UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-22061

Name of Fund:  BlackRock Funds II

BlackRock LifePath® Active Retirement Fund

BlackRock LifePath® Active 2020 Fund

BlackRock LifePath® Active 2025 Fund

BlackRock LifePath® Active 2030 Fund

BlackRock LifePath® Active 2035 Fund

BlackRock LifePath® Active 2040 Fund

BlackRock LifePath® Active 2045 Fund

BlackRock LifePath® Active 2050 Fund

BlackRock LifePath® Active 2055 Fund

Fund Address:  100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock Funds II, 55 East 52^nd Street, New York, NY 10055

Registrant’s telephone number, including area code: (800) 441-7762

Date of fiscal year end: 10/31/2015

Date of reporting period: 04/30/2015

Item 1 – Report to Stockholders

APRIL 30, 2015        

  SEMI-ANNUAL REPORT (UNAUDITED) BLACKROCK^®

BlackRock LifePath^® Active Funds of BlackRock Funds II

„  BlackRock LifePath^® Active Retirement Fund

„  BlackRock LifePath^® Active 2020 Fund

„  BlackRock LifePath^® Active 2025 Fund

„  BlackRock LifePath^® Active 2030 Fund

„  BlackRock LifePath^® Active 2035 Fund

„  BlackRock LifePath^® Active 2040 Fund

„  BlackRock LifePath^® Active 2045 Fund

„  BlackRock LifePath^® Active 2050 Fund

„  BlackRock LifePath^® Active 2055 Fund

Not FDIC Insured ¡ May Lose Value ¡ No Bank Guarantee

Table of Contents

	Page
The Markets in Review	3
Semi-Annual Report:
Funds’ Summary	4
About Fund Performance	20
Disclosure of Expenses	21
Derivative Financial Instruments	21
Financial Statements:
Schedules of Investments	23
Statements of Assets and Liabilities	58
Statements of Operations	60
Statements of Changes in Net Assets	61
Financial Highlights	64
Notes to Financial Statements	82
Officers and Trustees	100
Additional Information	101

    Shareholders can sign up for e-mail notifications of quarterly statements, annual and semi-annual shareholder reports and prospectuses by enrolling in the electronic delivery program. Electronic copies of shareholder reports and prospectuses are also available on BlackRock’s website.   TO ENROLL IN ELECTRONIC DELIVERY:   Shareholders Who Hold Accounts with Investment Advisors, Banks or Brokerages:   Please contact your financial advisor. Please note that not all investment advisors, banks or brokerages may offer this service.   Shareholders Who Hold Accounts Directly with BlackRock:   1. Access the BlackRock website at blackrock.com   2. Select “Access Your Account”   3. Next, select “eDelivery” in the “Related Resources” box and follow the sign-up     instructions

2 BLACKROCK FUNDS II APRIL 30, 2015

The Markets in Review

Dear Shareholder,

Financial market performance was generally positive for the 6- and 12-month periods ended April 30, 2015, although volatility increased from the remarkably low levels seen in recent years. In 2014, as the U.S. Federal Reserve (the “Fed”) gradually reduced its bond buying program (which ultimately ended in October), U.S. interest rates surprisingly trended lower and stock prices forged ahead despite high valuations on the back of a multi-year bull market.

Around mid-year, however, geopolitical tensions intensified in Ukraine and the Middle East and oil prices became highly volatile, stoking worries about economic growth outside the United States. As the U.S. economy continued to post stronger data, investors grew concerned that the Fed would raise short-term rates sooner than previously anticipated. The U.S. dollar appreciated and global credit markets tightened, ultimately putting a strain on investor flows, and financial markets broadly weakened in the third quarter.

U.S. economic growth picked up considerably in the fourth quarter while the broader global economy showed signs of slowing. U.S. markets significantly outperformed international markets during this period even as the European Central Bank (“ECB”) and the Bank of Japan eased monetary policy, which drove further strengthening in the U.S. dollar. Oil prices plummeted due to a global supply-and-demand imbalance, sparking a sell off in energy-related assets and stress in emerging markets. Fixed income investors piled into U.S. Treasuries as their persistently low yields became attractive as compared to international sovereign debt.

Equity markets reversed in 2015, with U.S. stocks underperforming international markets. Investors had held high expectations for the U.S. economy, but after a harsh winter, first-quarter data disappointed and high valuations took their toll on U.S. stocks. The continued appreciation of the dollar was an additional headwind for exporters. Although U.S. economic momentum had broadly weakened, the labor market – a key determinant for the Fed’s decision on the future of interest rate policy – showed improvement, keeping investors on edge about when to expect the first rate hike.

In contrast, economic reports in Europe and Asia easily beat investors’ very low expectations, and accommodative policies from central banks in those regions helped international equities rebound. The ECB’s asset purchase program was the largest in scale and effect on the markets. Global sentiment improved with a ceasefire in Ukraine and an improving outlook for Greece’s continued membership in the eurozone. Emerging market stocks rebounded in April as oil prices appeared to stabilize.

At BlackRock, we believe investors need to think globally, extend their scope across a broad array of asset classes and be prepared to move freely as market conditions change over time. We encourage you to talk with your financial advisor and visit blackrock.com for further insight about investing in today’s markets.

Sincerely,

Rob Kapito

President, BlackRock Advisors, LLC

Rob Kapito

President, BlackRock Advisors, LLC

Total Returns as of April 30, 2015
	6-month	12-month
U.S. large cap equities (S&P 500® Index)	4.40%	12.98%
U.S. small cap equities (Russell 2000® Index)	4.65	9.71
International equities (MSCI Europe, Australasia, Far East Index)	6.81	1.66
Emerging market equities (MSCI Emerging Markets Index)	3.92	7.80
3-month Treasury bill (BofA Merrill Lynch 3-Month U.S. Treasury Bill Index)	0.01	0.02
U.S. Treasury securities (BofA Merrill Lynch 10-Year U.S. Treasury Index)	3.59	8.03
U.S. investment grade bonds (Barclays U.S. Aggregate Bond Index)	2.06	4.46
Tax-exempt municipal bonds (S&P Municipal Bond Index)	1.27	4.86
U.S. high yield bonds (Barclays U.S. Corporate High Yield 2% Issuer Capped Index)	1.52	2.59
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.

THIS PAGE NOT PART OF YOUR FUND REPORT 3

Funds’ Summary as of April 30, 2015 LifePath^® Active Funds

      Investment Objective

The BlackRock LifePath^® Active Funds’ (the “Funds”) investment objective is to seek to provide for retirement outcomes based on quantitatively measured risk. In pursuit of this objective, each Fund will be broadly diversified across global asset classes, with asset allocations becoming more conservative over time.

Effective March 31, 2015, the LifePath^® Active Portfolios changed their names to the BlackRock LifePath^® Active Funds. Please see page 82 of the Notes to Financial Statements.

      Portfolio Management Commentary

How did the Funds perform?

Ÿ For the six-month period ended April 30, 2015, the BlackRock LifePath^® Active Retirement Fund outperformed its custom benchmark and its primary benchmark, the Barclays U.S. Aggregate Bond Index. For the same period, the Fund with target date of 2020 outperformed its custom benchmark while underperforming the primary benchmark, the Russell 1000^® Index. The Funds with target dates of 2025 and 2030 outperformed their custom benchmark, with the exception of the Investor A and Class R Shares of the 2025 Fund and Class R Shares of the 2030 Fund, while underperforming the primary benchmark, the Russell 1000^® Index. The Funds with target dates of 2035, 2040, 2045, 2050 and 2055 underperformed both their custom benchmarks and their primary benchmark, the Russell 1000^® Index. The following discussion of relative performance pertains to each Fund’s respective custom benchmark.

What factors influenced performance?

Ÿ At a broad asset allocation level, the Funds with larger equity weightings performed better relative to their respective custom benchmarks. Within equities, a tilt toward Europe and Japan aided performance, supported by loose monetary policies and, more recently, strengthening economic data. An overweight in domestic equities contributed to performance in late 2014 given the combination of solid economic activity and expectations for gradually normalizing financial conditions. On a U.S. sector basis, the Funds benefited from overweights in information technology and health care. Within the Funds that hold fixed income, an allocation to the BlackRock Total Return Fund added value, outperforming the broad fixed income market as gauged by the Barclays U.S. Aggregate Bond Index.

Ÿ The Funds’ performance is directly impacted by the performance of the underlying Funds that were used. During the period, performance was negatively impacted by allocations to the BlackRock Equity Dividend Fund and BlackRock Large Cap Growth Fund, which underperformed their respective benchmarks. With respect to tactical positioning, exposure to the U.S. energy sector weighed on performance as commodity-

exposed assets sold-off, particularly after OPEC’s decision to maintain existing production targets in the fourth quarter of 2014. Additionally, a modest underweight in real estate detracted as real estate investment trusts edged higher, driven by investors’ thirst for yield. Within fixed income, an underweight stance with respect to duration (a measure of sensitivity to changes in market interest rate levels) detracted, as interest rates declined during the period.

Ÿ During the period, the Funds used derivatives in executing its investment strategy. The use of derivatives did not have a material impact on performance.

Describe recent portfolio activity.

Ÿ During the period, the Funds shifted from domestic to international developed market equities following a disappointing fourth quarter earnings season and signs of a slowdown in U.S. economic momentum. Most notably, allocations to Europe and Japan were increased on the basis of relatively attractive valuations and supportive policy backdrops. During the period, the Funds captured profits on underweights in both the Japanese yen and the euro versus the dollar, following substantial depreciation of both currencies and signs of stabilizing growth in those regions. Additionally, the duration profile of the Funds was reduced in anticipation of a gradual rise in U.S. interest rates, particularly with respect to shorter maturities.

Describe the Funds’ positioning at period end.

Ÿ As of period end, each Fund remained overweight in equity relative to its respective custom benchmark and underweight in fixed income, based on the view that improving economic growth and accommodative global monetary policy would continue to create a favorable backdrop for equities. With equity markets increasingly driven by diverging economic and monetary policies, the Funds maintained overweights in European and Japanese equities, coupled with an underweight in domestic equities.

The views expressed reflect the opinions of BlackRock as of the date of this report and are subject to change based on changes in market, economic or other conditions. These views are not intended to be a forecast of future events and are no guarantee of future results.

4 BLACKROCK FUNDS II APRIL 30, 2015

      Glidepath Evolution

Under normal circumstances, the asset allocation of each

BlackRock LifePath^® Active Fund (the “LifePath^® Active Fund” or “each LifePath^® Active Fund”) will change over time according to a “glidepath” as each of the LifePath^® Active Funds approaches its respective target date. The glidepath represents the shifting of asset classes over time. Each LifePath^® Active Fund’s asset mix becomes more conservative both prior to and after retirement - as time elapses. This reflects the need for reduced investment risks and lower volatility of each LifePath^® Active Fund as retirement approaches, which may be a primary source of retirement income. As each LifePath^® Active Fund approaches its target date, its asset allocation will shift so that each LifePath^® Active Fund invests a greater percentage of its assets in fixed income funds. The asset allocation targets are established by the portfolio managers working with oversight from a committee of BlackRock investment professionals. The investment team, including the portfolio

managers and this investment committee, meets regularly to assess market conditions, review the asset allocation targets of each LifePath^® Active Fund, and determine whether any changes are required to enable each LifePath^® Active Fund to achieve its investment objective.

Although the asset allocation targets listed for the glidepath are general, long-term targets, BlackRock may periodically adjust the proportion of equity and fixed income funds in each LifePath^® Active Fund, based on an assessment of the current market conditions, the potential contribution of each asset class to the expected risk and return characteristics of each LifePath^® Active Fund. In general, such adjustments will be limited to +/- 10% relative to the target allocation. BlackRock may determine that a greater degree of variation is warranted to protect each LifePath^® Active Fund or achieve each LifePath^® Active Fund’s investment objective.

BLACKROCK FUNDS II APRIL 30, 2015 5

BlackRock LifePath^® Active  Retirement Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

²  The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors who are currently withdrawing, or plan in the near future to begin withdrawing, a substantial portion of their investment. Prior to November 27, 2012, the Fund followed a different glidepath under the name “BlackRock Prepared Portfolio 2015.”

³  A widely recognized unmanaged market-weighted index, comprised of investment-grade corporate bonds rated BBB or better, mortgages and U.S. Treasury and U.S. Government agency issues with at least one year to maturity.

⁴  A customized weighted index (the “Retirement Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 3000® Index			MSCI EAFE Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S.  IMI Index			FTSE EPRA/NAREIT Developed Real Estate Index			Dow  Jones-UBS Commodity Index			Barclays TIPS Index
4/20/07 to 6/11/07		37.5	%		50.0	%		12.5	%		N/A			N/A			N/A			N/A			N/A			N/A
6/12/07 to 1/03/08		42.0			46.4			11.6			N/A			N/A			N/A			N/A			N/A			N/A
1/04/08 to 1/02/09		44.0			44.8			11.2			N/A			N/A			N/A			N/A			N/A			N/A
1/03/09 to 1/05/10		44.7			44.2			11.1			N/A			N/A			N/A			N/A			N/A			N/A
1/06/10 to 4/30/11		45.8			43.4			10.8			N/A			N/A			N/A			N/A			N/A			N/A
5/01/11 to 11/26/12		46.6			42.7			10.7			N/A			N/A			N/A			N/A			N/A			N/A
11/27/12 to 4/30/13		48.7			N/A			N/A			22.8	%		4.0	%		11.6	%		1.0	%		3.8	%		8.1	%
5/01/13 to 10/31/13		49.7			N/A			N/A			21.9			4.2			11.4			0.8			3.7			8.3
11/01/13 to 10/31/14		51.3			N/A			N/A			20.7			4.4			10.8			0.4			3.9			8.5
11/01/14 to 4/30/15		51.6			N/A			N/A			20.7			3.8			10.8			0.5			3.8			8.8

      See “About Fund Performance” on page 20 for descriptions of the indexes.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						5 Years						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.15	%		5.67	%		N/A			7.86	%		N/A			5.26	%		N/A
Investor A		2.78			5.12			(0.40	)%		7.52			6.37	%		4.95			4.25	%
Class K		2.96			5.57			N/A			7.92			N/A			5.34			N/A
Class R		2.64			4.88			N/A			7.24			N/A			4.66			N/A
Barclays U.S. Aggregate Bond Index		2.06			4.46			N/A			4.12			N/A			4.96			N/A
Retirement Custom Benchmark		2.64			4.93			N/A			7.13			N/A			4.41			N/A

⁶  Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on April 20, 2007.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

6 BLACKROCK FUNDS II APRIL 30, 2015

BlackRock LifePath^® Active  2020 Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

²  The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors planning to retire or begin withdrawing assets around the year 2020. Prior to November 27, 2012, the Fund followed a different glidepath under the name “BlackRock Prepared Portfolio 2020.”

³  The index measures the performance of the large cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 92% of the total market capitalization of the Russell 3000^® Index.

⁴  A customized weighted index (the “2020 Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 3000® Index			MSCI EAFE Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S.  IMI Index			FTSE EPRA/NAREIT Developed Real Estate Index			Dow  Jones-UBS Commodity Index			Barclays TIPS Index
4/20/07 to 6/11/07		30.0	%		56.0	%		14.0	%		N/A			N/A			N/A			N/A			N/A			N/A
6/12/07 to 1/03/08		35.0			52.0			13.0			N/A			N/A			N/A			N/A			N/A			N/A
1/04/08 to 1/02/09		38.0			49.6			12.4			N/A			N/A			N/A			N/A			N/A			N/A
1/03/09 to 1/05/10		39.1			48.7			12.2			N/A			N/A			N/A			N/A			N/A			N/A
1/06/10 to 4/30/11		40.4			47.7			11.9			N/A			N/A			N/A			N/A			N/A			N/A
5/01/11 to 11/26/12		41.6			46.7			11.7			N/A			N/A			N/A			N/A			N/A			N/A
11/27/12 to 4/30/13		40.1			N/A			N/A			28.6	%		3.5	%		14.6	%		2.9	%		3.8	%		6.5	%
5/01/13 to 10/31/13		41.0			N/A			N/A			27.6			3.7			14.5			2.8			3.8			6.6
11/01/13 to 10/31/14		42.3			N/A			N/A			26.5			3.8			14.2			2.5			3.9			6.8
11/01/14 to 4/30/15		40.8			N/A			N/A			27.3			3.4			15.0			2.9			3.8			6.8

      See “About Fund Performance” on page 20 for descriptions of the indexes.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						5 Years						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.36	%		6.29	%		N/A			8.34	%		N/A			5.26	%		N/A
Investor A		3.15			5.90			0.34	%		8.00			6.84	%		4.95			4.25	%
Class K		3.27			6.29			N/A			8.42			N/A			5.35			N/A
Class R		3.04			5.72			N/A			7.74			N/A			4.67			N/A
Russell 1000® Index		4.75			13.00			N/A			14.47			N/A			6.81			N/A
2020 Custom Benchmark		2.99			5.49			N/A			7.86			N/A			4.54			N/A

⁶  Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on April 20, 2007.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

BLACKROCK FUNDS II APRIL 30, 2015 7

BlackRock LifePath^® Active  2025 Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

²  The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors planning to retire or begin withdrawing assets around the year 2025. Prior to November 27, 2012, the Fund followed a different glidepath under the name “BlackRock Prepared Portfolio 2025.”

³  The index measures the performance of the large cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 92% of the total market capitalization of the Russell 3000^® Index.

⁴  A customized weighted index (the “2025 Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 3000® Index			MSCI EAFE Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S.  IMI Index			FTSE EPRA/NAREIT Developed Real Estate Index			Dow  Jones-UBS Commodity Index			Barclays TIPS Index
4/20/07 to 6/11/07		22.5	%		62.0	%		15.5	%		N/A			N/A			N/A			N/A			N/A			N/A
6/12/07 to 1/03/08		26.0			59.2			14.8			N/A			N/A			N/A			N/A			N/A			N/A
1/04/08 to 1/02/09		29.0			56.8			14.2			N/A			N/A			N/A			N/A			N/A			N/A
1/03/09 to 1/05/10		31.3			55.0			13.7			N/A			N/A			N/A			N/A			N/A			N/A
1/06/10 to 4/30/11		33.2			53.4			13.4			N/A			N/A			N/A			N/A			N/A			N/A
5/01/11 to 11/26/12		34.7			52.2			13.1			N/A			N/A			N/A			N/A			N/A			N/A
11/27/12 to 4/30/13		33.0			N/A			N/A			33.4	%		3.2	%		17.1	%		4.4	%		3.8	%		5.1	%
5/01/13 to 10/31/13		33.9			N/A			N/A			32.3			3.2			17.1			4.4			3.8			5.3
11/01/13 to 10/31/14		35.1			N/A			N/A			31.1			3.4			16.9			4.2			3.8			5.5
11/01/14 to 4/30/15		32.2			N/A			N/A			32.7			3.0			18.2			5.0			3.8			5.1

      See “About Fund Performance” on page 20 for descriptions of the indexes.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						5 Years						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.33	%		6.76	%		N/A			8.87	%		N/A			5.22	%		N/A
Investor A		3.18			6.53			0.93	%		8.56			7.39	%		4.93			4.22	%
Class K		3.43			6.86			N/A			8.98			N/A			5.33			N/A
Class R		3.13			6.31			N/A			8.28			N/A			4.64			N/A
Russell 1000® Index		4.75			13.00			N/A			14.47			N/A			6.81			N/A
2025 Custom Benchmark		3.29			5.98			N/A			8.49			N/A			4.44			N/A

⁶  Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on April 20, 2007.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

8 BLACKROCK FUNDS II APRIL 30, 2015

BlackRock LifePath^® Active  2030 Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

²  The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors planning to retire or begin withdrawing assets around the year 2030. Prior to November 27, 2012, the Fund followed a different glidepath under the name “BlackRock Prepared Portfolio 2030.”

³  The index measures the performance of the large cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 92% of the total market capitalization of the Russell 3000^® Index.

⁴  A customized weighted index (the “2030 Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 3000® Index			MSCI EAFE Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S.  IMI Index			FTSE EPRA/NAREIT Developed Real Estate Index			Dow  Jones-UBS Commodity Index			Barclays TIPS Index
4/20/07 to 6/11/07		15.0	%		68.0	%		17.0	%		N/A			N/A			N/A			N/A			N/A			N/A
6/12/07 to 1/03/08		7.0			74.4			18.6			N/A			N/A			N/A			N/A			N/A			N/A
1/04/08 to 1/02/09		16.0			67.2			16.8			N/A			N/A			N/A			N/A			N/A			N/A
1/03/09 to 1/05/10		20.1			63.9			16.0			N/A			N/A			N/A			N/A			N/A			N/A
1/06/10 to 4/30/11		22.9			61.7			15.4			N/A			N/A			N/A			N/A			N/A			N/A
5/01/11 to 11/26/12		25.1			59.9			15.0			N/A			N/A			N/A			N/A			N/A			N/A
11/27/12 to 4/30/13		26.9			N/A			N/A			37.5	%		2.8	%		19.3	%		5.7	%		3.9	%		3.9	%
5/01/13 to 10/31/13		27.8			N/A			N/A			36.3			2.9			19.3			5.8			3.8			4.1
11/01/13 to 10/31/14		28.9			N/A			N/A			35.2			3.0			19.2			5.7			3.8			4.2
11/01/14 to 4/30/15		24.0			N/A			N/A			37.6			2.6			21.2			7.0			3.9			3.7

      See “About Fund Performance” on page 20 for descriptions of the indexes.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						5 Years						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.71	%		6.90	%		N/A			9.00	%		N/A			4.95	%		N/A
Investor A		3.58			6.70			1.10	%		8.67			7.51	%		4.62			3.92	%
Class K		3.81			7.11			N/A			9.13			N/A			5.07			N/A
Class R		3.41			6.44			N/A			8.41			N/A			4.35			N/A
Russell 1000® Index		4.75			13.00			N/A			14.47			N/A			6.81			N/A
2030 Custom Benchmark		3.57			6.41			N/A			9.05			N/A			3.97			N/A

⁶  Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on April 20, 2007.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

BLACKROCK FUNDS II APRIL 30, 2015 9

BlackRock LifePath^® Active  2035 Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

²  The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors planning to retire or begin withdrawing assets around the year 2035. Prior to November 27, 2012, the Fund followed a different glidepath under the name “BlackRock Prepared Portfolio 2035.”

³  The index measures the performance of the large cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 92% of the total market capitalization of the Russell 3000^® Index.

⁴  A customized weighted index (the “2035 Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 3000® Index			MSCI EAFE Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S.  IMI Index			FTSE EPRA/NAREIT Developed Real Estate Index			Dow  Jones-UBS Commodity Index			Barclays TIPS Index
4/20/07 to 6/11/07		7.5	%		74.0	%		18.5	%		N/A			N/A			N/A			N/A			N/A			N/A
6/12/07 to 1/03/08		N/A			80.0			20.0			N/A			N/A			N/A			N/A			N/A			N/A
1/04/08 to 11/26/12		10.0			72.0			18.0			N/A			N/A			N/A			N/A			N/A			N/A
11/27/12 to 4/30/13		21.5			N/A			N/A			41.2	%		2.6	%		21.2	%		6.8	%		3.9	%		2.8	%
5/01/13 to 10/31/13		22.3			N/A			N/A			40.0			2.6			21.3			7.0			3.9			2.9
11/01/13 to 10/31/14		23.5			N/A			N/A			38.7			2.6			21.3			7.0			3.8			3.1
11/01/14 to 4/30/15		16.5			N/A			N/A			42.2			2.3			24.0			8.8			3.9			2.3

      See “About Fund Performance” on page 20 for descriptions of the indexes.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						5 Years						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.30	%		6.71	%		N/A			9.02	%		N/A			4.53	%		N/A
Investor A		3.14			6.48			0.89	%		8.70			7.53	%		4.22			3.52	%
Class K		3.26			6.77			N/A			9.11			N/A			4.62			N/A
Class R		3.03			6.19			N/A			8.42			N/A			3.92			N/A
Russell 1000® Index		4.75			13.00			N/A			14.47			N/A			6.81			N/A
2035 Custom Benchmark		3.82			6.81			N/A			9.51			N/A			4.03			N/A

⁶  Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on April 20, 2007.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

10 BLACKROCK FUNDS II APRIL 30, 2015

BlackRock LifePath^® Active  2040 Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

² The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors planning to retire or begin withdrawing assets around the year 2040. Prior to November 27, 2012, the Fund followed a different glidepath under the name “BlackRock Prepared Portfolio 2040.”

³  The index measures the performance of the large cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 92% of the total market capitalization of the Russell 3000^® Index.

⁴  A customized weighted index (the “2040 Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 3000® Index			MSCI EAFE Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S. IMI Index			FTSE EPRA/NAREIT Developed Real Estate  Index			Dow  Jones-UBS Commodity Index			Barclays TIPS Index
4/20/07 to 1/03/08		N/A			80.0	%		20.0	%		N/A			N/A			N/A			N/A			N/A			N/A
1/04/08 to 11/26/12		10.0	%		72.0			18.0			N/A			N/A			N/A			N/A			N/A			N/A
11/27/12 to 4/30/13		16.6			N/A			N/A			44.6	%		2.3	%		23.0	%		7.9	%		3.9	%		1.7	%
5/01/13 to 10/31/13		17.5			N/A			N/A			43.3			2.2			23.1			8.2			3.9			1.8
11/01/13 to 10/31/14		18.6			N/A			N/A			42.0			2.3			23.2			8.2			3.8			1.9
11/01/14 to 4/30/15		10.0			N/A			N/A			45.6			2.2			26.4			10.7			4.0			1.1

      See “About Fund Performance” on page 20 for descriptions of the indexes.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						5 Years						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.67	%		7.59	%		N/A			9.43	%		N/A			4.96	%		N/A
Investor A		3.55			7.32			1.69	%		9.07			7.90	%		4.61			3.91	%
Class K		3.78			7.70			N/A			9.55			N/A			5.07			N/A
Class R		3.44			7.12			N/A			8.82			N/A			4.35			N/A
Russell 1000® Index		4.75			13.00			N/A			14.47			N/A			6.81			N/A
2040 Custom Benchmark		4.04			7.16			N/A			9.95			N/A			4.32			N/A

⁶  Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on April 20, 2007.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

BLACKROCK FUNDS II APRIL 30, 2015 11

BlackRock LifePath^® Active  2045 Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

²  The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors planning to retire or begin withdrawing assets around the year 2045. Prior to November 27, 2012, the Fund followed a different glidepath under the name “BlackRock Prepared Portfolio 2045.”

³  The index measures the performance of the large cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 92% of the total market capitalization of the Russell 3000^® Index.

⁴  A customized weighted index (the “2045 Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 3000® Index			MSCI EAFE Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S. IMI Index			FTSE EPRA/NAREIT Developed Real Estate  Index			Dow  Jones-UBS Commodity Index
4/20/07 to 1/03/08		N/A			80.0	%		20.0	%		N/A			N/A			N/A			N/A			N/A
1/04/08 to 11/26/12		10.0	%		72.0			18.0			N/A			N/A			N/A			N/A			N/A
11/27/12 to 4/30/13		12.7			N/A			N/A			47.8	%		2.0	%		24.7	%		8.9	%		3.9	%
5/01/13 to 10/31/13		13.7			N/A			N/A			46.4			2.0			24.8			9.2			3.9
11/01/13 to 10/31/14		15.0			N/A			N/A			44.9			2.0			25.0			9.3			3.8
11/01/14 to 4/30/15		6.4			N/A			N/A			47.7			2.1			27.9			11.8			4.1

      See “About Fund Performance” on page 20 for descriptions of the indexes.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						5 Years						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.88	%		7.57	%		N/A			9.82	%		N/A			5.23	%		N/A
Investor A		3.77			7.32			1.69	%		9.48			8.31	%		4.85			4.15	%
Class K		3.89			7.66			N/A			9.93			N/A			5.34			N/A
Class R		3.62			7.01			N/A			9.20			N/A			4.59			N/A
Russell 1000® Index		4.75			13.00			N/A			14.47			N/A			6.81			N/A
2045 Custom Benchmark		4.18			7.44			N/A			10.33			N/A			4.55			N/A

⁶ Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on April 20, 2007.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

12 BLACKROCK FUNDS II APRIL 30, 2015

BlackRock LifePath^® Active  2050 Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

²  The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors planning to retire or begin withdrawing assets around the year 2050. Prior to November 27, 2012, the Fund followed a different glidepath under the name “BlackRock Prepared Portfolio 2050.”

³  The index measures the performance of the large cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 92% of the total market capitalization of the Russell 3000^® Index.

⁴  A customized weighted index (the “2050 Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 3000® Index			MSCI EAFE Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S. IMI Index			FTSE EPRA/NAREIT Developed Real Estate  Index			Dow  Jones-UBS Commodity Index
4/20/07 to 1/03/08		N/A			80.0	%		20.0	%		N/A			N/A			N/A			N/A			N/A
1/04/08 to 11/26/12		10.0	%		72.0			18.0			N/A			N/A			N/A			N/A			N/A
11/27/12 to 4/30/13		7.4			N/A			N/A			50.7	%		1.9	%		26.2	%		9.8	%		4.0	%
5/01/13 to 10/31/13		8.5			N/A			N/A			49.2			1.7			26.4			10.2			4.0
11/01/13 to 10/31/14		9.8			N/A			N/A			47.7			1.7			26.6			10.4			3.8
11/01/14 to 4/30/15		4.2			N/A			N/A			48.6			2.1			28.6			12.4			4.1

      See “About Fund Performance” on page 20 for descriptions of the indexes.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						5 Years						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.71	%		7.52	%		N/A			9.96	%		N/A			4.71	%		N/A
Investor A		3.60			7.25			1.61	%		9.60			8.43	%		4.35			3.66	%
Class K		3.81			7.61			N/A			10.07			N/A			4.82			N/A
Class R		3.52			7.08			N/A			9.35			N/A			4.11			N/A
Russell 1000® Index		4.75			13.00			N/A			14.47			N/A			6.81			N/A
2050 Custom Benchmark		4.26			7.61			N/A			10.65			N/A			4.74			N/A

⁶ Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on April 20, 2007.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

BLACKROCK FUNDS II APRIL 30, 2015 13

BlackRock LifePath^® Active  2055 Fund

      Total Return Based on a $10,000 Investment

¹  Assuming maximum sales charges, if any, transaction costs and other operating expenses, including administration fees, if any. Institutional Shares do not have a sales charge. See “About Fund Performance” on page 20 for more information about the performance of Institutional Shares.

²  The Fund, which is a fund of funds, normally invests its assets in underlying funds according to an asset allocation strategy designed for investors planning to retire or begin withdrawing assets around the year 2055.

³  The index measures the performance of the large cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 92% of the total market capitalization of the Russell 3000^® Index.

⁴  A customized weighted index (the “2055 Custom Benchmark”), comprised of the indexes indicated below, and reflecting the investment advisor’s changes of the benchmarks’ weightings over time. The investment advisor adjusts the weightings of these indexes periodically with its evaluation and adjustment of the Fund’s asset allocation strategy. Effective with the restructuring on November 27, 2012, the weightings are presented annually but are adjusted quarterly.

⁵  Commencement of operations.

Period	Barclays U.S. Aggregate Bond Index			Russell 1000® Index			Russell 2000® Index			MSCI ACWI ex-U.S. IMI Index			FTSE EPRA/NAREIT Developed Real Estate  Index			Dow  Jones-UBS Commodity Index
2/28/12 to 4/30/13		2.5	%		52.5	%		1.8	%		27.8	%		11.2	%		4.2	%
5/01/13 to 10/31/13		3.3			51.3			1.7			27.9			11.6			4.2
11/01/13 to 10/31/14		4.5			49.6			1.7			28.3			11.9			4.0
11/01/14 to 4/30/15		2.4			49.4			2.1			29.2			12.8			4.1

      See “About Fund Performance” on page 20 for a description of the Custom Benchmark.

Performance Summary for the Period Ended April 30, 2015
				Average Annual Total Returns6
				1 Year						Since Inception7
	6-Month Total Returns			w/o sales charge			w/ sales charge			w/o sales charge			w/ sales charge
Institutional		3.83	%		8.02	%		N/A			12.79	%		N/A
Investor A		3.74			7.77			2.11	%		12.51			9.74	%
Class K		3.94			8.23			N/A			12.93			N/A
Class R		3.66			7.59			N/A			12.25			N/A
Russell 1000® Index		4.75			13.00			N/A			18.46			N/A
2055 Custom Benchmark		4.29			7.70			N/A			12.34			N/A

⁶  Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 20 for a detailed description of share classes, including any related sales charges and fees.

