BLACKROCK FUND INVESTORS II
N-30D, 1997-08-29
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BLACKROCK FUND INVESTORS II
- --------------------------------------------------------------------------------
SEMI-ANNUAL REPORT
JUNE 30, 1997 (UNAUDITED)


<PAGE>

BLACKROCK FUND INVESTORS II
STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 1997 (UNAUDITED)

- --------------------------------------------------------------------------------
ASSETS

Investment in BlackRock Asset Investors,
     at estimated fair value
     (cost $109,716,226) (Notes 1 and 3)                          $ 110,726,680
Repurchase agreement dated 6/30/97
     with State Street Bank and Trust, Co. 
     5.60% due 7/1/97, collateralized
     by $400,00 United States Treasury Note
     4.75% due 10/31/98 (market value $397,201)
     (repurchase proceeds $385,060
     (cost $385,000)                                                    385,000
                                                                  -------------

     Total investments (cost $110,101,226)                          111,111,680
                                                                  -------------

Cash                                                                      6,445
Notes receivable (Note 4)                                                21,000
Deferred organization expenses
     and other assets (Note 1)                                           42,889
                                                                  -------------

     Total assets                                                   111,182,014
                                                                  -------------
LIABILITIES

Master administration fee payable (Note 2)                              143,230
Notes payable (Note 4)                                                   21,000
Other accrued expenses                                                    6,619
                                                                  -------------

     Total liabilities                                                  170,849

NET ASSETS                                                        $ 111,011,165
                                                                  =============

Net assets were comprised of:
     Shares of beneficial interest, at par (Note 5)               $       1,547
     Paid-in capital in excess of par                               110,445,817
                                                                  -------------
                                                                    110,447,364
     Distributions in excess of
        net investment income                                          (446,653)
     Net unrealized appreciation on
        investment companies                                          1,010,454
                                                                  -------------
     Total net assets                                             $ 111,011,165
                                                                  =============

Net asset value per share                                         $      717.67
                                                                  =============

Total shares outstanding at end of period                            154,683.67
                                                                  =============


- --------------------------------------------------------------------------------
See Notes to Financial Statements.

<PAGE>

BLACKROCK FUND INVESTORS II
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 1997 (UNAUDITED)

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NET INVESTMENT INCOME

Income
     Interest (net of interest expense of $838)                       $   12,444
     Dividend income                                                   4,597,386
                                                                      ----------

     Total income                                                      4,609,830

Expenses
     Master administration (Note 2)                                      138,946
     Directors                                                            31,241
     Amortization of deferred
        organization expenses                                              7,440
     Audit                                                                 4,960
     Transfer Agent                                                        2,603
     Custodian                                                             2,479
     Amortization of prepaid insurance                                     1,644
     Legal                                                                 1,488
     Miscellaneous                                                         4,711
                                                                      ----------

          Total expenses                                                 195,512
                                                                      ----------
     Net investment income                                             4,414,318
                                                                      ----------
UNREALIZED GAIN
     ON INVESTMENTS (NOTE 3)

Net change in unrealized appreciation
     on investment companies                                           2,188,887
                                                                      ----------

     Net unrealized gain                                               2,188,887
                                                                      ----------
NET INCREASE IN NET ASSETS
     RESULTING FROM OPERATIONS                                        $6,603,205
                                                                      ==========


- --------------------------------------------------------------------------------
See Notes to Financial Statements.

