BLACKROCK ASSET INVESTORS
N-30D, 1995-06-29
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BlackRock Asset Investors
- --------------------------------------------------------------------------------
Semi-Annual Report
April 30, 1995
(Unaudited)



<PAGE>

<TABLE>
- -------------------------------------------------------------------------------------------------------------------
BlackRock Asset Investors
- -------------------------------------------------------------------------------------------------------------------
Statement of Assets and Liabilities
April 30, 1995
(Unaudited)
- -------------------------------------------------------------------------------------------------------------------
<S>                                                                                          <C>              

Assets
Investment in BlackRock Capital Finance L.P., at value  (cost $18,020,475)
     (Notes 1 and 4)................................................................         $      17,324,572
Investment in Asset Investors Inc., at value  (cost $182,025)
     (Notes 1 and Note 4)...........................................................                   174,996
Repurchase agreement (Note 1)
     State Street Bank and Trust Co., 5.90%,  dated 4/28/95,  due 5/01/95 in the
     amount of $750,369 (cost $750,000, collateralized by $805,000
     U.S. Treasury Note, 5.00%, due 1/31/99 with a value of $778,782)...............                   750,000

Deferred organization expenses and other assets (Note 1)............................                   202,030
                                                                                                       -------
                                                                                                    18,451,598

Liabilities
Advisory fee payable (Note 2).......................................................                   852,029
Notes payable (Note 6)..............................................................                   202,500
Payable for organization expenses...................................................                   187,500
Directors' fee payable..............................................................                    73,973
Due to custodian....................................................................                    15,765
Other accrued expenses..............................................................                    26,706
                                                                                                        ------
                                                                                                     1,358,473

Net Assets..........................................................................         $      17,093,125
                                                                                             =      ==========

Net assets were comprised of:
     Shares of beneficial interest, at par (Note 7).................................         $             188
     Paid-in capital in excess of par...............................................                20,669,470
     Receivable for shares of beneficial interest (Note 7)..........................                (1,919,658)
                                                                                                    ---------- 
                                                                                                    18,750,000
     Net investment income (loss)...................................................                  (953,943)
     Net unrealized depreciation on investments.....................................                  (702,932)
                                                                                                      -------- 

     Net assets, April 30,1995......................................................         $      17,093,125
                                                                                             =      ==========

Net asset value per share...........................................................         $          911.63
                                                                                             =          ======

Total shares outstanding at end of period...........................................                    18,750

- -------------------------------------------------------------------------------------------------------------------
</TABLE>






See Notes to Financial Statements.

                                       1

<PAGE>


<TABLE>
BlackRock Asset Investors
Statement of Operations
For the Period March 29, 1995* through April 30,1995
(Unaudited)
- -------------------------------------------------------------------------------------------------------------------
<S>                                                                                                <C>        
Net Investment Income

Income
    Interest (net of interest expense of $1,521)....................................               $     2,408
                                                                                                   -----------

Expenses
    Investment advisory.............................................................                   852,029
    Directors.......................................................................                    73,973
    Legal...........................................................................                    12,329
    Audit...........................................................................                    10,233
    Amortization of deferred organization expenses..................................                     3,185
    Custodian.......................................................................                     1,868
    Administration..................................................................                     1,783
    Transfer agent..................................................................                       446
    Miscellaneous...................................................................                       505
                                                                                                           ---
        Total expenses..............................................................                   956,351
                                                                                                       -------
    Net investment income (loss)....................................................                  (953,943)
                                                                                                      -------- 

Realized and Unrealized Loss
   on Investments (Note 4)
Net unrealized depreciation on investments..........................................                  (702,932)
                                                                                                      -------- 

Net Decrease In Net Assets
    Resulting from Operations.......................................................               $(1,656,875)
                                                                                                   =========== 


- -------------------------------------------------------------------------------------------------------------------
</TABLE>

*Commencement of operations.












See Notes to Financial Statements.

