SCHEDULE 14A
(RULE 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934
Filed by the registrant |X|
Filed by a party other than the registrant |_|
Check the appropriate box:
|X| Preliminary proxy statement
|_| Definitive proxy statement
|_| Definitive additional materials
|_| Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12
The BlackRock 2001 Term Trust Inc.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified in Its Charter)
Not Applicable
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement)
Payment of filing fee (Check the appropriate box):
|X| No fee required.
|_| Fee computed on table below per Exchange Act Rules 14a-(i)(4)
and 0-11.
(1) Title of each class of securities to which transaction applies:
Common Stock, par value $0.01 per share.
- --------------------------------------------------------------------------------
(2) Aggregate number of securities to which transactions applies:
142,010,583 shares of Common Stock, par value $0.01 per share.
- --------------------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:
N/A
- --------------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
N/A
- --------------------------------------------------------------------------------
(5) Total fee paid:
N/A
- --------------------------------------------------------------------------------
|_| Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement number,
or the form or schedule and the date of its filing.
(1) Amount previously paid:
- --------------------------------------------------------------------------------
(2) Form, schedule or registration statement no.:
- --------------------------------------------------------------------------------
(3) Filing party:
- --------------------------------------------------------------------------------
(4) Date filed:
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<PAGE>
[GRAPHIC OMITTED]
[GRAPHIC OMITTED]
THE BLACKROCK INVESTMENT QUALITY MUNICIPAL TRUST INC. ("BKN")
THE BLACKROCK INSURED MUNICIPAL 2008 TERM TRUST INC. ("BRM")
THE BLACKROCK CALIFORNIA INSURED MUNICIPAL 2008 TERM TRUST INC. ("BFC")
THE BLACKROCK FLORIDA INSURED MUNICIPAL 2008 TERM TRUST("BRF")
THE BLACKROCK NEW YORK INSURED MUNICIPAL 2008 TERM TRUST INC. ("BLN")
THE BLACKROCK BROAD INVESTMENT GRADE 2009 TERM TRUST INC. ("BCT")
800 SCUDDERS MILL ROAD
PLAINSBORO, NEW JERSEY 08536
THE BLACKROCK INCOME TRUST INC. ("BKT")
THE BLACKROCK NORTH AMERICAN GOVERNMENT INCOME TRUST INC. ("BNA")
THE BLACKROCK 1998 TERM TRUST INC. ("BBT")
THE BLACKROCK 1999 TERM TRUST INC. ("BNN")
THE BLACKROCK TARGET TERM TRUST INC. ("BTT")
THE BLACKROCK INVESTMENT QUALITY TERM TRUST INC. ("BQT")
THE BLACKROCK ADVANTAGE TERM TRUST INC. ("BAT")
THE BLACKROCK MUNICIPAL TARGET TERM TRUST INC. ("BMN")
THE BLACKROCK CALIFORNIA INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RAA")
THE BLACKROCK FLORIDA INVESTMENT QUALITY MUNICIPAL TRUST ("RFA")
THE BLACKROCK NEW JERSEY INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RNJ")
THE BLACKROCK NEW YORK INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RNY")
GATEWAY CENTER THREE
100 MULBERRY STREET
NEWARK, NEW JERSEY 07102
THE BLACKROCK INSURED MUNICIPAL TERM TRUST INC. ("BMT")
THE BLACKROCK 2001 TERM TRUST INC. ("BLK")
1285 AVENUE OF THE AMERICAS
NEW YORK, NEW YORK 10019
THE BLACKROCK STRATEGIC TERM TRUST INC. ("BGT")
TWO WORLD TRADE CENTER
NEW YORK, NEW YORK 10048
----------------
NOTICE OF JOINT ANNUAL MEETING OF STOCKHOLDERS
----------------
TO BE HELD ON MAY 6, 1998
To the Stockholders of BKN,BRM,BFC, BRF, BLN, BCT, BKT, BNA, BNN, BTT, BAT,
BMN, RAA, RFA, RNJ, RNY, BBT, BQT, BMT, BLK and BGT (collectively, the
"Trusts"):
The Joint Annual Meeting of Stockholders of the Trusts will be held at One
Seaport Plaza, New York, New York on May 6, 1998 at 10:00 a.m. (New York Time)
for the following purposes:
1. With respect to each of the Trusts to elect three Directors, each to
hold office for the term indicated and until his successor shall have
been elected and qualified;
<PAGE>
2. To consider and act upon the ratification of the selection of Deloitte &
Touche LLP as independent auditors of each of the Trusts for the fiscal
year ending June 30, 1998 with respect to BLK, for the fiscal year ending
October 31, 1998 with respect to BKN, BCT, RAA, RFA, RNJ, RNY, BKT and
BNA and for the fiscal year ending December 31, 1998 with respect to BRM,
BLN, BFC, BRF, BNN, BTT, BAT, BGT, BMN, BBT, BQT and BMT;
3. To transact such other business as may properly come before the meeting
or any adjournments thereof.
THE BOARD OF DIRECTORS OF EACH TRUST RECOMMENDS THAT YOU VOTE "FOR" ALL
THE PROPOSALS.
We encourage you to contact BlackRock at (800) 227-7BFM (7236) if you have
any questions.
The stock transfer books will not be closed, but in lieu thereof, the
respective Boards of Directors have fixed the close of business on February 27,
1998 as the record date for the determination of stockholders entitled to
notice of, and to vote at, the meeting.
By order of the respective Boards of Directors
Karen H. Sabath, Secretary
New York, New York
March 31, 1998
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IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AT THE MEETING IN PERSON OR BY
PROXY; IF YOU DO NOT EXPECT TO ATTEND THE MEETING, PLEASE COMPLETE, DATE, SIGN
AND RETURN THE APPROPRIATE ENCLOSED PROXY OR PROXIES IN THE ACCOMPANYING
ENVELOPE PROVIDED FOR YOUR CONVENIENCE, WHICH REQUIRES NO POSTAGE IF MAILED IN
THE UNITED STATES.
