does not concentrate in such companies. At times, the performance of these companies will lag the performance of other industries or the broader market as a whole.
n
  Convertible Securities Risk — The market value of a convertible security performs like that of a regular debt security; that is, if market interest rates rise, the value of a convertible security usually falls. In addition, convertible securities are subject to the risk that the issuer will not be able to pay interest or dividends when due, and their market value may change based on changes in the issuer’s credit rating or the market’s perception of the issuer’s creditworthiness. Since it derives a portion of its value from the common stock into which it may be converted, a convertible security is also subject to the same types of market and issuer risks that apply to the underlying common stock.
n
  Depositary Receipts Risk — The issuers of unsponsored depositary receipts are not obligated to disclose information that is, in the United States, considered material. Therefore, there may be less information available regarding these issuers and there may not be a correlation between such information and the market value of the depositary receipts. Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may be converted.
n
  Derivatives Risk — The Fund’s use of derivatives may reduce the Fund’s returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. A risk of the Fund’s use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. The possible lack of a liquid secondary market for derivatives and the resulting inability of the Fund to sell or otherwise close a derivatives position could expose the Fund to losses and could make derivatives more difficult for the Fund to value accurately. Derivatives may give rise to a form of leverage and may expose the Fund to greater risk and increase its costs. Recent legislation calls for new regulation of the derivatives markets. The extent and impact of the regulation is not yet known and may not be known for some time. New regulation may make derivatives more costly, may limit the availability of derivatives, or may otherwise adversely affect the value or performance of derivatives.
n
  Emerging Markets Risk — Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyperinflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.
n
  Equity Securities Risk — Stock markets are volatile. The price of equity securities fluctuates based on changes in a company’s financial condition and overall market and economic conditions.
n
  Foreign Securities Risk — Foreign investments often involve special risks not present in U.S. investments that can increase the chances that the Fund will lose money. These risks include:
  The Fund generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.
  Changes in foreign currency exchange rates can affect the value of the Fund’s portfolio.
  The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.
  The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.
  Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.
  Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

11

 
 

n
  Geographic Concentration Risk — From time to time the Fund may invest a substantial amount of its assets in issuers located in a single country or a limited number of countries. If the Fund concentrates its investments in this manner, it assumes the risk that economic, political and social conditions in those countries will have a significant impact on its investment performance. The Fund’s investment performance may also be more volatile if it concentrates its investments in certain countries, especially emerging market countries.
n
  Leverage Risk — Some transactions may give rise to a form of economic leverage. These transactions may include, among others, derivatives, and may expose the Fund to greater risk and increase its costs. The use of leverage may cause the Fund to liquidate portfolio positions when it may not be advantageous to do so to satisfy its obligations or to meet any required asset segregation requirements. Increases and decreases in the value of the Fund’s portfolio will be magnified when the Fund uses leverage.
n
  Market Risk and Selection Risk — Market risk is the risk that one or more markets in which the Fund invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by Fund management will underperform the markets, the relevant indices or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.
n
  Mid-Cap Securities Risk — The securities of mid-cap companies generally trade in lower volumes and are generally subject to greater and less predictable price changes than the securities of larger capitalization companies.
n
  Non-Diversification Risk — The Fund is a non-diversified fund. Because the Fund may invest in securities of a smaller number of issuers, it may be more exposed to the risks associated with and developments affecting an individual issuer than a fund that invests more widely.
n
  Small Cap Securities Risk — Small cap companies may have limited product lines or markets. They may be less financially secure than larger, more established companies. They may depend on a more limited management group than larger capitalized companies.
n
  Warrants Risk — If the price of the underlying stock does not rise above the exercise price before the warrant expires, the warrant generally expires without any value and the Fund loses any amount it paid for the warrant. Thus, investments in warrants may involve substantially more risk than investments in common stock. Warrants may trade in the same markets as their underlying stock; however, the price of the warrant does not necessarily move with the price of the underlying stock.

12

 
 

Performance Information

On January 31, 2005, Energy & Resources reorganized with the State Street Research Global Resources Fund (the “SSR Fund”), which had investment objectives and strategies substantially similar to the Fund. For periods prior to January 31, 2005, the chart and table show performance information for the SSR Fund.

The information shows you how the Fund’s performance has varied year by year and provides some indication of the risks of investing in the Fund. The table compares the Fund’s performance to that of the S&P 500 ® Index. The table also compares the Fund’s performance to that of the Wilshire 5000 Modified Energy Equal Weighted Index, which is relevant to the Fund because it has characteristics similar to the Fund’s investment strategies. As with all such investments, past performance (before and after taxes) is not an indication of future results. Sales charges are not reflected in the bar chart. If they were, returns would be less than those shown. However, the table includes all applicable fees and sales charges. If BlackRock and its affiliates had not waived or reimbursed certain Fund expenses during these periods, the Fund’s returns would have been lower. Updated information on the Fund’s performance can be obtained by visiting http://www.blackrock.com/funds or can be obtained by phone at (800) 882-0052.

Investor A Shares
ANNUAL TOTAL RETURNS 1
BlackRock Energy & Resources Portfolio
As of 12/31


 
 

During the ten-year period shown in the bar chart, the highest return for a quarter was 45.48% (quarter ended June 30, 2008) and the lowest return for a quarter was –44.58% (quarter ended September 30, 2008).

As of 12/31/12
Average Annual Total Returns



   
1 Year
   
5 Years 1
   
10 Years 1
BlackRock Energy & Resources Portfolio — Investor A
Return Before Taxes
                      (14.88 )%                 (5.65 )%                 14.45 %    
Return After Taxes on Distributions
                      (14.90 )%                  (6.88 )%                  12.49 %     
Return After Taxes on Distributions and Sale of Shares
                      (9.65 )%                 (5.13 )%                  12.60 %     
BlackRock Energy & Resources Portfolio — Investor B
                                                                     
Return Before Taxes
                      (14.80 )%                 (5.56 )%                 14.41 %    
BlackRock Energy & Resources Portfolio — Investor C
Return Before Taxes
                      (11.73 )%                 (5.31 )%                 14.26 %    
BlackRock Energy & Resources Portfolio — Institutional
                                                                     
Return Before Taxes
                      (9.87 )%                 (4.29 )%                 15.43 %    
S&P 500 ® Index
(Reflects no deduction for fees, expenses or taxes)
                      16.00 %                 1.66 %                 7.10 %    
Wilshire 5000 Modified Energy Equal Weighted Index
(Reflects no deduction for fees, expenses or taxes)
                      (0.49 )%                 2.77 %                 17.30 %    
 
1   A portion of the Fund’s total return was attributable to proceeds received in the fiscal year ended September 30, 2009 in a settlement of litigation.

13

 
 

After-tax returns are calculated using the historical highest individual Federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown, and the after-tax returns shown are not relevant to investors who hold their shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor A Shares only, and the after-tax returns for Investor B, Investor C and Institutional Shares will vary.

Investment Manager

Energy & Resources’ investment manager is BlackRock Advisors, LLC (previously defined as “BlackRock”).

Portfolio Managers

Name



   
Portfolio Manager
of the Fund Since

   
Title
Denis Walsh, CFA
              
2005
    
Managing Director of BlackRock, Inc.
Daniel Neumann, CFA
              
2012
    
Managing Director of BlackRock, Inc.
 

* * *

For important information about purchase and sale of Fund shares, tax information and financial intermediary compensation, please turn to “Important Additional Information” on page 20 of this prospectus.

14

 
 

Fund Overview

Key Facts About BlackRock World Gold Fund

Investment Objective

The investment objective of the BlackRock World Gold Fund (“World Gold” or the “Fund”), a series of BlackRock Funds SM (the “Trust”), is to seek to maximize total return. Total return means the combination of capital appreciation and investment income.


Fees and Expenses of the Fund

This table describes the fees and expenses that you may pay if you buy and hold shares of World Gold. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in the fund complex advised by BlackRock Advisors, LLC (“BlackRock”). More information about these and other discounts is available from your financial professional and in the “Details About the Share Classes” section on page 38 of the Fund’s prospectus and in the “Purchase of Shares” section on page II-58 of the Fund’s statement of additional information (“SAI”).

Shareholder Fees
(fees paid directly from your investment)



   
Investor A
Shares

   
Investor C
Shares

   
Institutional
Shares

Maximum Sales Charge (Load) Imposed on Purchases
(as percentage of offering price)
                      5.25 %         
None
 
    
None
Maximum Deferred Sales Charge (Load) (as percentage of
offering price or redemption proceeds, whichever is lower)
              
None
1
  1.00 % 2            
None        
 

Annual Fund Operating Expenses
(expenses that you pay each year as a
percentage of the value of your investment)



   
Investor A
Shares

   
Investor C
Shares

   
Institutional
Shares

Management Fee
                      0.75 %                 0.75 %                 0.75 %    
Distribution and/or Service (12b-1) Fees
                      0.25 %                 1.00 %         
None
Other Expenses
                      1.86 %                 1.81 %                 1.60 %    
Other Expenses of the Fund
              
1.85%
    
1.80%
    
1.59%
Other Expenses of the Subsidiary
              
0.01%
    
0.01%
    
0.01%
Total Annual Fund Operating Expenses
                      2.86 %                 3.56 %                 2.35 %    
Fee Waivers and/or Expense Reimbursements 3
                      (1.37 )%                 (1.29 )%                 (1.11 )%    
Total Annual Fund Operating Expenses After Fee Waivers
and/or Expense Reimbursements 3
                      1.49 %                 2.27 %                 1.24 %    
 
1   A contingent deferred sales charge (“CDSC”) of 1.00% is assessed on certain redemptions of Investor A Shares made within 18 months after purchase where no initial sales charge was paid at time of purchase as part of an investment of $1,000,000 or more.
2   There is no CDSC on Investor C Shares after one year.
3   As described in the “Management of the Funds” section of the Fund’s prospectus on pages 53-58, BlackRock has contractually agreed to waive and/or reimburse fees or expenses in order to limit Total Annual Fund Operating Expenses After Fee Waivers and/or Expense Reimbursements (excluding Dividend Expense, Interest Expense, Acquired Fund Fees and Expenses and certain other Fund expenses) as a percentage of average daily net assets to 1.49% (for Investor A Shares), 2.27% (for Investor C Shares) and 1.24% (for Institutional Shares) until February 1, 2014. The Fund may have to repay some of these waivers and/or reimbursements to BlackRock in the following two years. The agreement may be terminated upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of the Fund.

15

 
 

Example:

This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:




   
1 Year
   
3 Years
   
5 Years
   
10 Years
Investor A Shares
                   $ 669               $ 1,242               $ 1,840               $ 3,450     
Investor C Shares
                   $ 330               $ 972               $ 1,736               $ 3,743     
Institutional Shares
                   $ 126               $ 627               $ 1,155               $ 2,601     
 

You would pay the following expenses if you did not redeem your shares:




   
1 Year
   
3 Years
   
5 Years
   
10 Years
Investor C Shares
                   $ 230               $   972               $ 1,736               $ 3,743     
 

Portfolio Turnover:

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 23% of the average value of its portfolio.


Principal Investment Strategies of the Fund

World Gold seeks to achieve its objective by investing primarily in equity securities of gold-related companies. A company is considered a “gold-related company” when, at the time of purchase, at least 50% of the non-current assets, capitalization, gross revenues or operating profits of the company in the most recent or current fiscal year are involved in or result from (directly or indirectly through subsidiaries) gold-mining and/or other related activities, including but not limited to, exploring for, extracting, refining or processing gold. Under normal circumstances, the Fund invests at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of gold-related companies. For purposes of this policy, investments in exchange traded funds (“ETFs”) that invest primarily in physical gold or in equity securities of gold-related companies will be treated as investments in equity securities of gold-related companies. Equity securities include common stock, preferred stock, securities convertible into common stock or securities or other instruments whose price is linked to the value of common stock. The Fund may also invest in the equity securities of companies whose predominant economic activity is the mining of other precious metals, minerals or base metals and in related ETFs. The Fund generally does not hold physical gold or other precious metals.

The Fund may seek to provide exposure to the investment returns of gold and other precious metals that trade in the commodity markets through investments designed to provide this exposure without direct investment in gold or other precious metals or futures contracts related thereto. Such exposure may be obtained through investments in derivative instruments linked to gold and other precious metals and investment vehicles, such as ETFs, that exclusively invest in gold and other precious metals. The Fund may make such investments directly or through investments in BlackRock Cayman World Gold Fund 1, Ltd. (the “Subsidiary”), a wholly-owned subsidiary of the Fund formed in the Cayman Islands, which invests primarily in instruments related to gold or other precious metals, including through certain derivatives transactions. The Fund will not invest more than 25% of its total assets (measured at the time of investment) in the Subsidiary.

The Fund will normally invest in both U.S. and non-U.S. companies, including companies located in emerging markets, such as Russia, and in securities denominated in both U.S. dollars and foreign currencies. The Fund may invest in securities of issuers of any market capitalization.

The Fund seeks to invest in companies that offer the best exposure to metals and minerals prices within an acceptable risk level. The Fund attempts to identify inefficiencies in the market by constructing the portfolio to reflect Fund management’s views of the macro-economic environment (relating to the precious metals sector) as well as by using a “bottom up” approach, which entails the fundamental analysis of individual stocks and companies.

The Fund is a non-diversified fund, which means that it can invest more of its assets in fewer companies than a diversified fund.

16

 
 

Principal Risks of Investing in the Fund

Risk is inherent in all investing. The value of your investment in World Gold, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in the Fund or your investment may not perform as well as other similar investments. The following is a summary description of principal risks of investing in the Fund.

n
  Concentration Risk — The Fund’s strategy of concentrating in gold-related companies means that its performance will be closely tied to the performance of a particular market segment. The Fund’s concentration in these companies may present more risks than if it were broadly diversified over numerous industries and sectors of the economy. A downturn in these companies would have a greater impact on the Fund than on a mutual fund that does not concentrate in such companies. At times, the performance of these companies will lag the performance of other industries or the broader market as a whole.
n
  Emerging Markets Risk — Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyperinflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.
n
  Equity Securities Risk — Stock markets are volatile. The price of equity securities fluctuates based on changes in a company’s financial condition and overall market and economic conditions.
n
  Foreign Securities Risk — Foreign investments often involve special risks not present in U.S. investments that can increase the chances that the Fund will lose money. These risks include:
  The Fund generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.
  Changes in foreign currency exchange rates can affect the value of the Fund’s portfolio.
  The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.
  The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.
  Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.
  Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.
n
  Gold and Other Precious Metal-Related Securities Risk — The price of gold and other precious metals and of gold and other precious metal-related securities historically have been very volatile. The high volatility of gold and other precious metal prices may adversely affect the financial condition of companies involved with gold and other precious metals. The production and sale of precious metals by governments or central banks or other larger holders can be affected by various economic, financial, social and political factors, which may be unpredictable and may have a significant impact on the supply and prices of precious metals. The largest producers of gold are China, Australia, the Republic of South Africa, the United States and the Commonwealth of Independent States (which includes Russia and certain other countries that were part of the former Soviet Union). Economic and political conditions in those countries in particular may have a direct effect on the production and marketing of gold and on sales of central bank gold holdings.
  Some gold and precious metals mining operation companies may hedge their exposure to falls in gold and precious metals prices by selling forward future production, which may result in lower returns during periods when the price of gold and precious metals increases. Other factors that may affect the price of gold and other precious metals and securities related to them include changes in inflation, the outlook for inflation and changes in industrial and commercial demand for precious metals.
  In addition, in many gold-producing countries, the activities of companies engaged in gold mining are subject to the policies adopted by government officials and agencies and are subject to national and international political and economic developments. Moreover, political, social and economic conditions in many gold-producing countries are

17

 
 

  somewhat unsettled, which may pose certain risks to the Fund in addition to the risks described above in “Emerging Markets Risk” and “Foreign Securities Risk” because the Fund may hold a portion of its assets in securities of issuers in such countries.
n
  Investment in Other Investment Companies Risk — As with other investments, investments in other investment companies, including ETFs, are subject to market and selection risk. In addition, if the Fund acquires shares of investment companies, shareholders bear both their proportionate share of expenses in the Fund (including management and advisory fees) and, indirectly, the expenses of the investment companies. To the extent the Fund is held by an affiliated fund, the ability of the Fund itself to hold other investment companies may be limited.
n
  Market Risk and Selection Risk — Market risk is the risk that one or more markets in which the Fund invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by Fund management will underperform the markets, the relevant indices or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.
n
  Non-Diversification Risk — The Fund is a non-diversified fund. Because the Fund may invest in securities of a smaller number of issuers, it may be more exposed to the risks associated with and developments affecting an individual issuer than a fund that invests more widely.
n
  Subsidiary Risk — By investing in the Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary’s investments. The instruments related to gold and other precious metals-related securities held by the Subsidiary are generally subject to the same risks that apply to similar investments if held directly by the Fund (see “Gold and Other Precious Metal-Related Securities Risk” above). There can be no assurance that the investment objective of the Subsidiary will be achieved. The Subsidiary is not registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”), and, unless otherwise noted in this prospectus, is not subject to all the investor protections of the Investment Company Act. However, the Fund wholly owns and controls the Subsidiary, and the Fund and the Subsidiary are both managed by BlackRock, making it unlikely that the Subsidiary will take action contrary to the interests of the Fund and its shareholders. Changes in the laws of the United States and/or the Cayman Islands could result in the inability of the Fund and/or the Subsidiary to operate as described in this prospectus and the SAI and could adversely affect the Fund.

18

 
 

Performance Information

The information shows you how the performance of World Gold has varied for the periods since inception and provides some indication of the risks of investing in the Fund. The table compares the Fund’s performance to that of the FTSE Gold Mines Index. As with all such investments, past performance (before and after taxes) is not an indication of future results. Sales charges are not reflected in the bar chart. If they were, returns would be less than those shown. However, the table includes all applicable fees and sales charges. If BlackRock and its affiliates had not waived or reimbursed certain Fund expenses during these periods, the Fund’s returns would have been lower. Updated information on the Fund’s performance can be obtained by visiting http://www.blackrock.com/funds or can be obtained by phone at (800) 882-0052.

Investor A Shares
ANNUAL TOTAL RETURNS
BlackRock World Gold Fund
As of 12/31


 
 

During the period shown in the bar chart, the highest return for a quarter was 21.94% (quarter ended September 30, 2012) and the lowest return for a quarter was –13.82% (quarter ended June 30, 2012).

As of 12/31/12
Average Annual Total Returns



   
1 Year
   
Since Inception
(May 26, 2010)

BlackRock World Gold Fund — Investor A
                                  
 
Return Before Taxes
                      (12.55 )%         
(2.26
)%
Return After Taxes on Distributions
                      (12.73 )%          
(2.61
)%
Return After Taxes on Distributions and Sale of Shares
                      (7.92 )%          
(2.04
)%
BlackRock World Gold Fund — Investor C
                                  
 
Return Before Taxes
                      (9.34 )%         
(1.01
)%
BlackRock World Gold Fund — Institutional
                                  
 
Return Before Taxes
                      (7.44 )%         
0.01
%
FTSE Gold Mines Index
                                                 
(reflects no deduction for fees, expenses or taxes)
                      (15.43 )%         
(4.81
)%
 

After-tax returns are calculated using the historical highest individual Federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown, and the after-tax returns shown are not relevant to investors who hold their shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor A Shares only, and the after-tax returns for Investor C and Institutional Shares will vary.


Investment Manager

World Gold’s investment manager is BlackRock Advisors, LLC (previously defined as “BlackRock”). The Fund’s sub-adviser is BlackRock International Limited (the “Sub-Adviser”). Where applicable, “BlackRock” refers also to the Fund’s Sub-Adviser.

19

 
 

Portfolio Managers

Name




Portfolio Manager
of the Fund Since

Title
Evy Hambro
              
2010
    
Managing Director of BlackRock, Inc.
Catherine Raw, CFA
              
2010
    
Managing Director of BlackRock, Inc.
 

* * *

For important information about purchase and sale of Fund shares, tax information and financial intermediary compensation, please turn to “Important Additional Information” below.

Important Additional Information

Purchase and Sale of Fund Shares

You may purchase or redeem shares of a Fund each day the New York Stock Exchange is open. To purchase or sell shares you should contact your financial intermediary or financial professional, or, if you hold your shares through a Fund, you should contact the Fund by phone at (800) 441-7762, by mail (c/o BlackRock Funds, P.O. Box 9819, Providence, Rhode Island 02940-8019), or by the Internet at www.blackrock.com/funds. Each Fund’s initial and subsequent investment minimums generally are as follows, although the Fund may reduce or waive the minimums in some cases:




   
Investor A and
Investor C Shares

   
Investor B Shares 1
   
Institutional Shares
Minimum Initial Investment
              
$1,000 for all accounts except:
· $250 for certain fee-based programs.
· $100 for retirement plans.
· $50, if establishing an Automatic Investment Plan.
    
Available only through exchanges and dividend reinvestments by current holders and for purchase by certain qualified employee benefit plans.
    
$2 million for institutions and individuals.
Institutional Shares are available to clients of registered investment advisors who have $250,000 invested in the Fund.
Minimum Additional Investment
              
$50 for all accounts except certain retirement plans and payroll deduction programs may have a lower minimum.
    
N/A
    
No subsequent minimum.
 
1   Investor B Shares are currently offered only by All-Cap Energy & Resources and Energy & Resources.

Tax Information

Each Fund’s dividends and distributions may be subject to Federal income taxes and may be taxed as ordinary income or capital gains, unless you are a tax-exempt investor or are investing through a retirement plan, in which case you may be subject to Federal income tax upon withdrawal from such tax-deferred arrangements.

Payments to Broker/Dealers and Other Financial Intermediaries

If you purchase shares of a Fund through a broker-dealer or other financial intermediary, the Fund and BlackRock Investments, LLC, the Fund’s distributor, or its affiliates may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other financial intermediary and your individual financial professional to recommend the Fund over another investment. Ask your individual financial professional or visit your financial intermediary’s website for more information.