                                       2

<PAGE>


<TABLE>
BlackRock Asset Investors
Statement of Cash Flows
For the Period March 29, 1995* through April 30, 1995
(Unaudited)
- -------------------------------------------------------------------------------------------------------------------
<S>                                                                                              <C>            
Increase (Decrease) in Cash Cash flows used for operating activities:
    Interest received ................................................                           $         3,560
    Expenses paid ....................................................                                   (19,325)
Purchase of short-term portfolio
       investments, net ..............................................                                  (750,000)
Purchase of long-term portfolio investments ..........................                               (18,202,500)
                                                                                                     ----------- 
Net cash flows used for operating activities .........................                               (18,968,265)
                                                                                                     ----------- 
Cash flows provided by financing activities:
    Proceeds from Trust shares issued ................................                                18,750,000
    Proceeds from notes sold .........................................                                   202,500
                                                                                                         -------
    Net cash flows provided by financing activities ..................                                18,952,500
                                                                                                      ----------
Net decrease in cash .................................................                                   (15,765)
Cash at beginning of period...........................................                                        --
Due to custodian at end of period ....................................                           $       (15,765)
                                                                                                 =       ======= 

Reconciliation of Net Decrease in Net
    Assets Resulting from Operations
    to Net Cash Flows Used for
    Operating Activities
Net decrease in net assets resulting from operations .................                           $    (1,656,875)
                                                                                                 -    ---------- 
Increase in investments ..............................................                               (18,952,500)
Increase in unrealized depreciation ..................................                                   702,932
Increase in interest receivable ......................................                                      (369)
Increase in deferred organization expenses and other assets ..........                                  (201,661)
Increase in accrued expenses and other liabilities....................                                 1,140,208
                                                                                                       ---------
    Total adjustments ................................................                               (17,311,390)
                                                                                                     ----------- 
Net cash flows used for operating activities .........................                           $   (18,968,265)
                                                                                                 =   =========== 
- -------------------------------------------------------------------------------------------------------------------

- -------------------------------------------------------------------------------------------------------------------
</TABLE>

*Commencement of operations.













See Notes to Financial Statements.

                                       3

<PAGE>


<TABLE>
BlackRock Asset Investors
Statement of Changes in Net Assets
For the Period March 29, 1995* through April 30, 1995
(Unaudited)
- -------------------------------------------------------------------------------------------------------------------
<S>                                                                                          <C>               
Increase (Decrease) in Net Assets

Operations:

    Net investment income (loss)....................................................         $        (953,943)

    Net unrealized depreciation
       on investments...............................................................                  (702,932)
                                                                                                      -------- 

    Net decrease in net assets resulting
       from operations..............................................................                (1,656,875)
                                                                                                    ---------- 


 Transactions in shares of beneficial interest:

    Proceeds from shares issued.....................................................                18,750,000
                                                                                                    ----------


    Net increase....................................................................                17,093,125

Net Assets

Beginning of period.................................................................                        --

End of period.......................................................................         $      17,093,125
                                                                                             =      ==========




- -------------------------------------------------------------------------------------------------------------------
</TABLE>

* Commencement of operations.










See Notes to Financial Statements.

                                       4

<PAGE>

<TABLE>
BlackRock Asset Investors
Financial Highlights
- ---------------------------------------------------------------------------------------------------------------------
For the Period March 30, 1995* through April 30, 1995
- ---------------------------------------------------------------------------------------------------------------------
(Unaudited)
- ---------------------------------------------------------------------------------------------------------------------


PER SHARE OPERATING
   PERFORMANCE:
<S>                                                                           <C>         
Net asset value, beginning of period......................                    $   1,000.00
                                                                              -   --------
   Net investment income (loss)...........................                          (50.88)
   Net unrealized loss on
      investments.........................................                          (37.49)
                                                                                    ------ 
Net decrease from investment operations...................                          (88.37)
                                                                                    ------ 
Net asset value, end of period............................                    $     911.63
                                                                              =     ======