- --------------------------------------------------------------------------------
<PAGE>
THE BLACKROCK INVESTMENT QUALITY MUNICIPAL TRUST INC.
THE BLACKROCK INSURED MUNICIPAL 2008 TERM TRUST INC.
THE BLACKROCK CALIFORNIA INSURED MUNICIPAL 2008 TERM TRUST INC.
THE BLACKROCK FLORIDA INSURED MUNICIPAL 2008 TERM TRUST
THE BLACKROCK NEW YORK INSURED MUNICIPAL 2008 TERM TRUST INC.
THE BLACKROCK BROAD INVESTMENT GRADE 2009 TERM TRUST INC.
800 SCUDDERS MILL ROAD
PLAINSBORO, NEW JERSEY 08536
THE BLACKROCK INCOME TRUST INC.
THE BLACKROCK NORTH AMERICAN GOVERNMENT INCOME TRUST INC.
THE BLACKROCK 1998 TERM TRUST INC.
THE BLACKROCK 1999 TERM TRUST INC.
THE BLACKROCK TARGET TERM TRUST INC.
THE BLACKROCK INVESTMENT QUALITY TERM TRUST INC.
THE BLACKROCK ADVANTAGE TERM TRUST INC.
THE BLACKROCK MUNICIPAL TARGET TERM TRUST INC.
THE BLACKROCK CALIFORNIA INVESTMENT QUALITY MUNICIPAL TRUST INC.
THE BLACKROCK FLORIDA INVESTMENT QUALITY MUNICIPAL TRUST
THE BLACKROCK NEW JERSEY INVESTMENT QUALITY MUNICIPAL TRUST INC.
THE BLACKROCK NEW YORK INVESTMENT QUALITY MUNICIPAL TRUST INC.
GATEWAY CENTER THREE
100 MULBERRY STREET
NEWARK, NEW JERSEY 07102
THE BLACKROCK INSURED MUNICIPAL TERM TRUST INC.
THE BLACKROCK 2001 TERM TRUST INC.
1285 AVENUE OF THE AMERICAS
NEW YORK, NEW YORK 10019
THE BLACKROCK STRATEGIC TERM TRUST INC.
TWO WORLD TRADE CENTER
NEW YORK, NEW YORK 10048
----------------
JOINT PROXY STATEMENT
----------------
FOR THE ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON MAY 6, 1998
INTRODUCTION
This joint proxy statement is furnished in connection with the solicitation
by the respective Boards of Directors or Trustees, as the case may be (the
"Boards"), of each of the Trusts of proxies to be voted at the Joint Annual
Meeting of Stockholders or Shareholders, as the case may be, (the "Meeting") of
the Trusts to be held at One Seaport Plaza, New York, New York, on May 6, 1998
at 10:00 a.m. (New York Time), and at
1
<PAGE>
any adjournments thereof, for the purposes set forth in the accompanying Notice
of Joint Annual Meeting of Stockholders. Any such adjournment will require the
affirmative vote of a majority of the shares present in person or by proxy to be
voted at the Meeting. The persons named as proxies will vote in favor of any
such adjournment those proxies which instruct them to vote in favor of any of
the proposals. Conversely, they will vote against any such adjournment any
proxies which instruct them to vote against the proposals. As used in the Notice
of Joint Annual Meeting of Stockholders and as used herein, the term "Directors"
shall include Trustees and the term "Stockholders" shall include Shareholders
where the use of the terms "Trustees" or "Shareholders" would otherwise be
appropriate.
The Meeting is scheduled as a joint meeting of the respective stockholders
of the Trusts because the stockholders of all the Trusts are expected to
consider and vote on similar matters. The Board of each Trust has determined
that the use of a joint Proxy Statement for the Meeting is in the best interest
of each of the Trusts' stockholders. In the event that any stockholder present
at the Meeting objects to the holding of a joint meeting and moves for an
adjournment of his Trust's meeting to a time immediately after the Meeting so
that his Trust's meeting may be held separately, the persons named as proxies
will vote in favor of such adjournment. Stockholders of each Trust will vote
separately on each of the Proposals relating to their Trust, and an unfavorable
vote on a Proposal by the stockholders of one Trust will not affect the
implementation of such a Proposal by another Trust if the Proposal is approved
by the stockholders of that Trust.
The cost of soliciting proxies will be borne by each of the Trusts in
proportion to the amount of proxies solicited on behalf of each Trust. In
addition, certain officers, directors and employees of each of the Trusts, Dean
Witter InterCapital Inc., Prudential Investments Fund Management LLC, Princeton
Administrators L.P. (formerly Middlesex Administrators L.P.,), Mitchell Hutchins
Asset Management Inc. and BlackRock Financial Management, Inc. (the "Adviser")
(none of whom will receive additional compensation therefor) may solicit proxies
in person or by telephone, telegraph, or mail. In addition, certain of the
Trusts may employ Shareholder Communications Corporation pursuant to its
standard contract as proxy solicitor, the cost of which will be borne
proportionately by each of the Trusts and is estimated to be approximately
$3,500 per Trust. The Adviser is located at 345 Park Avenue, New York, New York
10154.
All properly executed proxies received prior to the Meeting will be voted
at the Meeting in accordance with the instructions marked thereon or otherwise
as provided therein. Abstentions will be counted as present but not voting with
respect to those proposals from which a stockholder abstains. Broker non-votes
will be treated as shares that are not present. Unless instructions to the
contrary are marked, shares represented by all properly executed proxies will be
voted "FOR" all the Proposals. Any proxy may be revoked at any time prior to the
exercise thereof by submitting another proxy bearing a later date or by giving
written notice to the Secretary of the applicable Trusts at the applicable
address indicated above or by voting in person at the Meeting.
