BlackRock Reports First Quarter Diluted EPS of $2.17 ($2.40 as adjusted)

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New York, April 26, 2010 - BlackRock, Inc. (NYSE:BLK) today reported first quarter 2010 net income1 of

$423 million, up $339 million compared to first quarter 2009. Operating income was $654 million and nonoperating

expense, net of non-controlling interests, was $3 million. The operating margin was 32.8%,

which included the effect of $52 million of pre-tax Barclays Global Investors ("BGI") integration costs.

First quarter net income, as adjusted2, was $2.40 per diluted common share, or $469 million, up 196%

compared to first quarter 2009 diluted EPS of $0.81 and up $0.01 compared to fourth quarter 2009. The

comparison to the fourth quarter reflects a 24% increase in net income. The first quarter 2010 reflects

the first full quarter of the BGI acquisition, which closed on December 1, 2009. The first quarter 2010 EPS

also reflects the full effect of the issuance of new shares in December 2009 associated with the acquisition

of BGI. BlackRock's results reflect the acquisition of BGI, a diverse mix of products across assets under

management ("AUM") and clients, improvements in external capital markets and industry flow trends

including strong flows into index products.

Revenue was $1,995 million, up 102% compared to first quarter 2009 and 29% compared to fourth quarter

2009. First quarter 2010 revenue included $1,753 million of base fees, which included the full quarter

effect of acquired BGI AUM, revenue associated with $63 billion of growth in long-term AUM and net

market appreciation and $50 million of performance fees in first quarter 2010.

First quarter 2010 included as adjusted2 operating income of $2.42 per diluted share and as adjusted2 net

non-operating expense of $0.02 per diluted share. Operating income, as adjusted2, of $727 million

improved $420 million, or 137%, compared to first quarter 2009 and $166 million, or 30%, compared to

fourth quarter 2009, benefiting from the BGI acquisition and continued growth in long-dated AUM. The

operating margin, as adjusted2, for first quarter 2010 remained strong at 38.9%, reflecting the effect of

BGI and the commencement of additional strategic investments to grow the franchise.

First quarter 2010 net non-operating expense, as adjusted2, of $6 million included $30 million of net gains

on investments as well as the effect of a full quarter of interest expense on our $2.5 billion long-term note

issuances in December 2009.

The table below presents a comparison of GAAP and as adjusted results for certain financial measures. See

Attachment I for a reconciliation of GAAP to the as adjusted financial measures.

1 Net income represents net income attributable to BlackRock, Inc.

2 See notes (a), (b), (c), (d), (e) and (f) to the Condensed Consolidated Statements of Income and

Supplemental Information in Attachment I on pages 10, 11, 12 and 13.

Q1 Q1 % Q4 %

2010 2009 Change 2009 Change 

GAAP basis:

Revenue

$1,995 $987 102% $1,544 29%

Operating income

$654 $271 141% $389 68%

Net income1

$423 $84 404% $256 65%

Diluted EPS

$2.17 $0.62 250% $1.62 34%

As Adjusted:

Operating income2

$727 $307 137% $561 30%

Net income1,2

$469 $110 326% $379 24%

Diluted EPS2

$2.40 $0.81 196% $2.39 -%

-2-

As presented in Attachment III, AUM ended the quarter at $3.36 trillion, up $17.6 billion during the

quarter and $2.08 trillion versus AUM reported at March 31, 2009. AUM growth during the quarter

consisted of $8.9 billion of net inflows in long-term products and $51.2 billion of investment performance

and market appreciation, net of adverse foreign exchange movements, which was partially offset by $2.9

billion of disbursements in advisory portfolios and $39.6 billion of net outflows in cash management

products. Long-term flows were particularly strong in retail and iShares® globally and from institutional

investors in the U.S. and Canada. In addition, BlackRock Solutions® added 32 net new assignments during

the quarter, as demand for risk management and advisory services remained robust. The year-over-year

increase consisted of $1.296 trillion of AUM managed by BGI as of March 31, 2009 (net of acquisitionrelated

adjustments and other acquired AUM) and pro forma combined net new business and market

appreciation of $70.0 billion and $716.5 billion, respectively. Investment performance for the twelve

months ended March 31, 2010 was strong across much of the platform, helping to support a robust pipeline

of new business wins funded or to be funded. As of April 20, 2010, the pipeline totaled $35.2 billion,

including $30.7 billion in long-term products, $6.4 billion in advisory mandates and $1.9 billion of net

redemptions in cash management portfolios.

"I am pleased with BlackRock's first quarter performance and progress on our integration," commented

Laurence D. Fink Chairman and CEO of BlackRock. "Most importantly, our focus on investment and risk

management has been steadfast, and the organization has come together quickly to share insights and

expertise across disciplines. While our record is not unblemished, we have achieved strong investment

performance across much of our platform, including fixed income, international equities, single strategy

hedge funds and fund of funds.

"Following last year's sharp rally in global equity markets and significant tightening of credit spreads,

institutional investors stepped back to reassess their asset allocation strategies. As a result, institutional

‘re-risking' activity slowed down and reallocations focused primarily on shifting from active to passive and

from money market funds to deposits. Our new business results reflected these trends. Long-dated inflows

from retail investors globally were notable, as were iShares flows, which have historically exhibited

seasonal weakness in the first quarter.

"The integration is proceeding on schedule. The Aladdin implementation is well underway, synergy targets

are being met, and we are reinvesting in our business to reinforce our existing capabilities and to pursue

growth initiatives. Although we experienced some significant merger-related outflows during the quarter,

dissynergies are running below deal projections and new business momentum reflects strong client

interest in our broader capabilities. Our new business pipeline is robust, with $35.2 billion of net wins

funded or to be funded and continued demand for BlackRock Solutions products and services.