TOTAL INVESTMENT RETURN (a)...............................                         (8.84)%

RATIOS TO AVERAGE NET ASSETS:
Expenses .................................................                             60%  (b)
Net investment loss ......................................                           (60)%  (b)

SUPPLEMENTAL DATA:
Average net assets (in thousands) ........................                         $18,198
Portfolio turnover .......................................                              --
Net assets, end of period (in thousands)..................                         $17,093

- ---------------------------------------------------------------------------------------------------------------------
</TABLE>

 *   Commencement of investment operations.
(a)  Total  investment  return is  calculated  assuming a purchase of a share of
     beneficial  interest  at net  asset  value per share on the first day and a
     sale at net asset  value per share on the last day of the period  reported.
     Dividends are assumed,  for purposes of this calculation,  to be reinvested
     at the net asset  value per share on the  payment  date.  Total  investment
     return for periods of less than one full year are not annualized.
(b)  Annualized.


     Contained  above is  unaudited  operating  performance  based on an average
     share of beneficial interest  outstanding,  total investment return, ratios
     to  average  net  assets  and  other  supplemental  data,  for  the  period
     indicated.  This  information  has been  determined  based  upon  financial
     information provided in the financial statements.













See Notes to Financial Statements.

                                       5

<PAGE>

BlackRock Asset Investors
Notes to Financial Statements
(Unaudited)
- --------------------------------------------------------------------------------

Note 1.       Organization and Accounting Policies

     BlackRock  Asset  Investors  ("BAI" or the  "Trust")  is a  non-diversified
closed-end  investment company organized as a Delaware business trust registered
under the Investment  Company Act of 1940. The  Declaration of Trust permits the
Trustees to create a limited number of series (or "Funds"), each of which issues
a separate class of shares.  As of April 30, 1995 the Trustees have  established
BlackRock  Fund  Investors I,  BlackRock  Fund  Investors II, and BlackRock Fund
Investors  III. The Trust was formed on December 21, 1994 and had no  operations
through  March 29, 1995 other than those related to  organizational  matters and
the sale and issuance of 274.108 shares of beneficial interest to BlackRock Fund
Investors III. The Trust will seek to achieve high total returns  primarily from
its investments in subordinated commercial  mortgage-backed securities and other
investment  securities and from its investment in its  wholly-owned  affiliates,
BlackRock Capital Finance L.P. ("BCF"),  Asset Investors Inc. ("AII"), and other
mortgage  affiliates,  which will engage primarily in the business of acquiring,
pooling and  repackaging  performing  commercial  mortgage  loans as  commercial
mortgage-backed  securities  for  distribution  to the Trust  and its  strategic
coinvestors  (Note 3) and for sale in capital  markets.  In  addition,  BCF will
acquire and work out distressed  commercial and residential  mortgage loans. BCF
is a Delaware limited partnership,  with BAI as the 99% General Partner, and AII
as the 1% Limited Partner. BAI owns 99% of the outstanding  partnership interest
of BCF as well as 100% of the outstanding partnership interest of AII.

     The Trust and BCF invest in debt  securities  and the ability of issuers of
such debt securities held by the Trust and BCF to meet their  obligations may be
affected by economic developments in a specific industry or region. No assurance
can be given that the Trust's investment objective will be achieved.

     The following is a summary of significant  accounting  policies followed by
the Trust.

