UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-8F
APPLICATION FOR DEREGISTRATION OF CERTAIN REGISTERED INVESTMENT COMPANIES
I GENERAL IDENTIFYING INFORMATION
1. Reason fund applying to deregister (check only one; for descriptions,
see Instruction 1 above):
[ ] MERGER
[X] LIQUIDATION
[ ] ABANDONMENT OF REGISTRATION
(Note: Abandonments of Registration answer only questions
1 through 15,24 and 25 of this form and complete
verification at the end of the form.)
[ ] Election of status as a BUSINESS DEVELOPMENT COMPANY
(Note: Business Development Companies answer only
questions 1 through 10 of this form and complete
verification at the end of the form.)
2. Name of fund:
BLACKROCK ASSET INVESTORS
3. Securities and Exchange Commission File No.: 811-08984
4. Is this an initial Form N-8F or an amendment to a previously filed
Form N-8F?
[X] Initial Application [ ] Amendment
5. Address of Principal Executive Office (include No. & Street, City,
State, Zip Code):
345 PARK AVENUE
NEW YORK, NY 10154
6. Name, address and telephone number of individual the Commission
staff should contact with any questions regarding this form:
RICHARD T. PRINS, ESQ.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
919 THIRD AVENUE
NEW YORK, NY 10022
(212) 735-2790
7. Name, address and telephone number of individual or entity
responsible for maintenance and preservation of fund records in
accordance with rules 31a-1 and 31a-2 under the Act [ 17CFR
270.31a-1,.31a-2]:
STATE STREET BANK & TRUST COMPANY
ONE HERITAGE DRIVE
NORTH QUINCY, MA 02171
NOTE: Once deregistered, a fund is still required to maintain and
preserve the record described in rules 31a-1 and 31a-2 for the
periods specified in those rules.
8. Classification of fund (check only one):
[X] Management company;
[ ] Unit investment trust; or
[ ] Face-amount certificate company.
9. Subclassification if the fund is a management company
(check only one):
[ ] Open-end [X] Closed-end
10. State law under which the fund was organized or formed (e.g.,
Delaware, Massachusetts):
STATE OF DELAWARE
11. Provide the name and address of each investment adviser of the
fund (including sub-advisers) during the last five years, even if
the fund's contracts with those advisers have been terminated:
BLACKROCK FINANCIAL MANAGEMENT, INC.
345 PARK AVENUE
NEW YORK, NY 10154
12. Provide the name and address of each principal underwriter of the
fund during the last five years, even if the fund's contracts with
those underwriters have been terminated:
PROVIDENT ADVISORS INC.
345 PARK AVENUE
NEW YORK, NEW YORK 10154
13. If the fund is a unit investment trust ("UIT") provide: NOT APPLICABLE
(a) Depositor's name(s) and address(es):
(b) Trustee's name(s) and address(es):
14. Is there UIT registered under the Act that served as a vehicle for
investment in the fund (e.g., an insurance company separate account)?
[ ] Yes [X] No
If Yes, for each UIT state:
Name(s):
File No.: 811-_____
Business Address:
15. (a) Did the fund obtain approval from the board of
directors concerning the decision to engage in a
Merger, Liquidation or Abandonment of
Registration?
[X] Yes [ ] No
If Yes, state the date on which the board vote
took place:
THE BOARD OF TRUSTEES OF THE FUND APPROVED THE
PLAN OF LIQUIDATION FOR THE FUND ON SEPTEMBER 18,
1997.
If No, explain:
(b) Did the fund obtain approval from the shareholders
concerning the decision to engage in a Merger,
Liquidation or Abandonment or Registration?
[X] Yes [ ] No
If Yes, state the date on which the shareholder
vote took place:
THE FUND'S SHAREHOLDERS APPROVED THE PLAN OF
LIQUIDATION FOR THE FUND ON OCTOBER 6, 1997.
If No, explain:
II DISTRIBUTION TO SHAREHOLDERS
16. Has the fund distributed any assets to its shareholders in connection
with the Merger or Liquidation?
[X] Yes [ ] No
(a) If Yes, list the date(s) on which the fund made those
distributions:
THE FUND MADE DISTRIBUTIONS ON THE FOLLOWING
DATES: OCTOBER 24, 1997, DECEMBER 24, 1997,
DECEMBER 31, 1997, APRIL 13, 1998, JUNE 30, 1998,
OCTOBER 5, 1998, DECEMBER 31, 1998, MARCH 5, 1999,
MAY 3, 1999 WITH THE FINAL DISTRIBUTION MADE ON
SEPTEMBER 27, 1999.
