UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR/A
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-05611
Name of Fund: BlackRock MuniVest Fund, Inc.
Fund Address: P.O. Box 9011
Princeton, NJ 08543-9011
Name and address of agent for service: Robert C. Doll, Jr., Chief Executive
Officer, BlackRock MuniVest Fund, Inc., 800 Scudders Mill Road,
Plainsboro, NJ 08536. Mailing address: P.O. Box 9011, Princeton, NJ
08543-9011
Registrant's telephone number, including area code: (609) 282-2800
Date of fiscal year end: 08/31/06
Date of reporting period: 09/01/05 - 08/31/06
Item 1 - Report to Stockholders
ALTERNATIVES BLACKROCK SOLUTIONS EQUITIES
FIXED INCOME LIQUIDITY REAL ESTATE
BlackRock MuniVest Fund, Inc. BLACKROCK
ANNUAL REPORT | AUGUST 31, 2006
(As Restated)
NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE
BlackRock MuniVest Fund, Inc.
--------------------------------------------------------------------------------
The financial statements and financial highlights in this report have been
restated as described in Note 6 to the financial statements. Other information
in this report affected by the restatement has been revised.
--------------------------------------------------------------------------------
Portfolio Information as of August 31, 2006 (As Restated. See Note 6)
Quality Ratings by Percent of
S&P/Moody's Total Investments
--------------------------------------------------------------------------------
AAA/Aaa ............................................................. 34.3%
AA/Aa ............................................................... 19.7
A/A ................................................................. 24.2
BBB/Baa ............................................................. 17.6
BB/Ba ............................................................... 1.6
B/B ................................................................. 1.0
NR (Not Rated) ...................................................... 1.4
Other* .............................................................. 0.2
--------------------------------------------------------------------------------
* Includes portfolio holdings in variable rate demand notes.
Proxy Results
During the six-month period ended August 31, 2006, BlackRock MuniVest Fund,
Inc.'s shareholders voted on the following proposals. The proposals were
approved at a shareholders' meeting on August 15, 2006. A description of the
proposals and number of shares voted were as follows:
---------------------------------------------------------------------------------------------------
Shares Voted Shares Voted Shares Voted
For Against Abstain
---------------------------------------------------------------------------------------------------
To approve a new investment advisory agreement. 34,352,517 1,303,728 1,477,374
---------------------------------------------------------------------------------------------------
To approve a contingent subadvisory agreement. 34,296,617 1,344,757 1,492,245
---------------------------------------------------------------------------------------------------
Announcement of Annual Stockholders Meeting
The Fund has determined that its annual stockholders meeting originally
scheduled to be held in January 2007 will be postponed and will be held in June
2007. Proposals of stockholders intended to be presented at the meeting must be
received by the Fund by January 15, 2007 for inclusion in the Fund's proxy
statement and form of proxy for that meeting. The persons named as proxies in
the proxy materials for the Fund's 2007 annual meeting of stockholders may
exercise discretionary authority with respect to any stockholder proposal
presented at such meeting if written notice of such proposal has not been
received by the Fund by April 1, 2007. Written proposals and notices should be
sent to the Secretary of the Fund, 800 Scudders Mill Road, Plainsboro, New
Jersey 08536.
2 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
A Letter to Shareholders
Dear Shareholder
It is my pleasure to welcome you to BlackRock.
On September 29, 2006, BlackRock, Inc. ("BlackRock") and Merrill Lynch
Investment Managers, L.P. ("MLIM") united to form one of the largest asset
management firms in the world. Now with more than $1 trillion in assets under
management, over 4,000 employees in 18 countries and representation in key
markets worldwide, BlackRock's global presence means greater depth and scale to
serve you.
The new BlackRock unites some of the finest money managers in the industry. Our
ranks include more than 500 investment professionals globally -- portfolio
managers, research analysts, risk management professionals and traders. With
offices strategically located around the world, our investment professionals
have in-depth local knowledge and the ability to leverage our global presence
and robust infrastructure to deliver focused investment solutions. BlackRock's
professional investors are supported by disciplined investment processes and
best-in-class technology, ensuring that our portfolio managers are well equipped
to research, uncover and capitalize on the opportunities the world's markets
have to offer.
The BlackRock culture emphasizes excellence, teamwork and integrity in the
management of a variety of equity, fixed income, cash management, alternative
investment and real estate products. Our firm's core philosophy is grounded in
the belief that experienced investment and risk professionals using disciplined
investment processes and sophisticated analytical tools can consistently add
value to client portfolios.
As you probably are aware, former MLIM investment products now carry the
"BlackRock" name. This is reflected in newspapers and online fund reporting
resources. Your account statements will reflect the BlackRock name beginning
with the October month-end reporting period. Unless otherwise communicated to
you, your funds maintain the same investment objectives that they did prior to
the combination of MLIM and BlackRock. Importantly, this union does not affect
your brokerage account or your relationship with your financial advisor. Clients
of Merrill Lynch remain clients of Merrill Lynch.
We view this combination of asset management leaders as a complementary union
that reinforces our commitment to shareholders. Individually, each firm made
investment performance its single most important mission. Together, we are even
better prepared to capitalize on market opportunities on behalf of our
shareholders. Our focus on investment excellence is accompanied by an unwavering
commitment to service, enabling us to assist clients, in cooperation with their
financial professionals, in working toward their investment goals. We thank you
for allowing us the opportunity, and we look forward to serving your investment
needs in the months and years ahead as the new BlackRock.
Sincerely,
/s/ Robert C. Doll, Jr.
Robert C. Doll, Jr.
Vice Chairman
BlackRock, Inc.
Data, including assets under management, are as of June 30, 2006.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 3
A Discussion With Your Fund's Portfolio Manager
Our commitment to providing shareholders with an attractive level of
income continued to drive portfolio activity, allowing the Fund to maintain an
above-average distribution rate throughout the fiscal year.
Describe the recent market environment relative to municipal bonds.
Long-term bond yields rose throughout most of the past year before declining in
August as bond prices correspondingly improved. The shift in direction was
largely a reaction to the Federal Reserve Board's (the Fed) decision on August 8
to refrain from raising the federal funds target rate. After 17 consecutive
interest rate hikes since mid-2004, a moderation in economic growth and decline
in inflationary expectations were cited as reasons for the Fed's pause. Earlier
in the 12-month period, bond yields rose steadily (and their prices fell) as
investors focused on solid economic growth in the United States and abroad.
Despite a decline in gross domestic product growth between the first and second
quarters of 2006, U.S. economic activity so far this year has outpaced the 3.2%
annual growth rate posted in 2005. Rising commodity prices also stoked
inflationary fears, further weighing on bond prices.
Overall, 30-year U.S. Treasury bond yields rose 62 basis points (.62%) during
the 12-month period to 4.88%, while 10-year U.S. Treasury note yields rose 72
basis points to 4.74%. The yield curve continued to flatten as short-term
interest rates rose more than longer-term interest rates. Municipal bond yields
also rose, although the tax-exempt market's strong technical position provided
price support and allowed municipal bond prices to decline less than those of
taxable bonds. As measured by Municipal Market Data, yields on AAA-rated
municipal issues maturing in 30 years rose just four basis points to 4.26%,
while yields on AAA-rated issues maturing in 10 years rose 28 basis points to
3.78%.
The rise in yields prompted a revival in investor demand for municipal bonds.
The increased demand also was triggered by seasonal factors that served to
generate large cash flows into investor accounts. Investors received more than
$40 billion in June and July from coupon income and the proceeds from bond
maturities and early redemptions. Consequently, municipal bond fund flows
continued to be supportive. As reported by the Investment Company Institute,
open-end tax-exempt bond funds received net new cash inflows of over $6.8
billion in the first seven months of 2006, compared to $4.2 billion during the
same period in 2005.
Also contributing to the outperformance of the municipal market has been
declines in new issuance. During the past six months, more than $195 billion in
new long-term tax-exempt bonds was underwritten, a 10% decline compared to the
same period a year earlier. Recent declines in issuance have largely been the
result of a 56% drop in refunding activity so far this year. Rising bond yields
have made the refinancing of existing higher-couponed debt issues increasingly
problematic, as the potential economic savings have rapidly diminished. In
addition, the improved fiscal condition of many state and local governments has
resulted in lower borrowing trends, with many new municipal capital projects
financed from existing budget surpluses. The declines in issuance have led many
analysts to lower their annual issuance forecasts. Lower annual issuance would
further solidify the tax-exempt market's already positive technical position.
Looking ahead, municipal market fundamentals are likely to remain favorable,
leading us to expect the tax-exempt market to perform at least as well as
comparable U.S. Treasury issues. Attractive yield ratios have continued to draw
both retail and institutional investors to the municipal market. Based on this,
and the prospect for reduced annual issuance in 2006, we believe the municipal
market should continue to perform well in the coming months.
How did the Fund perform during the fiscal year?
For the 12-month period ended August 31, 2006, the Common Stock of BlackRock
MuniVest Fund, Inc. had net annualized yields of 5.92% and 6.09%, based on a
year-end per share net asset value of $9.93 and a per share market price of
$9.66, respectively, and $.588 per share income dividends. Over the same period,
the total investment return on the Fund's Common Stock was +3.27%, based on a
change in per share net asset value from $10.23 to $9.93, and assuming
reinvestment of all distributions.
The Fund's total return, based on net asset value, lagged the +4.13% average
return of the Lipper General Municipal Debt Funds (Leveraged) category for the
12-month period. (Funds in this Lipper category invest primarily in municipal
debt issues rated in the top four credit rating categories. These funds can be
leveraged via use of debt, preferred equity and/or reverse repurchase
agreements.) The Fund's underperformance resulted partly from our premature
positioning for an improving bond market. (This involved maintaining an
4 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
interest rate sensitivity above that of our peers.) We expected the Fed to stop
raising interest rates by mid-2006 and, coincident with such a pause, for bond
price appreciation to ensue prior to August.
Perhaps more importantly, Fund performance was negatively impacted by our
exposure to the intermediate sector of the tax-exempt yield curve, an area that
lagged as the curve flattened. Over time, many of the Fund's holdings are
prerefunded to shorter call dates, while other issues are priced to shorter and
shorter call dates. This resulted in an increased exposure to intermediate
maturities (10 years or less), which have been particularly sensitive to the
increase in interest rates. Nevertheless, we chose to maintain the Fund's
exposure to intermediate bonds given their relatively high acquisition yields.
The sale of these bonds would result in both a material decline in the Fund's
distribution yield and significant taxable capital gains. On the positive side,
these credits allowed the Fund to maintain an above-average distribution yield.
For the six-month period ended August 31, 2006, the total investment return on
the Fund's Common Stock was +2.36%, based on a change in per share net asset
value from $9.99 to $9.93, and assuming reinvestment of all distributions.
For a description of the Fund's total investment return based on a change in the
per share market value of the Fund's Common Stock (as measured by the trading
price of the Fund's shares on the American Stock Exchange), and assuming
reinvestment of distributions, please refer to the Financial Highlights section
of this report. As a closed-end fund, the Fund's shares may trade in the
secondary market at a premium or discount to the Fund's net asset value. As a
result, total investment returns based on changes in the market value of the
Fund's Common Stock can vary significantly from total investment returns based
on changes in the Fund's net asset value.
What changes were made to the portfolio during the period?
Declines in new-issue volume and low nominal market yields served to limit
portfolio activity during the past year. In general, new purchases have been
focused on issues rated A or higher, particularly those in California and New
York, where greater issuance has made it easier to obtain attractively priced
bonds. We recently added some A-rated hospital bonds to the portfolio, which
provide both a generous level of coupon income and liquidity.
The Fund's overall credit quality improved during the year. At period-end, 78.2%
of the Fund was rated A or higher, compared to 70.7% on August 31, 2005. In
addition, 95.8% of the portfolio was rated BBB or higher at period-end compared
to 96% a year ago.
For the six-month period ended August 31, 2006, the Fund's Auction Market
Preferred Stock had average yields as follows: Series A, 3.27%; Series B, 3.44%;
Series C, 3.48%; Series D, 3.34%; Series E, 3.33%; and Series F, 3.42%. The Fed
raised short-term interest rates seven times during the 12-month period, and
this had an associated impact on the Fund's borrowing costs. Since the Fed opted
not to raise interest rates in August, the Fund's borrowing costs have
stabilized and moved slightly lower. Despite the interest rate increases during
the period, the municipal yield curve remained positively sloped and continued
to generate an income benefit to the Common Stock shareholder from the
leveraging of Preferred Stock. However, should the spread between short-term and
long-term interest rates narrow, the benefits of leverage will decline and, as a
result, reduce the yield on the Fund's Common Stock. For a more complete
explanation of the benefits and risks of leveraging, see page 6 of this report
to shareholders.
How would you characterize the Fund's position at the close of the period?
We maintain a constructive view on the municipal market. The end of the Fed's
two-year interest rate-hiking campaign, combined with modest economic growth and
inflationary pressures, should promote a gradual improvement in tax-exempt bond
prices. Should we see signs of accelerated economic activity and/or rising wage
pressures, we would take steps to return to a more defensive positioning.
Overall, the Fund will remain fully invested in order to enhance the level of
income provided to shareholders. Portfolio activity in the months ahead will
likely be driven by our efforts to maintain an attractive yield.
Fred K. Stuebe
Vice President and Portfolio Manager
September 12, 2006
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 5
The Benefits and Risks of Leveraging
BlackRock MuniVest Fund, Inc. utilizes leveraging to seek to enhance the yield
and net asset value of its Common Stock. However, these objectives cannot be
achieved in all interest rate environments. To leverage, the Fund issues
Preferred Stock, which pays dividends at prevailing short-term interest rates,
and invests the proceeds in long-term municipal bonds. The interest earned on
these investments, net of dividends to Preferred Stock, is paid to Common Stock
shareholders in the form of dividends, and the value of these portfolio holdings
is reflected in the per share net asset value of the Fund's Common Stock.
However, in order to benefit Common Stock shareholders, the yield curve must be
positively sloped; that is, short-term interest rates must be lower than
long-term interest rates. At the same time, a period of generally declining
interest rates will benefit Common Stock shareholders. If either of these
conditions change, then the risks of leveraging will begin to outweigh the
benefits.
To illustrate these concepts, assume a fund's Common Stock capitalization of
$100 million and the issuance of Preferred Stock for an additional $50 million,
creating a total value of $150 million available for investment in long-term
municipal bonds. If prevailing short-term interest rates are approximately 3%
and long-term interest rates are approximately 6%, the yield curve has a
strongly positive slope. The fund pays dividends on the $50 million of Preferred
Stock based on the lower short-term interest rates. At the same time, the fund's
total portfolio of $150 million earns the income based on long-term interest
rates. Of course, increases in short-term interest rates would reduce (and even
eliminate) the dividends on the Common Stock.
In this case, the dividends paid to Preferred Stock shareholders are
significantly lower than the income earned on the fund's long-term investments,
and therefore the Common Stock shareholders are the beneficiaries of the
incremental yield. However, if short-term interest rates rise, narrowing the
differential between short-term and long-term interest rates, the incremental
yield pickup on the Common Stock will be reduced or eliminated completely. At
the same time, the market value of the fund's Common Stock (that is, its price
as listed on the American Stock Exchange) may, as a result, decline.
Furthermore, if long-term interest rates rise, the Common Stock's net asset
value will reflect the full decline in the price of the portfolio's investments,
since the value of the fund's Preferred Stock does not fluctuate. In addition to
the decline in net asset value, the market value of the fund's Common Stock may
also decline.
As of August 31, 2006, the Fund's leverage amount, due to Auction Market
Preferred Stock, was 35.42% of total net assets, before the deduction of
Preferred Stock.
As a part of its investment strategy, the Fund may invest in certain securities
whose potential income return is inversely related to changes in a floating
interest rate ("inverse floaters"). In general, income on inverse floaters will
decrease when short-term interest rates increase and increase when short-term
interest rates decrease. Investments in inverse floaters may be characterized as
derivative securities and may subject the Fund to the risks of reduced or
eliminated interest payments and losses of invested principal. In addition,
inverse floaters have the effect of providing investment leverage and, as a
result, the market value of such securities will generally be more volatile than
that of fixed rate, tax-exempt securities. To the extent the Fund invests in
inverse floaters, the market value of the Fund's portfolio and the net asset
value of the Fund's shares may also be more volatile than if the Fund did not
invest in these securities.
Swap Agreements
The Fund may invest in swap agreements, which are over-the-counter contracts in
which one party agrees to make periodic payments based on the change in market
value of a specified bond, basket of bonds or index in return for periodic
payments based on a fixed or variable interest rate or the change in market
value of a different bond, basket of bonds or index. Swap agreements may be used
to obtain or reduce exposure to a bond or market without owning or taking
physical custody of securities. Swap agreements involve the risk that the party
with whom the Fund has entered into the swap will default on its obligation to
pay the Fund and the risk that the Fund will not be able to meet its obligations
to pay the other party to the agreement.