20

 
 

Details About the Funds

Included in this prospectus are sections that tell you about buying and selling shares, management information, shareholder features of BlackRock All-Cap Energy & Resources Portfolio (“All-Cap Energy & Resources”), BlackRock Energy & Resources Portfolio (“Energy & Resources”) and BlackRock World Gold Fund (“World Gold”) (each a “Fund” and collectively the “Funds”), each a series of BlackRock Funds SM (the “Trust”), and your rights as a shareholder.

How Each Fund Invests

If the Trust’s Board of Trustees (the “Board”) determines that the investment objective of a Fund should be changed, shareholders will be given at least 30 days’ notice before any such change is made. However such change can be effected without shareholder approval.

All-Cap Energy & Resources

Investment Objective

The investment objective of All-Cap Energy & Resources is to provide long-term growth of capital.

Investment Process

Fund management considers a variety of factors when choosing investments for All-Cap Energy & Resources, such as:

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  identifying companies and industries that appear to have the potential for above-average long-term performance based on projections of supply and demand of a resource and the state of the market; and
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  identifying companies that are expected to show above-average growth over the long term as well as those that appear to be trading below their true worth.

The Fund may engage in active and frequent trading of portfolio securities to achieve its primary investment strategies. The Fund generally will sell a stock when, in Fund management’s opinion, the stock reaches its price target, or there is a deterioration in the company’s fundamentals, a change in macroeconomic outlook, technical deterioration, valuation issues, a need to rebalance the portfolio or a better opportunity elsewhere.

Principal Investment Strategies

Under normal market conditions, All-Cap Energy & Resources invests at least 80% of its total assets in equity securities of global energy and natural resources companies and companies in associated businesses, as well as utilities (such as gas, water, cable, electrical and telecommunications utilities). The natural resources sector can include companies that own, produce, refine, process, transport and market natural resources, and companies that provide related services. The sector includes, but is not limited to, industries such as integrated oil, oil and gas exploration and production, gold and other precious metals, steel and iron ore production, energy services and technology, metal production, forest products, paper products, chemicals, building materials, coal, alternative energy sources and environmental services. The Fund will concentrate its investments ( i.e. , invest more than 25% of its assets) in energy or natural resources companies. The Fund may invest without limit in companies located anywhere in the world and will generally invest in at least three countries and in companies tied economically to a number of countries. It expects to invest primarily in developed markets, but may also invest in emerging markets.

The Fund’s investments may include common and preferred stock, convertible securities, warrants, depositary receipts and certain derivative securities. Convertible securities generally are debt securities or preferred stock that may be converted into common stock. Warrants are instruments that convey the right (but not the obligation) to buy a specified amount of the underlying stock at a purchase (or “exercise”) price prior to the date the warrant expires. Depositary receipts include American Depositary Receipts (“ADRs”), European Depositary Receipts (“EDRs”), Global Depositary Receipts (“GDRs”) and unsponsored depositary receipts. ADRs are receipts typically issued by an American bank or trust company that evidence underlying securities issued by a foreign corporation. EDRs (issued in Europe) and GDRs (issued throughout the world) each evidence a similar ownership arrangement. The Fund reserves the right to invest up to 20% of total assets in other U.S. and foreign investments that may include stocks of companies not associated with energy or natural resources or debt securities.

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The Fund may, when consistent with the Fund’s investment objective, buy or sell options or futures on a security or an index of securities and may buy options on a currency or a basket of currencies (commonly known as derivatives). An option is the right to buy or sell an instrument at a specific price on or before a specific date. A future is an agreement to buy or sell an instrument at a specific price on a specific date. The primary purpose of using derivatives is to attempt to reduce risk to the Fund as a whole (hedge), but they may also be used to maintain liquidity and commit cash pending investment. Fund management also may, but under normal market conditions generally does not intend to, use derivatives for speculation to increase returns. The Fund may also buy and sell currencies and use forward foreign currency exchange contracts (obligations to buy or sell a currency at a set rate in the future) to hedge against movements in the value of non-U.S. currencies or to enhance returns.

The Fund does not limit its investments to companies of any particular size, and may invest in securities of companies with small to large capitalizations.

The Fund is classified as non-diversified under the Investment Company Act of 1940, as amended, which means that it can invest more of its assets in fewer companies than a diversified fund.

ABOUT THE PORTFOLIO MANAGEMENT TEAM OF ALL-CAP ENERGY & RESOURCES         
All-Cap Energy & Resources is managed by a team of financial professionals. Denis Walsh, CFA, and Daniel Neumann, CFA are the portfolio managers and are jointly and primarily responsible for the day-to-day management of the Fund. Please see “Management of the Funds — Portfolio Manager Information” for additional information about the portfolio management team.
              
 

Energy & Resources

Investment Objective

The investment objective of Energy & Resources is to provide long-term growth of capital.

Investment Process

Fund management considers a variety of factors when choosing investments for Energy & Resources, such as:

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  identifying companies and industries that appear to have the potential for above-average long-term performance based on projections of supply and demand of a resource and the state of the market; and
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  identifying companies that are expected to show above-average growth over the long-term as well as those that appear to be trading below their true worth.

The Fund may engage in active and frequent trading of portfolio securities to achieve its primary investment strategies. The Fund generally will sell a stock when, in Fund management’s opinion, the stock reaches its price target, or there is a deterioration in the company’s fundamentals, a change in macroeconomic outlook, technical deterioration, valuation issues, a need to rebalance the portfolio or a better opportunity elsewhere.

Principal Investment Strategies

Under normal market conditions, Energy & Resources invests at least 80% of its total assets in equity securities of global energy and natural resources companies and companies in associated businesses, as well as utilities (such as gas, water, cable, electrical and telecommunications utilities). The natural resources sector can include companies that own, produce, refine, process, transport and market natural resources, and companies that provide related services. The sector includes, but is not limited to, industries such as integrated oil, oil and gas exploration and production, gold and other precious metals, steel and iron ore production, energy services and technology, metal production, forest products, paper products, chemicals, building materials, coal, alternative energy sources and environmental services. The Fund will concentrate its investments ( i.e. , invest more than 25% of its assets) in energy or natural resources companies. The Fund may invest without limit in companies located anywhere in the world and will generally invest in at least three countries and in companies tied economically to a number of countries. It expects to invest primarily in developed markets, but may also invest in emerging markets.

The Fund’s investments may include common and preferred stock, convertible securities, warrants, depositary receipts and certain derivative securities. Convertible securities generally are debt securities or preferred stock that may be converted into common stock. Warrants are instruments that convey the right (but not the obligation) to buy a specified amount of the underlying stock at a purchase (or “exercise”) price prior to the date the warrant expires. Depositary receipts include American Depositary Receipts (“ADRs”), European Depositary Receipts (“EDRs”), Global Depositary Receipts (“GDRs”) and unsponsored depositary receipts. ADRs are receipts typically issued by an American

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bank or trust company that evidence underlying securities issued by a foreign corporation. EDRs (issued in Europe) and GDRs (issued throughout the world) each evidence a similar ownership arrangement. The Fund reserves the right to invest up to 20% of total assets in other U.S. and foreign investments that may include stocks of companies not associated with energy or natural resources or debt securities.

The Fund may, when consistent with the Fund’s investment objective, buy or sell options or futures on a security or an index of securities and may buy options on a currency or a basket of currencies (commonly known as derivatives). An option is the right to buy or sell an instrument at a specific price on or before a specific date. A future is an agreement to buy or sell an instrument at a specific price on a specific date. The primary purpose of using derivatives is to attempt to reduce risk to the Fund as a whole (hedge), but they may also be used to maintain liquidity and commit cash pending investment. Fund management also may, but under normal market conditions generally does not intend to, use derivatives for speculation to increase returns. The Fund may also buy and sell currencies and use forward foreign currency exchange contracts (obligations to buy or sell a currency at a set rate in the future) to hedge against movements in the value of non-U.S. currencies or to enhance returns.

While the Fund tends to emphasize smaller companies, from time to time it may invest in companies of other sizes.

The Fund is classified as non-diversified under the Investment Company Act of 1940, as amended, which means that it can invest more of its assets in fewer companies than a diversified fund.

ABOUT THE PORTFOLIO MANAGEMENT TEAM OF ENERGY & RESOURCES         
Energy & Resources is managed by a team of financial professionals. Denis Walsh, CFA, and Daniel Neumann, CFA are the portfolio managers and are jointly and primarily responsible for the day-to-day management of the Fund. Please see “Management of the Funds — Portfolio Manager Information” for additional information about the portfolio management team.
              
 

World Gold

Investment Objective

The investment objective of World Gold is to seek to maximize total return. Total return means the combination of capital appreciation and investment income.

Investment Process

World Gold seeks to invest in companies that offer the best exposure to gold and other metals and minerals prices within an acceptable risk level. The Fund attempts to identify inefficiencies in the market by constructing the portfolio to reflect Fund management’s views of the macro-economic environment (relating to the precious metals sector) as well as by using a “bottom up” approach. “Bottom up” means that the Fund selects investments based on Fund management’s assessment of the earning prospects of individual companies. The Fund is looking to make investments predominantly in gold-related companies with growth potential, both at existing operations and through green field exploration. A strong management track record is integral. The Fund seeks to have a low involvement in “pure” exploration plays and a limited exposure to producers with complex hedging.

When assessing individual companies, the Fund relies on fundamental analysis including site visits and meetings with management to determine the company’s worth. A company’s worth can be assessed by several factors, such as financial resources, value of tangible assets, rate of return on capital, quality of management, and overall business prospects. Following its initial screening of particular companies, Fund management then takes a top-down macro overlay approach, whereby Fund management considers the supply and demand outlook for gold, as well as political or economic risks or developments relevant to investments in gold-mining companies.

The Fund has no minimum holding period for investments, and will buy or sell securities whenever the Fund’s management sees an appropriate opportunity.

Principal Investment Strategies

World Gold seeks to achieve its objective by investing primarily in equity securities of gold-related companies. A company is considered a “gold-related company” when, at the time of purchase, at least 50% of the non-current assets, capitalization, gross revenues or operating profits of the company in the most recent or current fiscal year are involved in or result from (directly or indirectly through subsidiaries) gold-mining and/or other related activities, including but not limited to, exploring for, extracting, refining or processing gold. Under normal circumstances, the Fund will invest at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of

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gold-related companies. For purposes of this policy, investments in ETFs that invest primarily in physical gold or in equity securities of gold-related companies will be treated as investments in equity securities of gold-related companies.

Equity securities consist of:

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  Common stock
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  Preferred stock
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  Securities convertible into common stock
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  Rights to subscribe for common stock
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  Derivative securities or instruments, such as options, the value of which is based on a common stock or group of common stocks
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  Depositary receipts

The Fund will focus on investments in common stock.

The Fund invests in equity securities of gold-related companies located throughout the world. Under normal circumstances, the Fund anticipates it will allocate a substantial amount (approximately 40% or more — unless market conditions are not deemed favorable by BlackRock, in which case the Fund would invest at least 30%) — of its total assets in securities (i) of issuers organized or located outside the United States, (ii) of issuers which primarily trade in a market located outside the U.S., (iii) of issuers doing a substantial amount of business outside the U.S., which the Fund considers to be companies that derive at least 50% of their revenue or profits from business outside the United States or have at least 50% of their sales or assets outside the United States or (iv) of foreign government issuers. The Fund will allocate its assets among various regions and countries, including the United States (but in no less than three different countries). The Fund may invest in foreign companies in developed markets, such as Canada and Australia, or in emerging markets, such as Russia or South Africa. The Fund will invest in securities denominated in both U.S. dollars and non-U.S. dollar currencies. For temporary defensive purposes the Fund may deviate very substantially from the allocation described above. This policy is a non-fundamental policy of the Fund and may only be changed upon 60 days’ prior notice to shareholders.

The Fund may invest in securities of issuers with any market capitalization.

The Fund may also invest in the equity securities of companies whose predominant economic activity is the mining of other precious metals, minerals or base metals and in related ETFs. The Fund generally does not hold physical gold or other precious metals.

The Fund may seek to provide exposure to the investment returns of gold and other precious metals that trade in the commodity markets through investments designed to provide this exposure without direct investment in gold or other precious metals or futures contracts related thereto. Such exposure may be obtained through investments in derivative instruments linked to gold and other precious metals and investment vehicles, such as ETFs, that exclusively invest in gold and other precious metals. The Fund may make such investments directly or through investments in the Subsidiary. The Subsidiary invests primarily in instruments related to gold and other precious metals, including through certain derivatives transactions. BlackRock acts as the manager of the Subsidiary. The Subsidiary (unlike the Fund) may invest without limitation in instruments related to gold and other precious metal-related securities. However, the Subsidiary is otherwise subject to the same fundamental, non-fundamental and certain other investment restrictions as the Fund. The Fund will not invest more than 25% of its total assets (measured at the time of investment) in the Subsidiary.

The Subsidiary is managed in accordance with the Fund’s compliance policies and procedures and is subject to the oversight of the Fund’s Chief Compliance Officer. As a result, BlackRock, in managing the Subsidiary’s portfolio, is subject to the same investment policies and restrictions that apply to the management of the Fund, and, in particular, to the requirements relating to portfolio leverage, liquidity, brokerage, and the timing and method of the valuation of the Subsidiary’s portfolio investments and shares of the Subsidiary. These policies and restrictions are described in detail in the SAI. The Fund and Subsidiary test for compliance with certain investment restrictions on a consolidated basis, except that with respect to its investments in certain securities that may involve leverage, the Subsidiary complies with asset segregation requirements to the same extent as the Fund.

BlackRock provides investment management and other services to the Subsidiary. BlackRock does not receive separate compensation from the Subsidiary for providing it with investment management or administrative services. However, the Fund pays BlackRock based on the Fund’s assets, including the assets invested in the Subsidiary. The Subsidiary will also enter into separate contracts for the provision of custody, transfer agency, and audit services with the same or with affiliates of the same service providers that provide those services to the Fund.

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The financial statements of the Subsidiary will be consolidated with the Fund’s financial statements in the Fund’s Annual and Semi-Annual Reports. The Fund’s Annual and Semi-Annual Reports are distributed to shareholders, and copies of the reports are provided without charge upon request as indicated on the back cover of this prospectus. Please refer to the SAI for additional information about the organization and management of the Subsidiary.

The Fund is classified as non-diversified under the Investment Company Act of 1940 as amended, which means that it can invest more of its assets in fewer companies than a diversified fund.

ABOUT THE PORTFOLIO MANAGEMENT TEAM OF WORLD GOLD         
World Gold is managed by a team of financial professionals. Evy Hambro and Catherine Raw, CFA, are jointly and primarily responsible for the day-to-day management of the Fund. See “Management of the Funds — Portfolio Manager Information” for more information about the portfolio management team.
              
 

Other Strategies Applicable to the Funds

In addition to the principal strategies discussed above, each Fund may also invest or engage in the following investments/strategies:

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  Borrowing — Each Fund may borrow from banks as a temporary measure for extraordinary or emergency purposes, including to meet redemptions, for the payment of dividends, for share repurchases or for the clearance of transactions.
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  Debt Securities — Debt securities include fixed income securities issued by companies, as well as U.S. and foreign sovereign debt obligations. When choosing debt securities, Fund management considers various factors including the credit quality of issuers and yield analysis. Each Fund may invest in debt securities that are rated below investment grade, which are commonly known as junk bonds. Each of All-Cap Energy & Resources and Energy & Resources will limit its investments in junk bonds to no more than 10% of its total assets. Split rated bonds, which are bonds that receive different ratings from two or more rating agencies, will be considered to have the higher credit rating.
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  Illiquid/Restricted Securities — Each Fund may invest up to 15% of its net assets in illiquid securities that it cannot sell within seven days at approximately current value. Each Fund may also invest in restricted securities, which are securities that cannot be offered for public resale unless registered under the applicable securities laws or that have a contractual restriction that prohibits or limits their resale ( i.e. , Rule 144A securities). They may include private placement securities that have not been registered under the applicable securities laws. Restricted securities may not be listed on an exchange and may have no active trading market and therefore may be considered to be illiquid. Rule 144A securities are restricted securities that can be resold to qualified institutional buyers but not to the general public and may be considered to be liquid securities.
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  Rights — Each Fund may purchase securities pursuant to the exercise of subscription rights, which allow an issuer’s existing shareholders to purchase additional common stock at a price substantially below the market price of the shares.
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  Securities Lending — Each Fund may lend securities with a value up to 33 1 3 % of its total assets to financial institutions that provide cash or securities issued or guaranteed by the U.S. government as collateral.
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  When-Issued and Delayed Delivery Securities and Forward Commitments — The purchase or sale of securities on a when-issued basis or on a delayed delivery basis or through a forward commitment involves the purchase or sale of securities by a Fund at an established price with payment and delivery taking place in the future. Each Fund enters into these transactions to obtain what is considered an advantageous price to the Fund at the time of entering into the transaction.

All-Cap Energy & Resources and Energy & Resources Other Strategies

In addition to the principal and other strategies discussed above, each of All-Cap Energy & Resources and Energy & Resources may also invest or engage in the following investments/strategies:

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  Investment Companies — Each Fund has the ability to invest in other investment companies, such as exchange-traded funds, unit investment trusts, and open-end and closed-end funds. Each Fund may invest in affiliated investment companies including affiliated money market funds and affiliated exchange traded funds.

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  Money Market Securities — Each Fund may invest in high quality money market securities pending investments or when it expects to need cash to pay redeeming shareholders. A Fund will not be deemed to deviate from its normal strategies if it holds these securities pending investments.
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  Temporary Defensive Strategies — It is possible that in extreme market conditions each Fund temporarily may invest some or all of its assets in high quality money market securities. Such a temporary defensive strategy would be inconsistent with a Fund’s primary investment strategies. The reason for acquiring money market securities would be to avoid market losses. However, if market conditions improve, this strategy could result in reducing the potential gain from the market upswing, thus reducing the Fund’s opportunity to achieve its investment objective.

World Gold Other Strategies

In addition to the principal and other strategies discussed above, World Gold may also invest or engage in the following investments/strategies:

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  Asset-Based Securities — The Fund may invest in asset-based securities. These are securities whose principal amount, redemption terms or conversion terms are related to the market price of some natural resource asset, such as gold bullion. The Fund will only purchase asset-based securities that are rated, or are issued by issuers that have outstanding debt obligations rated, investment grade or are issued by issuers that BlackRock has determined to be of similar creditworthiness. The Fund has no maturity restrictions. The Fund may also invest in asset-based securities the potential return of which is based on the change in a specified commodity price. The Fund may, for example, invest in a debt security that pays a variable amount of interest or principal based on the current level of a natural resource commodity, such as gold or oil.
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  Convertible Securities — The Fund may invest in convertible securities. Convertible securities generally are debt securities or preferred stock that may be converted into common stock. Convertible securities typically pay current income as either interest (debt security convertibles) or dividends (preferred stock). A convertible’s value usually reflects both the stream of current income payments and the market value of the underlying common stock.
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  Depositary Receipts — The Fund may invest in securities of foreign issuers in the form of depositary receipts or other securities that are convertible into securities of foreign issuers. American Depositary Receipts are receipts typically issued by an American bank or trust company that evidence underlying securities issued by a foreign corporation. European Depositary Receipts (issued in Europe) and Global Depositary Receipts (issued throughout the world) each evidence a similar ownership arrangement. The Fund may invest in unsponsored depositary receipts.
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  Derivatives — Derivatives are financial instruments whose value is derived from another security, a commodity, a currency or an index. The Fund or the Subsidiary may use derivatives, including options, futures, indexed securities, inverse securities, swaps and forward contracts both to seek to increase the return of the Fund or the Subsidiary and to hedge (or protect) the value of its assets against adverse movements in currency exchange rates, interest rates and movements in the securities markets. The Fund or the Subsidiary may purchase put and call options and write covered put and covered call options on the types of securities or instruments in which it may invest. The use of options, futures, indexed securities, inverse securities, swaps and forward contracts can be effective in protecting or enhancing the value of the Fund’s assets.
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  Indexed and Inverse Securities — The Fund may invest in securities the potential return of which is based on the change in a specified interest rate or equity index (an “indexed security”). For example, the Fund may invest in a security that pays a variable amount of interest or principal linked to the movement in the price of gold or securities issued by gold-mining companies. The Fund may also invest in indexed securities the potential return of which is based inversely on the change in a specified interest rate or equity index. The Fund may also invest in securities whose return is inversely related to changes in an interest rate or index (“inverse securities”). In general, the return on inverse securities will decrease when the underlying index or interest rate goes up and increase when that index or interest rate goes down.
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  Repurchase Agreements and Purchase and Sale Contracts — The Fund may enter into certain types of repurchase agreements or purchase and sale contracts. Under a repurchase agreement, the seller agrees to repurchase a security at a mutually agreed-upon time and price. A purchase and sale contract is similar to a repurchase agreement, but purchase and sale contracts also provide that the purchaser receives any interest on the security paid during the period.
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  Short Sales — The Fund may make short sales of securities, either as a hedge against potential declines in value of a portfolio security or to realize appreciation when a security that the Fund does not own declines in value. A short sale is a transaction in which the Fund sells securities borrowed from others with the expectation that the price of the security will fall before the Fund must purchase the security to return it to the lender. The Fund will not make a short sale if, after giving effect to such sale, the market value of all securities sold short exceeds 10% of

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  the value of its total assets. The Fund may also make short sales “against-the-box” without regard to this restriction. In this type of short sale, at the time of the sale, the Fund owns or has the immediate and unconditional right to acquire the identical security at no additional cost.
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  Temporary Defensive Strategies — For temporary defensive purposes during extreme market conditions, the Fund may hold cash or invest in U.S. Government securities, and money market securities including repurchase agreements. Fund management will hold these temporary investments in the proportions it believes are best considering the prevailing market and economic conditions. These investments may prevent the Fund from achieving its investment objective.

