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 811-02739
811-10179

Name of Fund: BlackRock Basic Value Fund, Inc. and Master Basic Value LLC

Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: Donald C. Burke, Chief Executive Officer, BlackRock Basic
Value Fund, Inc. and Master Basic Value LLC, 800 Scudders Mill Road, Plainsboro, NJ,
08536. Mailing address: P.O. Box 9011, Princeton, NJ, 08543-9011

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

Date of fiscal year end: 06/30/2008

Date of reporting period: 07/01/2007 – 06/30/2008

Item 1 – Report to Stockholders

EQUITIES FIXED INCOME REAL ESTATE LIQUIDITY ALTERNATIVES BLACKROCK SOLUTIONS

BlackRock Basic Value

Fund, Inc.

ANNUAL REPORT | JUNE 30, 2008

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE

Table of Contents
	Page
A Letter to Shareholders	3
Annual Report:
Fund Summary	4
About Fund Performance	6
Disclosure of Expenses	6
Fund Financial Statements:
Statement of Assets and Liabilities	7
Statement of Operations	8
Statements of Changes in Net Assets	9
Fund Financial Highlights	10
Fund Notes to Financial Statements	13
Report of Independent Public Accounting Firm	17
Important Tax Information (Unaudited)	17
Master LLC Portfolio Summary	18
Master LLC Financial Statements:
Schedule of Investments	19
Statement of Assets and Liabilities	21
Statement of Operations	22
Statements of Changes in Net Assets	23
Master LLC Financial Highlights	23
Master LLC Notes to Financial Statements	24
Report of Independent Public Accounting Firm	27
Disclosure of Investment Advisory Agreement and Subadvisory Agrement	28
Officers and Directors	32
Additional Information	36
Mutual Fund Family	38

2 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

A Letter to Shareholders

Dear Shareholder

Throughout the past year, investors were overwhelmed by lingering credit and financial market troubles, surging oil

prices and more recently, renewed inflation concerns. Healthy nonfinancial corporate profits and robust exporting

activity remained among the few bright spots, helping the economy to grow at a modest, but still positive, pace.

The Federal Reserve Board (the “Fed”) has been aggressive in its attempts to stoke economic growth and ease

financial market instability. In addition to slashing the target federal funds rate 325 basis points (3.25%) between

September 2007 and April 2008, the central bank introduced the new Term Securities Lending Facility, granted broker-

dealers access to the discount window and used its own balance sheet to help negotiate the sale of Bear Stearns.

As widely anticipated, the end of the period saw a pause in Fed action, as the central bank held the target rate steady

at 2.0% amid rising inflationary pressures.

As the Fed’s bold response to the financial crisis helped ease credit turmoil and investor anxiety, U.S. equity markets

sank sharply over the last six months, notwithstanding a brief rally in the spring. International markets were not immune

to the tumult, with most regions also registering declines.

Treasury securities also traded in a volatile fashion, but generally rallied (yields fell as prices correspondingly rose), with

investors continuing to seek safety as part of a broader flight to quality. The yield on 10-year Treasury issues, which fell

to 3.34% in March 2008, climbed up to the 4.20% range in mid-June as investors temporarily shifted out of Treasury

issues in favor of riskier assets (such as stocks and other high-quality fixed income sectors), then reversed course and

declined to 3.99% by period-end when credit fears re-emerged.

Tax-exempt issues eked out gains for the reporting period, but underperformed their taxable counterparts, as the group

continued to be pressured by problems among municipal bond insurers and the breakdown in the market for auction

rate securities.

The major benchmark indexes generated results that largely reflected heightened investor risk aversion:

Total Returns as of June 30, 2008	6-month	12-month
U.S. equities (S&P 500 Index)	(11.91)%	(13.12)%
Small cap U.S. equities (Russell 2000 Index)	(9.37)%	(16.19)%
International equities (MSCI Europe, Australasia, Far East Index)	(10.96)%	(10.61)%
Fixed income (Lehman Brothers U.S. Aggregate Index)	1.13%	7.12%
Tax-exempt fixed income (Lehman Brothers Municipal Bond Index)	0.02%	3.23%
High yield bonds (Lehman Brothers U.S. Corporate High Yield 2% Issuer Capped Index)	(1.08)%	(1.74)%

Past performance is no guarantee of future results. Index performance shown for illustrative purposes only. You cannot invest directly
in an index.

As you navigate today’s volatile markets, we encourage you to review your investment goals with your financial profes-

sional and to make portfolio changes, as needed. For more up-to-date commentary on the economy and financial

markets, we invite you to visit www.blackrock.com/funds. As always, we thank you for entrusting BlackRock with your

investment assets, and we look forward to continuing to serve you in the months and years ahead.

THIS PAGE NOT PART OF YOUR FUND REPORT

3

Fund Summary as of June 30, 2008 BlackRock Basic Value Fund, Inc.

Portfolio Management Commentary

How did the Fund perform?
_{•The Fund, through its investment in Master Basic Value LLC, achieved}
returns for the 12-month period that outpaced the benchmark S&P 500
Citigroup Value Index, but lagged the broad-market S&P 500 Index.

What factors influenced performance?
_{•Favorable stock selection in the consumer discretionary, industrials and}
health care sectors enhanced Fund performance for the annual period.
From a sector allocation perspective, the Fund benefited from an under-
weight in financials (particularly commercial banks, mortgages and real
estate development) and consumer discretionary (namely multi-line
retail). An overweight in energy also aided comparative results. Individual
holdings that had the greatest positive impact on relative returns includ-
ed Halliburton Co., BJ Services Co., International Business Machines
Corp. and Peabody Energy Corp.

_{•Detracting from Fund performance was stock selection within both}
the telecommunication services sector, where Qwest Communications
International Inc. underperformed, and the materials sector.

_{•In information technology (IT), the benefits reaped from overweighting the}
sector were not enough to offset the negative impact of stock selection,
most notably in the semiconductor, IT services, communications equip-
ment and computers & peripherals subsectors. Similarly, positive per-
formance resulting from an overweight in consumer staples (especially
food products and household durables), was partially offset by poor stock
selection in the sector. Individual holdings that negatively impacted per-
formance were Alcatel SA, Micron Technology, Inc. and Unisys Corp.