6 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Schedule of Investments as of August 31, 2006 (As Restated. See Note 6)
(in Thousands)
Face
Amount Municipal Bonds Value
=======================================================================================
Alabama -- 2.8%
$ 2,550 Camden, Alabama, IDB, Exempt Facilities Revenue
Bonds (Weyerhaeuser Company), Series A,
6.125% due 12/01/2024 $ 2,778
Huntsville, Alabama, Health Care Authority
Revenue Bonds:
3,500 Series A, 5.75% due 6/01/2031 3,727
5,000 Series B, 5.75% due 6/01/2032 5,374
5,000 Selma, Alabama, IDB, Environmental Improvement
Revenue Refunding Bonds (International Paper
Company Project), Series B, 5.50% due 5/01/2020 5,294
=======================================================================================
Alaska -- 1.3%
7,405 Anchorage, Alaska, Lease Revenue Bonds (Correctional
Facility), 6% due 2/01/2010 (a)(i) 7,972
=======================================================================================
Arizona -- 1.6%
4,100 Maricopa County, Arizona, IDA, Education Revenue
Bonds (Arizona Charter Schools Project 1), Series A,
6.75% due 7/01/2029 4,115
Pima County, Arizona, IDA, Education Revenue Bonds
(Arizona Charter Schools Project):
2,100 Series E, 7.25% due 7/01/2031 2,263
500 Series I, 6.10% due 7/01/2024 516
1,000 Series I, 6.30% due 7/01/2031 1,035
1,565 Pima County, Arizona, IDA, Education Revenue
Refunding Bonds (Arizona Charter Schools
Project II), Series A, 6.75% due 7/01/2021 1,652
=======================================================================================
California -- 18.3%
18,850 California Health Facilities Financing Authority
Revenue Bonds (Kaiser Permanente), Series A,
5.25% due 4/01/2039 19,819
California State, GO:
1,360 5.50% due 4/01/2014 (a) 1,524
12,210 5.50% due 4/01/2030 13,347
California State Public Works Board, Lease
Revenue Bonds:
5,000 (Department of Corrections), Series C,
5.50% due 6/01/2022 5,478
6,000 (Department of Corrections), Series C,
5.50% due 6/01/2023 6,565
11,075 (Department of Mental Health -- Coalinga State
Hospital), Series A, 5.125% due 6/01/2029 11,530
11,250 California State, Various Purpose, GO, 5.50%
due 11/01/2033 12,285
5,240 California Statewide Communities Development
Authority, Health Facility Revenue Bonds (Memorial
Health Services), Series A, 6% due 10/01/2023 5,797
1,250 Chula Vista, California, IDR (San Diego Gas and Electric
Company), AMT, Series B, 5% due 12/01/2027 1,294
Golden State Tobacco Securitization Corporation of
California, Tobacco Settlement Revenue Bonds:
10,725 Series A-3, 7.875% due 6/01/2042 12,995
3,750 Series A-4, 7.80% due 6/01/2042 4,527
1,425 Series A-5, 7.875% due 6/01/2042 1,727
13,900 Series B, 5.375% due 6/01/2010 (a) 14,769
=======================================================================================
Colorado -- 0.7%
Colorado HFA, Revenue Refunding Bonds
(S/F Program), AMT:
695 Senior Series A-2, 6.60% due 5/01/2028 715
250 Senior Series A-2, 7.50% due 4/01/2031 257
3,000 Colorado Health Facilities Authority Revenue Bonds
(Lutheran Medical Center), Series A, 5.25%
due 6/01/2034 3,107
=======================================================================================
Connecticut -- 0.5%
2,810 Mohegan Tribe Indians Gaming Authority, Connecticut,
Public Improvement Revenue Refunding Bonds
(Priority Distribution), 6.25% due 1/01/2031 2,991
=======================================================================================
Florida -- 3.9%
Highlands County, Florida, Health Facilities Authority,
Hospital Revenue Bonds (Adventist Health System):
6,000 Series C, 5.25% due 11/15/2036 6,314
6,000 Series D, 5.375% due 11/15/2035 6,286
10,320 Orange County, Florida, Health Facilities Authority,
Hospital Revenue Bonds (Adventist Health System),
5.625% due 11/15/2032 11,061
=======================================================================================
Georgia -- 3.2%
Georgia Municipal Electric Authority, Power Revenue
Refunding Bonds:
4,600 Series W, 6.60% due 1/01/2018 5,380
250 Series W, 6.60% due 1/01/2018 (e) 291
250 Series Y,10% due 1/01/2010 (e) 299
Milledgeville-Baldwin County, Georgia, Development
Authority Revenue Bonds (Georgia College and
State University Foundation):
4,390 5.50% due 9/01/2024 4,670
3,500 5.625% due 9/01/2030 3,743
4,785 Monroe County, Georgia, Development Authority,
PCR, Refunding (Oglethorpe Power Corporation --
Scherer), Series A, 6.80% due 1/01/2011 5,308
=======================================================================================
Idaho -- 0.1%
530 Idaho Housing Agency, S/F Mortgage Revenue
Refunding Bonds, AMT, Series E-2, 6.90%
due 1/01/2027 544
=======================================================================================
Portfolio Abbreviations
To simplify the listings of BlackRock MuniVest Fund, Inc.'s portfolio holdings
in the Schedule of Investments, we have abbreviated the names of many of the
securities according to the list at right.
AMT Alternative Minimum Tax (subject to)
DRIVERS Derivative Inverse Tax-Exempt Receipts
EDA Economic Development Authority
GO General Obligation Bonds
HDA Housing Development Authority
HFA Housing Finance Agency
IDA Industrial Development Authority
IDB Industrial Development Board
IDR Industrial Development Revenue Bonds
M/F Multi-Family
PCR Pollution Control Revenue Bonds
RIB Residual Interest Bonds
S/F Single-Family
VRDN Variable Rate Demand Notes
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 7
Schedule of Investments (continued) (in Thousands)
Face
Amount Municipal Bonds Value
=======================================================================================
Illinois --12.4%
$ 5,000 Chicago, Illinois, O'Hare International Airport, General
Airport Revenue Refunding Bonds, Third Lien, AMT,
Series A, 5.75% due 1/01/2019 (c) $ 5,369
11,200 Chicago, Illinois, O'Hare International Airport
Revenue Bonds, AMT, Third Lien, Series B-2, 6%
due 1/01/2029 (n) 12,498
80 Chicago, Illinois, S/F Mortgage Revenue Bonds, AMT,
Series C, 7% due 3/01/2032 (d)(k) 82
10,000 Hodgkins, Illinois, Environmental Improvement
Revenue Bonds (Metro Biosolids Management, LLC
Project), AMT, 6% due 11/01/2023 10,455
2,140 Illinois Development Finance Authority Revenue
Bonds (Community Rehabilitation Providers
Facilities), Series A, 6.50% due 7/01/2022 2,326
1,365 Illinois Development Finance Authority, Revenue
Refunding Bonds (Community Rehabilitation
Providers Facilities), Series A, 6% due 7/01/2015 1,394
455 Illinois HDA, Revenue Refunding Bonds (M/F Program),
Series 5, 6.75% due 9/01/2023 461
13 Kane and De Kalb Counties, Illinois, Community Unit
School District Number 302, GO, DRIVERS,
Series 283, 7.767% due 2/01/2018 (f)(m) 15
McLean and Woodford Counties, Illinois, Community Unit, School
District Number 005, GO, Refunding (i):
5,000 6.25% due 12/01/2014 5,593
4,000 6.375% due 12/01/2016 4,502
18,550 Metropolitan Pier and Exposition Authority, Illinois,
Dedicated State Tax Revenue Refunding Bonds
(McCormick Place Expansion Project), Series B,
5.75% due 6/15/2023 (c) 20,430
Regional Transportation Authority, Illinois,
Revenue Bonds:
3,500 Series A, 7.20% due 11/01/2020 (h) 4,337
4,000 Series C, 7.75% due 6/01/2020 (f) 5,471
Will County, Illinois, School District Number 122 (New Lenox
Elementary), GO, Series A (i):
1,475 6.50% due 11/01/2010 (a) 1,636
505 6.50% due 11/01/2013 557
395 6.50% due 11/01/2015 436
=======================================================================================
Indiana -- 8.8%
5,000 Delaware County, Indiana, Hospital Authority, Hospital
Revenue Bonds (Cardinal Health System Obligated
Group), 5.125% due 8/01/2029 5,107
16,350 Indiana Health and Educational Facilities Financing
Authority, Hospital Revenue Bonds (Clarian Health
Obligation), Series A, 5.25% due 2/15/2040 17,119
4,290 Indiana State HFA, S/F Mortgage Revenue Refunding
Bonds, Series A, 6.80% due 1/01/2017 (j) 4,399
8,195 Indiana Transportation Finance Authority, Highway
Revenue Bonds, Series A, 6.80% due 12/01/2016 9,729
15,335 Indianapolis, Indiana, Local Public Improvement Bond
Bank Revenue Refunding Bonds, Series D, 6.75%
due 2/01/2014 17,561
=======================================================================================
Kansas -- 0.6%
3,805 Sedgwick and Shawnee Counties, Kansas, S/F
Mortgage Revenue Bonds (Mortgage-Backed
Securities Program), AMT, Series A-4, 5.95%
due 12/01/2033 (d) 3,898
=======================================================================================
Louisiana -- 5.0%
10,575 Louisiana Local Government, Environmental Facilities,
Community Development Authority Revenue Bonds
(Capital Projects and Equipment Acquisition),
Series A, 6.30% due 7/01/2030 (h) 12,065
Louisiana Public Facilities Authority, Hospital Revenue
Bonds (Franciscan Missionaries of Our Lady Health
System, Inc.), Series A:
6,220 5% due 8/15/2033 6,373
11,660 5.25% due 8/15/2036 12,193
=======================================================================================
Maine -- 0.3%
Portland, Maine, Housing Development Corporation, Senior Living
Revenue Bonds (Avesta Housing Development Corporation Project),
Series A:
775 5.70% due 8/01/2021 805
1,190 6% due 2/01/2034 1,238
=======================================================================================
Massachusetts --7.5%
2,035 Boston, Massachusetts, Water and Sewer Commission
Revenue Bonds, 9.25% due 1/01/2011 (e) 2,431
3,010 Massachusetts Bay Transportation Authority Revenue
Refunding Bonds (General Transportation System),
Series A, 7% due 3/01/2019 3,708
30,000 Massachusetts State Water Resource Authority
Revenue Bonds, Series A, 6.50% due 7/15/2019 35,590
3,480 Massachusetts State Water Resource Authority,
Revenue Refunding Bonds, Series A, 6%
due 8/01/2010 (a)(f) 3,811
=======================================================================================
Michigan -- 5.6%
7,695 Delta County, Michigan, Economic Development
Corporation, Environmental Improvement Revenue
Refunding Bonds (Mead Westvaco-Escanaba),
Series A, 6.25% due 4/15/2012 (a) 8,695
Macomb County, Michigan, Hospital Finance Authority,
Hospital Revenue Bonds (Mount Clemens General
Hospital), Series B:
3,715 5.75% due 11/15/2025 3,870
4,250 5.875% due 11/15/2034 4,485
1,900 Michigan State Hospital Finance Authority, Hospital
Revenue Refunding Bonds (Crittenton Hospital),
Series A, 5.625% due 3/01/2027 2,024
Michigan State Hospital Finance Authority, Revenue
Refunding Bonds:
3,000 (Henry Ford Health System), Series A,
5.25% due 11/15/2032 3,170
10,600 (Henry Ford Health System), Series A,
5% due 11/15/2038 10,889
1,000 (Sinai Hospital), 6.70% due 1/01/2026 1,016
=======================================================================================
Minnesota -- 1.5%
7,235 Minneapolis, Minnesota, Health Care System Revenue
Bonds (Allina Health System), Series A, 5.75%
due 11/15/2032 7,761
1,405 Saint Cloud, Minnesota, Health Care Revenue
Refunding Bonds (Saint Cloud Hospital Obligation
Group), Series A, 6.25% due 5/01/2017 (i) 1,537
=======================================================================================
8 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Schedule of Investments (continued) (in Thousands)
Face
Amount Municipal Bonds Value
=======================================================================================
Mississippi -- 6.1%
Lowndes County, Mississippi, Solid Waste Disposal and
PCR, Refunding (Weyerhaeuser Company Project):
$ 9,160 Series A, 6.80% due 4/01/2022 $ 10,987
4,500 Series B, 6.70% due 4/01/2022 5,351
20,705 Mississippi Business Finance Corporation, Mississippi,
PCR, Refunding (System Energy Resources Inc.
Project), 5.875% due 4/01/2022 20,737
=======================================================================================
Missouri -- 0.5%
2,600 Missouri State Development Finance Board,
Infrastructure Facilities Revenue Refunding Bonds
(Branson), Series A, 5.50% due 12/01/2032 2,704
240 Missouri State Housing Development Commission,
S/F Mortgage Revenue Bonds (Homeowner Loan),
AMT, Series A, 7.50% due 3/01/2031 (d) 251
=======================================================================================
Montana -- 1.0%
6,000 Forsyth, Montana, PCR, Refunding (Portland General
Electric Company), Series A, 5.20% due 5/01/2033 6,163
=======================================================================================
Nebraska -- 0.1%
415 Nebraska Investment Finance Authority, S/F Housing
Revenue Bonds, AMT, Series C, 6.30%
due 9/01/2028 (d)(k) 419
=======================================================================================
Nevada -- 0.8%
Nevada Housing Division, Multi-Unit Housing
Revenue Bonds, AMT (b):
3,475 (Arville Electric Project), 6.60% due 10/01/2023 3,548
1,200 Issue B, 7.45% due 10/01/2017 1,202
Nevada Housing Division Revenue Bonds
(S/F Program), AMT (j):
75 Senior Series E, 7% due 10/01/2019 75
20 Series A, 6.55% due 10/01/2012 20
=======================================================================================
New Hampshire -- 0.7%
1,275 New Hampshire Health and Education Facilities
Authority Hospital Revenue Bonds (Catholic Medical
Center), 5% due 7/01/2032 1,304
2,675 New Hampshire Health and Education Facilities
Authority, Revenue Refunding Bonds (Elliot Hospital),
Series B, 5.60% due 10/01/2022 2,868
=======================================================================================
New Jersey -- 5.3%
New Jersey EDA, Cigarette Tax Revenue Bonds:
9,080 5.50% due 6/15/2024 9,514
2,885 5.75% due 6/15/2029 3,090
2,855 5.50% due 6/15/2031 2,993
6,695 5.75% due 6/15/2034 7,127
8,480 Tobacco Settlement Financing Corporation of
New Jersey, Asset-Backed Revenue Bonds, 7%
due 6/01/2041 9,662
=======================================================================================
New Mexico -- 0.5%
3,300 Farmington, New Mexico, PCR, Refunding (Public
Service Company of New Mexico -- San Juan
Project), Series A, 5.80% due 4/01/2022 3,325
=======================================================================================
New York -- 12.9%
400 Metropolitan Transportation Authority, New York,
Dedicated Tax Fund, Revenue Refunding Bonds,
VRDN, Series B, 3.33% due 11/01/2022 (i)(l) 400
10,000 Metropolitan Transportation Authority, New York,
Transportation Revenue Bonds, Series A,
5% due 11/15/2031 10,463
18,565 New York City, New York, City Municipal Financing
Authority, Water and Sewer Systems Revenue
Bonds, Series B, 5% due 6/15/2036 19,397
1,125 New York City, New York, City Transitional Finance
Authority Revenue Bonds, RIB, Series 283,
8.79% due 11/15/2015 (m) 1,356
New York City, New York, GO:
7,150 Series F, 5.25% due 1/15/2033 7,529
360 Series I, 6.25% due 4/15/2007 (a)(n) 370
20 Series I, 6.25% due 4/15/2017 (n) 21
4,800 Series O, 5% due 6/01/2030 4,998
6,000 Sub-Series I-1, 5% due 4/01/2024 6,322
2,000 Sub-Series I-1, 5% due 4/01/2025 2,103
New York City, New York, GO, Refunding, Series A:
965 6.375% due 5/15/2014 (f) 1,063
3,350 5% due 8/01/2028 3,513
16,750 New York Liberty Development Corporation, Revenue
Bonds (Goldman Sachs Headquarters),
5.25% due 10/01/2035 18,911
1,000 New York State Dormitory Authority, Revenue
Refunding Bonds (Mount Sinai Health), Series A,
6.50% due 7/01/2025 1,078
400 New York State Local Government Assistance
Corporation, Revenue Refunding Bonds, Sub-Lien,
VRDN, Series 4V, 3.40% due 4/01/2022 (i)(l) 400
1,200 Triborough Bridge and Tunnel Authority, New York,
General Purpose Revenue Refunding Bonds, VRDN,
Series C, 3.34% due 1/01/2032 (h)(l) 1,200
=======================================================================================
North Carolina -- 0.7%
4,105 Gaston County, North Carolina, Industrial Facilities and
Pollution Control Financing Authority, Revenue
Bonds (National Gypsum Company Project), AMT,
5.75% due 8/01/2035 4,327
=======================================================================================
Ohio -- 0.2%
1,000 Richland County, Ohio, Hospital Facilities Revenue
Refunding Bonds (MedCentral Health System),
5.25% due 11/15/2036 1,047
=======================================================================================
Pennsylvania -- 4.1%
2,440 Pennsylvania State Higher Education Assistance
Agency Revenue Bonds, Capital Acquisition,
6.125% due 12/15/2010 (a)(c) 2,680
6,250 Pennsylvania State Higher Educational Facilities
Authority Revenue Bonds (University of
Pennsylvania Medical Center Health System),
Series A, 6% due 1/15/2031 6,807
Philadelphia, Pennsylvania, Authority for Industrial
Development, Senior Living Revenue Bonds:
1,000 (Arbor House Inc. Project), Series E, 6.10%
due 7/01/2033 1,046
1,355 (Rieder House Project), Series A, 6.10%
due 7/01/2033 1,418
9,280 Sayre, Pennsylvania, Health Care Facilities Authority,
Revenue Bonds (Guthrie Healthcare System),
Series B, 7.125% due 12/01/2031 11,038
1,750 Sayre, Pennsylvania, Health Care Facilities Authority,
Revenue Refunding Bonds (Guthrie Healthcare
System), Series A, 6.25% due 12/01/2018 1,928
=======================================================================================
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 9
Schedule of Investments (continued) (in Thousands)
Face
Amount Municipal Bonds Value
=======================================================================================
South Carolina -- 2.1%
$ 1,000 Georgetown County, South Carolina, Environmental
Improvement Revenue Refunding Bonds
(International Paper Company Project), AMT,
Series A, 5.55% due 12/01/2029 $ 1,042
3,500 Lexington County, South Carolina, Health Services
District Inc., Hospital Revenue Refunding and
Improvement Bonds, 5.50% due 11/01/2032 3,684
2,450 Medical University Hospital Authority, South Carolina,
Hospital Facilities Revenue Refunding Bonds,
6.50% due 8/15/2012 (a) 2,819
5,000 Richland County, South Carolina, Environmental
Improvement Revenue Refunding Bonds
(International Paper), AMT, 6.10% due 4/01/2023 5,419
=======================================================================================
Tennessee -- 1.6%
2,000 McMinn County, Tennessee, IDB, Solid Waste Revenue
Bonds (Recycling Facility -- Calhoun Newsprint),
AMT, 7.40% due 12/01/2022 2,030
6,500 Shelby County, Tennessee, Health, Educational and
Housing Facility Board, Hospital Revenue Refunding
Bonds (Methodist Healthcare), 6.50%
due 9/01/2012 (a) 7,484
=======================================================================================
Texas --14.1%
Austin, Texas, Convention Center Revenue Bonds
(Convention Enterprises Inc.), First Tier, Series A:
6,000 6.70% due 1/01/2028 6,392
1,290 6.70% due 1/01/2032 1,365
3,055 Brazos River Authority, Texas, PCR, Refunding (Texas
Utility Company), AMT, Series A, 7.70%
due 4/01/2033 3,567
11,460 Brazos River, Texas, Harbor Navigation District,
Brazoria County Environmental Revenue Refunding
Bonds (Dow Chemical Company Project), AMT,
Series A-7, 6.625% due 5/15/2033 12,847
3,000 Gregg County, Texas, Health Facilities Development
Corporation, Hospital Revenue Bonds (Good
Shepherd Medical Center Project), 6.875%
due 10/01/2020 (g) 3,344
10,250 Guadalupe-Blanco River Authority, Texas, Sewage
and Solid Waste Disposal Facility Revenue Bonds
(E. I. du Pont de Nemours and Company Project),
AMT, 6.40% due 4/01/2026 10,472
6,000 Gulf Coast, Texas, Waste Disposal Authority Revenue
Refunding Bonds (International Paper Company),
AMT, Series A, 6.10% due 8/01/2024 6,458
5,500 Harris County-Houston Sports Authority, Texas,
Revenue Refunding Bonds, Senior Lien, Series G,
5.75% due 11/15/2020 (c) 5,949
1,795 Houston, Texas, Industrial Development Corporation
Revenue Bonds (Air Cargo), AMT, 6.375%
due 1/01/2023 1,921
Mansfield, Texas, Independent School District,
GO, Refunding:
1,875 6.625% due 2/15/2010 (a) 2,056
155 6.625% due 2/15/2015 170
9,355 Matagorda County, Texas, Navigation District
Number 1, Revenue Refunding Bonds (Centerpoint
Energy Project), 5.60% due 3/01/2027 9,834
5,225 Midway, Texas, Independent School District, GO,
Refunding, 6.125% due 8/15/2014 5,682
2,700 Port Corpus Christi, Texas, Revenue Refunding
Bonds (Celanese Project), Series A, 6.45%
due 11/01/2030 2,911
5,000 Red River Authority, Texas, PCR, Refunding
(Celanese Project), AMT, Series B, 6.70%
due 11/01/2030 5,398
7,280 Sabine River Authority, Texas, PCR, Refunding (TXU
Electric Company Project/TXU Energy Company
LLC), Series C, 5.20% due 5/01/2028 7,472