"I would like to thank our employees for the tremendous energy they are devoting to serving our clients

and bringing our business together. Establishing a shared vision and weaving together a vibrant culture is

an ongoing effort. I think it's fair to say that, although there have been some bumps along the way, we

have made tremendous progress in a short period. In a time of tremendous upheaval, with profound

financial reform under consideration, I remain incredibly enthusiastic about BlackRock's global business

model, our exclusive focus on serving clients, and our unique ability to create value for our clients."

First Quarter Business Highlights

AUM increased $17.6 billion to $3.36 trillion at March 31, 2010.

Institutional investors paused from "rerisking"

their portfolios, other than reallocating from active to passive strategies and from money markets

to deposits, to reconsider their investment strategies following last year's sharp rally across global equity

and bond markets. During the quarter, that stance drove net outflows of $39.6 billion from cash

management products and modest net inflows of $8.9 billion in long-term products (equity, fixed income,

multi-asset and alternative investments).

  • Globally, investors awarded us $18.2 billion of net new business in index equity and fixed income

products and $13.0 billion in multi-asset and alternative investments, while redeeming $22.3

billion from actively managed equity and fixed income portfolios. While some of these outflows

were merger-related, a greater proportion reflected a shift in clients' asset allocation strategies

given market outlook and interest in using index and exchange-traded funds to quickly and

efficiently add and adjust market exposures.

-3-

  • In the U.S. and Canada, net new business in long-term products included $5.2 billion from

institutional clients, $4.4 billion from retail and high net worth investors, and $3.3 billion from

iShares

investors.

  • Across all other regions, $10.2 billion of outflows in long-term products from institutional investors

were partially offset by $5.4 billion of inflows from retail clients and $0.8 billion from iShares

investors.

Equity AUM ended the quarter at $1.58 trillion, up $46.5 billion since year-end.

During the quarter, we

were awarded net new business of $4.6 billion in index equities and $0.9 billion in fundamental active

equities, which were offset by net outflows of $8.8 billion in scientific active equities. Performance

remained strong across much of the platform, with 68%, 80% and 79% of equity mutual funds AUM ranked

in the top two peer quartiles for the one-, three- and five-year periods ended March 31, 2010,

respectively.

Fixed Income AUM increased $3.6 billion to close at $1.06 trillion

. Net new business during the quarter

consisted of $13.6 billion of net inflows in index products, including $7.1 billion in iShares, which were

offset by $14.4 billion of outflows in active products, primarily resulting from asset allocation shifts by

several large international institutions. The fixed income team continued to achieve strong performance

for our clients, as evidenced by the 85%, 56% and 59% of bond mutual funds AUM ranked in the top two

peer quartiles for the one-, three- and five-year periods ended March 31, 2010, respectively.

Multi-asset AUM reached $154.8 billion at quarter-end, up $12.7 billion.

Net inflows of $10.6 billion

were positive across all regions and channels as retail investors flocked to global allocation and our

LifePath

target date strategies, and institutional investors sought comprehensive fiduciary outsourcing

solutions. Investment performance fell off near-term, but remained highly competitive over the longer

term with 25%, 92% and 98% of mutual funds AUM ranked in the top two peer quartiles for the one-, threeand

five-year periods ended March 31, 2010, respectively.

Alternative investment AUM decreased $0.2 billion to $101.9 billion.

AUM growth during the quarter

was driven by positive investment performance and net new business, primarily from institutional

investors. Net new business totaled $2.5 billion, including net inflows in single strategy hedge funds and

fund of funds, as well as currency and commodity offerings. Commercial real estate continued to lag the

recovery, and our AUM was adversely impacted by the transfer of Peter Cooper Village/Stuyvesant Town

to a special servicer and the liquidation of Anthracite Capital, Inc.

Cash management AUM was $306.5 billion at quarter-end, down $42.7 billion

. The declines were

roughly in line with the industry, which lost $463.6 billion in average assets, or 11%, during the quarter1.

BlackRock experienced net outflows of $39.6 billion, with net inflows in euro and Sterling-denominated

funds overwhelmed by withdrawals in U.S. dollar-denominated funds offered. Yields remain at record

lows, and money market funds continue to face AUM pressure from higher yielding investment

alternatives. We expect this pressure to continue until we see a meaningful change in the rate

environment.

BlackRock Solutions

New business included eightadded 32 net new assignments during the quarter.

Aladdin, risk management and outsourcing mandates and two advisory assignments. We also added eight

and completed 14 short-term engagements. In addition, we continued to execute our long-term disposition

mandates, which led to $2.9 billion of net distributions from advisory portfolios. On January 15, 2010,

BlackRock acquired substantially all of the net assets of Helix Financial Group, LLC, a provider of specialty

commercial real estate valuation, underwriting and advisory services, which added 30 assignments, 22 of

which are short-term engagements.

Our new business pipeline was $35.2 billion as of April 20, 2010

. We continue to see demand for a mix

of index and actively managed products, as investors use efficient beta offerings, including iShares, to

establish core and tactical market exposures and a variety of active strategies, including alternative

investments, to enhance portfolio returns. Long-term products accounted for $30.7 billion, or 87%, of the

pipeline. The remainder included $6.4 billion of net inflows into advisory mandates and $1.9 billion of net

outflows from cash management products. BlackRock Solutions closed the quarter with several new

contracts under negotiation and a wide range of new business proposals pending across the product range.

-4-

First Quarter GAAP Financial Highlights

First quarter 2010 reflects the results of the BGI Transaction, which closed on December 1, 2009. Given

the magnitude of the acquired business, certain line item variances are driven by the inclusion of BGI

results for the full quarter in 2010.

Comparison to the First Quarter of 2009

Operating income:

First quarter 2010 operating income increased 141% to $654 million from $271 million earned in first

quarter 2009. First quarter 2010 operating income reflects revenue and expenses related to the

operations of BGI and $52 million of BGI integration costs. The integration expenses are not part of the

on-going business and are comprised of costs associated with combining the firms and realizing operational

efficiencies.