(b) Were the distributions made on the basis of net assets?
[X] Yes [ ] No
(c) Were the distributions made pro rata based on the share of
ownership?
[X] Yes [ ] No
(d) If No to (b) or (c) above, describe the method of
distribution to shareholders. For Mergers, provide the
exchange ratio(s) used and explain how it was calculated:
(e) Liquidations only:
Were any distributions to shareholders made in kind?
[X] Yes [ ] No
If Yes, indicate the percentage of fund shares owned by
affiliates, or any other affiliation of shareholders:
THE ONLY DISTRIBUTION IN KIND WAS THE DISTRIBUTION ON
SEPTEMBER 27, 1999 OF INTERESTS IN A LIQUIDATING LIMITED
LIABILITY COMPANY. THIS DISTRIBUTION WAS REQUIRED IN
ORDER TO COMPLY WITH FEDERAL INCOME TAX REGULATIONS WHICH
REQUIRE THAT A LIQUIDATION MUST BE COMPLETE WITHIN TWO
YEARS. THIS DISTRIBUTION WAS MADE TO THE FUND'S THREE
COMMON SHAREHOLDERS, EACH OF WHICH IS A REGISTERED
CLOSED-END FUND THAT INVESTED SOLELY IN THE FUND IN
ACCORDANCE WITH SECTION 12(D)(1)(E) OF THE 1940 ACT AND
IS ALSO IN THE PROCESS OF LIQUIDATING AND DEREGISTERING
(BLACKROCK FUND INVESTORS I- SEC FILE NO. 811-08986;,
BLACKROCK FUND INVESTORS II - SEC FILE NO. 811-08990;
BLACKROCK FUND INVESTORS III- SEC FILE NO. 811-08988).
THESE FUNDS, IN TURN, DISTRIBUTED INTERESTS IN THE
LIQUIDATING LIMITED LIABILITY COMPANY TO THEIR
SHAREHOLDERS ON A PRO RATA BASIS. EACH OF THESE FUNDS
HOLD MORE THAN 5% OF THE FUND'S COMMON SHARES AND
ACCORDINGLY 100% OF THE FUND'S
COMMON SHARES WERE HELD BY AFFILIATES.
17. Closed-end funds only: Has the fund issued senior securities?
[X] Yes [ ] No
If Yes, describe the method of calculating payments to senior
securityholders and distributions to other shareholders: THE FUND
ISSUED 2,040 SHARES OF PREFERRED STOCK, $500 LIQUIDATION
PREFERENCE PER SHARE. SHAREHOLDERS OF PREFERRED SHARES WERE
ENTITLED TO RECEIVE, WHEN, AS AND IF DECLARED BY THE TRUSTEES
CUMULATIVE CASH DIVIDENDS, PAYABLE ON EACH NOVEMBER 30, AT A RATE
PER ANNUM EQUAL TO THE SUM OF (A) THE TREASURY BILL RATE AS OF
DECEMBER 1 OF THE YEAR PRECEDING SUCH NOVEMBER 30 PLUS (B) 3.50%.
SO LONG AS ANY PREFERRED SHARES ARE OUTSTANDING, THE FUND MAY NOT
DECLARE, PAY OR SET ASIDE FOR PAYMENT ANY DIVIDEND OR OTHER
DISTRIBUTION (OTHER THAN IN THE FORM OF COMMON SHARES) IN RESPECT
OF ITS COMMON SHARES UNLESS (A) FULL CUMULATIVE DIVIDENDS ON ALL
OUTSTANDING PREFERRED SHARES SHALL HAVE BEEN DECLARED AND PAID FOR
ALL PERIODS ENDING ON OR PRIOR TO THE DATE OF PAYMENT IN RESPECT
OF SUCH DIVIDEND OR DISTRIBUTION AND (B) THE OUTSTANDING PREFERRED
SHARES HAVE ASSET COVERAGE OF AT LEAST 200% AFTER DEDUCTING THE
AMOUNT OF SUCH DIVIDEND OR DISTRIBUTION. IN THE EVENT OF
LIQUIDATION OR DISSOLUTION, EACH SHAREHOLDER OF THE PREFERRED
SHARED IS ENTITLED TO RECEIVE OUT OF THE ASSETS OF THE FUND
AVAILABLE FOR DISTRIBUTION TO SHAREHOLDERS, LIQUIDATING
DISTRIBUTIONS IN THE AMOUNT OF $500 PER PREFERRED SHARE PLUS
ACCRUED AND UNPAID DISTRIBUTIONS THROUGH THE DATE OF REDEMPTION.