=======================================================================================
Vermont -- 0.2%
1,000 Vermont Educational and Health Buildings Financing
Agency, Developmental and Mental Health Revenue
Bonds (Howard Center for Human Services), Series A,
6.375% due 6/15/2022 1,062
=======================================================================================
Virginia -- 0.3%
1,425 Chesterfield County, Virginia, IDA, PCR (Virginia
Electric and Power Company), Series A, 5.875%
due 6/01/2017 1,542
=======================================================================================
Washington -- 3.4%
3 Energy Northwest, Washington, Electric Revenue
Refunding Bonds, DRIVERS, Series 255, 8.264%
due 7/01/2018 (h)(m) 3
2,400 Seattle, Washington, Housing Authority Revenue
Bonds (Replacement Housing Project), 6.125%
due 12/01/2032 2,455
408 Washington State, GO, Trust Receipts, Class R,
Series 6, 8.023% due 1/01/2014 (i)(m) 468
14,320 Washington State Public Power Supply System,
Revenue Refunding Bonds (Nuclear Project
Number 1), Series B, 7.125% due 7/01/2016 17,781
=======================================================================================
Wisconsin -- 2.4%
4,015 Badger Tobacco Asset Securitization Corporation,
Wisconsin, Asset-Backed Revenue Bonds, 6.125%
due 6/01/2027 4,276
1,765 Milwaukee, Wisconsin, Revenue Bonds (Air Cargo),
AMT, 6.50% due 1/01/2025 1,900
5,000 Wisconsin State Health and Educational Facilities
Authority, Mortgage Revenue Bonds (Hudson
Memorial Hospital), 5.70% due 1/15/2029 (j) 5,296
3,040 Wisconsin State Health and Educational Facilities
Authority Revenue Bonds (SynergyHealth Inc.),
6% due 11/15/2032 3,297
=======================================================================================
Puerto Rico -- 1.0%
3,300 Puerto Rico Commonwealth Infrastructure Financing
Authority, Special Tax Revenue Bonds, Series B,
5% due 7/01/2041 3,360
2,750 Puerto Rico Commonwealth, Public Improvement,
GO, Series A, 5.25% due 7/01/2026 2,930
=======================================================================================
U.S. Virgin Islands -- 1.5%
8,000 Virgin Islands Government Refinery Facilities, Revenue
Refunding Bonds (Hovensa Coker Project), AMT,
6.50% due 7/01/2021 9,002
---------------------------------------------------------------------------------------
Total Municipal Bonds
(Cost -- $759,216) --133.6% 814,828
=======================================================================================
10 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Schedule of Investments (concluded) (in Thousands)
Face
Amount Municipal Bonds Held in Trust (q) Value
=======================================================================================
Illinois -- 7.5%
$14,000 Chicago, Illinois, O'Hare International Airport, General
Airport Revenue Refunding Bonds, Third Lien, AMT,
Series A, 5.75% due 1/01/2020 (c) $ 15,033
17,080 Chicago, Illinois, O'Hare International Airport Revenue
Bonds, Third Lien, AMT, Series B-2, 6%
due 1/01/2027 (c) 19,082
Kane and De Kalb Counties, Illinois, Community Unity School
District Number 302, GO (f):
2,975 5.75% due 2/01/2018 3,319
2,710 5.75% due 2/01/2019 3,023
4,780 5.75% due 2/01/2021 5,332
=======================================================================================
Massachusetts -- 3.4%
20,000 Massachusetts State School Building Authority,
Dedicated Sales Tax Revenue Bonds, Series A, 5%
due 8/15/2030 (i) 21,016
=======================================================================================
New York -- 7.2%
13,500 New York City, New York, City Transitional Finance
Authority Revenue Bonds, Future Tax Secured,
Series B, 6.25% due 11/15/2018 14,878
26,750 New York State Dormitory Authority, State University
Educational Facilities Revenue Refunding Bonds,
Series 1989, 6% due 5/15/2010 (a)(c) 29,172
=======================================================================================
Oregon -- 1.2%
6,610 Portland, Oregon, Sewer System Revenue Bonds,
Series A, 5.75% due 8/01/2010 (a)(f) 7,122
=======================================================================================
Texas -- 6.3%
20,970 Harris County, Texas, Health Facilities Development
Corporation, Revenue Refunding Bonds (School
Health Care System), Series B, 5.75%
due 7/01/2027 (e) 24,904
12,500 San Antonio, Texas, Electric and Gas Revenue Bonds,
Series A, 5.75% due 2/01/2010 (a) 13,360
=======================================================================================
Washington -- 8.8%
Energy Northwest, Washington, Electric Revenue
Refunding Bonds:
11,660 (Columbia Generating Station), Series A, 5.75%
due 7/01/2018 (c) 12,807
7,015 (Columbia Generating Station), Series B, 6%
due 7/01/2018 (h) 7,796
14,700 (Project Number 1), Series B, 6% due 7/01/2017 (c) 16,377
15,385 Washington State, Various Purpose, GO, Series B, 6%
due 1/01/2010 (a)(i) 16,534
---------------------------------------------------------------------------------------
Total Municipal Bonds Held in Trust
(Cost -- $199,447) -- 34.4% 209,755
=======================================================================================
Shares
Held Short-Term Securities
=======================================================================================
422 Merrill Lynch Institutional Tax-Exempt Fund,
3.33% (o)(p) 422
---------------------------------------------------------------------------------------
Total Short-Term Securities
(Cost -- $422) -- 0.1% 422
=======================================================================================
Total Investments (Cost -- $959,085*) --168.1% 1,025,005
Other Assets Less Liabilities -- 2.8% 17,183
Liability for Trust Certificates, Including Interest
Expense Payable -- (16.1%) (98,257)
Preferred Stock, at Redemption Value -- (54.8%) (334,319)
----------
Net Assets Applicable to Common Stock -- 100.0% $ 609,612
==========
* The cost and unrealized appreciation (depreciation) of investments as of
August 31, 2006, as computed for federal income tax purposes, were as
follows:
Aggregate cost ............................................. $ 863,331
=========
Gross unrealized appreciation .............................. $ 64,209
Gross unrealized depreciation .............................. (223)
---------
Net unrealized appreciation ................................ $ 63,986
=========
(a) Prerefunded.
(b) FNMA Collateralized.
(c) MBIA Insured.
(d) FNMA/GNMA Collateralized.
(e) Escrowed to maturity.
(f) FGIC Insured.
(g) Radian Insured.
(h) AMBAC Insured.
(i) FSA Insured.
(j) FHA Insured.
(k) FHLMC Collateralized.
(l) Security may have a maturity of more than one year at time of issuance,
but has variable rate and demand features that qualify it as a short-term
security. The rate disclosed is that currently in effect. This rate
changes periodically based upon prevailing market rates.
(m) The rate disclosed is that currently in effect. This rate changes
periodically and inversely based upon prevailing market rates.
(n) XL Capital Insured.
(o) Investments in companies considered to be an affiliate of the Fund, for
purposes of Section 2(a)(3) of the Investment Company Act of 1940, were as
follows:
--------------------------------------------------------------------------
Net Dividend
Affiliate Activity Income
--------------------------------------------------------------------------
Merrill Lynch Institutional
Tax-Exempt Fund 422 $160
--------------------------------------------------------------------------
(p) Represents the current yield as of August 31, 2006.
(q) As Restated. See Note 6. Securities represent underlying bonds transferred
to separate securitization trust established in a tender option bond
transaction in which the Fund may have acquired the residual interest
certificates. These securities serve as collateral in a financing
transaction. See Note 1(c) to Financial Statements for details of
Municipal Bonds Held in Trust.
o Forward interest rate swaps outstanding as of August 31, 2006 were as
follows:
--------------------------------------------------------------------------
Notional Unrealized
Amount Depreciation
--------------------------------------------------------------------------
Pay a fixed rate of 3.881% and receive
a floating rate based on a 1-week Bond
Market Association rate
Broker, JPMorgan Chase Bank
Expires November 2016 $25,000 $ (91)
Pay a fixed rate of 4.325% and receive
a floating rate based on a 1-week Bond
Market Association rate
Broker, JPMorgan Chase Bank
Expires September 2026 $25,000 (724)
--------------------------------------------------------------------------
Total $(815)
======
See Notes to Financial Statements.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 11
Statement of Net Assets (As Restated. See Note 6)
As of August 31, 2006
==================================================================================================================================
Assets
----------------------------------------------------------------------------------------------------------------------------------
Investments in unaffiliated securities, at value (identified cost -- $958,662,619) $ 1,024,210
Investments in affiliated securities, at value (identified cost -- $422,230) ..... 422,230
Cash ............................................................................. 70,834
Receivables:
Securities sold ............................................................... $ 25,098,581
Interest ...................................................................... 12,865,408
--------------
Prepaid expenses ................................................................. 7,639
--------------
Total assets ..................................................................... 1,063,047,902
--------------
==================================================================================================================================
Liabilities
----------------------------------------------------------------------------------------------------------------------------------
Trust certificates ............................................................... 97,687,505
Unrealized depreciation on forward interest rate swaps ........................... 815,175
Payables:
Securities purchased .......................................................... 19,242,302
Interest expense .............................................................. 569,744
Dividends to Common Stock shareholders ........................................ 322,043
Investment adviser ............................................................ 320,346
Other affiliates .............................................................. 9,186 20,463,621
--------------
Accrued expenses ................................................................. 150,710
--------------
Total liabilities ................................................................ 119,117,011
--------------
==================================================================================================================================
Preferred Stock
----------------------------------------------------------------------------------------------------------------------------------
Preferred Stock, at redemption value, par value $.025 per share; 10,000,000
shares authorized (2,000 Series A Shares, 2,000 Series B Shares, 2,000 Series C
Shares, 2,000 Series D Shares, 3,000 Series E Shares and 2,360 Series F Shares
of AMPS* authorized, issued and outstanding at $25,000 per share liquidation
preference) .................................................................... 334,318,893
--------------
==================================================================================================================================
Net Assets Applicable to Common Stock
----------------------------------------------------------------------------------------------------------------------------------
Net assets applicable to Common Stock ............................................ $ 609,611,998
==============
==================================================================================================================================
Analysis of Net Assets Applicable to Common Stock
----------------------------------------------------------------------------------------------------------------------------------
Common Stock, par value $.10 per share; 150,000,000 shares authorized
(61,417,932 shares issued and outstanding) ..................................... $ 6,141,793
Paid-in capital in excess of par ................................................. 565,156,883
Undistributed investment income -- net ........................................... $ 4,506,661
Accumulated realized capital losses -- net ....................................... (31,398,755)
Unrealized appreciation -- net ................................................... 65,105,416
--------------
Total accumulated earnings -- net ................................................ 38,313,322
--------------
Total -- Equivalent to $9.93 net asset value per share of Common Stock
(market price -- $9.66) ........................................................ $ 609,611,998
==============
* Auction Market Preferred Stock.
See Notes to Financial Statements.
12 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Statement of Operations (As Restated. See Note 6)
For the Year Ended August 31, 2006
==================================================================================================================================
Investment Income
----------------------------------------------------------------------------------------------------------------------------------
Interest ......................................................................... $ 52,666,283
Dividends from affiliates ........................................................ 160,468
--------------
Total income ..................................................................... 52,826,751
--------------
==================================================================================================================================
Expenses
----------------------------------------------------------------------------------------------------------------------------------
Investment advisory fees ......................................................... $ 4,702,337
Interest expense and fees ........................................................ 3,387,284
Commission fees .................................................................. 845,299
Accounting services .............................................................. 269,258
Transfer agent fees .............................................................. 186,045
Professional fees ................................................................ 56,390
Custodian fees ................................................................... 46,208
Printing and shareholder reports ................................................. 41,307
Directors' fees and expenses ..................................................... 32,905
Pricing fees ..................................................................... 30,467
Listing fees ..................................................................... 27,012
Other ............................................................................ 76,503
--------------
Total expenses before reimbursement .............................................. 9,701,015
Reimbursement of expenses ........................................................ (9,280)
--------------
Total expenses after reimbursement ............................................... 9,691,735
--------------
Investment income -- net ......................................................... 43,135,016
--------------
==================================================================================================================================
Realized & Unrealized Gain (Loss) -- Net
----------------------------------------------------------------------------------------------------------------------------------
Realized gain (loss) on:
Investments -- net ............................................................ 5,867,706
Forward interest rate swaps -- net ............................................ (542,500) 5,325,206
--------------
Change in unrealized appreciation/depreciation on:
Investments -- net ............................................................ (21,163,855)
Forward interest rate swaps -- net ............................................ 1,268,569 (19,895,286)
--------------------------------
Total realized and unrealized loss -- net ........................................ (14,570,080)
--------------
==================================================================================================================================
Dividends to Preferred Stock Shareholders
----------------------------------------------------------------------------------------------------------------------------------
Investment income -- net ......................................................... (10,449,162)
--------------
Net Increase in Net Assets Resulting from Operations ............................. $ 18,115,774
==============
See Notes to Financial Statements.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 13
Statements of Changes in Net Assets (As Restated for 2005. See Note 6)
For the Year Ended
August 31,
--------------------------------
Increase (Decrease) in Net Assets: 2006 2005
==================================================================================================================================
Operations
----------------------------------------------------------------------------------------------------------------------------------
Investment income -- net ......................................................... $ 43,135,016 $ 45,562,205
Realized gain -- net ............................................................. 5,325,206 4,946,220
Change in unrealized appreciation/depreciation -- net ............................ (19,895,286) 16,779,971
Dividends to Preferred Stock shareholders ........................................ (10,449,162) (6,333,975)
--------------------------------
Net increase in net assets resulting from operations ............................. 18,115,774 60,954,421
--------------------------------
==================================================================================================================================
Dividends to Common Stock Shareholders
----------------------------------------------------------------------------------------------------------------------------------
Investment income -- net ......................................................... (36,781,273) (41,224,706)
--------------------------------
Net decrease in net assets resulting from dividends to Common Stock shareholders . (36,781,273) (41,224,706)
--------------------------------
==================================================================================================================================
Capital Stock Transactions
----------------------------------------------------------------------------------------------------------------------------------
Value of shares issued to Common Stock shareholders in reinvestment of dividends . 715,039 --
Offering costs resulting from issuance of Preferred Stock ........................ -- (8,891)
--------------------------------
Net increase (decrease) in net assets resulting from capital stock transactions .. 715,039 (8,891)
--------------------------------
==================================================================================================================================
Net Assets Applicable to Common Stock
----------------------------------------------------------------------------------------------------------------------------------
Total increase (decrease) in net assets applicable to Common Stock ............... (17,950,460) 19,720,824
Beginning of year ................................................................ 627,562,458 607,841,634
--------------------------------
End of year* ..................................................................... $ 609,611,998 $ 627,562,458
================================
* Undistributed investment income -- net ...................................... $ 4,506,661 $ 8,602,079
================================
See Notes to Financial Statements.