Securities Valuation: The Trust and BCF value mortgage-backed,  asset-backed and
other debt  securities  on the basis of current  market  quotations  provided by
dealers or pricing  services  approved  by the  Trust's  Board of  Trustees.  In
determining the value of a particular security, pricing services may use certain
information  with respect to  transactions in such  securities,  quotations from
dealers,  market transactions in comparable  securities,  various  relationships
observed in the market between  securities,  and calculated yield measures based
on valuation  technology  commonly  employed in the market for such  securities.
Exchange-traded  options are valued at their last sales price as of the close of
options  trading on the  applicable  exchanges.  In the  absence of a last sale,
options are valued at the  average of the quoted bid and asked  prices as of the
close of business. A futures contract is valued at the last sale price as of the
close of the  commodities  exchange  on  which  it  trades  unless  the  Trust's
Valuation Committee  determines that such price does not reflect its fair value,
in which case it will be valued at its fair value as  determined  by the Trust's
Valuation Committee. The Trust's investment in BCF and other mortgage affiliates
is valued  at the net asset  value of the  assets of each such  entity  over its
liabilities.  Mortgage loans acquired as distressed or  nonperforming  loans are
valued at cost from the date of  acquisition  to the date on which a significant
event  occurs,  such as  revaluation  of the  collateral,  resolution  of  legal
impediments, bankruptcy of the borrower, restructuring of the loan and so forth.
Where a pool of distressed  mortgages are purchased in bulk,  the purchase price
shall be allocated  among them in the manner in which the  purchaser  structured
its bid as  modified  by any  further  analysis  prior to or  closely  following
closing.  When a significant event affecting valuation occurs, the mortgage


                                       6
<PAGE>

loan  shall be  revalued  on the basis of such  event and,  if  possible,  shall
thereafter,  be valued on an  analytical  basis  rather than a cost  basis.  Any
securities or other assets,  held by the Trust or BCF, for which current  market
quotations  are not readily  available are valued at fair value as determined in
good faith under the Valuation  Policy and  Guidelines  established by and under
the general supervision and responsibility of the Trust's Valuation Committee.

     Short-term  securities  which  mature  in more  than 60 days are  valued at
current market quotations. Short-term securities which mature in 60 days or less
are valued at amortized  cost,  if their term to maturity  from date of purchase
was 60 days or less,  or by  amortizing  their  value  on the 61st day  prior to
maturity,  if their original term to maturity from date of purchase  exceeded 60
days.

     In  connection  with  transactions  in repurchase  agreements,  the Trust's
custodian takes possession of the underlying collateral securities, the value of
which at least  equals  the  principal  amount  of the  repurchase  transaction,
including  accrued  interest.  To the  extent  that any  repurchase  transaction
exceeds one business day, the value of the collateral is  marked-to-market  on a
daily basis to ensure the adequacy of the collateral. If the seller defaults and
the value of the collateral declines or if bankruptcy  proceedings are commenced
with respect to the seller of the security, realization of the collateral by the
Trust may be delayed or limited.

Option  Selling/Purchasing:  When the Trust  sells or  purchases  an option,  an
amount  equal to the  premium  received  or paid by the Trust is  recorded  as a
liability or an asset and is  subsequently  adjusted to the current market value
of the option  written or purchased.  Premiums  received or paid from writing or
purchasing  options  which  expire  unexercised  are treated by the Trust on the
expiration date as realized gains or losses.  The difference between the premium
and the  amount  paid or  received  on  effecting  a  closing  purchase  or sale
transaction, including brokerage commissions, is also treated as a realized gain
or loss. If an option is exercised, the premium paid or received is added to the
proceeds from the sale or cost of the purchase in determining  whether the Trust
has realized a gain or a loss on investment  transactions.  The Trust, as writer
of an option, may have no control over whether the underlying  securities may be
sold  (call) or  purchased  (put) and as a result  bears the  market  risk of an
unfavorable change in the price of the security underlying the written option.

     Options,  when used by the Trust, help in maintaining a targeted  duration.
Duration is a measure of the price  sensitivity  of a security or a portfolio to
relative changes in interest rates. For instance, a duration of "one" means that
a portfolio or a security's  price would be expected to change by  approximately
one percent  with a one percent  change in interest  rates,  while a duration of
"five"  would  imply that the price  would move  approximately  five  percent in
relation to a one percent change in interest rates.