Investment Risks

This section contains a discussion of the general risks of investing in the Funds. The “Investment Objectives and Policies” section in the Statement of Additional Information (the “SAI”) also includes more information about the Funds, their investments and the related risks. There can be no guarantee that a Fund will meet its objective or that a Fund’s performance will be positive for any period of time. An investment in a Fund is not a deposit in any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or by any bank or governmental agency.

Principal Risks of Investing in the Funds

Commodities Market Risk (All-Cap Energy & Resources and Energy & Resources) — Commodities-related investments are especially affected by variations in the commodities markets (that may be due to market events, regulatory developments or other factors that the Fund cannot control) and these entities may lack the resources and the broad business lines to weather hard times. For example, energy companies can be significantly affected by the supply of and demand for specific products and services, the supply of and demand for oil and gas, the price of oil and gas, exploration and production spending, government regulation, world events and economic conditions. Natural resources companies can be significantly affected by events relating to international political developments, energy conservation, the success of exploration projects, commodity prices, and tax and government regulations.

Concentration Risk — Each Fund’s strategy of concentrating in energy and natural resources companies (All-Cap Energy & Resources and Energy & Resources) and gold-related companies (World Gold) means that its performance will be closely tied to the performance of a particular market segment. The Fund’s concentration in these companies may present more risks than if it were broadly diversified over numerous industries and sectors of the economy. A downturn in these companies would have a larger impact on the Fund than on a mutual fund that does not concentrate in such companies. At times, the performance of these companies will lag the performance of other industries or the broader market as a whole.

Convertible Securities Risk (All-Cap Energy & Resources and Energy & Resources Principal Risk; World Gold Other Risk) — The market value of a convertible security performs like that of a regular debt security; that is, if market interest rates rise, the value of a convertible security usually falls. In addition, convertible securities are subject to the risk that the issuer will not be able to pay interest or dividends when due, and their market value may change based on changes in the issuer’s credit rating or the market’s perception of the issuer’s creditworthiness. Since it derives a portion of its value from the common stock into which it may be converted, a convertible security is also subject to the same types of market and issuer risks that apply to the underlying common stock.

Depositary Receipts Risk (All-Cap Energy & Resources and Energy & Resources Principal Risk; World Gold Other Risk) — The issuers of unsponsored depositary receipts are not obligated to disclose information that is, in the United States, considered material. Therefore, there may be less information available regarding these issuers and there may not be a correlation between such information and the market value of the depositary receipts. Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may be converted.

Derivatives Risk (All-Cap Energy & Resources and Energy & Resources Principal Risk; World Gold Other Risk) — Each Fund’s use of derivatives may reduce the Fund’s returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of a Fund’s use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. In addition, some derivatives are more sensitive to interest rate changes and market price fluctuations than other securities. The possible lack of a liquid secondary market for derivatives and the resulting inability of a Fund to sell or otherwise close a derivatives position could expose the Fund to losses and could make derivatives more difficult for a Fund to value accurately. A Fund could also suffer losses related to its derivatives positions as a result of unanticipated market movements, which losses are potentially unlimited. Finally, BlackRock

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may not be able to predict correctly the direction of securities prices, interest rates and other economic factors, which could cause a Fund’s derivatives positions to lose value. When a derivative is used as a hedge against a position that a Fund holds, any loss generated by the derivative generally should be substantially offset by gains on the hedged investment, and vice versa. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. Hedges are sometimes subject to imperfect matching between the derivative and the underlying security, and there can be no assurance that a Fund’s hedging transactions will be effective. The income from certain derivatives may be subject to Federal income tax. World Gold may enter into swap agreements, which involve the risk that the party with whom the Fund has entered into the swap will default on its obligation to pay the Fund and the risk that the Fund will not be able to meet its obligations to pay the other party to the agreement. Forward foreign currency exchange contracts do not eliminate fluctuations in the value of non-U.S. securities but rather allow the Fund to establish a fixed rate of exchange for a future point in time. This strategy can have the effect of reducing returns and minimizing opportunities for gain. Recent legislation calls for new regulation of the derivatives markets. The extent and impact of the regulation is not yet known and may not be known for some time. New regulation may make derivatives more costly, may limit the availability of derivatives, or may otherwise adversely affect the value or performance of derivatives.

Emerging Markets Risk — The risks of foreign investments are usually much greater for emerging markets. Investments in emerging markets may be considered speculative. Emerging markets include those in countries defined as emerging or developing by the World Bank, the International Finance Corporation or the United Nations. Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. They are more likely to experience hyperinflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging markets have far lower trading volumes and less liquidity than developed markets. Since these markets are often small, they may be more likely to suffer sharp and frequent price changes or long-term price depression because of adverse publicity, investor perceptions or the actions of a few large investors. In addition, traditional measures of investment value used in the United States, such as price to earnings ratios, may not apply to certain small markets. Also, there may be less publicly available information about issuers in emerging markets than would be available about issuers in more developed capital markets, and such issuers may not be subject to accounting, auditing and financial reporting standards and requirements comparable to those to which U.S. companies are subject.

Many emerging markets have histories of political instability and abrupt changes in policies. As a result, their governments are more likely to take actions that are hostile or detrimental to private enterprise or foreign investment than those of more developed countries, including expropriation of assets, confiscatory taxation, high rates of inflation or unfavorable diplomatic developments. In the past, governments of such nations have expropriated substantial amounts of private property, and most claims of the property owners have never been fully settled. There is no assurance that such expropriations will not reoccur. In such an event, it is possible that the Fund could lose the entire value of its investments in the affected market. Some countries have pervasiveness of corruption and crime that may hinder investments. Certain emerging markets may also face other significant internal or external risks, including the risk of war, and ethnic, religious and racial conflicts. In addition, governments in many emerging market countries participate to a significant degree in their economies and securities markets, which may impair investment and economic growth. National policies that may limit the Fund’s investment opportunities include restrictions on investment in issuers or industries deemed sensitive to national interests.

Emerging markets may also have differing legal systems and the existence or possible imposition of exchange controls, custodial restrictions or other foreign or U.S. governmental laws or restrictions applicable to such investments. Sometimes, they may lack or be in the relatively early development of legal structures governing private and foreign investments and private property. In addition to withholding taxes on investment income, some countries with emerging markets may impose differential capital gains taxes on foreign investors.

Practices in relation to settlement of securities transactions in emerging markets involve higher risks than those in developed markets, in part because the Fund will need to use brokers and counterparties that are less well capitalized, and custody and registration of assets in some countries may be unreliable. The possibility of fraud, negligence, undue influence being exerted by the issuer or refusal to recognize ownership exists in some emerging markets, and, along with other factors, could result in ownership registration being completely lost. The Fund would absorb any loss resulting from such registration problems and may have no successful claim for compensation. In addition, communications between the United States and emerging market countries may be unreliable, increasing the risk of delayed settlements or losses of security certificates.

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Equity Securities Risk — Common and preferred stocks represent equity ownership in a company. Stock markets are volatile. The price of equity securities will fluctuate and can decline and reduce the value of a portfolio investing in equities. The value of equity securities purchased by a Fund could decline if the financial condition of the companiesthe Fund invests in declines or if overall market and economic conditions deteriorate. They may also decline due to factors that affect a particular industry or industries, such as labor shortages or an increase in production costs and competitive conditions within an industry. In addition, they may decline due to general market conditions that are not specifically related to a company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or generally adverse investor sentiment.

Foreign Securities Risk — Securities traded in foreign markets have often (though not always) performed differently from securities traded in the United States. However, such investments often involve special risks not present in U.S. investments that can increase the chances that a Fund will lose money. In particular, a Fund is subject to the risk that because there may be fewer investors on foreign exchanges and a smaller number of securities traded each day, it may be more difficult for the Fund to buy and sell securities on those exchanges. In addition, prices of foreign securities may go up and down more than prices of securities traded in the United States.

Certain Risks of Holding Fund Assets Outside the United States — A Fund generally holds its foreign securities and cash in foreign banks and securities depositories. Some foreign banks and securities depositories may be recently organized or new to the foreign custody business. In addition, there may be limited or no regulatory oversight of their operations. Also, the laws of certain countries limit a Fund’s ability to recover its assets if a foreign bank, depository or issuer of a security, or any of their agents, goes bankrupt. In addition, it is often more expensive for a Fund to buy, sell and hold securities in certain foreign markets than in the United States. The increased expense of investing in foreign markets reduces the amount the Fund can earn on its investments and typically results in a higher operating expense ratio for a Fund than for investment companies invested only in the United States.

Currency Risk — Securities and other instruments in which a Fund invests may be denominated or quoted in currencies other than the U.S. dollar. For this reason, changes in foreign currency exchange rates can affect the value of a Fund’s portfolio.

Generally, when the U.S. dollar rises in value against a foreign currency, a security denominated in that currency loses value because the currency is worth fewer U.S. dollars. Conversely, when the U.S. dollar decreases in value against a foreign currency, a security denominated in that currency gains value because the currency is worth more U.S. dollars. This risk, generally known as “currency risk,” means that a strong U.S. dollar will reduce returns for U.S. investors while a weak U.S. dollar will increase those returns.

Foreign Economy Risk — The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position. Certain foreign economies may rely heavily on particular industries or foreign capital and are more vulnerable to diplomatic developments, the imposition of economic sanctions against a particular country or countries, changes in international trading patterns, trade barriers and other protectionist or retaliatory measures. Investments in foreign markets may also be adversely affected by governmental actions such as the imposition of capital controls, nationalization of companies or industries, expropriation of assets or the imposition of punitive taxes. In addition, the governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries. Any of these actions could severely affect securities prices or impair a Fund’s ability to purchase or sell foreign securities or transfer the Fund’s assets or income back into the United States, or otherwise adversely affect the Fund’s operations.

Other potential foreign market risks include foreign exchange controls, difficulties in pricing securities, defaults on foreign government securities, difficulties in enforcing legal judgments in foreign courts and political and social instability. Diplomatic and political developments, including rapid and adverse political changes, social instability, regional conflicts, terrorism and war, could affect the economies, industries and securities and currency markets, and the value of a Fund’s investments, in non-U.S. countries. These factors are extremely difficult, if not impossible, to predict and take into account with respect to a Fund’s investments.

Governmental Supervision and Regulation/Accounting Standards — Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as such regulations exist in the United States. They also may not have laws to protect investors that are comparable to U.S. securities laws. For example, some foreign countries may have no laws or rules against insider trading. Insider trading occurs when a person buys or sells a company’s securities based on material non-public information about that company. In

29

 
 

addition, some countries may have legal systems that may make it difficult for a Fund to vote proxies, exercise shareholder rights, and pursue legal remedies with respect to its foreign investments. Accounting standards in other countries are not necessarily the same as in the United States. If the accounting standards in another country do not require as much detail as U.S. accounting standards, it may be harder for Fund management to completely and accurately determine a company’s financial condition.
Settlement Risk — Settlement and clearance procedures in certain foreign markets differ significantly from those in the United States. Foreign settlement and clearance procedures and trade regulations also may involve certain risks (such as delays in payment for or delivery of securities) not typically associated with the settlement of U.S. investments.

At times, settlements in certain foreign countries have not kept pace with the number of securities transactions. These problems may make it difficult for a Fund to carry out transactions. If the Fund cannot settle or is delayed in settling a purchase of securities, it may miss attractive investment opportunities and certain of its assets may be uninvested with no return earned thereon for some period. If a Fund cannot settle or is delayed in settling a sale of securities, it may lose money if the value of the security then declines or, if it has contracted to sell the security to another party, the Fund could be liable for any losses incurred.

Geographic Concentration Risk (All-Cap Energy & Resources and Energy & Resources) — From time to time each Fund may invest a substantial amount of its assets in issuers located in a single country or a limited number of countries. If a Fund concentrates its investments in this manner, it assumes the risk that economic, political and social conditions in those countries will have a significant impact on its investment performance. Each Fund’s investment performance may also be more volatile if it concentrates its investments in certain countries, especially emerging market countries.

Gold and Other Precious Metal-Related Securities Risk (World Gold) — Prices of gold or other precious metals and of gold and other precious metal-related securities historically have been very volatile. The high volatility of gold and other precious metal prices may adversely affect the financial condition of companies involved with gold and other precious metals. The production and sale of precious metals by governments or central banks or other larger holders can be affected by various economic, financial, social and political factors, which may be unpredictable and may have a significant impact on the supply and prices of precious metals. The largest producers of gold are China, Australia, the Republic of South Africa, the United States and the Commonwealth of Independent States (which includes Russia and certain other countries that were part of the former Soviet Union). Economic and political conditions in those countries in particular may have a direct effect on the production and marketing of gold and on sales of central bank gold holdings.

Some gold and precious metals mining operation companies may hedge, to varying degrees, their exposure to falls in gold and precious metals prices by selling forward future production. This may limit the company’s ability to benefit from future increases in the price of gold or precious metals, thereby lowering returns to the Fund. Hedging techniques also have their own risk, including the possibility that a mining company or other party will be unable to meet its contractual obligations and potential margin requirements.

Other factors that may affect the prices of precious metals and securities related to them include changes in inflation, the outlook for inflation and changes in industrial and commercial demand for precious metals. Additionally, increased environmental or labor costs may depress the value of mining and metal investments.

In addition, in many gold-producing countries, the activities of companies engaged in gold mining are subject to the policies adopted by government officials and agencies and are subject to national and international political and economic developments. Moreover, political, social and economic conditions in many gold-producing countries are somewhat unsettled, which may pose certain risks to the Fund in addition to the risks described above in “Emerging Markets Risk” and “Foreign Securities Risk” because the Fund may hold a portion of its assets in securities of issuers in such countries.

Investment in Other Investment Companies Risk (World Gold Principal Risk; All-Cap Energy & Resources and Energy & Resources Other Risk) — As with other investments, investments in other investment companies, including ETFs, are subject to market and selection risk. In addition, if a Fund acquires shares of investment companies, including ones affiliated with the Fund, shareholders bear both their proportionate share of expenses in the Fund (including management and advisory fees) and, indirectly, the expenses of the investment companies. To the extent the Fund is held by an affiliated fund, the ability of the Fund itself to hold other investment companies may be limited.

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Leverage Risk (All-Cap Energy & Resources and Energy & Resources Principal Risk; World Gold Other Risk) — Some transactions may give rise to a form of economic leverage. These transactions may include, among others, derivatives, and may expose a Fund to greater risk and increase its costs. As an open-end investment company registered with the Securities and Exchange Commission (“SEC”), each Fund is subject to the federal securities laws, including the Investment Company Act of 1940, as amended (the “Investment Company Act”), the rules thereunder, and various SEC and SEC staff interpretive positions. In accordance with these laws, rules and positions, a Fund must “set aside” liquid assets (often referred to as “asset segregation”), or engage in other SEC- or staff-approved measures, to “cover” open positions with respect to certain kinds of instruments. The use of leverage may cause a Fund to liquidate portfolio positions when it may not be advantageous to do so to satisfy its obligations or to meet any required asset segregation requirements. Increases and decreases in the value of a Fund’s portfolio will be magnified when a Fund uses leverage.

Market Risk and Selection Risk — Market risk is the risk that one or more markets in which a Fund invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by Fund management will underperform the markets, the relevant indices or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

Mid-Cap Securities Risk (All-Cap Energy & Resources and Energy & Resources) — The securities of mid-cap companies generally trade in lower volumes and are generally subject to greater and less predictable price changes than the securities of larger capitalization companies.

Non-Diversification Risk — Each Fund is a non-diversified fund. Because each Fund may invest in securities of a smaller number of issuers, it may be more exposed to the risks associated with and developments affecting an individual issuer than a fund that invests more widely.

Small Cap Securities Risk (All-Cap Energy & Resources and Energy & Resources) — Small cap companies may have limited product lines or markets. They may be less financially secure than larger, more established companies. They may depend on a small number of key personnel. If a product fails or there are other adverse developments, or if management changes, a Fund’s investment in a small cap company may lose substantial value. In addition, it is more difficult to get information on smaller companies, which tend to be less well known, have shorter operating histories, do not have significant ownership by large investors and are followed by relatively few securities analysts.

The securities of small cap companies generally trade in lower volumes and are subject to greater and more unpredictable price changes than larger cap securities or the market as a whole. In addition, small cap securities may be particularly sensitive to changes in interest rates, borrowing costs and earnings. Investing in small cap securities requires a longer term view.

Subsidiary Risk (World Gold) — By investing in the Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary’s investments. The instruments related to gold and other precious metal-related securities held by the Subsidiary are generally subject to the same risks that apply to similar investments if held directly by the Fund (see “Gold and Other Precious Metal-Related Securities Risk” above). These risks are described elsewhere in this prospectus. There can be no assurance that the investment objective of the Subsidiary will be achieved. The Subsidiary is not registered under the Investment Company Act and, unless otherwise noted in this prospectus, is not subject to all the investor protections of the Investment Company Act. However, the Fund wholly owns and controls the Subsidiary, and the Fund and the Subsidiary are both managed by BlackRock, making it unlikely that the Subsidiary will take action contrary to the interests of the Fund and its shareholders. The Board has oversight responsibility for the investment activities of the Fund, including its investment in the Subsidiary, and the Fund’s role as sole shareholder of the Subsidiary. The Subsidiary will be subject to the same investment restrictions and limitations, and follow the same compliance policies and procedures, as the Fund. Changes in the laws of the United States and/or the Cayman Islands could result in the inability of the Fund and/or the Subsidiary to operate as described in this prospectus and the SAI and could adversely affect the Fund. For example, the Cayman Islands does not currently impose any income, corporate or capital gains tax, estate duty, inheritance tax, gift tax or withholding tax on the Subsidiary. If Cayman Islands law changes such that the Subsidiary must pay Cayman Islands taxes, Fund shareholders would likely suffer decreased investment returns.

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Warrants Risk (All-Cap Energy & Resources and Energy & Resources) — If the price of the underlying stock does not rise above the exercise price before the warrant expires, the warrant generally expires without any value and the Fund loses any amount it paid for the warrant. Thus, investments in warrants may involve substantially more risk than investments in common stock. Warrants may trade in the same markets as their underlying stock; however, the price of the warrant does not necessarily move with the price of the underlying stock.

Other Risks of Investing in the Funds

Each Fund (unless otherwise noted) may also be subject to certain other risks associated with its investments and investment strategies, including:

Asset-Based Securities Risk (World Gold) — Asset-based securities are fixed-income securities whose value is related to the market price of a certain natural resource, such as a precious metal. Although the market price of these securities is expected to follow the market price of the related resource, there may not be perfect correlation. There are special risks associated with certain types of natural resource assets that will also affect the value of asset-based securities related to those assets. For example, precious metal prices historically have been very volatile, which may adversely affect the financial condition of companies involved with precious metals. The production and sale of precious metals by governments or central banks or other larger holders can be affected by various economic, financial, social and political factors, which may be unpredictable and may have a significant impact on the prices of precious metals. Other factors that may affect the prices of precious metals and securities related to them include changes in inflation, the outlook for inflation and changes in industrial and commercial demand for precious metals.

Borrowing Risk — Borrowing may exaggerate changes in the net asset value of Fund shares and in the return on a Fund’s portfolio. Borrowing will cost a Fund interest expense and other fees. The costs of borrowing may reduce the Fund’s return. Borrowing may cause the Fund to liquidate positions when it may not be advantageous to do so to satisfy its obligations.

Debt Securities Risk — Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. The degree of credit risk depends on the issuer’s financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

Expense Risk — Fund expenses are subject to a variety of factors, including fluctuations in a Fund’s net assets. Accordingly, actual expenses may be greater or less than those indicated. For example, to the extent that a Fund’s net assets decrease due to market declines or redemptions, the Fund’s expenses will increase as a percentage of Fund net assets. During periods of high market volatility, these increases in the Fund’s expense ratio could be significant.

Indexed and Inverse Securities Risk (World Gold) — World Gold can invest in indexed and inverse securities. Certain indexed and inverse securities have greater sensitivity to changes in interest rates or index levels than other securities, and a Fund’s investment in such instruments may decline significantly in value if interest rates or index levels move in a way Fund management does not anticipate.

Investment Grade Securities Risk — Securities rated in the four highest rating categories by the rating agencies (Standard & Poor’s (AAA, AA, A and BBB), Fitch Ratings (AAA, AA, A and BBB) or Moody’s Investors Service, Inc. (Aaa, Aa, A and Baa)) are considered investment grade but they may also have some speculative characteristics, meaning that they carry more risk than higher rated securities and may have problems making principal and interest payments in difficult economic climates. Investment grade ratings do not guarantee that bonds will not lose value.

Junk Bonds Risk — Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for a Fund. The major risks of junk bond investments include:

n
  Junk bonds may be issued by less creditworthy issuers. Issuers of junk bonds may have a larger amount of outstanding debt relative to their assets than issuers of investment grade bonds. In the event of an issuer’s bankruptcy, claims of other creditors may have priority over the claims of junk bond holders, leaving few or no assets available to repay junk bond holders.
n
  Prices of junk bonds are subject to extreme price fluctuations. Adverse changes in an issuer’s industry and general economic conditions may have a greater impact on the prices of junk bonds than on other higher rated fixed- income securities.
n
  Issuers of junk bonds may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments, or the unavailability of additional financing.

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n
  Junk bonds frequently have redemption features that permit an issuer to repurchase the security from the Fund before it matures. If the issuer redeems junk bonds, the Fund may have to invest the proceeds in bonds with lower yields and may lose income.
n
  Junk bonds may be less liquid than higher rated fixed-income securities, even under normal economic conditions. There are fewer dealers in the junk bond market, and there may be significant differences in the prices quoted for junk bonds by the dealers. Because they are less liquid, judgment may play a greater role in valuing certain of the Fund’s securities than is the case with securities trading in a more liquid market.
n
  The Fund may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer.

The credit rating of a high yield security does not necessarily address its market value risk. Ratings and market value may change from time to time, positively or negatively, to reflect new developments regarding the issuer.

