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As filed with the Securities and Exchange Commission on March 13, 2000
Securities Act Registration No. 333-94927
Investment Company Registration No. 811-6512
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM N-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. [_]
Post-Effective Amendment No. 1 [X]
and/or
REGISTRATION STATEMENT UNDER
THE INVESTMENT COMPANY ACT OF 1940 [X]
AMENDMENT NO. 9 [X]
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The BlackRock Insured Municipal Term Trust Inc.
(Exact Name of Registrant as Specified in Charter)
1285 Avenue of the Americas
New York, New York 10019
(Address of Principal Executive Offices)
(800) 688-0928
(Registrant's Telephone Number, including Area Code)
Ralph L. Schlosstein, President
The BlackRock Insured Municipal Term Trust Inc.
345 Park Avenue
New York, New York 10154
(Name and Address of Agent for Service)
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Copies to:
Richard T. Prins, Esq. Thomas A. DeCapo, Esq. Cynthia G. Cobden, Esq.
Skadden, Arps, Slate, Skadden, Arps, Slate, Simpson Thacher &
Meagher & Flom LLP Meagher & Flom LLP Bartlett
Four Times Square One Beacon Street 425 Lexington Avenue
New York, New York 10036 Boston, Massachusetts New York, New York 10017
02108
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THE BLACKROCK INSURED MUNICIPAL TERM TRUST INC.
CROSS REFERENCE SHEET
Part A--Prospectus
<TABLE>
<CAPTION>
Items in Part A of Form N-2
Specified in Prospectus Location in Prospectus
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<C> <C> <S>
Item 1. Outside Front Cover................... Cover page
Item 2. Inside Front and Outside Back Cover
Page................................. Inapplicable
Item 3. Fee Table and Synopsis................ Inapplicable
Item 4. Financial Highlights.................. Financial Highlights
Item 5. Plan of Distribution.................. Cover Page; Prospectus
Summary; the Auction;
Underwriting
Item 6. Selling Shareholders.................. Inapplicable
Item 7. Use of Proceeds....................... Use of Proceeds; Investment
Objective and Policies
Item 8. General Description of the
Registrant........................... Cover Page; Prospectus
Summary The Trust;
Investment Objective and
Policies
Item 9. Management............................ Prospectus Summary;
Management of the Trust
Item 10. Capital Stock, Long-Term Debt, and
Other Securities..................... Capitalization; Investment
Objective and Policies;
Description of New
Preferred Shares; the
Auction; Tax Matters
Item 11. Defaults and Arrears on Senior
Securities........................... Inapplicable
Item 12. Legal Proceedings..................... Inapplicable
Item 13. Table of Contents of the Statement of
Additional Information............... Table of Contents of the
Statement of Additional
</TABLE> Information
Part B--Statement of Additional Information
<TABLE>
<CAPTION>
Location in Statement of
Items In Part B of Form N-2 Additional Information
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<C> <C> <S>
Item 14. Cover Page............................ Cover Page
Item 15. Table of Contents..................... Back Cover Page
Item 16. General Information and History....... Inapplicable
Item 17. Investment Objective and Policies..... Investment Objective and
Policies; Investment
Policies and Techniques
Item 18. Management............................ Management of the Trust
Item 19. Control Persons and Principal Holders
of Securities........................ Management of the Trust
Item 20. Investment Advisory and Other
Services............................. Management of the Trust
Item 21. Brokerage Allocation and Other
Practices............................ Portfolio Transactions
Item 22. Tax Status............................ Tax Matters
Item 23. Financial Statements.................. Financial Statements
(incorporated by reference)
</TABLE>
Part C--Other Information
Items 24-33 have been answered in Part C of this Registration Statement
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EXPLANATORY NOTE
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The Prospectus and Statement of Additional Information contained in Pre-
Effective Amendment No. 2 to this Registration Statement on Form N-2 of The
BlackRock Insured Municipal Term Trust Inc., filed with the Securities and
Exchange Commission on March 6, 2000, including the information omitted from
such Prospectus but deemed to be a part of this Registration Statement at the
time it was declared effective pursuant to Rule 430A, are incorporated by
reference into this Post-Effective Amendment No. 1 in their entirety. The sole
purpose of filing this Post-Effective Amendment is to place Exhibit (a)(1)(B) on
file with the Securities and Exchange Commission.
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PART C-OTHER INFORMATION
ITEM 24: FINANCIAL STATEMENTS AND EXHIBITS
(1) FINANCIAL STATEMENTS:
Included in Part A of the Registration Statement
Financial Highlights for the period ended December 31, 1992 each of the seven
years ended December 31, 1999
PART I
Incorporated by reference to Registrant's most recent Annual Report to
Shareholders dated December 31, 1999:
Independent Auditors Report for year ended December 31, 1999
Portfolio of Investments, December 31, 1999 (audited)
Statement of Assets and Liabilities, December 31, 1999 (audited)
Statement of Operations for the year ended December 31, 1999 (audited)
Statement of Changes in Net Investment Assets for the two years ended December
31, 1999 (audited)
(2) EXHIBITS
The exhibits to this Registration Statement are listed in the Exhibit Index
located elsewhere herein.