⁷  The Fund commenced operations on February 28, 2013.

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

14 BLACKROCK FUNDS II APRIL 30, 2015

BlackRock LifePath^® Active  Retirement Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Fixed Income Funds		52	%
Equity Funds		36
Short-Term Securities		12

Ten Largest Holdings	Percent of Affiliated Investment Companies
Master Total Return Portfolio		31	%
BlackRock Liquidity Funds, TempFund, Institutional Class		10
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		9
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		6
BlackRock Global Long/Short Credit Fund, Institutional Class		6
BlackRock Commodity Strategies Fund, Institutional Class		4
iShares Russell 2000 ETF		4
Master Large Cap Growth Portfolio		3
BlackRock Basic Value Fund, Inc., Class K		3
BlackRock Global Long/Short Equity Fund, Institutional Class		2

BlackRock LifePath^® Active 2020  Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Equity Funds		46	%
Fixed Income Funds		38
Short-Term Securities		16

Ten Largest Holdings	Percent of Affiliated Investment Companies
Master Total Return Portfolio		24	%
BlackRock Liquidity Funds, TempFund, Institutional Class		14
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		6
Master Large Cap Growth Portfolio		5
BlackRock Basic Value Fund, Inc., Class K		5
BlackRock EuroFund, Institutional Class		4
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		4
BlackRock Global Long/Short Credit Fund, Institutional Class		4
BlackRock Commodity Strategies Fund, Institutional Class		4
iShares Russell 2000 ETF		3

The Funds’ allocation and holdings listed above are current as of the report date. However, the Funds are regularly monitored and their composition may vary throughout various periods.

BLACKROCK FUNDS II APRIL 30, 2015 15

BlackRock LifePath^®Active 2025  Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Equity Funds		57	%
Fixed Income Funds		28
Short-Term Securities		15

Ten Largest Holdings	Percent of Affiliated Investment Companies
Master Total Return Portfolio		16	%
BlackRock Liquidity Funds, TempFund, Institutional Class		13
BlackRock Basic Value Fund, Inc., Class K		8
Master Large Cap Growth Portfolio		8
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		5
BlackRock EuroFund, Institutional Class		4
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		4
BlackRock Equity Dividend Fund, Institutional Class		4
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		3
BlackRock Commodity Strategies Fund, Institutional Class		3

BlackRock LifePath^®Active 2030  Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Equity Funds		67	%
Fixed Income Funds		19
Short-Term Securities		14

Ten Largest Holdings	Percent of Affiliated Investment Companies
Master Total Return Portfolio		11	%
BlackRock Liquidity Funds, TempFund, Institutional Class		11
Master Large Cap Growth Portfolio		9
BlackRock Basic Value Fund, Inc., Class K		9
BlackRock EuroFund, Institutional Class		5
iShares International Developed Real Estate ETF		5
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		4
BlackRock Equity Dividend Fund, Institutional Class		4
BlackRock Commodity Strategies Fund, Institutional Class		4
BlackRock Liquidity Series, LLC, Money Market Series		3

The Funds’ allocation and holdings listed above are current as of the report date. However, the Funds are regularly monitored and their composition may vary throughout various periods.

16 BLACKROCK FUNDS II APRIL 30, 2015

BlackRock LifePath^® Active  2035 Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Equity Funds		76	%
Short-Term Securities		14
Fixed Income Funds		10

Ten Largest Holdings	Percent of Affiliated Investment Companies
BlackRock Liquidity Funds, TempFund, Institutional Class		14	%
Master Large Cap Growth Portfolio		12
BlackRock Basic Value Fund, Inc., Class K		12
BlackRock EuroFund, Institutional Class		8
iShares International Developed Real Estate ETF		6
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		5
BlackRock Equity Dividend Fund, Institutional Class		5
Master Total Return Portfolio		4
BlackRock Emerging Markets Fund, Inc., Institutional Class		4
iShares U.S. Real Estate ETF		4

BlackRock LifePath^® Active 2040  Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Equity Funds		81	%
Short-Term Securities		14
Fixed Income Funds		5

Ten Largest Holdings	Percent of Affiliated Investment Companies
BlackRock Basic Value Fund, Inc., Class K		12	%
Master Large Cap Growth Portfolio		12
BlackRock Liquidity Funds, TempFund, Institutional Class		10
BlackRock EuroFund, Institutional Class		8
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		7
BlackRock Equity Dividend Fund, Institutional Class		7
iShares International Developed Real Estate ETF		6
BlackRock Liquidity Series, LLC, Money Market Series		4
iShares U.S. Real Estate ETF		4
BlackRock Emerging Markets Fund, Inc., Institutional Class		4

The Funds’ allocation and holdings listed above are current as of the report date. However, the Funds are regularly monitored and their composition may vary throughout various periods.

BLACKROCK FUNDS II APRIL 30, 2015 17

BlackRock LifePath^® Active  2045 Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Equity Funds		83	%
Short-Term Securities		13
Fixed Income Funds		4

Ten Largest Holdings	Percent of Affiliated Investment Companies
Master Large Cap Growth Portfolio		12	%
BlackRock Basic Value Fund, Inc., Class K		12
BlackRock Liquidity Funds, TempFund, Institutional Class		8
BlackRock EuroFund, Institutional Class		7
iShares International Developed Real Estate ETF		7
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		7
BlackRock Equity Dividend Fund, Institutional Class		7
BlackRock Liquidity Series, LLC, Money Market Series		5
iShares U.S. Real Estate ETF		5
BlackRock Emerging Markets Fund, Inc., Institutional Class		4

BlackRock LifePath^® Active 2050  Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Equity Funds		82	%
Short-Term Securities		15
Fixed Income Funds		3

Ten Largest Holdings	Percent of Affiliated Investment Companies
BlackRock Basic Value Fund, Inc., Class K		12	%
Master Large Cap Growth Portfolio		12
BlackRock Liquidity Funds, TempFund, Institutional Class		10
BlackRock EuroFund, Institutional Class		9
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		7
iShares International Developed Real Estate ETF		7
BlackRock Equity Dividend Fund, Institutional Class		7
BlackRock Liquidity Series, LLC, Money Market Series		5
iShares U.S. Real Estate ETF		5
BlackRock Emerging Markets Fund, Inc., Institutional Class		4

The Funds’ allocation and holdings listed above are current as of the report date. However, the Funds are regularly monitored and their composition may vary throughout various periods.

18 BLACKROCK FUNDS II APRIL 30, 2015

BlackRock LifePath^® Active  2055 Fund

      As of April 30, 2015

Portfolio Composition	Percent of Affiliated Investment Companies
Equity Funds		82	%
Short-Term Securities		17
Fixed Income Funds		1

Ten Largest Holdings	Percent of Affiliated Investment Companies
BlackRock Liquidity Funds, TempFund, Institutional Class		12	%
Master Large Cap Growth Portfolio		12
BlackRock Basic Value Fund, Inc., Class K		12
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		7
iShares International Developed Real Estate ETF		7
BlackRock Equity Dividend Fund, Institutional Class		7
BlackRock EuroFund, Institutional Class		6
BlackRock Liquidity Series, LLC, Money Market Series		5
iShares U.S. Real Estate ETF		5
BlackRock Emerging Markets Fund, Inc., Institutional Class		4

The Fund’s allocation and holdings listed above are current as of the report date. However, the Funds are regularly monitored and their composition may vary throughout various periods.

BLACKROCK FUNDS II APRIL 30, 2015 19

About Fund Performance

Ÿ Institutional and Class K Shares are not subject to any sales charge. These shares bear no ongoing distribution or service fees and are available only to certain eligible investors. Prior to November 27, 2012, Institutional Shares performance results are those of Class K Shares restated to reflect Institutional Share fees.

Ÿ Investor A Shares are subject to a maximum initial sales charge (front-end load) of 5.25% and a service fee of 0.25% per year (but no distribution fee). Certain redemptions of these shares may be subject to a contingent deferred sales charge (“CDSC”) where no initial sales charge was paid at the time of purchase. These shares are generally available through financial intermediaries.

Ÿ Class R Shares are not subject to any sales charge. These shares are subject to a distribution fee of 0.25% per year and a service fee of 0.25% per year. These shares are available only to certain employer-sponsored retirement plans.

Performance information reflects past performance and does not guarantee future results. Current performance may be lower or higher than the performance data quoted. Refer to www.blackrock.com/funds to obtain performance data current to the most recent month end. Performance results do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Figures shown in each of the performance tables on the previous pages assume reinvestment of all distributions, if any, at net asset value (“NAV”) on the ex-dividend date. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Distributions paid to each class of shares will vary because of the different levels of service, distribution and transfer agency fees applicable to each class, which are deducted from the income available to be paid to shareholders.

BlackRock Advisors, LLC (the “Manager”), the Funds’ investment advisor, has contractually agreed to waive and/or reimburse a portion of certain Funds’ expenses. Without such waiver and/or reimbursement, such Funds’ performance would have been lower. The Manager is under no obligation to continue waiving and/or reimbursing its fees after the applicable termination date of such agreement. See Note 5 of the Notes to Financial Statements for additional information on waivers and/or reimbursements.

Prior to November 27, 2012, the Funds’ Custom Benchmarks were comprised of the Barclays U.S. Aggregate Bond Index, the Russell 3000^® Index and the MSCI EAFE Index. Effective November 27, 2012, the

Funds’ Custom Benchmarks are comprised of the Russell 1000^® Index, Russell 2000^® Index, MSCI ACWI ex-U.S. IMI Index, FTSE EPRA/NAREIT Developed Real Estate Index, Dow Jones-UBS Commodity Index, Barclays U.S. Aggregate Bond Index and Barclays TIPS Index.

The Barclays U.S. Aggregate Bond Index is an unmanaged market-weighted index comprised of investment grade corporate bonds (rated BBB or better), mortgages and U.S. Treasury and government agency issues with at least one year to maturity. The Russell 3000^® Index is an unmanaged index comprised of the 3,000 largest U.S. companies as determined by total market capitalization. The MSCI EAFE Index is an unmanaged broad-based index that measures the total returns of developed foreign stock markets in Europe, Australasia and the Far East. The Russell 1000^® Index is an unmanaged index comprised of the 1,000 largest U.S. companies as determined by total market capitalization. The Russell 2000^® Index is an unmanaged index comprised of the 2,000 largest U.S. companies as determined by total market capitalization. The MSCI All Country World ex-U.S. Investable Market Index measures the investment return of stocks issued by companies located outside the United States. The FTSE EPRA/NAREIT Developed Real Estate Index measures the stock performance of companies engaged in the ownership and development of real estate markets in developed countries as defined by FTSE EPRA/NAREIT. The Dow Jones-UBS Commodity Index is a broadly diversified index that allows investors to track commodity futures through a single, simple measure. The Dow Jones-UBS Commodity Index is composed of futures contracts on physical commodities. The Dow Jones-UBS Commodity Index is designed to minimize concentration in any one commodity or sector. The Barclays U.S. Treasury Inflation Protected Securities (TIPS) Index is an index that includes all publicly issued, U.S. Treasury inflation protected securities (“TIPS”) that have at least one year remaining maturity, are non-convertible, are denominated in U.S. dollars, are rated investment grade (at least Baa3 by Moody’s Investors Service or BBB- by S&P), are fixed rate, and have more than $250 million or more par value outstanding. The customized weighted index for each Fund is created by BlackRock and is adjusted periodically to represent the weightings of the unmanaged indices as compared to each Fund’s glidepath.

20 BLACKROCK FUNDS II APRIL 30, 2015

Disclosure of Expenses

Shareholders of the Funds may incur the following charges: (a) transactional expenses, such as sales charges; and (b) operating expenses, including administration fees, service and distribution fees, including 12b-1 fees, acquired fund fees and expenses and other Fund expenses. The expense examples on the next page (which are based on a hypothetical investment of $1,000 invested on November 1, 2014 and held through April 30, 2015) are intended to assist shareholders both in calculating expenses based on an investment in each Fund and in comparing these expenses with similar costs of investing in other mutual funds.

The expense examples provide information about actual account values and actual expenses. In order to estimate the expenses a shareholder paid during the period covered by this report, shareholders can divide their account value by $1,000 and then multiply the result by the number corresponding to their Fund and share class under the headings entitled “Expenses Paid During the Period.”

The expense examples also provide information about hypothetical account values and hypothetical expenses based on a Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses. In order to assist shareholders in comparing the ongoing expenses of investing in these Funds and other funds, compare the 5% hypothetical examples with the 5% hypothetical examples that appear in shareholder reports of other funds.

The expenses shown in the expense examples are intended to highlight shareholders’ ongoing costs only and do not reflect any transactional expenses, such as sales charges, if any. Therefore, the hypothetical examples are useful in comparing ongoing expenses only, and will not help shareholders determine the relative total expenses of owning different funds. If these transactional expenses were included, shareholder expenses would have been higher.

Derivative Financial Instruments

The Funds may invest in various derivative financial instruments. Derivative financial instruments are used to obtain exposure to a security, index and/or market without owning or taking physical custody of securities or to manage market, equity, credit, interest rate, foreign currency exchange rate, commodity and/or other risks. Derivative financial instruments may give rise to a form of economic leverage. Derivative financial instruments also involve risks, including the imperfect correlation between the value of a derivative financial instrument and the underlying asset, possible default of the counterparty to the transaction or illiquidity of the derivative finan-

cial instrument. The Funds’ ability to use a derivative financial instrument successfully depends on the investment advisor’s ability to predict pertinent market movements accurately, which cannot be assured. The use of derivative financial instruments may result in losses greater than if they had not been used, may limit the amount of appreciation a Fund can realize on an investment and/or may result in lower distributions paid to shareholders. The Funds’ investments in these instruments are discussed in detail in the Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 21

Expense Examples
	Actual			Hypothetical1
	Beginning Account Value November 1, 2014	Ending Account Value April 30, 2015	Expenses Paid During the Period2	Beginning Account Value November 1, 2014	Ending Account Value April 30, 2015	Expenses Paid During the Period2	Annualized Expense Ratio
BlackRock LifePath® Active Retirement Fund
Institutional	$1,000.00	$1,031.50	$0.71	$1,000.00	$1,024.10	$0.70	0.14%
Investor A	$1,000.00	$1,027.80	$2.16	$1,000.00	$1,022.66	$2.16	0.43%
Class K	$1,000.00	$1,029.60	$0.40	$1,000.00	$1,024.40	$0.40	0.08%
Class R	$1,000.00	$1,026.40	$3.37	$1,000.00	$1,021.47	$3.36	0.67%
BlackRock LifePath® Active 2020 Fund
Institutional	$1,000.00	$1,033.60	$0.96	$1,000.00	$1,023.85	$0.95	0.19%
Investor A	$1,000.00	$1,031.50	$2.22	$1,000.00	$1,022.61	$2.21	0.44%
Class K	$1,000.00	$1,032.70	$0.45	$1,000.00	$1,024.35	$0.45	0.09%
Class R	$1,000.00	$1,030.40	$3.42	$1,000.00	$1,021.42	$3.41	0.68%
BlackRock LifePath® Active 2025 Fund
Institutional	$1,000.00	$1,033.30	$0.96	$1,000.00	$1,023.85	$0.95	0.19%
Investor A	$1,000.00	$1,031.80	$2.27	$1,000.00	$1,022.56	$2.26	0.45%
Class K	$1,000.00	$1,034.30	$0.50	$1,000.00	$1,024.30	$0.50	0.10%
Class R	$1,000.00	$1,031.30	$3.48	$1,000.00	$1,021.37	$3.46	0.69%
BlackRock LifePath® Active 2030 Fund
Institutional	$1,000.00	$1,037.10	$1.06	$1,000.00	$1,023.75	$1.05	0.21%
Investor A	$1,000.00	$1,035.80	$2.32	$1,000.00	$1,022.51	$2.31	0.46%
Class K	$1,000.00	$1,038.10	$0.56	$1,000.00	$1,024.25	$0.55	0.11%
Class R	$1,000.00	$1,034.10	$3.53	$1,000.00	$1,021.32	$3.51	0.70%
BlackRock LifePath® Active 2035 Fund
Institutional	$1,000.00	$1,033.00	$1.16	$1,000.00	$1,023.65	$1.15	0.23%
Investor A	$1,000.00	$1,031.40	$2.37	$1,000.00	$1,022.46	$2.36	0.47%
Class K	$1,000.00	$1,032.60	$0.60	$1,000.00	$1,024.20	$0.60	0.12%
Class R	$1,000.00	$1,030.30	$3.57	$1,000.00	$1,021.27	$3.56	0.71%
BlackRock LifePath® Active 2040 Fund
Institutional	$1,000.00	$1,036.70	$1.11	$1,000.00	$1,023.70	$1.10	0.22%
Investor A	$1,000.00	$1,035.50	$2.37	$1,000.00	$1,022.46	$2.36	0.47%
Class K	$1,000.00	$1,037.80	$0.61	$1,000.00	$1,024.20	$0.60	0.12%
Class R	$1,000.00	$1,034.40	$3.58	$1,000.00	$1,021.27	$3.56	0.71%
BlackRock LifePath® Active 2045 Fund
Institutional	$1,000.00	$1,038.80	$1.16	$1,000.00	$1,023.65	$1.15	0.23%
Investor A	$1,000.00	$1,037.70	$2.43	$1,000.00	$1,022.41	$2.41	0.48%
Class K	$1,000.00	$1,038.90	$0.66	$1,000.00	$1,024.15	$0.65	0.13%
Class R	$1,000.00	$1,036.20	$3.64	$1,000.00	$1,021.22	$3.61	0.72%
BlackRock LifePath® Active 2050 Fund
Institutional	$1,000.00	$1,037.10	$1.16	$1,000.00	$1,023.65	$1.15	0.23%
Investor A	$1,000.00	$1,036.00	$2.42	$1,000.00	$1,022.41	$2.41	0.48%
Class K	$1,000.00	$1,038.10	$0.66	$1,000.00	$1,024.15	$0.65	0.13%
Class R	$1,000.00	$1,035.20	$3.63	$1,000.00	$1,021.22	$3.61	0.72%
BlackRock LifePath® Active 2055 Fund
Institutional	$1,000.00	$1,038.30	$1.26	$1,000.00	$1,023.55	$1.25	0.25%
Investor A	$1,000.00	$1,037.40	$2.58	$1,000.00	$1,022.27	$2.56	0.51%
Class K	$1,000.00	$1,039.40	$0.76	$1,000.00	$1,024.05	$0.75	0.15%
Class R	$1,000.00	$1,036.60	$3.74	$1,000.00	$1,021.12	$3.71	0.74%

¹  Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half year divided by 365.

²  Expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period shown). Because the Funds invest in Master Portfolios, the expense examples reflect the expenses of both the Funds and the Master Portfolios in which they invest. The fees and expenses of the underlying funds in which the Funds invest are not included in the Funds’ annualized expense ratios.

See “Disclosure of Expenses” on page 21 for further information on how expenses were calculated.

22 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  Retirement Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 36.8%
BlackRock Basic Value Fund, Inc., Class K (b)		28,497	$	798,214
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		16,213		430,767
BlackRock Commodity Strategies Fund, Institutional Class		111,271		907,973
BlackRock Emerging Markets Fund, Inc., Institutional Class		5,834		119,369
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		46,805		490,048
BlackRock Equity Dividend Fund, Institutional Class		16,345		405,358
BlackRock EuroFund, Institutional Class		11,066		174,181
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		41,093		495,579
BlackRock International Fund, Institutional Class		18,148		270,592
BlackRock International Opportunities Portfolio, Institutional Class		4,357		154,795
BlackRock Pacific Fund, Inc., Institutional Class		21,060		415,505
iShares International Developed Real Estate ETF		3,061		98,044
iShares MSCI Canada ETF		5,583		162,577
iShares MSCI Germany ETF		14,905		441,486
iShares Russell 2000 ETF		7,141		865,204
iShares U.S. Consumer Goods ETF		4,563		479,982
iShares U.S. Energy ETF		2,717		126,585
iShares U.S. Financials ETF		5,398		479,018
iShares U.S. Healthcare ETF (c)		2,061		312,489
iShares U.S. Industrials ETF		1,317		141,327
iShares U.S. Real Estate ETF (c)		663		50,057
iShares U.S. Technology ETF		1,149		123,253
Master Large Cap Growth Portfolio	$	807,777		807,777
				8,750,180

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 53.6%
BlackRock Global Long/Short Credit Fund, Institutional Class		146,235	$	1,548,624
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		196,043		2,117,261
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		153,556		1,564,741
Master Total Return Portfolio	$	7,501,965		7,501,965
				12,732,591
Short-Term Securities — 12.0%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (d)		2,467,043		2,467,043
BlackRock Liquidity Series, LLC, Money Market Series, 0.22% (d)(e)	$	371,958		371,958
				2,839,001
Total Affiliated Investment Companies (Cost — $23,622,089) — 102.4%				24,321,772
Liabilities in Excess of Other Assets — (2.4)%				(573,362	)
Net Assets — 100.0%			$	23,748,410

Portfolio Abbreviations
ETF	Exchange Traded Fund
EUR	Euro
FTSE	Financial Times Stock Exchange
JPY	Japanese Yen

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 23

Schedule of Investments (continued) BlackRock LifePath^® Active  Retirement Fund

Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., Class K		—		28,497			—			28,497	$	798,214		—		—
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		8,118		12,783			4,688			16,213	$	430,767		—	$	44,383
BlackRock Commodity Strategies Fund, Institutional Class		96,919		14,352			—			111,271	$	907,973	$	183		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		26,697		3,020			23,883			5,834	$	119,369	$	2,928	$	684
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		113,408		—			66,603			46,805	$	490,048		—	$	4,662
BlackRock Energy & Resources Portfolio, Institutional Class		—		17,878			17,878			—		—		—	$	(91,534	)
BlackRock Equity Dividend Fund, Institutional Class		9,510		11,649			4,814			16,345	$	405,358	$	2,952	$	7,241
BlackRock EuroFund, Institutional Class		41,418		1,300			31,652			11,066	$	174,181	$	18,630	$	(38,711	)
BlackRock Global Long/Short Credit Fund, Institutional Class		140,085		6,150			—			146,235	$	1,548,624	$	47,124	$	16,643
BlackRock Global Long/Short Equity Fund, Institutional Class		101,274		45			60,226			41,093	$	495,579		—	$	24,022
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		194,083		1,960			—			196,043	$	2,117,261	$	751	$	20,828
BlackRock International Fund, Institutional Class		17,746		402			—			18,148	$	270,592	$	5,693		—
BlackRock International Opportunities Portfolio, Institutional Class		3,808		549			—			4,357	$	154,795	$	3,512	$	14,112
BlackRock Liquidity Funds, TempFund, Institutional Class		773,084		1,693,959	1		—			2,467,043	$	2,467,043	$	358		—
BlackRock Liquidity Series, LLC, Money Market Series		—	$	371,958	1		—		$	371,958	$	371,958	$	3,971		—
BlackRock Pacific Fund, Inc., Institutional Class		19,565		1,495			—			21,060	$	415,505	$	1,796	$	23,751
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		149,339		4,217			—			153,556	$	1,564,741	$	15,560	$	26,506
iShares International Developed Real Estate ETF		3,061		—			—			3,061	$	98,044	$	521		—
iShares MSCI Canada ETF		—		5,583			—			5,583	$	162,577		—		—
iShares MSCI Germany ETF		14,905		—			—			14,905	$	441,486		—		—
iShares Russell 2000 ETF		9,636		—			2,495			7,141	$	865,204	$	7,024	$	10,935
iShares U.S. Consumer Goods ETF		—		4,563			—			4,563	$	479,982		—		—
iShares U.S. Energy ETF		5,372		2,717			5,372			2,717	$	126,585	$	1,172	$	(66,696	)
iShares U.S. Financials ETF		5,351		6,791			6,744			5,398	$	479,018	$	6,275	$	(1,033	)
iShares U.S. Healthcare ETF		2,656		2,061			2,656			2,061	$	312,489	$	627	$	51,150
iShares U.S. Industrials ETF		3,049		562			2,294			1,317	$	141,327	$	2,893	$	15,202
iShares U.S. Real Estate ETF		—		663			—			663	$	50,057	$	3,732		—
iShares U.S. Technology ETF		5,428		4,948			9,227			1,149	$	123,253	$	2,034	$	163,340
Master Basic Value LLC	$	605,351		—		$	605,351	2,3		—		—	$	13,765	$	143,218
Master Large Cap Growth Portfolio	$	620,770	$	187,007	1,3		—		$	807,777	$	807,777	$	4,891	$	13,911
Master Total Return Portfolio	$	7,508,648		—		$	6,683	2,3	$	7,501,965	$	7,501,965	$	112,048	$	160,629

¹  Represents net shares/beneficial interest purchased.

²  Represents net beneficial interest sold.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Security, or a portion of security, is on loan.

(d) Represents the current yield as of report date.

(e) Security was purchased with the cash collateral from loaned securities. The Fund may withdraw up to 25% of its investment daily, although the manager of the BlackRock Liquidity Series, LLC, Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

See Notes to Financial Statements.

24 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (continued) BlackRock LifePath^® Active  Retirement Fund

Ÿ As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long/ (Short)	Issue	Exchange		Expiration		Notional Value		Unrealized Appreciation (Depreciation)
28	SGX CNX Nifty Index		Singapore		May 2015	$	462,364	$	(2,925	)
28	Euro STOXX 50 Index		Eurex		June 2015	$	1,119,473		(5,184	)
2	FTSE 100 Index		London		June 2015	$	212,964		(1,638	)
2	JPY Currency Futures		Chicago Mercantile		June 2015	$	209,450		3,191
7	Nikkei 225 Futures		Osaka		June 2015	$	1,141,222		38,181
3	U.S. Treasury Notes (10 Year)		Chicago Board of Trade		June 2015	$	385,125		965
(2)	EUR Currency Futures		Chicago Mercantile		June 2015	$	281,650		(16,384	)
(3)	E-Mini S&P 500 Futures		Chicago Mercantile		June 2015	$	311,835		(1,590	)
(12)	U.S. Treasury Notes (5 Year)		Chicago Board of Trade		June 2015	$	1,441,594		(13,108	)
Total								$	1,508

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Affiliated Investment Companies	$	15,640,072		$	8,681,700		—	$	24,321,772
	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts	$	38,181			—		—	$	38,181
Foreign currency exchange contracts		3,191			—		—		3,191
Interest rate contracts		965			—		—		965
Liabilities:
Equity contracts		(11,337	)		—		—		(11,337	)
Foreign currency exchange contracts		(16,384	)		—		—		(16,384	)
Interest rate contracts		(13,108	)		—		—		(13,108	)
Total	$	1,508			—		—	$	1,508

¹  Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 25

Schedule of Investments (concluded) BlackRock LifePath^® Active  Retirement Fund

The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

	Level 1		Level 2			Level 3		Total
Assets:
Cash pledged for financial futures contracts	$	197,000		—			—	$	197,000
Liabilities:
Collateral on securities loaned at value		—	$	(371,958	)		—		(371,958	)
Bank overdraft		—		(9,153	)		—		(9,153	)
Total	$	197,000	$	(381,111	)		—	$	(184,111	)

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

26 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  2020 Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 47.5%
BlackRock Basic Value Fund, Inc., Class K (b)		66,165	$	1,853,284
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		35,183		934,812
BlackRock Commodity Strategies Fund, Institutional Class		171,787		1,401,779
BlackRock Emerging Markets Fund, Inc., Institutional Class		25,395		519,585
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		63,821		668,206
BlackRock Equity Dividend Fund, Institutional Class		35,389		877,645
BlackRock EuroFund, Institutional Class		96,081		1,512,313
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		55,982		675,144
BlackRock International Fund, Institutional Class		58,101		866,283
BlackRock International Opportunities Portfolio, Institutional Class		14,965		531,695
BlackRock Pacific Fund, Inc., Institutional Class		30,082		593,514
iShares International Developed Real Estate ETF		22,082		707,286
iShares MSCI Canada ETF		10,832		315,428
iShares MSCI Germany ETF		18,358		543,764
iShares Russell 2000 ETF		9,557		1,157,926
iShares U.S. Consumer Goods ETF		5,196		546,567
iShares U.S. Energy ETF		5,130		239,007
iShares U.S. Financials ETF		5,550		492,507
iShares U.S. Healthcare ETF (c)		1,543		233,950
iShares U.S. Industrials ETF		1,388		148,946
iShares U.S. Real Estate ETF (c)		6,118		461,909
iShares U.S. Technology ETF		2,169		232,669
Master Large Cap Growth Portfolio	$	1,890,717		1,890,717
				17,404,936

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 38.5%
BlackRock Global Long/Short Credit Fund, Institutional Class		136,286	$	1,443,274
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		211,947		2,289,025
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		143,196		1,459,164
Master Total Return Portfolio	$	8,924,064		8,924,064
				14,115,527
Short-Term Securities — 15.9%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (d)		5,223,631		5,223,631
BlackRock Liquidity Series, LLC, Money Market Series, 0.22% (d)(e)	$	615,466		615,466
				5,839,097
Total Affiliated Investment Companies (Cost — $36,060,894) — 101.9%				37,359,560
Liabilities in Excess of Other Assets — (1.9)%				(707,039	)
Net Assets — 100.0%			$	36,652,521

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 27

Schedule of Investments (continued) BlackRock LifePath^® Active  2020 Fund

Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., Class K		—		66,165			—			66,165	$	1,853,284		—		—
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		19,162		23,074			7,053			35,183	$	934,812		—	$	106,124
BlackRock Commodity Strategies Fund, Institutional Class		130,171		41,616			—			171,787	$	1,401,779	$	246		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		47,869		13,973			36,447			25,395	$	519,585	$	5,249	$	(11,142	)
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		137,748		—			73,927			63,821	$	668,206		—	$	5,175
BlackRock Energy & Resources Portfolio, Institutional Class		—		24,439			24,439			—		—		—	$	(125,126	)
BlackRock Equity Dividend Fund, Institutional Class		22,308		20,324			7,243			35,389	$	877,645	$	6,593	$	19,657
BlackRock EuroFund, Institutional Class		105,071		3,298			12,288			96,081	$	1,512,313	$	47,260	$	(22,119	)
BlackRock Global Long/Short Credit Fund, Institutional Class		130,556		5,730			—			136,286	$	1,443,274	$	43,918	$	15,511
BlackRock Global Long/Short Equity Fund, Institutional Class		123,011		61			67,090			55,982	$	675,144		—	$	26,893
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		209,828		2,119			—			211,947	$	2,289,025	$	812	$	22,518
BlackRock International Fund, Institutional Class		56,812		1,289			—			58,101	$	866,283	$	18,227		—
BlackRock International Opportunities Portfolio, Institutional Class		13,078		1,887			—			14,965	$	531,695	$	12,063	$	48,473
BlackRock Liquidity Funds, TempFund, Institutional Class		991,487		4,232,144	1		—			5,223,631	$	5,223,631	$	1,002		—
BlackRock Liquidity Series, LLC, Money Market Series		—	$	615,466	1		—		$	615,466	$	615,466	$	4,934		—
BlackRock Pacific Fund, Inc., Institutional Class		27,947		2,135			—			30,082	$	593,514	$	2,566	$	33,926
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		139,263		3,933			—			143,196	$	1,459,164	$	14,399	$	24,718
iShares International Developed Real Estate ETF		10,208		11,874			—			22,082	$	707,286	$	6,020		—
iShares MSCI Canada ETF		—		10,832			—			10,832	$	315,428		—		—
iShares MSCI Germany ETF		18,358		—			—			18,358	$	543,764		—		—
iShares Russell 2000 ETF		11,213		—			1,656			9,557	$	1,157,926	$	8,652	$	7,258
iShares U.S. Consumer Goods ETF		—		5,196			—			5,196	$	546,567		—		—
iShares U.S. Energy ETF		9,306		5,130			9,306			5,130	$	239,007	$	2,031	$	(115,539	)
iShares U.S. Financials ETF		9,263		7,461			11,174			5,550	$	492,507	$	9,168	$	104,446
iShares U.S. Healthcare ETF		4,598		2,385			5,440			1,543	$	233,950	$	470	$	91,432
iShares U.S. Industrials ETF		5,254		508			4,374			1,388	$	148,946	$	4,828	$	33,653
iShares U.S. Real Estate ETF		—		6,118			—			6,118	$	461,909	$	4,038		—
iShares U.S. Technology ETF		9,439		4,511			11,781			2,169	$	232,669	$	6,878	$	283,866
Master Basic Value LLC	$	1,474,172		—		$	1,474,172	2,3		—		—	$	29,981	$	215,381
Master Large Cap Growth Portfolio	$	1,524,258	$	366,459	1,3		—		$	1,890,717	$	1,890,717	$	11,464	$	33,105
Master Total Return Portfolio	$	8,658,633	$	265,431	1,3		—		$	8,924,064	$	8,924,064	$	130,024	$	187,228

¹  Represents net shares/beneficial interest purchased.