14 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Financial Highlights (As Restated. See Note 6)
For the Year Ended August 31,
The following per share data and ratios have been derived ----------------------------------------------------------------
from information provided in the financial statements. 2006 2005 2004 2003 2002
===================================================================================================================================
Per Share Operating Performance
-----------------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of year ................. $ 10.23 $ 9.91 $ 9.54 $ 9.76 $ 9.71
----------------------------------------------------------------
Investment income -- net ........................... .70+ .74+ .72+ .72+ .69
Realized and unrealized gain (loss) -- net ......... (.23) .35 .36 (.26) .02
Less dividends to Preferred Stock shareholders from
investment income -- net ......................... (.17) (.10) (.04) (.05) (.07)
----------------------------------------------------------------
Total from investment operations ................... .30 .99 1.04 .41 .64
----------------------------------------------------------------
Less dividends to Common Stock shareholders from
investment income -- net ......................... (.60) (.67) (.66) (.63) (.59)
----------------------------------------------------------------
Offering costs resulting from the issuance of
Preferred Stock .................................. -- --+++ (.01) -- --
----------------------------------------------------------------
Net asset value, end of year ....................... $ 9.93 $ 10.23 $ 9.91 $ 9.54 $ 9.76
----------------------------------------------------------------
Market price per share, end of year ................ $ 9.66 $ 10.15 $ 9.30 $ 8.80 $ 9.11
================================================================
===================================================================================================================================
Total Investment Return++
-----------------------------------------------------------------------------------------------------------------------------------
Based on net asset value per share ................. 3.27% 10.64% 11.60% 4.79% 7.28%
================================================================
Based on market price per share .................... 1.26% 16.97% 13.53% 3.56% 4.55%
================================================================
===================================================================================================================================
Ratios Based on Average Net Assets Applicable to Common Stock
-----------------------------------------------------------------------------------------------------------------------------------
Expenses, net of reimbursement and excluding
interest expense and fees* ....................... 1.04% 1.02% .94% .95% .95%
================================================================
Expenses, net of reimbursement* .................... 1.60% 1.45% 1.23% 1.24% 1.29%
================================================================
Total expenses* .................................... 1.60% 1.45% 1.23% 1.24% 1.29%
================================================================
Total investment income -- net* .................... 7.11% 7.38% 7.37% 7.33% 7.33%
================================================================
Amount of dividends to Preferred Stock shareholders 1.72% 1.02% .43% .50% .75%
================================================================
Investment income -- net, to Common Stock
shareholders ..................................... 5.39% 6.36% 6.94% 6.83% 6.58%
================================================================
===================================================================================================================================
Ratios Based on Average Net Assets Applicable to Preferred Stock
-----------------------------------------------------------------------------------------------------------------------------------
Dividends to Preferred Stock shareholders .......... 3.13% 1.90% .95% 1.11% 1.59%
================================================================
===================================================================================================================================
Supplemental Data
-----------------------------------------------------------------------------------------------------------------------------------
Net assets applicable to Common Stock, end of year
(in thousands) ................................... $609,612 $627,562 $607,842 $585,022 $598,816
================================================================
Preferred Stock outstanding at liquidation
preference, end of year (in thousands) ........... $334,000 $334,000 $334,000 $275,000 $275,000
================================================================
Portfolio turnover ................................. 56% 49% 40% 38% 61%
================================================================
===================================================================================================================================
Leverage
-----------------------------------------------------------------------------------------------------------------------------------
Asset coverage per $1,000 .......................... $ 2,825 $ 2,879 $ 2,820 $ 3,127 $ 3,178
================================================================
===================================================================================================================================
Dividends Per Share on Preferred Stock Outstanding
-----------------------------------------------------------------------------------------------------------------------------------
Series A -- Investment income -- net ............... $ 750 $ 477 $ 244 $ 266 $ 388
================================================================
Series B -- Investment income -- net ............... $ 822 $ 458 $ 238 $ 278 $ 394
================================================================
Series C -- Investment income -- net ............... $ 803 $ 485 $ 239 $ 269 $ 391
================================================================
Series D -- Investment income -- net ............... $ 773 $ 478 $ 242 $ 306 $ 445
================================================================
Series E -- Investment income -- net ............... $ 770 $ 464 $ 229 $ 269 $ 372
================================================================
Series F** -- Investment income -- net ............. $ 781 $ 485 -- -- --
================================================================
* Do not reflect the effect of dividends to Preferred Stock shareholders.
** Series F was issued on August 31, 2004.
+ Based on average shares outstanding.
++ Total investment returns based on market value, which can be significantly
greater or lesser than the net asset value, may result in substantially
different returns. Total investment returns exclude the effects of sales
charges.
+++ Amount is less than $(.01) per share.
See Notes to Financial Statements.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 15
Notes to Financial Statements
1. Significant Accounting Policies:
On September 29, 2006, MuniVest Fund, Inc. was renamed BlackRock MuniVest Fund,
Inc. (the "Fund"). The Fund is registered under the Investment Company Act of
1940, as amended, as a non-diversified, closed-end management investment
company. The Fund's financial statements are prepared in conformity with U.S.
generally accepted accounting principles, which may require the use of
management accruals and estimates. Actual results may differ from these
estimates. The Fund determines and makes available for publication the net asset
value of its Common Stock on a daily basis. The Fund's Common Stock shares are
listed on the American Stock Exchange under the symbol MVF. The following is a
summary of significant accounting policies followed by the Fund.
(a) Valuation of investments -- Municipal bonds are traded primarily in the
over-the-counter ("OTC") markets and are valued at the last available bid price
in the OTC market or on the basis of values as obtained by a pricing service.
Pricing services use valuation matrixes that incorporate both dealer-supplied
valuations and valuation models. The procedures of the pricing service and its
valuations are reviewed by the officers of the Fund under the general direction
of the Board of Directors. Such valuations and procedures are reviewed
periodically by the Board of Directors of the Fund. Financial futures contracts
and options thereon, which are traded on exchanges, are valued at their closing
prices as of the close of such exchanges. Options written or purchased are
valued at the last sale price in the case of exchange-traded options. In the
case of options traded in the OTC market, valuation is the last asked price
(options written) or the last bid price (options purchased). Swap agreements are
valued by quoted fair values received daily by the Fund's pricing service.
Short-term investments with a remaining maturity of 60 days or less are valued
at amortized cost, which approximates market value, under which method the
investment is valued at cost and any premium or discount is amortized on a
straight line basis to maturity. Investments in open-end investment companies
are valued at their net asset value each business day. Securities and other
assets for which market quotations are not readily available are valued at fair
value as determined in good faith by or under the direction of the Board of
Directors of the Fund.
(b) Derivative financial instruments -- The Fund may engage in various portfolio
investment strategies both to increase the return of the Fund and to hedge, or
protect, its exposure to interest rate movements and movements in the securities
markets. Losses may arise due to changes in the value of the contract or if the
counterparty does not perform under the contract.
o Financial futures contracts -- The Fund may purchase or sell financial
futures contracts and options on such financial futures contracts.
Financial futures contracts are contracts for delayed delivery of
securities at a specific future date and at a specific price or yield.
Upon entering into a contract, the Fund deposits and maintains as
collateral such initial margin as required by the exchange on which the
transaction is effected. Pursuant to the contract, the Fund agrees to
receive from or pay to the broker an amount of cash equal to the daily
fluctuation in value of the contract. Such receipts or payments are known
as variation margin and are recorded by the Fund as unrealized gains or
losses. When the contract is closed, the Fund records a realized gain or
loss equal to the difference between the value of the contract at the time
it was opened and the value at the time it was closed.
o Options -- The Fund may purchase and write call and put options. When the
Fund writes an option, an amount equal to the premium received by the Fund
is reflected as an asset and an equivalent liability. The amount of the
liability is subsequently marked-to-market to reflect the current market
value of the option written. When a security is purchased or sold through
an exercise of an option, the related premium paid (or received) is added
to (or deducted from) the basis of the security acquired or deducted from
(or added to) the proceeds of the security sold. When an option expires
(or the Fund enters into a closing transaction), the Fund realizes a gain
or loss on the option to the extent of the premiums received or paid (or
gain or loss to the extent the cost of the closing transaction exceeds the
premium paid or received).
Written and purchased options are non-income producing investments.
o Forward interest rate swaps -- The Fund may enter into forward interest
rate swaps. In a forward interest rate swap, the Fund and the counterparty
agree to make periodic net payments on a specified notional contract
amount, commencing on a specified future effective date, unless terminated
earlier. When the agreement is closed, the Fund records a realized gain or
loss in an amount equal to the value of the agreement.
16 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Notes to Financial Statements (continued)
o Swaps -- The Fund may enter into swap agreements, which are OTC contracts
in which the Fund and a counterparty agree to make periodic net payments
on a specified notional amount. The net payments can be made for a set
period of time or may be triggered by a predetermined credit event. The
net periodic payments may be based on a fixed or variable interest rate;
the change in market value of a specified security, basket of securities,
or index; or the return generated by a security. These periodic payments
received or made by the Fund are recorded in the accompanying Statement of
Operations as realized gains or losses, respectively. Gains or losses are
also realized upon termination of the swap agreements. Swaps are
marked-to-market daily and changes in value are recorded as unrealized
appreciation (depreciation). Risks include changes in the returns of the
underlying instruments, failure of the counterparties to perform under the
contracts' terms and the possible lack of liquidity with respect to the
swap agreements.
(c) Municipal bonds held in trust -- The Fund invests in leveraged residual
certificates ("TOB Residuals") issued by tender option bond trusts ("TOBs"). A
TOB is established by a third party sponsor forming a special purpose entity,
into which the Fund, or an agent on behalf of the Fund, transfers municipal
securities. A TOB typically issues two classes of beneficial interests:
short-term floating rate certificates, which are sold to third party investors,
and residual certificates, which are generally issued to the Fund which made the
transfer or to affiliates of the Fund. The transfer of the municipal securities
to a TOB does not qualify for sale treatment under Statement of Financial
Accounting Standards No. 140 "Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities," therefore the municipal
securities deposited into a TOB are presented in the Fund's schedule of
investments and the proceeds from the transaction are reported as a liability
for trust certificates of the Fund. Similarly, proceeds from residual
certificates issued to affiliates, if any, from the transaction are included in
the liability for trust certificates. Interest income from the underlying
security is recorded by the Fund on an accrual basis. Interest expense incurred
on the secured borrowing and other expenses related to remarketing,
administration and trustee services to a TOB are reported as expenses of the
Fund. The floating rate certificates have interest rates that generally reset
weekly and their holders have the option to tender certificates to the TOB for
redemption at par at each reset date. The residual interests held by the Fund
include the right of the Fund (1) to cause the holders of a proportional share
of the floating rate certificates to tender their certificates at par, and (2)
to transfer a corresponding share of the municipal securities from the TOB to
the Fund. At August 31, 2006, the aggregate value of the underlying municipal
securities transferred to TOBs was $209,754,881, the related liability for trust
certificates was $97,687,505 and the range of interest rates was 3.43% to 3.48%.
Financial transactions executed through TOBs generally will underperform the
market for fixed rate municipal bonds in a rising interest rate environment, but
tend to outperform the market for fixed rate bonds when interest rates decline
or remain relatively stable. Should short-term interest rates rise, the Fund's
investments in TOB Residuals likely will adversely affect the Fund's investment
income -- net and distributions to shareholders. Fluctuations in the market
value of municipal securities deposited into the TOB may adversely affect the
Fund's net asset value per share.
While the Fund's investment policies and restrictions expressly permit
investments in inverse floating rate securities such as TOB Residuals, they
generally do not allow the Fund to borrow money for purposes of making
investments. The Fund's management believes that the Fund's restrictions on
borrowings do not apply to the secured borrowings deemed to have occurred for
accounting purposes.
(d) Income taxes -- It is the Fund's policy to comply with the requirements of
the Internal Revenue Code applicable to regulated investment companies and to
distribute substantially all of its taxable income to its shareholders.
Therefore, no federal income tax provision is required.
(e) Recent accounting pronouncement -- In July 2006, the Financial Accounting
Standards Board ("FASB") issued Interpretation No. 48 ("FIN 48") entitled
"Accounting for Uncertainty in Income Taxes -- an interpretation of FASB
Statement No. 109." FIN 48 prescribes the minimum recognition threshold a tax
position must meet in connection with accounting for uncertainties in income tax
positions taken or expected to be taken by an entity including mutual funds
before being measured and recognized in the financial statements. Adoption of
FIN 48 is required for fiscal years beginning after December 15, 2006. The
impact on the Fund's financial statements, if any, is currently being assessed.
(f) Security transactions and investment income -- Security transactions are
recorded on the dates the transactions are entered into (the trade dates).
Realized gains and losses on security transactions are determined on the
identified cost basis. Dividend income is recorded on the ex-dividend dates.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 17
Notes to Financial Statements (continued)
Interest income is recognized on the accrual basis. The Fund amortizes all
premiums and discounts on debt securities.
(g) Dividends and distributions -- Dividends from net investment income are
declared and paid monthly. Distributions of capital gains are recorded on the
ex-dividend dates.
(h) Offering costs -- Direct expenses relating to the public offering of the
Fund's Preferred Stock were charged to capital.
(i) Reclassifications -- U.S. generally accepted accounting principles require
that certain components of net assets be adjusted to reflect permanent
differences between financial and tax reporting. There were no significant
reclassifications in the current year. These reclassifications have no effect on
net assets or net asset values per share.
2. Investment Advisory Agreement and Transactions with Affiliates:
The Fund has entered into an Investment Advisory Agreement with Fund Asset
Management, L.P. ("FAM"). The general partner of FAM is Princeton Services, Inc.
("PSI"), an indirect, wholly-owned subsidiary of Merrill Lynch & Co., Inc. ("ML
& Co."), which is the limited partner.
FAM is responsible for the management of the Fund's portfolio and provides the
necessary personnel, facilities, equipment and certain other services necessary
to the operations of the Fund. For such services, the Fund pays a monthly fee at
an annual rate of .50% of the Fund's average daily net assets, including assets
acquired from the sale of Preferred Stock. The Investment Adviser has agreed to
reimburse its management fee by the amount of management fees the Fund pays to
FAM indirectly through its investment in the Merrill Lynch Institutional
Tax-Exempt Fund. For the year ended August 31, 2006, FAM reimbursed the Fund in
the amount of $9,280.
In addition, Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S")
received $2,750 in commissions on the execution of portfolio security
transactions for the Fund for the year ended August 31, 2006.
For the year ended August 31, 2006, the Fund reimbursed FAM $22,121 for certain
accounting services.
In February 2006, ML & Co. and BlackRock, Inc. entered into an agreement to
contribute ML & Co.'s investment management business, including FAM, to the
investment management business of BlackRock, Inc. The transaction will close on
September 29, 2006.
On August 15, 2006, shareholders of the Fund approved a new Investment Advisory
Agreement with BlackRock Advisors, Inc. (the "Manager"), a wholly owned
subsidiary of BlackRock, Inc. BlackRock, Inc. was recently reorganized into
BlackRock Advisors, LLC. The new advisory agreement became effective on
September 29, 2006 and the investment advisory fee did not change. In addition,
the Manager has entered into a sub-advisory agreement with BlackRock Financial
Management, LLC, an affiliate, under which the Manager pays the Sub-Adviser for
services it provides a fee equal to 59% of the management fee paid to the
Manager.
During the year ended August 31, 2006, certain officers and/or directors of the
Fund are officers and/or directors of FAM, PSI, and/or ML & Co.
3. Investments:
Purchases and sales of investments, excluding short-term securities, for the
year ended August 31, 2006 were $582,179,818 and $581,797,207, respectively.
4. Capital Stock Transactions:
Common Stock
At August 31, 2006, the Fund had one class of shares of Common Stock, par value
$.10 per share, of which 150,000,000 shares were authorized.
Shares issued and outstanding for the year ended August 31, 2006 increased by
71,644 as a result of dividend reinvestment. Shares issued and outstanding for
the year ended August 31, 2005 remained constant.
Preferred Stock
Auction Market Preferred Stock are redeemable shares of Preferred Stock of the
Fund with a par value of $.025 per share and a liquidation preference of $25,000
per share plus accrued and unpaid dividends, that entitle their holders to
receive cash dividends at an annual rate that may vary for the successive
dividend periods for each series. The Fund is authorized to issue 10,000,000
shares of Preferred Stock. The yields in effect at August 31, 2006 were as
follows: Series A, 3.45%; Series B, 3.55%; Series C, 3.45%; Series D, 3.60%;
Series E, 3.40%; and Series F, 3.45%.
The Fund pays commissions to certain broker-dealers at the end of each auction
at an annual rate ranging from .25% to .375% calculated on the proceeds of each
auction. For the year ended August 31, 2006, MLPF&S received $394,019 as
commissions.
18 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Notes to Financial Statements (continued)
5. Distributions to Shareholders:
The Fund paid a tax-exempt income dividend to holders of Common Stock in the
amount of .045000 per share on September 28, 2006 to shareholders of record on
September 15, 2006.
The tax character of distributions paid during the fiscal years ended August 31,
2006 and August 31, 2005 was as follows:
--------------------------------------------------------------------------------
8/31/2006 8/31/2005
--------------------------------------------------------------------------------
Distributions paid from:
Tax-exempt income .............................. $47,230,435 $47,558,681
---------------------------
Total distributions .............................. $47,230,435 $47,558,681
===========================
As of August 31, 2006, the components of accumulated earnings on a tax basis
were as follows:
-----------------------------------------------------------------------------
Undistributed tax-exempt income -- net ...................... $ 4,506,661
Undistributed long-term capital gains -- net ................ --
------------
Total undistributed earnings -- net ......................... 4,506,661
Capital loss carryforward ................................... (17,328,178)*
Unrealized gains -- net ..................................... 51,134,839**
------------
Total accumulated earnings -- net ........................... $ 38,313,322
============
* On August 31, 2006, the Fund had a net capital loss carryforward of
$17,328,178, all of which expires in 2009. This amount will be available
to offset like amounts of any future taxable gains.