Describe recent portfolio activity.
_{•We increased the portfolio’s exposure to IT, financials and health care.}
We added to existing holdings within these sectors and initiated posi-
tions in Analog Devices, Inc., Lehman Brothers Holdings, Inc., MetLife,
Inc., Prudential Financial, Inc., Sallie Mae (SLM Corp.) and Cardinal
Health, Inc.

_{•We trimmed exposure to industrials during the reporting period.}
Additionally, the Master LLC sold GlaxoSmithKline Plc, Comcast Corp.,
Coca-Cola Enterprises, Inc., Sprint Nextel Corp. and XL Capital Ltd.

Describe portfolio positioning at period-end.
_{•As of June 30, 2008, the portfolio was overweight in IT, energy and}
health care, and was underweight in financials, utilities, industrials,
consumer discretionary and telecommunication services. The portfolio
was neutral in consumer staples and materials.

_{•The economy should continue with a slower rate of growth as earnings}
decelerate and credit worsens. The big question is whether the rest
of the globe will follow the U.S. into recession. Industries such as
autos, financials, housing and retail, among others, show signs of
recession. However, other industries outside of these areas continue
to show strength.

_{•Large-capitalization companies that export to faster-growing areas}
of the world continue to have great appeal. Nevertheless, for the first
time since 2003, we are employing a barbell approach, slowly increas-
ing our holdings in lower-quality, early-cycle cyclical areas (semicon-
ductors, among others) that have been negatively impacted. Adding
to financials for the first time in years is also part and parcel of early-
cycle additions. We believe many of these names have begun to
discount dire economic conditions.

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.

Expense Example

		Actual			Hypothetical2
	Beginning	Ending		Beginning	Ending
	Account Value	Account Value	Expenses Paid	Account Value	Account Value	Expenses Paid
	January 1, 2008	June 30, 2008	During the Period1	January 1, 2008	June 30, 2008	During the Period1
Institutional	$1,000	$875.90	$2.57	$1,000	$1,022.17	$2.77
Investor A	$1,000	$874.90	$3.92	$1,000	$1,020.72	$4.22
Investor B	$1,000	$871.20	$7.82	$1,000	$1,016.55	$8.42
Investor C	$1,000	$871.30	$7.68	$1,000	$1,016.70	$8.27
Class R	$1,000	$873.10	$5.68	$1,000	$1,018.83	$6.12

¹ For each class of the Fund, expenses are equal to the annualized expense ratio for the class (0.55% for Institutional, 0.84% for Investor A, 1.68% for Investor B, 1.65% for
Investor C and 1.22% for Class R), multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period shown). Because the
Fund is a feeder fund, the expense table example reflects the expenses of both the feeder fund and the master portfolio in which it invests.
² Hypothetical 5% annual return before expenses is calculated by pro-rating the number of days in the most recent fiscal half year divided by 366.
See “Disclosure of Expenses” on page 6 for further information on how expenses were calculated.

4 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2008

Total Return Based on a $10,000 Investment

¹ Assuming maximum sales charge, if any, transaction costs and other operating expenses, including advisory fees.
² The Fund invests all of its assets in Master Basic Value LLC. Master Basic Value LLC invests in securities, primarily equities, that management
of the Fund believes are undervalued and therefore represent basic investment value.
³ This unmanaged Index covers 500 industrial, utility, transportation and financial companies of the U.S. markets (mostly NYSE issues)
representing about 75% of NYSE market capitalization and 30% of NYSE issues. S&P 500 is a registered trademark of the McGraw-
Hill Companies.
⁴ This unmanaged Index is designed to provide a comprehensive measure of large-cap U.S. equity “value” performance. It is an unmanaged
float adjusted market capitalization weighted index comprised of stocks representing approximately half the market capitalization of the
S&P 500 Index that have been indentified as being on the value end of the growth-value spectrum.
Past performance is not indicative of future results.

Performance Summary for the Year Ended June 30, 2008

				Average Annual Total Returns1
		1 Year		5 Years		10 Years
	6-Month	w/o sales	w/sales	w/o sales	w/sales	w/o sales	w/sales
	Total Returns	charge	charge	charge	charge	charge	charge
Institutional	(12.41)%	(17.84)%	—	8.42%	—	4.59%	—
Investor A	(12.51)	(18.08)	(22.38)%	8.14	6.98%	4.32	3.76%
Investor B	(12.88)	(18.76)	(22.20)	7.29	6.99	3.68	3.68
Investor C	(12.87)	(18.71)	(19.48)	7.30	7.30	3.51	3.51
Class R	(12.69)	(18.37)	—	7.84	—	4.09	—
S&P 500 Index	(11.91)	(13.12)	—	7.58	—	2.88	—
S&P 500 Citigroup Value Index	(16.04)	(20.25)	—	8.76	—	3.59	—

¹ Assuming maximum sales charges. See “About Fund Performance” on page 6 for a detailed description of share classes, including any related sales charges and fees.
Past performance is not indicative of future results.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2008 5

About Fund Performance

_{•Institutional Shares are not subject to any sales charge. Institutional}
Shares bear no ongoing distribution or service fees and are available
only to eligible investors.

_{•Investor A Shares incur a maximum initial sales charge (front-end load)}
of 5.25% and a service fee of 0.25% per year (but no distribution fee).

_{•Investor B Shares are subject to a maximum contingent deferred sales}
charge of 4.50% declining to 0% after six years. In addition, Investor B
Shares are subject to a distribution fee of 0.75% per year and a service
fee of 0.25% per year. These shares automatically convert to Investor A
Shares after approximately eight years. (There is no initial sales charge
for automatic share conversions.) All returns for periods greater than
eight years reflect this conversion.

_{•Investor C Shares are subject to a distribution fee of 0.75% and a service}
fee of 0.25% per year. In addition, Investor C Shares are subject to a 1%
contingent deferred sales charge if redeemed within one year of purchase.

_{•Class R Shares do not incur a maximum initial sales charge (front-end}
load) or deferred sales charge. These shares are subject to a distribution
fee of 0.25% per year and a service fee of 0.25% per year. Class R
Shares are available only to certain retirement plans. Prior to inception,
Class R Share performance results are those of Institutional Shares
(which have no distribution or service fees) restated to reflect Class R
Share fees.