First quarter 2010 revenues of $1,995 million increased $1,008 million, or 102%, compared to $987 million

in first quarter 2009, primarily due to the following:

  • Investment advisory, administration fees and securities lending revenue of $1,753 million in first

quarter 2010 increased $953 million, or 119%, compared to $800 million in first quarter 2009,

primarily related to the BGI acquisition as well as growth in long-term AUM due to market growth

and net new business, partially offset by a decline in fees from cash management AUM due to lower

average AUM.

  • Performance fees were $50 million in first quarter 2010, compared to $11 million in first quarter

2009. The increase primarily relates to an increase in performance fees from hedge funds and fixed

income products.

  • BlackRock Solutions and advisory revenue was $113 million in first quarter 2010 compared to $135

million in first quarter 2009. The decrease is primarily due to fewer advisory assignments, including

portfolio liquidation assignments, which have AUM based fees, partially offset by additional Aladdin

mandates.

  • Other revenue was $51 million in first quarter 2010 compared to $16 million in first quarter 2009.

The increase is primarily due to a $12 million increase in fees earned for transition management

services, a $10 million increase in sales commissions and marketing fees for the Barclays iPath®

products (exchange traded notes issued by Barclays Bank PLC) and a $5 million increase in earnings from

certain operating and advisory company investments.

First quarter 2010 total operating expenses were $1,341 million compared to $716 million in first quarter

2009. Excluding BGI integration costs of $52 million in first quarter 2010 and restructuring costs of $22

million in first quarter 2009, operating expenses increased $595 million. The $595 million, or 86%,

increase compared to first quarter 2009 was primarily due to the following:

  • Employee compensation and benefits increased $404 million, excluding BGI integration costs of $18

million. The increase reflects an increase in the number of employees related to BGI, a $198 million

increase in incentive compensation associated with the increase in operating income after excluding

the BGI integration costs and a $31 million increase in stock-based compensation expense related to

additional grants to a larger population at the end of January 2010.

  • Distribution and servicing costs paid to Bank of America/Merrill Lynch, The PNC Financial Services

Group, Inc. and other third parties decreased $27 million primarily due to a lower level of average

cash management AUM and an increase in fee waivers for cash management funds resulting in lower

levels of distribution fees.

  • Direct fund expenses increased $100 million primarily related to the addition of BGI funds subject

to these arrangements, under which BlackRock pays certain fund expenses.

  • General and administration expenses increased $115 million, excluding BGI integration costs of $34

million. The $115 million increase primarily is related to the general and administrative expenses

incurred by the acquired BGI business, partially offset by a $10 million increase in foreign currency

remeasurement benefits and an $11 million decrease as a result of an expense recorded in first

quarter 2009 for a potentially uncollectible fee.

-5-

Non-operating income:

First quarter 2010 non-operating expense, net of non-controlling interests, was $3 million compared to

non-operating expense, net of non-controlling interests, of $157 million in first quarter 2009. The $3

million non-operating expense, net of non-controlling interests, was comprised of a $33 million net gain on

investments which was more than offset by $36 million of net interest expense. Gain on investments

related to the Company's co-investments and seed investments including net gains in private equity

products of $8 million, distressed credit/mortgage funds of $20 million, hedge funds/funds of hedge funds

of $6 million, and deferred compensation plans of $3 million, offset by a $3 million and a $1 million

decrease in valuations from other investments and real estate equity/debt products, respectively. Net

interest expense of $36 million increased $29 million primarily due to an increase in interest expense

related to the full quarter effect of the December 2009 issuances of $2.5 billion of long-term notes.

Income tax expense:

Income tax expense was $228 million and $30 million for the three months ended March 31, 2010 and

2009, respectively. The effective income tax rate for the three months ended March 31, 2010 was 35.0%,

as compared to 26.3% for the three months ended March 31, 2009. Excluding a $10 million tax benefit

related to a decrease in unrecognized tax benefits related to the final resolution of an outstanding tax

matter in the first quarter 2009, the effective income tax rate was approximately 35%.

Comparison to the Fourth Quarter of 2009

Operating income:

First quarter 2010 operating income increased 68% to $654 million from $389 million earned in fourth

quarter 2009. First quarter 2010 operating income reflects a full quarter of revenues and expenses

related to the operations of BGI and $52 million of BGI integration costs as compared to $152 million of

BGI transaction and integration costs in fourth quarter 2009.

First quarter 2010 revenues of $1,995 million increased $451 million, or 29%, compared to $1,544 million

in fourth quarter 2009 primarily due to the following:

  • Investment advisory, administration fees and securities lending revenue of $1,753 million in first

quarter 2010 increased $499 million, or 40%, compared to $1,254 million in fourth quarter 2009.

First quarter 2010 included a full quarter of revenue related to the BGI acquisition compared to one

month of incremental revenue related to the BGI acquisition in fourth quarter 2009. The remainder

of the growth in revenue is primarily associated with market growth and net new business in longterm

products.

  • Performance fees were $50 million in first quarter 2010, compared to $125 million in fourth quarter

2009. The decrease relates primarily to lower performance fees from hedge funds and separate

accounts across equity products associated with the timing of recognition due to fee measurement

periods which vary by product.

  • BlackRock Solutions and advisory revenue was $113 million in first quarter 2010 compared to $108

million in fourth quarter 2009. The increase is primarily due to an increase of advisory assignments.

  • Other revenue was $51 million for first quarter 2010 compared to $30 million in fourth quarter

2009. The increase is primarily due to a $10 million increase in fees earned for transition

management services, a $4 million increase in iPath marketing fees and a $4 million increase in

earnings from certain operating and advisory company investments.