²  Represents net beneficial interest sold.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Security, or a portion of security, is on loan.

(d) Represents the current yield as of report date.

(e) Security was purchased with the cash collateral from loaned securities. The Fund may withdraw up to 25% of its investment daily, although the manager of the BlackRock Liquidity Series, LLC, Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

See Notes to Financial Statements.

28 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (continued) BlackRock LifePath^® Active  2020 Fund

Ÿ As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long/ (Short)	Issue	Exchange		Expiration		Notional Value		Unrealized Appreciation (Depreciation)
42	SGX CNX Nifty Index		Singapore		May 2015	$	693,546	$	(4,554	)
11	E-Mini S&P 500 Futures		Chicago Mercantile		June 2015	$	1,143,395		(3,605	)
28	Euro STOXX 50 Index		Eurex		June 2015	$	1,119,473		(6,810	)
2	FTSE 100 Index		London		June 2015	$	212,964		956
5	JPY Currency Futures		Chicago Mercantile		June 2015	$	523,625		7,977
12	Nikkei 225 Futures		Osaka		June 2015	$	1,956,380		57,516
(3)	EUR Currency Futures		Chicago Mercantile		June 2015	$	422,475		(24,577	)
(16)	U.S. Treasury Notes (5 Year)		Chicago Board of Trade		June 2015	$	1,922,125		(17,477	)
(6)	U.S. Treasury Notes (10 Year)		Chicago Board of Trade		June 2015	$	770,250		(1,878	)
Total								$	7,548

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Affiliated Investment Companies	$	25,929,313		$	11,430,247		—	$	37,359,560
	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts	$	58,472			—		—	$	58,472
Foreign currency exchange contracts		7,977			—		—		7,977
Liabilities:
Equity contracts		(14,969	)		—		—		(14,969	)
Foreign currency exchange contracts		(24,577	)		—		—		(24,577	)
Interest rate contracts		(19,355	)		—		—		(19,355	)
Total	$	7,548			—		—	$	7,548

¹  Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 29

Schedule of Investments (concluded) BlackRock LifePath^® Active  2020 Fund

The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets/ liabilities are categorized within the disclosure hierarchy as follows:

	Level 1		Level 2			Level 3		Total
Assets:
Cash pledged for financial futures contracts	$	275,000		—			—	$	275,000
Liabilities:
Collateral on securities loaned at value		—	$	(615,466	)		—		(615,466	)
Bank overdraft		—		(13,480	)		—		(13,480	)
Total	$	275,000	$	(628,946	)		—	$	(353,946	)

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

30 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  2025 Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 58.9%
BlackRock Basic Value Fund, Inc., Class K (b)		88,854	$	2,488,811
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		45,176		1,200,315
BlackRock Commodity Strategies Fund, Institutional Class		137,238		1,119,858
BlackRock Emerging Markets Fund, Inc., Institutional Class		26,606		544,359
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		58,506		612,558
BlackRock Equity Dividend Fund, Institutional Class		46,843		1,161,710
BlackRock EuroFund, Institutional Class		88,925		1,399,681
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		51,262		618,220
BlackRock International Fund, Institutional Class		68,177		1,016,525
BlackRock International Opportunities Portfolio, Institutional Class		14,576		517,878
BlackRock Pacific Fund, Inc., Institutional Class		36,633		722,771
iShares International Developed Real Estate ETF		31,089		995,781
iShares MSCI Canada ETF		11,080		322,650
iShares MSCI Germany ETF		19,272		570,837
iShares Russell 2000 ETF		7,001		848,241
iShares U.S. Consumer Goods ETF		5,898		620,411
iShares U.S. Energy ETF		3,871		180,350
iShares U.S. Financials ETF		2,924		259,476
iShares U.S. Healthcare ETF (c)		293		44,425
iShares U.S. Industrials ETF		1,286		138,001
iShares U.S. Real Estate ETF (c)		8,880		670,440
iShares U.S. Technology ETF		1,636		175,494
Master Large Cap Growth Portfolio	$	2,437,762		2,437,762
				18,666,554

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 28.5%
BlackRock Global Long/Short Credit Fund, Institutional Class		105,425	$	1,116,452
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		135,534		1,463,768
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		110,838		1,129,443
Master Total Return Portfolio	$	5,328,591		5,328,591
				9,038,254
Short-Term Securities — 15.1%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (d)		4,126,849		4,126,849
BlackRock Liquidity Series, LLC, Money Market Series, 0.22% (d)(e)	$	654,237		654,237
				4,781,086
Total Affiliated Investment Companies (Cost — $31,371,115) — 102.5%				32,485,894
Liabilities in Excess of Other Assets — (2.5)%				(807,274	)
Net Assets — 100.0%			$	31,678,620

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 31

Schedule of Investments (continued) BlackRock LifePath^® Active  2025 Fund

      Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., Class K		—		88,854			—			88,854	$	2,488,811		—		—
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		22,473		28,693			5,990			45,176	$	1,200,315		—	$	137,865
BlackRock Commodity Strategies Fund, Institutional Class		121,466		15,772			—			137,238	$	1,119,858	$	229		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		53,741		8,600			35,735			26,606	$	544,359		—	$	(18,422	)
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		106,839		—			48,333			58,506	$	612,558		—	$	3,383
BlackRock Energy & Resources Portfolio, Institutional Class		—		22,597			22,597			—		—		—	$	(115,698	)
BlackRock Equity Dividend Fund, Institutional Class		26,425		26,570			6,152			46,843	$	1,161,710	$	8,363	$	26,870
BlackRock EuroFund, Institutional Class		57,138		42,255			10,468			88,925	$	1,399,681	$	43,346	$	(18,842	)
BlackRock Global Long/Short Credit Fund, Institutional Class		100,992		4,433			—			105,425	$	1,116,452	$	33,973	$	11,999
BlackRock Global Long/Short Equity Fund, Institutional Class		95,408		56			44,202			51,262	$	618,220	$	5,893	$	17,905
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		156,507		1,580			22,553			135,534	$	1,463,768	$	606	$	(14,779	)
BlackRock International Fund, Institutional Class		66,665		1,512			—			68,177	$	1,016,525	$	21,388		—
BlackRock International Opportunities Portfolio, Institutional Class		12,738		1,838			—			14,576	$	517,878	$	11,749	$	47,214
BlackRock Liquidity Funds, TempFund, Institutional Class		1,985,396		2,141,453	1		—			4,126,849	$	4,126,849	$	928		—
BlackRock Liquidity Series, LLC, Money Market Series		—	$	654,237	1		—		$	654,237	$	654,237	$	4,565		—
BlackRock Pacific Fund, Inc., Institutional Class		34,033		2,600			—			36,633	$	722,771	$	3,124	$	41,315
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		107,794		3,044			—			110,838	$	1,129,443	$	11,166	$	19,133
iShares International Developed Real Estate ETF		14,354		16,735			—			31,089	$	995,781	$	8,471		—
iShares MSCI Canada ETF		—		11,080			—			11,080	$	322,650		—		—
iShares MSCI Germany ETF		19,272		—			—			19,272	$	570,837		—		—
iShares Russell 2000 ETF		9,148		—			2,147			7,001	$	848,241	$	6,754	$	9,410
iShares U.S. Consumer Goods ETF		—		5,898			—			5,898	$	620,411		—		—
iShares U.S. Energy ETF		10,290		3,871			10,290			3,871	$	180,350	$	2,245	$	(127,756	)
iShares U.S. Financials ETF		10,232		2,936			10,244			2,924	$	259,476	$	8,379	$	207,372
iShares U.S. Healthcare ETF		5,080		2,026			6,813			293	$	44,425	$	89	$	103,766
iShares U.S. Industrials ETF		5,792		—			4,506			1,286	$	138,001	$	4,710	$	38,470
iShares U.S. Real Estate ETF		—		8,880			—			8,880	$	670,440	$	5,861		—
iShares U.S. Technology ETF		10,393		1,636			10,393			1,636	$	175,494	$	6,001	$	304,675
Master Basic Value LLC	$	1,618,431		—		$	1,618,431	2,3		—		—	$	34,535	$	199,579
Master Large Cap Growth Portfolio	$	1,665,575	$	772,187	1,3		—		$	2,437,762	$	2,437,762	$	12,429	$	36,245
Master Total Return Portfolio	$	6,719,557		—		$	1,390,966	2,3	$	5,328,591	$	5,328,591	$	84,617	$	113,035

¹  Represents net shares/beneficial interest purchased.

²  Represents net beneficial interest sold.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Security, or a portion of security, is on loan.

(d) Represents the current yield as of report date.

(e) Security was purchased with the cash collateral from loaned securities. The Fund may withdraw up to 25% of its investment daily, although the manager of the BlackRock Liquidity Series, LLC, Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

See Notes to Financial Statements.

32 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (continued) BlackRock LifePath^® Active  2025 Fund

Ÿ As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long/ (Short)			Issue	Exchange	Expiration	Notional Value		Unrealized Appreciation (Depreciation)
	36		SGX CNX Nifty Index	Singapore	May 2015	$	594,468	$	(4,047	)
	6		E-Mini S&P 500 Futures	Chicago Mercantile	June 2015	$	623,670		(1,966	)
	24		Euro STOXX 50 Index	Eurex	June 2015	$	959,548		(6,008	)
	2		FTSE 100 Index	London	June 2015	$	212,964		955
	5		JPY Currency Futures	Chicago Mercantile	June 2015	$	523,625		7,977
	10		Nikkei 225 Futures	Osaka	June 2015	$	1,630,317		55,766
	(3	)	EUR Currency Futures	Chicago Mercantile	June 2015	$	422,475		(24,577	)
	(14	)	U.S. Treasury Notes (5 Year)	Chicago Board of Trade	June 2015	$	1,681,859		(15,292	)
	(9	)	U.S. Treasury Notes (10 Year)	Chicago Board of Trade	June 2015	$	1,155,375		(2,817	)
	Total							$	9,991

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Affiliated Investment Companies	$	24,065,304		$	8,420,590		—	$	32,485,894
	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts	$	56,721			—		—	$	56,721
Foreign currency exchange contracts		7,977			—		—		7,977
Liabilities:
Equity contracts		(12,021	)		—		—		(12,021	)
Foreign currency exchange contracts		(24,577	)		—		—		(24,577	)
Interest rate contracts		(18,109	)		—		—		(18,109	)
Total	$	9,991			—		—	$	9,991

¹  Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 33

Schedule of Investments (concluded) BlackRock LifePath^® Active  2025 Fund

The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

	Level 1		Level 2			Level 3		Total
Assets:
Cash pledged for financial futures contracts		$        228,700		—			—		$        228,700
Liabilities:
Collateral on securities loaned at value		—		$      (654,237)			—		(654,237	)
Bank overdraft		—		(12,428	)		—		(12,428	)
Total		$        228,700		$      (666,665)			—		$      (437,965)

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

34 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  2030 Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 69.2%
BlackRock Basic Value Fund, Inc., Class K (b)		104,895	$	2,938,105
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		52,991		1,407,980
BlackRock Commodity Strategies Fund, Institutional Class		142,408		1,162,048
BlackRock Emerging Markets Fund, Inc., Institutional Class		40,442		827,451
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		58,525		612,757
BlackRock Equity Dividend Fund, Institutional Class		55,634		1,379,724
BlackRock EuroFund, Institutional Class		104,245		1,640,819
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		51,216		617,663
BlackRock International Fund, Institutional Class		50,988		760,228
BlackRock International Opportunities Portfolio, Institutional Class		16,609		590,133
BlackRock Pacific Fund, Inc., Institutional Class		37,379		737,481
iShares International Developed Real Estate ETF		45,455		1,455,924
iShares MSCI Canada ETF		13,163		383,307
iShares MSCI Germany ETF		25,903		767,247
iShares Russell 2000 ETF		6,309		764,398
iShares U.S. Consumer Goods ETF		5,704		600,004
iShares U.S. Energy ETF		2,680		124,861
iShares U.S. Financials ETF		2,700		239,598
iShares U.S. Healthcare ETF (c)		90		13,646
iShares U.S. Industrials ETF		1,174		125,982
iShares U.S. Real Estate ETF (c)		12,582		949,941
iShares U.S. Technology ETF		906		97,187
Master Large Cap Growth Portfolio	$	2,969,948		2,969,948
				21,166,432

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 20.0%
BlackRock Global Long/Short Credit Fund, Institutional Class		84,985	$	899,988
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		87,066		940,318
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		89,397		910,954
Master Total Return Portfolio	$	3,374,211		3,374,211
				6,125,471
Short-Term Securities — 14.2%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (d)		3,354,333		3,354,333
BlackRock Liquidity Series, LLC, Money Market Series, 0.22% (d)(e)	$	985,563		985,563
				4,339,896
Total Affiliated Investment Companies (Cost — $30,107,575) — 103.4%				31,631,799
Liabilities in Excess of Other Assets — (3.4)%				(1,047,782	)
Net Assets — 100.0%			$	30,584,017

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 35

Schedule of Investments (continued) BlackRock LifePath^® Active  2030 Fund

      Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., Class K		—		104,895			—			104,895	$	2,938,105		—		—
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		25,039		33,985			6,033			52,991	$	1,407,980		—	$	147,473
BlackRock Commodity Strategies Fund, Institutional Class		117,924		24,484			—			142,408	$	1,162,048	$	223		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		59,878		15,145			34,581			40,442	$	827,451		—	$	(19,672	)
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		86,021		—			27,496			58,525	$	612,757		—	$	1,925
BlackRock Energy & Resources Portfolio, Institutional Class		—		22,687			22,687			—		—		—	$	(116,159	)
BlackRock Equity Dividend Fund, Institutional Class		29,833		31,998			6,197			55,634	$	1,379,724	$	9,751	$	36,031
BlackRock EuroFund, Institutional Class		101,772		23,432			20,959			104,245	$	1,640,819	$	54,602	$	(51,178	)
BlackRock Global Long/Short Credit Fund, Institutional Class		81,411		3,574			—			84,985	$	899,988	$	27,387	$	9,672
BlackRock Global Long/Short Equity Fund, Institutional Class		76,818		56			25,658			51,216	$	617,663	$	6,566	$	10,673
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		118,666		1,198			32,798			87,066	$	940,318	$	459	$	(32,426	)
BlackRock International Fund, Institutional Class		70,530		1,600			21,142			50,988	$	760,228	$	22,629	$	(2,754	)
BlackRock International Opportunities Portfolio, Institutional Class		14,516		2,093			—			16,609	$	590,133	$	13,389	$	53,801
BlackRock Liquidity Funds, TempFund, Institutional Class		2,736,474		617,859	1		—			3,354,333	$	3,354,333	$	1,122		—
BlackRock Liquidity Series, LLC, Money Market Series	$	318,592	$	666,971	1		—		$	985,563	$	985,563	$	6,087		—
BlackRock Pacific Fund, Inc., Institutional Class		34,725		2,654			—			37,379	$	737,481	$	3,188	$	42,155
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		86,941		2,456			—			89,397	$	910,954	$	9,032	$	15,431
iShares International Developed Real Estate ETF		18,823		26,632			—			45,455	$	1,455,924	$	11,906		—
iShares MSCI Canada ETF		—		13,163			—			13,163	$	383,307		—		—
iShares MSCI Germany ETF		25,903		—			—			25,903	$	767,247		—		—
iShares Russell 2000 ETF		7,810		—			1,501			6,309	$	764,398	$	5,893	$	6,579
iShares U.S. Consumer Goods ETF		—		5,704			—			5,704	$	600,004		—		—
iShares U.S. Energy ETF		11,313		2,680			11,313			2,680	$	124,861	$	2,469	$	(140,457	)
iShares U.S. Financials ETF		11,254		1,737			10,291			2,700	$	239,598	$	8,548	$	242,986
iShares U.S. Healthcare ETF		5,599		2,040			7,549			90	$	13,646	$	27	$	114,504
iShares U.S. Industrials ETF		6,387		—			5,213			1,174	$	125,982	$	5,098	$	44,414
iShares U.S. Real Estate ETF		4,235		8,347			—			12,582	$	949,941	$	11,736		—
iShares U.S. Technology ETF		11,452		906			11,452			906	$	97,187	$	5,904	$	323,617
Master Basic Value LLC	$	1,629,272		—		$	1,629,272	2,3		—		—	$	37,904	$	275,889
Master Large Cap Growth Portfolio	$	1,684,928	$	1,285,020	1,3		—		$	2,969,948	$	2,969,948	$	14,011	$	39,930
Master Total Return Portfolio	$	5,395,118		—		$	2,020,907	2,3	$	3,374,211	$	3,374,211	$	58,717	$	72,599

¹  Represents net shares/beneficial interest purchased.

²  Represents net beneficial interest sold.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Security, or a portion of security, is on loan.

(d) Represents the current yield as of report date.

(e) Security was purchased with the cash collateral from loaned securities. The Fund may withdraw up to 25% of its investment daily, although the manager of the BlackRock Liquidity Series, LLC, Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

See Notes to Financial Statements.

36 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (continued) BlackRock LifePath^® Active  2030 Fund

Ÿ As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long/ (Short)			Issue	Exchange	Expiration	Notional Value		Unrealized Appreciation (Depreciation)
	35		SGX CNX Nifty Index	Singapore	May 2015	$	577,955	$	(3,739	)
	8		E-Mini S&P 500 Futures	Chicago Mercantile	June 2015	$	831,560		(2,622	)
	20		Euro STOXX 50 Index	Eurex	June 2015	$	799,624		(4,986	)
	3		FTSE 100 Index	London	June 2015	$	319,446		1,434
	6		JPY Currency Futures	Chicago Mercantile	June 2015	$	628,350		9,572
	11		Nikkei 225 Futures	Osaka	June 2015	$	1,793,348		67,326
	(4	)	EUR Currency Futures	Chicago Mercantile	June 2015	$	563,300		(32,769	)
	(14	)	U.S. Treasury Notes (5 Year)	Chicago Board of Trade	June 2015	$	1,681,859		(15,292	)
	(15	)	U.S. Treasury Notes (10 Year)	Chicago Board of Trade	June 2015	$	1,925,625		(4,695	)
	Total							$	14,229

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Affiliated Investment Companies	$	24,302,077		$	7,329,722		—	$	31,631,799
	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts	$	68,760			—		—	$	68,760
Foreign currency exchange contracts		9,572			—		—		9,572
Liabilities:
Equity contracts		(11,347	)		—		—		(11,347	)
Foreign currency exchange contracts		(32,769	)		—		—		(32,769	)
Interest rate contracts		(19,987	)		—		—		(19,987	)
Total	$	14,229			—		—	$	14,229

¹  Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 37

Schedule of Investments (concluded) BlackRock LifePath^® Active  2030 Fund

The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

	Level 1		Level 2			Level 3		Total
Assets:
Cash pledged for financial futures contracts		$        236,930		—			—		$        236,930
Liabilities:
Collateral on securities loaned at value		—		$         (985,563)			—		(985,563	)
Bank overdraft		—		(14,683	)		—		(14,683	)
Total		$        236,930		$      (1,000,246)			—		$      (763,316)

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

38 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  2035 Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 76.4%
BlackRock Basic Value Fund, Inc., Class K (b)		96,276	$	2,696,697
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		45,409		1,206,517
BlackRock Commodity Strategies Fund, Institutional Class		97,106		792,385
BlackRock Emerging Markets Fund, Inc., Institutional Class		46,417		949,689
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		40,995		429,218
BlackRock Equity Dividend Fund, Institutional Class		47,388		1,175,221
BlackRock EuroFund, Institutional Class		116,292		1,830,431
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		35,834		432,156
BlackRock International Fund, Institutional Class		32,787		488,853
BlackRock International Opportunities Portfolio, Institutional Class		5,891		209,310
BlackRock Pacific Fund, Inc., Institutional Class		7,283		143,684
iShares International Developed Real Estate ETF		40,194		1,287,414
iShares MSCI Canada ETF		12,322		358,817
iShares MSCI Germany ETF		10,960		324,635
iShares Russell 2000 ETF		3,694		447,565
iShares U.S. Consumer Goods ETF		4,227		444,638
iShares U.S. Energy ETF		3,945		183,798
iShares U.S. Financials ETF		2,309		204,901
iShares U.S. Healthcare ETF		74		11,220
iShares U.S. Industrials ETF		1,341		143,903
iShares U.S. Real Estate ETF		11,285		852,017
iShares U.S. Technology ETF		887		95,148
Master Large Cap Growth Portfolio	$	2,700,257		2,700,257
				17,408,474

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 10.2%
BlackRock Global Long/Short Credit Fund, Institutional Class		45,800	$	485,021
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		33,208		358,645
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		48,178		490,935
Master Total Return Portfolio	$	997,199		997,199
				2,331,800
Short-Term Securities — 13.9%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (c)		3,168,007		3,168,007
Total Affiliated Investment Companies (Cost — $21,992,509) — 100.5%				22,908,281
Liabilities in Excess of Other Assets — (0.5)%				(109,293	)
Net Assets — 100.0%			$	22,798,988

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 39

Schedule of Investments (continued) BlackRock LifePath^® Active  2035 Fund

      Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., Class K		—		96,276			—			96,276	$	2,696,697		—		—
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		15,157		34,282			4,030			45,409	$	1,206,517		—	$	101,805
BlackRock Commodity Strategies Fund, Institutional Class		78,218		18,888			—			97,106	$	792,385	$	148		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		44,212		13,335			11,130			46,417	$	949,689		—	$	(7,903	)
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		46,415		—			5,420			40,995	$	429,218		—	$	379
BlackRock Energy & Resources Portfolio, Institutional Class		—		15,601			15,601			—		—		—	$	(79,879	)
BlackRock Equity Dividend Fund, Institutional Class		18,109		33,418			4,139			47,388	$	1,175,221	$	8,402	$	21,866
BlackRock EuroFund, Institutional Class		98,369		60,261			42,338			116,292	$	1,830,431	$	56,609	$	(105,399	)
BlackRock Global Long/Short Credit Fund, Institutional Class		43,874		1,926			—			45,800	$	485,021	$	14,759	$	5,213
BlackRock Global Long/Short Equity Fund, Institutional Class		41,449		39			5,654			35,834	$	432,156	$	4,848	$	2,671
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		57,301		578			24,671			33,208	$	358,645	$	222	$	(13,733	)
BlackRock International Fund, Institutional Class		49,409		1,121			17,743			32,787	$	488,853	$	15,852	$	(3,839	)
BlackRock International Opportunities Portfolio, Institutional Class		10,550		1,522			6,181			5,891	$	209,310	$	9,731	$	21,180
BlackRock Liquidity Funds, TempFund, Institutional Class		2,888,772		279,235	1		—			3,168,007	$	3,168,007	$	918		—
BlackRock Liquidity Series, LLC, Money Market Series	$	423,624		—		$	423,624	2		—		—	$	3,138		—
BlackRock Pacific Fund, Inc., Institutional Class		17,420		1,331			11,468			7,283	$	143,684	$	1,599	$	(13,832	)
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		46,855		1,323			—			48,178	$	490,935	$	4,893	$	8,316
iShares International Developed Real Estate ETF		15,323		24,871			—			40,194	$	1,287,414	$	10,236		—
iShares MSCI Canada ETF		—		12,322			—			12,322	$	358,817		—		—
iShares MSCI Germany ETF		10,960		—			—			10,960	$	324,635		—		—
iShares Russell 2000 ETF		4,520		—			826			3,694	$	447,565	$	3,426	$	3,620
iShares U.S. Consumer Goods ETF		—		4,227			—			4,227	$	444,638		—		—
iShares U.S. Energy ETF		8,291		3,945			8,291			3,945	$	183,798	$	1,809	$	(102,938	)
iShares U.S. Financials ETF		8,250		2,426			8,367			2,309	$	204,901	$	6,806	$	135,663
iShares U.S. Healthcare ETF		4,101		1,363			5,390			74	$	11,220	$	23	$	80,102
iShares U.S. Industrials ETF		4,693		—			3,352			1,341	$	143,903	$	4,082	$	28,918
iShares U.S. Real Estate ETF		5,631		5,654			—			11,285	$	852,017	$	12,012		—
iShares U.S. Technology ETF		8,399		887			8,399			887	$	95,148	$	4,349	$	180,251
Master Basic Value LLC	$	985,312		—		$	985,312	2,3		—		—	$	30,876	$	59,270
Master Large Cap Growth Portfolio	$	1,024,068	$	1,676,189	1,3		—		$	2,700,257	$	2,700,257	$	12,408	$	31,335
Master Total Return Portfolio	$	2,918,224		—		$	1,921,025	2,3	$	997,199	$	997,199	$	23,318	$	22,489

¹  Represents net shares/beneficial interest purchased.

²  Represents net beneficial interest sold.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Represents the current yield as of report date.

See Notes to Financial Statements.

40 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (continued) BlackRock LifePath^® Active  2035 Fund

Ÿ As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long/ (Short)			Issue	Exchange	Expiration	Notional Value		Unrealized Appreciation (Depreciation)
	26		SGX CNX Nifty Index	Singapore	May 2015	$	429,338	$	(2,744	)
	5		E-Mini S&P 500 Futures	Chicago Mercantile	June 2015	$	519,725		(1,639	)
	20		Euro STOXX 50 Index	Eurex	June 2015	$	799,623		(10,523	)
	2		FTSE 100 Index	London	June 2015	$	212,964		956
	7		JPY Currency Futures	Chicago Mercantile	June 2015	$	733,075		11,167
	10		Nikkei 225 Futures	Osaka	June 2015	$	1,630,317		64,314
	(2	)	EUR Currency Futures	Chicago Mercantile	June 2015	$	281,650		(16,384	)
	(10	)	U.S. Treasury Notes (5 Year)	Chicago Board of Trade	June 2015	$	1,201,328		(10,923	)
	(14	)	U.S. Treasury Notes (10 Year)	Chicago Board of Trade	June 2015	$	1,797,250		(4,382	)
	Total							$	29,842

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Affiliated Investment Companies	$	19,210,825		$	3,697,456		—	$	22,908,281
	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts	$	65,270			—		—	$	65,270
Foreign currency exchange contracts		11,167			—		—		11,167
Liabilities:
Equity contracts		(14,906	)		—		—		(14,906	)
Foreign currency exchange contracts		(16,384	)		—		—		(16,384	)
Interest rate contracts		(15,305	)		—		—		(15,305	)
Total	$	29,842			—		—	$	29,842

¹  Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 41

Schedule of Investments (concluded) BlackRock LifePath^® Active  2035 Fund

The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

	Level 1		Level 2		Level 3		Total
Assets:
Cash pledged for financial futures contracts		$        212,000		—		—		$    212,000
Liabilities:
Bank overdraft		—		$      (10,915)		—		(10,915	)
Total		$        212,000		$      (10,915)		—		$    201,085

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

42 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  2040 Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 85.0%
BlackRock Basic Value Fund, Inc., Class K (b)		109,615	$	3,070,324
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		67,097		1,782,763
BlackRock Commodity Strategies Fund, Institutional Class		106,980		872,960
BlackRock Emerging Markets Fund, Inc., Institutional Class		44,043		901,117
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		38,108		398,991
BlackRock Equity Dividend Fund, Institutional Class		69,953		1,734,839
BlackRock EuroFund, Institutional Class		121,931		1,919,191
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		34,068		410,858
BlackRock International Fund, Institutional Class		54,453		811,893
BlackRock International Opportunities Portfolio, Institutional Class		8,918		316,848
BlackRock Pacific Fund, Inc., Institutional Class		31,470		620,907
iShares International Developed Real Estate ETF		50,236		1,609,059
iShares MSCI Canada ETF		13,239		385,520
iShares MSCI Germany ETF		8,292		245,609
iShares Russell 2000 ETF		3,831		464,164
iShares U.S. Consumer Goods ETF		4,413		464,203
iShares U.S. Energy ETF		2,652		123,557
iShares U.S. Industrials ETF		815		87,458
iShares U.S. Real Estate ETF (c)		14,143		1,067,797
iShares U.S. Technology ETF		462		49,559
Master Large Cap Growth Portfolio	$	2,862,703		2,862,703
				20,200,320

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 4.8%
BlackRock Global Long/Short Credit Fund, Institutional Class		37,562	$	397,782
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		10,662		115,153
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		39,587		403,388
Master Total Return Portfolio	$	222,675		222,675
				1,138,998
Short-Term Securities — 14.8%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (d)		2,410,463		2,410,463
BlackRock Liquidity Series, LLC, Money Market Series, 0.22% (d)(e)	$	1,092,078		1,092,078
				3,502,541
Total Affiliated Investment Companies (Cost — $23,799,993) — 104.6%				24,841,859
Liabilities in Excess of Other Assets — (4.6)%				(1,083,072	)
Net Assets — 100.0%			$	23,758,787

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 43

Schedule of Investments (continued) BlackRock LifePath^® Active  2040 Fund

      Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., Class K		—		109,615			—			109,615	$	3,070,324		—		—
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		17,559		53,795			4,257			67,097	$	1,782,763		—	$	134,452
BlackRock Commodity Strategy Fund, Institutional Class		80,293		26,687			—			106,980	$	872,960	$	152		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		49,714		17,642			23,313			44,043	$	901,117		—	$	(13,641	)
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		38,108		—			—			38,108	$	398,991		—		—
BlackRock Energy & Resources Portfolio, Institutional Class		—		15,816			15,816			—		—		—	$	(80,980	)
BlackRock Equity Dividend Fund, Institutional Class		21,003		53,322			4,372			69,953	$	1,734,839	$	11,776	$	29,294
BlackRock EuroFund, Institutional Class		105,028		31,814			14,911			121,931	$	1,919,191	$	59,677	$	(45,926	)
BlackRock Global Long/Short Credit Fund, Institutional Class		35,982		1,580			—			37,562	$	397,782	$	12,104	$	4,275
BlackRock Global Long/Short Equity Fund, Institutional Class		34,031		37			—			34,068	$	410,858	$	5,451	$	443
BlackRock Inflation Protected Bond Portfolio, BlackRock Class		36,241		10,838			36,417			10,662	$	115,153	$	140	$	(19,195	)
BlackRock International Fund, Institutional Class		67,909		1,541			14,997			54,453	$	811,893	$	21,788	$	(6,403	)
BlackRock International Opportunities Portfolio, Institutional Class		13,501		1,947			6,530			8,918	$	316,848	$	12,452	$	48,080
BlackRock Liquidity Funds, TempFund, Institutional Class		2,547,320		—			136,857	1		2,410,463	$	2,410,463	$	735		—
BlackRock Liquidity Series, LLC, Money Market Series		—	$	1,092,078	2		—		$	1,092,078	$	1,092,078	$	4,030		—
BlackRock Pacific Fund, Inc., Institutional Class		29,236		2,234			—			31,470	$	620,907	$	2,684	$	35,492
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		38,499		1,088			—			39,587	$	403,388	$	4,062	$	6,833
iShares International Developed Real Estate ETF		24,486		25,750			—			50,236	$	1,609,059	$	13,974		—
iShares MSCI Canada ETF		—		13,239			—			13,239	$	385,520		—		—
iShares MSCI Germany ETF		8,292		—			—			8,292	$	245,609		—		—
iShares Russell 2000 ETF		4,018		—			187			3,831	$	464,164	$	3,256	$	2,150
iShares U.S. Consumer Goods ETF		—		4,413			—			4,413	$	464,203		—		—
iShares U.S. Energy ETF		9,254		2,652			9,254			2,652	$	123,557	$	2,019	$	(114,894	)
iShares U.S. Financials ETF		9,208		—			9,208			—		—	$	6,166	$	261,938
iShares U.S. Healthcare ETF		4,579		2,180			6,759			—		—		—	$	93,202
iShares U.S. Industrials ETF		5,229		—			4,414			815	$	87,458	$	4,306	$	37,794
iShares U.S. Real Estate ETF		5,797		8,346			—			14,143	$	1,067,797	$	14,032		—
iShares U.S. Technology ETF		9,372		462			9,372			462	$	49,559	$	4,279	$	175,820
Master Basic Value LLC	$	1,129,088		—		$	1,129,088	1,3		—		—	$	32,919	$	152,531
Master Large Cap Growth Portfolio	$	1,175,087	$	1,687,616	2,3		—		$	2,862,703	$	2,862,703	$	12,574	$	33,255
Master Total Return Portfolio	$	2,389,318		—		$	2,166,643	1,3	$	222,675	$	222,675	$	12,311	$	6,136

¹  Represents net shares/beneficial interest sold.