Disclosure of Expenses

Shareholders of this Fund may incur the following charges: (a) expenses
related to transactions, including sales charges, redemption fees and
exchange fees; and (b) operating expenses including advisory fees, distri-
bution fees including 12b-1 fees, and other Fund expenses. The expense
example on page 4 (which is based on a hypothetical investment of
$1,000 invested on January 1, 2008 and held through June 30, 2008)
is intended to assist shareholders both in calculating expenses based on
an investment in the Fund and in comparing these expenses with similar
costs of investing in other mutual funds.

The table provides 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 share class under the heading entitled “Expenses Paid During
the Period.”

Performance information reflects past performance and does not guar-
antee 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 the performance table on page 5 assume reinvestment of
all dividends and capital gain distributions, if any, at net asset value
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. Dividends 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.

The table also provides information about hypothetical account values
and hypothetical expenses based on the 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 this
Fund and other funds, compare the 5% hypothetical example with the 5%
hypothetical examples that appear in other funds’ shareholder reports.

The expenses shown in the table are intended to highlight shareholders’
ongoing costs only and do not reflect any transactional expenses, such as
sales charges, redemption fees or exchange fees. Therefore, the hypotheti-
cal table is 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.

6 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Statement of Assets and Liabilities	BlackRock Basic Value Fund, Inc.
June 30, 2008
Assets
Investment at value — Master Basic Value LLC (the “Master LLC”) (Cost — $4,708,373,918)	$5,844,491,741
Receivable from Master LLC	7,099,917
Capital shares sold receivable	5,796,231
Prepaid expenses	34,283
Total assets	5,857,422,172
Liabilities
Capital shares redeemed payable	12,896,148
Other affiliates payable	1,829,497
Distribution fees payable	1,367,612
Other accrued expenses payable	120,293
Officer payable	4,652
Total liabilities	16,218,202
Net Assets
Net assets	$5,841,203,970
Net Assets Consist of
Institutional Shares, $0.10 par value, 400,000,000 shares authorized	$ 10,419,381
Investor A Shares, $0.10 par value, 200,000,000 shares authorized	7,810,100
Investor B Shares, $0.10 par value, 400,000,000 shares authorized	1,540,707
Investor C Shares, $0.10 par value, 200,000,000 shares authorized	2,772,756
Class R Shares, $0.10 par value, 400,000,000 shares authorized	110,556
Paid-in capital in excess of par	4,597,742,344
Undistributed net investment income	54,674,457
Accumulated net realized gain allocated from the Master LLC	30,015,846
Net unrealized appreciation/depreciation allocated from the Master LLC	1,136,117,823
Net assets	$5,841,203,970
Net Asset Value
Institutional — Based on net assets of $2,721,795,021 and 104,193,811 shares outstanding	$ 26.12
Investor A — Based on net assets of $2,026,094,862 and 78,100,998 shares outstanding	$ 25.94
Investor B — Based on net assets of $389,811,572 and 15,407,070 shares outstanding	$ 25.30
Investor C — Based on net assets of $675,653,731 and 27,727,558 shares outstanding	$ 24.37
Class R — Based on net assets of $27,848,784 and 1,105,560 shares outstanding	$ 25.19

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

7

Statement of Operations	BlackRock Basic Value Fund, Inc.
Year Ended June 30, 2008
Investment Income
Net investment income allocated from the Master LLC:
Dividends	$ 160,365,187
Interest from affiliates	5,965,409
Securities lending	2,686,547
Expenses	(31,563,551)
Total income	137,453,592
Expenses
Service — Investor A	6,094,693
Service and distribution — Investor B	5,527,657
Service and distribution — Investor C	8,090,426
Service and distribution — Class R	171,509
Transfer agent — Institutional	3,378,380
Transfer agent — Investor A	3,329,401
Transfer agent — Investor B	1,274,939
Transfer agent — Investor C	1,530,210
Transfer agent — Class R	82,918
Printing	393,228
Professional	155,636
Registration	103,182
Officer and Directors	23,369
Miscellaneous	33,013
Total expenses	30,188,561
Net investment income	107,265,031
Realized and Unrealized Gain (Loss) Allocated from the Master LLC
Net realized gain on investments and options written	521,979,113
Net change in unrealized appreciation/depreciation on investments	(2,043,639,498)
Total realized and unrealized loss	(1,521,660,385)
Net Decrease in Net Assets Resulting from Operations	$(1,414,395,354)

See Notes to Financial Statements.

8 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Statements of Changes in Net Assets	BlackRock Basic Value Fund, Inc.
	Year Ended
	June 30,
Increase (Decrease) in Net Assets:	2008	2007
Operations
Net investment income	$ 107,265,031	$ 108,468,628
Net realized gain	521,979,113	679,387,077
Net change in unrealized appreciation/depreciation	(2,043,639,498)	999,166,510
Net increase (decrease) in net assets resulting from operations	(1,414,395,354)	1,787,022,215
Dividends and Distributions to Shareholders From
Net investment income:
Institutional	(32,835,680)	(90,891,682)
Investor A	(18,429,627)	(50,933,522)
Investor B	(1,294,782)	(6,050,839)
Investor C	(2,876,816)	(8,445,877)
Class R	(201,332)	(541,265)
Net realized gain:
Institutional	(210,850,845)	(626,220,024)
Investor A	(145,029,284)	(414,731,739)
Investor B	(33,941,670)	(133,673,033)
Investor C	(50,862,726)	(143,384,675)
Class R	(2,085,725)	(5,296,869)
Decrease in net assets resulting from dividends and distributions to shareholders	(498,408,487)	(1,480,169,525)
Capital Share Transactions
Net increase (decrease) in net assets derived from capital share transactions	(752,444,648)	626,685,603
Net Assets
Total increase (decrease) in net assets	(2,665,248,489)	933,538,293
Beginning of year	8,506,452,459	7,572,914,166
End of year	$5,841,203,970	$8,506,452,459
End of year undistributed net investment income	$ 54,674,457	$ 3,047,663