     Option selling and  purchasing is used by the Trust to effectively  "hedge"
more  volatile  positions  so that  changes in interest  rates do not change the
duration of the portfolio  unexpectedly.  In general,  the Trust uses options to
hedge a long or short position or an overall portfolio that is longer or shorter
than the benchmark security. A call option gives the purchaser of the option the
right (but not the  obligation)  to buy, and  obligates the seller to sell (when
the option is exercised),  the underlying position at any time or at a specified
time during the option period.  A put option gives the holder the right to sell,
and obligates the writer to buy, the  underlying  position at the exercise price
at any time or at a specified time during the option period.  Put options can be
purchased to effectively  hedge a position or a portfolio against price declines
if a portfolio  is long.  In the same sense,  call  options can be  purchased to
hedge a portfolio that is shorter than its benchmark against price changes.  The
Trust can also sell (or write)  covered  call  options  and put options to hedge
portfolio positions.

     The main risk that is associated with purchasing options is that the option
expires without being exercised.  In this case, the option expires worthless and
the premium paid for the option is considered the loss. The risk associated with
writing call options is that the Trust may forego the  opportunity  for a profit
if the  market  value of the  underlying  position  increases  and the option is
exercised. The risk in writing put options is that Trust may incur a loss if the
market value of the underlying  position  decreases and the option is exercised.
In addition, as with


                                       7
<PAGE>

future  contracts,  the  Trust  risks  not  being  able to enter  into a closing
transaction for the written option as the result of an illiquid market.

Financial  Futures  Contracts:  A futures  contract is an agreement  between two
parties to buy or sell a financial  instrument for a set price on a future date.
Initial margin deposits are made upon entering into futures contracts and can be
either cash or securities.  During the period that the futures contract is open,
changes in the value of the  contract  are  recognized  as  unrealized  gains or
losses by  "marking-to-market"  on a daily basis to reflect the market  value of
the contract at the end of each day's  trading.  Variation  margin  payments are
made or  received,  depending  upon  whether  unrealized  gains  or  losses  are
incurred. When the contract is closed, the Trust records a realized gain or loss
equal to the  difference  between  the  proceeds  from (or cost of) the  closing
transaction and the Trust's basis in the contract.

     Financial futures contracts,  when used by the Trust, help in maintaining a
targeted  duration.  Futures  contracts  can be sold to  effectively  shorten an
otherwise  longer  duration  portfolio.  Duration  is a  measure  of  the  price
sensitivity of a security or a portfolio to relative  changes in interest rates.
For instance,  a duration of "one" means that a portfolio or a security's  price
would be expected  to change by  approximately  one  percent  with a one percent
change in interest rates,  while a duration of "five" would imply that the price
would move  approximately  five  percent in relation to a one percent  change in
interest  rates.  In the same  sense,  futures  contracts  can be  purchased  to
lengthen a portfolio that is shorter than its duration  target.  Thus, by buying
or selling futures  contracts,  the Trust can effectively  "hedge" more volatile
positions  so that  changes in interest  rates do not change the duration of the
portfolio unexpectedly.

     The Trust may  invest in  financial  futures  contracts  primarily  for the
purpose of hedging its existing  portfolio  securities or  securities  the Trust
intends  to  purchase  against  fluctuations  in  value  caused  by  changes  in
prevailing market interest rates, or for risk management, duration management or
other portfolio  management  purposes.  Should interest rates move unexpectedly,
the Trust may not achieve the  anticipated  benefits  of the  financial  futures
contracts and may realize a loss. The use of futures  transactions  involves the
risk of imperfect  correlation  in movements in the price of futures  contracts,
interest  rates and the underlying  hedged assets.  The Trust is also at risk of
not being  able to enter into a closing  transaction  for the  futures  contract
because of an illiquid secondary market. In addition,  since futures are used to
shorten or lengthen a portfolio's  duration,  there is a risk that the portfolio
may have  temporarily  performed  better without the hedge or that the Trust may
lose  the  opportunity  to  realize  appreciation  in the  market  price  of the
underlying positions.

Securities  Transactions  and Investment  Income:  Securities  transactions  are
recorded  on the trade  date.  Realized  and  unrealized  gains and  losses  are
calculated  on the  identified  cost basis.  Interest  income is recorded on the
accrual basis and the Trust accretes premium or amortizes discount on securities
purchased using the interest method.