Some proposals require more votes than others to be approved. With respect
to each of the Trusts an affirmative vote of a simple majority of the shares
present and voting at the meeting at which a quorum is present is necessary to
ratify the selection of independent auditors. The affirmative vote of a
plurality of the shares present at the meeting at which a quorum is present is
necessary to elect the director nominees.
The Board of each Trust knows of no business other than that specifically
mentioned in the Notice of Meeting which will be presented for consideration at
the Meeting. If any other matters are properly presented, it is the intention of
the persons named in the enclosed proxy to vote thereon in accordance with their
best judgment.
2
<PAGE>
The Board of each Trust has fixed the close of business on February 27,
1998, as the record date for the determination of stockholders of each Trust
entitled to notice of and to vote at the Meeting or any adjournment thereof.
Stockholders of each Trust on that date will be entitled to one vote on each
matter to be voted on by that Trust for each share held and a fractional vote
with respect to fractional shares with no cumulative voting rights.
The holders of any Trust's Auction Rate Municipal Preferred Stock will have
equal voting rights with the holders of that Trust's common stock (i.e., one
vote per share), and will vote together with the holders of common stock as a
single class on the proposals to elect Directors and ratify the independent
accountants, except that the holders of any Trust's Auction Rate Municipal
Preferred Stock, voting separately as a class, will elect two Directors. The two
Directors that have been designated as representing the holders of each
respective Trust's Auction Rate Municipal Preferred Stock are Richard E.
Cavanagh and Frank J. Fabozzi (see "Proposal No. 1-Election of Directors,"
below).
Pursuant to the rules promulgated by the Securities and Exchange Commission
the following table sets forth the proposal to be voted on by each Trust with
auditors to be voted on by all Trusts.
-------------------------------------
VOTE ON DIRECTORS OF
FUND CLASS NUMBER
-------------------------------------
BRM II
-------------------------------------
BFC II
-------------------------------------
BRF II
-------------------------------------
BLN II
-------------------------------------
BKN II
-------------------------------------
BCT I
-------------------------------------
BMN III
-------------------------------------
BNN II
-------------------------------------
BTT II
-------------------------------------
BAT I
-------------------------------------
RAA I
-------------------------------------
RFA I
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RNJ I
-------------------------------------
RNY I
-------------------------------------
BKT III
-------------------------------------
BNA III
-------------------------------------
BMT III
-------------------------------------
BGT I
-------------------------------------
BBT III
-------------------------------------
BQT III
-------------------------------------
BLK II
-------------------------------------
3
<PAGE>
At the close of business on February 27, 1998, BRM had outstanding
27,207,093 shares of Common Stock, par value $0.01 per share and 8,240 shares of
Auction Rate Municipal Preferred Stock, liquidation preference $25,000 per
share, BLN had outstanding 11,257,093 shares of Common Stock, par value $0.01
per share and 3,420 shares of Auction Rate Municipal Preferred Stock,
liquidation preference $25,000 per share, BFC had outstanding 10,407,093 shares
of Common Stock, par value $0.01 per share and 3,120 shares of Auction Rate
Municipal Preferred Stock, liquidation preference $25,000 per share, BRF had
outstanding 8,707,093 common shares of beneficial interest, par value $0.01 per
share and 2,640 Auction Rate Municipal Preferred Shares of beneficial interest,
liquidation preference $25,000 per share, BKN had outstanding 16,707,093 shares
of Common Stock, par value $0.01 per share and 5,200 shares of Auction Rate
Municipal Preferred Stock, liquidation preference $25,000 per share, BCT had
outstanding 2,957,093 shares of Common Stock, par value $0.01 per share, BMN had
outstanding 45,410,639 shares of Common Stock, par value $0.01 per share and
9,000 shares of Auction Rate Municipal Preferred Stock, liquidation preference
$25,000 per share, BNN had outstanding 21,610,583 shares of Common Stock, par
value $0.01 per share, BTT had outstanding 95,460,639 shares of Common Stock,
par value $0.01 per share, BAT had outstanding 9,510,667 shares of Common Stock,
par value $0.01 per share, RAA had outstanding 1,007,093 shares of Common Stock,
par value $0.01 per share and 300 shares of Auction Rate Municipal Preferred
Stock, liquidation preference $25,000 per share, RFA had outstanding 1,127,093
common shares of beneficial interest, par value $0.01 per share and 340 Auction
Rate Municipal Preferred Shares of beneficial interest, liquidation preference
$25,000 per share, RNJ had outstanding 1,007,093 shares of Common Stock, par
value $0.01 per share and 300 shares of Auction Rate Municipal Preferred Stock,
liquidation preference $25,000 per share, RNY had outstanding 1,307,093 shares
of Common Stock, par value $0.01 per share and 392 shares of Auction Rate
Municipal Preferred Stock, liquidation preference $25,000 per share, BMT had
outstanding 25,885,639 shares of Common Stock, par value $0.01 per share and
5,200 shares of Auction Rate Municipal Preferred Stock, liquidation preference
$25,000 per share, BKT had outstanding 62,849,878 shares of Common Stock, par
value $0.01 per share, BNA had outstanding 36,207,093 shares of Common Stock,
par value $0.01 per share, BGT had outstanding 57,510,639 shares of Common
Stock, par value $0.01 per share, BBT had outstanding 58,660,527 shares of
Common Stock, par value $0.01 per share, BQT had outstanding 36,810,639 shares
of Common Stock, par value $0.01 per share and BLK had outstanding 142,010,583
shares of Common Stock, par value $0.01 per share. For each Trust, the class or
classes of stock listed above are the only authorized class or classes of stock.