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

9

Financial Highlights												BlackRock Basic Value Fund, Inc.
					Institutional							Investor A
				Year Ended June 30,							Year Ended June 30,
		2008		2007	2006		2005	2004	2008		2007	2006		2005	2004
Per Share Operating Performance
Net asset value, beginning
of year	$ 33.96		$ 32.87		$ 31.19	$ 31.89		$ 25.83	$ 33.78	$ 32.69		$ 31.03	$ 31.74		$ 25.72
Net investment income1		0.54		0.55	0.48		0.46	0.40	0.45		0.46	0.40		0.38	0.33
Net realized and unrealized
gain (loss)		(6.28)		6.98	3.18		0.64	6.06	(6.24)		6.95	3.16		0.63	6.02
Net increase (decrease) from
investment operations		(5.74)		7.53	3.66		1.10	6.46	(5.79)		7.41	3.56		1.01	6.35
Dividends and distributions
from:
Net investment income		(0.28)		(0.80)	(0.47)		(0.43)	(0.40)	(0.23)		(0.68)	(0.39)		(0.35)	(0.33)
Net realized gain		(1.82)		(5.64)	(1.51)		(1.37)	—	(1.82)		(5.64)	(1.51)		(1.37)	—
Total dividends and
distributions		(2.10)		(6.44)	(1.98)		(1.80)	(0.40)	(2.05)		(6.32)	(1.90)		(1.72)	(0.33)
Net asset value,
end of year	$ 26.12		$ 33.96		$ 32.87	$ 31.19		$ 31.89	$ 25.94	$ 33.78		$ 32.69	$ 31.03		$ 31.74
Total Investment Return2
Based on net asset value		(17.84)%		25.11%	12.18%3		3.77%	25.23%	(18.08)%		24.81%	11.89%3		3.49%	24.90%
Ratios to Average Net Assets4
Total expenses		0.53%		0.54%	0.57%		0.57%	0.56%	0.82%		0.80%	0.82%		0.82%	0.81%
Net investment income		1.76%		1.63%	1.52%		1.49%	1.36%	1.48%		1.37%	1.28%		1.24%	1.11%
Supplemental Data
Net assets,
end of year (000)	$2,721,795		$4,071,437		$3,655,602	$3,992,702		$4,220,353	$2,026,095	$2,759,567		$2,266,626	$2,242,881		$2,223,869
Portfolio turnover of the
Master LLC		45%		31%	42%		45%	33%	45%		31%	42%		45%	33%

1	Based on average shares outstanding.
2	Total investment returns exclude the effects of any sales charges.
3	A portion of total investment return consists of payments by the previous investment advisor to the Master LLC for compensation as a result of a securities class action entitlement recovery and as a result of a corporate action, which increased the return by 0.10%. Excluding these items, the total return would have been 12.08% for Institutional Shares and 11.79% for Investor A Shares.
4	Includes the Fund’s share of the Master LLC’s allocated expenses and/or net investment income.

See Notes to Financial Statements.

10 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Financial Highlights (continued)												BlackRock Basic Value Fund, Inc.
					Investor B							Investor C
				Year Ended June 30,							Year Ended June 30,
		2008		2007		2006		2005	2004	2008	2007	2006		2005	2004
Per Share Operating Performance
Net asset value, beginning
of year	$ 33.10		$ 32.00		$ 30.39		$ 31.08		$ 25.19	$ 31.97	$31.15	$ 29.66	$ 30.42		$ 24.68
Net investment income1		0.19		0.19		0.15		0.14	0.10	0.19	0.19	0.15		0.14	0.09
Net realized and unrealized
gain (loss)		(6.10)		6.80		3.09		0.62	5.92	(5.87)	6.60	3.01		0.61	5.79
Net increase (decrease) from
investment operations		(5.91)		6.99		3.24		0.76	6.02	(5.68)	6.79	3.16		0.75	5.88
Dividends and distributions
from:
Net investment income		(0.07)		(0.25)		(0.12)		(0.08)	(0.13)	(0.10)	(0.33)	(0.16)		(0.14)	(0.14)
Net realized gain		(1.82)		(5.64)		(1.51)		(1.37)	—	(1.82)	(5.64)	(1.51)		(1.37)	—
Total dividends and
distributions		(1.89)		(5.89)		(1.63)		(1.45)	(0.13)	(1.92)	(5.97)	(1.67)		(1.51)	(0.14)
Net asset value,
end of year	$ 25.30		$ 33.10		$ 32.00		$ 30.39		$ 31.08	$ 24.37	$ 31.97	$ 31.15	$ 29.66		$ 30.42
Total Investment Return2
Based on net asset value		(18.76)%		23.82%		11.01%3		2.72%	23.95%	(18.71)%	23.83%	11.02%3		2.70%	23.93%
Ratios to Average Net Assets4
Total expenses		1.66%		1.59%		1.59%		1.59%	1.58%	1.62%	1.58%	1.59%		1.59%	1.59%
Net investment income		0.62%		0.59%		0.50%		0.47%	0.35%	0.68%	0.59%	0.50%		0.46%	0.33%
Supplemental Data
Net assets,
end of year (000)	$ 389,812		$ 729,334		$ 860,121		$ 1,212,392		$ 1,594,286	$ 675,654	$906,972	$ 763,451	$ 743,882		$ 679,667
Portfolio turnover of the
Master LLC		45%		31%		42%		45%	33%	45%	31%	42%		45%	33%

1	Based on average shares outstanding.
2	Total investment returns exclude the effects of sales charges.
3	A portion of total investment return consists of payments by the previous investment advisor to the Master LLC for compensation as a result of a securities class action entitlement recovery and as a result of a corporate action, which increased the return by 0.10%. Excluding these items, the total return would have been 10.91% for Investor B Shares and 10.92% for Investor C Shares.
4	Includes the Fund’s share of the Master LLC’s allocated expenses and/or net investment income.

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

11

Financial Highlights (concluded)				BlackRock Basic Value Fund, Inc.
				Class R
			Year Ended June 30,
	2008		2007	2006		2005	2004
Per Share Operating Performance
Net asset value, beginning of year	$ 32.92	$ 31.98		$ 30.41	$ 31.17		$ 25.36
Net investment income1	0.33		0.35	0.32		0.30	0.25
Net realized and unrealized gain (loss)	(6.06)		6.79	3.08		0.63	5.93
Net increase (decrease) from investment operations	(5.73)		7.14	3.40		0.93	6.18
Dividends and distributions from:
Net investment income	(0.18)		(0.56)	(0.32)		(0.32)	(0.37)
Net realized gain	(1.82)		(5.64)	(1.51)		(1.37)	—
Total dividends and distributions	(2.00)		(6.20)	(1.83)		(1.69)	(0.37)
Net asset value, end of year	$ 25.19	$ 32.92		$ 31.98	$ 30.41		$ 31.17
Total Investment Return
Based on net asset value	(18.37)%		24.46%	11.59%2		3.28%	24.58%
Ratios to Average Net Assets3
Total expenses	1.18%		1.09%	1.07%		1.07%	1.07%
Net investment income	1.12%		1.08%	1.02%		0.98%	0.80%
Supplemental Data
Net assets, end of year (000)	$ 27,849	$ 39,143		$ 27,114	$ 24,817		$ 13,821
Portfolio turnover of the Master LLC	45%		31%	42%		45%	33%

1	Based on average shares outstanding.
2	A portion of total investment return consists of payments by the previous investment advisor to the Master LLC for compensation as a result of a securities class action entitlement recovery and as a result of a corporate action, which increased the return by 0.10%. Excluding these items, the total return would have been 11.49% for Class R Shares.
3	Includes the Fund’s share of the Master LLC’s allocated expenses and/or net investment income.