Taxes:  It is the Trust's  intention  to meet the  requirements  of the Internal
Revenue Code  applicable  to regulated  investment  companies  and to distribute
substantially all of its taxable income to shareholders.  Therefore,  no federal
income or excise tax provision is required.

Dividends and  Distributions:  The Trust declares and  distributes  dividends at
least annually first from net investment income,  then from realized  short-term
capital gains and other sources,  and lastly from paid-in capital. Net long-term
capital gains, if any, in excess of loss  carryforwards are distributed at least
annually.  Dividends and  distributions  are recorded on the  ex-dividend  date.
Income distributions and capital gain distributions are determined in accordance
with income tax regulations which may differ from generally accepted  accounting
principles.


                                       8
<PAGE>

Investment  Advisory,  Administration and Other Expenses:  Investment  advisory,
administration and other expenses are recorded on the accrual basis. Performance
fees, if attained, are determined and recorded annually.

Deferred Organization  Expenses: A total expenditure of $187,500 was incurred in
connection with the  organization  of the Trust.  These costs have been deferred
and are being  amortized  ratably  over a period of 60 months  from the date the
Trust commenced investment operations.

Note 2.       Agreements

     The Trust has an Investment  Advisory  Agreement with  BlackRock  Financial
Management,  Inc. (the  "Advisor")  which  provides  that during the  Commitment
Period the Trust will pay to the Advisor for its services a semi-annual  fee, in
arrears, in an amount equal to .75% of the aggregate Capital Commitments,  on an
annualized  basis.  Subsequent to the Commitment  Period,  the  semi-annual  fee
payable  in arrears to the  Advisor is reduced to .50% of the  weighted  average
capital invested during the relevant period on an annualized  basis. In addition
to its  management  fee,  the  Trust  will pay to the  Advisor  as of the  first
anniversary of the commencement of the Trust's operations, as of each October 31
thereafter and as of the Trust's termination date a performance fee payable only
if certain criteria,  as described in the Trust's Investment Advisory Agreement,
are met.

     The Trust has also  entered  into an  Administration  Agreement  with State
Street Bank and Trust  Company  ("State  Street").  State Street will receive an
annual fee equal to .08% of Trust's  average net asset value up to $225 million,
 .06% of the next $225 million and .04% thereafter,  subject to a certain minimum
requirements.

     Pursuant to the agreements,  the Advisor provides continuous supervision of
the investment portfolio and pays the compensation of officers of the Trust, who
are affiliated  persons of the Advisor.  State Street pays occupancy and certain
clerical and accounting  costs of the Trust. The Trust bears all other costs and
expenses.

      Certain  trustees of the Trust who are not  interested  parties are paid a
fee for their services in the amount of $40,000 each on an annual basis.

Note 3.       Strategic Coinvestor

     Brazos  GenPar,  Inc.  ("BGI")  will be the  Trust's  and  BCF's  strategic
coinvestor in the real estate debt investment  activities  described  herein. In
connection  with  its  strategic  relationship,  BGI  will  commit  professional
resources to its efforts with the Trust and BCF,  including  loan  underwriting,
work-out and information processing. In addition, Brazos Advisors, L.L.C., a BGI
affiliate in which the Advisor  will acquire a minority  interest and will grant
to each  shareholder of the Funds a warrant or similar  instrument to share in a
portion of the  appreciation  of such  minority  interest,  will be  retained to
provide certain  servicing  functions with respect to commercial and residential
mortgage  loans  acquired  by  BCF  and  the  Trust.  Finally,   pursuant  to  a
coinvestment agreement, BCF and BAI will offer coinvestments to BGI with respect
to  each   commercial   real  estate  asset  proposed  for   investment.   BGI's
coinvestments  will not be less than 10% and, under certain  circumstances,  the
coinvestment agreement may be terminated by either party.