Liquidity Risk — Liquidity risk exists when particular investments are difficult to purchase or sell. A Fund’s investments in illiquid securities may reduce the returns of the Fund because it may be difficult to sell the illiquid securities at an advantageous time or price. To the extent that a Fund’s principal investment strategies involve derivatives or securities with substantial market and/or credit risk, the Fund will tend to have the greatest exposure to liquidity risk. Liquid investments may become illiquid after purchase by a Fund, particularly during periods of market turmoil. Illiquid investments may be harder to value, especially in changing markets, and if a Fund is forced to sell these investments to meet redemption requests or for other cash needs, the Fund may suffer a loss. In addition, when there is illiquidity in the market for certain securities, a Fund, due to limitations on illiquid investments, may be subject to purchase and sale restrictions.

Prepayment Risk (World Gold) — When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and the Fund may have to invest the proceeds in securities with lower yields. In periods of falling interest rates, the rate of prepayments tends to increase (as does price fluctuation) as borrowers are motivated to pay off debt and refinance at new lower rates. During such periods, reinvestment of the prepayment proceeds by the management team will generally be at lower rates of return than the return on the assets that were prepaid. Prepayment reduces the yield to maturity and the average life of the security.

Repurchase Agreements and Purchase and Sale Contracts Risks (World Gold) — If the other party to a repurchase agreement or purchase and sale contract defaults on its obligation under the agreement, the Fund may suffer delays and incur costs or lose money in exercising its rights under the agreement. If the seller fails to repurchase the security in either situation and the market value of the security declines, the Fund may lose money.

Rights Risk — The failure to exercise subscription rights to purchase common stock would result in the dilution of a Fund’s interest in the issuing company. The market for such rights is not well developed, and, accordingly, the Fund may not always realize full value on the sale of rights.

Securities Lending Risk — Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, a Fund may lose money and there may be a delay in recovering the loaned securities. The Fund could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for the Fund.

Short Sales Risk (World Gold) — Because making short sales in securities that it does not own exposes the Fund to the risks associated with those securities, such short sales involve speculative exposure risk. The Fund will incur a loss as a result of a short sale if the price of the security increases between the date of the short sale and the date on which the Fund replaces the security sold short. The Fund will realize a gain if the security declines in price between those dates. As a result, if the Fund makes short sales in securities that increase in value, it will likely underperform similar funds that do not make short sales in securities they do not own. There can be no assurance that the Fund will be able to close out a short sale position at any particular time or at an acceptable price. Although the Fund’s gain is limited to the amount at which it sold a security short, its potential loss is limited only by the maximum attainable price of the security, less the price at which the security was sold. The Fund may also pay transaction costs and borrowing fees in connection with short sales.

Small Cap and Emerging Growth Securities Risks (World Gold) — Small cap or emerging growth companies may have limited product lines or markets. They may be less financially secure than larger, more established companies. They may depend on a small number of key personnel. If a product fails or there are other adverse developments, or if management changes, the Fund’s investment in a small cap company may lose substantial value. In addition, it is more difficult to get information on smaller companies, which tend to be less well known, have shorter operating histories, do not have significant ownership by large investors and are followed by relatively few securities analysts.

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The securities of small cap or emerging growth companies generally trade in lower volumes and are subject to greater and more unpredictable price changes than larger cap securities or the market as a whole. In addition, small cap securities may be particularly sensitive to changes in interest rates, borrowing costs and earnings. Investing in small cap securities requires a longer term view.

When-Issued and Delayed Delivery Securities and Forward Commitments Risk — When-issued and delayed delivery securities and forward commitments involve the risk that the security a Fund buys will lose value prior to its delivery. There also is the risk that the security will not be issued or that the other party to the transaction will not meet its obligation. If this occurs, a Fund loses both the investment opportunity for the assets it set aside to pay for the security and any gain in the security’s price.

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Account Information

How to Choose the Share Class that Best Suits Your Needs

Each Fund currently offers multiple share classes (Investor A, Investor B, Investor C and Institutional Shares in this prospectus for All-Cap Energy & Resources and Energy & Resources; Investor A, Investor C and Institutional Shares in this prospectus for World Gold), allowing you to invest in the way that best suits your needs. Each share class represents an ownership interest in the same portfolio investments of the particular Fund. When you choose your class of shares, you should consider the size of your investment and how long you plan to hold your shares. Either your financial professional or your selected securities dealer, broker, investment adviser, service provider, or industry professional (“financial intermediary”) can help you determine which share class is best suited to your personal financial goals. Investor A, Investor B and Investor C Shares are sometimes referred to herein collectively as “Investor Shares.”

For example, if you select Institutional Shares of a Fund, you will not pay any sales charge. However, only certain investors may buy Institutional Shares. If you select Investor A Shares of a Fund, you generally pay a sales charge at the time of purchase and an ongoing service fee of 0.25% per year. You may be eligible for a sales charge reduction or waiver.

If you select Investor C Shares, you will invest the full amount of your purchase price, but you will be subject to a distribution fee of 0.75% per year and a service fee of 0.25% per year under a plan adopted pursuant to Rule 12b-1 under the Investment Company Act. Because these fees are paid out of each Fund’s assets on an ongoing basis, over time these fees increase the cost of your investment and may cost you more than paying other types of sales charges. In addition, you may be subject to a deferred sales charge when you sell Investor C Shares. Classes with lower expenses will have higher net asset values and dividends relative to other share classes.

Investor B Shares are offered on a very limited basis as described below. Investor B Shares are subject to ongoing service and distribution fees and may be subject to a deferred sales charge.

Each Fund’s shares are distributed by BlackRock Investments, LLC (the “Distributor”), an affiliate of BlackRock.

The table on the following pages summarizes key features of each of the share classes offered by this prospectus.

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Share Classes at a Glance 1




   
Investor A
   
Investor B 2
   
Investor C 3,4
   
Institutional
Availability
              
Generally available through financial intermediaries.
    
Available only through exchanges and dividend reinvestments by current holders and for purchase by certain qualified employee benefit plans.
    
Generally available through financial intermediaries.
    
Limited to certain investors, including:
· Current Institutional shareholders that meet certain requirements.
· Certain retirement plans.
· Participants in certain programs sponsored by Black Rock or its affiliates, or other financial intermediaries.
· Certain employees and affiliates of Black Rock or its affiliates.
Minimum Investment
              
$1,000 for all accounts except:
· $250 for certain fee-based programs.
· $100 for retirement plans.
· $50, if establishing an Automatic Investment Plan.
    
Investor B Shares are not generally available for purchase (see above).
    
$1,000 for all accounts except:
· $250 for certain fee-based programs.
· $100 for retirement plans.
· $50, if establishing an Automatic Investment Plan.
    
$2 million for institutions and individuals.
Institutional Shares are available to clients of registered investment advisors who have $250,000 invested in the Fund.
Initial Sales Charge?
              
Yes. Payable at time of purchase. Lower sales charges are available for larger investments.
    
No. Entire purchase price is invested in shares of the Fund.
    
No. Entire purchase price is invested in shares of the Fund.
    
No. Entire purchase price is invested in shares of the Fund.
Deferred Sales Charge?
              
No. (May be charged for purchases of $1 million or more that are redeemed within eighteen months.)
    
Yes. Payable if you redeem within six years of purchase.
    
Yes. Payable if you redeem within one year of purchase.
    
No.
Distribution and Service (12b-1) Fees?
              
No Distribution Fee. 0.25% Annual Service Fee.
    
0.75% Annual Distribution Fee.
0.25% Annual Service Fee.
    
0.75% Annual Distribution Fee. 0.25% Annual Service Fee.
    
No.
Redemption Fees?
              
No.
    
No.
    
No.
    
No.
Conversion to Investor A Shares?
              
N/A
    
Yes, automatically after approximately eight years.
    
No.
    
No.
Advantage
              
Makes sense for investors who are eligible to have the sales charge reduced or eliminated or who have a long-term investment horizon because there are no ongoing distribution fees.
    
No up-front sales charge so you start off owning more shares.
    
No up-front sales charge so you start off owning more shares. These shares may make sense for investors who have a shorter investment horizon relative to Investor A Shares.
    
No up-front sales charge so you start off owning more shares.
 

(footnotes appear on the following page)

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Share Classes at a Glance 1




   
Investor A
   
Investor B 2
   
Investor C 3,4
   
Institutional
Disadvantage
              
You pay a sales charge up-front, and therefore you start off owning fewer shares.
    
Limited availability. You pay ongoing distribution fees each year you own Investor B Shares, which means that over the long term you can expect higher total fees per share than Investor A Shares and, as a result, lower total performance.
    
You pay ongoing distribution fees each year you own Investor C Shares, which means that over the long term you can expect higher total fees per share than Investor A Shares and, as a result, lower total performance.
    
Limited availability.
 
1   Please see “Details About the Share Classes” for more information about each share class.
2   World Gold does not offer Investor B Shares.
3   If you establish a new account directly with a Fund and do not have a financial intermediary associated with your account, you may only invest in Investor A Shares. Applications without a financial intermediary that select Investor C Shares will not be accepted.
4   The Funds will not accept a purchase order of $500,000 or more for Investor C Shares. Your financial intermediary may set a lower maximum for Investor C Shares.

The following pages will cover the additional details of each share class, including the Institutional Share requirements, the sales charge table for Investor A Shares, reduced sales charge information, Investor B and Investor C Share CDSC information, and sales charge waivers. More information about existing sales charge reductions and waivers is available free of charge in a clear and prominent format via hyperlink at www.blackrock.com and in the SAI, which is available on the website or on request.

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Details About the Share Classes

Investor A Shares — Initial Sales Charge Options

The following table shows the front-end sales charges that you may pay if you buy Investor A Shares. The offering price for Investor A Shares includes any front-end sales charge. The front-end sales charge expressed as a percentage of the offering price may be higher or lower than the charge described below due to rounding. Similarly, any contingent deferred sales charge paid upon certain redemptions of Investor A Shares expressed as a percentage of the applicable redemption amount may be higher or lower than the charge described below due to rounding. You may qualify for a reduced front-end sales charge. Purchases of Investor A Shares at certain fixed dollar levels, known as “breakpoints,” cause a reduction in the front-end sales charge. Once you achieve a breakpoint, you pay that sales charge on your entire purchase amount (and not just the portion above the breakpoint). If you select Investor A Shares, you will pay a sales charge at the time of purchase as shown in the following table.

Your Investment



   
Sales Charge
as a % of
Offering Price

   
Sales Charge
as a % of Your
Investment 1

   
Dealer
Compensation
as a % of
Offering Price

Less than $25,000
              
5.25%
    
5.54%
    
5.00%
$25,000 but less than $50,000
              
4.75%
    
4.99%
    
4.50%
$50,000 but less than $100,000
              
4.00%
    
4.17%
    
3.75%
$100,000 but less than $250,000
              
3.00%
    
3.09%
    
2.75%
$250,000 but less than $500,000
              
2.50%
    
2.56%
    
2.25%
$500,000 but less than $750,000
              
2.00%
    
2.04%
    
1.75%
$750,000 but less than $1,000,000
              
1.50%
    
1.52%
    
1.25%
$1,000,000 and over 2
              
0.00%
    
0.00%
    
2
 
1   Rounded to the nearest one-hundredth percent.
2   If you invest $1,000,000 or more in Investor A Shares, you will not pay an initial sales charge. In that case, BlackRock compensates the financial intermediary from its own resources. However, if you redeem your shares within 18 months after purchase, you may be charged a deferred sales charge of 1.00% of the lesser of the original cost of the shares being redeemed or your redemption proceeds. Such deferred sales charge may be waived in connection with certain fee-based programs.

No initial sales charge applies to Investor A Shares that you buy through reinvestment of Fund dividends or capital gains.

Sales Charges Reduced or Eliminated for Investor A Shares

There are several ways in which the sales charge can be reduced or eliminated. Purchases of Investor A Shares at certain fixed dollar levels, known as “breakpoints,” cause a reduction in the front-end sales charge (as described above in the “Investor A Shares — Initial Sales Charge Options” section). Additionally, the front-end sales charge can be reduced or eliminated through one or a combination of the following: a Letter of Intent, the right of accumulation, the reinstatement privilege (described under “Account Services and Privileges”), or a waiver of the sales charge (described below). Reductions or eliminations through the Letter of Intent or right of accumulation will apply to the value of all qualifying holdings in shares of mutual funds sponsored and advised by BlackRock or its affiliates (“BlackRock Funds”) owned by: (a) the investor, or (b) the investor’s spouse and any children and a trust, custodial account or fiduciary account for the benefit of any such individuals. For this purpose, the value of an investor’s holdings means the offering price of the newly purchased shares (including any applicable sales charge) plus the current value (including any sales charges paid) of all other shares the investor already holds taken together.

Qualifying Holdings:
  Investor Shares, Institutional Shares (in most BlackRock Funds) and investments in the BlackRock CollegeAdvantage 529 Program

Qualifying Holdings may include shares held in accounts held at a financial intermediary, including personal accounts, certain retirement accounts, UGMA/UTMA accounts, Joint Tenancy accounts, trust accounts and Transfer on Death accounts, as well as shares purchased by a trust of which the investor is a beneficiary. For purposes of the Letter of Intent and right of accumulation, the investor may not combine with the investor’s other holdings shares held in pension, profit sharing or other employee benefit plans if those shares are held in the name of a nominee or custodian.

In order to receive a reduced sales charge, at the time an investor purchases shares of the Fund, the investor should inform the financial intermediary and/or BlackRock Funds of any other shares of the Fund or any other BlackRock Fund that qualify for a reduced sales charge. Failure by the investor to notify the financial intermediary or BlackRock Funds, may result in the investor not receiving the sales charge reduction to which the investor is otherwise entitled.

38

 
 

The financial intermediary or the BlackRock Funds may request documentation — including account statements and records of the original cost of the shares owned by the investor, the investor’s spouse and/or children showing that the investor qualifies for a reduced sales charge. The investor should retain these records because — depending on where an account is held or the type of account — the Fund and/or the investor’s financial intermediary or BlackRock Funds may not be able to maintain this information.

For more information, see the SAI or contact your financial intermediary.

Letter of Intent

An investor may qualify for a reduced front-end sales charge immediately by signing a “Letter of Intent” stating the investor’s intention to buy a specified amount of Investor A, Investor C or Institutional Shares and/or make an investment through the BlackRock CollegeAdvantage 529 Program in one or more BlackRock Funds within the next 13 months that would, if bought all at once, qualify the investor for a reduced sales charge. The initial investment must meet the minimum initial purchase requirement. The 13-month Letter of Intent period commences on the day that the Letter of Intent is received by the Fund, and the investor must tell the Fund that later purchases are subject to the Letter of Intent. Purchases submitted prior to the date the Letter of Intent is received by the Fund are not counted toward the sales charge reduction. During the term of the Letter of Intent, the Fund will hold Investor A Shares representing up to 5% of the indicated amount in an escrow account for payment of a higher sales load if the full amount indicated in the Letter of Intent is not purchased. If the full amount indicated is not purchased within the 13-month period, and the investor does not pay the higher sales load within 20 days, the Fund will redeem enough of the Investor A Shares held in escrow to pay the difference.

Right of Accumulation

Investors have a “right of accumulation” under which the current value of (i) an investor’s existing BlackRock Funds Investor A and A1, Investor B, B1, B2 and B3, Investor C, C1, C2 and C3 and Institutional Shares and/or (ii) investment in the BlackRock CollegeAdvantage 529 program by the investor or by or on behalf of the investor’s spouse or children may be combined with the amount of the current purchase in determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge. Financial intermediaries may value current holdings of their customers differently for purposes of determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge, although customers of the same financial intermediary will be treated similarly. In order to use this right, the investor must alert BlackRock to the existence of any previously purchased shares.

Other Front-End Sales Charge Waivers

The following persons may also buy Investor A Shares of a Fund without paying a sales charge:

n
  Authorized qualified employee benefit plans or savings plans;
n
  Rollovers of current investments through authorized qualified employee benefit plans or savings plans, provided the shares are transferred to the same BlackRock Fund as either a direct rollover, or subsequent to distribution, the rolled-over proceeds are contributed to a BlackRock individual retirement account (“IRA”) through an account directly with the Fund;
n
  Persons investing through an authorized payroll deduction plan;
n
  Persons investing through an authorized investment plan for organizations that operate under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”);
n
  Registered investment advisers, trust companies and bank trust departments exercising discretionary investment authority with respect to amounts to be invested in the Fund;
n
  Persons participating in a fee-based program (such as a wrap account) under which they (i) pay advisory fees to a broker-dealer or other financial institution or (ii) pay fees to a broker-dealer or other financial institution for providing transaction processing and other administrative services, but not investment advisory services;
n
  Financial intermediaries who have entered into an agreement with the Distributor and have been approved by the Distributor to offer Fund shares to self-directed investment brokerage accounts that may or may not charge a transaction fee;
n
  Persons associated with the Fund, the Fund’s manager, the Fund’s sub-advisers, transfer agent, Distributor, fund accounting agents, Barclays PLC (“Barclays”) and their respective affiliates (to the extent permitted by these firms) including: (a) officers, directors and partners; (b) employees and retirees; (c) employees of firms who have entered into selling agreements to distribute shares of BlackRock-advised funds; (d) immediate family members of such persons; and (e) any trust, pension, profit-sharing or other benefit plan for any of the persons set forth in (a) through (d); and
n
  Certain state sponsored 529 college savings plans.

39

 
 

Investor A Shares at Net Asset Value

If you invest $1,000,000 or more in Investor A Shares, you will not pay any initial sales charge. However, if you redeem your Investor A Shares within 18 months after purchase, you may be charged a deferred sales charge of 1.00% of the lesser of the original cost of the shares being redeemed or your redemption proceeds. For a discussion on waivers, see “Contingent Deferred Sales Charge Waivers.”

If you are eligible to buy both Investor A and Institutional Shares, you should buy Institutional Shares since Investor A Shares are subject to a front end sales charge and an annual 0.25% service fee, while Institutional Shares are not. The Distributor normally pays the annual Investor A Shares service fee to dealers as a shareholder servicing fee on a monthly basis.

Investor B and Investor C Shares — Deferred Sales Charge Options

Investor B Shares are currently available for purchase only through exchanges and dividend reinvestments by current holders of Investor B Shares and for purchase by certain employee benefit plans. If you select Investor C Shares, you do not pay an initial sales charge at the time of purchase. However, if you redeem your Investor B Shares within six years after purchase or your Investor C Shares within one year after purchase, you may be required to pay a deferred sales charge. The charge will apply to the lesser of the original cost of the shares being redeemed or the proceeds of your redemptions. No deferred sales charge applies to shares that you acquire through reinvestment of dividends or capital gains. You will also pay distribution fees of 0.75% and service fees of 0.25% for Investor B Shares of All-Cap Energy & Resources and Energy & Resources each year and distribution fees of 0.75% and service fees of 0.25% for Investor C Shares of each Fund each year. Because these fees are paid out of the Fund’s assets on an ongoing basis, over time these fees increase the cost of your investment and may cost you more than paying other types of sales charges. The Distributor uses the money that it receives from the deferred sales charges and the distribution fees to cover the costs of marketing, advertising and compensating the financial intermediary who assists you in purchasing Fund shares.

The Distributor currently pays dealers a sales concession of 4.00% of the purchase price of Investor B Shares from its own resources at the time of sale. The Distributor also normally pays the annual Investor B Shares service fee to dealers as a shareholder servicing fee on a monthly basis. The Distributor normally retains the Investor B Shares distribution fee.

The Distributor currently pays a sales concession of 1.00% of the purchase price of Investor C Shares to dealers from its own resources at the time of sale. The Distributor pays the annual Investor C Shares distribution fee and the annual Investor C Shares service fee as an ongoing concession and as a shareholder servicing fee, respectively, to dealers for Investor C Shares held for over a year and normally retains the Investor C Shares distribution fee and service fee during the first year after purchase. For certain qualified employee benefit plans, the Distributor will pay the full Investor C Shares distribution fee and service fee to dealers beginning in the first year after purchase in lieu of paying the sales concession.

Investor B Shares (All-Cap Energy & Resources and Energy & Resources)

If you redeem Investor B Shares within six years after purchase, you may be charged a deferred sales charge. No deferred sales charge applies to shares that you buy through reinvestment of dividends or capital gains. When you redeem Investor B Shares, the redemption order is processed so that the lowest deferred sales charge is charged. Investor B Shares that are not subject to the deferred sales charge are redeemed first. After that, the Fund redeems the shares that have been held the longest. The amount of the charge gradually decreases as you hold your shares over time, according to the following schedule:

Years Since Purchase



   
Sales Charge 1
0 – 1
              
4.50%
1 – 2
              
4.00%
2 – 3
              
3.50%
3 – 4
              
3.00%
4 – 5
              
2.00%
5 – 6
              
1.00%
6 and thereafter
              
0.00%
 
1   The percentage charge will apply to the lesser of the original cost of the shares being redeemed or the proceeds of your redemption. Not all BlackRock Funds have identical deferred sales charge schedules. If you exchange your shares for shares of another BlackRock Fund, the original sales charge schedule will apply.

40

 
 

Any CDSC paid on a redemption of Investor B Shares expressed as a percentage of the applicable redemption amount may be higher or lower than the charge described due to rounding.

Your Investor B Shares convert automatically into Investor A Shares approximately eight years after purchase. Any Investor B Shares received through reinvestment of dividends paid on converting shares will also convert pro rata based on the amount of shares being converted. Investor A Shares are subject to lower annual expenses than Investor B Shares. The conversion of Investor B Shares to Investor A Shares is not a taxable event for federal income tax purposes.

Different conversion schedules apply to Investor B Shares of different BlackRock Funds. For example, Investor B Shares of fixed-income funds typically convert approximately ten years after purchase compared to approximately eight years for equity funds. If you acquire your Investor B Shares in an exchange from another BlackRock Fund with a different conversion schedule, the conversion schedule that applies to the shares you acquire in the exchange will apply. The length of time that you hold both the original and exchanged Investor B Shares in both BlackRock Funds will count toward the conversion schedule. The conversion schedule may be modified in certain other cases as well.