The principal executive offices of BRM, BLN, BFC, BRF, BCT and BKN are
located at 800 Scudders Mill Road, Plainsboro, New Jersey 08536, the principal
executive offices of BMN, BNN, BTT, BAT, RAA, RFA, RNJ, RNY, BKT, BBT, BQT and
BNA are located at Gateway Center Three, 100 Mulberry Street, Newark, New Jersey
07102, the principal executive offices of BGT are located at Two World Trade
Center, New York, New York 10048, and the principal executive offices of BMT and
BLK are located at 1285 Avenue of the Americas, New York, New York 10019. The
enclosed proxy or proxies and this proxy statement are first being sent to the
Trusts' stockholders on or about March 31, 1998.
Each Trust will furnish, without charge, a copy of such Trust's most recent
Annual Report and the most recent Semi-Annual Report succeeding the Annual
Report, if any, to any stockholder upon request, provided such Annual or
Semi-Annual Report is not enclosed herein. Requests should be directed to 345
Park Avenue, New York, New York 10154 (telephone number (800) 227-7BFM(7236)).
4
<PAGE>
As of February 27, 1998, to the knowledge of each Trust, no person
beneficially owned more than 5% of any Trust, except that 242,400 of the
outstanding common shares of RAA (or 24.07% of the outstanding common shares)
are jointly held by M.H. Whittier Corporation, James E. Greene, Arlo G.
Sorensen, Michael J. Casey and Whittier Trust Company, all of whom are located
at 1600 Huntington Drive, South Pasadena, California 91030 and 3,526,800 of the
outstanding common shares of BGT (or 6.1% of the outstanding common shares),
10,185,100 of the outstanding common shares of BLK (or 7.2% of the outstanding
common shares) are held by the Federal Home Loan Mortgage Corporation which is
located at 8200 Jones Branch Drive, Mclean, Va 22102 and 2,241,800 of the
outstanding common shares of BQT (or 6.1% of the outstanding common shares),
11,465,400 of the outstanding common shares of BLK (or 8.1% of the outstanding
common shares), 8,165,700 of the outstanding common shares of BGT (or 14.2% of
the outstanding common shares), 1,647,700 of the outstanding common shares of
BNN (or 7.6% of the outstanding common shares), and 2,295,300 of the outstanding
common shares of BNA (or 6.3% of the outstanding common shares) are held by
Lowe, Brockenbrough & Tattersall, Inc., which is located at 6620 W. Broad
Street, Suite 300, Richmond, Virginia 23230.
PROPOSAL NO. 1.
ELECTION OF DIRECTORS
With respect to BAT, BGT, BCT, RAA, RFA, RNJ and RNY, at the Meeting, Class
I Directors will be elected to serve for a term of three years and until their
successors are elected and qualify. With respect to BNN, BTT, BRM, BLN, BFC,
BRF, BLK and BKN, at the Meeting, Class II Directors will be elected to serve
for a term of three years and until their successors are elected and qualify.
With respect to BMN, BMT, BKT, BBT, BQT, and BNA, at the Meeting, Class III
Directors will be elected to serve for a term of three years and until their
successors are elected and qualify. There are only three nominees with respect
to each of the Trusts because each Trust's Board is classified into three
classes and only one class is being elected at the Meeting. The other classes
will be elected at subsequent annual meetings of stockholders. In addition, with
respect to BLK, nominees elected as Directors of BLK will be appointed by BLK to
serve as Directors of its wholly-owned subsidiary, BLK Subsidiary Inc. ("BLKS"),
which has the identical investment objectives and policies as BLK. For each of
the Trusts, the affirmative vote of a plurality of the shares present at the
Meeting at which a quorum is present is required to elect the nominees
representing the common stock and for each Trust with a class of Auction Rate
Municipal Preferred Stock, the affirmative vote of a plurality of the Auction
Rate Municipal Preferred Stock shares present at the Meeting is required to
elect any nominees representing the Auction Rate Municipal Preferred Stock. It
is the intention of the persons named in the enclosed proxy to vote in favor of
the election of the persons listed below. The Board of Directors of each Trust
recommends that you vote "FOR" the nominees.
The respective Boards of Directors of the Trusts know of no reason why any
of the nominees listed below will be unable to serve, but in the event of any
such unavailability, the proxies received will be voted for such substitute
nominees as the respective Boards of Directors may recommend.