<PAGE>


BLACKROCK FUND INVESTORS II
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1997 (UNAUDITED)
- -----------------------------------------------------------------

INCREASE (DECREASE) IN CASH

Cash flows provided by operating activities:
     Dividends and interest received                               $  4,610,709
     Expenses paid                                                     (408,108)
     Paid to affiliates                                                 (30,198)
                                                                   ------------
     Net cash flows provided by operating activities                  4,172,403
                                                                   ------------

Net purchase of investments                                         (36,206,942)
                                                                   ------------
Cash flows provided by financing activities:
     Proceeds from Fund shares issued                                36,541,941
     Distributions to shareholders                                   (4,507,569)
                                                                   ------------
     Net cash flows provided by financing activities                 32,034,372
                                                                   ------------

Net decrease in cash                                                       (167)

Cash beginning of period                                                  6,612
                                                                   ------------
Cash end of period
                                                                          6,445
                                                                   ============
RECONCILIATION OF NET INCREASE IN NET
     ASSETS RESULTING FROM OPERATIONS
     TO NET CASH FLOWS PROVIDED BY
     OPERATING ACTIVITIES

Net increase in net assets resulting from operations               $  6,603,205
                                                                   ------------
Increase in unrealized appreciation                                  (2,188,887)
Decrease in deferred organization expenses and other assets               7,493
Decrease in payable to BAI                                               (7,966)
Decrease in accrued expenses and other liabilities                     (241,442)
                                                                   ------------
     Total adjustments                                               (2,430,802)
                                                                   ------------
Net cash flows provided by operating activities                    $  4,172,403
                                                                   ============






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See Notes to Financial Statements.


<PAGE>



BLACKROCK FUND INVESTORS II
STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)

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<TABLE>
<CAPTION>

                                                             FOR THE SIX MONTHS         FOR THE YEAR ENDED
                                                            ENDED JUNE 30, 1997         DECEMBER 31, 1996
                                                           ---------------------        -----------------
INCREASE (DECREASE) IN NET ASSETS

<S>                                                                <C>                       <C>         
Operations:

     Net investment income                                         $   4,414,318             $ 12,231,783
     Net realized gain                                                      --                  1,491,772
     Net change in unrealized appreciation
          on investment companies                                      2,188,887                  391,350
                                                                   -------------             ------------

     Net increase in net assets resulting
          from operations                                              6,603,205               14,114,905
                                                                   -------------             ------------

Dividends and distributions to shareholders from:

     Net investment income                                            (4,507,569)             (11,894,565)
     In excess of net investment income                                     --                   (367,153)
     Net realized gain                                                      --                 (1,491,772)
     Return of capital                                                      --                 (7,928,081)
                                                                   -------------             ------------

      Total dividends and distributions to shareholders               (4,507,569)             (21,681,571)
                                                                   -------------             ------------

Fund share transactions:

     Proceeds from shares issued                                      36,541,941               60,071,623
                                                                   -------------             ------------

     Net increase in net assets resulting
          from fund share transactions                                36,541,941               60,071,623
                                                                   -------------             ------------

     Net increase                                                     38,637,577               52,504,957

NET ASSETS

Beginning of period                                                   72,373,588               19,868,631
                                                                   -------------             ------------

End of period                                                      $ 111,011,165             $ 72,373,588
                                                                   =============             ============

</TABLE>

- --------------------------------------------------------------------------------
See Notes to Financial Statements.


<PAGE>


BLACKROCK FUND INVESTORS II
FINANCIAL HIGHLIGHTS (UNAUDITED)

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<TABLE>
<CAPTION>
                                                                                                                MARCH 29, 1995*
                                                             FOR THE SIX MONTHS       FOR THE YEAR ENDED            THROUGH
                                                            ENDED JUNE 30, 1997       DECEMBER 31, 1996        DECEMBER 31, 1995
                                                           ---------------------      ------------------       ------------------
PER SHARE OPERATING
     PERFORMANCE:

<S>                                                                <C>                    <C>                     <C>        
Net asset value, beginning of period                               $     702.84           $      722.26           $  1,000.00
                                                                   ------------           -------------           -----------
     Net investment income (loss) (a)                                     28.54                  221.06                (45.98)
     Net realized and unrealized gain (loss) (a)                          15.43                   34.03               (231.76)
                                                                   ------------           -------------           -----------
     Net increase (decrease) from investment operations                   43.97                  255.09               (277.74)
                                                                   ------------           -------------           -----------

