Investment Managers		BLACKROCK

July 11, 2006

Dear Colleague:

As you know, in February, we jointly announced our intention to combine the Merrill Lynch Investment Managers (MLIM^®) and BlackRock investment management businesses, with an anticipated closing date at the end of the third quarter of 2006. Once finalized, the combined organization will be responsible for managing approximately $1 trillion* in client assets. We will offer clients worldwide a full range of equity, fixed income, liquidity and alternative investment products.

During the week of June 19, both BlackRock fund shareholders and MLIM fund shareholders began receiving proxy materials asking them to vote on, among other things, new investment advisory agreements, a new investment sub-advisory agreement for certain funds and, for certain BlackRock municipal funds, a fundamental investment policy change.

Additionally, shareholders of certain funds are being sent proxy materials asking them to approve the reorganization of selected BlackRock and MLIM funds. Only shareholders of the funds that are being acquired are required to approve these changes. Included herewith is a list of proposed fund reorganizations as well as a list of certain mutual funds with proposed name and/or portfolio manager changes.

In an effort to provide you with the tools and information you need to serve your clients, we will continue to update you on our progress in the coming weeks. As a pre-notification to upcoming events, here is an anticipated transition schedule for back office professionals.

Key Transition Event		Anticipated Date of Change
Proposed reorganization of certain MLIM open-end funds into other MLIM funds pending shareholder approval (Communication only to select firms that are impacted by reorganizations.)		August 25, 2006
Transfer Agency conversion to PFPC		End of September 2006
All remaining open-end fund reorganizations completed		Mid-October 2006

Beginning the week of July 10, 2006, we will distribute additional details on fund name/CUSIP changes, fund rule/service changes and other information important to this transition. Additional updates will be distributed throughout the summer as necessary, including details on an upcoming conference call focused on your questions around back office operations integration.

Please know that we remain focused on investment performance and client service, as we recognize the importance of the trust placed with us. Contact Pete Thatch at 609.282.1567 or Rich Hardiman at 609.282.0762 at MLIM or BlackRock Investor Services at 800.882.3302, if you have any additional questions around the upcoming combination of MLIM and BlackRock.

Sincerely,

Merrill Lynch Investment Managers & BlackRock Investor Services

*Data as of 3.31.06.

This material is not intended to be a solicitation for any investment product referenced herein.

PROPOSED FUND REORGANIZATIONS

PORTFOLIO IMPACTED		ACQUIRED BY		RESULTING		PORTFOLIO
				FUND NAME		MANAGEMENT TEAM
Equity Funds
ML Strategy All Equity		ML Large Cap Core		BR Large Cap Core		Doll
ML Strategy Growth & Income		ML Global Allocation		BR Global Allocation		Stattman/Chamby
ML Strategy Long-Term Growth		ML Global Allocation		BR Global Allocation		Stattman/Chamby
ML Disciplined Equity		ML Large Cap Core		BR Large Cap Core		Doll
BR Dividend AchieversTM		ML Equity Dividend		BR Equity Dividend		Shearer
BR Large Cap Growth		ML Large Cap Growth		BR Large Cap Growth		Doll
BR Large Cap Value		ML Large Cap Value		BR Large Cap Value		Doll
Taxable Fixed Income Funds
ML Inflation Protected		BR Inflation Protected		BR Inflation Protected		Spodek/Weinstein
ML Intermediate Term		ML Core Bond		BR Bond		Anderson/Amero/Marra/Phillips
ML Short Term U.S. Government		BR Low Duration		BR Low Duration		Anderson/Amero/Kopstein
ML U.S. Government		BR Government Income		BR Government Income		Phillips/Pellicciaro
ML U.S. High Yield		BR High Yield		BR High Yield		Gary/Amero
Municipal Funds
BR New Jersey Tax-Free		ML New Jersey Municipal		BR New Jersey Municipal		Jaeckel
BR Pennsylvania Tax-Free		ML Pennsylvania Municipal		BR Pennsylvania Municipal		Bock
BR UltraShort Municipal		ML Short Term Municipal		BR Short Term Municipal		Hayes

PROPOSED MUTUAL FUND NAME AND/OR PORTFOLIO MANAGER CHANGES

PORTFOLIO IMPACTED		NAME CHANGE		PORTFOLIO
				MANAGEMENT TEAM
Equity Funds
ML Global Equity Opportunities		BR Global Dynamic Equity		No Change
ML Small Cap Growth		BR Small Cap Growth II		Wagner/Leary/Thut
BR Health Sciences		BR Health Sciences Opportunities		No Change
Taxable Fixed Income Funds
ML High Income		BR High Income		Gary/Amero
ML Real Investment		BR Real Investment		Spodek/Weinstein
ML Low Duration		BR Short Term Bond		Anderson/Amero/Kopstein
ML World Income		BR World Income		Gordon/Hussain/Gary
ML Core Bond		BR Bond		Anderson/Amero/Marra/Phillips
BR Intermediate Bond		BR Intermediate Bond II		No Change1
BR Intermediate PLUS Bond		BR Intermediate Bond		No Change1
BR Core Bond Total Return		BR Total Return II		No Change1
BR Core PLUS Total Return		BR Total Return		No Change1
Municipal Funds
BR Delaware Tax-Free2		BR Delaware Municipal		O’Connor
BR Kentucky Tax-Free2		BR Kentucky Municipal		O’Connor
BR Ohio Tax-Free2		BR Ohio Municipal		O’Connor
BR Tax-Free Income3		BR AMT-Free Municipal		O’Connor

MLIM is a registered service mark of Merrill Lynch & Co., Inc.

NPR723-7/2006

Disclosure

In connection with the proposed transaction, a registration statement of New BlackRock Inc. (“New BlackRock”) which includes a preliminary proxy statement of New BlackRock and other materials have been filed with the Securities and Exchange Commission (the “SEC”) and are publicly available. Investors are urged to read the registration statement and other materials when they are available because they contain important information. Investors will be able to obtain free copies of the registration statement and proxy statement, when they become available, as well as other filings containing information about BlackRock and Merrill Lynch & Co., Inc. (“Merrill Lynch”), at the SEC’s Internet site (http://www.sec.gov).

Merrill Lynch, BlackRock and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BlackRock stockholders in respect of the proposed transaction. Information regarding Merrill Lynch’s directors and executive officers is available in its proxy statement for its 2006 annual meeting of stockholders, dated March 10, 2006, and information regarding BlackRock’s directors and executive officers is available in its proxy statement for its 2006 annual meeting of stockholders, dated April 28, 2006. Additional information regarding the interests of such potential participants will be included in the registration statement and the other relevant documents filed with the SEC when they become available.

# # #

Cautionary Language Concerning Forward-Looking Statements

Information contained in this document may contain forward-looking statements, including, for example, statements about management expectations, strategic objectives, growth opportunities, business prospects and regulatory proceedings, transaction synergies, and other similar matters. These forward-looking statements are not statements of historical facts and represent only Merrill Lynch’s beliefs regarding future performance, which is inherently uncertain. There are a variety of factors, many of which are beyond Merrill Lynch’s control, which affect the operations, performance, business strategy and results and could cause actual results and experience to differ materially from the expectations and objectives expressed in any forward-looking statements. Investors are cautioned not to place undue reliance on forward-looking statements, which speak only to the date on which they are made, and may be impacted by a variety of factors that are beyond Merrill Lynch’s and BlackRock’s control. Merrill Lynch and BlackRock do not undertake to update these statements to reflect the impact of circumstances or events that arise after the date on which they were made. Investors should consult Merrill Lynch’s and BlackRock’s reports filed with the SEC for any additional information.