Certain information concerning the nominees for each of the Trusts is set
forth below. All of the nominees are currently Directors of each of the Trusts,
including BLKS, and have served in such capacity since each of the Trusts
commenced their respective operations except that Richard E. Cavanagh has served
as Director since his appointment by each of the Boards on August 11, 1994 to
fill a vacancy and, with respect to BNA,
5
<PAGE>
BTT, BAT, BGT, BMN and BMT, James Clayburn La Force, Jr. has served as
Director since his election at the Trusts' annual meeting of stockholders on
June 19, 1992 and Walter F. Mondale, who was previously a Director of each of
the Trusts from inception to August 12, 1993, has served as Director since his
election at the Trusts' annual meeting of stockholders on April 15, 1997. In
addition, Messrs. Fink and Grosfeld serve as directors of BlackRock Fund
Investors I, BlackRock Fund Investors II, BlackRock Fund Investors III and
BlackRock Asset Investors (collectively, "BAI"), Mr. Fink serves as a director
of BlackRock MQE Investors. Except as indicated, each individual has held the
office shown or other offices in the same company for the last five years. The
"interested" Directors (as defined by Section 2(a)(19) of the 1940 Act) are
indicated by an asterisk(*). Unless specified otherwise below, the business
address of the Directors and officers of each of the Trusts and the Adviser is
345 Park Avenue, New York, New York 10154.
<TABLE>
<CAPTION>
TRUST % OF
PRINCIPAL OCCUPATIONS OR SHARES SHARES
NAME AND AGE EMPLOYMENT IN PAST 5 YEARS OWNED(*) OUTSTANDING
- ---------------------- -------------------------- ---------- ------------
<S> <C> <C> <C> <C>
Andrew F. Brimmer President of Brimmer & Company, Inc., a BKT 110 (1)
4400 MacArthur Blvd Washington, D.C.-based economic and finan- BTT 10
N.W. Suite 302 cial consulting firm. Formerly member of the BAT 10
Washington, DC 20007 Board of Governors of the Federal Reserve BGT 10
Age: 71 System. Director, Airbourne Express, Borg BMN 10
Class III (**) Warner Automotive, Carr America Realty Cor- BNA 10
poration, E.I. du Pont de Nemours & Company, BMT 10
and Navistar International Corporation (truck BRM 10
manufacturing). BNN 10
BKN 10
BCT 10
BBT 10
BQT 10
BLK 10
</TABLE>
6
<PAGE>
<TABLE>
<CAPTION>
TRUST % OF
PRINCIPAL OCCUPATIONS OR SHARES SHARES
NAME AND AGE EMPLOYMENT IN PAST 5 YEARS OWNED(*) OUTSTANDING
- ------------ -------------------------- -------- -----------
<S> <C> <C> <C> <C>
Richard E. Cavanagh President and Chief Executive Office of The BKN 500 (1)
845 Third Avenue Conference Board, Inc., a leading global busi- BKT 500
New York, NY 10022 ness membership organization. Former Execu- BTT 100
Age: 51 tive Dean of the John F. Kennedy School of BAT 100
Class I (**) Government at Harvard University from 1988- BGT 100
1995. Acting Director, Harvard Center for Busi- BMN 100
ness and Government (1991-1993). Formerly BNA 100
Partner (principal) of McKinsey & Company, BMT 100
Inc. (1980-1988). Former Executive Director of BRM 100
Federal Cash Management, White House Office BLN 100
of Management and Budget (1977-1979). BNN 100
Co-author, THE WINNING PERFORMANCE (best RNY 100
selling management book published in 13 BCT 100
national editions.) Trustee, Wesleyan Univer- BBT 100
sity and Drucker Foundation, Director, Olin BQT 100
Corp. (chemicals and metals) and Fremont BLK 100
Group (investments) and LCI International
(telecommunication).
Kent Dixon Consultant/Investor. Former President and BKT 24,000 (1)
9495 Blind Pass Road Chief Executive Officer of Empire Federal Sav- BTT 1,000
Unit #602 ings Bank of America and Banc PLUS Savings BAT 100
St. Petersburg, FL 33706 Association, former Chairman of the Board, BGT 100
Age: 60 President and Chief Executive Officer of North- BMN 100
Class III (**) east Savings. Former Director of ISFA (the BNA 100
owner of INVEST, a national securities broker- BMT 100
age service designed for banks and thrift insti- BRM 100
tutions). BRF 100
BNN 100
BKN 100
RFA 100
BCT 100
BBT 100
BQT 100
BLK 100
</TABLE>
7
<PAGE>
<TABLE>
<CAPTION>
TRUST % OF
PRINCIPAL OCCUPATIONS OR SHARES SHARES
NAME AND AGE EMPLOYMENT IN PAST 5 YEARS OWNED(*) OUTSTANDING
- ------------ -------------------------- -------- -----------
<S> <C> <C> <C> <C>
Frank J. Fabozzi Consultant. Editor of THE JOURNAL OF PORTFOLIO BKT 10 (1)
858 Tower View Circle MANAGEMENT and Adjunct Professor of Finance BTT 10
New Hope, PA 18938 at the School of Management at Yale Univer- BAT 10
Age: 49 sity. Director, Guardian Mutual Funds Group. BGT 10
Class II (**) Author and editor of several books on fixed BMN 10
income portfolio management. Visiting Profes- BNA 10
sor of Finance and Accounting at the Sloan BMT 10
School of Management, Massachusetts Insti- BRM 10
tute of Technology from 1986 to August 1992. BNN 10
BKN 10
BCT 10
BBT 10
BQT 10
BLK 10
Laurence D. Fink* Chairman and Chief Executive Officer of Black- BKT 16,680 (1)
Age: 45 Rock Financial Management, the Adviser. For- BTT 15,777
Class III (**) merly, a Managing Director of The First Boston BAT 10
Corporation, member of its Management Com- BGT 10
mittee, co-head of its Taxable Fixed Income BMN 10
Division and head of its Mortgage and Real BNA 10
Estate Products Group. Currently, Chairman of BMT 10
the Board and Director of each of BlackRock's BRM 10
Trusts. Trustee of New York University Medical BNN 10
Center, Dwight Englewood School and National RNJ 10
Outdoor Leadership School. A Director of BCT 10
VIMRx Pharmaceuticals, Inc. and Innovir BBT 10
Laboratories, Inc. BQT 10
BLK 10
BKN 10
</TABLE>
8
<PAGE>
<TABLE>