     Neither the Trust nor BCF will be  permitted to acquire any  commercial  or
residential  mortgage asset unless a strategic  coinvestor in the relevant asset
class coinvests in such asset. Accordingly, the Trust and BCF will be prohibited
from  investing in any asset with respect to which its strategic  partner in the
relevant  asset class has  declined to  coinvest,  unless the Trust and BCF have
received  the  approval of a majority of the  Trustees  and all of the  Investor
Trustees with respect to the identity of and  arrangements  with an  alternative
strategic   coinvestor  with  respect  to  such  asset.  In  addition,   if  the
coinvestment  agreement  with a strategic  coinvestor  is  terminated,  prior to
acquiring any additional  assets in the relevant asset class,  the Trust and BCF
will be required to obtain the approval of a majority of the Trustees and all of
the Investor  Trustees with respect to the identity of and arrangements  with an
alternative  strategic  coinvestor.  Any such alternative  strategic  coinvestor
must, with respect



                                       9
<PAGE>

to the relevant asset class, (i) possess the requisite real estate and servicing
capabilities,  (ii) commit professional  resources to its efforts with the Trust
and BCF, including loan underwriting, work-out and servicing, and (iii) agree to
make  coinvestments of at least 10% with the Trust or BCF, pursuant to the terms
of a coinvestment agreement with such strategic coinvestor, and agree to provide
requested   servicing   functions  with  respect  to  the  related  assets.  All
coinvestments  will be concurrently  with and on the same terms as the Trust and
BCF.

Note 4.       Portfolio Securities

     Purchases of investment  securities,  other than short-term investments and
dollar rolls,  for the period ended April 30, 1995 aggregated  $18,202,500.  The
federal income tax basis of the investments at April 30, 1995 was  substantially
the same as the basis for financial  reporting and,  accordingly,  net and gross
unrealized depreciation for federal income tax purposes was $702,932.

     The Trust may invest  without  limit in  securities  which are not  readily
marketable,  including  those  which  are  restricted  as to  disposition  under
securities  law  ("restricted  securities").  At April 30, 1995,  all of Trust's
portfolio assets,  which are comprised solely of the Trust's direct and indirect
investment in BCF, are illiquid.

     BCF's summary financial information as of April 30, 1995 and for the period
then ended is as follows:

              ASSETS:
              Distressed real estate and related assets             $11,870,991
              FNMA agency discount note,
                  maturing 10/19/95                                  38,839,107
              Repurchase agreements                                   1,564,247
              Cash and other assets                                     323,382
                                                                 --------------
                  Total assets                                       52,597,727
              LIABILITIES:
              Reverse repurchase agreements                          34,000,000
              Other liabilities                                       1,098,159
                                                                  -------------
                  Total liabilities                                  35,098,159
              PARTNERS' CAPITAL                                     $17,499,568

              INCOME:
              Interest and amortization                             $    37,297
                                                                 --------------
              EXPENSES:
              Compensation                                              363,000
              Occupancy and office                                       77,000
              Other                                                     285,982
                                                                 --------------
              Total expenses                                            725,982
                                                                 --------------
              NET INCOME (LOSS)                                     $  (688,685)
                                                                 ==============

Note 5.       Reverse Repurchase Agreements and Dollar Rolls

Reverse  Repurchase  Agreements:  The Trust may enter  into  reverse  repurchase
agreements with qualified, third party broker-dealers as determined by and under
the  direction  of the  Trust's  Board of  Directors.  Interest  on the value of
reverse  repurchase  agreements issued and outstanding is based upon competitive
market  rates at the time of  issuance.  At the time  the  Trust  enters  into a
reverse repurchase agreement,  it establishes and maintains a segregated account
with the lender  containing liquid high grade securities having a value not less
than the repurchase price, including accrued interest, of the reverse repurchase
agreement.  No reverse  repurchase  agreements were held during the period ended
April 30, 1995.