²  Represents net beneficial interest purchased.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Security, or a portion of security, is on loan.

(d) Represents the current yield as of report date.

(e) Security was purchased with the cash collateral from loaned securities. The Fund may withdraw up to 25% of its investment daily, although the manager of the BlackRock Liquidity Series, LLC, Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

See Notes to Financial Statements.

44 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (continued) BlackRock LifePath^® Active  2040 Fund

Ÿ As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long/ (Short)			Issue	Exchange	Expiration	Notional Value		Unrealized Appreciation (Depreciation)
	27		SGX CNX Nifty Index	Singapore	May 2015	$	445,851	$	(3,166	)
	3		E-Mini S&P 500 Futures	Chicago Mercantile	June 2015	$	311,835		(983	)
	25		Euro STOXX 50 Index	Eurex	June 2015	$	999,529		(9,834	)
	2		FTSE 100 Index	London	June 2015	$	212,964		956
	6		JPY Currency Futures	Chicago Mercantile	June 2015	$	628,350		9,572
	10		Nikkei 225 Futures	Osaka	June 2015	$	1,630,317		53,019
	(1	)	EUR Currency Futures	Chicago Mercantile	June 2015	$	140,825		(8,192	)
	(10	)	U.S. Treasury Notes (5 Year)	Chicago Board of Trade	June 2015	$	1,201,328		(10,923	)
	(16	)	U.S. Treasury Notes (10 Year)	Chicago Board of Trade	June 2015	$	2,054,000		(5,008	)
	Total							$	25,441

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Affiliated Investment Companies	$	20,664,403		$	4,177,456		—	$	24,841,859
	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts	$	53,975			—		—	$	53,975
Foreign currency exchange contracts		9,572			—		—		9,572
Liabilities:
Equity contracts		(13,983	)		—		—		(13,983	)
Foreign currency exchange contracts		(8,192	)		—		—		(8,192	)
Interest rate contracts		(15,931	)		—		—		(15,931	)
Total	$	25,441			—		—	$	25,441

¹  Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 45

Schedule of Investments (concluded) BlackRock LifePath^® Active  2040 Fund

The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

	Level 1		Level 2			Level 3		Total
Assets:
Cash pledged for financial futures contracts		$      220,000		—			—		$      220,000
Liabilities:
Collateral on securities loaned at value		—		$      (1,092,078)			—		(1,092,078	)
Bank overdraft		—		(11,207	)		—		(11,207	)
Total		$      220,000		$      (1,103,285)			—		$    (883,285)

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

46 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  2045 Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 87.3%
BlackRock Basic Value Fund, Inc., Class K (b)		64,943	$	1,819,052
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		39,351		1,045,553
BlackRock Commodity Strategies Fund, Institutional Class		69,020		563,199
BlackRock Emerging Markets Fund, Inc., Institutional Class		30,236		618,630
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		19,211		201,139
BlackRock Equity Dividend Fund, Institutional Class		40,912		1,014,610
BlackRock EuroFund, Institutional Class		70,154		1,104,232
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		17,174		207,118
BlackRock International Fund, Institutional Class		34,238		510,486
BlackRock International Opportunities Portfolio, Institutional Class		5,976		212,323
BlackRock Pacific Fund, Inc., Institutional Class		13,416		264,705
iShares International Developed Real Estate ETF		33,651		1,077,842
iShares MSCI Canada ETF		8,174		238,027
iShares MSCI Germany ETF		4,079		120,820
iShares Russell 2000 ETF		2,475		299,871
iShares U.S. Consumer Goods ETF		2,619		275,493
iShares U.S. Industrials ETF (c)		1,379		147,980
iShares U.S. Real Estate ETF (c)		9,465		714,607
iShares U.S. Technology ETF		737		79,058
Master Large Cap Growth Portfolio	$	1,826,931		1,826,931
				12,341,676

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 3.9%
BlackRock Global Long/Short Credit Fund, Institutional Class		18,950	$	200,682
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		19,961		203,406
Master Total Return Portfolio	$	140,159		140,159
				544,247
Short-Term Securities — 14.1%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (d)		1,251,899		1,251,899
BlackRock Liquidity Series, LLC, Money Market Series, 0.22% (d)(e)	$	741,960		741,960
				1,993,859
Total Affiliated Investment Companies (Cost — $14,235,314) — 105.3%				14,879,782
Liabilities in Excess of Other Assets — (5.3)%				(750,768	)
Net Assets — 100.0%			$	14,129,014

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 47

Schedule of Investments (continued) BlackRock LifePath^® Active  2045 Fund

      Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., Class K		—		64,943			—			64,943	$	1,819,052		—		—
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		11,981		29,977			2,607			39,351	$	1,045,553		—	$	90,218
BlackRock Commodity Strategy Fund, Institutional Class		50,220		18,800			—			69,020	$	563,199	$	95		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		33,555		10,580			13,899			30,236	$	618,630	$	3,680	$	(8,141	)
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		19,211		—			—			19,211	$	201,139		—		—
BlackRock Energy & Resources Portfolio, Institutional Class		—		9,936			9,936			—		—		—	$	(50,873	)
BlackRock Equity Dividend Fund, Institutional Class		14,382		29,207			2,677			40,912	$	1,014,610	$	7,195	$	19,815
BlackRock EuroFund, Institutional Class		77,627		20,408			27,881			70,154	$	1,104,232	$	42,754	$	(74,062	)
BlackRock Global Long/Short Credit Fund, Institutional Class		18,153		797			—			18,950	$	200,682	$	6,106	$	2,157
BlackRock Global Long/Short Equity Fund, Institutional Class		17,155		19			—			17,174	$	207,118		—	$	223
BlackRock International Fund, Institutional Class		42,651		968			9,381			34,238	$	510,486	$	13,684	$	(1,008	)
BlackRock International Opportunities Portfolio, Institutional Class		8,793		1,268			4,085			5,976	$	212,323	$	8,110	$	16,747
BlackRock Liquidity Funds, TempFund, Institutional Class		2,072,299		—			820,400	1		1,251,899	$	1,251,899	$	396		—
BlackRock Liquidity Series, LLC, Money Market Series	$	273,372	$	468,588	2		—		$	741,960	$	741,960	$	4,181		—
BlackRock Pacific Fund, Inc., Institutional Class		12,464		952			—			13,416	$	264,705	$	1,144	$	15,131
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		19,413		548			—			19,961	$	203,406	$	2,118	$	3,446
iShares International Developed Real Estate ETF		16,705		17,897			951			33,651	$	1,077,842	$	9,428	$	(3,785	)
iShares MSCI Canada ETF		—		8,174			—			8,174	$	238,027		—		—
iShares MSCI Germany ETF		4,079		—			—			4,079	$	120,820		—		—
iShares Russell 2000 ETF		2,156		319			—			2,475	$	299,871	$	1,907		—
iShares U.S. Consumer Goods ETF		—		2,619			—			2,619	$	275,493		—		—
iShares U.S. Energy ETF		6,227		—			6,227			—		—	$	1,359	$	(77,312	)
iShares U.S. Financials ETF		6,187		776			6,963			—		—	$	4,171	$	134,868
iShares U.S. Healthcare ETF		3,074		452			3,526			—		—	$	307	$	61,996
iShares U.S. Industrial ETF		3,514		—			2,135			1,379	$	147,980	$	2,829	$	18,120
iShares U.S. Real Estate ETF		3,634		6,349			518			9,465	$	714,607	$	9,192	$	(380	)
iShares U.S. Technology ETF		6,288		737			6,288			737	$	79,058	$	2,731	$	96,412
Master Basic Value LLC	$	773,490		—		$	773,490	1,3		—		—	$	21,624	$	48,659
Master Large Cap Growth Portfolio	$	802,104	$	1,024,827	2,3		—		$	1,826,931	$	1,826,931	$	8,494	$	22,188
Master Total Return Portfolio	$	1,204,456		—		$	1,064,297	1,3	$	140,159	$	140,159	$	6,398	$	3,620

¹  Represents net shares/beneficial interest sold.

²  Represents net beneficial interest purchased.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Security, or a portion of security, is on loan.

(d) Represents the current yield as of report date.

(e) Security was purchased with the cash collateral from loaned securities. The Fund may withdraw up to 25% of its investment daily, although the manager of the BlackRock Liquidity Series, LLC, Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

See Notes to Financial Statements.

48 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (continued) BlackRock LifePath^® Active  2045 Fund

Ÿ     As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long/ (Short)			Issue	Exchange	Expiration	Notional Value		Unrealized Appreciation (Depreciation)
	16		SGX CNX Nifty Index	Singapore	May 2015	$	264,208	$	(1,918	)
	4		E-Mini S&P 500 Futures	Chicago Mercantile	June 2015	$	415,780		(1,311	)
	17		Euro STOXX 50 Index	Eurex	June 2015	$	679,680		(5,912	)
	1		FTSE 100 Index	London	June 2015	$	106,482		478
	4		JPY Currency Futures	Chicago Mercantile	June 2015	$	418,900		6,381
	6		Nikkei 225 Futures	Osaka	June 2015	$	978,190		39,443
	(1	)	EUR Currency Futures	Chicago Mercantile	June 2015	$	140,825		(8,192	)
	(6	)	U.S. Treasury Notes (5 Year)	Chicago Board of Trade	June 2015	$	720,797		(6,554	)
	(12	)	U.S. Treasury Notes (10 Year)	Chicago Board of Trade	June 2015	$	1,540,500		(3,756	)
	Total							$	18,659

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Affiliated Investment Companies	$	12,170,732		$	2,709,050		—	$	14,879,782
	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts	$	39,921			—		—	$	39,921
Foreign currency exchange contracts		6,381			—		—		6,381
Liabilities:
Equity contracts		(9,141	)		—		—		(9,141	)
Foreign currency exchange contracts		(8,192	)		—		—		(8,192	)
Interest rate contracts		(10,310	)		—		—		(10,310	)
Total	$	18,659			—		—	$	18,659

¹  Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 49

Schedule of Investments (concluded) BlackRock LifePath^® Active  2045 Fund

The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

	Level 1		Level 2			Level 3		Total
Assets:
Cash pledged for financial futures contracts		$    175,000		—			—		$        175,000
Liabilities:
Collateral on securities loaned at value		—		$    (741,960)			—		(741,960	)
Bank overdraft		—		(8,088	)		—		(8,088	)
Total		$    175,000		$    (750,048)			—		$      (575,048)

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

50 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  2050 Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 86.6%
BlackRock Basic Value Fund, Inc., Class K (b)		62,430	$	1,748,655
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		41,522		1,103,234
BlackRock Commodity Strategies Fund, Institutional Class		63,631		519,233
BlackRock Emerging Markets Fund, Inc., Institutional Class		31,753		649,664
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		11,644		121,913
BlackRock Equity Dividend Fund, Institutional Class		42,943		1,064,984
BlackRock EuroFund, Institutional Class		83,991		1,322,022
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		10,410		125,546
BlackRock International Fund, Institutional Class		23,780		354,557
BlackRock International Opportunities Portfolio, Institutional Class		5,295		188,135
BlackRock Pacific Fund, Inc., Institutional Class		11,818		233,178
iShares International Developed Real Estate ETF		33,742		1,080,756
iShares MSCI Canada ETF		8,653		251,975
iShares MSCI Germany ETF		3,352		99,286
iShares Russell 2000 ETF		2,410		291,996
iShares U.S. Consumer Goods ETF		2,590		272,442
iShares U.S. Energy ETF		866		40,347
iShares U.S. Financials ETF		796		70,637
iShares U.S. Industrials ETF		972		104,305
iShares U.S. Real Estate ETF (c)		9,491		716,571
iShares U.S. Technology ETF		981		105,232
Master Large Cap Growth Portfolio	$	1,745,971		1,745,971
				12,210,639

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 2.7%
BlackRock Global Long/Short Credit Fund, Institutional Class		11,477	$	121,543
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		12,071		123,004
Master Total Return Portfolio	$	131,519		131,519
				376,066
Short-Term Securities — 16.2%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (d)		1,554,177		1,554,177
BlackRock Liquidity Series, LLC, Money Market Series, 0.22% (d)(e)	$	732,888		732,888
				2,287,065
Total Affiliated Investment Companies (Cost — $14,314,576) — 105.5%				14,873,770
Liabilities in Excess of Other Assets — (5.5)%				(773,779	)
Net Assets — 100.0%			$	14,099,991

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 51

Schedule of Investments (continued) BlackRock LifePath^® Active  2050 Fund

      Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., BlackRock Class		—		63,589			1,159			62,430	$	1,748,655		—	$	127
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		12,105		32,510			3,093			41,522	$	1,103,234		—	$	98,158
BlackRock Commodity Strategies Fund, Institutional Class		46,269		17,362			—			63,631	$	519,233	$	87		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		33,053		8,944			10,244			31,753	$	649,664	$	3,625	$	(6,419	)
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		11,644		—			—			11,644	$	121,913		—		—
BlackRock Energy & Resources Portfolio, Institutional Class		—		9,242			9,242			—		—		—	$	(47,320	)
BlackRock Equity Dividend Fund, Institutional Class		14,441		31,697			3,195			42,943	$	1,064,984	$	7,652	$	21,571
BlackRock EuroFund, Institutional Class		73,424		28,098			17,531			83,991	$	1,322,022	$	40,306	$	(53,994	)
BlackRock Global Long/Short Credit Fund, Institutional Class		10,995		482			—			11,477	$	121,543	$	3,699	$	1,306
BlackRock Global Long/Short Equity Fund, Institutional Class		10,399		11			—			10,410	$	125,546		—	$	135
BlackRock International Fund, Institutional Class		31,873		723			8,816			23,780	$	354,557	$	10,226	$	(1,745	)
BlackRock International Opportunities Portfolio, Institutional Class		7,983		1,151			3,839			5,295	$	188,135	$	7,363	$	15,961
BlackRock Liquidity Funds, TempFund, Institutional Class		2,239,857		—			685,680	1		1,554,177	$	1,554,177	$	448		—
BlackRock Liquidity Series, LLC, Money Market Series	$	251,864	$	481,024	2		—		$	732,888	$	732,888	$	4,010		—
BlackRock Pacific Fund, Inc., Institutional Class		10,980		838			—			11,818	$	233,178	$	1,008	$	13,329
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		11,739		332			—			12,071	$	123,004	$	1,280	$	2,084
iShares International Developed Real Estate ETF		18,833		14,909			—			33,742	$	1,080,756	$	9,915		—
iShares MSCI Canada ETF		—		8,653			—			8,653	$	251,975		—		—
iShares MSCI Germany ETF		3,352		—			—			3,352	$	99,286		—		—
iShares Russell 2000 ETF		1,695		715			—			2,410	$	291,996	$	1,677		—
iShares U.S. Consumer Goods ETF		—		2,590			—			2,590	$	272,442		—		—
iShares U.S. Energy ETF		6,086		866			6,086			866	$	40,347	$	1,328	$	(75,561	)
iShares U.S. Financials ETF		6,054		765			6,023			796	$	70,637	$	4,537	$	88,424
iShares U.S. Healthcare ETF		3,010		—			3,010			—		—	$	350	$	61,998
iShares U.S. Industrials ETF		3,443		—			2,471			972	$	104,305	$	2,873	$	21,164
iShares U.S. Real Estate ETF		3,348		6,143			—			9,491	$	716,571	$	8,977		—
iShares U.S. Technology ETF		6,150		981			6,150			981	$	105,232	$	2,714	$	85,450
Master Basic Value LLC	$	755,914		—		$	755,914	1,3		—		—	$	21,409	$	(7,103	)
Master Large Cap Growth Portfolio	$	775,439	$	970,532	2,3		—		$	1,745,971	$	1,745,971	$	8,309	$	21,122
Master Total Return Portfolio	$	724,622		—		$	593,103	1,3	$	131,519	$	131,519	$	4,605	$	3,262

¹  Represents net shares/beneficial interest sold.

²  Represents net beneficial interest purchased.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Security, or a portion of security, is on loan.

(d) Represents the current yield as of report date.

(e) Security was purchased with the cash collateral from loaned securities. The Fund may withdraw up to 25% of its investment daily, although the manager of the BlackRock Liquidity Series, LLC, Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

See Notes to Financial Statements.

52 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (continued) BlackRock LifePath^® Active  2050 Fund

Ÿ As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long/ (Short)			Issue	Exchange		Expiration		Notional Value		Unrealized Appreciation (Depreciation)
	16		SGX CNX Nifty Index		Singapore		May 2015	$	264,208	$	(1,868	)
	3		E-Mini S&P 500 Futures		Chicago Mercantile		June 2015	$	311,835		(983	)
	15		Euro STOXX 50 Index		Eurex		June 2015	$	599,718		(9,076	)
	1		FTSE 100 Index		London		June 2015	$	106,482		486
	4		JPY Currency Futures		Chicago Mercantile		June 2015	$	418,900		6,381
	6		Nikkei 225 Futures		Osaka		June 2015	$	978,190		39,311
	(6	)	U.S. Treasury Notes (5 Year)		Chicago Board of Trade		June 2015	$	720,797		(6,554	)
	(12	)	U.S. Treasury Notes (10 Year)		Chicago Board of Trade		June 2015	$	1,540,500		(3,756	)
	Total									$	23,941

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Affiliated Investment Companies	$	12,263,392		$	2,610,378		—	$	14,873,770
	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts	$	39,797			—		—	$	39,797
Foreign currency exchange contracts		6,381			—		—		6,381
Liabilities:
Equity contracts		(11,927	)		—		—		(11,927	)
Interest rate contracts		(10,310	)		—		—		(10,310	)
Total	$	23,941			—		—	$	23,941

¹ Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 53

Schedule of Investments (concluded) BlackRock LifePath^® Active  2050 Fund

The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

	Level 1		Level 2		Level 3		Total
Assets:
Cash pledged for financial futures contracts	$	160,000		—		—	$	160,000
Liabilities:
Collateral on securities loaned at value		—		$    (732,888)		—		(732,888	)
Bank overdraft		—		(12,017)		—		(12,017	)
Total	$	160,000		$    (744,905)		—	$	(584,905	)

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

54 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments April 30, 2015 (Unaudited)	BlackRock LifePath® Active  2055 Fund
	(Percentages shown are based on Net Assets)

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Equity Funds — 86.2%
BlackRock Basic Value Fund, Inc., Class K (b)		12,126	$	339,663
BlackRock Capital Appreciation Fund, Inc., BlackRock Class (b)		7,915		210,308
BlackRock Commodity Strategies Fund, Institutional Class		12,431		101,434
BlackRock Emerging Markets Fund, Inc., Institutional Class		5,936		121,451
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class (b)		1,233		12,909
BlackRock Equity Dividend Fund, Institutional Class		8,242		204,411
BlackRock EuroFund, Institutional Class		11,385		179,195
BlackRock Global Long/Short Equity Fund, Institutional Class (b)		1,102		13,291
BlackRock International Fund, Institutional Class		6,594		98,320
BlackRock International Opportunities Portfolio, Institutional Class		2,510		89,165
BlackRock Pacific Fund, Inc., Institutional Class		2,536		50,039
iShares International Developed Real Estate ETF		6,496		208,067
iShares MSCI Canada ETF		1,510		43,971
iShares MSCI Germany ETF		1,233		36,521
iShares Russell 2000 ETF		471		57,066
iShares U.S. Consumer Goods ETF		508		53,437
iShares U.S. Financials ETF		317		28,131
iShares U.S. Industrials ETF (c)		335		35,949
iShares U.S. Real Estate ETF (c)		1,827		137,939
iShares U.S. Technology ETF		143		15,340
Master Large Cap Growth Portfolio	$	342,730		342,730
				2,379,337

Affiliated Investment Companies (a)	Shares/   Beneficial Interest		Value
Fixed Income Funds — 0.9%
BlackRock Global Long/Short Credit Fund, Institutional Class		1,214	$	12,858
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		1,024		10,431
				23,289
Short-Term Securities — 18.1%
BlackRock Liquidity Funds, TempFund, Institutional Class, 0.08% (d)		350,127		350,127
BlackRock Liquidity Series, LLC, Money Market Series, 0.22% (d)(e)	$	150,570		150,570
				500,697
Total Affiliated Investment Companies (Cost — $ 2,819,241) — 105.2%				2,903,323
Liabilities in Excess of Other Assets — (5.2)%				(143,567	)
Net Assets — 100.0%			$	2,759,756

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 55

Schedule of Investments (continued) BlackRock LifePath^® Active  2055 Fund

      Notes to Schedule of Investments

(a) During the six months ended April 30, 2015, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

Affiliate	Shares/ Beneficial Interest Held at October 31, 2014		Shares/ Beneficial Interest Purchased			Shares/ Beneficial Interest Sold			Shares/ Beneficial Interest Held at April 30, 2015		Value at April 30, 2015		Income		Realized Gain (Loss)
BlackRock Basic Value Fund, Inc., Class K		—		12,546			420			12,126	$	339,663		—	$	132
BlackRock Capital Appreciation Fund, Inc., BlackRock Class		2,717		5,907			709			7,915	$	210,308		—	$	16,524
BlackRock Commodity Strategies Fund, Institutional Class		10,078		2,353			—			12,431	$	101,434	$	19		—
BlackRock Emerging Markets Fund, Inc., Institutional Class		7,419		42			1,525			5,936	$	121,451	$	814	$	(915	)
BlackRock Emerging Markets Long/Short Equity Fund, Institutional Class		1,233		—			—			1,233	$	12,909		—		—
BlackRock Energy & Resources Portfolio, Institutional Class		—		1,948			1,948			—		—		—	$	(9,976	)
BlackRock Equity Dividend Fund, Institutional Class		3,243		5,734			735			8,242	$	204,411	$	1,425	$	3,614
BlackRock EuroFund, Institutional Class		10,947		3,863			3,425			11,385	$	179,195	$	6,459	$	(5,859	)
BlackRock Global Long/Short Credit Fund, Institutional Class		1,163		51			—			1,214	$	12,858	$	391	$	138
BlackRock Global Long/Short Equity Fund, Institutional Class		1,101		1			—			1,102	$	13,291		—	$	14
BlackRock International Fund, Institutional Class		8,554		194			2,154			6,594	$	98,320	$	2,744	$	456
BlackRock International Opportunities Portfolio, Institutional Class		2,849		411			750			2,510	$	89,165	$	2,628	$	7,475
BlackRock Liquidity Funds, TempFund, Institutional Class		492,631		—			142,504	1		350,127	$	350,127	$	110		—
BlackRock Liquidity Series, LLC, Money Market Series	$	24,548	$	126,022	2		—		$	150,570	$	150,570	$	876		—
BlackRock Pacific Fund, Inc., Institutional Class		3,650		279			1,393			2,536	$	50,039	$	335	$	184
BlackRock Strategic Income Opportunities Portfolio, Institutional Class		996		28			—			1,024	$	10,431	$	101	$	177
iShares International Developed Real Estate ETF		6,244		252			—			6,496	$	208,067	$	2,489		—
iShares MSCI Canada ETF		—		1,510			—			1,510	$	43,971		—		—
iShares MSCI Germany ETF		1,233		—			—			1,233	$	36,521		—		—
iShares Russell 2000 ETF		345		126			—			471	$	57,066	$	334		—
iShares U.S. Consumer Goods ETF		—		508			—			508	$	53,437		—		—
iShares U.S. Energy ETF		1,345		—			1,345			—		—	$	294	$	(16,699	)
iShares U.S. Financials ETF		1,335		—			1,018			317	$	28,131	$	1,080	$	19,525
iShares U.S. Healthcare ETF		665		—			665			—		—	$	87	$	14,187
iShares U.S. Industrials ETF		760		—			425			335	$	35,949	$	577	$	3,557
iShares U.S. Real Estate ETF		355		1,472			—			1,827	$	137,939	$	1,494		—
iShares U.S. Technology ETF		1,360		143			1,360			143	$	15,340	$	600	$	25,594
Master Basic Value LLC	$	172,165		—		$	172,165	1,3		—		—	$	20,731	$	(7,869	)
Master Large Cap Growth Portfolio	$	178,388	$	164,342	2,3		—		$	342,730	$	342,730	$	1,600	$	4,388

¹  Represents net shares/beneficial interest sold.

²  Represents net beneficial interest purchased.

³  Inclusive of income, expense, realized and unrealized gains and losses allocated from the Master Portfolio.

(b) Non-income producing security.

(c) Security, or a portion of security, is on loan.

(d) Represents the current yield as of report date.

(e) Security was purchased with the cash collateral from loaned securities. The Fund may withdraw up to 25% of its investment daily, although the manager of the BlackRock Liquidity Series, LLC, Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

See Notes to Financial Statements.

56 BLACKROCK FUNDS II APRIL 30, 2015

Schedule of Investments (concluded) BlackRock LifePath^® Active  2055 Fund

Ÿ As of April 30, 2015, financial futures contracts outstanding were as follows:

Contracts Long	Issue	Exchange	Expiration	Notional Value		Unrealized Appreciation (Depreciation)
3	SGX CNX Nifty Index Futures	Singapore	May 2015	$	49,539	$	(276	)
1	E-Mini S&P 500 Futures	Chicago Mercantile	June 2015	$	103,945		(328	)
3	Euro STOXX 50 Index	Eurex	June 2015	$	119,944		(801	)
1	JPY Currency Futures	Chicago Mercantile	June 2015	$	104,725		1,595
1	Nikkei 225 Futures	Osaka	June 2015	$	163,032		7,286
Total						$	7,476

Ÿ Fair Value Measurements — Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instrument and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

Ÿ Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

Ÿ Level 2 – other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

Ÿ Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to Note 2 of the Notes to Financial Statements.

As of April 30, 2015, the following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

	Level 1				Level 2				Level 3		Total
Assets:
Investments:
Affiliated Investment Companies		$	2,410,023			$	493,300			—		$	2,903,323
	Level 1				Level 2				Level 3		Total
Derivative Financial Instruments1
Assets:
Equity contracts		$	7,286				—			—		$	7,286
Foreign currency exchange contracts			1,595				—			—			1,595
Liabilities:
Equity contracts			(1,405	)			—			—			(1,405	)
Total		$	7,476				—			—		$	7,476
1   Derivative financial instruments are financial futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.
The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of April 30, 2015, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:
	Level 1				Level 2				Level 3		Total
Assets:
Cash pledged for financial futures contracts		$	31,000				—			—		$	31,000
Liabilities:
Collateral on securities loaned at value			—			$	(150,570	)		—			(150,570	)
Total		$	31,000			$	(150,570	)		—		$	(119,570	)

During the six months ended April 30, 2015, there were no transfers between levels.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 57

Statements of Assets and Liabilities

April 30, 2015 (Unaudited)	BlackRock LifePath® Active Retirement Fund			BlackRock LifePath® Active 2020 Fund			BlackRock LifePath® Active 2025 Fund			BlackRock LifePath® Active 2030 Fund			BlackRock LifePath® Active 2035 Fund			BlackRock LifePath® Active 2040 Fund			BlackRock LifePath® Active 2045 Fund			BlackRock LifePath® Active 2050 Fund			BlackRock LifePath® Active 2055 Fund
Assets
Investments at value — affiliated1,2		$24,321,772			$37,359,560			$32,485,894			$31,631,799			$22,908,281			$24,841,859			$14,879,782			$14,873,770			$2,903,323
Cash pledged for financial futures contracts		197,000			275,000			228,700			236,930			212,000			220,000			175,000			160,000			31,000
Variation margin receivable on financial futures contracts		6,553			5,236			5,195			6,359			5,244			5,765			3,816			3,717			177
Investments sold receivable — affiliated		246,979			471,246			352,494			384,464			337,313			372,627			140,069			210,495			15,503
Receivable from Manager		19,607			16,811			19,183			17,225			16,854			16,500			15,858			17,647			11,063
Capital shares sold receivable		7,921			6,560			5,497			9,448			19,089			9,034			4,852			14,959			1,323
Dividends receivable — affiliated		74			224			196			186			172			142			61			74			20
Securities lending income receivable — affiliated		330			253			367			440			340			254			361			89			57
Prepaid expenses		106,740			52,113			51,926			52,153			51,512			51,373			51,293			51,206			41,722
Total assets		24,906,976			38,187,003			33,149,452			32,339,004			23,550,805			25,517,554			15,271,092			15,331,957			3,004,188
Liabilities
Investments purchased payable — affiliated		413,368			788,902			679,952			606,449			639,913			559,516			317,725			398,392			59,432
Collateral on securities loaned at value		371,958			615,466			654,237			985,563			—			1,092,078			741,960			732,888			150,570
Bank overdraft		9,153			13,480			12,428			14,683			10,915			11,207			8,088			12,017			—
Variation margin payable on financial futures contracts		35,669			70,957			57,239			65,609			54,604			50,422			33,344			30,489			5,727
Capital shares redeemed payable		287,074			4,243			24,144			42,033			11,456			6,924			6,506			22,353			6
Professional fees payable		13,365			7,745			8,936			8,701			8,931			9,730			10,472			10,808			13,544
Service and distribution fees payable		6,126			9,696			8,542			7,858			5,957			6,196			4,066			3,903			114
Officer’s and Trustees’ fees payable		799			2,120			2,121			2,131			387			375			454			462			546
Other affiliates payable		178			84			199			134			90			168			43			97			—
Other accrued expenses payable		20,876			21,789			23,034			21,826			19,564			22,151			19,420			20,557			14,493
Total liabilities		1,158,566			1,534,482			1,470,832			1,754,987			751,817			1,758,767			1,142,078			1,231,966			244,432
Net Assets		$23,748,410			$36,652,521			$31,678,620			$30,584,017			$22,798,988			$23,758,787			$14,129,014			$14,099,991			$2,759,756
Net Assets Consist of
Paid-in capital		$22,222,801			$33,881,228			$28,573,578			$26,940,692			$20,630,848			$21,064,495			$12,612,263			$12,702,660			$2,442,168
Undistributed (distributions in excess of) net investment income		(149,043	)		(218,265	)		(157,077	)		(110,080	)		(49,334	)		(59,976	)		(34,654	)		(34,348	)		13,675
Undistributed net realized gain		973,461			1,683,344			2,137,349			2,214,952			1,271,860			1,686,961			888,278			848,544			212,355
Net unrealized appreciation (depreciation)		701,191			1,306,214			1,124,770			1,538,453			945,614			1,067,307			663,127			583,135			91,558
Net Assets		$23,748,410			$36,652,521			$31,678,620			$30,584,017			$22,798,988			$23,758,787			$14,129,014			$14,099,991			$2,759,756
1  Investments at cost — affiliated		$23,622,089			$36,060,894			$31,371,115			$30,107,575			$21,992,509			$23,799,993			$14,235,314			$14,314,576			$2,819,241
2  Securities loaned at value		$     358,833			$     595,202			$     633,096			$     953,922			—			$     1,057,076			$     718,166			$     709,398			$     145,733

See Notes to Financial Statements.