<CAPTION>
TRUST % OF
PRINCIPAL OCCUPATIONS OR SHARES SHARES
NAME AND AGE EMPLOYMENT IN PAST 5 YEARS OWNED(*) OUTSTANDING
- ------------ -------------------------- -------- -----------
<S> <C> <C> <C> <C>
James Grosfeld
20500 Civic Center Drive Consultant/Investor. Formerly Chairman of the BKT 10 (1)
Suite 3000 Board and Chief Executive Officer of Pulte Cor- BTT 10
Southfield, MI 48076 poration (homebuilding and mortgage banking BAT 10
Age: 60 and finance) (May 1974-April 1990). BGT 10
Class I (**) BMN 10
BNA 10
BMT 10
BRM 10
BNN 10
BKN 10
BCT 10
BBT 10
BQT 10
BLK 10
James Clayburn LaForce, Jr. Dean Emeritus of The John E. Anderson BKT 10 (1)
P.O. Box 1595 Graduate School of Management, University of BTT 10
Pauma Valley, CA 92061 California since July 1, 1993. Director, Eli Lilly BAT 10
Age: 69 and Company (pharmaceuticals), Imperial BGT 10
Class I (**) Credit Industries (mortgage banking), Jacobs BMN 10
Engineering Group, Inc., Rockwell Interna- BNA 10
tional Corporation, Payden & Rygel Investment BMT 10
Trust (mutual fund), Provident Investment BRM 10
Counsel Funds (investment companies), BFC 10
Timken Company (roller bearing and steel), BNN 10
Motor Cargo Industries (transportation). Act- BKN 10
ing Dean of The School of Business, Hong RAA 10
Kong University of Science and Technology BCT 10
1990-1993. From 1978 to September 1993, BBT 10
Dean of The John E. Anderson Graduate BQT 10
School of Management, University of California. BLK 10
</TABLE>
9
<PAGE>
<TABLE>
<CAPTION>
TRUST % OF
PRINCIPAL OCCUPATIONS OR SHARES SHARES
NAME AND AGE EMPLOYMENT IN PAST 5 YEARS OWNED(*) OUTSTANDING
- ------------ ------------------------------------------------ ---------- ------------
<S> <C> <C> <C> <C>
Walter F. Mondale Partner, Dorsey & Whitney, a law firm (Decem- BKT 20 (1)
220 South Sixth Street ber 1996-, September 1987-August 1993). BTT 20
Minneapolis, MN 55402 Formerly, U.S. Ambassador to Japan (1993- BAT 20
Age: 70 1996). Formerly Vice President of the United BGT 20
Class II (**) States, U.S. Senator and Attorney General of BBT 20
the State of Minnesota. 1984 Democratic BMN 20
Nominee for President of the United States. BNA 20
BMT 20
BQT 20
BLK 20
BRM 20
BNN 20
BKN 20
BCT 20
Ralph L. Schlosstein* President of BlackRock Financial Management, BKT 6,000 (1)
Age: 47 the Adviser. Formerly, a Managing Director of BNA 1,500
Class II (**) Lehman Brothers, Inc. and co-head of its BTT 1,000
Mortgage and Savings Institutional Group. BAT 100
Currently, President of each of BlackRock's BGT 100
Trusts. Trustee of Denison University and New BMN 100
Visions for Public Education in New York City. BMT 100
A Director of the Pulte Corporation and a BRM 100
member of the Visting Board of Overseers of BLN 100
the John F. Kennedy School of Government at BNN 100
Harvard University. BKN 100
RNY 100
BCT 100
BBT 100
BQT 100
BLK 100
</TABLE>
- ------------
(1) Less than 1%.
(*) If the Trust is not listed the Director does not own any shares of the
Trust.
10
<PAGE>
(**) Only Class I Directors are being elected by BAT, BGT, BCT, RAA, RFA,
RNJ and RNY, only Class II Directors are being elected by BNN, BTT, BRM, BLN,
BFC, BRF, BLK and BKN and only Class III Directors are being elected by BMN,
BMT, BKT, BBT, BQT and BNA.
All Directors and officers as a group owned less than 1% of the shares of
each of the Trusts as of February 27, 1998. Each Trust has an executive
committee composed of Messrs. Fink and Schlosstein.
None of the Trusts has a compensation or nominating committee of the Board
of Directors, or committees performing similar functions. Each of the Trusts has
an audit committee composed of all the Directors who are not interested persons
of such Trust or the Adviser (the "Independent Directors") which is charged with
recommending a firm of independent accountants to its respective Trust and
reviewing accounting matters with the accountants. With respect to BLK, there
were two meetings of the audit committee held between July 1, 1996 and June 30,
1997. With respect to BNN, BTT, BAT, BGT, BRM, BLN, BFC, BRF, BMN, BBT, BQT and
BMT, there was one meeting of the audit committee held between January 1, 1997
and December 31, 1997. With respect to BKT, BNA, BCT, BKN, RAA, RNJ, RNY and
RFA, there were two meetings of the audit committee held between November 1,
1996 and October 31, 1997. With respect to each of the Trusts, all members
attended at least 75% of the meetings.
Four meetings of the Board of Directors of BLK were held between July 1,
1996 and June 30, 1997. Four meetings of the Boards of Directors of BKT, BKN,
RFA, RNJ, RNY, BCT, RAA and BNA were held between November 1, 1996 and October
31, 1997. Four meetings of the Boards of Directors of BAT, BNN, BGT, BRM, BLN,
BFC, BRF, BMN and BMT were held between January 1, 1997 and December 31, 1997.
Five meetings of the Boards of Directors of BTT, BBT and BQT were held between
January 1, 1997 and December 31, 1997. With respect to each of the Trusts, all
Directors attended at least 75% of the meetings. With respect to BRM, Form 4 was
untimely filed by Barbara Novick, with respect to a single transaction.
In addition to Messrs. Fink and Schlosstein all the following executive
officers, except Messrs. Amero and Klingert, hold the same position with each of
the Trusts and have done so since that Trust's commencement of operations
(unless otherwise indicated). With respect to Mr. Amero, of the Trusts, he is an
officer of BBT, BLK, BQT, BCT, BNN, BTT, BAT, BGT, BKT and BNA only. With
respect to Mr. Klingert, of the Trusts, he is an officer of BRM, BLN, BFC, BRF,
BKN, BMN, RAA, RFA, RNJ, RNY and BMT only.