See Notes to Financial Statements.

12 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Notes to Financial Statements BlackRock Basic Value Fund, Inc.

1. Significant Accounting Policies:

BlackRock Basic Value Fund, Inc. (the “Fund”) is registered under the
Investment Company Act of 1940, as amended (the “1940 Act”), as a
diversified, open-end management investment company. The Fund seeks
to achieve its investment objective by investing all of its assets in Master
Basic Value LLC (the “Master LLC”), which has the same investment
objective and strategies as the Fund. The value of the Fund’s investment
in the Master LLC reflects the Fund’s proportionate interest in the net
assets of the Master LLC. The performance of the Fund is directly affect-
ed by the performance of the Master LLC. The financial statements of
the Master LLC, including the Schedule of Investments, are included
elsewhere in this report and should be read in conjunction with the
Fund’s financial statements. The Fund’s financial statements are pre-
pared in conformity with accounting principles generally accepted in the
United States of America, which may require the use of management
accruals and estimates. Actual results may differ from these estimates.
The percentage of the Master LLC owned by the Fund at June 30, 2008
was 99.9% . The Fund offers multiple classes of shares. Institutional
Shares are sold without a sales charge and only to certain eligible
investors. Investor A Shares are generally sold with a front-end sales
charge. Investor B and Investor C Shares may be subject to a contin-
gent deferred sales charge. Class R Shares are available only to certain
retirement plans. All classes of shares have identical voting, dividend,
liquidation and other rights and the same terms and conditions, except
that Investor A, Investor B, Investor C and Class R Shares bear certain
expenses related to the shareholder servicing of such shares, and
Investor B, Investor C and Class R Shares also bear certain expenses
related to the distribution of such shares. Each class has exclusive vot-
ing rights with respect to matters relating to its shareholder servicing
and distribution expenditures (except that Investor B shareholders may
vote on material changes to the Investor A distribution plan).

The following is a summary of significant accounting policies followed by
the Fund:

Valuation of Investments: The Fund records its investment in the Master
LLC at fair value. Valuation of securities held by the Master LLC is dis-
cussed in Note 1 of the Master LLC’s Notes to Financial Statements,
which are included elsewhere in this report.

Investment Transactions and Net Investment Income: Investment trans-
actions in the Master LLC are accounted for on a trade date basis. The
Fund records daily its proportionate share of the Master LLC’s income,
expenses and realized and unrealized gains and losses. In addition, the
Fund accrues its own expenses. Income and realized and unrealized
gains and losses are allocated daily to each class based on its relative
net asset.

Dividends and Distributions to Shareholders: Dividends and distribu-
tions paid by the Fund are recorded on the ex-dividend dates.

Income Taxes: It is the Fund’s policy to comply with the requirements of
the Internal Revenue Code applicable to regulated investment compa-
nies and to distribute substantially all of its taxable income to its share-
holders. Therefore, no federal income tax provision is required.

Effective December 31, 2007, the Fund implemented Financial
Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting
for Uncertainty in Income Taxes — an interpretation of FASB Statement
No. 109” (“FIN 48”). FIN 48 prescribes the minimum recognition thresh-
old a tax position must meet in connection with accounting for uncer-
tainties in income tax positions taken or expected to be taken by an
entity, including investment companies, before being measured and
recognized in the financial statements. The administrator has evaluated
the application of FIN 48 to the Fund and has determined that the
adoption of FIN 48 does not have a material impact on the Fund’s
financial statements. The 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 Fund’s U.S. federal tax returns remains
open for the years ended June 30, 2005 through June 30, 2007. The
statute of limitations on the Fund’s state and local tax returns may
remain open for an additional year depending upon the jurisdiction.

Recent Accounting Pronouncements: In September 2006, Statement
of Financial Accounting Standards No. 157, “Fair Value Measurements”
(“FAS 157”), was issued and is in effect for fiscal years beginning after
November 15, 2007. FAS 157 defines fair value, establishes a frame-
work for measuring fair value and expands disclosures about fair value
measurements. The impact on the Fund’s financial disclosures, if any, is
currently being assessed.

In addition, in February 2007, Statement of Financial Accounting
Standards No. 159, “The Fair Value Option for Financial Assets and
Financial Liabilities” (“FAS 159”) was issued and is in effect for fiscal
years beginning after November 15, 2007. FAS 159 permits entities to
choose to measure many financial instruments and certain other items
at fair value that are not currently required to be measured at fair value.
FAS 159 also establishes presentation and disclosure requirements
designed to facilitate comparisons between entities that choose different
measurement attributes for similar types of assets and liabilities. The
impact on the Fund’s financial statement disclosures, if any, is currently
being assessed.

In March 2008, Statement of Financial Accounting Standards No. 161,
“Disclosures about Derivative Instruments and Hedging Activities — an
amendment of FASB Statement No. 133” (“FAS 161”) was issued and is
effective for fiscal years beginning after November 15, 2008. FAS 161 is

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

13

Notes to Financial Statements (continued) BlackRock Basic Value Fund, Inc.

intended to improve financial reporting for derivative instruments by
requiring enhanced disclosure that enables investors to understand how
and why an entity uses derivatives, how derivatives are accounted for,
and how derivative instruments affect an entity’s results of operations
and financial position. The impact of the Fund’s financial statement dis-
closures, if any, is currently being assessed.