58 BLACKROCK FUNDS II APRIL 30, 2015

Statements of Assets and Liabilities (concluded)

April 30, 2015 (Unaudited)	BlackRock LifePath® Active Retirement Fund		BlackRock LifePath® Active 2020 Fund		BlackRock LifePath® Active 2025 Fund		BlackRock LifePath® Active 2030 Fund		BlackRock LifePath® Active 2035 Fund		BlackRock LifePath® Active 2040 Fund		BlackRock LifePath® Active 2045 Fund		BlackRock LifePath® Active 2050 Fund		BlackRock LifePath® Active 2055 Fund
Net Asset Value
Institutional
Net assets		$519,791		$59,593		$35,502		$81,646		$100,633		$108,727		$71,186		$159,875		$28,876
Shares outstanding1		48,612		5,514		3,245		7,744		9,219		9,981		5,997		14,555		2,500
Net asset value		$10.69		$10.81		$10.94		$10.54		$10.92		$10.89		$11.87		$10.98		$11.55
Investor A
Net assets		$15,294,393		$23,443,257		$17,840,380		$19,137,975		$13,371,206		$14,763,738		$7,041,432		$7,353,188		$274,960
Shares outstanding1		1,446,181		2,188,299		1,639,670		1,830,939		1,235,160		1,369,684		601,549		676,872		23,885
Net asset value		$10.58		$10.71		$10.88		$10.45		$10.83		$10.78		$11.71		$10.86		$11.51
Class K
Net assets		$767,252		$1,487,426		$1,758,646		$1,883,071		$1,350,035		$1,139,061		$576,232		$557,770		$2,296,810
Shares outstanding1		71,938		137,796		160,514		178,402		123,613		104,548		48,493		50,747		198,748
Net asset value		$10.67		$10.79		$10.96		$10.56		$10.92		$10.90		$11.88		$10.99		$11.56
Class R
Net assets		$7,166,974		$11,662,245		$12,044,092		$9,481,325		$7,977,114		$7,747,261		$6,440,164		$6,029,158		$159,110
Shares outstanding1		677,579		1,097,548		1,114,610		910,644		742,199		720,940		554,637		557,254		13,850
Net asset value		$10.58		$10.63		$10.81		$10.41		$10.75		$10.75		$11.61		$10.82		$11.49

¹ Unlimited number of shares authorized, $0.001 par value.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 59

Statements of Operations

Six Months Ended April 30, 2015 (Unaudited)	BlackRock LifePath® Active Retirement Fund			BlackRock LifePath® Active 2020 Fund			BlackRock LifePath® Active 2025 Fund			BlackRock LifePath® Active 2030 Fund			BlackRock LifePath® Active 2035 Fund			BlackRock LifePath® Active 2040 Fund			BlackRock LifePath® Active 2045 Fund			BlackRock LifePath® Active 2050 Fund			BlackRock LifePath® Active 2055 Fund
Investment Income
Dividends — affiliated	$	123,765		$	194,420		$	183,275		$	199,929		$	160,724		$	179,053		$	117,206		$	108,065		$	21,981
Securities lending income — affiliated — net		3,971			4,934			4,565			6,087			3,138			4,030			4,181			4,010			876
Other income — affiliated		997			1,117			836			527			616			845			235			281			107
Net investment income allocated from affiliated
Master Portfolios:
Income		130,704			171,469			131,581			110,632			66,602			57,804			36,516			34,323			22,331
Expenses		(8,720	)		(15,461	)		(15,354	)		(15,997	)		(12,845	)		(13,027	)		(8,552	)		(8,306	)		(1,666	)
Total income		250,717			356,479			304,903			301,178			218,235			228,705			149,586			138,373			43,629
Fund Expenses
Professional		29,282			25,137			24,302			24,417			21,581			22,288			19,605			19,309			17,158
Registration		26,172			23,865			23,695			23,871			23,754			23,510			23,531			23,515			29,115
Service — Investor A		20,102			28,521			21,531			24,456			15,503			16,958			8,264			8,084			292
Service and distribution — Class R		16,980			27,369			30,159			23,390			19,344			18,395			15,732			14,468			230
Accounting		8,913			9,743			9,385			9,369			8,773			8,832			8,249			8,225			5,668
Custodian		7,362			7,402			7,100			5,986			7,487			7,509			7,391			7,219			6,004
Officer and Trustees		5,611			8,642			8,622			8,628			2,839			2,850			2,780			2,772			2,701
Printing		5,294			5,350			5,398			5,485			4,598			4,805			4,137			4,168			3,716
Administration		6,369			9,324			8,173			8,119			5,692			5,847			3,616			3,447			694
Administration — Institutional		22			9			26			10			11			12			8			19			3
Administration — Investor A		1,751			2,468			1,866			2,123			1,341			1,467			715			698			25
Administration — Class K		74			153			116			150			119			107			63			60			243
Administration — Class R		733			1,178			1,312			1,014			842			797			683			627			10
Transfer agent — Institutional		136			157			106			133			125			146			129			200			33
Transfer agent — Investor A		13,363			14,386			13,676			12,972			11,035			11,776			9,171			12,669			445
Transfer agent — Class K		95			72			93			145			96			127			153			128			23
Transfer agent — Class R		5,946			6,651			9,734			6,993			6,672			7,512			5,189			6,911			91
Miscellaneous		5,223			5,289			5,270			5,272			5,197			5,202			5,145			5,137			5,761
Total expenses		153,428			175,716			170,564			162,533			135,009			138,140			114,561			117,656			72,212
Less administration fees waived		(6,369	)		(9,324	)		(8,173	)		(8,119	)		(5,692	)		(5,847	)		(3,616	)		(3,447	)		(694	)
Less administration fees waived — class specific		(2,550	)		(3,808	)		(3,296	)		(3,297	)		(2,313	)		(2,383	)		(1,451	)		(1,404	)		(275	)
Less transfer agent fees waived — class specific		(141	)		(233	)		(276	)		(290	)		(237	)		(307	)		(276	)		(205	)		(77	)
Less transfer agent fees reimbursed — class specific		(8,264	)		(4,656	)		(9,211	)		(5,925	)		(7,951	)		(9,102	)		(8,235	)		(13,722	)		(348	)
Less expenses reimbursed by Manager		(87,532	)		(85,103	)		(83,447	)		(82,703	)		(73,904	)		(74,671	)		(70,513	)		(70,020	)		(69,798	)
Total expenses after fees waived and/or reimbursed		48,572			72,592			66,161			62,199			44,912			45,830			30,470			28,858			1,020
Net investment income		202,145			283,887			238,742			238,979			173,323			182,875			119,116			109,515			42,609
Realized and Unrealized Gain
Net realized gain from:
Investments — affiliated		66,715			270,890			380,538			377,670			28,515			252,450			60,663			36,965			17,921
Capital gain distributions received from affiliated investment companies		158,770			278,834			293,342			308,945			233,946			296,284			182,909			187,703			40,207
Allocation from affiliated Master Portfolios		317,758			435,714			348,859			388,418			113,094			191,922			74,467			17,281			(3,481	)
Financial futures contracts		399,531			730,768			716,440			813,914			523,026			570,095			365,849			332,477			83,359
		942,774			1,716,206			1,739,179			1,888,947			898,581			1,310,751			683,888			574,426			138,006
Net change in unrealized appreciation (depreciation) on:
Investments — affiliated		(180,120	)		(374,388	)		(531,693	)		(532,279	)		(216,804	)		(412,031	)		(173,622	)		(140,539	)		(53,620	)
Allocation from affiliated Master Portfolios		(180,093	)		(247,893	)		(207,894	)		(273,182	)		(34,189	)		(126,005	)		(34,315	)		24,520			(7,348	)
Financial futures contracts		(134,627	)		(244,991	)		(242,253	)		(232,276	)		(152,623	)		(155,986	)		(97,001	)		(88,446	)		(16,119	)
		(494,840	)		(867,272	)		(981,840	)		(1,037,737	)		(403,616	)		(694,022	)		(304,938	)		(204,465	)		(77,087	)
Net realized and unrealized gain		447,934			848,934			757,339			851,210			494,965			616,729			378,950			369,961			60,919
Net Increase in Net Assets Resulting from Operations	$	650,079		$	1,132,821		$	996,081		$	1,090,189		$	668,288		$	799,604		$	498,066		$	479,476		$	103,528

See Notes to Financial Statements.

60 BLACKROCK FUNDS II APRIL 30, 2015

Statements of Changes in Net Assets

	BlackRock LifePath®						BlackRock LifePath®						BlackRock LifePath®
	Active Retirement Fund						Active 2020 Fund						Active 2025 Fund
	Six Months						Six Months						Six Months
	Ended						Ended						Ended
	April 30,			Year Ended			April 30,			Year Ended			April 30,			Year Ended
	2015			October 31,			2015			October 31,			2015			October 31,
Increase (Decrease) in Net Assets:	(Unaudited)			2014			(Unaudited)			2014			(Unaudited)			2014
Operations
Net investment income	$	202,145		$	433,539		$	283,887		$	486,950		$	238,742		$	436,204
Net realized gain		942,774			1,319,288			1,716,206			1,632,165			1,739,179			1,891,723
Net change in unrealized appreciation (depreciation)		(494,840	)		(372,670	)		(867,272	)		(332,188	)		(981,840	)		(313,629	)
Net increase in net assets resulting from operations		650,079			1,380,157			1,132,821			1,786,927			996,081			2,014,298
Distributions to Shareholders From1
Net investment income:
Institutional		(3,236	)		(1,201	)		(1,564	)		(2,370	)		(8,470	)		(9,428	)
Investor A		(534,967	)		(339,600	)		(577,258	)		(417,584	)		(433,394	)		(363,066	)
Class K		(22,013	)		(13,246	)		(38,624	)		(27,424	)		(16,400	)		(11,471	)
Class R		(199,786	)		(115,953	)		(262,555	)		(202,624	)		(301,738	)		(156,040	)
Net realized gain:
Institutional		(4,909	)		(2,335	)		(2,593	)		(4,863	)		(16,444	)		(13,366	)
Investor A		(879,876	)		(710,560	)		(973,003	)		(941,251	)		(925,863	)		(583,145	)
Class K		(32,499	)		(24,549	)		(58,075	)		(55,312	)		(30,704	)		(16,194	)
Class R		(342,557	)		(285,532	)		(483,133	)		(515,448	)		(684,230	)		(284,280	)
Decrease in net assets resulting from distributions to shareholders		(2,019,843	)		(1,492,976	)		(2,396,805	)		(2,166,876	)		(2,417,243	)		(1,436,990	)
Capital Share Transactions
Net increase in net assets derived from capital share transactions		900,981			2,698,602			4,643,387			6,750,157			2,224,354			3,576,480
Net Assets
Total increase (decrease) in net assets		(468,783	)		2,585,783			3,379,403			6,370,208			803,192			4,153,788
Beginning of period		24,217,193			21,631,410			33,273,118			26,902,910			30,875,428			26,721,640
End of period	$	23,748,410		$	24,217,193		$	36,652,521		$	33,273,118		$	31,678,620		$	30,875,428
Undistributed (distributions in excess of) net investment income, end of period	$	(149,043	)	$	408,814		$	(218,265	)	$	377,849		$	(157,077	)	$	364,183

¹ Distributions for annual periods determined in accordance with federal income tax regulations.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 61

Statements of Changes in Net Assets (continued)

	BlackRock LifePath® Active 2030 Fund						BlackRock LifePath® Active 2035 Fund						BlackRock LifePath® Active 2040 Fund
Increase (Decrease) in Net Assets:	Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014
Operations
Net investment income	$	238,979		$	399,762		$	173,323		$	220,329		$	182,875		$	248,937
Net realized gain		1,888,947			2,073,282			898,581			1,327,375			1,310,751			1,927,281
Net change in unrealized appreciation (depreciation)		(1,037,737	)		(427,161	)		(403,616	)		(330,762	)		(694,022	)		(684,585	)
Net increase in net assets resulting from operations		1,090,189			2,045,883			668,288			1,216,942			799,604			1,491,633
Distributions to Shareholders From1
Net investment income:
Institutional		(2,569	)		(1,884	)		(1,889	)		(595	)		(2,097	)		(1,872	)
Investor A		(407,723	)		(402,907	)		(196,047	)		(154,258	)		(233,509	)		(224,496	)
Class K		(23,476	)		(26,854	)		(16,301	)		(16,326	)		(17,971	)		(10,703	)
Class R		(166,233	)		(158,354	)		(121,765	)		(78,821	)		(116,425	)		(92,930	)
Net realized gain:
Institutional		(6,334	)		(4,511	)		(4,438	)		(1,940	)		(7,379	)		(5,004	)
Investor A		(1,122,552	)		(1,063,823	)		(535,620	)		(552,835	)		(928,713	)		(664,230	)
Class K		(55,594	)		(63,122	)		(37,102	)		(50,677	)		(60,155	)		(27,676	)
Class R		(525,202	)		(480,790	)		(361,824	)		(320,940	)		(523,640	)		(323,881	)
Decrease in net assets resulting from distributions to shareholders		(2,309,683	)		(2,202,245	)		(1,274,986	)		(1,176,392	)		(1,889,889	)		(1,350,792	)
Capital Share Transactions
Net increase in net assets derived from capital share transactions		962,726			5,188,418			2,439,001			7,051,501			3,528,267			3,197,605
Net Assets
Total increase (decrease) in net assets		(256,768	)		5,032,056			1,832,303			7,092,051			2,437,982			3,338,446
Beginning of period		30,840,785			25,808,729			20,966,685			13,874,634			21,320,805			17,982,359
End of period	$	30,584,017		$	30,840,785		$	22,798,988		$	20,966,685		$	23,758,787		$	21,320,805
Undistributed (distributions in excess of) net investment income, end of period	$	(110,080	)	$	250,942		$	(49,334	)	$	113,345		$	(59,976	)	$	127,151

¹ Distributions for annual periods determined in accordance with federal income tax regulations.

See Notes to Financial Statements.

62 BLACKROCK FUNDS II APRIL 30, 2015

Statements of Changes in Net Assets (concluded)

	BlackRock LifePath® Active 2045 Fund						BlackRock LifePath® Active 2050 Fund						BlackRock LifePath® Active 2055 Fund
Increase in Net Assets:	Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014
Operations
Net investment income	$	119,116		$	129,170		$	109,515		$	109,835		$	42,609		$	41,007
Net realized gain		683,888			881,237			574,426			830,682			138,006			223,105
Net change in unrealized appreciation (depreciation)		(304,938	)		(261,643	)		(204,465	)		(237,948	)		(77,087	)		(42,220	)
Net increase in net assets resulting from operations		498,066			748,764			479,476			702,569			103,528			221,892
Distributions to Shareholders From1
Net investment income:
Institutional		(1,333	)		(1,458	)		(3,040	)		(2,564	)		(456	)		(645	)
Investor A		(105,173	)		(90,146	)		(91,512	)		(74,714	)		(2,895	)		(2,323	)
Class K		(11,508	)		(9,034	)		(10,227	)		(7,237	)		(37,574	)		(51,500	)
Class R		(96,986	)		(54,362	)		(80,221	)		(40,486	)		(1,075	)		(534	)
Net realized gain:
Institutional		(3,671	)		(3,740	)		(8,599	)		(6,264	)		(2,037	)		(288	)
Investor A		(332,673	)		(256,547	)		(300,297	)		(203,080	)		(14,584	)		(1,068	)
Class K		(30,035	)		(22,370	)		(27,472	)		(17,141	)		(156,816	)		(22,208	)
Class R		(323,004	)		(181,777	)		(280,211	)		(131,926	)		(5,416	)		(288	)
Decrease in net assets resulting from distributions to shareholders		(904,383	)		(619,434	)		(801,579	)		(483,412	)		(220,853	)		(78,854	)
Capital Share Transactions
Net increase in net assets derived from capital share transactions		951,641			4,586,558			1,915,348			5,172,191			275,001			117,677
Net Assets
Total increase in net assets		545,324			4,715,888			1,593,245			5,391,348			157,676			260,715
Beginning of period		13,583,690			8,867,802			12,506,746			7,115,398			2,602,080			2,341,365
End of period	$	14,129,014		$	13,583,690		$	14,099,991		$	12,506,746		$	2,759,756		$	2,602,080
Undistributed (distributions in excess of) net investment income, end of period	$	(34,654	)	$	61,230		$	(34,348	)	$	41,137		$	13,675		$	13,066

¹ Distributions for annual periods determined in accordance with federal income tax regulations.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 63

Financial Highlights BlackRock LifePath^® Active  Retirement Fund

	Institutional									Investor A
	Six Months Ended April 30,			Year Ended			Period November 27, 20121			Six Months Ended April 30,
	2015			October 31,			to October 31,			2015			Year Ended October 31,
	(Unaudited)			2014			2013			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.33		$	11.41		$	10.72		$	11.23		$	11.32		$	10.63		$	10.28		$	10.05		$	8.92
Net investment income2		0.10			0.23			0.23			0.09			0.21			0.24			0.26			0.23			0.22
Net realized and unrealized gain		0.23			0.48			0.90			0.20			0.47			0.85			0.70			0.18			1.08
Net increase from investment operations		0.33			0.71			1.13			0.29			0.68			1.09			0.96			0.41			1.30
Distributions from:3
Net investment income		(0.39	)		(0.27	)		(0.18	)		(0.36	)		(0.25	)		(0.14	)		(0.28	)		(0.18	)		(0.17	)
Net realized gain		(0.58	)		(0.52	)		(0.26	)		(0.58	)		(0.52	)		(0.26	)		(0.33	)		—			—
Total distributions		(0.97	)		(0.79	)		(0.44	)		(0.94	)		(0.77	)		(0.40	)		(0.61	)		(0.18	)		(0.17	)
Net asset value, end of period	$	10.69		$	11.33		$	11.41		$	10.58		$	11.23		$	11.32		$	10.63		$	10.28		$	10.05
Total Return4
Based on net asset value		3.15	%5		6.61	%		10.93	%5		2.78	%5		6.38	%		10.59	%		9.96	%		4.10	%6		14.69	%7
Ratios to Average Net Assets
Total expenses8		1.05	%9		1.21	%		1.69	%9		1.30	%9		1.27	%		1.58	%		1.69	%		1.62	%		1.70	%
Total expenses after fees waived and/or reimbursed		0.14	%9		0.22	%		0.31	%9		0.43	%9		0.47	%		0.56	%		0.73	%		0.65	%		0.47	%
Net investment income		1.79	%9		2.09	%		2.58	%9		1.77	%9		1.92	%		2.22	%		2.50	%		2.23	%		2.31	%
Supplemental Data
Net assets, end of period (000)	$	520		$	119		$	51		$	15,294		$	17,321		$	15,076		$	9,189		$	8,594		$	5,429
Portfolio turnover rate		22	%		42	%		97	%10		22	%		42	%		97	%		87	%		112	%		98	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Investor A Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 14.46% for the Investor A Shares.

⁸ Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.49	%		0.42	%		0.28	%		0.33	%		0.43	%		0.66	%

⁹  Annualized.

¹⁰ Portfolio turnover rate is representative of the Fund for the entire year.

See Notes to Financial Statements.

64 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active  Retirement Fund

	Class K1																		Class R
	Six Months Ended April 30, 2015																		Six Months Ended April 30, 2015
				Year Ended October 31,																		Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.34		$	11.42		$	10.72		$	10.37		$	10.12		$	8.97		$	11.23		$	11.31		$	10.62		$	10.26		$	10.04		$	8.91
Net investment income2		0.11			0.25			0.26			0.30			0.27			0.26			0.08			0.19			0.22			0.23			0.20			0.18
Net realized and unrealized gain		0.20			0.47			0.88			0.70			0.19			1.08			0.19			0.46			0.85			0.70			0.18			1.09
Net increase from investment operations		0.31			0.72			1.14			1.00			0.46			1.34			0.27			0.65			1.07			0.93			0.38			1.27
Distributions from:3
Net investment income		(0.40	)		(0.28	)		(0.18	)		(0.32	)		(0.21	)		(0.19	)		(0.34	)		(0.21	)		(0.12	)		(0.24	)		(0.16	)		(0.14	)
Net realized gain		(0.58	)		(0.52	)		(0.26	)		(0.33	)		—			—			(0.58	)		(0.52	)		(0.26	)		(0.33	)		—			—
Total distributions		(0.98	)		(0.80	)		(0.44	)		(0.65	)		(0.21	)		(0.19	)		(0.92	)		(0.73	)		(0.38	)		(0.57	)		(0.16	)		(0.14	)
Net asset value, end of period	$	10.67		$	11.34		$	11.42		$	10.72		$	10.37		$	10.12		$	10.58		$	11.23		$	11.31		$	10.62		$	10.26		$	10.04
Total Return4
Based on net asset value		2.96	%5		6.74	%		11.03	%		10.31	%		4.56	%6		15.09	%7		2.64	%5		6.12	%		10.42	%		9.59	%		3.76	%6		14.36	%7
Ratios to Average Net Assets
Total expenses8		0.92	%9		0.92	%		1.30	%		1.50	%		1.51	%		1.55	%		1.57	%9		1.56	%		1.86	%		1.91	%		1.92	%		2.06	%
Total expenses after fees waived and/or reimbursed		0.08	%9		0.12	%		0.20	%		0.28	%		0.27	%		0.10	%		0.67	%9		0.71	%		0.80	%		0.96	%		0.97	%		0.81	%
Net investment income		2.07	%9		2.26	%		2.45	%		2.88	%		2.61	%		2.70	%		1.50	%9		1.67	%		2.06	%		2.21	%		1.92	%		1.96	%
Supplemental Data
Net assets, end of period (000)	$	767		$	608		$	521		$	139		$	96		$	54		$	7,167		$	6,169		$	5,983		$	8,177		$	6,299		$	5,649
Portfolio turnover rate		22	%		42	%		97	%		87	%		112	%		98	%		22	%		42	%		97	%		87	%		112	%		98	%

¹  On November 27, 2012, the Fund’s Institutional Shares were redesignated as Class K Shares.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Class K and Class R Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 14.86% and 14.13% for the Class K and Class R Shares, respectively.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.49	%		0.42	%		0.28	%		0.33	%		0.43	%		0.66	%

⁹  Annualized.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 65

Financial Highlights BlackRock LifePath^® Active  2020 Fund

	Institutional									Investor A
	Six Months Ended April 30, 2015			Year Ended October 31,			Period November 27, 20121 to October 31,			Six Months Ended April 30, 2015			Year Ended October 31,
	(Unaudited)			2014			2013			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.23		$	11.47		$	10.57		$	11.15		$	11.40		$	10.49		$	10.08		$	9.84		$	8.71
Net investment income2		0.12			0.21			0.10			0.09			0.19			0.23			0.24			0.20			0.19
Net realized and unrealized gain		0.23			0.53			1.23			0.24			0.51			1.07			0.71			0.22			1.09
Net increase from investment operations		0.35			0.74			1.33			0.33			0.70			1.30			0.95			0.42			1.28
Distributions from:3
Net investment income		(0.29	)		(0.32	)		(0.17	)		(0.29	)		(0.29	)		(0.13	)		(0.25	)		(0.18	)		(0.15	)
Net realized gain		(0.48	)		(0.66	)		(0.26	)		(0.48	)		(0.66	)		(0.26	)		(0.29	)		—			—
Total distributions		(0.77	)		(0.98	)		(0.43	)		(0.77	)		(0.95	)		(0.39	)		(0.54	)		(0.18	)		(0.15	)
Net asset value, end of period	$	10.81		$	11.23		$	11.47		$	10.71		$	11.15		$	11.40		$	10.49		$	10.08		$	9.84
Total Return4
Based on net asset value		3.36	%5		6.90	%		13.05	%5		3.15	%5		6.56	%		12.83	%		9.98	%		4.24	%6		14.78	%7
Ratios to Average Net Assets
Total expenses8		1.02	%9		0.95	%		1.85	%9		1.02	%9		1.18	%		1.42	%		1.54	%		1.52	%		1.52	%
Total expenses after fees waived and/or reimbursed		0.19	%9		0.21	%		0.30	%9		0.44	%9		0.46	%		0.54	%		0.72	%		0.68	%		0.55	%
Net investment income		2.16	%9		1.85	%		2.54	%9		1.67	%9		1.68	%		2.10	%		2.35	%		1.97	%		2.05	%
Supplemental Data
Net assets, end of period (000)	$	60		$	157		$	83		$	23,443		$	22,144		$	16,884		$	11,084		$	9,994		$	8,433
Portfolio turnover rate		27	%		41	%		91	%10		27	%		41	%		91	%		68	%		138	%		106	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Investor A Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 14.54% for the Investor A Shares.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.50	%		0.46	%		0.34	%		0.36	%		0.47	%		0.66	%

⁹  Annualized.

¹⁰  Portfolio turnover rate is representative of the Fund for the entire year.

See Notes to Financial Statements.

66 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active  2020 Fund

	Class K1																		Class R
	Six Months Ended April 30,																		Six Months Ended April 30,
	2015			Year Ended October 31,															2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.25		$	11.48		$	10.57		$	10.16		$	9.90		$	8.75		$	11.06		$	11.30		$	10.41		$	10.01		$	9.77		$	8.65
Net investment income2		0.11			0.22			0.26			0.28			0.25			0.23			0.08			0.16			0.20			0.21			0.17			0.16
Net realized and unrealized gain		0.23			0.54			1.08			0.71			0.22			1.09			0.23			0.52			1.06			0.70			0.22			1.09
Net increase from investment operations		0.34			0.76			1.34			0.99			0.47			1.32			0.31			0.68			1.26			0.91			0.39			1.25
Distributions from:3
Net investment income		(0.32	)		(0.33	)		(0.17	)		(0.29	)		(0.21	)		(0.17	)		(0.26	)		(0.26	)		(0.11	)		(0.22	)		(0.15	)		(0.13	)
Net realized gain		(0.48	)		(0.66	)		(0.26	)		(0.29	)		—			—			(0.48	)		(0.66	)		(0.26	)		(0.29	)		—			—
Total distributions		(0.80	)		(0.99	)		(0.43	)		(0.58	)		(0.21	)		(0.17	)		(0.74	)		(0.92	)		(0.37	)		(0.51	)		(0.15	)		(0.13	)
Net asset value, end of period	$	10.79		$	11.25		$	11.48		$	10.57		$	10.16		$	9.90		$	10.63		$	11.06		$	11.30		$	10.41		$	10.01		$	9.77
Total Return4
Based on net asset value		3.27	%5		7.04	%		13.16	%		10.41	%		4.78	%6		15.26	%7		3.04	%5		6.39	%		12.50	%		9.67	%		3.95	%6		14.53	%7
Ratios to Average Net Assets
Total expenses8		0.66	%9		0.80	%		1.09	%		1.25	%		1.26	%		1.21	%		1.27	%9		1.40	%		1.65	%		1.75	%		1.79	%		1.84	%
Total expenses after fees waived and/or reimbursed		0.09	%9		0.11	%		0.18	%		0.27	%		0.25	%		0.11	%		0.68	%9		0.70	%		0.78	%		0.94	%		0.96	%		0.85	%
Net investment income		2.02	%9		2.01	%		2.43	%		2.75	%		2.40	%		2.50	%		1.43	%9		1.46	%		1.91	%		2.12	%		1.69	%		1.76	%
Supplemental Data
Net assets, end of period (000)	$	1,487		$	1,396		$	946		$	594		$	326		$	262		$	11,662		$	9,577		$	8,991		$	8,771		$	7,599		$	6,655
Portfolio turnover rate		27	%		41	%		91	%		68	%		138	%		106	%		27	%		41	%		91	%		68	%		138	%		106	%

¹  On November 27, 2012, the Fund’s Institutional Shares were redesignated as Class K Shares.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Class K and Class R Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 15.15% and 14.29% for the Class K and Class R Shares, respectively.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.50	%		0.46	%		0.34	%		0.36	%		0.47	%		0.66	%

⁹  Annualized.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 67

Financial Highlights BlackRock LifePath^® Active  2025 Fund

	Institutional									Investor A
	Six Months Ended April 30, 2015 (Unaudited)						Period November 27, 20121 to October 31, 2013			Six Months Ended April 30, 2015 (Unaudited)
				Year Ended October 31, 2014
													Year Ended October 31,
													2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.51		$	11.26		$	10.16		$	11.44		$	11.20		$	10.09		$	9.88		$	9.60		$	8.46
Net investment income2		0.11			0.18			0.16			0.09			0.18			0.20			0.21			0.17			0.15
Net realized and unrealized gain		0.25			0.70			1.29			0.25			0.66			1.23			0.70			0.27			1.10
Net increase from investment operations		0.36			0.88			1.45			0.34			0.84			1.43			0.91			0.44			1.25
Distributions from:3
Net investment income		(0.32	)		(0.26	)		(0.16	)		(0.29	)		(0.23	)		(0.13	)		(0.23	)		(0.16	)		(0.11	)
Net realized gain		(0.61	)		(0.37	)		(0.19	)		(0.61	)		(0.37	)		(0.19	)		(0.47	)		—			—
Total distributions		(0.93	)		(0.63	)		(0.35	)		(0.90	)		(0.60	)		(0.32	)		(0.70	)		(0.16	)		(0.11	)
Net asset value, end of period	$	10.94		$	11.51		$	11.26		$	10.88		$	11.44		$	11.20		$	10.09		$	9.88		$	9.60
Total Return4
Based on net asset value		3.33	%5		8.05	%		14.89	%5		3.18	%5		7.79	%		14.60	%		9.98	%		4.54	%6		14.93	%7
Ratios to Average Net Assets
Total expenses8		0.80	%9		0.88	%		1.84	%9		1.13	%9		1.22	%		1.45	%		1.82	%		1.85	%		1.79	%
Total expenses after fees waived and/or reimbursed		0.19	%9		0.20	%		0.30	%9		0.45	%9		0.47	%		0.54	%		0.73	%		0.65	%		0.55	%
Net investment income		2.03	%9		1.62	%		2.38	%9		1.64	%9		1.63	%		1.89	%		2.13	%		1.70	%		1.70	%
Supplemental Data
Net assets, end of period (000)	$	36		$	437		$	30		$	17,840		$	16,970		$	17,803		$	7,932		$	6,181		$	4,353
Portfolio turnover rate		35	%		49	%		83	%10		35	%		49	%		83	%		76	%		119	%		116	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Investor A Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 14.81% for the Investor A Shares.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.53	%		0.47	%		0.37	%		0.38	%		0.49	%		0.64	%

⁹  Annualized.

¹⁰  Portfolio turnover rate is representative of the Fund for the entire year.

See Notes to Financial Statements.

68 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active  2025 Fund

	Class K1																		Class R
	Six Months Ended April 30,																		Six Months Ended April 30,
	2015			Year Ended October 31,															2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.53		$	11.28		$	10.16		$	9.95		$	9.66		$	8.50		$	11.36		$	11.12		$	10.03		$	9.80		$	9.52		$	8.41
Net investment income2		0.09			0.22			0.23			0.25			0.22			0.20			0.08			0.15			0.18			0.18			0.14			0.13
Net realized and unrealized gain		0.28			0.66			1.24			0.70			0.27			1.10			0.25			0.66			1.21			0.70			0.27			1.08
Net increase from investment operations		0.37			0.88			1.47			0.95			0.49			1.30			0.33			0.81			1.39			0.88			0.41			1.21
Distributions from:3
Net investment income		(0.33	)		(0.26	)		(0.16	)		(0.27	)		(0.20	)		(0.14	)		(0.27	)		(0.20	)		(0.11	)		(0.18	)		(0.13	)		(0.10	)
Net realized gain		(0.61	)		(0.37	)		(0.19	)		(0.47	)		—			—			(0.61	)		(0.37	)		(0.19	)		(0.47	)		—			—
Total distributions		(0.94	)		(0.63	)		(0.35	)		(0.74	)		(0.20	)		(0.14	)		(0.88	)		(0.57	)		(0.30	)		(0.65	)		(0.13	)		(0.10	)
Net asset value, end of period	$	10.96		$	11.53		$	11.28		$	10.16		$	9.95		$	9.66		$	10.81		$	11.36		$	11.12		$	10.03		$	9.80		$	9.52
Total Return4
Based on net asset value		3.43	%5		8.14	%		14.99	%		10.38	%		5.05	%6		15.41	%7		3.13	%5		7.58	%		14.23	%		9.72	%		4.35	%6		14.47	%7
Ratios to Average Net Assets
Total expenses8		0.75	%9		0.88	%		1.21	%		1.60	%		1.64	%		1.59	%		1.38	%9		1.46	%		1.72	%		2.05	%		2.09	%		2.13	%
Total expenses after fees waived and/or reimbursed		0.10	%9		0.12	%		0.18	%		0.25	%		0.23	%		0.13	%		0.69	%9		0.71	%		0.77	%		0.96	%		0.95	%		0.86	%
Net investment income		1.69	%9		1.94	%		2.19	%		2.57	%		2.14	%		2.22	%		1.42	%9		1.31	%		1.71	%		1.87	%		1.42	%		1.49	%
Supplemental Data
Net assets, end of period (000)	$	1,759		$	570		$	478		$	184		$	116		$	64		$	12,044		$	12,898		$	8,411		$	6,593		$	5,443		$	6,148
Portfolio turnover rate		35	%		49	%		83	%		76	%		119	%		116	%		35	%		49	%		83	%		76	%		119	%		116	%

¹  On November 27, 2012, the Fund’s Institutional Shares were redesignated as Class K Shares.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Class K and Class R Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 15.29% and 14.35% for the Class K and Class R Shares, respectively.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.53	%		0.47	%		0.37	%		0.38	%		0.49	%		0.64	%

⁹  Annualized.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 69

Financial Highlights BlackRock LifePath^® Active  2030 Fund

	Institutional									Investor A
	Six Months Ended April 30, 2015			Year Ended October 31,			Period November 27, 20121 to October 31,			Six Months Ended April 30, 2015			Year Ended October 31,
	(Unaudited)			2014			2013			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.03		$	11.18		$	9.96		$	10.93		$	11.08		$	9.87		$	9.68		$	9.35		$	8.20
Net investment income2		0.11			0.18			0.11			0.09			0.16			0.19			0.18			0.13			0.12
Net realized and unrealized gain		0.27			0.63			1.49			0.28			0.63			1.36			0.69			0.31			1.12
Net increase from investment operations		0.38			0.81			1.60			0.37			0.79			1.55			0.87			0.44			1.24
Distributions from:3
Net investment income		(0.25	)		(0.28	)		(0.16	)		(0.23	)		(0.26	)		(0.12	)		(0.18	)		(0.11	)		(0.09	)
Net realized gain		(0.62	)		(0.68	)		(0.22	)		(0.62	)		(0.68	)		(0.22	)		(0.50	)		—			—
Total distributions		(0.87	)		(0.96	)		(0.38	)		(0.85	)		(0.94	)		(0.34	)		(0.68	)		(0.11	)		(0.09	)
Net asset value, end of period	$	10.54		$	11.03		$	11.18		$	10.45		$	10.93		$	11.08		$	9.87		$	9.68		$	9.35
Total Return4
Based on net asset value		3.71	%5		7.65	%		16.81	%5		3.58	%5		7.46	%		16.28	%		9.72	%		4.69	%6		15.17	%6
Ratios to Average Net Assets
Total expenses7		1.00	%8		1.09	%		1.92	%8		1.11	%8		1.18	%		1.41	%		1.53	%		1.51	%		1.62	%
Total expenses after fees waived and/or reimbursed		0.21	%8		0.22	%		0.28	%8		0.46	%8		0.47	%		0.52	%		0.68	%		0.62	%		0.59	%
Net investment income		2.01	%8		1.64	%		2.30	%8		1.64	%8		1.46	%		1.83	%		1.84	%		1.32	%		1.37	%
Supplemental Data
Net assets, end of period (000)	$	82		$	110		$	39		$	19,138		$	20,020		$	17,115		$	9,343		$	8,008		$	6,787
Portfolio turnover rate		52	%		66	%		92	%9		52	%		66	%		92	%		73	%		117	%		114	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Investor A Shares total return.