ITEM 25: MARKETING ARRANGEMENTS
See the forms of Purchase, Master agreement Among Underwriters and Master
Selected and Master Selected Dealer Agreements filed herewith as Exhibits
(h)(1), (h)(2) and (h)(3).
ITEM 26: OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION
Securities and Exchange Commission fees $10,666
Printing and engraving expenses $100,000
Legal fees $90,000
Accounting expenses $5,000
Rating Agency fees $35,000
Blue Sky filing fees and expenses $5,000
Miscellaneous expenses $54,334
Total* $300,000
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* Estimated
ITEM 27: PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
The Trust is not under common control with any person except to the extent that
the existence of identical boards of directors or trustees as the case may be,
at other investment companies advised by the Advisor would render the Trust
under common control with such other investment companies. The Trust does not
control any person.
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ITEM 28: NUMBER OF HOLDERS OF SECURITIES
At February 4, 2000
<TABLE>
<CAPTION>
NUMBER OF
TITLE OF CLASS RECORD HOLDERS
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<S> <C>
Common Stock, $.01 par value 1131
Preferred Shares, $.01 par value 1
</TABLE>
ITEM 29: INDEMNIFICATION
Under Registrant's Articles of Incorporation and By-Laws, the directors and
officers of Registrant will be indemnified to the fullest extent allowed and in
the manner provided by Maryland law and applicable provisions of the Investment
Company Act of 1940, including advancing of expenses incurred in connection
therewith. Indemnification shall not be provided however to any officer or
director against any liability to the Registrant or its securityholders to which
he or she would otherwise be subject by reason of willful misfeasance, bad
faith, gross negligence or reckless disregard of the duties involved in the
conduct of his or her office.
Article 2, Section 405.2 of the Maryland General Corporation Law provides that
the Articles of Incorporation of a Maryland corporation may limit the extent to
which directors or officers may be personally liable to the Corporation or its
stockholders for money damages in certain instances. The Registrant's Articles
of Incorporation provide that, to the fullest extent permitted by Maryland law,
as it may be amended or interpreted from time to time, no director or officer of
the Registrant shall be personally liable to the Registrant or its stockholders.
The Registrant's Articles of Incorporation also provide that no amendment of the
Registrant's Articles of Incorporation or repeal of any of its provisions shall
limit or eliminate any of the benefits provided to directors and officers in
respect of any act or omission that occurred prior to such amendment or repeal.
The underwriting agreements filed as Exhibit h hereto contain provisions
requiring indemnification of the Registrant's underwriters by the Registrant.
ITEM 30: BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISOR
See "Management of the Trust" in the Prospectus and for information regarding
the business of the investment advisor. For information as to the business,
profession, vocation or employment of a substantial nature of each of the
officers and directors of BlackRock Advisors, Inc., reference is made to the
Advisor's current Form ADV filed under the Investment Advisers Act of 1940,
incorporated herein by reference.
ITEM 31: LOCATION OF ACCOUNTS AND RECORDS
The accounts and records of the Registrant are maintained in part at the office
of the Advisor at 400 Bellevue Parkway, Wilmington, Delaware 19809, in part at
the offices of State Street, 1776 Heritage Drive, North Quincy, Massachusetts
02171, in part at the offices of State Street Bank & Trust Company, 150 Royal
Street, Canton, Massachusetts 02021 and in part at the offices of the
Administrator, 800 Scudders Mill Road, Plainsboro, New Jersey 08536.
ITEM 32: MANAGEMENT SERVICES
Except as described in Part I of this Registration Statement under the caption
"Management of the Trust," the Registrant is not a party to any management
service related contract.
ITEM 33: UNDERTAKINGS
(1) Registrant undertakes to suspend the offering of its shares until it amends
its prospectus if (a) subsequent to the effective
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date of its Registration Statement, the net assets value declines more than 10
percent from its net asset value as of the effective date of the Registration
Statement, or (b) the net asset value increases to an amount greater than its
net proceeds as stated in the prospectus.
(2) Not applicable
(3) Not applicable
(4) Not applicable
(5) Registrant undertakes that:
(a) For purposes of determining any liability under the Securities Act
of 1933, the information omitted from the form of prospectus filed as a
part of a registration statement in reliance upon Rule 430A and
contained in a form of prospectus filed by the Registrant under Rule
497(h) under the Securities Act of 1933 shall be deemed to be a part of
this Registration Statement as of the time it was declared effective.
(b) For the purpose of determining any liability under the Securities
Act of 1933, each post-effective amendment that contains a form of
prospectus shall be deemed to be a new registration statement relating
to the securities offered therein, and the offering of the securities at
that time shall be deemed to be the initial bona fide offering thereof.
(6) Registrant undertakes to send by first class mail or other means designed
to ensure equally prompt delivery, within two business days of receipt of a
written or oral request, any Statement of Additional Information.