Investor C Shares

If you redeem Investor C Shares within one year after purchase, you may be charged a deferred sales charge of 1.00%. The charge will apply to the lesser of the original cost of the shares being redeemed or the proceeds of your redemption. When you redeem Investor C Shares, the redemption order is processed so that the lowest deferred sales charge is charged. Investor C Shares that are not subject to the deferred sales charge are redeemed first. In addition, you will not be charged a deferred sales charge when you redeem shares that you acquire through reinvestment of Fund dividends or capital gains. Any CDSC paid on the redemptions of Investor C Shares expressed as a percentage of the applicable redemption amount may be higher or lower than the charge described due to rounding.

Investor C Shares do not offer a conversion privilege.

Contingent Deferred Sales Charge Waivers

The deferred sales charge relating to Investor Shares may be reduced or waived in certain circumstances, such as:

n
  Redemptions of shares purchased through authorized qualified employee benefit plans or savings plans and rollovers of current investments in a Fund through such plans;
n
  Exchanges pursuant to the exchange privilege, as described in “How to Exchange Shares or Transfer your Account”;
n
  Redemptions made in connection with minimum required distributions from IRA or 403(b)(7) accounts due to the shareholder reaching the age of 70 1 2 ;
n
  Certain post-retirement withdrawals from an IRA or other retirement plan if you are over 59 1 2 years old;
n
  Redemptions made with respect to certain retirement plans sponsored by a Fund, BlackRock or an affiliate;
n
  Redemptions resulting from shareholder death as long as the waiver request is made within one year of death or, if later, reasonably promptly following completion of probate (including in connection with the distribution of account assets to a beneficiary of the decedent);
n
  Withdrawals resulting from shareholder disability (as defined in the Internal Revenue Code) as long as the disability arose subsequent to the purchase of the shares;
n
  Involuntary redemptions made of shares in accounts with low balances;
n
  Certain redemptions made through the Systematic Withdrawal Plan offered by a Fund, BlackRock or an affiliate;
n
  Redemptions related to the payment of BNY Mellon Investment Servicing Trust Company custodial IRA fees; and
n
  Redemptions when a shareholder can demonstrate hardship, in the absolute discretion of the Fund.

More information about existing sales charge reductions and waivers is available free of charge in a clear and prominent format via hyperlink at www.blackrock.com and in the SAI, which is available on the website or on request.

Institutional Shares

Institutional Shares are not subject to any sales charge. Only certain investors are eligible to buy Institutional Shares. Your financial intermediary can help you determine whether you are eligible to buy Institutional Shares. A Fund may permit a lower initial investment for certain investors if their purchase, combined with purchases by other investors received together by the Fund, meets the minimum investment requirement.

41

 
 

Eligible Institutional investors include the following:

n
  Investors who currently own Institutional Shares of a Fund may make additional purchases of Institutional Shares of that Fund directly from the Fund;
n
  Institutional and individual retail investors with a minimum investment of $2 million who purchase directly from a Fund;
n
  Certain qualified retirement plans;
n
  Investors in selected fee based programs;
n
  Clients of registered investment advisers who have $250,000 invested in the Fund;
n
  Trust department clients of PNC Bank and Bank of America, N.A. and their affiliates for whom they (i) act in a fiduciary capacity (excluding participant directed employee benefit plans); (ii) otherwise have investment discretion; or (iii) act as custodian for at least $2 million in assets;
n
  Unaffiliated banks, thrifts or trust companies that have agreements with the Distributor;
n
  Holders of certain Merrill Lynch & Co., Inc. (“Merrill Lynch”) sponsored unit investment trusts (“UITs”) who reinvest dividends received from such UITs in shares of a Fund; and
n
  Employees, officers and directors/trustees of BlackRock, Inc., BlackRock Funds, The PNC Financial Services Group, Inc. (“PNC”), Merrill Lynch, Barclays or their respective affiliates.

Distribution and Service Payments

The Trust, on behalf of the Funds, has adopted a plan (the “Plan”) that allows each Fund to pay distribution fees for the sale of its shares under Rule 12b-1 of the Investment Company Act, and shareholder servicing fees for certain services provided to its shareholders.

Plan Payments

Under the Plan, Investor B and Investor C Shares pay a fee (“distribution fees”) to the Distributor and/or its affiliates, including PNC and its affiliates, for distribution and sales support services. The distribution fees may be used to pay the Distributor for distribution services and to pay the Distributor and affiliates of BlackRock and PNC for sales support services provided in connection with the sale of Investor B and Investor C Shares. The distribution fees may also be used to pay brokers, dealers, financial institutions and industry professionals (including BlackRock, PNC and their respective affiliates) (each a “Financial Intermediary”) for sales support services and related expenses. All Investor B and Investor C Shares pay a maximum distribution fee per year that is a percentage of the average daily net asset value of the applicable Fund attributable to Investor B and Investor C Shares. Institutional and Investor A Shares do not pay a distribution fee.

Under the Plan, a Fund also pays shareholder servicing fees (also referred to as shareholder liaison services fees) to Financial Intermediaries for providing support services to their customers who own Investor A, Investor B and Investor C Shares. The shareholder servicing fee payment is calculated as a percentage of the average daily net asset value of Investor A, Investor B and Investor C Shares of each Fund. All Investor A, Investor B and Investor C Shares pay this shareholder servicing fee. Institutional Shares do not pay a shareholder servicing fee.

In return for the shareholder servicing fee, Financial Intermediaries (including BlackRock) may provide one or more of the following services to their customers who own Investor A, Investor B and Investor C Shares:

n
  Responding to customer questions on the services performed by the Financial Intermediary and investments in Investor A, Investor B and Investor C Shares;
n
  Assisting customers in choosing and changing dividend options, account designations and addresses; and
n
  Providing other similar shareholder liaison services.

The shareholder servicing fees payable pursuant to the Plan are paid to compensate Financial Intermediaries for the administration and servicing of shareholder accounts and are not costs which are primarily intended to result in the sale of a Fund’s shares. Because the fees paid by the Funds under the Plan are paid out of Fund assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges. In addition, the distribution fees paid by Investor B and Investor C Shares may over time cost investors more than the front-end sales charge on Investor A Shares. For more information on the Plan, including a complete list of services provided thereunder, see the SAI.

42

 
 

Other Payments by the Funds

In addition to, rather than in lieu of, fees that a Fund may pay to a Financial Intermediary pursuant to the Plan and fees that a Fund pays to its transfer agent, BNY Mellon Investment Servicing (US) Inc. (the “Transfer Agent”), BlackRock, on behalf of a Fund, may enter into non-Plan agreements with a Financial Intermediary pursuant to which the Fund will pay a Financial Intermediary for administrative, networking, recordkeeping, sub-transfer agency and shareholder services. These non-Plan payments are generally based on either (1) a percentage of the average daily net assets of Fund shareholders serviced by a Financial Intermediary or (2) a fixed dollar amount for each account serviced by a Financial Intermediary. The aggregate amount of these payments may be substantial.

Other Payments by BlackRock

The Plan permits BlackRock, the Distributor and their affiliates to make payments relating to distribution and sales support activities out of their past profits or other sources available to them (and not as an additional charge to the Funds). From time to time, BlackRock, the Distributor or their affiliates also may pay a portion of the fees for administrative, networking, recordkeeping, sub-transfer agency and shareholder services described above at its or their own expense and out of its or their legitimate profits. BlackRock, the Distributor and their affiliates may compensate affiliated and unaffiliated Financial Intermediaries for the sale and distribution of shares of the Funds or for these other services to the Funds and shareholders. These payments would be in addition to the Fund payments described in this prospectus and may be a fixed dollar amount, may be based on the number of customer accounts maintained by the Financial Intermediary, or may be based on a percentage of the value of shares sold to, or held by, customers of the Financial Intermediary. The aggregate amount of these payments by BlackRock, the Distributor and their affiliates may be substantial. Payments by BlackRock may include amounts that are sometimes referred to as “revenue sharing” payments. In some circumstances, these revenue sharing payments may create an incentive for a Financial Intermediary, its employees or associated persons to recommend or sell shares of a Fund to you. Please contact your Financial Intermediary for details about payments it may receive from a Fund or from BlackRock, the Distributor or their affiliates. For more information, see the SAI.

How to Buy, Sell, Exchange and Transfer Shares

The chart on the following pages summarizes how to buy, sell, exchange and transfer shares through your financial intermediary. You may also buy, sell, exchange and transfer shares through BlackRock, if your account is held directly with BlackRock. To learn more about buying, selling, exchanging or transferring shares through BlackRock, call (800) 441-7762. Because the selection of a mutual fund involves many considerations, your financial intermediary may help you with this decision.

Each Fund may reject any purchase order, modify or waive the minimum initial or subsequent investment requirements for any shareholders and suspend and resume the sale of any share class of the Fund at any time for any reason. In addition, the Funds may waive certain requirements regarding the purchase, sale, exchange or transfer of shares described below.

Under certain circumstances, if no activity occurs in an account within a time period specified by state law, a shareholder’s shares in a Fund may be transferred to that state.

43

 
 

How to Buy Shares




   
Your Choices
   

   
Important Information for You to Know
Initial Purchase
              
First, select the share class appropriate for you
    
 
    
Refer to the “Share Classes at a Glance” table in this prospectus (be sure to read this prospectus carefully). When you place your initial order, you must indicate which share class you select (if you do not specify a class and do not qualify to purchase Institutional Shares, you will receive Investor A Shares).
 
              
 
    
 
    
Certain factors, such as the amount of your investment, your time frame for investing, and your financial goals, may affect which share class you choose. Your financial intermediary can help you determine which share class is appropriate for you.
 
              
Next, determine the amount of your investment
    
 
    
Refer to the minimum initial investment in the “Share Classes at a Glance” table in this prospectus. Be sure to note the maximum investment amounts in Investor C Shares.
 
              
 
    
 
    
See “Account Information — Details About the Share Classes” for information on lower initial investment requirements for certain Fund investors if their purchase, combined with purchases by other investors received together by a Fund, meets the minimum investment requirement.
 
              
Have your financial intermediary submit your purchase order
    
 
    
The price of your shares is based on the next calculation of a Fund’s net asset value after your order is placed. Any purchase orders placed prior to the close of business on the New York Stock Exchange (the “Exchange”) (generally 4:00 p.m. Eastern time) will be priced at the net asset value determined that day. Certain financial intermediaries, however, may require submission of orders prior to that time. Purchase orders placed after that time will be priced at the net asset value determined on the next business day. A broker-dealer or financial institution maintaining the account in which you hold shares may charge a separate account, service or transaction fee on the purchase or sale of Fund shares that would be in addition to the fees and expenses shown in the Fund’s “Fees and Expenses” table.
 
              
 
    
 
    
The Funds may reject any order to buy shares and may suspend the sale of shares at any time. Financial intermediaries may charge a processing fee to confirm a purchase.
 
              
Or contact BlackRock (for accounts held directly with BlackRock)
    
 
    
To purchase shares directly from BlackRock, call (800) 441-7762 and request a new account application. Mail the completed application along with a check payable to “BlackRock Funds” to the Transfer Agent at the address on the application.
Add to Your Investment
              
Purchase additional shares
    
 
    
For Investor A and Investor C Shares, the minimum investment for additional purchases is generally $50 for all accounts except that certain retirement plans and payroll deduction programs may have a lower minimum for additional purchases. Institutional Shares have no minimum for additional purchases.
 
              
Have your financial intermediary submit your purchase order for additional shares
    
 
    
To purchase additional shares you may contact your financial intermediary. For more details on purchasing by Internet see below.
 
              
Or contact BlackRock (for accounts held directly with BlackRock)
    
 
    
Purchase by Telephone: Call (800) 441-7762 and speak with one of our representatives. The Funds have the right to reject any telephone request for any reason.
Purchase in Writing: You may send a written request to BlackRock at the address on the back cover of this prospectus.
 
              
 
    
 
    
Purchase by VRU: Investor Shares may also be purchased by use of the Fund’s automated voice response unit service (“VRU”) at (800) 441-7762.
 

44

 
 

How to Buy Shares (continued)




   
Your Choices
   

   
Important Information for You to Know
Add to Your Investment (continued)
              
Or contact BlackRock (for accounts held directly with BlackRock) (continued)
    
 
    
Purchase by Internet : You may purchase your shares, and view activity in your account, by logging onto the BlackRock website at www.blackrock.com/funds. Purchases made on the Internet using the Automated Clearing House Network (“ACH”) will have a trade date that is the day after the purchase is made. Certain institutional clients’ purchase orders for Institutional Shares placed by wire prior to the close of business on the Exchange will be priced at the net asset value determined that day. Contact your financial intermediary or BlackRock for further information. The Funds limit Internet purchases in shares of a Fund to $25,000 per trade. Different maximums may apply to certain institutional investors.
 
              
 
    
 
    
Please read the On-Line Services Disclosure Statement and User Agreement, the Terms and Conditions page and the Consent to Electronic Delivery Agreement (if you consent to electronic delivery), before attempting to transact online.
 
              
 
    
 
    
The Funds employ reasonable procedures to confirm that transactions entered over the Internet are genuine. By entering into the User Agreement with a Fund in order to open an account through the website, the shareholder waives any right to reclaim any losses from a Fund or any of its affiliates, incurred through fraudulent activity.
 
              
Acquire additional shares by reinvesting dividends and capital gains
    
 
    
All dividends and capital gains distributions are automatically reinvested without a sales charge. To make any changes to your dividend and/or capital gains distributions options, please call (800) 441-7762, or contact your financial intermediary (if your account is not held directly with BlackRock).
 
              
Participate in the Automatic Investment Plan (“AIP”)
    
 
    
BlackRock’s Automatic Investment Plan (“AIP”) allows you to invest a specific amount on a periodic basis from your checking or savings account into your investment account.
Refer to the “Account Services and Privileges” section of this
 
              
 
    
 
    
prospectus for additional information.
How to Pay for Shares
              
Making payment for purchases
    
 
    
Payment for an order must be made in Federal funds or other immediately available funds by the time specified by your financial intermediary, but in no event later than 4:00 p.m. (Eastern time) on the third business day (in the case of Investor Shares) or the first business day (in the case of Institutional Shares) following BlackRock’s receipt of the order. If payment is not received by this time, the order will be canceled and you and your financial intermediary will be responsible for any loss to the Funds.
 
              
 
    
 
    
For shares purchased directly from a Fund, a check payable to BlackRock Funds which bears the name of the Fund you are purchasing must accompany a completed purchase application. There is a $20 fee for each purchase check that is returned due to insufficient funds. The Funds do not accept third-party checks. You may also wire Federal funds to a Fund to purchase shares, but you must call (800) 441-7762 before doing so to confirm the wiring instructions.
 

45

 
 

How to Sell Shares




   
Your Choices
   

   
Important Information for You to Know
Full or Partial Redemption of Shares
              
Have your financial intermediary submit your sales order
    
 
    
You can make redemption requests through your financial intermediary. Shareholders should indicate whether they are redeeming Investor A, Investor B, Investor C or Institutional Shares. The price of your shares is based on the next calculation of a Fund’s net asset value after your order is placed. For your redemption request to be priced at the net asset value on the day of your request, you must submit your request to your financial intermediary prior to that day’s close of business on the Exchange (generally 4:00 p.m. Eastern time). Certain financial intermediaries, however, may require submission of orders prior to that time. Any redemption request placed after that time will be priced at the net asset value at the close of business on the next business day.
 
              
 
    
 
    
Financial intermediaries may charge a fee to process a redemption of shares. Shareholders should indicate which class of shares they are redeeming. The Funds may reject an order to sell shares under certain circumstances.
 
              
Selling shares held directly with BlackRock
    
 
    
Methods of Redeeming:
Redeem by Telephone: You may sell Investor Shares held directly at BlackRock by telephone request if certain conditions are met and if the amount being sold is less than (i) $100,000 for payments by check or (ii) $250,000 for payments through ACH or wire transfer. Certain redemption requests, such as those in excess of these amounts, must be in writing with a medallion signature guarantee. For Institutional Shares, certain redemption requests may require written instructions with a medallion signature guarantee. Call (800) 441-7762 for details. You can obtain a medallion signature guarantee stamp from a bank, securities dealer, securities broker, credit union, savings and loan association, national securities exchange or registered securities association. A notary public seal will not be acceptable.
 
              
 
    
 
    
The Funds, their administrators and the Distributor will employ reasonable procedures to confirm that instructions communicated by telephone are genuine. The Funds and their service providers will not be liable for any loss, liability, cost or expense for acting upon telephone instructions that are reasonably believed to be genuine in accordance with such procedures. A Fund may refuse a telephone redemption request if it believes it is advisable to do so. During periods of substantial economic or market change, telephone redemptions may be difficult to complete. Please find below alternative redemption methods.
 
              
 
    
 
    
Redeem by VRU: Investor Shares may also be redeemed by use of the Funds’ automated VRU Service. Payment for Investor Shares redeemed by VRU may be made for non-retirement accounts in amounts up to $25,000, either through check, ACH or wire.
 
              
 
    
 
    
Redeem by Internet: You may redeem in your account by logging onto the BlackRock website at www.blackrock.com/funds. Proceeds from Internet redemptions may be sent via check, ACH or wire to the bank account of record. Payment for Investor Shares redeemed by Internet may be made for non-retirement accounts in amounts up to $25,000, either through check, ACH or wire. Different maximums may apply to investors in Institutional Shares.
 

46

 
 

How to Sell Shares (continued)




   
Your Choices
   

   
Important Information for You to Know
Full or Partial Redemption of Shares (continued)
              
Selling shares held directly with BlackRock (continued)
    
 
    
Redeem in Writing: You may sell shares held with BlackRock by writing to BlackRock, P.O. Box 9819, Providence, Rhode Island 02940-8019 or for overnight delivery, 4400 Computer Drive, Westborough, Massachusetts 01588. All shareholders on the account must sign the letter. A medallion signature guarantee will generally be required but may be waived in certain limited circumstances. You can obtain a medallion signature guarantee stamp from a bank, securities dealer, securities broker, credit union, savings and loan association, national securities exchange or registered securities association. A notary public seal will not be acceptable. If you hold stock certificates, return the certificates with the letter. Proceeds from redemptions may be sent via check, ACH or wire to the bank account of record.
 
              
 
    
 
    
Payment of Redemption Proceeds: Redemption proceeds may be paid by check or, if a Fund has verified banking information on file, through ACH or by wire transfer.
 
              
 
    
 
    
Payment by Check: BlackRock will normally mail redemption proceeds within seven days following receipt of a properly completed request. Shares can be redeemed by telephone and the proceeds sent by check to the shareholder at the address on record. Shareholders will pay $15 for redemption proceeds sent by check via overnight mail. You are responsible for any additional charges imposed by your bank for this service.
 
              
 
    
 
    
Payment by Wire Transfer: Payment for redeemed shares for which a redemption order is received before 4:00 p.m. (Eastern time) on a business day is normally made in Federal funds wired to the redeeming shareholder on the next business day, provided that the Funds’ custodian is also open for business. Payment for redemption orders received after 4:00 p.m. (Eastern time) or on a day when the Funds’ custodian is closed is normally wired in Federal funds on the next business day following redemption on which the Fund’s custodian is open for business. The Funds reserve the right to wire redemption proceeds within seven days after receiving a redemption order if, in the judgment of the Fund, an earlier payment could adversely affect the Fund.
 
              
 
    
 
    
If a shareholder has given authorization for expedited redemption, shares can be redeemed by Federal wire transfer to a single previously designated bank account. Shareholders will pay $7.50 for redemption proceeds sent by Federal wire transfer. You are responsible for any additional charges imposed by your bank for this service. No charge for wiring redemption payments with respect to Institutional Shares is imposed by the Funds.
 
              
 
    
 
    
The Funds are not responsible for the efficiency of the Federal wire system or the shareholder’s firm or bank. To change the name of the single, designated bank account to receive wire redemption proceeds, it is necessary to send a written request to the Fund at the address on the back cover of this prospectus.
 
              
 
    
 
    
Payment by ACH: Redemption proceeds may be sent to the shareholder’s bank account (checking or savings) via ACH. Payment for redeemed shares for which a redemption order is received before 4:00 p.m. (Eastern time) on a business day is normally sent to the redeeming shareholder the next business day, with receipt at the receiving bank within the next two business days (48-72 hours); provided that the Funds’ custodian is also open for business. Payment for redemption orders received after 4:00 p.m. (Eastern time) or on a day when the Funds’ custodian is closed is normally sent on the next business day following redemption on which the Funds’ custodian is open for business.
 
              
 
    
 
    
The Funds reserve the right to send redemption proceeds within seven days after receiving a redemption order if, in the judgment of a Fund, an earlier payment could adversely affect the Fund. No charge for sending redemption payments via ACH is imposed by the Funds.
 
              
 
    
 
    
* * *
 
              
 
    
 
    
If you make a redemption request before the Fund has collected payment for the purchase of shares, the Fund may delay mailing your proceeds. This delay will usually not exceed ten days.
 

47

 
 

How to Exchange Shares or Transfer your Account




   
Your Choices
   

   
Important Information for You to Know
Exchange Privilege
              
Selling shares of one fund to purchase shares of another BlackRock fund (“exchanging”)
    
 
    
Investor Shares of the Funds are generally exchangeable for shares of the same class of another BlackRock Fund.
You can exchange $1,000 or more of Investor A, Investor B, or Investor C Shares from one fund into the same class of another fund which offers that class of shares (you can exchange less than $1,000 of Investor Shares if you already have an account in the fund into which you are exchanging).
 
              
 
    
 
    
Investors who currently own Institutional Shares of a Fund may make exchanges into Institutional Shares of other funds except for investors holding shares through certain client accounts at financial intermediaries that are omnibus with the Fund and do not meet applicable minimums. There is no required minimum amount with respect to exchanges of Institutional Shares.
 
              
 
    
 
    
You may only exchange into a share class and fund that are open to new investors or in which you have a current account if the fund is closed to new investors.
 