First quarter 2010 total operating expenses of $1,341 million increased $186 million, or 16%, compared to

$1,155 million in fourth quarter 2009. Excluding BGI transaction and integration costs in the respective

periods, operating expenses of $1,289 million in first quarter 2010 increased $286 million, or 29%,

compared to $1,003 million in fourth quarter 2009. The $286 million increase compared to fourth quarter

2009 was primarily due to the following:

  • Employee compensation and benefits increased $198 million, excluding BGI integration costs. The

increase reflects the full quarter effect, in first quarter 2010, of an increase in the number of

employees related to BGI compared to a one month effect reflected in fourth quarter 2009, as well

as the effect of stock-based compensation grants at the end of January 2010.

-6-

  • Distribution and servicing costs paid to Bank of America/Merrill Lynch, The PNC Financial Services

Group, Inc. and other third parties decreased $6 million primarily due to lower levels of average

cash management AUM and an increase in fee waivers for cash management funds resulting in lower

levels of distribution fees.

  • Direct fund expenses were $113 million compared to $52 million in fourth quarter 2009. The

increase included a full quarter of expenses related to the addition of BGI funds subject to these

arrangements in first quarter 2010 compared to one month of expenses in fourth quarter 2009.

  • General and administration expenses increased $30 million, excluding BGI transaction and

integration costs. The $30 million increase is primarily related to general and administrative

expenses associated with the acquired BGI business and an increase in promotional expenses,

partially offset by a $13 million decrease in a provision related to an outstanding loan to Anthracite

Capital Inc., an $11 million decrease in occupancy related to write-offs of certain leasehold

improvements in fourth quarter 2009 and a $10 million increase in foreign currency remeasurement

benefits.

Non-operating income:

First quarter 2010 non-operating expense, net of non-controlling interests, was $3 million, compared to

non-operating income, net of non-controlling interests, of $17 million in fourth quarter 2009. The $20

million decrease compared to fourth quarter 2009 was primarily due to a $17 million increase in net

interest expense related to the December 2009 issuances of $2.5 billion of long-term notes.

-7-

Teleconference and Webcast Information

BlackRock will host a teleconference call for investors and analysts on Monday, April 26, 2010, at 9:00

a.m. (Eastern Time) to discuss its first quarter 2010 results. Members of the public who are interested in

participating in the teleconference should dial, from the United States, (800) 374-0176, or from outside

the United States, (706) 679-4634, shortly before 9:00 a.m. and reference the BlackRock Conference Call

(ID Number 64822402). A live, listen-only webcast will also be available via the investor relations section

of www.blackrock.com.

Both the teleconference and webcast will be available for replay by 1:00 p.m. on Monday, April 26, 2010

and ending at midnight on Monday, May 3, 2010. To access the replay of the teleconference, callers from

the United States should dial (800) 642-1687 and callers from outside the United States should dial (706)

645-9291 and enter the Conference ID Number 64822402. To access the webcast, please visit the investor

relations section of www.blackrock.com.

Performance Notes

Past performance is not indicative of future results. The performance information reflects U.S. open-end

mutual funds and similar EMEA-based products. Source of performance information is BlackRock, Inc. and

is based in part on data from Lipper Inc. for U.S. funds and Morningstar, Inc. for non-U.S. funds. Fund

performance reflects the reinvestment of dividends and distributions, but does not reflect sales charges.

About BlackRock

BlackRock is a leader in investment management, risk management and advisory services for institutional

and retail clients worldwide. At March 31, 2010, BlackRock's AUM was $3.364 trillion. BlackRock offers

products that span the risk spectrum to meet clients' needs, including active, enhanced and index

strategies across markets and asset classes. Products are offered in a variety of structures including

separate accounts, mutual funds, iShares (exchange traded funds), and other pooled investment vehicles.

BlackRock also offers risk management, advisory and enterprise investment system services to a broad

base of institutional investors through BlackRock Solutions. Headquartered in New York City, as of March

31, 2010, the firm has approximately 8,500 employees in 24 countries and a major presence in key global

markets, including North and South America, Europe, Asia, Australia and the Middle East and Africa. For

additional information, please visit the Company's website at www.blackrock.com.

-8-

Forward-Looking Statements

This report, and other statements that BlackRock may make, may contain forward-looking statements

within the meaning of the Private Securities Litigation Reform Act, with respect to BlackRock's future

financial or business performance, strategies or expectations. Forward-looking statements are typically

identified by words or phrases such as "trend," "potential," "opportunity," "pipeline," "believe,"

"comfortable," "expect," "anticipate," "current," "intention," "estimate," "position," "assume,"

"outlook," "continue," "remain," "maintain," "sustain," "seek," "achieve," and similar expressions, or

future or conditional verbs such as "will," "would," "should," "could," "may" or similar expressions.

BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and

uncertainties, which change over time. Forward-looking statements speak only as of the date they are

made, and BlackRock assumes no duty to and does not undertake to update forward-looking statements.

Actual results could differ materially from those anticipated in forward-looking statements and future

results could differ materially from historical performance.

In addition to risk factors previously disclosed in BlackRock's Securities and Exchange Commission ("SEC")

reports and those identified elsewhere in this report the following factors, among others, could cause

actual results to differ materially from forward-looking statements or historical performance: (1) the

introduction, withdrawal, success and timing of business initiatives and strategies; (2) changes and

volatility in political, economic or industry conditions, the interest rate environment, foreign exchange

rates or financial and capital markets, which could result in changes in demand for products or services or

in the value of assets under management; (3) the relative and absolute investment performance of

BlackRock's investment products; (4) the impact of increased competition; (5) the impact of capital

improvement projects; (6) the impact of future acquisitions or divestitures; (7) the unfavorable resolution

of legal proceedings; (8) the extent and timing of any share repurchases; (9) the impact, extent and

timing of technological changes and the adequacy of intellectual property protection; (10) the impact of

legislative and regulatory actions and reforms and regulatory, supervisory or enforcement actions of

government agencies relating to BlackRock, Barclays PLC, Bank of America Corporation, Merrill Lynch &

Co., Inc. or The PNC Financial Services Group, Inc.; (11) terrorist activities and international hostilities,

which may adversely affect the general economy, domestic and local financial and capital markets,

specific industries or BlackRock; (12) the ability to attract and retain highly talented professionals; (13)

fluctuations in the carrying value of BlackRock's investments; (14) the impact of changes to tax legislation

and, generally, the tax position of the Company; (15) BlackRock's success in maintaining the distribution

of its products; (16) the impact of BlackRock electing to provide support to its products from time to time;

(17) the impact of problems at other financial institutions or the failure or negative performance of

products at other financial institutions; and (18) the ability of BlackRock to integrate the operations of

Barclays Global Investors.