** The difference between book-basis and tax-basis net unrealized gains is
attributable primarily to the tax deferral of losses on wash sales, the
tax deferral of losses on straddles and the difference between the book
and tax treatment of residual interests in tender option bond trusts.
6. Restatement Information:
Subsequent to the issuance of its August 31, 2006 financial statements, the Fund
determined that the criteria for sale accounting in Statement of Financial
Accounting Standards No. 140 had not been met for certain transfers of municipal
bonds and that these transfers should have been accounted for as secured
borrowings rather than as sales. Accordingly, the Fund has restated the
Statement of Net Assets, including the Schedule of Investments, as of August 31,
2006, the Statement of Operations for the year then ended, the Statement of
Changes in Net Assets for the year ended August 31, 2005 and certain financial
highlights for each of the five years in the period ended August 31, 2006. The
effects of the restatements were to record the transfers of the municipal bonds
as secured borrowings, to give effect to offsetting changes in realized gain --
net and in the change in unrealized appreciation/depreciation -- net on the
transferred municipal securities and to give effect to interest on the bonds as
interest income and interest on the secured borrowings as interest expense.
--------------------------------------------------------------------------------
Statement of Net Assets
As of August 31, 2006
--------------------------------------------------------------------------------
Previously
Reported Restated
--------------------------------------------------------------------------------
Investments in unaffiliated
securities, at value ................... $ 926,895,705 $1,024,583,210
Investments in unaffiliated
securities, identified cost ............ $ 864,721,252 $ 958,662,619
Interest receivable ...................... $ 12,295,664 $ 12,865,408
Total assets ............................. $ 964,790,653 $1,063,047,902
Trust certificates ....................... -- $ 97,687,505
Interest expense payable ................. -- $ 569,744
Total liabilities ........................ $ 20,859,762 $ 119,117,011
Accumulated realized capital
losses -- net .......................... $ (27,552,617) $ (31,298,755)
Unrealized appreciation -- net ........... $ 61,359,278 $ 65,105,416
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Statement of Operations
For the Year Ended August 31, 2006
--------------------------------------------------------------------------------
Previously
Reported Restated
--------------------------------------------------------------------------------
Interest income .......................... $ 49,278,999 $ 52,666,283
Total income ............................. $ 49,439,467 $ 52,826,751
Interest expense and fees ................ -- $ 3,387,284
Total expenses before
reimbursement .......................... $ 6,313,731 $ 9,701,015
Total expenses after
reimbursement .......................... $ 6,304,451 $ 9,691,735
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Statement of Changes in Net Assets
For the Year Ended August 31, 2005
--------------------------------------------------------------------------------
Previously
Reported Restated
--------------------------------------------------------------------------------
Realized gain -- net ..................... $ 6,148,344 $ 4,946,220
Change in unrealized appreciation/
depreciation -- net .................... $ 15,577,847 $ 16,779,971
--------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------
Financial Highlights
For the Years Ended August 31, 2006, 2005, 2004, 2003 and 2002
------------------------------------------------------------------------------------------------------------------------------------
2006 2005 2004 2003 2002
-------------------- -------------------- -------------------- -------------------- --------------------
Previously Previously Previously Previously Previously
Reported Restated Reported Restated Reported Restated Reported Restated Reported Restated
------------------------------------------------------------------------------------------------------------------------------------
Expenses, net of
reimbursement* ... 1.04% 1.60% 1.02% 1.45% .94% 1.23% .95% 1.24% .95% 1.29%
Total expenses* .. 1.04% 1.60% 1.02% 1.45% .95% 1.23% .96% 1.24% .95% 1.29%
Portfolio turnover 63.00% 56% 59.14% 49% 45.33% 40% 44.30% 38% 74.00% 61%
------------------------------------------------------------------------------------------------------------------------------------
* Do not reflect the effect of dividends to Preferred Stock shareholders
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 19
Notes to Financial Statements (concluded)
While the Statements of Net Assets as of August 31, 2005, 2004, 2003 and 2002,
not presented herein, have not been reissued to give effect to the restatement,
the principal effects of the restatement would be to increase investments and
liability for trust certificates by corresponding amounts at each year, with no
effect on previously reported net assets. The Statements of Operations for the
years ended August 31, 2005, 2004, 2003 and 2002, not presented herein, have not
been reissued to give effect to the restatement. However, the principal effects
of the restatement would be to increase interest income and interest expense and
fees by corresponding amounts each year, and, where applicable, to revise
realized gain on investments -- net, and the change in unrealized
appreciation/depreciation on investments -- net, by corresponding and offsetting
amounts. The Statements of Changes in Net Assets for the years ended August 31,
2004, 2003 and 2002, not presented herein, have not been reissued to give effect
to the restatement, but the principal effects of a restatement, where
applicable, would be to revise previously reported realized gain -- net, and
change in unrealized appreciation/depreciation -- net, by corresponding and
offsetting amounts.
20 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors of
BlackRock MuniVest Fund, Inc.:
We have audited the accompanying statement of net assets, including the schedule
of investments, of BlackRock MuniVest Fund, Inc. (formerly MuniVest Fund, Inc.)
as of August 31, 2006, and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the five years in
the period then ended. These financial statements and financial highlights are
the responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. The Fund
is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. Our audits included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the Fund's internal
control over financial reporting. Accordingly, we express no such opinion. An
audit also includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. Our procedures included confirmation
of securities owned as of August 31, 2006, by correspondence with the custodian
and brokers; where replies were not received from brokers, we performed other
auditing procedures. We believe that our audits provide a reasonable basis for
our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
BlackRock MuniVest Fund, Inc. as of August 31, 2006, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended, and its financial highlights for each of
the five years in the period then ended, in conformity with accounting
principles generally accepted in the United States of America.
As discussed in Note 6, the statement of net assets, including the schedule of
investments, as of August 31, 2006, the statement of operations for the year
then ended, the statement of changes in net assets for the year ended August 31,
2005, and certain financial highlights for each of the five years in the period
ended August 31, 2006 have been restated.
Deloitte & Touche LLP
Princeton, New Jersey
October 20, 2006
(May 18, 2007 as to the effects of the restatements disclosed in Note 6)
Important Tax Information (unaudited)
All of the net investment income distributions paid by BlackRock MuniVest Fund,
Inc. during the taxable year ended August 31, 2006 qualify as tax-exempt
interest dividends for federal income tax purposes.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 21
Disclosure of New Investment Advisory Agreement
New BlackRock Investment Advisory Agreement -- Matters Considered by the Board
In connection with the combination of Merrill Lynch's investment advisory
business, including Fund Asset Management, L.P. (the "Previous Investment
Adviser"), with that of BlackRock, Inc. ("BlackRock") to create a new
independent company ("New BlackRock") (the "Transaction"), the Fund's Board of
Directors considered and approved a new investment advisory agreement (the
"BlackRock Investment Advisory Agreement") between the Fund and BlackRock
Advisors, LLC ("BlackRock Advisors"). The Fund's shareholders subsequently
approved the BlackRock Investment Advisory Agreement and it became effective on
September 29, 2006, replacing the investment advisory agreement with the
Previous Investment Adviser (the "Previous Investment Advisory Agreement").
The Board discussed the BlackRock Investment Advisory Agreement at telephonic
and in-person meetings held during April and May 2006. The Board, including the
independent directors, approved the BlackRock Investment Advisory Agreement at
an in-person meeting held on May 12, 2006.
To assist the Board in its consideration of the BlackRock Investment Advisory
Agreement, BlackRock provided materials and information about BlackRock,
including its financial condition and asset management capabilities and
organization, and Merrill Lynch provided materials and information about the
Transaction. The independent directors, through their independent legal counsel,
also requested and received additional information from Merrill Lynch and
BlackRock in connection with their consideration of the BlackRock Investment
Advisory Agreement. The additional information was provided in advance of the
May 12, 2006 meeting. In addition, the independent directors consulted with
their counsel and Fund counsel on numerous occasions, discussing, among other
things, the legal standards and certain other considerations relevant to the
directors' deliberations.
At the Board meetings, the directors discussed with Merrill Lynch management and
certain BlackRock representatives the Transaction, its strategic rationale and
BlackRock's general plans and intentions regarding the Fund. At these Board
meetings, representatives of Merrill Lynch and BlackRock made presentations to
and responded to questions from the Board. The directors also inquired about the
plans for and anticipated roles and responsibilities of certain employees and
officers of the Previous Investment Adviser, and of its
affiliates, to be transferred to BlackRock in connection with the Transaction.
The independent directors of the Board also conferred separately and with their
counsel about the Transaction and other matters related to the Transaction on a
number of occasions, including in connection with the April and May 2006
meetings. After the presentations and after reviewing the written materials
provided, the independent directors met in executive sessions with their counsel
to consider the BlackRock Investment Advisory Agreement.
In connection with the Board's review of the BlackRock Investment Advisory
Agreement, Merrill Lynch and/or BlackRock advised the directors about a variety
of matters. The advice included the following, among other matters:
o that there was not expected to be any diminution in the nature, quality
and extent of services provided to the Fund and its shareholders by
BlackRock Advisors, including compliance services;
o that operation of New BlackRock as an independent investment management
firm would enhance its ability to attract and retain talented
professionals;
o that the Fund was expected to benefit from having access to BlackRock's
state of the art technology and risk management analytic tools, including
investment tools, provided under the BlackRock Solutions(R) brand name;
o that BlackRock had no present intention to alter any applicable expense
waivers or reimbursements that were currently in effect and, while it
reserved the right to do so in the future, it would seek the approval of
the Board before making any changes;
o that in connection with the Transaction, Merrill Lynch and BlackRock had
agreed to conduct, and use reasonable best efforts to cause their
respective affiliates to conduct, their respective businesses in
compliance with the conditions of Section 15(f) of the Investment Company
Act of 1940 (the "1940 Act") in relation to any public funds advised by
BlackRock or the Previous Investment Adviser (or affiliates),
respectively; and
o that Merrill Lynch and BlackRock would derive benefits from the
Transaction and that, as a result, they had a financial interest in the
matters being considered that was different from that of Fund
shareholders.
22 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
The directors considered the information provided by Merrill Lynch and BlackRock
above, and, among other factors, the following:
o the potential benefits to Fund shareholders from being part of a combined
fund family with BlackRock-sponsored funds, including possible economies
of scale and access to investment opportunities;
o the reputation, financial strength and resources of BlackRock and its
investment advisory subsidiaries and the anticipated financial strength
and resources of New BlackRock;
o the compliance policies and procedures of BlackRock Advisors;
o the terms and conditions of the BlackRock Investment Advisory Agreement,
including the fact that the schedule of the Fund's total advisory fees
would not increase under the BlackRock Investment Advisory Agreement, but
would remain the same;
o that in February 2006, the Board had performed a full annual review of the
Previous Investment Advisory Agreement, as required by the 1940 Act, and
had determined that the Previous Investment Adviser had the capabilities,
resources and personnel necessary to provide the advisory and
administrative services that were then being provided to the Fund; and
that the advisory and/or management fees paid by the Fund, taking into
account any applicable agreed-upon fee waivers and breakpoints, had
represented reasonable compensation to the Previous Investment Adviser in
light of the services provided, the costs to the Previous Investment
Adviser of providing those services, economies of scale, the fees and
other expenses paid by similar funds (including information provided by
Lipper Inc. ("Lipper")), and such other matters as the directors had
considered relevant in the exercise of their reasonable judgment; and
o that Merrill Lynch had agreed to pay all expenses of the Fund in
connection with the Board's consideration of the BlackRock Investment
Advisory Agreement and related agreements and all costs of shareholder
approval of the BlackRock Investment Advisory Agreement and as a result
the Fund would bear no costs in obtaining shareholder approval of the
BlackRock Investment Advisory Agreement.
Certain of these considerations are discussed in more detail below.
In its review of the BlackRock Investment Advisory Agreement, the Board assessed
the nature, quality and scope of the services to be provided to the Fund by the
personnel of BlackRock Advisors and its affiliates, including administrative
services, shareholder services, oversight of fund accounting and assistance in
meeting legal and regulatory requirements. In its review of the BlackRock
Investment Advisory Agreement, the Board also considered a range of information
in connection with its oversight of the services to be provided by BlackRock
Advisors and its affiliates. Among the matters considered were: (a) fees (in
addition to management fees) to be paid to BlackRock Advisors and its affiliates
by the Fund; (b) Fund operating expenses paid to third parties; (c) the
resources devoted to and compliance reports relating to the Fund's investment
objective, policies and restrictions, and its compliance with its Code of Ethics
and BlackRock Advisors' compliance policies and procedures; and (d) the nature,
cost and character of non-investment management services to be provided by
BlackRock Advisors and its affiliates.
In the period prior to the Board meeting to consider renewal of the Previous
Investment Advisory Agreement, the Board had requested and received materials
specifically relating to the Previous Investment Advisory Agreement. These
materials included (a) information compiled by Lipper on the fees and expenses
and the investment performance of the Fund as compared to a comparable group of
funds as classified by Lipper; (b) information comparing the Fund's market price
with its net asset value per share; (c) a discussion by the Fund's portfolio
management team on investment strategies used by the Fund during its most recent
fiscal year; (d) information on the profitability to the Previous Investment
Adviser of the Previous Investment Advisory Agreement and other payments
received by the Previous Investment Adviser and its affiliates from the Fund;
and (e) information provided by the Previous Investment Adviser concerning
services related to the valuation and pricing of Fund portfolio holdings, the
Fund's portfolio turnover statistics, and direct and indirect benefits to the
Previous Investment Adviser and its affiliates from their relationship with the
Fund.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 23
Disclosure of New Investment Advisory Agreement (continued)
In their deliberations, the directors considered information received in
connection with their most recent approval of the continuance of the Previous
Investment Advisory Agreement, in addition to information provided by BlackRock
and BlackRock Advisors in connection with their evaluation of the terms and
conditions of the BlackRock Investment Advisory Agreement. The directors did not
identify any particular information that was all-important or controlling, and
each director attributed different weights to the various factors. The
directors, including a majority of the independent directors, concluded that the
terms of the BlackRock Investment Advisory Agreement are appropriate, that the
fees to be paid are reasonable in light of the services to be provided to the
Fund, and that the BlackRock Investment Advisory Agreement should be approved
and recommended to Fund shareholders.
Nature, Quality and Extent of Services Provided -- The Board reviewed the
nature, quality and scope of services provided by the Previous Investment
Adviser, including the investment advisory services and the resulting
performance of the Fund, as well as the nature, quality and extent of services
expected to be provided by BlackRock Advisors. The Board focused primarily on
the Previous Investment Adviser's investment advisory services and the Fund's
investment performance, but also considered certain areas in which both the
Previous Investment Adviser and the Fund received services as part of the
Merrill Lynch complex. The Board compared the Fund's performance -- both
including and excluding the effects of fees and expenses -- to the performance
of a comparable group of funds, and the performance of a relevant index or
combination of indexes. While the Board reviews performance data at least
quarterly, consistent with the Previous Investment Adviser's investment goals,
the Board attaches more importance to performance over relatively long periods
of time, typically three to five years.
In evaluating the nature, quality and extent of the services to be provided by
BlackRock Advisors under the BlackRock Investment Advisory Agreement, the
directors considered, among other things, the expected impact of the Transaction
on the operations, facilities, organization and personnel of New BlackRock and
how it would affect the Fund; the ability of BlackRock Advisors to perform its
duties after the Transaction; and any anticipated changes to the current
investment and other practices of the Fund.
The directors were given information with respect to the potential benefits to
the Fund and its shareholders from having access to BlackRock's state of the art
technology and risk management analytic tools, including the investment tools
provided under the BlackRock Solutions brand name.
The directors were advised that, as a result of Merrill Lynch's equity interest
in BlackRock after the Transaction, the Fund would continue to be subject to
restrictions concerning certain transactions involving Merrill Lynch affiliates
(for example, transactions with a Merrill Lynch broker-dealer acting as
principal) absent revised or new regulatory relief. The directors were advised
that a revision of existing regulatory relief with respect to these restrictions
was being sought from the Securities and Exchange Commission and were advised of
the possibility of receipt of such revised regulatory relief.
Based on their review of the materials provided and the assurances they had
received from the management of Merrill Lynch and of BlackRock, the directors
determined that the nature and quality of services to be provided to the Fund
under the BlackRock Investment Advisory Agreement were expected to be as good as
or better than that provided under the Previous Investment Advisory Agreement.
The directors were advised that BlackRock Advisors did not plan to change the
Fund's portfolio management team upon the closing of the transaction. It was
noted, however, that other changes in personnel were expected to follow the
Transaction and the combination of the operations of the Previous Investment
Adviser and its affiliates with those of BlackRock. The directors noted that if
current portfolio managers or other personnel were to cease to be available
prior to the closing of the Transaction, the Board would consider all available
options, including seeking the investment advisory or other services of
BlackRock affiliates. Accordingly, the directors concluded that, overall, they
were satisfied at the present time with assurances from BlackRock and BlackRock
Advisors as to the expected nature, quality and extent of the services to be
provided to the Fund under the BlackRock Investment Advisory Agreement.
Costs of Services Provided and Profitability -- It was noted that, in
conjunction with the recent review of the Previous Investment Advisory
Agreement, the directors had received, among other things, a report from Lipper
comparing the Fund's fees and expenses to those of a peer group selected by
Lipper, and information as to the fees charged by the Previous Investment
Adviser or its affiliates to other registered investment company clients for
investment management services. The Board reviewed the Fund's contractual
management fee rate and actual management fee rate as a percentage of total
assets at common asset levels -- the actual rate includes advisory fees and the
effects of any fee
24 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
waivers -- compared to the other funds in its Lipper category. They also
compared the Fund's total expenses to those of other comparable funds. The
information showed that the Fund had fees and expenses within the range of fees
and expenses of comparable funds. The Board considered the services to be
provided by and the fees to be charged by BlackRock Advisors to other funds with
similar investment mandates and noted that the fees charged by BlackRock
Advisors in those cases, including fee waivers and expense reimbursements, were
generally comparable to those being charged to the Fund. The Board concluded
that the Fund's management fee and fee rate and overall expense ratio are
reasonable compared to those of other comparable funds.