              
 
    
 
    
Some of the BlackRock Funds impose a different deferred sales charge schedule. The CDSC will continue to be measured from the date of the original purchase. The CDSC schedule applicable to your original purchase will apply to the shares you receive in the exchange and any subsequent exchange.
 
              
 
    
 
    
To exercise the exchange privilege you may contact your financial intermediary. Alternatively, if your account is held directly with BlackRock you may: (i) call (800) 441-7762 and speak with one of our representatives, (ii) make the exchange via the Internet by accessing your account online at www.blackrock.com/funds, or (iii) send a written request to the Fund at the address on the back cover of this prospectus. Please note, if you indicated on your New Account Application that you did not want the Telephone Exchange Privilege, you will not be able to place exchanges via the telephone until you update this option either in writing or by calling (800) 441-7762. The Funds have the right to reject any telephone request for any reason.
 
              
 
    
 
    
Although there is currently no express limit on the number of exchanges that you can make, the exchange privilege may be modified or terminated at any time in the future. The Funds may suspend or terminate your exchange privilege at any time for any reason, including if a Fund believes, in its sole discretion, that you are engaging in market timing activities. See “Short-Term Trading Policy” below. For Federal income tax purposes a share exchange is a taxable event and a capital gain or loss may be realized. Please consult your tax adviser or other financial intermediary before making an exchange request.
Transfer Shares to Another Financial Intermediary
              
Transfer to a participating financial intermediary
    
 
    
You may transfer your shares of a Fund only to another financial intermediary that has an agreement with the Distributor. Certain shareholder services may not be available for the transferred shares. All future trading of these assets must be coordinated by the receiving firm.
If your account is held directly with BlackRock, you may call
 
              
 
    
 
    
(800) 441-7762 with any questions; otherwise please contact your financial intermediary to accomplish the transfer of shares.
 
              
Transfer to a non-participating financial intermediary
    
 
    
You must either:
· Transfer your shares to an account with the Fund; or
· Sell your shares, paying any applicable deferred sales charge.
 
              
  
    
 
    
If your account is held directly with BlackRock, you may call (800) 441-7762 with any questions; otherwise please contact your financial intermediary to accomplish the transfer of shares.
 

48

 
 

Account Services and Privileges

The following table provides examples of account services and privileges available in your BlackRock account. Certain of these account services and privileges are only available to shareholders of Investor Shares whose accounts are held directly with BlackRock. If your account is held directly with BlackRock, please call (800) 441-7762 or visit www.blackrock.com/funds for additional information as well as forms and applications. Otherwise, please contact your financial intermediary for assistance in requesting one or more of the following services and privileges.

                       
Automatic
Investment Plan
(“AIP”)
              
Allows systematic investments on a periodic basis from checking or savings account.
    
 
    
BlackRock’s AIP allows you to invest a specific amount on a periodic basis from your checking or savings account into your investment account. You may apply for this option upon account opening or by completing the Automatic Investment Plan application. The minimum investment amount for an automatic investment plan is $50 per portfolio. This is no longer available for purchase of Investor B Shares. If a shareholder has an AIP for purchase of Investor B Shares, the investor must redirect investment in Investor A or Investor C Shares.
Dividend Allocation Plan
              
Automatically invests your distributions into another BlackRock Fund of your choice pursuant to your instructions, without any fees or sales charges.
    
 
    
Dividend and capital gains distributions may be reinvested in your account to purchase additional shares or paid in cash. Using the Dividend Allocation Plan, you can direct your distributions to your bank account (checking or savings), to purchase shares of another fund at BlackRock without any fees or sales charges, or by check to special payee. Please call (800) 441-7762 for details. The fund into which you request your distributions be invested must be open to new purchases.
EZ Trader
              
Allows an investor to purchase or sell Investor Shares by telephone or over the Internet through ACH.
    
 
    
(NOTE: This option is offered to shareholders whose accounts are held directly with BlackRock. Please speak with your financial intermediary if your account is held elsewhere.)
Prior to establishing an EZ Trader account, please contact your bank to confirm that it is a member of the ACH system. Once confirmed, complete an application, making sure to include the appropriate bank information, and return the application to the address listed on the form.
 
              
 
    
 
    
Prior to placing a telephone or internet purchase or sale order, please contact (800) 441-7762 to confirm that your bank information has been updated on your account. Once this is established, you may place your request to sell shares with the Fund by telephone or Internet.
 
              
 
    
 
    
Proceeds will be sent to your pre-designated bank account.
Systematic Exchange Plan
              
This feature can be used by investors to systematically exchange money from one fund to up to four other funds.
    
 
    
A minimum of $10,000 in the initial BlackRock Fund is required and investments in any additional funds must meet minimum initial investment requirements. For more information, please contact the Fund at (800) 441-7762.
Systematic Withdrawal Plan (“SWP”)
              
This feature can be used by investors who want to receive regular distributions from their accounts.
    
 
    
To start an SWP a shareholder must have a current investment of $10,000 or more in a BlackRock Fund.
Shareholders can elect to receive cash payments of $50 or more at any interval they choose. Shareholders may sign up by completing the SWP Application Form, which may be obtained from BlackRock.
 
              
 
    
 
    
Shareholders should realize that if withdrawals exceed income the invested principal in their account will be depleted.
 
              
 
    
 
    
To participate in the SWP, shareholders must have their dividends reinvested. Shareholders may change or cancel the SWP at any time, with a minimum of 24 hours notice. If a shareholder purchases additional Investor A Shares of a fund at the same time he or she redeems shares through the SWP, that investor may lose money because of the sales charge involved. No CDSC will be assessed on redemptions of Investor Shares made through the SWP that do not exceed 12% of the account’s net asset value on an annualized basis. For example, monthly, quarterly, and semi-annual SWP redemptions of Investor Shares will not be subject to the CDSC if they do not exceed 1%, 3% and 6%, respectively, of an account’s net asset value on the redemption date. SWP redemptions of Investor Shares in excess of this limit will still pay any applicable CDSC.
 
              
 
    
 
    
Ask your financial intermediary for details.
 

49

 
 




   

   

   

Reinstatement
Privilege
              
 
    
 
    
If you redeem Investor A or Institutional Shares, and within 60 days buy new Investor A Shares of the same or another BlackRock Fund (equal to all or a portion of the redemption amount), you will not pay a sales charge on the new purchase amount. This right may be exercised once a year and within 60 days of the redemption, provided that the Investor A Share class of that fund is currently open to new investors or the shareholder has a current account in that closed fund. Shares will be purchased at the net asset value calculated at the close of trading on the day the request is received. To exercise this privilege, the Fund must receive written notification from the shareholder of record or the financial intermediary of record, at the time of purchase. Investors should consult a tax adviser concerning the tax consequences of exercising this reinstatement privilege.
 

Funds’ Rights

Each Fund may:

n
  Suspend the right of redemption if trading is halted or restricted on the Exchange or under other emergency conditions described in the Investment Company Act;
n
  Postpone date of payment upon redemption if trading is halted or restricted on the Exchange or under other emergency conditions described in the Investment Company Act or if a redemption request is made before the Fund has collected payment for the purchase of shares;
n
  Redeem shares for property other than cash if conditions exist which make cash payments undesirable in accordance with its rights under the Investment Company Act; and
n
  Redeem shares involuntarily in certain cases, such as when the value of a shareholder account falls below a specified level.

Note on Low Balance Accounts. Because of the high cost of maintaining smaller shareholder accounts, BlackRock has set a minimum balance of $500 in each Fund position you hold within your account (“Fund Minimum”), and may take one of two actions if the balance in your Fund falls below the Fund Minimum.

First, the Fund may redeem the shares in your account (without charging any deferred sales charge) if the net asset value of your account falls below $250 for any reason, including market fluctuation. You will be notified that the value of your account is less than $250 before the Fund makes an involuntary redemption. The notification will provide you with a 90 calendar day period to make an additional investment in order to bring the value of your account to at least $250 before the Fund makes an involuntary redemption or to the Fund Minimum in order not to be assessed an annual low balance fee of $20, as set forth below. This involuntary redemption may not apply to accounts of authorized qualified employee benefit plans, selected fee-based programs, accounts established under the Uniform Gifts or Transfers to Minors Acts, and certain intermediary accounts.

Second, the Fund charges an annual $20 low balance fee on all Fund accounts that have a balance below the Fund Minimum for any reason, including market fluctuation. The low balance fee will be assessed on Fund accounts in all BlackRock Funds, regardless of a Fund’s minimum investment amount. The fee will be deducted from the Fund account only once per calendar year. You will be notified that the value of your account is less than the Fund Minimum before the fee is imposed. You will then have a 90 calendar day period to make an additional investment to bring the value of your account to the Fund Minimum before the Fund imposes the low balance fee. This low balance fee does not apply to accounts of authorized qualified employee benefit plans, selected fee-based programs, or, accounts established under the Uniform Gifts or Transfers to Minors Acts.

50

 
 

Participation in Fee-Based Programs

If you participate in certain fee-based programs offered by BlackRock or an affiliate of BlackRock, or financial intermediaries that have agreements with the Distributor or in certain fee-based programs in which BlackRock participates, you may be able to buy Institutional Shares, including by exchanges from other share classes. Sales charges on the shares being exchanged may be reduced or waived under certain circumstances. You generally cannot transfer shares held through a fee-based program into another account. Instead, you will have to redeem your shares held through the program and purchase shares of another class, which may be subject to distribution and service fees. This may be a taxable event and you will pay any applicable sales charges or redemption fee.

Shareholders that participate in a fee-based program generally have two options at termination. The program can be terminated and the shares liquidated or the program can be terminated and the shares held in an account. In general, when a shareholder chooses to continue to hold the shares, whatever share class was held in the program can be held after termination. Shares that have been held for less than specified periods within the program may be subject to a fee upon redemption. Shareholders that held Investor A or Institutional Shares in the program are eligible to purchase additional shares of the respective share class of a Fund, but may be subject to upfront sales charges with respect to Investor A Shares. Additional purchases of Institutional Shares are available only if you have an existing position at the time of purchase or are otherwise eligible to purchase Institutional Shares.

Details about these features and the relevant charges are included in the client agreement for each fee-based program and are available from your financial intermediary.

Short-Term Trading Policy

The Trust’s Board of Trustees has determined that the interests of long-term shareholders and each pertinent Fund’s ability to manage its investments may be adversely affected when shares are repeatedly bought, sold or exchanged in response to short-term market fluctuations — also known as “market timing.” The Funds are not designed for market timing organizations or other entities using programmed or frequent purchases and sales or exchanges. The exchange privilege is not intended as a vehicle for short-term trading. Excessive purchase and sale or exchange activity may interfere with portfolio management, increase expenses and taxes and may have an adverse effect on the performance of a Fund and its returns to shareholders. For example, large flows of cash into and out of a Fund may require the management team to allocate a significant amount of assets to cash or other short-term investments or sell securities, rather than maintaining such assets in securities selected to achieve the Fund’s investment objective. Frequent trading may cause a Fund to sell securities at less favorable prices, and transaction costs, such as brokerage commissions, can reduce a Fund’s performance.

A Fund’s investment in non-U.S. securities is subject to the risk that an investor may seek to take advantage of a delay between the change in value of the Fund’s portfolio securities and the determination of the Fund’s net asset value as a result of different closing times of U.S. and non-U.S. markets by buying or selling Fund shares at a price that does not reflect their true value. A similar risk exists for Funds that invest in securities of small capitalization companies, securities of issuers located in emerging markets or high yield securities (“junk bonds”) that are thinly traded and therefore may have actual values that differ from their market prices. This short-term arbitrage activity can reduce the return received by long-term shareholders. Each Fund will seek to eliminate these opportunities by using fair value pricing, as described in “Valuation of Fund Investments” below.

The Funds discourage market timing and seek to prevent frequent purchases and sales or exchanges of Fund shares that they determine may be detrimental to a Fund or long-term shareholders. The Trust’s Board of Trustees has approved the policies discussed below to seek to deter market timing activity. The Trust’s Board of Trustees has not adopted any specific numerical restrictions on purchases, sales and exchanges of Fund shares because certain legitimate strategies will not result in harm to the Funds or shareholders.

If as a result of its own investigation, information provided by a financial intermediary or other third party, or otherwise, a Fund believes, in its sole discretion, that your short-term trading is excessive or that you are engaging in market timing activity, it reserves the right to reject any specific purchase or exchange order. If a Fund rejects your purchase or exchange order, you will not be able to execute that transaction, and the Fund will not be responsible for any losses you therefore may suffer. For transactions placed directly with a Fund, the Fund may consider the trading history of accounts under common ownership or control for the purpose of enforcing these policies. Transactions placed through the same financial intermediary on an omnibus basis may be deemed part of a group for the purpose of this policy and may be rejected in whole or in part by a Fund. Certain accounts, such as omnibus accounts and accounts at financial intermediaries, however, include multiple investors and such accounts typically provide a Fund with net purchase or redemption and exchange requests on any given day where purchases, redemptions and exchanges of shares are

51

 
 


netted against one another and the identity of individual purchasers, redeemers and exchangers whose orders are aggregated may not be known by a Fund. While the Funds monitor for market timing activity, the Funds may be unable to identify such activities because the netting effect in omnibus accounts often makes it more difficult to locate and eliminate market timers from the Funds. The Distributor has entered into agreements with respect to financial professionals, and other financial intermediaries that maintain omnibus accounts with the Funds pursuant to which such financial professionals and other financial intermediaries undertake to cooperate with the Distributor in monitoring purchase, exchange and redemption orders by their customers in order to detect and prevent short-term or excessive trading in the Funds’ shares through such accounts. Identification of market timers may also be limited by operational systems and technical limitations. In the event that a financial intermediary is determined by the Fund to be engaged in market timing or other improper trading activity, the Funds’ Distributor may terminate such financial intermediary’s agreement with the Distributor, suspend such financial intermediary’s trading privileges or take other appropriate actions.

There is no assurance that the methods described above will prevent market timing or other trading that may be deemed abusive.

The Funds may from time to time use other methods that they believe are appropriate to deter market timing or other trading activity that may be detrimental to a Fund or long-term shareholders.

52

 
 

Management of the Funds

BlackRock

BlackRock manages each Fund’s investments and its business operations subject to the oversight of the Board. While BlackRock is ultimately responsible for the management of the Funds, it is able to draw upon the trading, research and expertise of its asset management affiliates for portfolio decisions and management with respect to certain portfolio securities. BlackRock is an indirect, wholly-owned subsidiary of BlackRock, Inc.

BlackRock, a registered investment adviser, was organized in 1994 to perform advisory services for investment companies. BlackRock International Limited (the “Sub-Adviser”), a registered investment adviser organized in 1995 and an affiliate of BlackRock, acts as sub-adviser to World Gold. BlackRock and its affiliates had approximately $3.792 trillion in investment company and other portfolio assets under management as of December 31, 2012.

BlackRock serves as manager to each Fund pursuant to a management agreement (the “Management Agreement”).

With respect to each Fund, the maximum annual management fee that can be paid to BlackRock (as a percentage of average daily net assets) with respect to each Fund is calculated as follows:

Average Daily Net Assets



   
Rate of
Management Fee

First $1 billion
              
0.750%
$1 billion – $2 billion
              
0.700%
$2 billion – $3 billion
              
0.675%
Greater than $3 billion
              
0.650%
 

BlackRock may waive a portion of a Fund’s management fee in connection with the Fund’s investment in an affiliated money market fund.

BlackRock has agreed to cap net expenses for each Fund (excluding (i) interest, taxes, dividends tied to short sales, brokerage commissions, and other expenditures which are capitalized in accordance with generally accepted accounting principles; (ii) expenses incurred directly or indirectly by the Fund as a result of investments in other investment companies and pooled investment vehicles; (iii) other expenses attributable to, and incurred as a result of, the Fund’s investments; and (iv) other extraordinary expenses (including litigation expenses) not incurred in the ordinary course of the Fund’s business, if any), of each share class of a certain Fund at the levels shown below and in a Fund’s fees and expenses table in the “Fund Overview” section of this prospectus. Items (i), (ii), (iii) and (iv) in the preceding sentence are referred to in this prospectus as “Dividend Expense, Interest Expense, Acquired Fund Fees and Expenses and certain other Fund expenses.” To achieve these expense caps, BlackRock has agreed to waive or reimburse fees or expenses if these operating expenses exceed a certain limit.

53

 
 




   
Contractual Caps 1 on Total
Annual Fund Operating Expenses 2
(excluding Dividend Expense, Interest
Expense, Acquired Fund Fees and Expenses
and certain other Fund expenses)

   
Total Annual Fund
Operating Expenses 1 after giving
effect to all applicable expense
limitation provisions (excluding
Dividend Expense, Interest
Expense, Acquired Fund Fees
and Expenses and certain
other Fund expenses)

All-Cap Energy & Resources
              
 
    
 
Investor A Shares
              
1.38%
    
1.34%
Investor B Shares
              
2.10%
    
2.10%
Investor C Shares
              
2.10%
    
2.07%
Institutional Shares
              
0.96%
    
0.94%
Energy & Resources
              
 
    
 
Investor A Shares
              
1.38%
    
1.34%
Investor B Shares
              
2.10%
    
2.10%
Investor C Shares
              
2.10%
    
2.07%
Institutional Shares
              
1.07%
    
0.99%
World Gold
              
 
    
 
Investor A Shares
              
1.49%
    
1.49%
Investor C Shares
              
2.27%
    
2.27%
Institutional Shares
              
1.24%
    
1.24%
 
1   As a percentage of average daily net assets.
2   The contractual caps are in effect until February 1, 2014. The contractual agreement may be terminated upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of a Fund.

With respect to the contractual agreements, if during a Fund’s fiscal year the operating expenses of a share class, that at any time during the prior two fiscal years received a waiver or reimbursement from BlackRock, are less than the expense limit for that share class, the share class is required to repay BlackRock up to the lesser of (a) the amount of fees waived or expenses reimbursed during those prior two fiscal years under the agreement and (b) the amount by which the expense limit for that share class exceeds the operating expenses of the share class for the current fiscal year, provided that (i) the Fund of which the share class is a part has more than $50 million in assets and (ii) BlackRock or an affiliate serves as the Fund’s manager or administrator.

With respect to World Gold, BlackRock has entered into a sub-advisory agreement with the Sub-Adviser under which BlackRock pays the Sub-Adviser for services it provides a fee equal to a percentage of the management fee paid to BlackRock under the Management Agreement. The Sub-Adviser is responsible for the day-to-day management of the Fund’s portfolio.

For the fiscal year ended September 30, 2012, each Fund paid BlackRock aggregate management fees, net of any applicable waivers, as a percentage of average daily net assets as follows:

 
                             
All-Cap Energy & Resources
                      0.75 %    
Energy & Resources
                      0.74 %    
World Gold
                      0.02 %    
 

A discussion of the basis for the Board’s approval of the Management Agreement with respect to each Fund and the sub-advisory agreement with respect to World Gold is included in the respective Fund’s annual shareholder report for the fiscal year ended September 30, 2012.

From time to time, a manager, analyst, or other employee of BlackRock or its affiliates may express views regarding a particular asset class, company, security, industry, or market sector. The views expressed by any such person are the views of only that individual as of the time expressed and do not necessarily represent the views of BlackRock or any other person within the BlackRock organization. Any such views are subject to change at any time based upon market

54

 
 


or other conditions and BlackRock disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for the Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of the Funds.

Portfolio Manager Information

Information regarding the portfolio managers of each Fund is set forth below. Further information regarding the portfolio managers, including other accounts managed, compensation, ownership of Fund shares, and possible conflicts of interest, is available in the SAI.

All-Cap Energy & Resources and Energy & Resources

Portfolio Manager



   
Primary Role
   
Since
   
Title and Recent Biography
Denis Walsh, CFA
              
Jointly and primarily responsible for the day-to-day management of each Fund’s portfolio, including setting the Fund’s overall investment strategy and overseeing the management of the Fund.
    
2005
    
Managing Director of BlackRock, Inc. since 2005; Managing Director of SSRM from 1999 to 2005.
Daniel Neumann, CFA
              
Jointly and primarily responsible for the day-to-day management of each Fund’s portfolio, including setting the Fund’s overall investment strategy and overseeing the management of the Fund.
    
2012
    
Managing Director of BlackRock, Inc. since 2012; Director of BlackRock, Inc. from 2007 to 2011.
 

World Gold

Portfolio Manager



   
Primary Role
   
Since
   
Title and Recent Biography
Evy Hambro
              
Jointly and primarily responsible for the day-to-day management of the Fund’s portfolio, including setting the Fund’s overall investment strategy and overseeing the management of the Fund
    
2010
    
Managing Director of BlackRock, Inc. since 2006 and Co-head of the BlackRock Natural Resources Equity team; Portfolio Manager of Merrill Lynch Investment Managers, L.P. (“MLIM”) and its predecessor from 1994 to 2006.
Catherine Raw, CFA
              
Jointly and primarily responsible for the day-to-day management of the Fund’s portfolio, including setting the Fund’s overall investment strategy and overseeing the management of the Fund
    
2010
    
Managing Director of BlackRock, Inc. since 2013; Director of BlackRock, Inc. from 2010 to 2013; Vice President of BlackRock, Inc. from 2006 to 2009; Associate Vice President of MLIM from 2003 to 2006.
 