                                       10
<PAGE>

Dollar  Rolls:  The Trust may enter into  dollar  rolls in which the Trust sells
securities  for delivery in the current  month and  simultaneously  contracts to
repurchase  substantially similar (same type, coupon and maturity) securities on
a specified future date.  During the roll period the Trust forgoes principal and
interest paid on the securities. The Trust is compensated by the interest earned
on the cash  proceeds of the initial sale and by the lower  repurchase  price at
the future  date.  The Trust had no dollar roll  transactions  during the period
ended April 30, 1995.

Note 6.       Notes

     The Trust has  issued  $202,500  aggregate  principal  amount of notes (the
"Notes") to the Funds.  The Notes pay interest at a per annum rate of 2.50% over
the yield of the one-year constant maturity Treasury, redeemable annually by the
holder and due on dissolution of the issuer.

Note 7.       Capital

     The Trust has obtained  Capital  Commitments  from the Funds in the form of
subscription  agreements to engage in the real estate debt investment activities
described herein. When notified by the Trust, in accordance with the Declaration
of Trust,  the Funds shall make  capital  contributions  as are required to fill
their outstanding Capital Commitments. The Trust must give fourteen days advance
notice before contributions are due. As of April 30, 1995, the total outstanding
Capital  Commitments  from the Funds was  $512,692,308.  On March 15, 1995,  the
Trust made a capital  call,  received on March 30, 1995,  totaling  $18,750,000.
Additionally,  on April 28,  1995,  the Trust  made a capital  call to the Funds
totaling  $1,919,658.  This amount was  outstanding  as of April 30, 1995 and is
recorded  net in the  capital  account  of the  Trust.  On  May  15,  1995,  the
outstanding capital call was received in cash by the Trust.

     On May 24, 1995, the Trust made another  capital call,  received on June 8,
1995, totaling $10,000,000.

Note 8.       Quarterly Data

<TABLE>
<CAPTION>

- -------------------- ---------------- ------------------------ ------------------------ ---------------------- -------------
                                                                  Net realized and
                                                                      unrealized
                                          Net Investment          gains (losses) on         Dividends and       Period end
     Quarterly            Total            Income (loss)             investments            Distributions       net asset
      Period          income (loss)   Amount       Per Share   Amount      Per Share    Amount   Per Share        value
      ------          -------------   ------       ---------   ------      ---------    ------   ---------        -----
<S>                       <C>           <C>        <C>           <C>        <C>           <C>       <C>            <C>    
March 29, 1995*
 to April 30, 1995        $2,408        ($953,943) ($50.88)      ($702,932) ($37.49)       -         -             $911.63
- -------------------- ---------------- ------------------------ ------------------------ ---------------------- -------------
</TABLE>

- ---------------
*  Commencement of operations.



                                       11
<PAGE>


Trustees
Laurence D. Fink, Chairman
John C. Deterding
Thomas E. Dobrowski
Donald G. Drapkin
Wesley R. Edens
James Grosfeld
Philip Halpern
Laurence E. Hirsch
Kendrick R. Wilson, III

Officers
Ralph L. Schlosstein, President
Wesley R. Edens, Chief Operating Officer
John R. Herbert, Vice President
Robert I. Kauffman, Vice President
Randal A. Nardone, Vice President
Erik P. Nygaard, Vice President
Henry Gabbay, Treasurer
Susan L. Wagner, Secretary
James Kong, Assistant Treasurer
J. Robert Small, Assistant Secretary

Investment Adviser
BlackRock Financial Management, Inc.
345 Park Avenue
New York, NY  10154

Administrator, Custodian and Transfer Agent
State Street Bank and Trust Company
Two Heritage Drive
North Quincy, MA  02171

Independent Auditors
Deloitte & Touche LLP
2 World Financial Center
New York, NY  10281-1431

Legal Counsel
Skadden, Arps, Slate, Meagher & Flom
919 Third Avenue
New York, NY  10022




The accompanying financial statements as of April 30, 1995 were not audited and,
accordingly, no opinion is expressed on them.

This report is for shareholder  information.  This is not a prospectus  intended
for use in the purchase or sale of Trust shares.

BlackRock Asset Investors
Two Heritage Drive
North Quincy, MA  02171




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