In evaluating the costs of the services to be provided by BlackRock Advisors
under the BlackRock Investment Advisory Agreement, the directors considered,
among other things, whether advisory fees or other expenses would change as a
result of the Transaction. Based on their review of the materials provided and
the fact that the BlackRock Investment Advisory Agreement is substantially
similar to the Previous Investment Advisory Agreement in all material respects,
including the rate of compensation, the directors determined that the
Transaction should not increase the total fees payable, including any fee
waivers and expense reimbursements, for advisory and administrative services.
The directors noted that it was not possible to predict how the Transaction
would affect BlackRock Advisors' profitability from its relationship with the
Fund.
The directors discussed with BlackRock Advisors its general methodology to be
used in determining its profitability with respect to its relationship with the
Fund. The directors noted that they expect to receive profitability information
from BlackRock Advisors on at least an annual basis and thus be in a position to
evaluate whether any adjustments in Fund fees and/or fee breakpoints would be
appropriate.
Fees and Economies of Scale -- The Board considered the extent to which
economies of scale might be realized as the assets of the Fund increase and
whether there should be changes in the management fee rate or structure in order
to enable the Fund to participate in these economies of scale. The Board
determined that changes were not currently necessary.
In reviewing the Transaction, the directors considered, among other things,
whether advisory fees or other expenses would change as a result of the
Transaction. Based on the fact that the BlackRock Investment Advisory Agreement
is substantially similar to the Previous Investment Advisory Agreement in all
material respects, including the rate of compensation, the directors determined
that as a result of the Transaction, the Fund's total advisory fees would be no
higher than the fees under the Previous Investment Advisory Agreement. The
directors noted that in conjunction with their most recent deliberations
concerning the Previous Investment Advisory Agreement, they had determined that
the total fees for advisory and administrative services for the Fund were
reasonable in light of the services provided. It was noted that in conjunction
with the recent review of the Previous Investment Advisory Agreement, the
directors had received, among other things, a report from Lipper comparing the
Fund's fees, expenses and performance to those of a peer group selected by
Lipper, and information as to the fees charged by the Previous Investment
Adviser or its affiliates to other registered investment company clients for
investment management services. The directors concluded that because the rates
for advisory fees for the Fund would be no higher than the fee rates in effect
at the time, the proposed management fee structure, including any fee waivers,
was reasonable and that no additional changes were currently necessary.
Fall-Out Benefits -- In evaluating the fall-out benefits to be received by
BlackRock Advisors under the BlackRock Investment Advisory Agreement, the
directors considered whether BlackRock Advisors would experience such benefits
to the same extent that the Previous Investment Adviser was experiencing such
benefits under the Previous Investment Advisory Agreement. Based on their review
of the materials provided, including materials received in connection with their
most recent approval of the continuance of the Previous Investment Advisory
Agreement, and their discussions with management of the Previous Investment
Adviser and BlackRock, the directors determined that BlackRock Advisors'
fall-out benefits could include increased ability for BlackRock to distribute
shares of its funds and other investment products. The directors noted that any
fall-out benefits were difficult to quantify with certainty at this time, and
indicated that they would continue to evaluate them going forward.
Investment Performance -- The directors considered investment performance for
the Fund. The directors compared the Fund's performance -- both including and
excluding the effects of fees and expenses -- to the performance of a comparable
group of funds, and the performance of a relevant index or combination of
indexes. The comparative information received from Lipper showed Fund
performance at various levels within the range of performance of comparable
funds over different time periods. While the Board reviews
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 25
Disclosure of New Investment Advisory Agreement (concluded)
performance data at least quarterly, consistent with the Previous Investment
Adviser's investment goals, the Board attaches more importance over relatively
long periods of time, typically three to five years. The directors believed the
Fund's performance was satisfactory. Also, the directors took into account the
investment performance of funds advised by BlackRock Advisors. The Board
considered comparative information from Lipper which showed that the performance
of the funds advised by BlackRock Advisors was within the range of performance
of comparable funds over different time periods. The Board noted BlackRock's
considerable investment management experience and capabilities, but was unable
to predict what effect, if any, consummation of the Transaction would have on
the future performance of the Fund.
Conclusion -- After the independent directors of the Fund deliberated in
executive session, the entire Board, including the independent directors,
approved the BlackRock Investment Advisory Agreement, concluding that the
advisory fee rate was reasonable in relation to the services provided and that
the BlackRock Investment Advisory Agreement was in the best interests of the
shareholders. In approving the BlackRock Investment Advisory Agreement, the
Board noted that it anticipated reviewing the continuance of the agreement in
advance of the expiration of the initial two-year period.
New BlackRock Sub-Advisory Agreement -- Matters Considered by the Board
At an in-person meeting held on August 14-16, 2006, the Board of Directors,
including the independent directors, discussed and approved the sub-advisory
agreement (the "BlackRock Sub-Advisory Agreement") between BlackRock Advisors
and its affiliate, BlackRock Investment Management, LLC (the "Sub-Adviser"). The
BlackRock Sub-Advisory Agreement became effective on September 29, 2006, at the
same time the BlackRock Investment Advisory Agreement became effective.
Pursuant to the BlackRock Sub-Advisory Agreement, the Sub-Adviser receives a
monthly fee from BlackRock Advisors equal to 59% of the advisory fee received by
BlackRock Advisors from the Fund. BlackRock Advisors pays the Sub-Adviser out of
its own resources, and there is no increase in Fund expenses as a result of the
BlackRock Sub-Advisory Agreement.
In approving the BlackRock Sub-Advisory Agreement at the August in-person
meeting, the Board reviewed its considerations in connection with its approval
of the BlackRock Investment Advisory Agreement in May 2006. The Board relied on
the same information and considered the same factors as those discussed above in
connection with the approval of the BlackRock Investment Advisory Agreement, and
came to the same conclusions. In reviewing the sub-advisory fee rate provided in
the BlackRock Sub-Advisory Agreement, the Board noted the fact that both
BlackRock Advisors and the Sub-Adviser have significant responsibilities under
their respective advisory agreements. BlackRock Advisors remains responsible for
oversight of the Fund's operations and administration, and the Sub-Adviser
provides advisory services to the Fund and is responsible for the day-to-day
management of the Fund's portfolio under the BlackRock Sub-Advisory Agreement.
The Board also took into account the fact that there is no increase in total
advisory fees paid by the Fund as a result of the BlackRock Sub-Advisory
Agreement. Under all of the circumstances, the Board concluded that it was a
reasonable allocation of fees for the Sub-Adviser to receive 59% of the advisory
fee paid by the Fund to BlackRock Advisors.
After the independent directors deliberated in executive session, the entire
Board, including the independent directors, approved the BlackRock Sub-Advisory
Agreement, concluding that the sub-advisory fee was reasonable in relation to
the services provided and that the Sub-Advisory Agreement was in the best
interests of shareholders.
26 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Officers and Directors
Number of
Portfolios in Other Public
Position(s) Length of Fund Complex Directorships
Held with Time Overseen by Held by
Name Address & Age Fund Served Principal Occupation(s) During Past 5 Years Director Director
====================================================================================================================================
Interested Director
------------------------------------------------------------------------------------------------------------------------------------
Robert C. P.O. Box 9011 President 2005 to Vice Chairman and Director of BlackRock, and 129 Funds None
Doll, Jr.* Princeton, NJ and present Global Chief Investment Officer for Equities, 174 Portfolios
08543-9011 Director Chairman of the BlackRock Private Client Operating
Age: 52 Committee, and member of the BlackRock Executive
Committee since 2006; President of the Funds
advised by Merrill Lynch Investment Managers
("MLIM") and its affiliates ("MLIM/FAM-advised
funds") from 2005 to 2006 and Chief Investment
Officer thereof from 2001 to 2006; President of
MLIM and Fund Asset Management, L.P. ("FAM") from
2001 to 2006; Co-Head (Americas Region) thereof
from 2000 to 2001 and Senior Vice President from
1999 to 2001; President and Director of Princeton
Services, Inc. ("Princeton Services") since 2001;
President of Princeton Administrators, L.P.
("Princeton Administrators") from 2001 to 2006;
Chief Investment Officer of OppenheimerFunds, Inc.
in 1999 and Executive Vice President thereof from
1991 to 1999.
------------------------------------------------------------------------------------------------------------------------
* Mr. Doll is a director, trustee or member of an advisory board of certain other investment companies for which
BlackRock acts as investment adviser. Mr. Doll is an "interested person," as described in the Investment Company
Act, of the Fund based on his current and former positions with BlackRock, Inc. and its affiliates. Directors
serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. As Fund
President, Mr. Doll serves at the pleasure of the Board of Directors.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 27
Officers and Directors (continued)
Number of
Portfolios in Other Public
Position(s) Length of Fund Complex Directorships
Held with Time Overseen by Held by
Name Address & Age Fund Served Principal Occupation(s) During Past 5 Years Director Director
====================================================================================================================================
Independent Directors*
------------------------------------------------------------------------------------------------------------------------------------
Ronald W. P.O. Box 9095 Director 1988 to Professor Emeritus of Finance, School of Business, 49 Funds None
Forbes** Princeton, NJ present State University of New York at Albany since 2000 51 Portfolios
08543-9095 and Professor thereof from 1989 to 2000;
Age: 65 International Consultant, Urban Institute,
Washington, D.C. from 1995 to 1999.
------------------------------------------------------------------------------------------------------------------------------------
Cynthia A. P.O. Box 9095 Director 1994 to Professor, Harvard Business School since 1989; 49 Funds Newell
Montgomery Princeton, NJ present Associate Professor, J.L. Kellogg Graduate School 51 Portfolios Rubbermaid,
08543-9095 of Management, Northwestern University from 1985 Inc.
Age: 54 to 1989; Associate Professor, Graduate School of (manufacturing)
Business Administration, University of Michigan
from 1979 to 1985; Director, Harvard Business
School Publishing since 2005; Director, McLean
Hospital since 2005.
------------------------------------------------------------------------------------------------------------------------------------
Jean Margo P.O. Box 9095 Director 2004 to Self-employed consultant since 2001; Counsel of 49 Funds None
Reid Princeton, NJ present Alliance Capital Management (investment adviser) 51 Portfolios
08543-9095 in 2000; General Counsel, Director and Secretary
Age: 61 of Sanford C. Bernstein & Co., Inc. (investment
adviser/ broker-dealer) from 1997 to 2000;
Secretary, Sanford C. Bernstein Fund, Inc. from
1994 to 2000; Director and Secretary of SCB, Inc.
since 1998; Director and Secretary of SCB
Partners, Inc. since 2000; and Director of
Covenant House from 2001 to 2004.
------------------------------------------------------------------------------------------------------------------------------------
Roscoe S. P.O. Box 9095 Director 2000 to President, Middle East Institute from 1995 to 49 Funds None
Suddarth Princeton, NJ present 2001; Foreign Service Officer, United States 51 Portfolios
08543-9095 Foreign Service, from 1961 to 1995 and Career
Age: 71 Minister from 1989 to 1995; Deputy Inspector
General, U.S. Department of State, from 1991 to
1994; U.S. Ambassador to the Hashemite Kingdom of
Jordan from 1987 to 1990.
------------------------------------------------------------------------------------------------------------------------------------
Richard R. P.O. Box 9095 Director 1988 to Professor of Finance from 1984 to 1995, Dean from 49 Funds Bowne & Co.,
West Princeton, NJ present 1984 to 1993 and since 1995 Dean Emeritus of New 51 Portfolios Inc. (financial
08543-9095 York University's Leonard N. Stern School of printers);
Age: 68 Business Administration. Vornado Realty
Trust (real
estate
company);
Alexander's,
Inc. (real
estate company)
------------------------------------------------------------------------------------------------------------------------------------
Edward D. P.O. Box 9095 Director 2000 to Self-employed financial consultant since 1994; 49 Funds None
Zinbarg Princeton, NJ present Executive Vice President of the Prudential 51 Portfolios
08543-9095 Insurance Company of America from 1988 to 1994;
Age: 71 Former Director of Prudential Reinsurance Company
and former Trustee of the Prudential Foundation.
------------------------------------------------------------------------------------------------------------------------
* Directors serve until their resignation, removal or death, or until December 31 of the year in which they turn 72.
** Chairman of the Board of Directors and the Audit Committee.
------------------------------------------------------------------------------------------------------------------------------------
28 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Officers and Directors (concluded)
Position(s) Length of
Held with Time
Name Address & Age Fund Served Principal Occupation(s) During Past 5 Years
====================================================================================================================================
Fund Officers*
------------------------------------------------------------------------------------------------------------------------------------
Donald C. P.O. Box 9011 Vice 1993 to Managing Director of BlackRock since 2006; Managing Director of MLIM and FAM
Burke Princeton, NJ President present from 2005 to 2006 and Treasurer thereof from 1999 to 2006; First Vice President
08543-9011 and and of MLIM and FAM from 1997 to 2005; Senior Vice President and Treasurer of
Age: 46 Treasurer 1999 to Princeton Services from 1999 to 2006 and Director from 2004 to 2006; Vice
present President of FAM Distributors, Inc. ("FAMD") from 1999 to 2006 and Director from
2004 to 2006; Vice President of MLIM and FAM from 1990 to 1997; Director of
Taxation of MLIM from 1990 to 2001; Vice President, Treasurer and Secretary of
the IQ Funds from 2004 to 2006.
------------------------------------------------------------------------------------------------------------------------------------
Kenneth A. P.O. Box 9011 Senior 2002 to Managing Director of BlackRock since 2006; Managing Director (Municipal Tax-Exempt
Jacob Princeton, NJ Vice present Fund Management) of MLIM from 2000 to 2006; Director of MLIM from 1997 to 2000.
08543-9011 President
Age: 55
------------------------------------------------------------------------------------------------------------------------------------
John M. P.O. Box 9011 Senior 2002 to Managing Director of BlackRock since 2006; Managing Director (Municipal Tax-Exempt
Loffredo Princeton, NJ Vice present Fund Management) of MLIM from 2000 to 2006; Director of MLIM from 1997 to 2000.
08543-9011 President
Age: 42
------------------------------------------------------------------------------------------------------------------------------------
Fred K. P.O. Box 9011 Vice 1990 to Director of BlackRock since 2006; Director (Municipal Tax-Exempt Fund Management)
Stuebe Princeton, NJ President present of MLIM from 2000 to 2006; Vice President of MLIM from 1994 to 2000.
08543-9011
Age: 55
------------------------------------------------------------------------------------------------------------------------------------
Jeffrey P.O. Box 9011 Fund Chief 2004 to Managing Director of BlackRock and Fund Chief Compliance Officer since 2006;
Hiller Princeton, NJ Compliance present Chief Compliance Officer of the MLIM/FAM-advised funds and First Vice President
08543-9011 Officer and Chief Compliance Officer of MLIM (Americas Region) from 2004 to 2006; Chief
Age: 55 Compliance Officer of the IQ Funds since 2004; Global Director of Compliance at
Morgan Stanley Investment Management from 2002 to 2004; Managing Director and
Global Director of Compliance at Citigroup Asset Management from 2000 to 2002;
Chief Compliance Officer at Soros Fund Management in 2000; Chief Compliance
Officer at Prudential Financial from 1995 to 2000; Senior Counsel in the
Securities and Exchange Commission's Division of Enforcement in Washington, D.C.
from 1990 to 1995.
------------------------------------------------------------------------------------------------------------------------------------
Alice A. P.O. Box 9011 Secretary 2004 to Director of BlackRock since 2006; Director (Legal Advisory) of MLIM from 2002 to
Pellegrino Princeton, NJ present 2006; Vice President of MLIM from 1999 to 2002; Attorney associated with MLIM
08543-9011 from 1997 to 2006; Secretary of MLIM, FAM, FAMD and Princeton Services from 2004
Age: 46 to 2006.
------------------------------------------------------------------------------------------------------------------------
* Officers of the Fund serve at the pleasure of the Board of Directors.
------------------------------------------------------------------------------------------------------------------------------------
Custodian
The Bank of New York
100 Church Street
New York, NY 10286
Transfer Agents
Common Stock:
The Bank of New York
101 Barclay Street -- 11 East
New York, NY 10286
Preferred Stock:
The Bank of New York
101 Barclay Street -- 7 West
New York, NY 10286
AMEX Symbol
MVF
--------------------------------------------------------------------------------
Effective January 1, 2007, Edward D. Zinbarg retired as a Director of BlackRock
MuniVest Fund, Inc. The Fund's Board of Directors wishes Mr. Zinbarg well in his
retirement.
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Effective April 13, 2007, Jeffrey Hiller resigned his position as Chief
Compliance Officer of the Fund. Also effective April 13, 2007, Karen Clark was
appointed Chief Compliance Officer of the Fund. Ms. Clark has been a Managing
Director of BlackRock, Inc. since 2007. She was a Director thereof from 2005 to
2007. Prior to that, Ms. Clark was a principal and senior compliance officer at
State Street Global Advisors from 2001 to 2005. Ms. Clark was a principal
consultant with PricewaterhouseCoopers, LLP from 1998 to 2001. From 1993 to
1998, Ms. Clark was Branch Chief, Division of Investment Management and Office
of Compliance Inspections and Examinations, with the U.S. Securities and
Exchange Commission.