⁷  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months Ended April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.55	%		0.50	%		0.42	%		0.45	%		0.54	%		0.63	%

⁸  Annualized.

⁹  Portfolio turnover rate is representative of the Fund for the entire year.

See Notes to Financial Statements.

70 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active  2030 Fund

	Class K1																		Class R
	Six Months Ended April 30, 2015			Year Ended October 31,															Six Months Ended April 30, 2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.05		$	11.19		$	9.96		$	9.76		$	9.43		$	8.25		$	10.88		$	11.02		$	9.82		$	9.62		$	9.31		$	8.16
Net investment income2		0.09			0.20			0.21			0.22			0.17			0.16			0.07			0.13			0.18			0.15			0.10			0.09
Net realized and unrealized gain		0.30			0.63			1.40			0.71			0.31			1.13			0.28			0.63			1.34			0.70			0.30			1.13
Net increase from investment operations		0.39			0.83			1.61			0.93			0.48			1.29			0.35			0.76			1.52			0.85			0.40			1.22
Distributions from:3
Net investment income		(0.26	)		(0.29	)		(0.16	)		(0.23	)		(0.15	)		(0.11	)		(0.20	)		(0.22	)		(0.10	)		(0.15	)		(0.09	)		(0.07	)
Net realized gain		(0.62	)		(0.68	)		(0.22	)		(0.50	)		—			—			(0.62	)		(0.68	)		(0.22	)		(0.50	)		—			—
Total distributions		(0.88	)		(0.97	)		(0.38	)		(0.73	)		(0.15	)		(0.11	)		(0.82	)		(0.90	)		(0.32	)		(0.65	)		(0.09	)		(0.07	)
Net asset value, end of period	$	10.56		$	11.05		$	11.19		$	9.96		$	9.76		$	9.43		$	10.41		$	10.88		$	11.02		$	9.82		$	9.62		$	9.31
Total Return4
Based on net asset value		3.81	%5		7.80	%		16.80	%		10.24	%		5.04	%6		15.76	%7		3.41	%5		7.26	%		16.01	%		9.49	%		4.25	%6		14.97	%7
Ratios to Average Net Assets
Total expenses8		0.75	%9		0.83	%		1.09	%		1.22	%		1.21	%		1.34	%		1.38	%9		1.43	%		1.69	%		1.77	%		1.80	%		1.94	%
Total expenses after fees waived and/or reimbursed		0.11	%9		0.12	%		0.16	%		0.22	%		0.20	%		0.15	%		0.70	%9		0.71	%		0.76	%		0.91	%		0.92	%		0.88	%
Net investment income		1.77	%9		1.80	%		2.08	%		2.30	%		1.74	%		1.81	%		1.39	%9		1.19	%		1.80	%		1.59	%		1.01	%		1.04	%
Supplemental Data
Net assets, end of period (000)	$	1,883		$	1,143		$	1,021		$	432		$	355		$	302		$	9,481		$	9,567		$	7,634		$	9,304		$	7,463		$	7,763
Portfolio turnover rate		52	%		66	%		92	%		73	%		117	%		114	%		52	%		66	%		92	%		73	%		117	%		114	%

¹  On November 27, 2012, the Fund’s Institutional Shares were redesignated as Class K Shares.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Class K and Class R Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 15.64% and 14.85% for the Class K and Class R Shares, respectively.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months Ended April 30, 2015 (Unaudited)
				Year Ended October 31,
				2014			2013			2012			2011			2010
Investments in underlying funds		0.55	%		0.50	%		0.42	%		0.45	%		0.54	%		0.63	%

⁹  Annualized.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 71

Financial Highlights BlackRock LifePath^® Active  2035 Fund

	Institutional									Investor A
	Six Months						Period			Six Months
	Ended			Year			November 27,			Ended
	April 30,			Ended			20121			April 30,
	2015			October 31,			to October 31,			2015			Year Ended October 31,
	(Unaudited)			2014			2013			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.26		$	11.34		$	10.07		$	11.16		$	11.25		$	9.97		$	9.39		$	9.07		$	7.93
Net investment income2		0.11			0.16			0.13			0.09			0.15			0.18			0.14			0.07			0.08
Net realized and unrealized gain		0.25			0.72			1.60			0.25			0.69			1.52			0.74			0.32			1.12
Net increase from investment operations		0.36			0.88			1.73			0.34			0.84			1.70			0.88			0.39			1.20
Distributions from:3
Net investment income		(0.21	)		(0.23	)		(0.22	)		(0.18	)		(0.20	)		(0.18	)		(0.12	)		(0.07	)		(0.06	)
Net realized gain		(0.49	)		(0.73	)		(0.24	)		(0.49	)		(0.73	)		(0.24	)		(0.18	)		—			—
Total distributions		(0.70	)		(0.96	)		(0.46	)		(0.67	)		(0.93	)		(0.42	)		(0.30	)		(0.07	)		(0.06	)
Net asset value, end of period	$	10.92		$	11.26		$	11.34		$	10.83		$	11.16		$	11.25		$	9.97		$	9.39		$	9.07
Total Return4
Based on net asset value		3.30	%5		8.17	%		18.13	%5		3.14	%5		7.94	%		17.66	%		9.71	%		4.32	%6		15.21	%6
Ratios to Average Net Assets
Total expenses7		1.14	%8		1.40	%		2.35	%8		1.32	%8		1.47	%		2.08	%		2.29	%		2.16	%		2.36	%
Total expenses after fees waived and/or reimbursed		0.23	%8		0.22	%		0.26	%8		0.47	%8		0.47	%		0.51	%		0.67	%		0.60	%		0.56	%
Net investment income		1.96	%8		1.47	%		2.20	%8		1.67	%8		1.35	%		1.74	%		1.44	%		0.77	%		0.92	%
Supplemental Data
Net assets, end of period (000)	$	101		$	102		$	30		$	13,371		$	11,926		$	8,329		$	4,794		$	4,878		$	3,227
Portfolio turnover rate		52	%		61	%		104	%9		52	%		61	%		104	%		76	%		94	%		115	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Investor A Shares total return.

⁷  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.55	%		0.50	%		0.46	%		0.54	%		0.60	%		0.61	%

⁸  Annualized.

⁹  Portfolio turnover rate is representative of the Fund for the entire year.

See Notes to Financial Statements.

72 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active  2035 Fund

	Class K1																		Class R
	Six Months Ended April 30,																		Six Months Ended April 30,
	2015			Year ended October 31,															2015			Year ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.27		$	11.35		$	10.07		$	9.46		$	9.13		$	7.98		$	11.08		$	11.18		$	9.92		$	9.31		$	9.00		$	7.89
Net investment income2		0.10			0.19			0.20			0.18			0.12			0.12			0.08			0.12			0.16			0.11			0.05			0.05
Net realized and unrealized gain		0.25			0.70			1.54			0.77			0.31			1.12			0.24			0.69			1.50			0.75			0.31			1.11
Net increase from investment operations		0.35			0.89			1.74			0.95			0.43			1.24			0.32			0.81			1.66			0.86			0.36			1.16
Distributions from:3
Net investment income		(0.21	)		(0.24	)		(0.22	)		(0.16	)		(0.10	)		(0.09	)		(0.16	)		(0.18	)		(0.16	)		(0.07	)		(0.05	)		(0.05	)
Net realized gain		(0.49	)		(0.73	)		(0.24	)		(0.18	)		—			—			(0.49	)		(0.73	)		(0.24	)		(0.18	)		—			—
Total distributions		(0.70	)		(0.97	)		(0.46	)		(0.34	)		(0.10	)		(0.09	)		(0.65	)		(0.91	)		(0.40	)		(0.25	)		(0.05	)		(0.05	)
Net asset value, end of period	$	10.92		$	11.27		$	11.35		$	10.07		$	9.46		$	9.13		$	10.75		$	11.08		$	11.18		$	9.92		$	9.31		$	9.00
Total Return4
Based on net asset value		3.26	%5		8.27	%		18.01	%		10.45	%		4.73	%6		15.55	%6		3.03	%5		7.65	%		17.30	%		9.53	%		3.96	%6		14.76	%7
Ratios to Average Net Assets
Total expenses8		0.91	%9		1.09	%		1.70	%		1.98	%		1.84	%		2.19	%		1.56	%9		1.72	%		2.36	%		2.62	%		2.43	%		2.85	%
Total expenses after fees waived and/or reimbursed		0.12	%9		0.12	%		0.15	%		0.18	%		0.17	%		0.17	%		0.71	%9		0.71	%		0.75	%		0.91	%		0.91	%		0.91	%
Net investment income		1.83	%9		1.74	%		1.93	%		1.87	%		1.23	%		1.38	%		1.51	%9		1.08	%		1.53	%		1.20	%		0.48	%		0.56	%
Supplemental Data
Net assets, end of period (000)	$	1,350		$	878		$	719		$	234		$	207		$	70		$	7,977		$	8,060		$	4,797		$	3,248		$	3,273		$	4,219
Portfolio turnover rate		52	%		61	%		104	%		76	%		94	%		115	%		52	%		61	%		104	%		76	%		94	%		115	%

¹  On November 27, 2012, the Fund’s Institutional Shares were redesignated as Class K Shares.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Class K and Class R Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 14.64% for the Class R Shares.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.55	%		0.50	%		0.46	%		0.54	%		0.60	%		0.61	%

⁹  Annualized.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 73

Financial Highlights BlackRock LifePath^® Active  2040 Fund

	Institutional									Investor A
	Six Months						Period			Six Months
	Ended			Year			November 27,			Ended
	April 30,			Ended			20121			April 30,
	2015			October 31,			to October 31,			2015			Year Ended October 31,
	(Unaudited)			2014			2013			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.52		$	11.48		$	9.96		$	11.40		$	11.37		$	9.86		$	9.50		$	9.17		$	8.01
Net investment income2		0.11			0.18			0.12			0.09			0.15			0.18			0.13			0.08			0.07
Net realized and unrealized gain		0.29			0.75			1.76			0.29			0.75			1.65			0.73			0.32			1.14
Net increase from investment operations		0.40			0.93			1.88			0.38			0.90			1.83			0.86			0.40			1.21
Distributions from:3
Net investment income		(0.23	)		(0.24	)		(0.20	)		(0.20	)		(0.22	)		(0.16	)		(0.11	)		(0.07	)		(0.05	)
Net realized gain		(0.80	)		(0.65	)		(0.16	)		(0.80	)		(0.65	)		(0.16	)		(0.39	)		—			—
Total distributions		(1.03	)		(0.89	)		(0.36	)		(1.00	)		(0.87	)		(0.32	)		(0.50	)		(0.07	)		(0.05	)
Net asset value, end of period	$	10.89		$	11.52		$	11.48		$	10.78		$	11.40		$	11.37		$	9.86		$	9.50		$	9.17
Total Return4
Based on net asset value		3.67	%5		8.49	%		19.72	%5		3.55	%5		8.25	%		19.08	%		9.56	%		4.30	%6		15.21	%7
Ratios to Average Net Assets
Total expenses8		1.14	%9		1.26	%		1.94	%9		1.30	%9		1.41	%		1.80	%		2.05	%		2.16	%		2.34	%
Total expenses after fees waived and/or reimbursed		0.22	%9		0.22	%		0.26	%9		0.47	%9		0.47	%		0.51	%		0.68	%		0.66	%		0.66	%
Net investment income		1.96	%9		1.56	%		1.81	%9		1.72	%9		1.36	%		1.68	%		1.38	%		0.82	%		0.84	%
Supplemental Data
Net assets, end of period (000)	$	109		$	120		$	88		$	14,764		$	13,008		$	11,640		$	6,203		$	5,199		$	4,621
Portfolio turnover rate		52	%		57	%		102	%10		52	%		57	%		102	%		68	%		99	%		114	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Investor A Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 15.08% for the Investor A Shares.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.59	%		0.54	%		0.48	%		0.51	%		0.63	%		0.61	%

⁹  Annualized.

¹⁰ Portfolio turnover rate is representative of the Fund for the entire year.

See Notes to Financial Statements.

74 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active 2040 Fund

	Class K1																		Class R
	Six Months Ended April 30,																		Six Months Ended April 30,
	2015			Year Ended October 31,															2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.53		$	11.48		$	9.96		$	9.60		$	9.25		$	8.07		$	11.36		$	11.32		$	9.83		$	9.47		$	9.14		$	7.99
Net investment income2		0.11			0.18			0.24			0.18			0.13			0.11			0.08			0.12			0.16			0.10			0.05			0.06
Net realized and unrealized gain		0.30			0.77			1.64			0.72			0.33			1.15			0.29			0.76			1.63			0.73			0.33			1.13
Net increase from investment operations		0.41			0.95			1.88			0.90			0.46			1.26			0.37			0.88			1.79			0.83			0.38			1.19
Distributions from:3
Net investment income		(0.24	)		(0.25	)		(0.20	)		(0.15	)		(0.11	)		(0.08	)		(0.18	)		(0.19	)		(0.14	)		(0.08	)		(0.05	)		(0.04	)
Net realized gain		(0.80	)		(0.65	)		(0.16	)		(0.39	)		—			—			(0.80	)		(0.65	)		(0.16	)		(0.39	)		—			—
Total distributions		(1.04	)		(0.90	)		(0.36	)		(0.54	)		(0.11	)		(0.08	)		(0.98	)		(0.84	)		(0.30	)		(0.47	)		(0.05	)		(0.04	)
Net asset value, end of period	$	10.90		$	11.53		$	11.48		$	9.96		$	9.60		$	9.25		$	10.75		$	11.36		$	11.32		$	9.83		$	9.47		$	9.14
Total Return4
Based on net asset value		3.78	%5		8.66	%		19.49	%		10.01	%		4.95	%6		15.67	%6		3.44	%5		8.06	%		18.71	%		9.20	%		4.18	%6		14.93	%7
Ratios to Average Net Assets
Total expenses8		0.90	%9		1.01	%		1.46	%		1.68	%		1.78	%		1.89	%		1.58	%9		1.67	%		2.10	%		2.35	%		2.51	%		2.83	%
Total expenses after fees waived and/or reimbursed		0.12	%9		0.12	%		0.15	%		0.18	%		0.17	%		0.17	%		0.71	%9		0.71	%		0.75	%		0.91	%		0.91	%		0.91	%
Net investment income		1.95	%9		1.61	%		2.21	%		1.81	%		1.31	%		1.32	%		1.50	%9		1.07	%		1.53	%		1.09	%		0.56	%		0.65	%
Supplemental Data
Net assets, end of period (000)	$	1,139		$	847		$	468		$	401		$	224		$	204		$	7,747		$	7,346		$	5,786		$	5,211		$	3,414		$	3,496
Portfolio turnover rate		52	%		57	%		102	%		68	%		99	%		114	%		52	%		57	%		102	%		68	%		99	%		114	%

¹ On November 27, 2012, the Fund’s Institutional Shares were redesignated as Class K Shares.

² Based on average shares outstanding.

³ Distributions for annual periods determined in accordance with federal income tax regulations.

⁴ Where applicable, assumes the reinvestment of distributions.

⁵ Aggregate total return.

⁶ Includes payment received from an affiliate, which had no impact on the Fund’s Class K and Class R Shares total return.

⁷ Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 14.81% for the Class R Shares.

⁸ Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.59	%		0.54	%		0.48	%		0.51	%		0.63	%		0.61	%

⁹ Annualized.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 75

Financial Highlights BlackRock LifePath^® Active  2045 Fund

	Institutional									Investor A
	Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Period November 27, 20121 to October 31, 2013			Six Months Ended April 30, 2015 (Unaudited)
													Year Ended October 31,
													2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	12.25		$	12.14		$	10.38		$	12.08		$	11.99		$	10.24		$	9.55		$	9.21		$	8.08
Net investment income2		0.13			0.19			0.14			0.11			0.15			0.18			0.13			0.07			0.07
Net realized and unrealized gain		0.32			0.78			1.95			0.32			0.78			1.86			0.82			0.35			1.10
Net increase from investment operations		0.45			0.97			2.09			0.43			0.93			2.04			0.95			0.42			1.17
Distributions from:3
Net investment income		(0.22	)		(0.24	)		(0.22	)		(0.19	)		(0.22	)		(0.18	)		(0.10	)		(0.08	)		(0.04	)
Net realized gain		(0.61	)		(0.62	)		(0.11	)		(0.61	)		(0.62	)		(0.11	)		(0.16	)		—			—
Total distributions		(0.83	)		(0.86	)		(0.33	)		(0.80	)		(0.84	)		(0.29	)		(0.26	)		(0.08	)		(0.04	)
Net asset value, end of period	$	11.87		$	12.25		$	12.14		$	11.71		$	12.08		$	11.99		$	10.24		$	9.55		$	9.21
Total Return4
Based on net asset value		3.88	%5		8.31	%		20.95	%5		3.77	%5		8.02	%		20.45	%		10.29	%		4.50	%6		14.55	%6
Ratios to Average Net Assets
Total expenses7		1.61	%8		1.96	%		2.93	%8		1.77	%8		2.00	%		2.80	%		3.50	%		4.24	%		4.76	%
Total expenses after fees waived and/or reimbursed		0.23	%8		0.22	%		0.25	%8		0.48	%8		0.47	%		0.50	%		0.70	%		0.67	%		0.67	%
Net investment income		2.14	%8		1.61	%		1.89	%8		1.84	%8		1.29	%		1.59	%		1.33	%		0.73	%		0.83	%
Supplemental Data
Net assets, end of period (000)	$	71		$	72		$	73		$	7,041		$	6,396		$	4,944		$	2,641		$	1,656		$	950
Portfolio turnover rate		49	%		72	%		101	%9		49	%		72	%		101	%		103	%		82	%		123	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Investor A Shares total return.

⁷  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.59	%		0.54	%		0.51	%		0.49	%		0.60	%		0.66	%

⁸  Annualized.

⁹  Portfolio turnover rate is representative of the Fund for the entire year.

See Notes to Financial Statements.

76 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active  2045 Fund

	Class K1																		Class R
	Six Months Ended April 30,																		Six Months Ended April 30,
	2015			Year Ended October 31,															2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	12.27		$	12.16		$	10.38		$	9.68		$	9.32		$	8.16		$	11.99		$	11.90		$	10.16		$	9.48		$	9.15		$	8.04
Net investment income2		0.13			0.20			0.22			0.18			0.12			0.12			0.09			0.12			0.15			0.11			0.05			0.05
Net realized and unrealized gain		0.32			0.78			1.89			0.82			0.36			1.12			0.32			0.77			1.85			0.80			0.34			1.10
Net increase from investment operations		0.45			0.98			2.11			1.00			0.48			1.24			0.41			0.89			2.00			0.91			0.39			1.15
Distributions from:3
Net investment income		(0.23	)		(0.25	)		(0.22	)		(0.14	)		(0.12	)		(0.08	)		(0.18	)		(0.18	)		(0.15	)		(0.07	)		(0.06	)		(0.04	)
Net realized gain		(0.61	)		(0.62	)		(0.11	)		(0.16	)		—			—			(0.61	)		(0.62	)		(0.11	)		(0.16	)		—			—
Total distributions		(0.84	)		(0.87	)		(0.33	)		(0.30	)		(0.12	)		(0.08	)		(0.79	)		(0.80	)		(0.26	)		(0.23	)		(0.06	)		(0.04	)
Net asset value, end of period	$	11.88		$	12.27		$	12.16		$	10.38		$	9.68		$	9.32		$	11.61		$	11.99		$	11.90		$	10.16		$	9.48		$	9.15
Total Return4
Based on net asset value		3.89	%5		8.38	%		20.92	%		10.76	%		5.10	%6		15.20	%6		3.62	%5		7.79	%		20.14	%		9.92	%		4.24	%6		14.38	%7
Ratios to Average Net Assets
Total expenses8		1.30	%9		1.60	%		2.42	%		3.17	%		4.10	%		4.80	%		1.91	%9		2.20	%		3.04	%		3.78	%		4.41	%		5.29	%
Total expenses after fees waived and/or reimbursed		0.13	%9		0.12	%		0.14	%		0.20	%		0.17	%		0.17	%		0.72	%9		0.70	%		0.74	%		0.94	%		0.91	%		0.91	%
Net investment income		2.23	%9		1.65	%		1.95	%		1.82	%		1.19	%		1.33	%		1.62	%9		1.00	%		1.39	%		1.10	%		0.50	%		0.55	%
Supplemental Data
Net assets, end of period (000)	$	576		$	589		$	404		$	222		$	133		$	35		$	6,440		$	6,527		$	3,447		$	2,526		$	2,168		$	2,094
Portfolio turnover rate		49	%		72	%		101	%		103	%		82	%		123	%		49	%		72	%		101	%		103	%		82	%		123	%

¹  On November 27, 2012, the Fund’s Institutional Shares were redesignated as Class K Shares.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Class K and Class R Shares total return.

⁷  Includes payment received from an affiliate, which impacted the Fund’s total return. Not including the payment from affiliate, the Fund’s total return would have been 14.25% for the Class R Shares.

⁸  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.59	%		0.54	%		0.51	%		0.49	%		0.60	%		0.66	%

⁹  Annualized.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 77

Financial Highlights BlackRock LifePath^® Active  2050 Fund

	Institutional									Investor A
	Six Months Ended April 30, 2015			Year Ended October 31,			Period November 27, 20121 to October 31,			Six Months Ended April 30, 2015			Year Ended October 31,
	(Unaudited)			2014			2013			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.31		$	11.11		$	9.45		$	11.18		$	11.00		$	9.35		$	8.99		$	8.71		$	7.58
Net investment income2		0.11			0.16			0.13			0.09			0.14			0.15			0.12			0.07			0.07
Net realized and unrealized gain		0.29			0.77			1.87			0.29			0.75			1.80			0.70			0.31			1.10
Net increase from investment operations		0.40			0.93			2.00			0.38			0.89			1.95			0.82			0.38			1.17
Distributions from:3
Net investment income		(0.19	)		(0.21	)		(0.20	)		(0.16	)		(0.19	)		(0.16	)		(0.10	)		(0.07	)		(0.04	)
Net realized gain		(0.54	)		(0.52	)		(0.14	)		(0.54	)		(0.52	)		(0.14	)		(0.36	)		(0.03	)		—
Total distributions		(0.73	)		(0.73	)		(0.34	)		(0.70	)		(0.71	)		(0.30	)		(0.46	)		(0.10	)		(0.04	)
Net asset value, end of period	$	10.98		$	11.31		$	11.11		$	10.86		$	11.18		$	11.00		$	9.35		$	8.99		$	8.71
Total Return4
Based on net asset value		3.71	%5		8.69	%		22.07	%5		3.60	%5		8.38	%		21.47	%		9.69	%		4.39	%6		15.42	%6
Ratios to Average Net Assets
Total expenses7		1.51	%8		1.91	%		3.16	%8		1.92	%8		2.27	%		3.40	%		4.42	%		4.87	%		5.60	%
Total expenses after fees waived and/or reimbursed		0.23	%8		0.24	%		0.24	%8		0.48	%8		0.48	%		0.49	%		0.68	%		0.67	%		0.67	%
Net investment income		2.05	%8		1.49	%		1.60	%8		1.75	%8		1.23	%		1.52	%		1.35	%		0.73	%		0.83	%
Supplemental Data
Net assets, end of period (000)	$	160		$	180		$	136		$	7,353		$	5,965		$	4,009		$	2,000		$	1,374		$	1,063
Portfolio turnover rate		47	%		68	%		93	%9		47	%		68	%		93	%		81	%		96	%		104	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Investor A Shares total return.

⁷  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months Ended April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.57	%		0.50	%		0.54	%		0.53	%		0.60	%		0.61	%

⁸  Annualized.

⁹  Portfolio turnover rate is representative of the Fund for the entire year.

See Notes to Financial Statements.

78 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active  2050 Fund

	Class K1																		Class R
	Six Months Ended April 30,																		Six Months Ended April 30,
	2015			Year Ended October 31,															2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010			(Unaudited)			2014			2013			2012			2011			2010
Per Share Operating Performance
Net asset value, beginning of period	$	11.32		$	11.12		$	9.45		$	9.08		$	8.79		$	7.64		$	11.14		$	10.96		$	9.31		$	8.95		$	8.68		$	7.56
Net investment income2		0.12			0.17			0.18			0.17			0.11			0.11			0.08			0.10			0.14			0.10			0.04			0.05
Net realized and unrealized gain		0.29			0.77			1.83			0.70			0.32			1.10			0.29			0.76			1.79			0.69			0.32			1.09
Net increase from investment operations		0.41			0.94			2.01			0.87			0.43			1.21			0.37			0.86			1.93			0.79			0.36			1.14
Distributions from:3
Net investment income		(0.20	)		(0.22	)		(0.20	)		(0.14	)		(0.11	)		(0.06	)		(0.15	)		(0.16	)		(0.14	)		(0.07	)		(0.06	)		(0.02	)
Net realized gain		(0.54	)		(0.52	)		(0.14	)		(0.36	)		(0.03	)		—			(0.54	)		(0.52	)		(0.14	)		(0.36	)		(0.03	)		—
Total distributions		(0.74	)		(0.74	)		(0.34	)		(0.50	)		(0.14	)		(0.06	)		(0.69	)		(0.68	)		(0.28	)		(0.43	)		(0.09	)		(0.02	)
Net asset value, end of period	$	10.99		$	11.32		$	11.12		$	9.45		$	9.08		$	8.79		$	10.82		$	11.14		$	10.96		$	9.31		$	8.95		$	8.68
Total Return4
Based on net asset value		3.81	%5		8.76	%		21.94	%		10.20	%		4.91	%6		15.86	%6		3.52	%5		8.10	%		21.31	%		9.32	%		4.17	%6		15.13	%6
Ratios to Average Net Assets
Total expenses7		1.33	%8		1.73	%		2.82	%		3.86	%		4.00	%		4.88	%		2.02	%8		2.45	%		3.66	%		4.72	%		5.17	%		6.20	%
Total expenses after fees waived and/or reimbursed		0.13	%8		0.13	%		0.13	%		0.18	%		0.17	%		0.17	%		0.72	%8		0.72	%		0.73	%		0.92	%		0.91	%		0.91	%
Net investment income		2.15	%8		1.55	%		1.76	%		1.88	%		1.21	%		1.36	%		1.56	%8		0.93	%		1.37	%		1.12	%		0.48	%		0.58	%
Supplemental Data
Net assets, end of period (000)	$	558		$	551		$	344		$	137		$	76		$	139		$	6,029		$	5,811		$	2,626		$	2,165		$	1,688		$	1,506
Portfolio turnover rate		47	%		68	%		93	%		81	%		96	%		104	%		47	%		68	%		93	%		81	%		96	%		104	%

¹  On November 27, 2012, the Fund’s Institutional Shares were redesignated as Class K Shares.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Includes payment received from an affiliate, which had no impact on the Fund’s Class K and Class R Shares total return.

⁷  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months
	Ended
	April 30,
	2015			Year Ended October 31,
	(Unaudited)			2014			2013			2012			2011			2010
Investments in underlying funds		0.57	%		0.50	%		0.54	%		0.53	%		0.60	%		0.61	%

⁸  Annualized.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 79

Financial Highlights BlackRock LifePath^® Active  2055 Fund

	Institutional									Investor A
	Six Months						Period			Six Months						Period
	Ended			Year			February 28,			Ended			Year			February 28,
	April 30,			Ended			20131 to			April 30,			Ended			20131 to
	2015			October 31,			October 31,			2015			October 31,			October 31,
	(Unaudited)			2014			2013			(Unaudited)			2014			2013
Per Share Operating Performance
Net asset value, beginning of period	$	12.11		$	11.43		$	10.00		$	12.06		$	11.42		$	10.00
Net investment income2		0.19			0.19			0.08			0.16			0.13			0.06
Net realized and unrealized gain		0.24			0.87			1.35			0.26			0.88			1.36
Net increase from investment operations		0.43			1.06			1.43			0.42			1.01			1.42
Distributions from:3
Net investment income		(0.18	)		(0.26	)		—			(0.16	)		(0.25	)		—
Net realized gain		(0.81	)		(0.12	)		—			(0.81	)		(0.12	)		—
Total distributions		(0.99	)		(0.38	)		—			(0.97	)		(0.37	)		—
Net asset value, end of period	$	11.55		$	12.11		$	11.43		$	11.51		$	12.06		$	11.42
Total Return4
Based on net asset value		3.83	%5		9.28	%		14.30	%5		3.74	%5		8.96	%		14.20	%5
Ratios to Average Net Assets
Total expenses6		5.83	%7		6.44	%		11.19	%7,8		6.28	%7		6.74	%		9.51	%7,8
Total expenses after fees waived and/or reimbursed		0.25	%7		0.24	%		0.24	%7		0.51	%7		0.49	%		0.49	%7
Net investment income		3.27	%7		1.60	%		1.05	%7		2.88	%7		1.08	%		0.80	%7
Supplemental Data
Net assets, end of period (000)	$	29		$	30		$	29		$	275		$	201		$	81
Portfolio turnover rate		45	%		47	%		45	%		45	%		47	%		45	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Period February 28, 20131 to October 31, 2013
Investments in underlying funds		0.56	%		0.53	%		0.54	%

⁷  Annualized.

⁸  Organization costs were not annualized in the calculation of the expense ratios. If these expenses were annualized, the total expenses for Institutional and Investor A would have been 12.47% and 10.80%, respectively.

See Notes to Financial Statements.