     Less dividends and distributions:
     Net investment income                                               (29.14)                (150.60)                --
     In excess of net investment income                                   --                      (4.65)                --
     Net realized gain                                                    --                     (18.89)                --
     Return of capital                                                    --                    (100.37)                --
                                                                   ------------           -------------           -----------
                                                                         (29.14)                (274.51)                --
                                                                   ------------           -------------           -----------
Net asset value, end of period                                     $     717.67           $      702.84           $    722.26
                                                                   ============           =============           ===========

TOTAL INVESTMENT RETURN (B)                                                6.27%                  51.31%               (27.77)%

RATIOS TO AVERAGE NET ASSETS:
Expenses (d)                                                               0.40% (c)               0.95%                 4.70%  (c)
Net investment income (loss) (d)                                           8.97% (c)              29.76%                (4.70)% (c)

SUPPLEMENTAL DATA:
Average net assets (in thousands)                                       $99,196                 $41,100                  $9,460
Portfolio turnover                                                          --                      --                      --
Net assets, end of period (in thousands)                               $111,011                 $72,374                 $19,869

</TABLE>

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  *  Commencement of investment operations.
(a)  Calculated based on average shares.
(b)  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.
(c)  Annualized.
(d)  The ratio of expenses and net investment income to total investor capital
     commitments of $112,078,123 on an annualized basis is 0.35% and 7.94%,
     respectively, for the six months ended June 30, 1997. The ratio of expenses
     and net investment loss to total investor capital commitments of
     $112,078,123 on an annualized basis is 0.35% and 10.91%, respectively, for
     the year ended December 31, 1996. The ratio of expenses and net investment
     loss to total investor capital commitments of $112,078,123 on an annualized
     basis is 0.39% and (0.39)%, respectively, for the year ended December 31,
     1995.

     Contained above is the 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.


<PAGE>


BLACKROCK FUND INVESTORS II
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
- --------------------------------------------------------------------------------

NOTE 1.       ORGANIZATION AND ACCOUNTING POLICIES

     BlackRock  Fund  Investors II ("Fund II") is a  non-diversified  closed-end
investment  company  organized as a Delaware business trust. Fund II invests all
of its investable  assets in BlackRock  Asset  Investors  ("BAI" or the "Trust")
which is a Delaware  business trust registered under the Investment  Company Act
of 1940 as a  non-diversified  closed-end  investment  company  and has the same
investment  objective  as Fund II.  The  value of Fund  II's  investment  in BAI
reflects  Fund  II's  proportionate  interest  in the net  assets  of  BAI.  The
performance  of Fund II is directly  affected  by the  performance  of BAI.  The
financial  statements  of BAI are  included in this report and should be read in
conjunction with Fund II's financial statements.
     The following is a summary of significant  accounting  policies followed by
Fund II.

SECURITIES VALUATION:  Fund II's interest in BAI common shares is valued by Fund
II at its  proportionate  interest in the net asset value of BAI  (approximately
20.00% at June 30, 1997).  Fund II also holds 306 BAI preferred shares which are
valued at cost ($153,000). Valuation of securities by BAI is discussed in Note 1
of BAI's Notes to  Financial  Statements  which are  included  elsewhere in this
report.

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 Fund II amortizes  premium or accretes  discount on securities
purchased using the interest method.  Dividends and distributions  received from
BAI  are  recorded  based  on the  character  of the  dividend  or  distribution
received.

TAXES:  It is Fund II's  intention to continue 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.
     Income and capital gain  distributions  are  determined in accordance  with
income tax  regulations  which may differ  from  generally  accepted  accounting
principles  Permanent  book and tax basis  differences  relating to  shareholder
distributions will result in reclassifications to paid in capital.

DIVIDENDS AND DISTRIBUTIONS: Fund II declares and distributes dividends at least
annually first from net investment income, then from realized short-term capital
gains and other sources.  Fund II also expects to pay  distributions in the form
of return of 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.

MASTER ADMINISTRATION,  ADMINISTRATION AND OTHER EXPENSES: Master administration
and other expenses are recorded on the accrual basis.