--------------------------------------------------------------------------------
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 29
Automatic Dividend Reinvestment Plan
How the Plan Works -- The Fund offers a Dividend Reinvestment Plan (the "Plan")
under which income and capital gains dividends paid by the Fund are
automatically reinvested in additional shares of Common Stock of the Fund. The
Plan is administered on behalf of the shareholders by The Bank of New York (the
"Plan Agent"). Under the Plan, whenever the Fund declares a dividend,
participants in the Plan will receive the equivalent in shares of Common Stock
of the Fund. The Plan Agent will acquire the shares for the participant's
account either (i) through receipt of additional unissued but authorized shares
of the Fund ("newly issued shares") or (ii) by purchase of outstanding shares of
Common Stock on the open market on the American Stock Exchange or elsewhere. If,
on the dividend payment date, the Fund's net asset value per share is equal to
or less than the market price per share plus estimated brokerage commissions (a
condition often referred to as a "market premium"), the Plan Agent will invest
the dividend amount in newly issued shares. If the Fund's net asset value per
share is greater than the market price per share (a condition often referred to
as a "market discount"), the Plan Agent will invest the dividend amount by
purchasing on the open market additional shares. If the Plan Agent is unable to
invest the full dividend amount in open market purchases, or if the market
discount shifts to a market premium during the purchase period, the Plan Agent
will invest any uninvested portion in newly issued shares. The shares acquired
are credited to each shareholder's account. The amount credited is determined by
dividing the dollar amount of the dividend by either (i) when the shares are
newly issued, the net asset value per share on the date
the shares are issued or (ii) when shares are purchased in the open market, the
average purchase price per share.
Participation in the Plan -- Participation in the Plan is automatic, that is, a
shareholder is automatically enrolled in the Plan when he or she purchases
shares of Common Stock of the Fund unless the shareholder specifically elects
not to participate in the Plan. Shareholders who elect not to participate will
receive all dividend distributions in cash. Shareholders who do not wish to
participate in the Plan must advise the Plan Agent in writing (at the address
set forth below) that they elect not to participate in the Plan. Participation
in the Plan is completely voluntary and may be terminated or resumed at any time
without penalty by writing to the Plan Agent.
Benefits of the Plan -- The Plan provides an easy, convenient way for
shareholders to make additional, regular investments in the Fund. The Plan
promotes a long-term strategy of investing at a lower cost. All shares acquired
pursuant to the Plan receive voting rights. In addition, if the market price
plus commissions of the Fund's shares is above the net asset value, participants
in the Plan will receive shares of the Fund for less than they could otherwise
purchase them and with a cash value greater than the value of any cash
distribution they would have received. However, there may not be enough shares
available in the market to make distributions in shares at prices below the net
asset value. Also, since the Fund does not redeem shares, the price on resale
may be more or less than the net asset value.
Plan Fees -- There are no enrollment fees or brokerage fees for participating in
the Plan. The Plan Agent's service fees for handling the reinvestment of
distributions are paid for by the Fund. However, brokerage commissions may be
incurred when the Fund purchases shares on the open market and shareholders will
pay a pro rata share of any such commissions.
Tax Implications -- The automatic reinvestment of dividends and distributions
will not relieve participants of any federal, state or local income tax that may
be payable (or required to be withheld) on such dividends. Therefore, income and
capital gains may still be realized even though shareholders do not receive
cash. The value of shares acquired pursuant to the Plan will generally be
excluded from gross income to the extent that the cash amount reinvested would
be excluded from gross income. If, when the Fund's shares are trading at a
market premium, the Fund issues shares pursuant to the Plan that have a greater
fair market value than the amount of cash reinvested, it is possible that all or
a portion of the discount from the market value (which may not exceed 5% of the
fair market value of the Fund's shares) could be viewed as a taxable
distribution. If the discount is viewed as a taxable distribution, it is also
possible that the taxable character of this discount would be allocable to all
the shareholders, including shareholders who do not participate in the Plan.
Thus, shareholders who do not participate in the Plan might be required to
report as ordinary income a portion of their distributions equal to their
allocable share of the discount.
Contact Information -- All correspondence concerning the Plan, including any
questions about the Plan, should be directed to the Plan Agent at The Bank of
New York, Church Street Station, P.O. Box 11258, New York, NY 10286-1258,
Telephone: 800-432-8224.
30 BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006
Dividend Policy
The Fund's dividend policy is to distribute all or a portion of its net
investment income to its shareholders on a monthly basis. In order to provide
shareholders with a more stable level of dividend distributions, the Fund may at
times pay out less than the entire amount of net investment income earned in any
particular month and may at times in any particular month pay out such
accumulated but undistributed income in addition to net investment income earned
in that month. As a result, the dividends paid by the Fund for any particular
month may be more or less than the amount of net investment income earned by the
Fund during such month. The Fund's current accumulated but undistributed net
investment income, if any, is disclosed in the Statement of Net Assets, which
comprises part of the financial information included in this report.
Availability of Quarterly Schedule of Investments
The Fund files its complete schedule of portfolio holdings with the Securities
and Exchange Commission ("SEC") for the first and third quarters of each fiscal
year on Form N-Q. The Fund's Forms N-Q are available on the SEC's Web site at
http://www.sec.gov. The Fund's Forms N-Q may also be reviewed and copied at the
SEC's Public Reference Room in Washington, DC. Information on the operation of
the Public Reference Room may be obtained by calling 1-800-SEC-0330.
Electronic Delivery
Electronic copies of most financial reports and prospectuses are available on
the Fund's Web site. Shareholders can sign up for e-mail notifications of
quarterly statements, annual and semi-annual reports and prospectuses by
enrolling in the Fund's electronic delivery program.
To enroll:
Shareholders Who Hold Accounts with Investment Advisers, Banks or Brokerages:
Please contact your financial advisor. Please note that not all investment
advisers, banks or brokerages may offer this service.
BlackRock Privacy Principles
BlackRock is committed to maintaining the privacy of its current and former fund
investors and individual clients (collectively, "Clients") and to safeguarding
their nonpublic personal information. The following information is provided to
help you understand what personal information BlackRock collects, how we protect
that information and why in certain cases we share such information with select
parties.
If you are located in a jurisdiction where specific laws, rules or regulations
require BlackRock to provide you with additional or different privacy-related
rights beyond what is set forth below, then BlackRock will comply with those
specific laws, rules or regulations.
BlackRock obtains or verifies personal nonpublic information from and about you
from different sources, including the following: (i) information we receive from
you or, if applicable, your financial intermediary, on applications, forms or
other documents; (ii) information about your transactions with us, our
affiliates, or others; (iii) information we receive from a consumer reporting
agency; and (iv) from visits to our Web sites.
BlackRock does not sell or disclose to nonaffiliated third parties any nonpublic
personal information about its Clients, except as permitted by law or as is
necessary to service Client accounts. These nonaffiliated third parties are
required to protect the confidentiality and security of this information and to
use it only for its intended purpose.
We may share information with our affiliates to service your account or to
provide you with information about other BlackRock products or services that may
be of interest to you. In addition, BlackRock restricts access to nonpublic
personal information about its Clients to those BlackRock employees with a
legitimate business need for the information. BlackRock maintains physical,
electronic and procedural safeguards that are designed to protect the nonpublic
personal information of its Clients, including procedures relating to the proper
storage and disposal of such information.
BLACKROCK MUNIVEST FUND, INC. AUGUST 31, 2006 31
BlackRock MuniVest Fund, Inc. seeks to provide shareholders with as high a level
of current income exempt from federal income taxes as is consistent with its
investment policies and prudent investment management by investing primarily in
a portfolio of long-term, investment grade municipal obligations, the interest
on which is exempt from federal income taxes in the opinion of bond counsel to
the issuer.
This report, including the financial information herein, is transmitted to the
shareholders of BlackRock MuniVest Fund, Inc. for their information. It is not a
prospectus, circular or representation intended for use in the purchase of
shares of the Fund or any securities mentioned in the report. Past performance
results shown in this report should not be considered a representation of future
performance. The Fund has leveraged its Common Stock and intends to remain
leveraged by issuing Preferred Stock to provide the Common Stock shareholders
with a potentially higher rate of return. Leverage creates risks for Common
Stock shareholders, including the likelihood of greater volatility of net asset
value and market price of shares of the Common Stock, and the risk that
fluctuations in the short-term dividend rates of the Preferred Stock may affect
the yield to Common Stock shareholders. Statements and other information herein
are as dated and are subject to change.
A description of the policies and procedures that the Fund uses to determine how
to vote proxies relating to portfolio securities is available (1) without
charge, upon request, by calling toll-free 1-800-441-7762; (2) at
www.blackrock.com; and (3) on the Securities and Exchange Commission's Web site
at http://www.sec.gov. Information about how the Fund voted proxies relating to
securities held in the Fund's portfolio during the most recent 12-month period
ended June 30 is available (1) at www.blackrock.com and (2) on the Securities
and Exchange Commission's Web site at http://www.sec.gov.
BlackRock MuniVest Fund, Inc.
Box 9011
Princeton, NJ 08543-9011
BLACKROCK
#10787R-8/06
Item 2 - Code of Ethics - The registrant has adopted a code of ethics, as of
the end of the period covered by this report, that applies to the
registrant's principal executive officer, principal financial officer
and principal accounting officer, or persons performing similar
functions. A copy of the code of ethics is available without charge at
www.blackrock.com.
Item 3 - Audit Committee Financial Expert - The registrant's board of directors
has determined that (i) the registrant has the following audit
committee financial experts serving on its audit committee and (ii)
each audit committee financial expert is independent: (1) Ronald W.
Forbes, (2) Richard R. West, and (3) Edward D. Zinbarg (retired as of
December 31, 2006).
Item 4 - Principal Accountant Fees and Services
(a) Audit Fees - Fiscal Year Ending August 31, 2006 - $30,500
Fiscal Year Ending August 31, 2005 - $30,000
(b) Audit-Related Fees - Fiscal Year Ending August 31, 2006 - $3,500
Fiscal Year Ending August 31, 2005 - $16,400
The nature of the services include assurance and related services
reasonably related to the performance of the audit of financial
statements not included in Audit Fees as well as $12,400 associated
with the issuance of a new series of AMPS.
(c) Tax Fees - Fiscal Year Ending August 31, 2006 - $6,000
Fiscal Year Ending August 31, 2005 - $7,000
The nature of the services include tax compliance, tax advice and tax
planning.
(d) All Other Fees - Fiscal Year Ending August 31, 2006 - $0
Fiscal Year Ending August 31, 2005 - $0
(e)(1) The registrant's audit committee (the "Committee") has adopted
policies and procedures with regard to the pre-approval of services.
Audit, audit-related and tax compliance services provided to the
registrant on an annual basis require specific pre-approval by the
Committee. The Committee also must approve other non-audit services
provided to the registrant and those non-audit services provided to
the registrant's affiliated service providers that relate directly to
the operations and the financial reporting of the registrant. Certain
of these non-audit services that the Committee believes are a)
consistent with the SEC's auditor independence rules and b) routine
and recurring services that will not impair the independence of the
independent accountants may be approved by the Committee without
consideration on a specific case-by-case basis ("general
pre-approval"). However, such services will only be deemed
pre-approved provided that any individual project does not exceed
$5,000 attributable to the registrant or $50,000 for all of the
registrants the Committee oversees. Any proposed services exceeding
the pre-approved cost levels will require specific pre-approval by the
Committee, as will any other services not subject to general
pre-approval (e.g., unanticipated but permissible services). The
Committee is informed of each service approved subject to general
pre-approval at the next regularly scheduled in-person board meeting.
(e)(2) 0%
(f) Not Applicable
(g) Fiscal Year Ending August 31, 2006 - $3,098,500
Fiscal Year Ending August 31, 2005 - $7,377,027
(h) The registrant's audit committee has considered and determined
that the provision of non-audit services that were rendered to the
registrant's investment adviser and any entity controlling, controlled
by, or under common control with the investment adviser that provides
ongoing services to the registrant that were not pre-approved pursuant
to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible
with maintaining the principal accountant's independence.
Regulation S-X Rule 2-01(c)(7)(ii) - $1,739,500, 0%
Item 5 - Audit Committee of Listed Registrants - The following individuals are
members of the registrant's separately-designated standing audit
committee established in accordance with Section 3(a)(58)(A) of the
Exchange Act (15 U.S.C. 78c(a)(58)(A)):
Ronald W. Forbes
Cynthia A. Montgomery
Jean Margo Reid
Roscoe S. Suddarth
Richard R. West
Edward D. Zinbarg (retired as of December 31, 2006)
Item 6 - Schedule of Investments - Not Applicable
Item 7 - Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies - Proxy Voting Policies and Procedures
Each Fund's Board of Directors/Trustees has delegated to Merrill Lynch
Investment Managers, L.P. and/or Fund Asset Management, L.P. (the
"Investment Adviser") authority to vote all proxies relating to the
Fund's portfolio securities. The Investment Adviser has adopted
policies and procedures ("Proxy Voting Procedures") with respect to
the voting of proxies related to the portfolio securities held in the
account of one or more of its clients, including a Fund. Pursuant to
these Proxy Voting Procedures, the Investment Adviser's primary
objective when voting proxies is to make proxy voting decisions solely
in the best interests of each Fund and its shareholders, and to act in
a manner that the Investment Adviser believes is most likely to
enhance the economic value of the securities held by the Fund. The
Proxy Voting Procedures are designed to ensure that the Investment
Adviser considers the interests of its clients, including the Funds,
and not the interests of the Investment Adviser, when voting proxies
and that real (or perceived) material conflicts that may arise between
the Investment Adviser's interest and those of the Investment
Adviser's clients are properly addressed and resolved.
In order to implement the Proxy Voting Procedures, the Investment
Adviser has formed a Proxy Voting Committee (the "Committee"). The
Committee is comprised of the Investment Adviser's Chief Investment
Officer (the "CIO"), one or more other senior investment professionals
appointed by the CIO, portfolio managers and investment analysts
appointed by the CIO and any other personnel the CIO deems
appropriate. The Committee will also include two non-voting
representatives from the Investment Adviser's Legal department
appointed by the Investment Adviser's General Counsel. The Committee's
membership shall be limited to full-time employees of the Investment
Adviser. No person with any investment banking, trading, retail
brokerage or research responsibilities for the Investment Adviser's
affiliates may serve as a member of the Committee or participate in
its decision making (except to the extent such person is asked by the
Committee to present information to the Committee, on the same basis
as other interested knowledgeable parties not affiliated with the
Investment Adviser might be asked to do so). The Committee determines
how to vote the proxies of all clients, including a Fund, that have
delegated proxy voting authority to the Investment Adviser and seeks
to ensure that all votes are consistent with the best interests of
those clients and are free from unwarranted and inappropriate
influences. The Committee establishes general proxy voting policies
for the Investment Adviser and is responsible for determining how
those policies are applied to specific proxy votes, in light of each
issuer's unique structure, management, strategic options and, in
certain circumstances, probable economic and other anticipated
consequences of alternate actions. In so doing, the Committee may
determine to vote a particular proxy in a manner contrary to its
generally stated policies. In addition, the Committee will be
responsible for ensuring that all reporting and recordkeeping
requirements related to proxy voting are fulfilled.
The Committee may determine that the subject matter of a recurring
proxy issue is not suitable for general voting policies and requires a
case-by-case determination. In such cases, the Committee may elect not
to adopt a specific voting policy applicable to that issue. The
Investment Adviser believes that certain proxy voting issues require
investment analysis - such as approval of mergers and other
significant corporate transactions - akin to investment decisions, and
are, therefore, not suitable for general guidelines. The Committee may
elect to adopt a common position for the Investment Adviser on certain
proxy votes that are akin to investment decisions, or determine to
permit the portfolio manager to make individual decisions on how best
to maximize economic value for a Fund (similar to normal buy/sell
investment decisions made by such portfolio managers). While it is
expected that the Investment Adviser will generally seek to vote
proxies over which the Investment Adviser exercises voting authority
in a uniform manner for all the Investment Adviser's clients, the
Committee, in conjunction with a Fund's portfolio manager, may
determine that the Fund's specific circumstances require that its
proxies be voted differently.
To assist the Investment Adviser in voting proxies, the Committee has
retained Institutional Shareholder Services ("ISS"). ISS is an
independent adviser that specializes in providing a variety of
fiduciary-level proxy-related services to institutional investment
managers, plan sponsors, custodians, consultants, and other
institutional investors. The services provided to the Investment
Adviser by ISS include in-depth research, voting recommendations
(although the Investment Adviser is not obligated to follow such
recommendations), vote execution, and recordkeeping. ISS will also
assist the Fund in fulfilling its reporting and recordkeeping
obligations under the Investment Company Act.
The Investment Adviser's Proxy Voting Procedures also address special
circumstances that can arise in connection with proxy voting. For
instance, under the Proxy Voting Procedures, the Investment Adviser
generally will not seek to vote proxies related to portfolio
securities that are on loan, although it may do so under certain
circumstances. In addition, the Investment Adviser will vote proxies
related to securities of foreign issuers only on a best efforts basis
and may elect not to vote at all in certain countries where the
Committee determines that the costs associated with voting generally
outweigh the benefits. The Committee may at any time override these
general policies if it determines that such action is in the best
interests of a Fund.
From time to time, the Investment Adviser may be required to vote proxies in
respect of an issuer where an affiliate of the Investment Adviser (each, an
"Affiliate"), or a money management or other client of the Investment Adviser
(each, a "Client") is involved. The Proxy Voting Procedures and the Investment
Adviser's adherence to those procedures are designed to address such conflicts
of interest. The Committee intends to strictly adhere to the Proxy Voting
Procedures in all proxy matters, including matters involving Affiliates and
Clients. If, however, an issue representing a non-routine matter that is
material to an Affiliate or a widely known Client is involved such that the
Committee does not reasonably believe it is able to follow its guidelines (or if
the particular proxy matter is not addressed by the guidelines) and vote
impartially, the Committee may, in its discretion for the purposes of ensuring
that an independent determination is reached, retain an independent fiduciary to
advise the Committee on how to vote or to cast votes on behalf of the Investment
Adviser's clients.