80 BLACKROCK FUNDS II APRIL 30, 2015

Financial Highlights (concluded) BlackRock LifePath^® Active  2055 Fund

	Class K									Class R
	Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Period February 28, 20131 to October 31, 2013			Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Period February 28, 20131 to October 31, 2013
Per Share Operating Performance
Net asset value, beginning of period	$	12.12		$	11.44		$	10.00		$	12.05		$	11.40		$	10.00
Net investment income2		0.19			0.20			0.08			0.15			0.12			0.04
Net realized and unrealized gain		0.26			0.87			1.36			0.26			0.86			1.36
Net increase from investment operations		0.45			1.07			1.44			0.41			0.98			1.40
Distributions from:3
Net investment income		(0.20	)		(0.27	)		—			(0.16	)		(0.21	)		—
Net realized gain		(0.81	)		(0.12	)		—			(0.81	)		(0.12	)		—
Total distributions		(1.01	)		(0.39	)		—			(0.97	)		(0.33	)		—
Net asset value, end of period	$	11.56		$	12.12		$	11.44		$	11.49		$	12.05		$	11.40
Total Return4
Based on net asset value		3.94	%5		9.46	%		14.40	%5		3.66	%5		8.71	%		14.00	%5
Ratios to Average Net Assets
Total expenses6		5.61	%7		6.05	%		10.80	%7,8		6.37	%7		7.49	%		11.84	%7,8
Total expenses after fees waived and/or reimbursed		0.15	%7		0.14	%		0.14	%7		0.74	%7		0.73	%		0.73	%7
Net investment income		3.36	%7		1.70	%		1.16	%7		2.59	%7		1.07	%		0.57	%7
Supplemental Data
Net assets, end of period (000)	$	2,297		$	2,333		$	2,203		$	159		$	38		$	28
Portfolio turnover rate		45	%		47	%		45	%		45	%		47	%		45	%

¹  Commencement of operations.

²  Based on average shares outstanding.

³  Distributions for annual periods determined in accordance with federal income tax regulations.

⁴  Where applicable, assumes the reinvestment of distributions.

⁵  Aggregate total return.

⁶  Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

	Six Months Ended April 30, 2015 (Unaudited)			Year Ended October 31, 2014			Period February 28, 20131 to October 31, 2013
Investments in underlying funds		0.56	%		0.53	%		0.54	%

⁷  Annualized.

⁸  Organization costs were not annualized in the calculation of the expense ratios. If these expenses were annualized, the total expenses for Class K and Class R would have been 12.08% and 13.12%, respectively.

See Notes to Financial Statements.

BLACKROCK FUNDS II APRIL 30, 2015 81

Notes to Financial Statements (Unaudited)

1. Organization:

BlackRock Funds II (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is organized as a Massachusetts business trust. The Funds generally will invest in other registered investment companies, including exchange-traded funds (“ETFs”) (each an “Underlying Fund” and collectively the “Underlying Funds”) that are managed by subsidiaries of BlackRock, Inc. (“BlackRock”) and its affiliates and affiliates of the Funds. The Funds may also invest in Master Portfolios that are managed by subsidiaries of BlackRock (the “Master Portfolios”). The following are referred to herein collectively as the “Funds” or individually, a “Fund”:

Fund Name	Herein Referred To As	Diversification Classification
BlackRock LifePath® Active Retirement Fund (formerly known as BlackRock LifePath® Active 2015 Portfolio)	LifePath® Active Retirement Fund	Non-diversified
BlackRock LifePath® Active 2020 Fund (formerly known as BlackRock LifePath® Active 2020 Portfolio)	LifePath® Active 2020 Fund	Non-diversified
BlackRock LifePath® Active 2025 Fund (formerly known as BlackRock LifePath® Active 2025 Portfolio)	LifePath® Active 2025 Fund	Non-diversified
BlackRock LifePath® Active 2030 Fund (formerly known as BlackRock LifePath® Active 2030 Portfolio)	LifePath® Active 2030 Fund	Non-diversified
BlackRock LifePath® Active 2035 Fund (formerly known as BlackRock LifePath® Active 2035 Portfolio)	LifePath® Active 2035 Fund	Non-diversified
BlackRock LifePath® Active 2040 Fund (formerly known as BlackRock LifePath® Active 2040 Portfolio)	LifePath® Active 2040 Fund	Non-diversified
BlackRock LifePath® Active 2045 Fund (formerly known as BlackRock LifePath® Active 2045 Portfolio)	LifePath® Active 2025 Fund	Non-diversified
BlackRock LifePath® Active 2050 Fund (formerly known as BlackRock LifePath® Active 2050 Portfolio)	LifePath® Active 2050 Fund	Non-diversified
BlackRock LifePath® Active 2055 Fund (formerly known as BlackRock LifePath® Active 2055 Portfolio)	LifePath® Active 2055 Fund	Non-diversified

As of April 30, 2015, LifePath^® Active Retirement Fund’s investment in Master Total Return Portfolio of Master Bond LLC (the “Master Total Return Portfolio”) was 32% of the Fund’s net assets. The financial statements of Master Total Return Portfolio, including the Schedule of Investments, can be read in conjunction with LifePath^® Active Retirement Fund’s financial statements. Master Total Return Portfolio’s financial statements, included in filings under Master Bond LLC are available, without charge, on the U.S. Securities and Exchange Commission’s (“SEC’s”) website at http://www.sec.gov. By owning shares of the Underlying Funds and investing in the Master Portfolios, each of the Funds indirectly invests, to varying degrees, in securities of U.S. and non-U.S. companies, including small and medium sized companies, and in fixed income securities. Equity Underlying Funds may also include funds that invest in real estate related and other similar securities. Fixed income Underlying Funds may include funds that invest in domestic and non-U.S. bonds, U.S. Government securities, high yield (or junk) bonds, and cash or money market instruments. In addition, the Underlying Funds and Master Portfolios may invest in derivatives.

Each Fund offers multiple classes of shares. All classes of shares have identical voting, dividend, liquidation and other rights and are subject to the same terms and conditions. Each bears certain expenses and may have a conversion privilege as outlined below. Institutional and Class K Shares are sold only to certain eligible investors. Investor A Shares are generally available through financial intermediaries. Class R Shares are available only to certain employer-sponsored retirement plans. Each class has exclusive voting rights with respect to matters relating to its shareholder servicing and distribution expenditures.

Share Class	Initial Sales Charge	CDSC	Conversion Privilege
Institutional, Class K and Class R Shares	No	No	None
Investor A Shares	Yes	No1	None

¹ Investor A Shares may be subject to a CDSC for certain redemptions where no initial sales charge was paid at the time of purchase.

The Funds, together with certain other registered investment companies advised by the Manager or its affiliates, are included in a complex of open-end funds referred to as the Equity-Bond Complex.

2. Significant Accounting Policies:

The Funds’ financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. Each Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Funds:

Valuation: The Funds’ investments are valued at fair value as of the close of trading on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time). U.S. GAAP defines fair value as the price the Funds would receive to sell an asset or pay to transfer a liability in an orderly transaction

82 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (continued)

between market participants at the measurement date. The Funds determine the fair value of their financial instruments at market value using independent dealers or pricing services under policies approved by the Board of Trustees of the Trust (the “Board”). The BlackRock Global Valuation Methodologies Committee (the “Global Valuation Committee”) is the committee formed by management to develop global pricing policies and procedures and to provide oversight of the pricing function for the Funds for all financial instruments.

Equity investments traded on a recognized securities exchange are valued at the official close each day, if available. For equity investments traded on more than one exchange, the official close price on the exchange where the stock is primarily traded is used. Equity investments traded on a recognized exchange for which there were no sales on that day may be valued at the last available bid (long positions) or ask (short positions) price. Financial futures contracts traded on exchanges are valued at their last sale price. The market value of the Funds’ investments in the Underlying Funds is based on the published NAV of each Underlying Fund computed as of the close of regular trading on the NYSE on days when the NYSE is open. The Funds record their proportionate investment in the Master Portfolios at fair value, which is based upon their pro rata ownership in the net assets of the Master Portfolios.

The Funds value their investment in BlackRock Liquidity Series, LLC, Money Market Series (the “Money Market Series”) at fair value, which is ordinarily based upon their pro rata ownership in the underlying fund’s net assets. The Money Market Series seeks current income consistent with maintaining liquidity and preserving capital. Although the Money Market Series is not registered under the 1940 Act, its investments will follow the parameters of investments by a money market fund that is subject to Rule 2a-7 under the 1940 Act. Each Fund may withdraw up to 25% of its investment daily, although the manager of the Money Market Series, in its sole discretion, may permit an investor to withdraw more than 25% on any one day.

In the event that the application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Global Valuation Committee, or its delegate, in accordance with a policy approved by the Board as reflecting fair value (“Fair Value Investments”). When determining the price for Fair Value Investments, the Global Valuation Committee, or its delegate, seeks to determine the price that each Fund might reasonably expect to receive or pay from the current sale or purchase of that asset or liability in an arm’s-length transaction. Fair value determinations shall be based upon all available factors that the Global Valuation Committee, or its delegate, deems relevant consistent with the principles of fair value measurement. The pricing of all Fair Value Investments is subsequently reported to the Board or a committee thereof on a quarterly basis.

Segregation and Collateralization: In cases where a Fund enters into certain investments (e.g., financial futures contracts) that would be “senior securities” for 1940 Act purposes, a Fund may segregate or designate on its books and records cash or liquid securities having a market value at least equal to the amount of a Fund’s future obligations under such investments. Doing so allows the investment to be excluded from treatment as a “senior security.” Furthermore, if required by an exchange or counterparty agreement, such Fund may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain investments or obligations.

Investment Transactions and Investment Income: For financial reporting purposes, investment transactions are recorded on the dates the transactions are entered into (the trade dates). Realized gains and losses on investment transactions are determined on the identified cost basis. Dividend income is recorded on the ex-dividend date. The Funds record daily their proportionate share of the Master Portfolios’ income, expenses and realized and unrealized gains and losses. Income, expenses and realized and unrealized gains and losses are allocated daily to each class based on its relative net assets. In addition to the direct expenses borne by the shareholders of the Funds, the shareholders also bear indirectly a proportionate share of the expenses of the Underlying Funds in which the Funds invest. Capital gain distributions from the Underlying Funds are recorded as realized gains.

Distributions: Distributions paid by the Funds are recorded on the ex-dividend dates. The character and timing of distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP.

Recent Accounting Standard: In June 2014, the Financial Accounting Standards Board issued guidance to improve the financial reporting of reverse repurchase agreements and other similar transactions. The guidance will require expanded disclosure for entities that enter into reverse repurchase agreements and similar transactions accounted for as secured borrowings. It is effective for financial statements with fiscal years beginning on or after December 15, 2014 and interim periods beginning after March 15, 2015. Management is evaluating the impact, if any, of this guidance on the Funds’ financial statement disclosures.

Other: Expenses directly related to a Fund or its classes are charged to that Fund or the applicable class. Other operating expenses shared by several funds are prorated among those funds on the basis of relative net assets or other appropriate methods. Expenses directly related to the Funds and other shared expenses prorated to the Funds are allocated daily to each class based on its relative net assets or other appropriate methods.

The Funds have an arrangement with the custodian whereby fees may be reduced by credits earned on uninvested cash balances, which, if applicable, are shown as fees paid indirectly in the Statements of Operations. The custodian imposes fees on overdrawn cash balances, which can be offset by accumulated credits earned or may result in additional custody charges.

BLACKROCK FUNDS II APRIL 30, 2015 83

Notes to Financial Statements (continued)

3. Securities and Other Investments:

Securities Lending: Each Fund may lend its securities to approved borrowers, such as brokers, dealers and other financial institutions. The borrower pledges and maintains with the Funds collateral consisting of cash, an irrevocable letter of credit issued by a bank, or securities issued or guaranteed by the U.S. Government. The initial collateral received by each Fund is required to have a value of at least 102% of the current value of the loaned securities for securities traded on U.S. exchanges and a value of at least 105% for all other securities. The collateral is maintained thereafter at a value equal to at least 100% of the current market value of the securities on loan. The market value of the loaned securities is determined at the close of each business day of the Fund and any additional required collateral is delivered to the Fund on the next business day. During the term of the loan, each Fund is entitled to all distributions made on or in respect of the loaned securities. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.

The market value of securities on loan and the value of the related collateral are shown separately in the Statements of Assets and Liabilities as a component of investments at value — affiliated, and collateral on securities loaned at value, respectively. As of April 30, 2015, any securities on loan were collateralized by cash. The cash collateral invested by the securities lending agent, BlackRock Investment Management, LLC (“BIM”), if any, is disclosed in the Schedules of Investments.

Securities lending transactions are entered into by the Funds under Master Securities Lending Agreements (each, an “MSLA”) which provide the right, in the event of default (including bankruptcy or insolvency), for the non-defaulting party to liquidate the collateral and calculate a net exposure to the defaulting party or request additional collateral. In the event that a borrower defaults, each Fund, as lender, would offset the market value of the collateral received against the market value of the securities loaned. When the value of the collateral is greater than that of the market value of the securities loaned, the lender is left with a net amount payable to the defaulting party. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of an MSLA counterparty’s bankruptcy or insolvency. Under the MSLA, the borrower can resell or re-pledge the loaned securities, and the Funds can reinvest cash collateral, or, upon an event of default, resell or re-pledge the collateral.

As of April 30, 2015, the following tables are a summary of the Funds’ securities lending agreements by counterparty, which are subject to offset under an MSLA:

Counterparty
LifePath® Active Retirement Fund	Securities Loaned at Value	Cash Collateral Received1	Net Amount
Morgan Stanley	$358,833	$(358,833)	—
LifePath® Active 2020 Fund
Morgan Stanley	$595,202	$(595,202)	—
LifePath® Active 2025 Fund
Morgan Stanley	$633,096	$(633,096)	—
LifePath® Active 2030 Fund
Morgan Stanley	$953,922	$(953,922)	—

¹ Collateral with a value of $371,958, $615,466, $654,237 and $985,563 has been received in connection with securities lending agreements for LifePath^® Active Retirement Fund, LifePath^® Active 2020 Fund, LifePath^® Active 2025 Fund and LifePath^® Active 2030 Fund, respectively. Collateral received in excess of the value of securities loaned from the individual counterparty is not shown for financial reporting purposes.

84 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (continued)

Counterparty
LifePath® Active 2040 Fund	Securities Loaned at Value	Cash Collateral Received1	Net Amount
Morgan Stanley	$1,057,076	$(1,057,076)	—
LifePath® Active 2045 Fund
Deutsche Bank Securities, Inc.	$   10,731	$   (10,731)	—
Morgan Stanley	707,435	(707,435)	—
Total	$ 718,166	$ (718,166)	—
LifePath® Active 2050 Fund
Morgan Stanley	$ 709,398	$ (709,398)	—
LifePath® Active 2055 Fund
Deutsche Bank Securities, Inc.	$     9,229	$     (9,229)	—
Morgan Stanley	136,504	(136,504)	—
Total	$ 145,733	$ (145,733)	—

¹  Collateral with a value of $1,092,078, $741,960, $732,888 and $150,570 has been received in connection with securities lending agreements for LifePath^® Active 2040 Fund, LifePath^® Active 2045 Fund, LifePath^® Active 2050 Fund and LifePath^® Active 2055 Fund, respectively. Collateral received in excess of the value of securities loaned from the individual counterparty is not shown for financial reporting purposes.

The risks of securities lending include the risk that the borrower may not provide additional collateral when required or may not return the securities when due. To mitigate these risks, the Funds benefit from a borrower default indemnity provided by BIM. BIM’s indemnity allows for full replacement of the securities loaned if the collateral received does not cover the value on the securities loaned in the event of borrower default. The Funds could suffer a loss if the value of an investment purchased with cash collateral falls below the market value of loaned securities or if the value of an investment purchased with cash collateral falls below the value of the original cash collateral received.

4. Derivative Financial Instruments:

The Funds engage in various portfolio investment strategies using derivative contracts both to increase the returns of the Funds and/or to economically manage their exposure to certain risks such as equity risk or interest rate risk. These contracts may be transacted on an exchange or over-the-counter (“OTC”).

Financial Futures Contracts: The Funds invest in long and/or short positions in financial futures contracts to gain exposure to, or economically hedge against, changes in interest rates (interest rate risk) or changes in the value of equity securities (equity risk). Financial futures contracts are agreements between a Fund and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price and at a specified date. Depending on the terms of the particular contract, financial futures contracts are settled either through physical delivery of the underlying instrument on the settlement date or by payment of a cash settlement amount on the settlement date.

Upon entering into a financial futures contract, the Funds are required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on a contract’s size and risk profile. The initial margin deposit must then be maintained at an established level over the life of the contract. Securities deposited as initial margin are designated on the Schedules of Investments and cash deposited, if any, is recorded on the Statements of Assets and Liabilities as cash pledged for financial futures contracts. Pursuant to the contract, the Funds agree 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. Variation margin is recorded by the Funds as unrealized appreciation (depreciation) and, if applicable, as a receivable or payable for variation margin in the Statements of Assets and Liabilities.

When the contract is closed, the Funds record 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. The use of financial futures contracts involves the risk of an imperfect correlation in the movements in the price of financial futures contracts, interest rates and the underlying assets.

BLACKROCK FUNDS II APRIL 30, 2015 85

Notes to Financial Statements (continued)

The following is a summary of the Funds’ derivative financial instruments categorized by risk exposure:

Fair Values of Derivative Financial Instruments as of April 30, 2015
		LifePath® Active Retirement Fund				LifePath® Active 2020 Fund				LifePath® Active 2025 Fund				LifePath® Active 2030 Fund				LifePath® Active 2035 Fund
		Value
	Statements of Assets and Liabilities Location	Derivative Assets		Derivative Liabilities		Derivative Assets		Derivative Liabilities		Derivative Assets		Derivative Liabilities		Derivative Assets		Derivative Liabilities		Derivative Assets		Derivative Liabilities
Interest rate contracts	Net unrealized appreciation (depreciation)1	$	965	$	13,108		—	$	19,355		—	$	18,109		—	$	19,987		—	$	15,305
Foreign currency exchange contracts	Net unrealized appreciation (depreciation)1		3,191		16,384	$	7,977		24,577	$	7,977		24,577	$	9,572		32,769	$	11,167		16,384
Equity contracts	Net unrealized appreciation (depreciation)1		38,181		11,337		58,472		14,969		56,721		12,021		68,760		11,347		65,270		14,906
Total		$	42,337	$	40,829	$	66,449	$	58,901	$	64,698	$	54,707	$	78,332	$	64,103	$	76,437	$	46,595

Fair Values of Derivative Financial Instruments as of April 30, 2015
		LifePath® Active 2040 Fund				LifePath® Active 2045 Fund				LifePath® Active 2050 Fund				LifePath® Active 2055 Fund
		Value
	Statements of Assets and Liabilities Location	Derivative Assets		Derivative Liabilities		Derivative Assets		Derivative Liabilities		Derivative Assets		Derivative Liabilities		Derivative Assets		Derivative Liabilities
Interest rate contracts	Net unrealized appreciation (depreciation)1		—	$	15,931		—	$	10,310		—	$	10,310		—		—
Foreign currency exchange contracts	Net unrealized appreciation (depreciation)1	$	9,572		8,192	$	6,381		8,192	$	6,381		—	$	1,595		—
Equity contracts	Net unrealized appreciation (depreciation)1		53,975		13,983		39,921		9,141		39,797		11,927		7,286	$	1,405
Total		$	63,547	$	38,106	$	46,302	$	27,643	$	46,178	$	22,237	$	8,881	$	1,405

¹  Includes cumulative appreciation (depreciation) on financial futures contracts, if any, as reported in the Schedules of Investments. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

The Effect of Derivative Financial Instruments in the Statements of Operations Six Months Ended April 30, 2015
	LifePath® Active Retirement Fund		LifePath® Active 2020 Fund			LifePath® Active 2025 Fund			LifePath® Active 2030 Fund			LifePath® Active 2035 Fund			LifePath® Active Retirement Fund			LifePath® Active 2020 Fund			LifePath® Active 2025 Fund			LifePath® Active 2030 Fund			LifePath® Active 2035 Fund
	Net Realized Gain (Loss) from														Net Change in Unrealized Appreciation (Depreciation) on
Interest rate contracts:
Financial futures contracts	$	10,193	$	(24,695	)	$	(37,151	)	$	(60,658	)	$	(55,959	)	$	(26,270	)	$	(29,288	)	$	(22,997	)	$	(19,540	)	$	(12,305	)
Foreign currency exchange contracts:
Financial futures contracts		96,024		160,115			115,778			163,312			82,006			(13,193	)		(16,600	)		(16,600	)		(23,197	)		(5,217	)
Equity contracts:
Financial futures contracts		293,314		595,348			637,813			711,260			496,979			(95,164	)		(199,103	)		(202,656	)		(189,539	)		(135,101	)
Total	$	399,531	$	730,768		$	716,440		$	813,914		$	523,026		$	(134,627	)	$	(244,991	)	$	(242,253	)	$	(232,276	)	$	(152,623	)

The Effect of Derivative Financial Instruments in the Statements of Operations Six Months Ended April 30, 2015
	LifePath® Active 2040 Fund			LifePath® Active 2045 Fund			LifePath® Active 2050 Fund			LifePath® Active 2055 Fund		LifePath® Active 2040 Fund			LifePath® Active 2045 Fund			LifePath® Active 2050 Fund			LifePath® Active 2055 Fund
	Net Realized Gain (Loss) from											Net Change in Unrealized Appreciation (Depreciation) on
Interest rate contracts:
Financial futures contracts	$	(64,450	)	$	(48,185	)	$	(48,373	)		—	$	(10,496	)	$	(4,803	)	$	(4,615	)		—
Foreign currency exchange contracts:
Financial futures contracts		93,531			62,186			38,681		$	16,039		1,380			(1,811	)		6,381		$	1,595
Equity contracts:
Financial futures contracts		541,014			351,848			342,169			67,320		(146,870	)		(90,387	)		(90,212	)		(17,714	)
Total	$	570,095		$	365,849		$	332,477		$	83,359	$	(155,986	)	$	(97,001	)	$	(88,446	)	$	(16,119	)

86 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (continued)

For the six months ended April 30, 2015, the average quarterly balances of outstanding derivative financial instruments were as follows:

	LifePath® Active Retirement Fund			LifePath® Active 2020 Fund			LifePath® Active 2025 Fund			LifePath® Active 2030 Fund			LifePath® Active 2035 Fund			LifePath® Active 2040 Fund			LifePath® Active 2045 Fund			LifePath® Active 2050 Fund			LifePath® Active 2055 Fund
Financial futures contracts:
Average notional value of contracts - long		$	2,860,186		$	4,635,364		$	4,063,703		$	5,116,419		$	4,116,442		$	4,097,693		$	2,724,030		$	2,551,183		$	501,915
Average notional value of contracts - short		$	2,098,602		$	3,556,200		$	3,491,799		$	4,551,761		$	3,515,958		$	3,775,396		$	2,632,743		$	2,491,730		$	70,600

Counterparty Credit Risk: A derivative contract may suffer a mark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract.

A Fund’s risk of loss from counterparty credit risk on OTC derivatives is generally limited to the aggregate unrealized gain less the value of any collateral held by such Fund.

With exchange-traded futures, there is less counterparty credit risk to the Funds since the exchange or clearinghouse, as counterparty to such instrument, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, a Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default (including the bankruptcy or insolvency) of the clearing broker or clearinghouse. Additionally, credit risk exists in exchange-traded futures with respect to initial and variation margin that is held in a clearing broker’s customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the clearing broker for all its clients, typically the shortfall would be allocated on a pro rata basis across all the clearing broker’s customers, potentially resulting in losses to the Funds.

5. Investment Advisory Agreement and Other Transactions with Affiliates:

The PNC Financial Services Group, Inc. is the largest stockholder and an affiliate of BlackRock for 1940 Act purposes.

The Trust, on behalf of the Funds, entered into an Investment Advisory Agreement with the Manager, the Funds’ investment advisor, an indirect, wholly owned subsidiary of BlackRock, to provide investment advisory and administration services. The Manager does not receive any management fees from the Funds for its investment advisory services.

The Trust, on behalf of the Funds, entered into a Distribution Agreement and a Distribution and Service Plan with BlackRock Investments, LLC (“BRIL”), an affiliate of the Manager. Pursuant to the Distribution and Service Plan and in accordance with Rule 12b-1 under the 1940 Act, each Fund pays BRIL ongoing service and distribution fees. The fees are accrued daily and paid monthly at annual rates based upon the average daily net assets of the relevant share class of each Fund as follows:

	Investor A			Class R
Service Fee		0.25	%		0.25	%
Distribution Fee		—			0.25	%

Pursuant to sub-agreements with BRIL, broker-dealers and BRIL provide shareholder servicing and distribution services to each Fund. The ongoing service and/or distribution fee compensates BRIL and each broker-dealer for providing shareholder servicing and/or distribution related services to Investor A and Class R shareholders.

Pursuant to written agreements, certain financial intermediaries, some of which may be affiliates, provide the Funds with sub-accounting, recordkeeping, sub-transfer agency and other administrative services with respect to sub-accounts they service. For these services, these entities receive an asset based fee or an annual fee per shareholder account, which will vary depending on share class and/or net assets.

The Manager maintains a call center, which is responsible for providing certain shareholder services to the Funds, such as responding to shareholder inquiries and processing transactions based upon instructions from shareholders with respect to the subscription and redemption of Fund shares. For

BLACKROCK FUNDS II APRIL 30, 2015 87

Notes to Financial Statements (continued)

the six months ended April 30, 2015, each Fund reimbursed the Manager the following amounts for costs incurred in running the call center, which are included in transfer agent – class specific in the Statements of Operations:

	Institutional		Investor A		Class K		Class R		Total
LifePath® Active Retirement Fund		$11		$112		$  3		$17		$143
LifePath® Active 2020 Fund		$13		$195		$  3		$22		$233
LifePath® Active 2025 Fund		$  4		$258		$  1		$17		$280
LifePath® Active 2030 Fund		$12		$249		$  7		$22		$290
LifePath® Active 2035 Fund		$  5		$205		$  1		$27		$238
LifePath® Active 2040 Fund		$  6		$272		$  4		$25		$307
LifePath® Active 2045 Fund		$15		$228		$11		$23		$277
LifePath® Active 2050 Fund		$12		$172		$  3		$19		$206
LifePath® Active 2055 Fund		$  5		$  62		$  7		$  8		$  82

Effective January 1, 2015, the Trust, on behalf of the Funds, entered into an Administration Agreement with the Manager, an indirect, wholly owned subsidiary of BlackRock, to provide administrative services. For these services, the Manager receives an administration fee computed daily and payable monthly, based on a percentage of the average daily net assets of the Funds. The administration fee, which is shown as administration in the Statements of Operations, is paid at the annual rates below.

Average Daily Net Assets	Administration Fee
First $500 Million		0.0425	%
$500 Million - $1 Billion		0.0400	%
$1 Billion - $2 Billion		0.0375	%
$2 Billion - $4 Billion		0.0350	%
$4 Billion - $13 Billion		0.0325	%
Greater than $13 Billion		0.0300	%

In addition, the Manager charges each of the share classes an administration fee, which is shown as administration – class specific in the Statements of Operations, at an annual rate of 0.02% of the average daily net assets of each respective class.

Prior to January 1, 2015, BNY Mellon Investment Servicing (US) Inc. (“BNYMIS”) and the Manager act as co-administrators for the Funds. For these services, the co-administrators receive an administration fee computed daily and payable monthly to each administrator pursuant to separate fee arrangements, based on a percentage of the average daily net assets of each Fund. The combined administration fee, which is shown as administration in the Statements of Operations, is paid at the following annual rates. In addition, each of the share classes is charged an administration fee, which is shown as administration – class specific in the Statements of Operations, based on the following percentages of average daily net assets of each respective class:

Average Daily Net Assets	Administration Fee			Administration Fee – Class Specific
First $500 Million		0.075	%		0.025	%
$500 Million - $1 Billion		0.065	%		0.015	%
Greater than $1 Billion		0.055	%		0.005	%

For the six months ended April 30, 2015, the Funds paid the following to the Manager in return for these services, which are included in administration and administration – class specific in the Statements of Operations:

LifePath® Active Retirement Fund	$	2,580
LifePath® Active 2020 Fund	$	3,807
LifePath® Active 2025 Fund	$	3,318
LifePath® Active 2030 Fund	$	3,298
LifePath® Active 2035 Fund	$	2,313
LifePath® Active 2040 Fund	$	2,382
LifePath® Active 2045 Fund	$	1,469
LifePath® Active 2050 Fund	$	1,404
LifePath® Active 2055 Fund	$	282

BNYMIS and the Manager may have, at their discretion, voluntarily waived all or any portion of their administration fees for a Fund or a share class, which are included in administration fees waived and administration fees waived – class specific in the Statements of Operations.

The Manager contractually agreed to waive and/or reimburse fees or expenses in order to limit expenses, excluding interest expense, dividend expense, tax expense, acquired fund fees and expenses and certain other fund expenses, which constitute extraordinary expenses not incurred in the ordinary course of the Funds’ business. The expense limitations as a percentage of average daily net assets are as follows: 1.10% for Institutional; 1.35% for Investor A; 1.00% for Class K and 1.59% for Class R. This agreement will automatically renew on March 1 of each year for an additional year until March 1, 2025, unless terminated earlier by the Board, including a majority of the independent Trustees.

88 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (continued)

In addition, the Manager has contractually agreed to waive and/or reimburse fees or expenses in order to limit expenses, excluding interest expense, dividend expense, tax expense, acquired fund fees and expenses and certain other fund expenses, which constitute extraordinary expenses not incurred in the ordinary course of the Funds’ business. The expense limitations as a percentage of average daily net assets are as follows: 0.10% for Institutional; 0.35% for Investor A; 0.00% for Class K and 0.59% for Class R. The Manager has agreed not to reduce or discontinue this contractual waiver or reimbursement prior to March 1, 2016 unless approved by the Board, including a majority of the independent Trustees. The contractual waiver or reimbursement excludes expenses allocated from the Master Portfolios in which the Funds invest. Such expenses include, but are not limited to, investment advisory fees charged to the Master Portfolios.

These amounts waived or reimbursed are included in administration fees waived, and shown as administration fees waived – class specific, transfer agent fees waived – class specific, transfer agent fees reimbursed – class specific and expenses reimbursed by Manager, respectively, in the Statements of Operations. For the six months ended April 30, 2015, the amounts shown as administration fees waived were as follows:

LifePath® Active Retirement Fund	$	6,369
LifePath® Active 2020 Fund	$	9,324
LifePath® Active 2025 Fund	$	8,173
LifePath® Active 2030 Fund	$	8,119
LifePath® Active 2035 Fund	$	5,692
LifePath® Active 2040 Fund	$	5,847
LifePath® Active 2045 Fund	$	3,616
LifePath® Active 2050 Fund	$	3,447
LifePath® Active 2055 Fund	$	694

Class specific waivers or reimbursements are as follows:

Administration Fees Waived	Institutional			Investor A			Class K			Class R			Total
LifePath® Active Retirement Fund		$	9		$	1,751		$	74		$	716		$	2,550
LifePath® Active 2020 Fund		$	9		$	2,468		$	153		$	1,178		$	3,808
LifePath® Active 2025 Fund		$	3		$	1,865		$	116		$	1,312		$	3,296
LifePath® Active 2030 Fund		$	10		$	2,123		$	150		$	1,014		$	3,297
LifePath® Active 2035 Fund		$	11		$	1,341		$	119		$	842		$	2,313
LifePath® Active 2040 Fund		$	12		$	1,467		$	107		$	797		$	2,383
LifePath® Active 2045 Fund		$	8		$	715		$	63		$	665		$	1,451
LifePath® Active 2050 Fund		$	19		$	698		$	60		$	627		$	1,404
LifePath® Active 2055 Fund		$	3		$	25		$	243		$	4		$	275
Transfer Agent Fees Waived
LifePath® Active Retirement Fund		$	9		$	112		$	3		$	17		$	141
LifePath® Active 2020 Fund		$	13		$	195		$	3		$	22		$	233
LifePath® Active 2025 Fund		$	—		$	258		$	1		$	17		$	276
LifePath® Active 2030 Fund		$	12		$	249		$	7		$	22		$	290
LifePath® Active 2035 Fund		$	4		$	205		$	1		$	27		$	237
LifePath® Active 2040 Fund		$	6		$	272		$	4		$	25		$	307
LifePath® Active 2045 Fund		$	15		$	228		$	11		$	22		$	276
LifePath® Active 2050 Fund		$	12		$	171		$	3		$	19		$	205
LifePath® Active 2055 Fund		$	5		$	62		$	6		$	4		$	77
Transfer Agent Fees Reimbursed
LifePath® Active Retirement Fund		$	60		$	5,218		$	92		$	2,894		$	8,264
LifePath® Active 2020 Fund		$	101		$	2,787		$	69		$	1,699		$	4,656
LifePath® Active 2025 Fund		$	26		$	4,800		$	91		$	4,294		$	9,211
LifePath® Active 2030 Fund		$	73		$	2,956		$	137		$	2,759		$	5,925
LifePath® Active 2035 Fund		$	70		$	4,622		$	95		$	3,164		$	7,951
LifePath® Active 2040 Fund		$	85		$	4,718		$	123		$	4,176		$	9,102
LifePath® Active 2045 Fund		$	78		$	5,637		$	142		$	2,378		$	8,235
LifePath® Active 2050 Fund		$	99		$	9,224		$	124		$	4,275		$	13,722
LifePath® Active 2055 Fund		$	13		$	265		$	16		$	54		$	348

If during a Fund’s fiscal year the operating expenses of a share class, that at any time during the prior two fiscal years received a waiver or reimbursement from the Manager, are less than the expense limit for that share class, the Manager is entitled to be reimbursed by such share class up to the lesser of (a) the amount of fees waived or expenses reimbursed during those prior two fiscal years under the agreement and (b) the amount by which the expense limit for that share class exceeds the operating expenses of the share class for the current fiscal year, provided that: (1) the Fund, of which the share class is a part, has more than $50 million in assets for the fiscal year and (2) the Manager or an affiliate continues to serve as the Fund’s investment advisor or administrator. In the event the expense limit for a share class is changed subsequent to a fiscal year in which the Manager becomes entitled to reimbursement for fees waived or reimbursed, the amount available to reimburse the Manager shall be calculated by reference to

BLACKROCK FUNDS II APRIL 30, 2015 89

Notes to Financial Statements (continued)

the expense limit for that share class in effect at the time the Manager became entitled to receive such reimbursement, rather than the subsequently changed expense limit for that share class.