Conflicts of Interest

The investment activities of BlackRock and its affiliates (including BlackRock, Inc. and PNC and their affiliates, directors, partners, trustees, managing members, officers and employees (collectively, the “Affiliates”)), in the management of, or their interest in, their own accounts and other accounts they manage, may present conflicts of interest that could disadvantage the Funds and their shareholders. BlackRock and its Affiliates provide investment management services to other funds and discretionary managed accounts that follow an investment program similar to that of the Funds. BlackRock and its Affiliates are involved worldwide with a broad spectrum of financial services and asset management activities and may engage in the ordinary course of business in activities in which their interests or the interests of their clients may conflict with those of the Funds. One or more Affiliates act or may act as an investor, investment banker, research provider, investment manager, financier, advisor, market maker, trader, prime broker, lender, agent and principal, and have other direct and indirect interests, in securities, currencies and other instruments in which the Funds directly and indirectly invest. Thus, it is likely that the Funds will have multiple business relationships with and will invest in, engage in transactions with, make voting decisions with respect to, or obtain services from entities for which an Affiliate performs or seeks to perform investment banking or other services. One or more Affiliates may engage in proprietary trading and advise accounts and funds that have investment objectives similar to those of the Funds and/or that engage in and compete for transactions in the same types of securities, currencies and other instruments as the Funds. The trading activities of these Affiliates are carried out

55

 
 


without reference to positions held directly or indirectly by the Funds and may result in an Affiliate having positions that are adverse to those of the Funds. No Affiliate is under any obligation to share any investment opportunity, idea or strategy with the Funds. As a result, an Affiliate may compete with the Funds for appropriate investment opportunities. The results of the Funds’ investment activities, therefore, may differ from those of an Affiliate and of other accounts managed by an Affiliate and it is possible that the Funds could sustain losses during periods in which one or more Affiliates and other accounts achieve profits on their trading for proprietary or other accounts. The opposite result is also possible. In addition, the Funds may, from time to time, enter into transactions in which an Affiliate or its other clients have an adverse interest. Furthermore, transactions undertaken by Affiliate-advised clients may adversely impact the Funds. Transactions by one or more Affiliate-advised clients or BlackRock may have the effect of diluting or otherwise disadvantaging the values, prices or investment strategies of the Funds. The Funds’ activities may be limited because of regulatory restrictions applicable to one or more Affiliates and/or their internal policies designed to comply with such restrictions. In addition, the Funds may invest in securities of companies with which an Affiliate has or is trying to develop investment banking relationships or in which an Affiliate has significant debt or equity investments. The Funds also may invest in securities of companies for which an Affiliate provides or may some day provide research coverage. An Affiliate may have business relationships with and purchase or distribute or sell services or products from or to distributors, consultants or others who recommend the Funds or who engage in transactions with or for the Funds, and may receive compensation for such services. The Funds may also make brokerage and other payments to Affiliates in connection with the Funds’ portfolio investment transactions.

Under a securities lending program approved by the Board, the Trust, on behalf of the Funds, has retained an Affiliate of BlackRock to serve as the securities lending agent for the Funds to the extent that the Funds participate in the securities lending program. For these services, the lending agent may receive a fee from the Funds, including a fee based on the returns earned on the Funds’ investment of the cash received as collateral for the loaned securities. In addition, one or more Affiliates may be among the entities to which the Funds may lend their portfolio securities under the securities lending program.

The activities of Affiliates may give rise to other conflicts of interest that could disadvantage the Funds and their shareholders. BlackRock has adopted polices and procedures designed to address these potential conflicts of interest. See the SAI for further information.

Valuation of Fund Investments

When you buy shares, you pay the net asset value, plus any applicable sales charge. This is the offering price. Shares are also redeemed at their net asset value, minus any applicable deferred sales charge. A Fund calculates the net asset value of each class of its shares (generally by using market quotations) each day the Exchange is open as of the close of business on the Exchange, based on prices at the time of closing. The Exchange generally closes at 4:00 p.m. Eastern time. The net asset value used in determining your share price is the next one calculated after your purchase or redemption order is placed.

Generally, Institutional Shares will have the highest net asset value because that class has the lowest expenses, and Investor A Shares will have a higher net asset value than Investor B or Investor C Shares. Also, dividends paid on Investor A and Institutional Shares will generally be higher than dividends paid on Investor B and Investor C Shares because Investor A and Institutional Shares have lower expenses.

Each Fund’s assets and liabilities are valued primarily on the basis of market quotations. Equity investments and other instruments for which market quotations are readily available are valued at market value, which is generally determined using the last reported sale price on the exchange or market on which the security or instrument is primarily traded at the time of valuation. Each Fund values fixed income portfolio securities and non-exchange traded derivatives using market prices provided directly from one or more broker-dealers, market makers, or independent third-party pricing services which may use matrix pricing and valuation models to derive values, each in accordance with valuation procedures approved by the Board. Short-term debt securities with remaining maturities of 60 days or less may be valued on the basis of amortized cost.

Foreign currency exchange rates are generally determined as of the close of business on the Exchange. Foreign securities owned by a Fund may trade on weekends or other days when the Fund does not price its shares. As a result, a Fund’s net asset value may change on days when you will not be able to purchase or redeem the Fund’s shares. Generally, trading in foreign securities, U.S. government securities and money market instruments and certain fixed income securities, is substantially completed each day at various times prior to the close of business on the Exchange. The values of such securities used in computing the net asset value of a Fund’s shares are determined as of such times.

56

 
 

Securities of small cap and emerging growth companies may trade less often and/or in lower volumes than those of larger capitalization companies. Thus, changes in the value of the Fund’s portfolio holdings may occur between the time when the Fund’s net asset value is calculated and the time the prices of the Fund’s holdings next change and the Fund may be required to fair value these securities.

When market quotations are not readily available or are not believed by BlackRock to be reliable, a Fund’s investments are valued at fair value. Fair value determinations are made by BlackRock in accordance with procedures approved by the Board. BlackRock may conclude that a market quotation is not readily available or is unreliable if a security or other asset or liability does not have a price source due to its lack of liquidity, if BlackRock believes a market quotation from a broker-dealer or other source is unreliable, where the security or other asset or other liability is thinly traded ( e.g. , municipal securities, certain small cap and emerging growth companies, and certain non-U.S. securities) or where there is a significant event subsequent to the most recent market quotation. For this purpose, a “significant event” is deemed to occur if BlackRock determines, in its business judgment prior to or at the time of pricing a Fund’s assets or liabilities, that it is likely that the event will cause a material change to the last closing market price of one or more assets or liabilities held by the Fund. For instance, significant events may occur between the foreign market close and the close of business on the Exchange that may not be reflected in the computation of a Fund’s net assets. If such event occurs, those instruments may be fair valued. Similarly, foreign securities whose values are affected by volatility that occurs in U.S. markets on a trading day after the close of foreign securities markets may be fair valued.

For certain foreign securities, a third-party vendor supplies evaluated, systematic fair value pricing based upon the movement of a proprietary multi-factor model after the relevant foreign markets have closed. This systematic fair value pricing methodology is designed to correlate the prices of foreign securities following the close of the local markets to the price that might have prevailed as of a Fund’s pricing time.

Fair value represents a good faith approximation of the value of a security. The fair value of one or more securities may not, in retrospect, be the price at which those assets could have been sold during the period in which the particular fair values were used in determining a Fund’s net asset value.

The Funds may accept orders from certain authorized financial intermediaries or their designees. A Fund will be deemed to receive an order when accepted by the intermediary or designee, and the order will receive the net asset value next computed by the Fund after such acceptance. If the payment for a purchase order is not made by a designated later time, the order will be canceled and the financial intermediary could be held liable for any losses.

Dividends, Distributions and Taxes

BUYING A DIVIDEND
        
Unless your investment is in a tax deferred account, you may want to avoid buying shares shortly before a Fund pays a dividend. The reason? If you buy shares when a Fund has declared but not yet distributed taxable ordinary income or capital gains, you will pay the full price for the shares and then receive a portion of the price back in the form of a taxable dividend. Before investing you may want to consult your tax adviser.
              
 

Each Fund will distribute net investment income, if any, and net realized capital gains, if any, at least annually. Each Fund may also pay a special distribution at the end of the calendar year to comply with Federal tax requirements. Dividends may be reinvested automatically in shares of a Fund at net asset value without a sales charge or may be taken in cash. If you would like to receive dividends in cash, contact your financial professional, other financial intermediary or the applicable Fund. Although this cannot be predicted with any certainty, each Fund anticipates that the majority of its dividends, if any, will consist of capital gains. Capital gains may be taxable to you at different rates depending on how long the Fund held the assets sold.

You will pay tax on dividends from a Fund whether you receive them in cash or additional shares. If you redeem Fund shares or exchange them for shares of another fund, you generally will be treated as having sold your shares and any gain on the transaction may be subject to tax. In addition, the Fund is generally required by law to provide you and the Internal Revenue Service with cost basis information on the redemption or exchange of any of your shares in the Fund acquired on or after January 1, 2012 (including any shares that you acquire through reinvestment of distributions). Certain dividend income received by a Fund, including dividends received from qualifying foreign corporations, and long-term capital gains are eligible for taxation at a reduced rate that applies to non-corporate shareholders. To the extent a Fund makes any distributions derived from long-term capital gains and qualifying dividend income, such distributions will be eligible for taxation at the reduced rate.

57

 
 

If you are neither a tax resident nor a citizen of the United States or if you are a foreign entity, the Fund’s ordinary income dividends (which include distributions of net short-term capital gain) will generally be subject to a 30% U.S. withholding tax, unless a lower treaty rate applies. However, for taxable years of a Fund beginning before January 1, 2014, certain distributions reported by the Fund as either interest related dividends or short term capital gain dividends and paid to a foreign shareholder will be eligible for an exemption from U.S. withholding tax.

A 3.8% Medicare contribution tax will be imposed on the net investment income (which includes interest, dividends and capital gains) of U.S. individuals with income exceeding $200,000 or $250,000 if married and filing jointly, and of trusts and estates, for taxable years beginning after December 31, 2012.

A 30% withholding tax on dividends paid after December 31, 2013 and redemption proceeds paid after December 31, 2016 will be imposed on (i) certain foreign financial institutions and investment funds, unless they agree to collect and disclose to the Internal Revenue Service information regarding their direct and indirect U.S. account holders and (ii) certain other foreign entities unless they certify certain information regarding their direct and indirect U.S. owners. Under some circumstances, a foreign shareholder may be eligible for refunds or credits of such taxes.

Dividends and interest received by the Fund may give rise to withholding and other taxes imposed by foreign countries. Tax conventions between certain countries and the United States may reduce or eliminate such taxes. You may be able to claim a credit or take a deduction for foreign taxes paid by a Fund if certain requirements are met.

By law, your dividends and redemption proceeds will be subject to a withholding tax if you have not provided a taxpayer identification number or social security number or if the number you have provided is incorrect.

This section summarizes some of the consequences under current Federal tax law of an investment in a Fund. It is not a substitute for personal tax advice. Consult your personal tax adviser about the potential tax consequences of an investment in a Fund under all applicable tax laws.

58

 
 

Financial Highlights

The Financial Highlights tables are intended to help you understand each Fund’s financial performance for the periods shown. Certain information reflects the financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned or lost on an investment in the indicated Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Deloitte & Touche LLP, whose report on each Fund, along with each Fund’s financial statements, is included in the respective Fund’s Annual Report, which is available upon request.

All-Cap Energy & Resources

         Institutional
   
         Year Ended September 30,
   



   
2012
   
2011
   
2010
   
2009
   
2008
Per Share Operating Performance
Net asset value, beginning of year
                   $ 12.14               $ 13.76               $ 12.46               $ 16.20               $ 19.40     
Net investment income (loss) 1
                      0.05                  0.01                  0.02                  0.02                  0.24     
Net realized and unrealized gain (loss)
                      1.32                  (1.51 ) 2                  1.38 2                  (2.14 ) 2                  (2.90 ) 2     
Net increase (decrease) from investment operations
                      1.37                  (1.50 )                 1.40                  (2.12 )                 (2.66 )    
Dividends and distributions from:
                                                                                                             
Net investment income
                                        (0.12 )                 (0.10 )                                   (0.23 )    
Net realized gain
                                                                            (1.62 )                 (0.31 )    
Total dividends and distributions
                                        (0.12 )                 (0.10 )                 (1.62 )                 (0.54 )    
Net asset value, end of year
                   $ 13.51               $ 12.14               $ 13.76               $ 12.46               $ 16.20     
Total Investment Return 3
Based on net asset value
                      11.29 %                 (11.10 )% 4                  11.32 % 4                  (7.53 )% 4                  (14.25 )% 4     
Ratios to Average Net Assets
Total expenses
                      0.95 %                 0.93 %                 0.94 %                 0.98 %                 0.89 %    
Total expenses excluding recoupment of past waived fees
                      0.95 %                 0.91 %                 0.93 %                 0.97 %                 0.89 %    
Total expenses after fees waived, reimbursed and paid indirectly
                      0.94 %                 0.93 %                 0.93 %                 0.93 %                 0.89 %    
Net investment income (loss)
                      0.34 %                 0.03 %                 0.16 %                 0.17 %                 1.14 %    
Supplemental Data
Net assets, end of year (000)
                   $ 272,779               $ 400,269               $ 420,071               $ 328,434               $ 510,804     
Portfolio turnover
                      19 %                 22 %                 38 %                 22 %                 38 %    
 
1   Based on average shares outstanding.
2   Includes redemption fees, which are less than $0.01 per share.
3   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
4   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.

59

 
 

Financial Highlights (continued)

    

All-Cap Energy & Resources (continued)

         Investor A
   
         Year Ended September 30,
   



   
2012
   
2011
   
2010
   
2009
   
2008
Per Share Operating Performance
Net asset value, beginning of year
                   $ 11.90               $ 13.50               $ 12.24               $ 16.01               $ 19.18     
Net investment income (loss) 1
                      (0.01 )                 (0.06 )                 (0.03 )                 (0.02 )                 0.17     
Net realized and unrealized gain (loss)
                      1.30                  (1.47 ) 2                  1.35 2                  (2.13 ) 2                  (2.87 ) 2     
Net increase (decrease) from investment operations
                      1.29                  (1.53 )                 1.32                  (2.15 )                 (2.70 )    
Dividends and distributions from:
                                                                                                             
Net investment income
                                        (0.07 )                 (0.06 )                                   (0.16 )    
Net realized gain
                                                                            (1.62 )                 (0.31 )    
Total dividends and distributions
                                        (0.07 )                 (0.06 )                 (1.62 )                 (0.47 )    
Net asset value, end of year
                   $ 13.19               $ 11.90               $ 13.50               $ 12.24               $ 16.01     
Total Investment Return 3
Based on net asset value
                      10.84 %                 (11.46 )% 4                  10.84 % 4                  (7.85 )% 4                  (14.55 )% 4     
Ratios to Average Net Assets
Total expenses
                      1.35 %                 1.35 %                 1.34 %                 1.48 %                 1.27 %    
Total expenses excluding recoupment of past waived fees
                      1.35 %                 1.28 %                 1.32 %                 1.45 %                 1.27 %    
Total expenses after fees waived, reimbursed and paid indirectly
                      1.34 %                 1.34 %                 1.34 %                 1.34 %                 1.26 %    
Net investment income (loss)
                      (0.09 )%                 (0.38 )%                 (0.25 )%                 (0.25 )%                 0.81 %    
Supplemental Data
Net assets, end of year (000)
                   $ 137,765               $ 187,017               $ 207,523               $ 178,364               $ 267,422     
Portfolio turnover
                      19 %                 22 %                 38 %                 22 %                 38 %    
 
1   Based on average shares outstanding.
2   Includes redemption fees, which are less than $0.01 per share.
3   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
4   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.

60

 
 

Financial Highlights (continued)

All-Cap Energy & Resources (continued)

         Investor B
   
         Year Ended September 30,
   



   
2012
   
2011
   
2010
   
2009
   
2008
Per Share Operating Performance
Net asset value, beginning of year
                   $ 11.45               $ 13.03               $ 11.84               $ 15.68               $ 18.82     
Net investment income (loss) 1
                      (0.11 )                 (0.18 )                 (0.13 )                 (0.09 )                 0.01     
Net realized and unrealized gain (loss)
                      1.25                  (1.40 ) 2                  1.32 2                  (2.13 ) 2                  (2.81 ) 2     
Net increase (decrease) from investment operations
                      1.14                  (1.58 )                 1.19                  (2.22 )                 (2.80 )    
Dividends and distributions from:
                                                                                                             
Net investment income
                                                                                              (0.03 )    
Net realized gain
                                                                            (1.62 )                 (0.31 )    
Total dividends and distributions
                                                                            (1.62 )                 (0.34 )    
Net asset value, end of year
                   $ 12.59               $ 11.45               $ 13.03               $ 11.84               $ 15.68     
Total Investment Return 3
Based on net asset value
                      9.96 %                 (12.13 )% 4                  10.05 % 4                  (8.56 )% 4                  (15.23 )% 4     
Ratios to Average Net Assets
Total expenses
                      2.20 %                 2.11 %                 2.17 %                 2.35 %                 2.09 %    
Total expenses excluding recoupment of past waived fees
                      2.19 %                 2.09 %                 2.16 %                 2.33 %                 2.09 %    
Total expenses after fees waived, reimbursed and paid indirectly
                      2.10 %                 2.10 %                 2.10 %                 2.06 %                 2.04 %    
Net investment income (loss)
                      (0.83 )%                 (1.15 )%                 (1.03 )%                 (0.95 )%                 0.06 %    
Supplemental Data
Net assets, end of year (000)
                   $ 15,162               $ 18,872               $ 27,113               $ 30,873               $ 42,399     
Portfolio turnover
                      19 %                 22 %                 38 %                 22 %                 38 %    
 
1   Based on average shares outstanding.
2   Includes redemption fees, which are less than $0.01 per share.
3   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
4   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.

61

 
 

Financial Highlights (continued)

All-Cap Energy & Resources (concluded)

         Investor C
   
         Year Ended September 30,
   



   
2012
   
2011
   
2010
   
2009
   
2008
Per Share Operating Performance
Net asset value, beginning of year
                   $ 11.47               $ 13.04               $ 11.85               $ 15.69               $ 18.84     
Net investment income (loss) 1
                      (0.10 )                 (0.17 )                 (0.13 )                 (0.09 )                 0.02     
Net realized and unrealized gain (loss)
                      1.25                  (1.40 ) 2                  1.32 2                  (2.13 ) 2                  (2.82 ) 2     
Net increase (decrease) from investment operations
                      1.15                  (1.57 )                 1.19                  (2.22 )                 (2.80 )    
Dividends and distributions from:
                                                                                                             
Net investment income
                                                                                              (0.04 )    
Net realized gain
                                                                            (1.62 )                 (0.31 )    
Total dividends and distributions
                                                                            (1.62 )                 (0.35 )    
Net asset value, end of year
                   $ 12.62               $ 11.47               $ 13.04               $ 11.85               $ 15.69     
Total Investment Return 3
Based on net asset value
                      10.03 %                 (12.04 )% 4                  10.04 % 4                  (8.54 )% 4                  (15.21 )% 4     
Ratios to Average Net Assets
Total expenses
                      2.08 %                 2.05 %                 2.08 %                 2.23 %                 2.02 %    
Total expenses excluding recoupment of past waived fees
                      2.08 %                 2.03 %                 2.08 %                 2.21 %                 2.02 %    
Total expenses after fees waived, reimbursed and paid indirectly
                      2.07 %                 2.04 %                 2.08 %                 2.05 %                 2.01 %    
Net investment income (loss)
                      (0.79 )%                 (1.08 )%                 (1.00 )%                 (0.95 )%                 0.08 %    
Supplemental Data
Net assets, end of year (000)
                   $ 85,649               $ 99,433               $ 116,401               $ 113,347               $ 153,512     
Portfolio turnover
                      19 %                 22 %                 38 %                 22 %                 38 %    
 
1   Based on average shares outstanding.
2   Includes redemption fees, which are less than $0.01 per share.
3   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
4   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.

62

 
 

Financial Highlights (continued)

Energy & Resources

         Institutional
   
         Year Ended September 30,
   



   
2012
   
2011
   
2010
   
2009
   
2008
Per Share Operating Performance
Net asset value, beginning of year
                   $ 31.70               $ 34.98               $ 32.61               $ 51.31               $ 63.42     
Net investment income (loss) 1
                      (0.16 )                 (0.08 )                 0.05                  (0.07 )                 (0.13 )    
Net realized and unrealized gain (loss)
                      2.79                  (2.68 )                 2.31                  (9.60 )                 (2.78 )    
Net increase (decrease) from investment operations
                      2.63                  (2.76 )                 2.36                  (9.67 )                 (2.91 )    
Dividends and distributions from:
                                                                                                             
Net investment income
                      (0.25 )                 (0.52 )                                                     (2.01 )    
Tax return of capital
                      (0.47 )                                                                            
Net realized gain
                      (0.74 )                                                     (9.04 )                 (7.22 )    
Total dividends and distributions
                      (1.46 )                 (0.52 )                                   (9.04 )                 (9.23 )    
Redemption fees added to paid-in capital
                                        0.00 2                  0.01                  0.01                  0.03     
Net asset value, end of year
                   $ 32.87               $ 31.70               $ 34.98               $ 32.61               $ 51.31     
Total Investment Return 3
Based on net asset value
                      7.76 %                 (8.28 )%                 7.27 % 4,5                  (7.64 )% 6,7                  (6.77 )% 5     
Ratios to Average Net Assets
Total expenses
                      0.99 %                 0.93 %                 0.97 %                 1.00 %                 0.92 %    
Total expenses excluding recoupment of past waived fees
                      0.99 %                 0.93 %                 0.97 %                 0.98 %                 0.92 %    
Total expenses after fees waived, reimbursed and paid indirectly
                      0.99 %                 0.92 %                 0.97 %                 0.99 %                 0.92 %    
Net investment income (loss)
                      (0.44 )%                 (0.18 )%                 0.13 %                 (0.25 )%                 (0.18 )%    
Supplemental Data
Net assets, end of year (000)
                   $ 222,034               $ 306,403               $ 274,009               $ 134,187               $ 82,147     
Portfolio turnover
                      15 %                 40 %                 16 %                 25 %                 32 %    
 
1   Based on average shares outstanding.
2   Less than $0.01 per share.
3   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
4   Includes proceeds received from a settlement of litigation, which impacted the Fund’s total return. Excluding these proceeds, the Fund’s total return would have been 7.20%.
5   Redemption fee of 2.00% is reflected in total return calculations. The impact to the return from redemption fees received during the period was an increase of 0.03%.
6   Includes proceeds received from a settlement of litigation, which impacted the Fund’s total return. Excluding these proceeds, the Fund’s total return would have been (7.66)%.
7   Redemption fee of 2.00% is reflected in total return calculations. The impact to the return from redemption fees received during the period was an increase of 0.02%.