In the event that the Committee determines not to retain an
independent fiduciary, or it does not follow the advice of such an
independent fiduciary, the powers of the Committee shall pass to a
subcommittee, appointed by the CIO (with advice from the Secretary of
the Committee), consisting solely of Committee members selected by the
CIO. The CIO shall appoint to the subcommittee, where appropriate,
only persons whose job responsibilities do not include contact with
the Client and whose job evaluations would not be affected by the
Investment Adviser's relationship with the Client (or failure to
retain such relationship). The subcommittee shall determine whether
and how to vote all proxies on behalf of the Investment Adviser's
clients or, if the proxy matter is, in their judgment, akin to an
investment decision, to defer to the applicable portfolio managers,
provided that, if the subcommittee determines to alter the Investment
Adviser's normal voting guidelines or, on matters where the Investment
Adviser's policy is case-by-case, does not follow the voting
recommendation of any proxy voting service or other independent
fiduciary that may be retained to provide research or advice to the
Investment Adviser on that matter, no proxies relating to the Client
may be voted unless the Secretary, or in the Secretary's absence, the
Assistant Secretary of the Committee concurs that the subcommittee's
determination is consistent with the Investment Adviser's fiduciary
duties
In addition to the general principles outlined above, the Investment
Adviser has adopted voting guidelines with respect to certain
recurring proxy issues that are not expected to involve unusual
circumstances. These policies are guidelines only, and the Investment
Adviser may elect to vote differently from the recommendation set
forth in a voting guideline if the Committee determines that it is in
a Fund's best interest to do so. In addition, the guidelines may be
reviewed at any time upon the request of a Committee member and may be
amended or deleted upon the vote of a majority of Committee members
present at a Committee meeting at which there is a quorum.
The Investment Adviser has adopted specific voting guidelines with
respect to the following proxy issues:
o Proposals related to the composition of the Board of Directors of issuers
other than investment companies. As a general matter, the Committee
believes that a company's Board of Directors (rather than shareholders) is
most likely to have access to important, nonpublic information regarding a
company's business and prospects, and is therefore best-positioned to set
corporate policy and oversee management. The Committee, therefore,
believes that the foundation of good corporate governance is the election
of qualified, independent corporate directors who are likely to diligently
represent the interests of shareholders and oversee management of the
corporation in a manner that will seek to maximize shareholder value over
time. In individual cases, the Committee may look at a nominee's history
of representing shareholder interests as a director of other companies or
other factors, to the extent the Committee deems relevant.
o Proposals related to the selection of an issuer's independent auditors. As
a general matter, the Committee believes that corporate auditors have a
responsibility to represent the interests of shareholders and provide an
independent view on the propriety of financial reporting decisions of
corporate management. While the Committee will generally defer to a
corporation's choice of auditor, in individual cases, the Committee may
look at an auditors' history of representing shareholder interests as
auditor of other companies, to the extent the Committee deems relevant.
o Proposals related to management compensation and employee benefits. As a
general matter, the Committee favors disclosure of an issuer's
compensation and benefit policies and opposes excessive compensation, but
believes that compensation matters are normally best determined by an
issuer's board of directors, rather than shareholders. Proposals to
"micro-manage" an issuer's compensation practices or to set arbitrary
restrictions on compensation or benefits will, therefore, generally not be
supported.
o Proposals related to requests, principally from management, for approval
of amendments that would alter an issuer's capital structure. As a general
matter, the Committee will support requests that enhance the rights of
common shareholders and oppose requests that appear to be unreasonably
dilutive.
o Proposals related to requests for approval of amendments to an issuer's
charter or by-laws. As a general matter, the Committee opposes poison pill
provisions.
o Routine proposals related to requests regarding the formalities of
corporate meetings.
o Proposals related to proxy issues associated solely with holdings of
investment company shares. As with other types of companies, the Committee
believes that a fund's Board of Directors (rather than its shareholders)
is best-positioned to set fund policy and oversee management. However, the
Committee opposes granting Boards of Directors authority over certain
matters, such as changes to a fund's investment objective, that the
Investment Company Act envisions will be approved directly by
shareholders.
o Proposals related to limiting corporate conduct in some manner that
relates to the shareholder's environmental or social concerns. The
Committee generally believes that annual shareholder meetings are
inappropriate forums for discussion of larger social issues, and opposes
shareholder resolutions "micromanaging" corporate conduct or requesting
release of information that would not help a shareholder evaluate an
investment in the corporation as an economic matter. While the Committee
is generally supportive of proposals to require corporate disclosure of
matters that seem relevant and material to the economic interests of
shareholders, the Committee is generally not supportive of proposals to
require disclosure of corporate matters for other purposes.
Item 8 - Portfolio Managers of Closed-End Management Investment Companies - as
of October 2, 2006.
(a)(1) BlackRock MuniVest Fund, Inc. is managed by a team of
investment professionals comprised of Fred K. Stuebe, Director at
BlackRock, Theodore R. Jaeckel, Jr., CFA, Managing Director at
BlackRock, and Walter O'Connor, Managing Director at BlackRock. Each
is a member of BlackRock's municipal tax-exempt management group. Mr.
Jaeckel and Mr. O'Connor are responsible for setting the Fund's
overall investment strategy and overseeing the management of the Fund.
Mr. Stuebe is the Fund's lead portfolio manager and is responsible for
the day-to-day management of the Fund's portfolio and the selection of
its investments. Messrs. Jaeckel and O'Connor have been members of the
Fund's management team since 2006 and Mr. Stuebe has been the Fund's
portfolio manager since 1989.
Mr. Jaeckel joined BlackRock in 2006. Prior to joining BlackRock, he
was a Managing Director (Municipal Tax-Exempt Fund Management) of
Merrill Lynch Investment Managers, L.P. (""MLIM") from 2005 to 2006
and a Director of MLIM from 1997 to 2005. He has been a portfolio
manager with BlackRock or MLIM since 1991.
Mr. O'Connor joined BlackRock in 2006. Prior to joining BlackRock, he
was a Managing Director (Municipal Tax-Exempt Fund Management) of MLIM
from 2003 to 2006 and was a Director of MLIM from 1997 to 2002. He has
been a portfolio manager with BlackRock or MLIM since 1991.
Mr. Stuebe joined BlackRock in 2006. Prior to joining BlackRock, he
was a Director (Municipal Tax-Exempt Fund Management) of MLIM from
2000 to 2006. He has 25 years of experience investing in Municipal
Bonds as a portfolio manager on behalf of registered investment
companies.
(a)(2) As of October 2, 2006:
(iii) Number of Other Accounts and
(ii) Number of Other Accounts Managed Assets for Which Advisory Fee is
and Assets by Account Type Performance-Based
Other Other
(i) Name of Registered Other Pooled Registered Other Pooled
Portfolio Investment Investment Other Investment Investment Other
Manager Companies Vehicles Accounts Companies Vehicles Accounts
--------------- -----------
Fred Stuebe 8 0 0 0 0 0
$ 2,105,064,829 $ 0 $ 0 $ 0 $ 0 $ 0
Theodore R.
Jaeckel, Jr. 83 0 0 0 0 0
$23,255,333,377 $ 0 $ 0 $ 0 $ 0 $ 0
Walter
O'Connor 83 0 0 0 0 0
$23,255,333,377 $ 0 $ 0 $ 0 $ 0 $ 0
(iv) Potential Material Conflicts of Interest
BlackRock has built a professional working environment, firm-wide
compliance culture and compliance procedures and systems designed to
protect against potential incentives that may favor one account over
another. BlackRock has adopted policies and procedures that address
the allocation of investment opportunities, execution of portfolio
transactions, personal trading by employees and other potential
conflicts of interest that are designed to ensure that all client
accounts are treated equitably over time. Nevertheless, BlackRock
furnishes investment management and advisory services to numerous
clients in addition to the Fund, and BlackRock may, consistent with
applicable law, make investment recommendations to other clients or
accounts (including accounts which are hedge funds or have performance
or higher fees paid to BlackRock, or in which portfolio managers have
a personal interest in the receipt of such fees), which may be the
same as or different from those made to the Fund. In addition,
BlackRock, its affiliates and any officer, director, stockholder or
employee may or may not have an interest in the securities whose
purchase and sale BlackRock recommends to the Fund. BlackRock, or any
of its affiliates, or any officer, director, stockholder, employee or
any member of their families may take different actions than those
recommended to the Fund by BlackRock with respect to the same
securities. Moreover, BlackRock may refrain from rendering any advice
or services concerning securities of companies of which any of
BlackRock's (or its affiliates') officers, directors or employees are
directors or officers, or companies as to which BlackRock or any of
its affiliates or the officers, directors and employees of any of them
has any substantial economic interest or possesses material non-public
information. Each portfolio manager also may manage accounts whose
investment strategies may at times be opposed to the strategy utilized
for the Fund. In this connection, it should be noted that certain
portfolio managers currently manage certain accounts that are subject
to performance fees. In addition, certain portfolio managers assist in
managing certain hedge funds and may be entitled to receive a portion
of any incentive fees earned on such funds and a portion of such
incentive fees may be voluntarily or involuntarily deferred.
Additional portfolio managers may in the future manage other such
accounts or funds and may be entitled to receive incentive fees.
As a fiduciary, BlackRock owes a duty of loyalty to its clients and
must treat each client fairly. When BlackRock purchases or sells
securities for more than one account, the trades must be allocated in
a manner consistent with its fiduciary duties. BlackRock attempts to
allocate investments in a fair and equitable manner among client
accounts, with no account receiving preferential treatment. To this
end, BlackRock has adopted a policy that is intended to ensure that
investment opportunities are allocated fairly and equitably among
client accounts over time. This policy also seeks to achieve
reasonable efficiency in client transactions and provide BlackRock
with sufficient flexibility to allocate investments in a manner that
is consistent with the particular investment discipline and client
base.
(a)(3) As of October 2, 2006:
BlackRock has adopted the compensation program utilized by MLIM for the
remainder of 2006 with respect to portfolio managers of the Fund.
Portfolio Manager Compensation
The Portfolio Manager Compensation Program of BlackRock and its
affiliates, including the Investment Adviser, is critical to BlackRock's ability
to attract and retain the most talented asset management professionals. This
program ensures that compensation is aligned with maximizing investment returns
and it provides a competitive pay opportunity for competitive performance.
Compensation Program
The elements of total compensation for certain BlackRock and its
affiliates portfolio managers are a fixed base salary, annual performance-based
cash and stock compensation (cash and stock bonus) and other benefits. BlackRock
has balanced these components of pay to provide portfolio managers with a
powerful incentive to achieve consistently superior investment performance. By
design, portfolio manager compensation levels fluctuate--both up and down--with
the relative investment performance of the portfolios that they manage.
Base Salary
Under the BlackRock approach, like that of many asset management firms,
base salaries represent a relatively small portion of a portfolio manager's
total compensation. This approach serves to enhance the motivational value of
the performance-based (and therefore variable) compensation elements of the
compensation program.
Performance-Based Compensation
BlackRock believes that the best interests of investors are served by
recruiting and retaining exceptional asset management talent and managing their
compensation within a consistent and disciplined framework that emphasizes pay
for performance in the context of an intensely competitive market for talent. To
that end, certain BlackRock and its affiliates portfolio manager incentive
compensation is based on a formulaic compensation program. BlackRock's formulaic
portfolio manager compensation program includes: investment performance relative
to a subset of general, leveraged, municipal debt funds over 1-, 3- and 5-year
performance periods and a measure of operational efficiency. Portfolio managers
are compensated based on the pre-tax performance of the products they manage. If
a portfolio manager's tenure is less than 5 years, performance periods will
reflect time in position. Portfolio managers are compensated based on products
they manage. A discretionary element of portfolio manager compensation may
include consideration of: financial results, expense control, profit margins,
strategic planning and implementation, quality of client service, market share,
corporate reputation, capital allocation, compliance and risk control,
leadership, workforce diversity, supervision, technology and innovation. All
factors are considered collectively by BlackRock management.
Cash Bonus
Performance-based compensation is distributed to portfolio managers in a
combination of cash and stock. Typically, the cash bonus, when combined with
base salary, represents more than 60% of total compensation for portfolio
managers.
Stock Bonus
A portion of the dollar value of the total annual performance-based bonus
is paid in restricted shares of BlackRock stock. Paying a portion of annual
bonuses in stock puts compensation earned by a portfolio manager for a given
year "at risk" based on the company's ability to sustain and improve its
performance over future periods. The ultimate value of stock bonuses is
dependent on future BlackRock stock price performance. As such, the stock bonus
aligns each portfolio manager's financial interests with those of the BlackRock
shareholders and encourages a balance between short-term goals and long-term
strategic objectives. Management strongly believes that providing a significant
portion of competitive performance-based compensation in stock is in the best
interests of investors and shareholders. This approach ensures that portfolio
managers participate as shareholders in both the "downside risk" and "upside
opportunity" of the company's performance. Portfolio managers therefore have a
direct incentive to protect BlackRock's reputation for integrity.
Other Compensation Programs
Portfolio managers who meet relative investment performance and financial
management objectives during a performance year are eligible to participate in a
deferred cash program. Awards under this program are in the form of deferred
cash that may be benchmarked to a menu of certain BlackRock mutual funds
(including their own fund) during a five-year vesting period. The deferred cash
program aligns the interests of participating portfolio managers with the
investment results of BlackRock products and promotes continuity of successful
portfolio management teams.
Other Benefits
Portfolio managers are also eligible to participate in broad-based plans
offered generally to employees of BlackRock and its affiliates, including
broad-based retirement, 401(k), health, and other employee benefit plans.
(a)(4) Beneficial Ownership of Securities. As of October 2, 2006, Mr.
Stuebe beneficially owns stock issued by the Fund valued in the
range $100,001-$500,000. As of October 2, 2006, neither of Messrs.
Jaeckel or O'Connor beneficially owns any stock issued by the Fund.
Item 9 - Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers - Not Applicable
Item 10 - Submission of Matters to a Vote of Security Holders - The registrant's
Nominating Committee will consider nominees to the Board recommended
by shareholders when a vacancy becomes available. Shareholders who
wish to recommend a nominee should send nominations which include
biographical information and sets forth the qualifications of the
proposed nominee to the registrant's Secretary. There have been no
material changes to these procedures.
Item 11 - Controls and Procedures
11(a) - The Registrant's principal executive and principal financial officers
have evaluated the Registrant's disclosure controls and procedures,
including internal control over financial reporting, within 90 days of
this filing. Such principal officers have concluded that as of May 18,
2007, the Registrant's disclosure controls and procedures were
effective in design and operation to reasonably ensure that
information required to be disclosed by the Registrant in this Form
N-CSR/A was recorded, processed, summarized, and reported within the
required time periods, and were sufficient to form the basis of the
certifications required by Rule 30a-(2) of the Investment Company Act
of 1940, as amended. Prior to reaching that conclusion, such principal
officers had become aware of matters relating to the Registrant's
participation in certain inverse floater structures that necessitated
restatement of financial information included in Item 1 of this
filing. As a result, management of the Registrant had reevaluated
certain disclosure controls and procedures determined not to be
effective, as discussed more fully below.
Management of the Registrant is responsible for establishing and
maintaining effective internal control over financial reporting. In
fulfilling this responsibility, estimates and judgments by management
are required to assess the expected benefits and related costs of
controls. The Registrant's internal control over financial reporting
is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with U.S. generally
accepted accounting principles. Such internal control includes
policies and procedures that provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use or
disposition of a registrant's assets that could have a material effect
on the financial statements.
Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also, projections
of any evaluation of effectiveness to future periods are subject to
the risk that controls may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
A control deficiency exists when the design or operation of a control
does not allow management or employees, in the normal course of
performing their assigned functions, to prevent or detect
misstatements on a timely basis. A significant deficiency is a control
deficiency, or combination of control deficiencies, that adversely
affects the Registrant's ability to initiate, authorize, record,
process or report financial data reliably in accordance with generally
accepted accounting principles such that there is more than a remote
likelihood that a misstatement of the Registrant's annual or interim
financial statements that is more than inconsequential will not be
prevented or detected. A material weakness is a significant
deficiency, or combination of significant deficiencies, that results
in more than a remote likelihood that a material misstatement of the
annual or interim financial statements will not be prevented or
detected.
Subsequent to the initial filing of the Registrant's Form N-CSR, the
Registrant identified the following control deficiency that was
determined to be a material weakness, as defined above, in the
Registrant's internal control over financial reporting at August 31,
2006. The Registrant's controls related to the review and analysis of
relevant terms and conditions of transfers of certain assets
pertaining to inverse floater structures were not operating
effectively to appropriately determine whether the transfers of assets
qualified for sale accounting under the provisions of Statement of
Financial Accounting Standards No. 140, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities"
("SFAS 140"). As a result, these controls did not detect that certain
transfers were not appropriately recorded as borrowings. Accordingly,
the Registrant's financial statements as of and for the period ended
August 31, 2006, including prior periods where applicable, were
restated to appropriately reflect transfers of such securities as
secured borrowings and to report the related income and expense. The
restatement had no impact on net assets, net asset value per share or
total return.
Subsequent to August 31, 2006, but prior to the evaluation of the
design and operation of the Registrant's disclosure controls and
procedures at May 18, 2007, the Registrant's disclosure controls and
procedures were modified to enhance the review and analysis of the
relevant terms and conditions of transfers of securities in connection
with inverse floater structures in light of SFAS 140.
11(b) - There have been no changes in the Registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment
Company Act of 1940, as amended) that occurred during the second half
of the Registrant's fiscal year that have materially affected, or are
reasonably likely to materially affect, the Registrant's internal
control over financial reporting. However, as discussed above,
subsequent to August 31, 2006 the Registrant has enhanced controls
related to the application of SFAS 140.
Item 12 - Exhibits attached hereto
12(a)(1) - Code of Ethics - See Item 2
12(a)(2) - Certifications - Attached hereto
12(a)(3) - Not Applicable
12(b) - Certifications - Attached hereto
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
BlackRock MuniVest Fund, Inc.
By: /s/ Robert C. Doll, Jr.
-----------------------------
Robert C. Doll, Jr.,
Chief Executive Officer of
BlackRock MuniVest Fund, Inc.
Date: June 7, 2007
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By: /s/ Robert C. Doll, Jr.
-----------------------------
Robert C. Doll, Jr.,
Chief Executive Officer of
BlackRock MuniVest Fund, Inc.
Date: June 7, 2007
By: /s/ Donald C. Burke
-----------------------------
Donald C. Burke,
Chief Financial Officer of
BlackRock MuniVest Fund, Inc.
Date: June 7, 2007