THE PREFERRED SHARES WERE REDEEMED ON SEPTEMBER 27, 1999. THE FUND
ISSUED NOTES IN THE AGGREGATE PRINCIPAL AMOUNT OF $192,500. THE
NOTES PAY INTEREST AT A PER ANNUM RATE OF 2.50% OVER THE YIELD OF
THE ONE-YEAR CONSTANT MATURITY TREASURY. THE NOTES WERE REDEEMED
ON SEPTEMBER 10, 1999.
18. Has the fund distributed ALL of its assets to the fund's shareholders?
[X ] Yes No [ ]
If No,
(a) How many shareholders does the fund have as of the date this
form is filed?
(b) Describe the relationship of each remaining shareholder to the
fund:
19. Are there any shareholders who have not yet received distributions in
complete liquidation of their interests?
[ ] Yes No [X]
If Yes, describe briefly the plans (if any) for distributing to,
or preserving the interests of, those shareholders:
III. ASSETS AND LIABILITIES
20. Does the fund have any assets as of the date this form is filed?
(See question 18 above)
[ ] Yes No [X]
If Yes,
(a) Describe the type and amount of each asset retained by the
fund as of the date this form was filed?
(b) Why has the fund retained the remaining assets?
(c) Will the remaining assets be invested in securities?
[ ] Yes [ ] No
21. Does the fund have any outstanding debts (other than face-amount
certificates if the fund is a face-amount certificate company) or
any other liabilities?
[ ] Yes No [X]
If Yes,
(a) Describe the type and amount of each debt or other liability:
(b) How does the fund intend to pay those outstanding debts or
other liabilities?
IV. INFORMATION ABOUT EVENT(S) LEADING TO REQUEST FOR DEREGISTRATION
22. (a) List the expenses incurred in connection with the Merger
or Liquidation:
(i) Legal Expenses: $90,000
(ii) Accounting expenses: $0
(iii) Other expenses (list and identify separately):
TAX CONSULTING: $2,500
(iv) Total expenses (sum of lines(i)-(iii) above): $92,500
(b) How were those expenses allocated? NOT APPLICABLE IN A LIQUIDATION
(c) Who paid those expenses? THE FUND
(d) How did the fund pay for unamortized expenses (if any)? NOT
APPLICABLE
23. Has the fund previously filed an application for an order of the
Commission regarding the Merger or Liquidation?
[ ] Yes No [X]
If Yes, cite the release numbers of the Commission's notice and
order, or if no notice or order has been issued, the file number
and date the application was filed:
V. CONCLUSION OF FUND BUSINESS
24. Is the fund a party to any litigation or administrative proceeding?
[ ] Yes No [X]
If Yes, describe the nature of any ligation or proceeding and the
position taken by the fund in that litigation:
25. Is the fund now engaged, or intending to engage, in any business
activities other than those necessary for winding up its affairs?
[ ] Yes No [X]
If Yes, describe the nature and extent of those activities:
VI. MERGERS ONLY - Not applicable
26. (a) State the name of the fund surviving the Merger:
(b) State the Investment Company Act file number of the fund
surviving the Merger: 811-_____
(c) If the merger or reorganization agreement has been filed
with the Commission, state the file number(s), form type
used and date the agreement was filed:
(d) If the merger or reorganization agreement has NOT been
filed with the Commission, provide a copy of the
agreement as an exhibit to this form.
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VERIFICATION
The undersigned states that (i) he or she has executed this Form
N-8F application for an order under section 8(f) of the Investment Company
Act of 1940 on behalf of BLACKROCK ASSET INVESTORS, (ii) he or she is the
TREASURER of BLACKROCK ASSET INVESTORS, and (iii) all actions by
shareholders, directors, and any other body necessary to authorize the
undersigned to execute and file this Form N8-F application have been taken.
The undersigned also state that the facts set forth in this Form N-8F
application are true to the best of his or her knowledge, information and
belief.
(Signature)
/s/ Henry Gabbay
_____________________________