BlackRock's Annual Reports on Form 10-K and BlackRock's subsequent filings with the SEC, accessible on

the SEC's website at http://www.sec.gov and on BlackRock's website at http://www.blackrock.com,

discuss these factors in more detail and identify additional factors that can affect forward-looking

statements. The information contained on our website is not a part of this press release.

Attachment I

Three months

ended

December 31,

2010 2009 $ Change % Change 2009 $ Change % Change

Revenue

Investment advisory, administration fees and securities lending

revenue $1,753 $800 $953 119% $1,254 $499 40%

Investment advisory performance fees 5 0 11 39 355% 1 25 (75) (60%)

BlackRock Solutions

and advisory 113 1 35 ( 22) (16%) 1 08 5 5%

Distribution fees 2 8 25 3 12% 27 1 4%

Other revenue 5 1 16 35 219% 30 21 70%

Total revenue 1,995 9 87 1,008 102% 1 ,544 451 29%

Expenses

Employee compensation and benefits 7 73 3 51 422 120% 6 17 156 25%

Distribution and servicing costs 100 1 27 ( 27) (21%) 1 06 ( 6) (6%)

Amortization of deferred mutual fund sales commissions 2 6 27 (1) (4%) 24 2 8%

Direct fund expenses 113 13 100 NM 52 61 117%

General and administration 2 89 1 40 149 106% 3 17 (28) (9%)

Restructuring charges - 22 ( 22) (100%) - - NM

Amortization of intangible assets 4 0 36 4 11% 39 1 3%

Total expenses 1,341 7 16 625 87% 1 ,155 186 16%

Operating income 654 2 71 383 141% 3 89 265 68%

Non-operating income (expense)

Net gain (loss) on investments 3 8 (172) 210 NM 37 1 3%

Interest and dividend income 4 8 (4) (50%) 4 - -%

Interest expense (40) (15) ( 25) 167% (23) (17) 74%

Total non-operating income (expense) 2 (179) 181 NM 18 (16) (89%)

Income before income taxes 656 92 564 NM 4 07 249 61%

Income tax expense 2 28 30 198 NM 1 50 78 52%

Net income

428 62 366 NM 2 57 171 67%

Less:

Net income (loss) attributable to non-controlling interests 5 (22) 27 NM 1 4 400%

 

Net income attributable to BlackRock, Inc.

$423 $84 $339 404% $256 $167 65%

Weighted-average common shares outstanding (e)

Basic 1 89,676,023 1 30,216,218 59,459,805 46% 1 52,062,468 37,613,555 25%

Diluted 1 92,152,251 1 31,797,189 60,355,062 46% 1 55,040,242 37,112,009 24%

Earnings per share attributable to BlackRock, Inc.

common stockholders (e)

Basic $2.20 $0.63 $1.57 249% $1.65 $0.55 33%

Diluted $2.17 $0.62 $1.55 250% $1.62 $0.55 34%

 

Cash dividends declared and paid per share

$1.00 $0.78 $0.22 28% $0.78 $0.22 28%

Supplemental information:

Operating income, as adjusted (a) $727 $307 $420 137% $561 $166 30%

Operating margin, GAAP basis 32.8% 27.5% 5.3% 19% 25.2% 7.6% 30%

Operating margin, as adjusted (a) 38.9% 37.2% 1.7% 5% 39.7% (0.8%) (2%)

Non-operating income (expense), less net income (loss) attributable

to non-controlling interests, as adjusted (b) ($6) ($153) $147 96% $13 ($19) NM

Net income attributable to BlackRock, Inc., as adjusted (c), (d) $469 $110 $359 326% $379 $90 24%

Diluted earnings attributable to BlackRock, Inc. common

stockholders per share, as adjusted (c), (d), (e) $2.40 $0.81 $1.59 196% $2.39 $0.01 -%

Effective tax rate, GAAP basis 35.0% 26.3% 8.7% 33% 36.9% (1.9%) (5%)

NOTE: Certain prior period information has been reclassified to conform to current period presentation.

NM - Not meaningful

March 31,

Three months ended

BlackRock, Inc.

Condensed Consolidated Statements of Income and Supplemental Information

(Dollar amounts in millions, except per share data)

(unaudited)

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BlackRock, Inc.

Notes to Condensed Consolidated Statements of Income and Supplemental Information

(Unaudited)

BlackRock reports its financial results on a GAAP basis; however, management believes that evaluating the Company's ongoing operating

results may be enhanced if investors have additional non-GAAP basis financial measures. Management reviews non-GAAP financial measures

to assess ongoing operations and, for the reasons described below, considers them to be effective indicators, for both management and

investors, of BlackRock's financial performance over time. BlackRock's management does not advocate that investors consider such non-GAAP

financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

Certain prior period non-GAAP data has been reclassified to conform to the current presentation. Computations for all periods are derived

from the Company's condensed consolidated statements of income as follows:

(a) Operating income, as adjusted, and operating margin, as adjusted:

Operating income, as adjusted, equals operating income, GAAP basis, excluding certain items deemed non-recurring by management or

transactions that ultimately will not impact BlackRock's book value, as indicated in the table below. Operating income used for operating

margin measurement equals operating income, as adjusted, excluding the impact of closed-end fund launch costs and commissions.