<TABLE>
<CAPTION>
NAME AND AGE TITLE OTHER PRINCIPAL OCCUPATIONS IN PAST 5 YEARS
- ------------ ----- -------------------------------------------
<S> <C> <C>
Scott Amero Vice President Managing Director of the Adviser. From 1985 to
Age: 34 1990 Vice President at The First Boston Corporation
in the Fixed Income Research Department.
Keith T. Anderson Vice President Managing Director of the Adviser. From February
Age: 38 1987 to April 1988 Vice President at The First
Boston Corporation in the Fixed Income Research
Department. Previously Vice President and Senior
Portfolio Manager at Criterion Investment
Management Company (now Nicholas-Applegate).
</TABLE>
11
<PAGE>
<TABLE>
<CAPTION>
NAME AND AGE TITLE OTHER PRINCIPAL OCCUPATIONS IN PAST 5 YEARS
- ------------ ----- -------------------------------------------
<S> <C> <C>
Henry Gabbay Treasurer Managing Director and Chief Operating Officer of
Age: 50 the Adviser. From September 1984 to February
1989 Vice President at The First Boston
Corporation.
Michael C. Huebsch Vice President Managing Director of the Adviser. From July 1985 to
Age: 39 January 1989 Vice President at The First Boston
Corporation in the Fixed Income Research
Department.
Robert S. Kapito Vice President Managing Director and Vice Chairman of the
Age: 41 Adviser. Formerly Vice President at The First Boston
Corporation in the Mortgage Products Group.
Kevin Klingert Vice President Managing Director of the Adviser. From March 1985
Age: 35 to October 1991 Assistant Vice President at Merrill
Lynch, Pierce, Fenner & Smith in the Unit
Investment Trust Department.
James Kong Assistant Treasurer Managing Director of the Adviser. From April 1987
Age: 37 to April 1989 Assistant Vice President at The First
Boston Corporation in the CMO/ABO
Administration Department. Previously affiliated
with Deloitte, Haskins & Sells (now Deloitte &
Touche LLP).
Karen H. Sabath Secretary Managing Director of the Adviser. From June 1986
Age: 32 to July 1988 Associate at The First Boston
Corporation in the Mortgage Finance Department.
From August 1988 to December 1992 Associate,
Vice President of the Adviser.
Richard Shea, Esq. Vice President/Tax Principal of the Adviser. From December 1988 to
Age: 38 February 1993 Tax Counsel at Prudential Securities,
Inc. From August 1984 to December 1988 Senior
Tax Specialist at Laventhol & Horwath.
</TABLE>
REMUNERATION
The following table sets forth certain information regarding the
compensation of the Fund's directors and officers.
12
<PAGE>
<TABLE>
<CAPTION>
TOTAL COMPENSATION
AGGREGATE COMPENSATION FROM THE FUND COMPLEX
NAME OF PERSON AND POSITION FROM THE TRUSTS PAID TO DIRECTORS AND OFFICERS*
- --------------------------- --------------- -------------------------------
<S> <C> <C>
Andrew R. Brimmer .................. $160,000 $160,000(21)
Richard E. Cavanagh ............... $160,000 $160,000(21)
Kent Dixon ........................ $160,000 $160,000(21)
Frank J. Fabozzi .................. $160,000 $160,000(21)
James Grosfeld ..................... $140,000 $150,000(25)
James Claybourne LaForce, Jr. ...... $160,000 $160,000(21)
Walter F. Mondale .................. $140,000 $140,000(21)
</TABLE>
- ------------
* Represents the total compensation paid to such persons during the calendar
year ended December 31, 1997 by investment companies (including the Trust)
from which such person receives compensation that are considered part of
the same fund complex as the Fund because they have common or affiliated
investment advisers. The number in parentheses represents the number of
such investment companies.
The attendance fees of each Independent Director of the Trusts are reduced
proportionately, based on each respective Trust's net assets, so that the
aggregate per meeting fee for all meetings of the Trusts held on a single day
does not exceed $20,000 for any Director. The $6,000 per annum fee for serving
on each Board is also reduced proportionately, based on each respective Trust's
net assets. For BLK, fees of $81,000 were accrued by the Trust between July 1,
1996 and June 30, 1997. For BNN, BTT, BAT, BGT, BRM, BLN, BFC, BRF, BMN, BBT,
BQT and BMT fees of $48,561, $81,000, $17,526, $81,000, $81,000, $37,238,
$33,038, $26,982, $81,000, $86,864, $81,000 and $63,541, respectively, were
accrued by each Trust from January 1, 1997 to December 31, 1997. For BCT, RAA,
RFA, RNJ, RNY, BKN, BKT and BNA fees of $13,000, $13,000, $13,000, $13,000,
$13,000, $50,143, $78,000 and $78,000, respectively, were accrued from November
1, 1996 to October 31, 1997. None of the Directors received any pension or
retirement benefits. None of the ten officers of the Trusts received any
compensation, including pension or retirement benefits, from the Trusts for such
period. Messrs. Fink, Schlosstein, Amero, Anderson, Huebsch, Kapito, Gabbay,
Klingert, Kong, Shea and Ms. Sabath, officers and/or Directors of the Trusts,
are also affiliated with the Adviser. They receive compensation from the Adviser
although under the terms of the investment advisory agreements some portion of
their compensation could be reimbursable by a particular Trust to the extent
such person's working time is devoted to that particular Trust's operations.
THE BOARD OF DIRECTORS OF EACH TRUST RECOMMENDS THAT YOU VOTE "FOR" THE
NOMINEES. THE AFFIRMATIVE VOTE OF A PLURALITY OF THE SHARES PRESENT IS NECESSARY
TO ELECT THE DIRECTOR NOMINEES.