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

2. Transactions with Affiliates:

The Fund has entered into an Administration Agreement with BlackRock
Advisors, LLC (the “Administrator”), an indirect, wholly owned subsidiary
of BlackRock, Inc., to provide administrative services (other than invest-
ment advice and related portfolio activities). Currently the Fund pays the
Administrator no fees pursuant to this agreement. Merrill Lynch & Co.,
Inc. (“Merrill Lynch”) and The PNC Financial Services Group, Inc. (“PNC”)
are the principal owners of BlackRock, Inc.

The Fund has also entered into separate Distribution Agreements and
Distribution Plans with FAM Distributors, Inc. (“FAMD”) and BlackRock
Distributors, Inc. and its affiliates (“BDI”) (collectively, the “Distributor”).
FAMD is a wholly owned subsidiary of Merrill Lynch Group, Inc., and BDI
is an affiliate of BlackRock, Inc.

Pursuant to the Distribution Plans adopted by the Fund in accordance
with Rule 12b-1 under the 1940 Act, the Fund pays the Distributor serv-
ice and distribution fees. The fees are accrued daily and paid monthly at
annual rates based upon the average daily net assets of the shares of
the Fund as follows:

	Service	Distribution
	Fee	Fee
Investor A	0.25%	—
Investor B	0.25%	0.75%
Investor C	0.25%	0.75%
Class R	0.25%	0.25%

Pursuant to sub-agreements with the Distributor, broker-dealers,
including Merrill Lynch, Pierce, Fenner & Smith Incorporated
(“MLPF&S”) a wholly owned subsidiary of Merrill Lynch, and the
Distributor provide shareholder servicing and distribution services to
the Fund. The ongoing service fee and/or distribution fee compensates
the Distributor and each broker-dealer for providing shareholder ser-
vicing and/or distribution related services to Investor A, Investor B,
Investor C and Class R shareholders.

For the year ended June 30, 2008, the Distributor earned under-
writing discounts and direct commissions and its affiliates earned
dealer concessions on sales of the Fund’s Investor A Shares, which
totaled $677,621, and affiliates received contingent deferred sales
charges of $332,265 and $83,871 relating to transactions in Investor B
and Investor C Shares, respectively. Furthermore, affiliates received
contingent deferred sales charges of $9,603 relating to transactions
subject to front-end sales charge waivers in Investor A Shares. These
amounts include payments to Hilliard Lyons, which was considered to
be an affiliate for a portion of the year.

Pursuant to written agreements, certain affiliates provide certain Funds
with sub-accounting, recordkeeping, sub-transfer agency and other
administrative services with respect to sub-accounts they service. For
these services, these affiliates receive an annual fee per shareholder
account which will vary depending on share class. For the year ended
June 30, 2008, the Fund paid $7,856,670 in return for these services.

PNC Global Investment Servicing (U.S.) Inc., formerly PFPC Inc., an
indirect, wholly owned subsidiary of PNC and an affiliate of the Admini-
strator, is the Fund’s transfer agent. Each class of the Fund bears the
costs of transfer agent fees associated with such respective classes.
Transfer agency fees borne by each class of the Fund are comprised of
those fees charged for all shareholder communications including the
mailing of shareholder reports, dividend and distribution notices, and
proxy materials for shareholders meetings, as well as per account and
per transaction fees related to servicing and maintenance of shareholder
accounts, including the issuing, redeeming and transferring of shares of
each class of the Fund, 12b-1 fee calculation, check writing, anti-money
laundering services, and customer identification services.

The Administrator maintains a call center, which is responsible for pro-
viding certain shareholder services to the Fund, such as responding to
shareholder inquiries and processing transactions based upon instruc-
tions from shareholders with respect to the subscription and redemption
of Fund shares. During the year ended June 30, 2008, the following
amounts have been accrued by the Fund to reimburse the Administrator
for costs incurred running the call center, which are a component of the
transfer agent fees in the accompanying Statement of Operations:

	Call Center
	Fees
Institutional	$23,459
Investor A	$30,535
Investor B	$ 8,317
Investor C	$ 9,557
Class R	$ 251

Certain officers and/or directors of the Fund are officers and/or directors
of BlackRock, Inc. or its affiliates.

14 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Notes to Financial Statements (continued) BlackRock Basic Value Fund, Inc.

3. Income Tax Information:

The tax character of distributions paid during the fiscal years ended
June 30, 2008 and June 30, 2007 was as follows:

	6/30/2008	6/30/2007
Distributions paid from:
Ordinary income	$101,149,165	$ 380,286,483
Net long-term capital gains	397,259,322	1,099,883,042
Total taxable distributions	$498,408,487	$1,480,169,525
As of June 30, 2008, the components of accumulated earnings on a tax
basis were as follows:
Undistributed ordinary net income		$ 52,627,364
Undistributed long-term net capital gains		93,994,930
Total undistributed net earnings		146,622,294
Capital loss carryforward		(8,227)*
Net unrealized gains		1,074,194,059**
Total accumulated net earnings		$1,220,808,126

4. Acquisition of BlackRock Basic Value Fund II, Inc.:

On June 18, 2007, the Fund acquired substantially all of the assets
and assumed substantially all of the liabilities of BlackRock Basic Value
Fund II, Inc. (“Basic Value II”), pursuant to a plan of reorganization. The
acquisition was accomplished by a tax-free exchange of 270,206 shares
of common stock of Basic Value II for 126,858 shares of common stock
of the Fund. Basic Value II’s net assets on that date of $4,304,545,
including $359,909 of net accumulated realized capital losses and
$2,965,508 of net unrealized appreciation were combined with those
of the Fund. The aggregate net assets immediately after the acquisition
amounted to $8,778,939,281.

* On June 30, 2008, the Fund had net capital loss carryforward of $8,227, all of
which expires in 2010. This amount will be available to offset like amounts of
any future taxable gains.
** The difference between book-basis and tax-basis net unrealized gains is attribu-
table primarily to the tax deferral of losses on wash sales, the tax deferral of losses
on straddles and the timing of income recognition on partnership interests.