Operating margin, as adjusted, equals operating income used for operating margin measurement, divided by revenue used for operating

margin measurement, as indicated in the table below.

Three Months Ended

March 31, December 31,

2010 2009 2009

Operating income, GAAP basis $654 $271 $389

Non-GAAP adjustments:

BGI transaction/integration costs

Employee compensation and benefits 18 - 60

General and administration 34 - 92

Total BGI transaction/integration costs 52 - 152

PNC LTIP funding obligation 15 15 14

Merrill Lynch compensation contribution 3 3 2

Restructuring charges - 22 -

Compensation expense related to appreciation (depreciation)

on deferred compensation plans 3 (4) 4

Operating income, as adjusted

727

307 561

Closed-end fund launch costs - 2 -

Closed-end fund launch commissions - 1 -

Operating income used for operating margin measurement $727 $310 $561

Revenue, GAAP basis $1,995 $987 $1,544

Non-GAAP adjustments:

Distribution and servicing costs (100) (127) (106)

Amortization of deferred mutual fund sales commissions (26) (27) (24)

Revenue used for operating margin measurement $1,869 $833 $1,414

Operating margin, GAAP basis 32.8% 27.5% 25.2%

Operating margin, as adjusted 38.9% 37.2% 39.7%

- 10 -

BlackRock, Inc.

Notes to Condensed Consolidated Statements of Income and Supplemental Information

(Unaudited)

(continued)

(a) (continued)

Management believes that operating income, as adjusted, and operating margin, as adjusted, are effective indicators of BlackRock's financial

performance over time. As such, management believes that operating income, as adjusted, and operating margin, as adjusted, provide

useful disclosure to investors.

Operating income, as adjusted:

Restructuring charges recorded in 2009 consist of compensation costs, occupancy costs and professional fees. BGI transaction/integration

costs recorded in 2010 and 2009 consist principally of certain advisory payments, compensation expense, legal fees, marketing and consulting

expenses incurred in conjunction with the BGI transaction. The expenses associated with restructuring and BGI transaction and integration

costs have been deemed non-recurring by management and have been excluded from operating income, as adjusted, to help enhance the

comparability of this information to prior periods. As such, management believes that operating margins exclusive of these costs are useful

measures in evaluating BlackRock's operating performance for the respective periods.

The portion of compensation expense associated with certain long-term incentive plans ("LTIP") that will be funded through the distribution

to participants of shares of BlackRock stock held by The PNC Financial Services Group, Inc. ("PNC") and the Merrill Lynch cash compensation

contribution, a portion of which has been received, have been excluded because these charges ultimately do not impact BlackRock's book

value.

Compensation expense associated with appreciation (depreciation) on assets related to certain BlackRock deferred compensation plans has

been excluded as returns on investments set aside for these plans, which substantially offset this expense, are reported in non-operating

income.

Operating margin, as adjusted:

Operating income used for measuring operating margin, as adjusted, is equal to operating income, as adjusted, excluding the impact of

closed-end fund launch costs and commissions. Management believes that excluding such costs and commissions is useful because these costs

can fluctuate considerably and revenues associated with the expenditure of these costs will not fully impact BlackRock's results until future

periods.

Operating margin, as adjusted, allows BlackRock to compare performance from period-to-period by adjusting for items that may not recur,

recur infrequently or may fluctuate based on market movement, such as restructuring charges, transaction/integration costs, closed-end fund

launch costs, commissions and fluctuations in compensation expense based on mark-to-market movements in investments held to fund certain

compensation plans. BlackRock also uses operating margin, as adjusted, to monitor corporate performance and efficiency and as a

benchmark to compare its performance to other companies. Management uses both the GAAP and non-GAAP financial measures in evaluating

the financial performance of BlackRock. The non-GAAP measure by itself may pose limitations because it does not include all of BlackRock's

revenues and expenses.

Revenue used for operating margin, as adjusted, excludes distribution and servicing costs paid to related parties and to other third parties.

Management believes that excluding such costs is useful to BlackRock because it creates consistency in the treatment for certain contracts

for similar services, which due to the terms of the contracts, are accounted for under GAAP on a net basis within investment advisory,

administration fees and securities lending revenue. Amortization of deferred mutual fund sales commissions is excluded from revenue used

for operating margin measurement, as adjusted, because such costs, over time, offset distribution fee revenue earned by the Company. For

each of these items, BlackRock excludes from revenue used for operating margin, as adjusted, the costs related to each of these items as a

proxy for such offsetting revenues.

- 11 -

-

BlackRock, Inc.

Notes to Condensed Consolidated Statements of Income and Supplemental Information

(Unaudited)

(continued)

(b) Non-operating income (expense), less net income (loss) attributable to non-controlling interests, as adjusted:

Non-operating income (expense), less net income (loss) attributable to non-controlling interests ("NCI"), as adjusted, equals non-operating income

(expense), GAAP basis, less net income (loss) attributable to NCI, GAAP basis, adjusted for compensation expense associated with depreciation

(appreciation) on assets related to certain BlackRock deferred compensation plans. The compensation expense offset is recorded in operating

income. This compensation expense has been included in non-operating income (expense), less net income (loss) attributable to NCI, as adjusted,

to offset returns on investments set aside for these plans, which are reported in non-operating income (expense), GAAP basis.

Three Months Ended

March 31, December 31,

2010 2009 2009

Non-operating income (expense), GAAP basis $2 ($179) $18

Less: Net income (loss) attributable to NCI, GAAP basis 5 (22) 1

Non-operating income (expense) (1) (3) (157) 17

Compensation expense related to (appreciation) depreciation on

deferred compensation plans (3) 4 (4)

Non-operating income (expense), less net income (loss)

attributable to NCI, as adjusted (1) ($6) ($153) $13

(1) Includes net income (loss) attributable to NCI (redeemable and non-redeemable) related to investment activities.