On April 30, 2015, the Fund level and class specific waivers and/or reimbursements subject to possible future recoupment under the expense limitation agreement are as follows:

	Expiring October 31,
	2015		2016		2017
LifePath® Active Retirement Fund
Fund Level	$	179,326	$	170,691	$	93,901
Institutional	$	198	$	205	$	78
Investor A	$	6,689	$	12,033	$	7,081
Class K	$	461	$	381	$	169
Class R	$	8,647	$	6,058	$	3,627
LifePath® Active 2020 Fund
Fund Level	$	187,885	$	193,753	$	94,427
Institutional	$	200	$	151	$	123
Investor A	$	8,866	$	14,468	$	5,450
Class K	$	642	$	532	$	225
Class R	$	5,595	$	4,977	$	2,899
LifePath® Active 2025 Fund
Fund Level	$	177,359	$	192,682	$	91,620
Institutional	$	169	$	24	$	29
Investor A	$	6,599	$	12,094	$	6,923
Class K	$	520	$	428	$	208
Class R	$	6,123	$	7,545	$	5,623
LifePath® Active 2030 Fund
Fund Level	$	181,936	$	188,232	$	90,822
Institutional	$	224	$	204	$	95
Investor A	$	6,975	$	11,068	$	5,328
Class K	$	725	$	621	$	294
Class R	$	8,453	$	5,984	$	3,795
LifePath® Active 2035 Fund
Fund Level	$	153,364	$	155,483	$	79,596
Institutional	$	172	$	140	$	85
Investor A	$	7,805	$	10,029	$	6,168
Class K	$	524	$	476	$	215
Class R	$	6,270	$	6,293	$	4,033
LifePath® Active 2040 Fund
Fund Level	$	165,043	$	160,545	$	80,518
Institutional	$	247	$	228	$	103
Investor A	$	10,923	$	14,913	$	6,457
Class K	$	618	$	486	$	234
Class R	$	10,467	$	8,964	$	4,998
LifePath® Active 2045 Fund
Fund Level	$	141,552	$	145,072	$	74,129
Institutional	$	240	$	243	$	101
Investor A	$	8,649	$	11,260	$	6,580
Class K	$	661	$	529	$	216
Class R	$	7,112	$	6,065	$	3,065
LifePath® Active 2050 Fund
Fund Level	$	139,017	$	142,660	$	73,467
Institutional	$	224	$	250	$	130
Investor A	$	11,995	$	17,110	$	10,093
Class K	$	481	$	432	$	187
Class R	$	10,939	$	8,749	$	4,921
LifePath® Active 2055 Fund
Fund Level	$	114,759	$	145,526	$	70,492
Institutional	$	55	$	91	$	21
Investor A	$	108	$	636	$	352
Class K	$	442	$	601	$	265
Class R	$	84	$	290	$	62

90 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (continued)

For the six months ended April 30, 2015, affiliates earned underwriting discounts, direct commissions and dealer concessions on sales of each Fund’s Investor A Shares as follows:

LifePath® Active Retirement Fund	$	457
LifePath® Active 2020 Fund	$	543
LifePath® Active 2025 Fund	$	420
LifePath® Active 2030 Fund	$	257
LifePath® Active 2035 Fund	$	778
LifePath® Active 2040 Fund	$	308
LifePath® Active 2045 Fund	$	124
LifePath® Active 2050 Fund	$	1,040
LifePath® Active 2055 Fund	$	55

The U.S. Securities and Exchange Commission has issued an exemptive order which permits BIM, an affiliate of the Manager, to serve as securities lending agent for the Funds, subject to applicable conditions. As securities lending agent, BIM bears all operational costs directly related to securities lending. The Funds are responsible for expenses in connection with the investment of cash collateral received for securities on loan (the “collateral investment expenses”). The cash collateral is invested in a private investment company managed by the Manager or its affiliates. However, BIM has agreed to cap the collateral investment expenses of the private investment company to an annual rate of 0.04%. The investment advisor to the private investment company will not charge any advisory fees with respect to shares purchased by the Funds.

Securities lending income is equal to the total of income earned from the reinvestment of cash collateral, net of fees and other payments to and from borrowers of securities, and less the collateral investment expenses. Each Fund retains a portion of securities lending income and remits a remaining portion to BIM as compensation for its services as securities lending agent.

Pursuant to a securities lending agreement effective January 1, 2015, each Fund retains 80% of securities lending income, and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

In addition, commencing the business day following the date that the aggregate securities lending income earned across the Equity-Bond Complex in a calendar year exceeds a specified threshold, each Fund, pursuant to the securities lending agreement, will retain for the remainder of that calendar year securities lending income as follows: 85% of securities lending income, and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

For the period February 1, 2014 through December 31, 2014, each Fund retained 75% (80% commencing on the business day following the date that the aggregate securities lending income earned across the Equity-Bond Complex in the calendar year 2014 exceeded a specified threshold and for the remainder of that calendar year) of securities lending income, and this amount retained could never be less than 65% of the total of securities lending income plus the collateral investment expenses.

The share of securities lending income earned by each Fund is shown as securities lending – affiliated - net in the Statements of Operations. For the six months ended April 30, 2015, each Fund paid BIM the following amounts for securities lending agent services:

LifePath® Active Retirement Fund	$	940
LifePath® Active 2020 Fund	$	1,233
LifePath® Active 2025 Fund	$	1,141
LifePath® Active 2030 Fund	$	1,522
LifePath® Active 2035 Fund	$	783
LifePath® Active 2040 Fund	$	1,008
LifePath® Active 2045 Fund	$	1,045
LifePath® Active 2050 Fund	$	1,002
LifePath® Active 2055 Fund	$	219

The Funds recorded a payment from an affiliate to compensate for foregone securities lending revenue, which is shown as other income – affiliated in the Statements of Operations.

BLACKROCK FUNDS II APRIL 30, 2015 91

Notes to Financial Statements (continued)

During the six months ended April 30, 2015, the following Funds received a reimbursement from an affiliate which are included in dividends — affiliated in the Statements of Operations, as a result of investments in certain underlying funds as follows:

LifePath® Active Retirement Fund	$	324
LifePath® Active 2020 Fund	$	430
LifePath® Active 2025 Fund	$	317
LifePath® Active 2030 Fund	$	517
LifePath® Active 2035 Fund	$	315
LifePath® Active 2040 Fund	$	346
LifePath® Active 2045 Fund	$	150
LifePath® Active 2050 Fund	$	122

Certain officers and/or trustees of the Trust are officers and/or directors of BlackRock or its affiliates. The Funds reimburse the Manager for a portion of the compensation paid to the Trust’s Chief Compliance Officer, which is included in officer and trustees in the Statements of Operations.

6. Purchases and Sales:

Purchases and sales of investments in the Underlying Funds and Master Portfolios, excluding short-term securities, for the six months ended April 30, 2015, were as follows:

		Purchases		Sales
LifePath® Active Retirement Fund	$	5,217,124	$	7,058,690
LifePath® Active 2020 Fund	$	8,958,396	$	9,660,680
LifePath® Active 2025 Fund	$	10,107,268	$	11,014,137
LifePath® Active 2030 Fund	$	11,524,438	$	12,166,916
LifePath® Active 2035 Fund	$	12,034,486	$	9,990,729
LifePath® Active 2040 Fund	$	13,368,473	$	10,443,199
LifePath® Active 2045 Fund	$	7,955,339	$	6,307,729
LifePath® Active 2050 Fund	$	8,060,286	$	5,479,471
LifePath® Active 2055 Fund	$	1,369,952	$	1,011,599

7. Income Tax Information:

It is the Funds’ policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of their taxable income to their shareholders. Therefore, no federal income tax provision is required.

Each Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Funds’ U.S. federal tax returns remains open for each of the four years ended October 31, 2014. The statutes of limitations on each Fund’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

Management has analyzed tax laws and regulations and their application to the Funds as of April 30, 2015, inclusive of the open tax return years, and does not believe that there are any uncertain tax positions that require recognition of a tax liability in the Funds’ financial statements.

As of April 30, 2015, gross unrealized appreciation and depreciation based on cost for federal income tax purposes were as follows:

	LifePath®  Active Retirement Fund				LifePath®  Active 2020 Fund				LifePath®  Active 2025 Fund				LifePath®  Active 2030 Fund				LifePath®  Active 2035 Fund
Tax cost		$	23,522,298			$	35,960,736			$	30,786,900			$	29,761,183			$	21,585,840
Gross unrealized appreciation		$	2,728,013			$	3,896,609			$	3,552,548			$	3,307,201			$	1,951,659
Gross unrealized depreciation			(1,928,539	)			(2,497,785	)			(1,853,554	)			(1,436,585	)			(629,218	)
Net unrealized appreciation		$	799,474			$	1,398,824			$	1,698,994			$	1,870,616			$	1,322,441

	LifePath®  Active 2040 Fund				LifePath®  Active 2045 Fund				LifePath®  Active 2050 Fund				LifePath® Active 2055 Fund
Tax cost		$	23,387,070			$	14,001,883			$	14,008,855			$	2,735,839
Gross unrealized appreciation		$	1,997,240			$	1,228,015			$	1,200,449			$	214,323
Gross unrealized depreciation			(542,451	)			(350,116	)			(335,534	)			(46,839	)
Net unrealized appreciation		$	1,454,789			$	877,899			$	864,915			$	167,484

92 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (continued)

8. Bank Borrowings:

The Trust, on behalf of the Funds, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is a party to a 364-day, $2.1 billion credit agreement with a group of lenders, under which the Funds may borrow to fund shareholder redemptions. Excluding commitments designated for certain individual funds, the Participating Funds, including the Funds, can borrow up to an aggregate commitment amount of $1.6 billion, subject to asset coverage and other limitations as specified in the agreement. The credit agreement has the following terms: a fee of 0.06% per annum on unused commitment amounts and interest at a rate equal to the higher of (a) one-month LIBOR (but, in any event, not less than 0.00%) on the date the loan is made plus 0.80% per annum or (b) the Fed Funds rate (but, in any event, not less than 0.00%) in effect from time to time plus 0.80% per annum on amounts borrowed. The agreement expires in April 2016 unless extended or renewed. Prior to November 25, 2014, the aggregate commitment amount was $1.1 billion, of which the Participating Funds, including the Funds, could borrow up to $650 million at any time outstanding, subject to asset coverage and other limitations as specified in the agreement. Participating Funds paid administration, legal and arrangement fees, which are included in miscellaneous expenses in the Statements of Operations, and along with commitment fees, were allocated among such funds based upon portions of the aggregate commitment available to them and relative net assets of Participating Funds. During the six months ended April 30, 2015, the Funds did not borrow under the credit agreement.

9. Principal Risks:

In the normal course of business, through their investments in the Underlying Funds and Master Portfolios, the Funds enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the issuer of a security to meet all its obligations (issuer credit risk). The value of securities held by the Funds may decline in response to certain events, including those directly involving the issuers whose securities are owned by the Funds; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency and interest rate and price fluctuations. Similar to issuer credit risk, the Funds may be exposed to counterparty credit risk, or the risk that an entity with which the Funds have unsettled or open transactions may fail to or be unable to perform on its commitments. The Funds manage counterparty credit risk by entering into transactions only with counterparties that they believe have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose the Funds to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Funds’ exposure to market, issuer and counterparty credit risks with respect to these financial assets is generally approximated by their value recorded in the Statements of Assets and Liabilities, less any collateral held by the Funds.

BLACKROCK FUNDS II APRIL 30, 2015 93

Notes to Financial Statements (continued)

10. Capital Share Transactions:

Transactions in capital shares for each class were as follows:

	Six Months Ended April 30, 2015							Year Ended October 31, 2014
BlackRock LifePath® Active Retirement Fund	Shares			Amount				Shares			Amount
Institutional
Shares sold		71,882			$	763,695			5,866			$	66,005
Shares issued in reinvestment of distributions		565				5,881			156				1,684
Shares redeemed		(34,310	)			(367,579	)		—				—
Net increase		38,137			$	401,997			6,022			$	67,689
Investor A
Shares sold		118,680			$	1,257,537			787,395			$	8,698,557
Shares issued in reinvestment of distributions		136,573				1,412,170			97,795				1,047,383
Shares redeemed		(351,906	)			(3,712,811	)		(674,361	)			(7,474,994	)
Net increase (decrease)		( 96,653			$	(1,043,104	)		210,829			$	2,270,946
Class K
Shares sold		16,546			$	173,947			10,711			$	119,407
Shares issued in reinvestment of distributions		4,782				49,775			2,983				32,154
Shares redeemed		(3,031	)			(32,226	)		(5,704	)			(64,321	)
Net increase		18,297			$	191,496			7,990			$	87,240
Class R
Shares sold		159,008			$	1,702,157			582,679			$	6,472,144
Shares issued in reinvestment of distributions		52,400				542,344			37,417				401,485
Shares redeemed		(83,381	)			(893,909	)		(599,761	)			(6,600,902	)
Net increase		128,027			$	1,350,592			20,335			$	272,727
Total Net Increase		87,808			$	900,981			245,176			$	2,698,602
BlackRock LifePath® Active 2020 Fund
Institutional
Shares sold		—				—			12,302			$	133,605
Shares issued in reinvestment of distributions		166			$	1,754			458				4,908
Shares redeemed		(8,609	)			(97,266	)		(6,009	)			(65,631	)
Net increase (decrease)		(8,443	)		$	(95,512	)		6,751			$	72,882
Investor A
Shares sold		303,744			$	3,255,923			1,248,651			$	13,711,085
Shares issued in reinvestment of distributions		146,540				1,532,806			125,034				1,332,861
Shares redeemed		(247,851	)			(2,666,805	)		(869,351	)			(9,549,496	)
Net increase		202,433			$	2,121,924			504,334			$	5,494,450
Class K
Shares sold		15,199			$	160,395			41,874			$	467,937
Shares issued in reinvestment of distributions		6,709				70,651			4,518				48,436
Shares redeemed		(8,230	)			(90,315	)		(4,657	)			(51,408	)
Net increase		13,678			$	140,731			41,735			$	464,965

94 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (continued)

	Six Months Ended April 30, 2015						Year Ended October 31, 2014
LifePath Active 2020 Fund (concluded)	Shares			Amount			Shares			Amount
Class R
Shares sold		343,511		$	3,696,944			672,215		$	7,316,313
Shares issued in reinvestment of distributions		71,839			745,688			67,806			718,071
Shares redeemed		(184,080	)		(1,966,388	)		(669,339	)		(7,316,524	)
Net increase		231,270		$	2,476,244			70,682		$	717,860
Total Net Increase		438,938		$	4,643,387			623,502		$	6,750,157
BlackRock LifePath® Active 2025 Fund
Institutional
Shares sold		—			—			33,782		$	382,627
Shares issued in reinvestment of distributions		2,118		$	22,622			1,946			21,237
Shares redeemed		(36,869	)		(410,024	)		(419	)		(4,612	)
Net increase (decrease)		(34,751	)	$	(387,402	)		35,309		$	399,252
Investor A
Shares sold		206,094		$	2,236,016			930,747		$	10,426,685
Shares issued in reinvestment of distributions		124,885			1,327,532			85,249			926,656
Shares redeemed		(175,119	)		(1,882,203	)		(1,122,255	)		(12,518,235	)
Net increase (decrease)		155,860		$	1,681,345			(106,259	)	$	(1,164,894	)
Class K
Shares sold		122,797		$	1,294,667			14,911		$	167,759
Shares issued in reinvestment of distributions		3,791			40,565			1,971			21,540
Shares redeemed		(15,449	)		(164,084	)		(9,844	)		(111,510	)
Net increase		111,139		$	1,171,148			7,038		$	77,789
Class R
Shares sold		192,298		$	2,072,487			819,804		$	9,187,363
Shares issued in reinvestment of distributions		93,278			985,967			40,695			440,320
Shares redeemed		(306,341	)		(3,299,191	)		(481,250	)		(5,363,350	)
Net increase (decrease)		(20,765	)	$	(240,737	)		379,249		$	4,264,333
Total Net Increase		211,483		$	2,224,354			315,337		$	3,576,480
BlackRock LifePath® Active 2030 Fund
Institutional
Shares sold		550		$	5,817			8,457		$	91,635
Shares issued in reinvestment of distributions		652			6,701			378			3,983
Shares redeemed		(3,452	)		(35,416	)		(2,355	)		(25,087	)
Net increase (decrease)		(2,250	)	$	(22,898	)		6,480		$	70,531
Investor A
Shares sold		214,065		$	2,243,993			748,043		$	8,016,254
Shares issued in reinvestment of distributions		145,497			1,484,070			130,422			1,362,913
Shares redeemed		(360,168	)		(3,765,527	)		(591,166	)		(6,333,791	)
Net increase (decrease)		(606	)	$	(37,464	)		287,299		$	3,045,376

BLACKROCK FUNDS II APRIL 30, 2015 95

Notes to Financial Statements (continued)

	Six Months Ended April 30, 2015						Year Ended October 31, 2014
BlackRock LifePath® Active 2030 Fund (concluded)	Shares			Amount			Shares			Amount
Class K
Shares sold		88,386		$	898,124			16,340		$	177,198
Shares issued in reinvestment of distributions		7,065			72,629			5,757			60,619
Shares redeemed		(20,548	)		(224,986	)		(9,830	)		(107,264	)
Net increase		74,903		$	745,767			12,267		$	130,553
Class R
Shares sold		139,057		$	1,436,345			449,022		$	4,784,062
Shares issued in reinvestment of distributions		68,054			691,433			61,338			639,143
Shares redeemed		(176,138	)		(1,850,457	)		(323,255	)		(3,481,247	)
Net increase		30,973		$	277,321			187,105		$	1,941,958
Total Net Increase		103,020		$	962,726			493,151		$	5,188,418
BlackRock LifePath Active® 2035 Fund
Institutional
Shares sold		80		$	862			6,430		$	72,495
Shares issued in reinvestment of distributions		73			780			14			149
Shares redeemed		(11	)		(116	)		(1	)		(8	)
Net increase		142		$	1,526			6,443		$	72,636
Investor A
Shares sold		214,612		$	2,309,074			793,855		$	8,701,419
Shares issued in reinvestment of distributions		67,363			715,396			64,360			686,079
Shares redeemed		(115,382	)		(1,234,642	)		(530,035	)		(5,818,101	)
Net increase		166,593		$	1,789,828			328,180		$	3,569,397
Class K
Shares sold		47,885		$	497,571			20,364		$	226,683
Shares issued in reinvestment of distributions		4,155			44,459			4,836			51,893
Shares redeemed		(6,352	)		(69,027	)		(10,593	)		(116,448	)
Net increase		45,688		$	473,003			14,607		$	162,128
Class R
Shares sold		151,869		$	1,629,235			577,695		$	6,342,702
Shares issued in reinvestment of distributions		45,838			483,589			37,713			399,760
Shares redeemed		(182,711	)		(1,938,180	)		(317,337	)		(3,495,122	)
Net increase		14,996		$	174,644			298,071		$	3,247,340
Total Net Increase		227,419		$	2,439,001			647,301		$	7,051,501
BlackRock LifePath® Active 2040 Fund
Institutional
Shares sold		223		$	2,400			2,315		$	26,293
Shares issued in reinvestment of distributions		581			6,181			423			4,638
Shares redeemed		(1,214	)		(14,038	)		(23	)		(252	)
Net increase (decrease)		(410	)	$	(5,457)			2,715		$	30,679

96 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (continued)

	Six Months Ended April 30, 2015						Year Ended October 31, 2014
BlackRock LifePath® Active 2040 Fund (concluded)	Shares			Amount			Shares			Amount
Investor A
Shares sold		242,368		$	2,614,536			394,315		$	4,384,312
Shares issued in reinvestment of distributions		108,548			1,143,019			80,098			871,467
Shares redeemed		(122,575	)		(1,324,560	)		(357,131	)		(3,955,040	)
Net increase		228,341		$	2,432,995			117,282		$	1,300,739
Class K
Shares sold		43,742		$	455,278			42,785		$	481,704
Shares issued in reinvestment of distributions		5,596			59,481			1,849			20,278
Shares redeemed		(18,243	)		(193,494	)		(11,920	)		(133,589	)
Net increase		31,095		$	321,265			32,714		$	368,393
Class R
Shares sold		113,347		$	1,216,935			364,295		$	4,054,109
Shares issued in reinvestment of distributions		60,900			640,063			38,380			416,809
Shares redeemed		(100,160	)		(1,077,534	)		(266,928	)		(2,973,124	)
Net increase		74,087		$	779,464			135,747		$	1,497,794
Total Net Increase		333,113		$	3,528,267			288,458		$	3,197,605
BlackRock LifePath® Active 2045 Fund
Institutional
Shares sold		310		$	3,646			339		$	4,054
Shares issued in reinvestment of distributions		258			2,993			267			3,123
Shares redeemed		(422	)		(4,811	)		(747	)		(8,859	)
Net increase (decrease)		146		$	1,828			(141	)	$	(1,682	)
Investor A
Shares sold		89,738		$	1,046,771			504,252		$	6,004,261
Shares issued in reinvestment of distributions		38,280			437,157			29,325			339,582
Shares redeemed		(56,033	)		(642,655	)		(416,376	)		(4,946,427	)
Net increase		71,985		$	841,273			117,201		$	1,397,416
Class K
Shares sold		11,875		$	138,518			22,673		$	274,130
Shares issued in reinvestment of distributions		2,957			34,247			1,971			23,119
Shares redeemed		(14,312	)		(165,349	)		(9,870	)		(117,946	)
Net increase		520		$	7,416			14,774		$	179,303
Class R
Shares sold		111,245		$	1,281,704			443,040		$	5,224,020
Shares issued in reinvestment of distributions		37,036			419,989			20,497			236,139
Shares redeemed		(137,963	)		(1,600,569	)		(208,785	)		(2,448,638	)
Net increase		10,318		$	101,124			254,752		$	3,011,521
Total Net Increase		82,969		$	951,641			386,586		$	4,586,558

BLACKROCK FUNDS II APRIL 30, 2015 97

Notes to Financial Statements (continued)

	Six Months Ended April 30, 2015						Year Ended October 31, 2014
BlackRock LifePath® Active 2050 Fund	Shares			Amount			Shares			Amount
Institutional
Shares sold		501		$	5,352			3,214		$	35,942
Shares issued in reinvestment of distributions		904			9,698			637			6,888
Shares redeemed		(2,733	)		(29,644	)		(193	)		(2,152	)
Net increase (decrease)		(1,328	)	$	(14,594	)		3,658		$	40,678
Investor A
Shares sold		197,247		$	2,118,115			510,833		$	5,617,553
Shares issued in reinvestment of distributions		36,735			389,757			25,878			277,151
Shares redeemed		(90,609	)		(968,051	)		(367,633	)		(4,041,135	)
Net increase		143,373		$	1,539,821			169,078		$	1,853,569
1 Commencement of Operations
Class K
Shares sold		17,006		$	184,315			19,412		$	214,251
Shares issued in reinvestment of distributions		3,167			33,955			1,905			20,598
Shares redeemed		(18,076	)		(193,718	)		(3,647	)		(40,589	)
Net increase		2,097		$	24,552			17,670		$	194,260
Class R
Shares sold		141,233		$	1,513,323			430,448		$	4,715,000
Shares issued in reinvestment of distributions		34,099			360,431			16,128			172,411
Shares redeemed		(139,681	)		(1,508,185	)		(164,709	)		(1,803,727	)
Net increase		35,651		$	365,569			281,867		$	3,083,684
Total Net Increase		179,793		$	1,915,348			472,273		$	5,172,191
BlackRock LifePath® Active 2055 Fund
Investor A
Shares sold		6,275		$	71,732			12,148		$	140,748
Shares issued in reinvestment of distributions		1,340			15,037			215			2,475
Shares redeemed		(367	)		(4,282	)		(2,857	)		(33,509	)
Net increase		7,248		$	82,487			9,506		$	109,714
Class K
Shares sold		6,339		$	71,097			—			—
Shares redeemed		(91	)		(1,032	)		—			—
Net increase		6,248		$	70,065			—			—
Class R
Shares sold		11,801		$	135,337			1,873		$	22,295
Shares issued in reinvestment of distributions		361			4,050			—			—
Shares redeemed		(1,504	)		(16,938	)		(1,181	)		(14,332	)
Net increase		10,658		$	122,449			692		$	7,963
Total Net Increase		24,154		$	275,001			10,198		$	117,677

98 BLACKROCK FUNDS II APRIL 30, 2015

Notes to Financial Statements (concluded)

At April 30, 2015, shares owned by affiliates were as follows:

Shares	LifePath®  Active Retirement Fund		LifePath®  Active 2020 Fund		LifePath®  Active 2025 Fund		LifePath®  Active 2030 Fund		LifePath®  Active 2035 Fund		LifePath®  Active 2040 Fund		LifePath®  Active 2045 Fund		LifePath®  Active 2050 Fund		LifePath®  Active 2055 Fund
Institutional		2,332		2,365		2,463		2,513		2,488		2,515		2,413		2,651		2,500
Investor A		—		—		—		—		—		—		—		—		2,500
Class K																		192,500
Class R		—		—		—		—		—		—		—		—		2,500

11. Subsequent Events:

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that there were no subsequent events requiring adjustment or additional disclosure in the financial statements.

BLACKROCK FUNDS II APRIL 30, 2015 99

Officers and Trustees

Robert M. Hernandez, Chairman of the Board and Trustee

Fred G. Weiss, Vice Chairman of the Board and Trustee

James H. Bodurtha, Trustee

Bruce R. Bond, Trustee

Valerie G. Brown, Trustee

Donald W. Burton, Trustee

Honorable Stuart E. Eizenstat, Trustee

Robert Fairbairn, Trustee

Kenneth A. Froot, Trustee

Henry Gabbay, Trustee

John F. O’Brien, Trustee

Donald C. Opatrny, Trustee

Roberta Cooper Ramo, Trustee

David H. Walsh, Trustee

John M. Perlowski, Trustee, President and Chief Executive Officer

Jennifer McGovern, Vice President

Neal Andrews, Chief Financial Officer

Jay Fife, Treasurer

Charles Park, Chief Compliance Officer

Fernanda Piedra, Anti-Money Laundering Compliance Officer

Benjamin Archibald, Secretary

Effective December 31, 2014, Paul L. Audet and Laurence D. Fink resigned as Trustees of the Trust. Effective January 1, 2015, Robert Fairbairn and John M. Perlowski were appointed to serve as Trustees of the Trust.

Effective March 1, 2015, Charles Park resigned as Anti-Money Laundering Compliance Officer of the Trust and Fernanda Piedra became Anti-Money Laundering Compliance Officer of the Trust.

Effective as of the close of business on May 13, 2015, Valerie G. Brown and Donald C. Opatrny were appointed to serve as Trustees of the Trust.

Investment Advisor and Administrator BlackRock Advisors, LLC Wilmington, DE 19809	Accounting Agent and Transfer Agent BNY Mellon Investment Servicing (US) Inc. Wilmington, DE 19809	Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP Philadelphia, PA 19103	Address of the Trust 100 Bellevue Parkway Wilmington, DE 19809
Custodian The Bank of New York Mellon New York, NY 10286	Distributor BlackRock Investments, LLC New York, NY 10022	Legal Counsel Willkie Farr & Gallagher LLP New York, NY 10019

100 BLACKROCK FUNDS II APRIL 30, 2015

Additional Information

General Information

Householding

The Funds will mail only one copy of shareholder documents, including prospectuses, annual and semi-annual reports and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Funds at (800) 441-7762.

Availability of Quarterly Schedule of Investments

The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the SEC’s website at http://www.sec.gov and may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on how to access documents on the SEC’s website without charge may be obtained by calling (800) SEC-0330. The Funds’ Forms N-Q may also be obtained upon request and without charge by calling (800) 441-7762.

Availability of Proxy Voting Policies and Procedures

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available upon request and without charge (1) by calling (800) 441-7762; (2) at http://www.blackrock.com; and (3) on the SEC’s website at http://www.sec.gov.

Availability of Proxy Voting Record

Information about how the Funds voted proxies relating to securities held in the Funds’ portfolios during the most recent 12-month period ended June 30 is available upon request and without charge (1) at http://www.blackrock.com or by calling (800) 441-7762 and (2) on the SEC’s website at http://www.sec.gov.

BlackRock’s Mutual Fund Family

BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed income and tax-exempt investing. Visit http://www.blackrock.com for more information.

Shareholder Privileges

Account Information

Call us at (800) 441-7762 from 8:00 AM to 6:00 PM EST on any business day to get information about your account balances, recent transactions and share prices. You can also reach us on the Web at http://www.blackrock.com/funds.

Automatic Investment Plans

Investor Class shareholders who want to invest regularly can arrange to have $50 or more automatically deducted from their checking or savings account and invested in any of the BlackRock funds.

Systematic Withdrawal Plans

Investor Class shareholders can establish a systematic withdrawal plan and receive periodic payments of $50 or more from their BlackRock funds, as long as their account balance is at least $10,000.

Retirement Plans

Shareholders may make investments in conjunction with Traditional, Rollover, Roth, Coverdell, Simple IRAs, SEP IRAs and 403(b) Plans.

BLACKROCK FUNDS II APRIL 30, 2015 101

Additional Information (concluded)

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 non-public 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 non-public 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 websites.

BlackRock does not sell or disclose to non-affiliated third parties any non-public personal information about its Clients, except as permitted by law or as is necessary to respond to regulatory requests or to service Client accounts. These non-affiliated 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 non-public 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 non-public personal information of its Clients, including procedures relating to the proper storage and disposal of such information.

102 BLACKROCK FUNDS II APRIL 30, 2015

This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Funds unless preceded or accompanied by that Funds’ current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

LifeActive-4/15-SAR

Item 2 –	Code of Ethics – Not Applicable to this semi-annual report
Item 3 –	Audit Committee Financial Expert – Not Applicable to this semi-annual report
Item 4 –	Principal Accountant Fees and Services – Not Applicable to this semi-annual report
Item 5 –	Audit Committee of Listed Registrants – Not Applicable
Item 6 –	Investments
	(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1 of this Form.
	(b) Not Applicable due to no such divestments during the semi-annual period covered since the previous Form N-CSR filing.
Item 7 –	Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable
Item 8 –	Portfolio Managers of Closed-End Management Investment Companies – Not Applicable
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 –There have been no material changes to these procedures.
Item 11 –	Controls and Procedures
	(a) – The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended.
	(b) – There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12 –	Exhibits attached hereto
	(a)(1) – Code of Ethics – Not Applicable to this semi-annual report
	(a)(2) – Certifications – Attached hereto
	(a)(3) – Not Applicable
	(b) – Certifications – Attached hereto

2

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 Funds II

By:     /s/ John M. Perlowski                

John M. Perlowski

Chief Executive Officer (principal executive officer) of

BlackRock Funds II

Date: July 1, 2015

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/ John M. Perlowski                

John M. Perlowski

Chief Executive Officer (principal executive officer) of

BlackRock Funds II

Date: July 1, 2015

By:     /s/ Neal J. Andrews                   

Neal J. Andrews

Chief Financial Officer (principal financial officer) of

BlackRock Funds II

Date: July 1, 2015

3