5. Capital Share Transactions:
Transactions in capital shares for each class were as follows:
	Year Ended			Year Ended
	June 30, 2008			June 30, 2007
	Shares		Amount	Shares		Amount
Institutional
Shares sold	13,980,368	$ 418,812,576		16,047,597	$ 541,111,421
Shares issued resulting from reorganization	—		—	151		5,194
Shares issued to shareholders in reinvestment of dividends
and distributions	7,285,389		226,137,570	20,428,376		661,886,244
Total issued	21,265,757		644,950,146	36,476,124	1,203,002,859
Shares redeemed	(36,967,297)	(1,084,515,563)		(27,805,558)		(937,947,530)
Net increase (decrease)	(15,701,540)	$ (439,565,417)		8,670,566	$ 265,055,329
Investor A
Shares sold and automatic conversion of shares	10,606,602	$ 319,907,553		16,596,722	$ 556,770,709
Shares issued resulting from reorganization	—		—	87,134		2,989,624
Shares issued to shareholders in reinvestment of dividends
and distributions	4,772,054		147,284,060	12,972,490		418,852,722
Total issued	15,378,656		467,191,613	29,656,346		978,613,055
Shares redeemed	(18,973,165)		(567,821,408)	(17,292,443)		(581,223,002)
Net increase (decrease)	(3,594,509)	$ (100,629,795)		12,363,903	$ 397,390,053

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

15

Notes to Financial Statements (concluded)				BlackRock Basic Value Fund, Inc.
	Year Ended			Year Ended
	June 30, 2008			June 30, 2007
	Shares		Amount	Shares		Amount
Investor B
Shares sold	1,375,035	$ 40,678,829		2,344,134	$ 76,770,164
Shares issued resulting from reorganization	—		—	21,095		709,459
Shares issued to shareholders in reinvestment of dividends
and distributions	1,069,890		32,391,163	4,048,929		127,380,237
Total issued	2,444,925		73,069,992	6,414,158		204,859,860
Shares redeemed and automatic conversion of shares	(9,072,515)		(268,510,355)	(11,256,091)		(369,014,747)
Net decrease	(6,627,590)	$ (195,440,363)		(4,841,933)	$ (164,154,887)
Investor C
Shares sold	3,711,488	$ 105,711,256		3,931,440	$ 125,237,099
Shares issued resulting from reorganization	—		—	18,478		600,268
Shares issued to shareholders in reinvestment of dividends
and distributions	1,701,515		49,581,265	4,533,999		138,718,355
Total issued	5,413,003		155,292,521	8,483,917		264,555,722
Shares redeemed	(6,053,227)		(169,997,824)	(4,622,643)		(147,290,507)
Net increase (decrease)	(640,224)	$ (14,705,303)		3,861,274	$ 117,265,215
Class R
Shares sold	546,707	$ 16,370,482		587,695	$ 19,481,369
Shares issued to shareholders in reinvestment of dividends
and distributions	76,088		2,285,601	126,981		3,920,229
Total issued	622,795		18,656,083	714,676		23,401,598
Shares redeemed	(706,374)		(20,759,853)	(373,348)		(12,271,705)
Net increase (decrease)	(83,579)	$ (2,103,770)		341,328	$ 11,129,893

16 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Report of Independent Registered Public Accounting Firm BlackRock Basic Value Fund, Inc.

To the Shareholders and Board of Directors
of BlackRock Basic Value Fund, Inc.:

We have audited the accompanying statement of assets and liabilities
of BlackRock Basic Value Fund, Inc. (the “Fund”) as of June 30, 2008,
and the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the five years
in the period then ended. These financial statements and financial high-
lights are the responsibility of the Fund’s management. Our responsibility
is to express an opinion on these financial statements and financial
highlights based on our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assur-
ance about whether the financial statements and financial highlights are
free of material misstatement. The Fund is not required to have, nor were
we engaged to perform, an audit of its internal control over financial
reporting. Our audits included consideration of internal control over
financial reporting as a basis for designing audit procedures that are

appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Fund’s internal control over finan-
cial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights present
fairly, in all material respects, the financial position of BlackRock Basic
Value Fund, Inc. as of June 30, 2008, the results of its operations for the
year then ended, the changes in its net assets for each of the two years
in the period then ended, and the financial highlights for each of the five
years in the period then ended, in conformity with accounting principles
generally accepted in the United States of America.

Deloitte & Touche LLP
Princeton, New Jersey
August 22, 2008

Important Tax Information (Unaudited)

The following information is provided with respect to the ordinary income distributions paid by BlackRock Basic Value Fund, Inc. during the taxable
year ended June 30, 2008:

	Record Date	September 17, 2007	December 5, 2007
	Payable Date	September 19, 2007	December 7, 2007
Qualified Dividend Income for Individuals*		59.82%	100%
Dividends Qualifying for the Dividends Received Deduction for Corporations*		50.63%	93.99%
Short-Term Capital Gain Dividends for Non-U.S. Residents**		87.68%	31.17%

* The Fund hereby designates the percentage indicated above or the maximum amount allowable by law.
** Represents the portion of the taxable ordinary income dividends eligible for exemption from U.S. withholding tax for nonresident aliens and foreign corporations.

Additionally, the Fund distributed long-term capital gains of $0.113219 per share and $1.520639 per share to shareholders of record on
September 17, 2007, and December 5, 2007, respectively.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

17

Master Portfolio Summary Master Basic Value LLC

Fund Profile as of June 30, 2008

Ten Largest Holdings	Percent of
(Equity Investments)	Net Assets
Exxon Mobil Corp.	5%
Bristol-Myers Squibb Co.	4
Time Warner, Inc.	4
Halliburton Co.	3
International Business Machines Corp.	3
JPMorgan Chase & Co.	3
Xerox Corp.	3
The Travelers Cos., Inc.	3
BJ Services Co.	3
Unilever NV	3

Five Largest Industries	Percent of
(Equity Investments)	Net Assets
Pharmaceuticals	9%
Semiconductors & Semiconductor Equipment	8
Oil, Gas & Consumable Fuels	8
Insurance	8
Food Products	7

For Master LLC compliance purposes, the Master LLC’s industry classifications
refer to any one or more or the industry sub-classifications, used by one or more
widely recognized market indexes or ratings group indexes, and/or as defined by
Master LLC management. This definition may not apply for purposes of this
report, which may combine industry sub-classifications for reporting ease. These
industry classifications are unaudited.