Management believes that non-operating income (expense), less net income (loss) attributable to non-controlling interests, as adjusted,

provides for comparability of this information to prior periods and is an effective measure for reviewing BlackRock's non-operating

contribution to its results. As compensation expense associated with depreciation (appreciation) on assets related to certain deferred

compensation plans, which is included in operating income, offsets the gain/(loss) on the investments set aside for these plans, management

believes that non-operating income (expense), less net income (loss) attributable to NCI, as adjusted, provides a useful measure, for both

management and investors, of BlackRock's non-operating results that impact book value.

12 -

- 13 -

BlackRock, Inc.

Notes to Condensed Consolidated Statements of Income and Supplemental Information

(Unaudited)

(continued)

(c) Net income attributable to BlackRock, Inc., as adjusted:

Management believes that net income attributable to BlackRock, Inc., as adjusted, and diluted common earnings per share, as adjusted, are

useful measures of BlackRock's profitability and financial performance. Net income attributable to BlackRock, Inc., as adjusted, equals net

income attributable to BlackRock, Inc., GAAP basis, adjusted for significant non-recurring items as well as charges that ultimately will not impact

BlackRock's book value.

Three Months Ended

March 31, December 31,

2010 2009 2009

Net income attributable to BlackRock, Inc., GAAP

basis $423 $84 $256

Non-GAAP adjustments, net of tax: (d)

BGI transaction/integration costs 34 - 108

PNC LTIP funding obligation 10 10 12

Merrill Lynch compensation contribution 2 2 3

Restructuring charges - 14 -

Net income attributable to BlackRock, Inc., as

adjusted $469 $110 $379

Allocation of net income attributable to BlackRock, Inc.,

as adjusted: (f)

Common shares $462 $107 $371

Participating RSUs 7 3 8

Net income attributable to BlackRock, Inc., as

adjusted $469 $110 $379

Diluted weighted average common shares outstanding (e) 192,152,251 131,797,189 155,040,242

Diluted earnings per common share, GAAP basis (e)

$2.17 $0.62 $1.62

Diluted earnings per common share, as adjusted (e) $2.40 $0.81 $2.39

The restructuring charges and BGI transaction and integration costs reflected in GAAP net income attributable to BlackRock, Inc. have been

deemed non-recurring by management and have been excluded from net income attributable to BlackRock, Inc., as adjusted, to help enhance the

comparability of this information to prior reporting periods.

The portion of the compensation expense associated with LTIP awards that will be funded through the distribution to participants of shares of

BlackRock stock held by PNC and the Merrill Lynch cash compensation contribution, a portion of which have been received, has been excluded

from net income attributable to BlackRock, Inc., as adjusted, because these charges ultimately do not impact BlackRock's book value.

(d) For the quarters ended March 31, 2010, March 31, 2009 and December 31, 2009 non-GAAP adjustments were tax effected at 35%, 35% and

26.8%, respectively, which reflect the blended rate applicable to the adjustments. BlackRock's tax rate in fourth quarter 2009 includes the

impact of changes in the fourth quarter to the respective full year blended rate applicable to the adjustments.

(e) Series A, B, C and D non-voting participating preferred stock are considered to be common stock equivalents for purposes of determining basic

and diluted earnings per share calculations. Certain unvested restricted stock units are not included in this number as they are deemed

participating securities in accordance with Accounting Standards Codification ("ASC") 260-10, Earnings per Share ("ASC 260-10").

(f) Allocation of net income attributable to BlackRock, Inc., as adjusted, to common shares and participating RSUs is calculated pursuant to the

two-class method as defined in ASC 260-10.

Attachment II

Three months

ended

December 31,

2010 2009 $ Change % Change 2009 $ Change % Change

Investment advisory, administration fees and

securities lending revenue

Equity

Index $ 489 $ 5 $ 484 NM $ 1 74 $ 3 15 181%

Active 461 232 2 29 99% 398 63 16%

Fixed income

Index 9 6 1 9 5 NM 34 62 182%

Active 254 196 5 8 30% 246 8 3%

Multi-asset class 166 9 8 6 8 69% 148 18 12%

Alternative 155 9 3 6 2 67% 119 36 30%

Cash management 132 175 (43) (25%) 135 ( 3) (2%)

1,753 800 9 53 119% 1,254 4 99 40%

Investment advisory performance fees

Equity 5 5 - -% 36 (31) (86%)

Fixed income 1 3 3 1 0 333% 11 2 18%

Multi-asset class 1 1 - -% 5 ( 4) (80%)

Alternative 3 1 2 2 9 NM 73 (42) (58%)

5 0 1 1 3 9 355% 125 (75) (60%)

BlackRock Solutions

and advisory 113 135 (22) (16%) 108 5 5%

Distribution fees 2 8 2 5 3 12% 27 1 4%

Other revenue 5 1 1 6 3 5 219% 30 21 70%

Total revenue $ 1,995 $ 987 $ 1,008 102% $ 1 ,544 $ 4 51 29%

NM - Not meaningful

NOTE: Certain prior period information has been reclassified to conform to current period presentation.