DEFERRED  ORGANIZATION  EXPENSES:  A total of $75,016 was incurred in connection
with the  organization  of Fund II. These costs have been deferred and are being
amortized  ratably  over a period of 60 months  from the date Fund II  commenced
investment operations.

<PAGE>

NOTE 2.       AGREEMENTS

     Fund II has a Master  Administration  Agreement  with  BlackRock  Financial
Management,  Inc. (the "Master  Administrator")  which  provides that during the
Commitment  Period  the  Trust  will  pay to the  Master  Administrator  for its
services  (which are solely  administrative  in nature) a  semi-annual  fee,  in
arrears, in an amount equal to .25% of the aggregate Capital Commitments,  on an
annualized  basis.  Subsequent to the Commitment  Period,  the  semi-annual  fee
payable in arrears to the Master  Administrator  is .25% of the weighted average
capital invested during the relevant period on an annualized basis.
     Fund II has also entered into an Administration Agreement with State Street
Bank  and  Trust  Company   ("State   Street").   For  its  services  under  the
Administration Agreement, State Street receives no fees from Fund II.
     Pursuant  to the  agreements,  the Master  Administrator  provides  various
administrative  services,  provides  office space and pays the  compensation  of
officers  of Fund II, who are  affiliated  persons of the Master  Administrator.
State Street pays occupancy and certain  clerical and  accounting  costs of Fund
II. Fund II bear all other costs and expenses.
      Certain trustees of BAI and Fund II, who are not interested  parties,  are
paid a fee,  which  is split  ratably  between  BAI,  Fund  II,  BlackRock  Fund
Investors I and BlackRock  Fund  Investors III, for their services in the amount
of $40,000  each on an annual basis plus  telephonic  meeting fees not to exceed
$500 annually and certain out-of-pocket expenses.

NOTE 3.       PORTFOLIO SECURITIES

     Purchases  and  proceeds  from sales of  investment  securities  other than
short-term   investments  for  the  period  ended  June  30,  1997  amounted  to
$36,541,941  and  $0,  respectively.   The  federal  income  tax  basis  of  the
investments of Fund II at June 30, 1997 was  substantially the same as the basis
for financial reporting.

NOTE 4.       NOTES

     Fund II has issued and sold notes in the aggregate amount of $21,000 paying
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 Fund II.

NOTE 5.       CAPITAL

     Fund II has  obtained  capital  commitments  from  investors in the form of
subscription  agreements to engage in the real estate debt investment activities
described  herein.  When notified by Fund II, in accordance with the Declaration
of Trust,  the  investors  shall make capital  contributions  as are required to
satisfy their outstanding capital  commitments.  Fund II must give fourteen days
advance  notice  before  contributions  are due. As of June 30, 1997,  the total
capital  commitments from investors was  $112,078,123 of which  $110,461,135 had
been called and received.



<PAGE>






TRUSTEES
Laurence D. Fink, CHAIRMAN
Terry Blaney
John C. Deterding
Donald G. Drapkin
Wesley R. Edens
Charles Froland
James Grosfeld
Laurence E. Hirsch
Kendrick R. Wilson, III

OFFICERS
Ralph L. Schlosstein, PRESIDENT
Wesley R. Edens, CHIEF OPERATING OFFICER
Robert I. Kauffman, MANAGING DIRECTOR
Randal A. Nardone, MANAGING DIRECTOR
Erik P. Nygaard, MANAGING DIRECTOR
Henry Gabbay, TREASURER
Susan L. Wagner, SECRETARY
James Kong, ASSISTANT TREASURER

MASTER ADMINISTRATOR
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
Two World Financial Center
New York, NY  10281-1431

LEGAL COUNSEL
Skadden, Arps, Slate, Meagher & Flom LLP
919 Third Avenue
New York, NY  10022





The accompanying  financial  statements as of June 30, 1997 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 FUND INVESTORS II
Two Heritage Drive
North Quincy, MA  02171



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