(7) Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the SEC such indemnification is against
public policy as expressed in the Act and is, therefore, unenforceable. In the
event that a claim for indemnification against such liabilities (other than the
payment by the Registrant of expenses incurred or paid by a director, officer or
controlling person of the Registrant in the successful defense of any action,
suit or proceeding (is asserted by such director, officer or controlling person
in connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of New York, and State of New York, on the 9th day of March, 2000.
THE BLACKROCK INSURED MUNICIPAL TERM TRUST INC.
*
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Ralph L. Schlosstein
President
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities and
on the date indicated.
<TABLE>
<CAPTION>
Signatures Title Date
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<S> <C> <C>
* President (Principal Executive March 9, 2000
- ------------------------------------- Officer) and Director
Ralph L. Schlosstein
* Treasurer (Principal Financial and March 9, 2000
- ------------------------------------- Accounting Officer)
Henry Gabbay
* Director March 9, 2000
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Laurence D. Fink
* Director March 9, 2000
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Andrew F. Brimmer
* Director March 9, 2000
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Richard E. Cavanagh
* Director March 9, 2000
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Kent Dixon
* Director March 9, 2000
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Frank J. Fabozzi
* Director March 9, 2000
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James Clayburn LaForce, Jr.
* Director March 9, 2000
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Walter F. Mondale
</TABLE>
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* Signed by Karen Sabath pursuant to power of attorney, dated January 3, 2000.
/s/ Karen Sabath
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<PAGE>
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
SEQUENTIALLY
EXHIBIT NUMBERED
NUMBER PAGE
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<S> <C> <C>
a. (1)(A) Articles of Incorporation*
(B) Articles of Amendment with Name Change+
(2) Articles of Amendment dated July 15, 1994 (for outstanding preferred
shares)*
(3) Articles of Amendment dated July 20, 1995 (for outstanding preferred
shares)*
(4) Form of Articles Supplementary (for New Preferred Shares)*
b. By-Laws*
c. None
d. (1) Specimen Stock Certificate Representing Shares of Common Stock*
(2) Form of Specimen Stock Certificate Representing Series M7 Preferred
Shares*
(3) Form of Specimen Stock Certificate Representing Series M28 Preferred
Shares*
e. Dividend Reinvestment Plan*
f. Not Applicable
g. (1) Advisory Agreement*
(2) Administration Agreement*
h. (1) Form of Purchase Agreement for initial public offering*
(2) Form of Master Agreement Among Underwriters for initial public
offering*
(3) Form of Master Selected Dealer Agreement for initial public
offering*
i. Not Applicable
j. (1) Custodian Agreement*
(2) Transfer Agent Agreement*
k. (1) Auction Agent Agreement*
(2) Form of Broker-Dealer Agreement*
(3) Form of Depository Agreement*
l. Opinion and consent of counsel*
m. Not Applicable
n. Consent of Independent Accountants*
o. Not Applicable
p. Not Applicable
q. Not Applicable
r. (1) Form of Code of Ethics of the Trust*
(2) Code of Ethics of the Advisor*
s. Powers of Attorney*
</TABLE>
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* Previously filed.
+ Filed herewith.
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EXHIBIT 99.(a)(1)(B)
ARTICLES OF AMENDMENT
OF
THE BLACKSTONE INSURED MUNICIPAL TERM TRUST INC.
The Blackstone Insured Municipal Term Trust Inc., a Maryland corporation
(the "Corporation"), certifies that:
FIRST: The Charter of the Corporation is hereby amended by striking out
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Article II and inserting in its place the following:
ARTICLE II
NAME
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The name of the Corporation is The BlackRock Insured
Municipal Term Trust Inc. (the "Corporation").
SECOND: The Board of Directors on April 14, 1992 and May 15, 1992 duly
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adopted resolutions finding the foregoing amendment advisable and directing that
it be submitted for action thereon by the Corporation's shareholders at the
annual meeting to be held on June 19, 1992.
THIRD: Notice setting forth the said amendment and stating that a purpose
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of the meeting of the stockholders would be to take action thereon was given to
all stockholders entitled to vote thereon. The amendment as hereinabove set
<PAGE>
forth was approved at said meeting by the affirmative vote of a majority of the
stockholders of the Corporation as required by the Corporation's Charter.
FOURTH: The amendment does not increase the authorized stock of the
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Corporation.
IN WITNESS WHEREOF, the Corporation has caused these Articles of Amendment
to be signed in its name and on its behalf on this 19th day of June, 1992 by its
President who acknowledge that these Articles of Amendment are the act of the
Corporation and that to the best of his knowledge, information and belief and
under penalties for perjury, all matters and facts contained in these Articles
of Amendment are true in all material respects.
ATTEST: THE BLACKSTONE INSURED MUNICIPAL
TERM TRUST INC.
/s/ Barbara B. Novick By: /s/ Ralph L. Schlosstein (SEAL)
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Barbara B. Novick Ralph L. Schlosstein
Secretary President
2