PROPOSAL NO. 2.
RATIFICATION OF SELECTION OF INDEPENDENT AUDITORS
Deloitte & Touche LLP ("D&T") has been selected as the independent auditors
by a majority of each of the Trusts' Board of Directors, including a majority of
the Independent Directors, by vote cast in person subject to ratification by the
stockholders at the Meeting to audit the accounts of each of the Trusts for and
during each Trust's fiscal year ending in 1998. In addition, with respect to
BLK, ratification of the selection of D&T as independent auditors for BLK will
cause BLK to ratify the selection of D&T as the independent auditors of its
wholly-owned subsidiary BLKS. None of the Trusts knows of any direct or indirect
financial interest of D&T in the Trusts.
13
<PAGE>
Representatives of D&T will attend the Meeting, will have the opportunity
to make a statement if they desire to do so and will be available to answer
questions.
The affirmative vote of a simple majority of shares present and voting at
the meeting at which a quorum is present is required to ratify the selection of
D&T.
THE BOARD OF DIRECTORS OF EACH TRUST RECOMMENDS THAT YOU VOTE "FOR" THE
RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS. AN AFFIRMATIVE VOTE OF A
SIMPLE MAJORITY OF THE SHARES AT THE MEETING AT WHICH A QUORUM IS PRESENT AND
VOTING IS NECESSARY TO RATIFY THE SELECTION OF INDEPENDENT AUDITORS.
ADDITIONAL INFORMATION
INVESTMENT ADVISER
BlackRock was formed in 1988 to provide investment advisory services for
individual and institutional investors. In February 1995, BlackRock was acquired
by PNC Bank, N.A. and became a wholly owned subsidiary of PNC Asset Management
Group. In early 1998, the five investment management firms that comprise the PNC
Asset Management Group will consolidate under BlackRock, resulting in a $100
billon money management firm offering established investment expertise in
domestic and international equity, global fixed income, cash management as well
as risk management technology. The integrated BlackRock will be among the 25
largest money management firms in the country.
The executive officers of the Adviser are:
NAME POSITION
---- --------
Laurence D. Fink Chairman and Chief Executive Officer
Ralph L. Schlosstein President
Robert S. Kapito Vice Chairman
Henry Gabbay Chief Operating Officer
Messrs. Fink and Schlosstein are officers and Directors, and Messrs. Gabbay and
Kapito are officers of the Trusts.
FINANCIAL STATEMENTS
Each Trust will furnish, without charge, a copy of such Trust's most recent
Annual Report and the most recent Semi-Annual Report succeeding the Annual
Report, if any, to any stockholder upon request, provided such Annual or
Semi-Annual Report is not enclosed herein. Requests should be directed to 345
Park Avenue, New York, New York 10154 (telephone number (800) 227-7BFM(7236)).
DEADLINE FOR STOCKHOLDER PROPOSALS
Stockholder proposals intended to be presented at the 1999 Annual Meeting
of the Stockholders of each of the Trusts must be received by November 6, 1998
to be included in the proxy statement and the form of proxy relating to that
meeting as the Trust expects that the 1999 Annual Meeting will be held in May of
1999.
14
<PAGE>
OTHER MATTERS
The management knows of no other matters which are to be brought before the
Meeting. However, if any other matters not now known or determined properly come
before the Meeting, it is the intention of the persons named in the enclosed
form of proxy to vote such proxy in accordance with their judgment on such
matters.
All proxies received will be voted in favor of all the proposals, unless
otherwise directed therein.
Very truly yours,
LAURENCE D. FINK
Chairman and Chief Executive Officer
RALPH L. SCHLOSSTEIN
President
March 31, 1998
15
<PAGE>
/X/ PLEASE MARK VOTES
AS IN THIS EXAMPLE
================================================================================
THE BLACKROCK
2001 TERM TRUST INC.
================================================================================
COMMON STOCK
RECORD DATE SHARES:
-------------------------
Please be sure to sign and date this Proxy. Date
-------------------------
- -------------Stockholder sign here-------------Co-owner sign here---------------
DETACH CARD
1. Election of Directors
FRANK J. FABOZZI
RALPH L. SCHLOSSTEIN
WALTER F. MONDALE
FOR ALL NOMINEES WITHHOLD FOR ALL EXCEPT
/ / / / / /
Instruction: To withhold authority to vote "For" any individual nominee, mark
the "For All Except" box and strike a line through the nominee's name in the
list above.
2. To consider and act upon
the ratification of the
selection of Deloitte &
Touche LLP as auditors of
the Trust for the Trust's
fiscal year ending December
31, 1998.
FOR AGAINST ABSTAIN
/ / / / / /
3. To transact such other
business as may properly
come before the meeting or
any adjournments thereof.
FOR AGAINST ABSTAIN
/ / / / / /
Mark box at right if an address
change or comment has been noted on
the reverse side of this card. / /
DETACH CARD
<PAGE>
PROXY
THE BLACKROCK
2001 TERM TRUST INC.
COMMON STOCK
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS.
The undersigned hereby appoints Karen H. Sabath, Robert S. Kapito and Henry
Gabbay as proxies, each with the power to appoint his or her substitute, and
hereby authorizes them to represent and to vote, as designated on the reverse
side hereof, all the shares of common stock of The BlackRock 2001 Term Trust
Inc. (the "Trust") held of record by the undersigned on February 27, 1998 at the
Annual Meeting of Stockholders of the Trust to be held on May 6, 1998 or at any
adjournments thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR PROPOSALS 1 AND 2.
- --------------------------------------------------------------------------------
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY
USING THE ENCLOSED POSTAGE PAID ENVELOPE.
- --------------------------------------------------------------------------------
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
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