Three months

ended

December 31,

2010 2009 $ Change % Change 2009 $ Change % Change

Total non-operating income (expense) $ 2 $ (179) $ 181 NM $ 18 $ (16) (89%)

Less: Net income (loss) attributable to NCI 5 (22) 2 7 NM 1 4 400%

Total non-operating income (expense), less net

income (loss) attributable to NCI $ (3) $ (157) $ 154 98% $ 17 $ (20) NM

Estimated

economic Three months

investments at ended

March 31, December 31,

20103 2010 2009 $ Change % Change 2009 $ Change % Change

Net gain (loss) on investments 1

Private equity 25 - 30% $ 8 $ ( 20) $ 2 8 NM $ 5 $ 3 60%

Real estate <10% (1) (93) 92 99% (3) 2 67%

Distressed credit/mortgage funds 20 - 25% 20 (12) 32 NM 21 (1) (5%)

Hedge funds/funds of hedge funds 10 - 15% 6 (6) 12 NM 9 (3) (33%)

Other investments 2 25 - 30% (3) (15) 1 2 80% - ( 3) NM

Sub-total 30 (146) 176 NM 32 (2) (6%)

Investments related to deferred compensation plans 3 (4) 7 NM 4 (1) (25%)

Total net gain (loss) on investments 1 33 (150) 183 NM 36 (3) (8%)

Interest and dividend income 4 8 (4) (50%) 4 - -%

Interest expense (40) (15) (25) 167% (23) (17) 74%

Total non-operating income (expense) 1 (3) (157) 154 98% 17 (20) NM

Compensation expense related to depreciation

(appreciation) on deferred compensation plans (3) 4 (7) NM ( 4) 1 (25%)

Non-operating income (expense), as adjusted 1

$ (6) $ (153) $ 147 96% $ 13 $ (19) NM

1 Includes net income (loss) attributable to non-controlling interests ("NCI") (redeemable and non-redeemable) related to investment activities.

3 Represents estimated percentages of BlackRock's corporate economic investment portfolio.

NM - Not meaningful

NOTE: Certain prior period information has been reclassified to conform to current period presentation.

March 31,

Three months ended

Total

2 Net gain (loss) for other investments includes net gains / (losses) related to equity and fixed income investments and BlackRock's seed capital hedging program.

BlackRock, Inc.

Summary of Non-operating Income (Expense)

(Dollar amounts in millions)

(unaudited)

Three months ended

March 31,

Total

BlackRock, Inc.

Summary of Revenues

(Dollar amounts in millions)

(unaudited)

March 31,

Three months ended

-14-

Attachment III

Summary

March 31, December 31, March 31, December 31, March 31,

2010 2009 2009 2009 2009

Equity

Index $ 1,229,253 $ 1,183,005 $ 50,065 4% NM

Active 353,269 353,050 141,447 -% 150%

Fixed income

Index 470,589 459,744 3,075 2% NM

Active 588,594 595,883 469,581 (1%) 25%

Multi-asset class 154,750 142,029 73,972 9% 109%

Alternative 101,886 102,101 53,592 (-%) 90%

Long-term 2,898,341 2,835,812 791,732 2% 266%

Cash management 306,536 349,277 322,478 (12%) (5%)

Sub Total

3 ,204,877 3,185,089 1,114,210 1% 188%

Advisory 6 1 59,021 161,167 169,145 (1%) (6%)

Total AUM $ 3,363,898 $ 3,346,256 $ 1,283,355 1% 162%

Current Quarter Component Changes Net Market

December 31, subscriptions appreciation Foreign March 31,

2009 (redemptions) 2 Acquisition (depreciation) exchange 5 2010

Equity

Index $ 1,183,005 $ 4,560 $ - $ 51,662 $ (9,974) $ 1,229,253

Active 353,050 (7,929) - 11,833 (3,685) 353,269

Fixed income

Index 459,744 13,608 - 7,412 (10,175) 470,589

Active 595,883 (14,350) - 11,305 (4,244) 588,594

Multi-asset class 142,029 10,559 - 4,346 (2,184) 154,750

Alternative 102,101 2,465 - (1,686) (994) 101,886

Long-term 2,835,812 8,913

-

84,872 (31,256) 2,898,341

Cash management 349,277 (39,599) - 77 (3,219) 306,536

Sub Total

3,185,089 (30,686) - 84,949 (34,475) 3,204,877

Advisory 6 161,167 (2,864) - ( 177) 895 1 59,021

Total AUM $ 3,346,256 $ (33,550) $ - $ 84,772 $ (33,580) $ 3,363,898

Year over Year Component Changes Net Market

March 31, subscriptions appreciation Foreign March 31,

2009 (redemptions) 2 Acquisitions 3, 4 (depreciation) exchange 5 2010

Equity

Index $ 5 0,065 $ 32,632 $ 1,055,456 $ 105,007 $ (13,907) $ 1,229,253

Active 141,447 1,548 132,205 76,986 1,083 353,269

Fixed income

Index 3,075 20,318 467,768 (3,744) (16,828) 470,589

Active 469,581 17,202 49,491 51,131 1,189 588,594

Multi-asset class 73,972 21,436 36,408 23,011 (77) 154,750

Alternative 53,592 542 49,395 (1,209) (434) 101,886

Long-term 791,732 93,678 1,790,723 251,182 (28,974) 2,898,341

Cash management 322,478 (73,070) 59,530 6 5 (2,467) 306,536

Sub Total

1 ,114,210 20,608 1,850,253 251,247 (31,441) 3,204,877

Advisory 6 1 69,145 (15,742) - 1 03 5,515 159,021

Total AUM $ 1,283,355 $ 4,866 $ 1,850,253 $ 251,350 $ (25,926) $ 3,363,898

1 Data reflects the reclassification of AUM into the current period presentation.

2 Includes distributions representing return of capital and return on investment to investors.

3 Includes AUM acquired from Barclays Bank PLC in December 2009 and acquisition adjustments to conform to current period combined AUM policy.

4 Includes AUM acquired from R3 Capital Management, LLC in April 2009.

6 Advisory AUM represents long-term portfolio liquidation assignments.

5 Foreign exchange reflects the impact of converting non-U.S. dollar denominated AUM into U.S. dollars for reporting purposes.

Variance vs.

BlackRock, Inc.

Assets Under Management(1)

(Dollar amounts in millions)

(unaudited)

-15-