63

 
 

Financial Highlights (continued)

Energy & Resources (continued)

         Investor A
   
         Year Ended September 30,
   



   
2012
   
2011
   
2010
   
2009
   
2008
Per Share Operating Performance
Net asset value, beginning of year
                   $ 27.73               $ 30.63               $ 28.67               $ 47.29               $ 59.02     
Net investment income (loss) 1
                      (0.24 )                 (0.20 )                 (0.12 )                 (0.13 )                 (0.32 )    
Net realized and unrealized gain (loss)
                      2.46                  (2.34 )                 2.08                  (9.46 )                 (2.29 )    
Net increase (decrease) from investment operations
                      2.22                  (2.54 )                 1.96                  (9.59 )                 (2.61 )    
Dividends and distributions from:
                                                                                                             
Net investment income
                      (0.17 )                 (0.36 )                                                     (1.92 )    
Tax return of capital
                      (0.42 )                                                                            
Net realized gain
                      (0.74 )                                                     (9.04 )                 (7.22 )    
Total dividends and distributions
                      (1.33 )                 (0.36 )                                   (9.04 )                 (9.14 )    
Redemption fees added to paid-in capital
                                        0.00 2                  0.00 2                  0.01                  0.02     
Net asset value, end of year.
                   $ 28.62               $ 27.73               $ 30.63               $ 28.67               $ 47.29     
Total Investment Return 3
Based on net asset value
                      7.41 %                 (8.61 )%                 6.84 % 4,5                  (8.20 )% 6,7                  (6.78 )% 8     
Ratios to Average Net Assets
Total expenses
                      1.34 %                 1.28 %                 1.35 %                 1.40 %                 1.25 %    
Total expenses excluding recoupment of past waived fees
                      1.33 %                 1.26 %                 1.31 %                 1.38 %                 1.25 %    
Total expenses after fees waived, reimbursed and paid indirectly
                      1.34 %                 1.27 %                 1.35 %                 1.31 %                 1.25 %    
Net investment income (loss)
                      (0.77 )%                 (0.52 )%                 (0.39 )%                 (0.55 )%                 (0.49 )%    
Supplemental Data
Net assets, end of year (000)
                   $ 539,085               $ 632,030               $ 644,786               $ 636,437               $ 689,646     
Portfolio turnover
                      15 %                 40 %                 16 %                 25 %                 32 %    
 
1   Based on average shares outstanding.
2   Less than $0.01 per share.
3   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
4   Includes proceeds received from a settlement of litigation, which impacted the Fund’s total return. Excluding these proceeds, the Fund’s total return would have been 6.77%.
5   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.
6   Redemption fee of 2.00% is reflected in total return calculations. The impact to the return from redemption fees received during the period was an increase of 0.03%.
7   Includes proceeds received from a settlement of litigation, which impacted the Fund’s total return. Excluding these proceeds, the Fund’s total return would have been (8.23)%.
8   Redemption fee of 2.00% is reflected in total return calculations. The impact to the return from redemption fees received during the period was an increase of 0.02%.

64

 
 

Financial Highlights (continued)

Energy & Resources (continued)

         Investor B
   
         Year Ended September 30,
   



   
2012
   
2011
   
2010
   
2009
   
2008
Per Share Operating Performance
Net asset value, beginning of year
                   $ 20.65               $ 22.86               $ 21.56               $ 39.68               $ 50.87     
Net investment loss 1
                      (0.36 )                 (0.38 )                 (0.27 )                 (0.22 )                 (0.67 )    
Net realized and unrealized gain (loss)
                      1.87                  (1.73 )                 1.57                  (8.87 )                 (1.81 )    
Net increase (decrease) from investment operations
                      1.51                  (2.11 )                 1.30                  (9.09 )                 (2.48 )    
Dividends and distributions from:
                                                                                                             
Net investment income
                      (0.06 )                 (0.10 )                                                     (1.51 )    
Tax return of capital
                      (0.29 )                                                                            
Net realized gain
                      (0.74 )                                                     (9.04 )                 (7.22 )    
Total dividends and distributions
                      (1.09 )                 (0.10 )                                   (9.04 )                 (8.73 )    
Redemption fees added to paid-in capital
                                        0.00 2                  0.00 2                  0.01                  0.02     
Net asset value, end of year
                   $ 21.07               $ 20.65               $ 22.86               $ 21.56               $ 39.68     
Total Investment Return 3
Based on net asset value
                      6.63 %                 (9.33 )%                 6.03 % 4,5                  (8.74 )% 6,7                  (7.63 )% 8     
Ratios to Average Net Assets
Total expenses
                      2.16 %                 2.07 %                 2.10 %                 2.25 %                 2.01 %    
Total expenses excluding recoupment of past waived fees
                      2.16 %                 2.03 %                 2.10 %                 2.23 %                 2.01 %    
Total expenses after fees waived, reimbursed and paid indirectly
                      2.10 %                 2.07 %                 2.09 %                 2.05 %                 2.00 %    
Net investment loss
                      (1.56 )%                 (1.31 )%                 (1.17 )%                 (1.28 )%                 (1.24 )%    
Supplemental Data
Net assets, end of year (000)
                   $ 7,687               $ 16,450               $ 25,633               $ 34,218               $ 57,174     
Portfolio turnover
                      15 %                 40 %                 16 %                 25 %                 32 %    
 
1   Based on average shares outstanding.
2   Less than $0.01 per share.
3   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
4   Includes proceeds received from a settlement of litigation, which impacted the Fund’s total return. Excluding these proceeds, the Fund’s total return would have been 5.94%.
5   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.
6   Includes proceeds received from a settlement of litigation, which impacted the Fund’s total return. Excluding these proceeds, the Fund’s total return would have been (8.77)%.
7   Redemption fee of 2.00% is reflected in total return calculations. The impact to the return from redemption fees received during the period was an increase of 0.04%.
8   Redemption fee of 2.00% is reflected in total return calculations. The impact to the return from redemption fees received during the period was an increase of 0.02%.

65

 
 

Financial Highlights (continued)

Energy & Resources (concluded)

         Investor C
   
         Year Ended September 30,
   



   
2012
   
2011
   
2010
   
2009
   
2008
Per Share Operating Performance
Net asset value, beginning of year
                   $ 20.55               $ 22.81               $ 21.51               $ 39.61               $ 50.84     
Net investment loss 1
                      (0.34 )                 (0.37 )                 (0.24 )                 (0.22 )                 (0.66 )    
Net realized and unrealized gain (loss)
                      1.84                  (1.69 )                 1.54                  (8.85 )                 (1.79 )    
Net increase (decrease) from investment operations
                      1.50                  (2.06 )                 1.30                  (9.07 )                 (2.45 )    
Dividends and distributions from:
                                                                                                             
Net investment income
                      (0.09 )                 (0.20 )                                                     (1.58 )    
Tax return of capital
                      (0.34 )                                                                            
Net realized gain
                      (0.74 )                                                     (9.04 )                 (7.22 )    
Total dividends and distributions
                      (1.17 )                 (0.20 )                                   (9.04 )                 (8.80 )    
Redemption fees added to paid-in capital
                                        0.00 2                  0.00 2                  0.01                  0.02     
Net asset value, end of year
                   $ 20.88               $ 20.55               $ 22.81               $ 21.51               $ 39.61     
Total Investment Return 3
Based on net asset value
                      6.57 %                 (9.25 )%                 6.04 % 4,5                  (8.68 )% 6,7                  (7.57 )% 8     
Ratios to Average Net Assets
Total expenses
                      2.07 %                 2.04 %                 2.06 %                 2.16 %                 1.96 %    
Total expenses excluding recoupment of past waived fees
                      2.07 %                 1.99 %                 2.05 %                 2.16 %                 1.96 %    
Total expenses after fees waived, reimbursed and paid indirectly
                      2.07 %                 2.03 %                 2.05 %                 2.05 %                 1.96 %    
Net investment loss
                      (1.50 )%                 (1.29 )%                 (1.07 )%                 (1.29 )%                 (1.21 )%    
Supplemental Data
Net assets, end of year (000)
                   $ 132,808               $ 146,186               $ 142,490               $ 129,556               $ 151,409     
Portfolio turnover
                      15 %                 40 %                 16 %                 25 %                 32 %    
 
1   Based on average shares outstanding.
2   Less than $0.01 per share.
3   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
4   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.
5   Includes proceeds received from a settlement of litigation, which impacted the Fund’s total return. Excluding these proceeds, the Fund’s total return would have been 5.95%.
6   Redemption fee of 2.00% is reflected in total return calculations. The impact to the return from redemption fees received during the period was an increase of 0.04%.
7   Includes proceeds received from a settlement of litigation, which impacted the Fund’s total return. Excluding these proceeds, the Fund’s total return would have been (8.71)%.
8   Redemption fee of 2.00% is reflected in total return calculations. The impact to the return from redemption fees received during the period was an increase of 0.02%.

66

 
 

Financial Highlights (continued)

World Gold

         Institutional
   
         Year Ended September 30,
   
    



   
2012 2
   
2011 2
   
Period
May 26,2010 1 to

September 30, 2010

Per Share Operating Performance
Net asset value, beginning of period
                   $ 11.13               $ 12.07               $ 10.00     
Net investment income (loss) 3
                      (0.00 ) 4                  (0.02 )                 (0.01 )    
Net realized and unrealized gain (loss)
                      (0.12 )                 (0.63 ) 5                  2.08 5     
Net increase (decrease) from investment operations
                      (0.12 )                 (0.65 )                 2.07     
Dividends and distributions from:
                                                                     
Net investment income
                      (0.02 )                 (0.13 )                      
Tax return of capital
                                        (0.04 )                      
Net realized gain
                                        (0.12 )                      
Total dividends and distributions
                      (0.02 )                 (0.29 )                      
Net asset value, end of period
                   $ 10.99               $ 11.13               $ 12.07     
Total Investment Return 6
Based on net asset value
                      (1.11 )%                 (5.69 )% 7                  20.70 % 7,8     
Ratios to Average Net Assets
Total expenses
                      2.35 %                 4.05 %                 5.79 % 9,10     
Total expenses after fees waived and reimbursed
                      1.24 %                 1.24 %                 1.24 % 10     
Net investment income (loss)
                      (0.03 )%                 (0.15 )%                 (0.39 )% 10     
Supplemental Data
Net assets, end of period (000)
                   $ 4,073               $ 4,432               $ 3,974     
Portfolio turnover
                      23 %                 29 %                 1 %    
 
1   Commencement of operations.
2   Consolidated Financial Highlights.
3   Based on average shares outstanding.
4   Less than $(0.01) per share.
5   Includes redemption fees, which are less than $0.01 per share.
6   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
7   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.
8   Aggregate total investment return.
9   Organization costs were not annualized in the calculation of the expense ratios. If these expenses were annualized, the total expenses for Institutional Shares would have been 6.17%.
10   Annualized.

67

 
 

Financial Highlights (continued)

World Gold (continued)

         Investor A
   
         Year Ended September 30,
   
    



   
2012 2
   
2011 2
   
Period
May 26,2010 1 to

September 30, 2010

Per Share Operating Performance
Net asset value, beginning of period
                   $ 11.10               $ 12.05               $ 10.00     
Net investment income (loss) 3
                      (0.03 )                 (0.04 )                 0.00 4     
Net realized and unrealized gain (loss)
                      (0.12 )                 (0.62 ) 5                  2.05 5     
Net increase (decrease) from investment operations
                      (0.15 )                 (0.66 )                 2.05     
Dividends and distributions from:
                                                                     
Net investment income
                                        (0.13 )                      
Tax return of capital
                                        (0.04 )                      
Net realized gain
                                        (0.12 )                      
Total dividends and distributions
                                        (0.29 )                      
Net asset value, end of period
                   $ 10.95               $ 11.10               $ 12.05     
Total Investment Return 6
Based on net asset value
                      (1.35 )%                 (5.83 )% 7                  20.50 % 7,8     
Ratios to Average Net Assets
Total expenses
                      2.86 %                 4.45 %                 7.16 % 9,10     
Total expenses after fees waived and reimbursed
                      1.49 %                 1.49 %                 1.49 % 10     
Net investment income (loss)
                      (0.27 )%                 (0.36 )%                 0.07 % 10     
Supplemental Data
Net assets, end of period (000)
                   $ 4,361               $ 3,242               $ 572      
Portfolio turnover
                      23 %                 29 %                 1 %    
 
1   Commencement of operations.
2   Consolidated Financial Highlights.
3   Based on average shares outstanding.
4   Less than $0.01 per share.
5   Includes redemption fees, which are less than $0.01 per share.
6   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
7   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.
8   Aggregate total investment return.
9   Organization costs were not annualized in the calculation of the expense ratios. If these expenses were annualized, the total expenses for Investor A Shares would have been 8.00%.
10   Annualized.

68

 
 

Financial Highlights (concluded)

World Gold (concluded)

         Investor C
   
         Year Ended September 30,
   
    



   
2012 2
   
2011 2
   
Period
May 26,2010 1 to
September 30, 2010

Per Share Operating Performance
Net asset value, beginning of period
                   $ 11.00               $ 12.02               $ 10.00     
Net investment income (loss) 3
                      (0.11 )                 (0.13 )                 (0.04 )    
Net realized and unrealized gain (loss)
                      (0.12 )                 (0.62 ) 4                  2.06 4     
Net increase (decrease) from investment operations
                      (0.23 )                 (0.75 )                 2.02     
Dividends and distributions from:
                                                                     
Net investment income
                                        (0.11 )                      
Tax return of capital
                                        (0.04 )                      
Net realized gain
                                        (0.12 )                      
Total dividends and distributions
                                        (0.27 )                      
Net asset value, end of period
                   $ 10.77               $ 11.00               $ 12.02     
Total Investment Return 5
Based on net asset value
                      (2.09 )%                 (6.57 )% 6                  20.20 % 6,7     
Ratios to Average Net Assets
Total expenses
                      3.56 %                 5.14 %                 7.37 % 8,9     
Total expenses after fees waived and reimbursed
                      2.27 %                 2.27 %                 2.27 % 9     
Net investment income (loss)
                      (1.05 )%                 (1.05 )%                 (1.15 )% 9     
Supplemental Data
Net assets, end of period (000)
                   $ 3,057               $ 2,726               $ 132      
Portfolio turnover
                      23 %                 29 %                 1 %    
 
1   Commencement of operations.
2   Consolidated Financial Highlights.
3   Based on average shares outstanding.
4   Includes redemption fees, which are less than $0.01 per share.
5   Where applicable, total investment returns exclude the effects of any sales charges and include the reinvestment of dividends and distributions.
6   Redemption fee of 2.00% is reflected in total return calculations. There was no impact to the return.
7   Aggregate total investment return.
8   Organization costs were not annualized in the calculation of the expense ratios. If these expenses were annualized, the total expenses for Investor C Shares would have been 7.94%.
9   Annualized.

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General Information

Shareholder Documents

Electronic Access to Annual Reports, Semi-Annual Reports and Prospectuses

Electronic copies of most financial reports and prospectuses are available on BlackRock’s website. Shareholders can sign up for e-mail notifications of quarterly statements, annual and semi-annual reports and prospectuses by enrolling in a Fund’s electronic delivery program. To enroll:

Shareholders Who Hold Accounts with Investment Advisers, Banks or Brokerages: Please contact your financial professional. Please note that not all investment advisers, banks or brokerages may offer this service.

Shareholders Who Hold Accounts Directly With BlackRock:

n
  Access the BlackRock website at http://www.blackrock.com/edelivery; and
n
  Log into your account.

Delivery of Shareholder Documents

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

Certain Fund Policies

Anti-Money Laundering Requirements

The Funds are subject to the USA PATRIOT Act (the “Patriot Act”). The Patriot Act is intended to prevent the use of the U.S. financial system in furtherance of money laundering, terrorism or other illicit activities. Pursuant to requirements under the Patriot Act, a Fund may request information from shareholders to enable it to form a reasonable belief that it knows the true identity of its shareholders. This information will be used to verify the identity of investors or, in some cases, the status of financial professionals; it will be used only for compliance with the requirements of the Patriot Act.

The Funds reserve the right to reject purchase orders from persons who have not submitted information sufficient to allow a Fund to verify their identity. Each Fund also reserves the right to redeem any amounts in a Fund from persons whose identity it is unable to verify on a timely basis. It is the Funds’ policy to cooperate fully with appropriate regulators in any investigations conducted with respect to potential money laundering, terrorism or other illicit activities.

BlackRock Privacy Principles

BlackRock is committed to maintaining the privacy of its current and former Fund investors and individual clients (collectively, “Clients”) and to safeguarding their nonpublic personal information. The following information is provided to help you understand what personal information BlackRock collects, how we protect that information and why in certain cases we share such information with select parties.

If you are located in a jurisdiction where specific laws, rules or regulations require BlackRock to provide you with additional or different privacy-related rights beyond what is set forth below, then BlackRock will comply with those specific laws, rules or regulations.

BlackRock obtains or verifies personal nonpublic information from and about you from different sources, including the following: (i) information we receive from you or, if applicable, your financial intermediary, on applications, forms or other documents; (ii) information about your transactions with us, our affiliates, or others; (iii) information we receive from a consumer reporting agency; and (iv) from visits to our website.

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BlackRock does not sell or disclose to nonaffiliated third parties any nonpublic personal information about its Clients, except as permitted by law, or as is necessary to respond to regulatory requests or to service Client accounts. These nonaffiliated third parties are required to protect the confidentiality and security of this information and to use it only for its intended purpose.

We may share information with our affiliates to service your account or to provide you with information about other BlackRock products or services that may be of interest to you. In addition, BlackRock restricts access to nonpublic personal information about its Clients to those BlackRock employees with a legitimate business need for the information. BlackRock maintains physical, electronic and procedural safeguards that are designed to protect the nonpublic personal information of its Clients, including procedures relating to the proper storage and disposal of such information.

Statement of Additional Information

If you would like further information about the Funds, including how each Fund invests, please see the SAI.

For a discussion of each Fund’s policies and procedures regarding the selective disclosure of its portfolio holdings, please see the SAI. The Funds make their top ten holdings available on a monthly basis at www.blackrock.com generally within 5 business days after the end of the month to which the information applies.

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Glossary

This glossary contains an explanation of some of the common terms used in this prospectus. For additional information about the Funds, please see the SAI.

Acquired Fund Fees and Expenses — fees and expenses charged by other investment companies in which a Fund invests a portion of its assets.

Annual Fund Operating Expenses — expenses that cover the costs of operating a Fund.

Distribution Fees — fees used to support a Fund’s marketing and distribution efforts, such as compensating financial professionals and other financial intermediaries, advertising and promotion.

FTSE Gold Mines Index — an index designed to reflect the performance of the worldwide market in the shares of companies whose principal activity is the mining of gold.

Management Fee — a fee paid to BlackRock for managing a Fund.

MSCI All Country World Energy Index — an index comprised of the energy sector constituents of the MSCI All-Country World Index, a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed and emerging markets.

Other Expenses — include accounting, administration, transfer agency, custody, professional and registration fees.

S&P 500 ® Index — an unmanaged total return index which covers 500 industrial, utility, transportation, and financial companies of the U.S. markets (mostly New York Stock Exchange (“NYSE”) issues) representing about 75% of NYSE market capitalization and 30% of NYSE issues.

Service Fees — fees used to compensate securities dealers and other financial intermediaries for certain shareholder servicing activities.

Shareholder Fees — fees paid directly by a shareholder, including sales charges that you may pay when you buy or sell shares of a Fund.

Wilshire 5000 Modified Energy Cap Weighted Index — a customized index comprised of the energy sector constituents of the Wilshire 5000 (Full Cap) Index which have been market capitalization weighted and the six largest securities and all securities that have a percentage market value below 0.01% have been removed.

Wilshire 5000 Modified Energy Equal Weighted Index — a customized index comprised of the energy sector constituents of the Wilshire 5000 (Full Cap) Index which have been equally weighted and the six largest securities and all securities that have a percentage market value below 0.01% have been removed.

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For More Information

Funds and Service Providers

FUNDS

BlackRock Funds SM
    BlackRock All-Cap Energy & Resources Portfolio
    BlackRock Energy & Resources Portfolio
    BlackRock World Gold Fund
100 Bellevue Parkway
Wilmington, Delaware 19809

Written Correspondence:
P.O. Box 9819
Providence, Rhode Island 02940-8019

Overnight Mail:
4400 Computer Drive
Westborough, Massachusetts 01588

(800) 441-7762

MANAGER AND CO-ADMINISTRATOR

BlackRock Advisors, LLC
100 Bellevue Parkway
Wilmington, Delaware 19809

SUB-ADVISER

For BlackRock World Gold Fund
BlackRock International Limited
40 Torphichen Street
Edinburgh, Scotland
United Kingdom EH3 8JB

CO-ADMINISTRATOR

BNY Mellon Investment Servicing (US) Inc.
301 Bellevue Parkway
Wilmington, Delaware 19809


TRANSFER AGENT

BNY Mellon Investment Servicing (US) Inc.
301 Bellevue Parkway
Wilmington, Delaware 19809

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Deloitte & Touche LLP
1700 Market Street
Philadelphia, Pennsylvania 19103

ACCOUNTING SERVICES PROVIDER

BNY Mellon Investment Servicing (US) Inc.
301 Bellevue Parkway
Wilmington, Delaware 19809

DISTRIBUTOR

BlackRock Investments, LLC
40 East 52nd Street
New York, New York 10022

CUSTODIAN

The Bank of New York Mellon
One Wall Street
New York, New York 10286

COUNSEL

Sidley Austin LLP
787 Seventh Avenue
New York, New York 10019-6018