	Percent of
	Long-Term
Investment Criteria	Investments
Above-Average Yield	37%
Low Price-to-Book Value	25
Below-Average Price/Earnings Ratio	24
Special Situations	12
Price-to-Cash Flow	2

18 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Schedule of Investments June 30, 2008		Master Basic Value LLC		(Percentages shown are based on Net Assets)
Industry	Common Stocks		Shares		Value	Percent
Above-Average Yield
Diversified Telecommunication Services	AT&T Inc.		3,691,797		$ 124,376,641	2.1%
Metals & Mining	Alcoa, Inc.		2,984,800		106,318,576	1.8
Semiconductors & Semiconductor Equipment	Analog Devices, Inc.		2,102,400		66,793,248	1.1
Capital Markets	The Bank of New York Mellon Corp.		2,803,794		106,067,527	1.8
Pharmaceuticals	Bristol-Myers Squibb Co.		10,521,600		216,008,448	3.7
Oil, Gas & Consumable Fuels	Chevron Corp.		1,040,700		103,164,591	1.8
Household Products	Clorox Co.		580,100		30,281,220	0.5
Multi-Utilities	Dominion Resources, Inc. (a)		1,572,700		74,687,523	1.3
Chemicals	The Dow Chemical Co.		697,200		24,339,252	0.4
Chemicals	E.I. du Pont de Nemours & Co. (a)		3,404,600		146,023,294	2.5
Oil, Gas & Consumable Fuels	Exxon Mobil Corp.		3,033,900		267,377,607	4.6
Industrial Conglomerates	General Electric Co.		4,073,000		108,708,370	1.9
Food Products	General Mills, Inc. (a)		2,203,900		133,931,003	2.3
Aerospace & Defense	Honeywell International, Inc.		1,178,400		59,249,952	1.0
Diversified Financial Services	JPMorgan Chase & Co.		5,304,192		181,986,828	3.1
Pharmaceuticals	Johnson & Johnson		1,048,400		67,454,056	1.2
Pharmaceuticals	Pfizer, Inc.		3,394,400		59,300,168	1.0
Electric Utilities	The Southern Co. (a)		2,180,100		76,129,092	1.3
Diversified Telecommunication Services	Verizon Communications, Inc. (a)		3,228,600		114,292,440	2.0
Pharmaceuticals	Wyeth		1,747,500		83,810,100	1.4
					2,150,299,936	36.8
Below-Average Price/Earnings Ratio
Insurance	American International Group, Inc. (a)		2,212,700		58,548,042	1.0
Diversified Financial Services	Bank of America Corp. (a)		2,359,000		56,309,330	1.0
Health Care Providers & Services	Cardinal Health, Inc.		951,283		49,067,177	0.8
Diversified Financial Services	Citigroup, Inc.		2,686,200		45,020,712	0.8
Computers & Peripherals	Hewlett-Packard Co.		3,262,000		144,213,020	2.4
Food Products	Kraft Foods, Inc. (a)		4,743,200		134,944,040	2.3
Insurance	MetLife, Inc.		1,078,700		56,922,999	1.0
Capital Markets	Morgan Stanley		3,515,000		126,786,050	2.2
Multiline Retail	Nordstrom, Inc.		901,000		27,300,300	0.5
Aerospace & Defense	Northrop Grumman Corp.		1,378,700		92,235,030	1.6
Insurance	Prudential Financial, Inc.		713,300		42,612,542	0.7
Consumer Finance	SLM Corp. (b)		680,000		13,158,000	0.2
Insurance	The Travelers Cos., Inc.		3,729,976		161,880,959	2.8
Food Products	Unilever NV (c)		5,197,900		147,620,360	2.5
IT Services	Unisys Corp. (b)		13,275,575		52,438,521	0.9
Media	Viacom, Inc. Class B (b)		962,400		29,391,696	0.5
Office Electronics	Xerox Corp.		12,106,271		164,161,035	2.8
					1,402,609,813	24.0
Low Price-to-Book Value
Oil, Gas & Consumable Fuels	Anadarko Petroleum Corp.		596,800		44,664,512	0.8
Machinery	Deere & Co.		1,382,600		99,726,938	1.7
Semiconductors & Semiconductor Equipment	Fairchild Semiconductor International, Inc. (b)		5,000,212		58,652,487	1.0
Energy Equipment & Services	Halliburton Co. (a)		3,796,600		201,485,562	3.4
Insurance	Hartford Financial Services Group, Inc.		1,800,200		116,238,914	2.0
Household Products	Kimberly-Clark Corp.		2,047,100		122,375,638	2.1
Capital Markets	Lehman Brothers Holdings, Inc. (a)		2,347,900		46,511,899	0.8
Semiconductors & Semiconductor Equipment	LSI Corp. (a)(b)		22,599,715		138,762,250	2.4
Semiconductors & Semiconductor Equipment	Micron Technology, Inc. (a)(b)		17,365,300		104,191,800	1.8
Aerospace & Defense	Raytheon Co. (a)		2,348,694		132,184,498	2.2
Media	Time Warner, Inc.		13,732,900		203,246,920	3.5
Industrial Conglomerates	Tyco International Ltd.		1,578,025		63,184,121	1.1
Media	Walt Disney Co.		2,821,400		88,027,680	1.5
Commercial Banks	Wells Fargo & Co. (a)		961,200		22,828,500	0.4
					1,442,081,719	24.7
See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

19

Schedule of Investments (concluded)		Master Basic Value LLC		(Percentages shown are based on Net Assets)
Industry	Common Stocks		Shares		Value	Percent
Price-to-Cash Flow
Oil, Gas & Consumable Fuels	Peabody Energy Corp. (a)		730,922		$ 64,357,682	1.1%
Diversified Telecommunication Services	Qwest Communications International Inc. (a)		19,428,800		76,355,184	1.3
					140,712,866	2.4
Special Situations
Energy Equipment & Services	BJ Services Co. (a)		4,781,100		152,708,334	2.6
Health Care Equipment & Supplies	Baxter International, Inc.		1,004,800		64,246,912	1.1
Health Care Equipment & Supplies	Covidien Ltd.		1,555,825		74,508,459	1.3
Semiconductors & Semiconductor Equipment	Intel Corp.		5,374,000		115,433,520	2.0
Computers & Peripherals	International Business Machines Corp.		1,695,100		200,920,203	3.4
Pharmaceuticals	Schering-Plough Corp.		5,472,300		107,749,587	1.8
					715,567,015	12.2
	Total Common Stocks (Cost — $4,716,755,315)				5,851,271,349	100.1
			Beneficial
				Interest
Short-Term Securities				(000)
BlackRock Liquidity Series, LLC Money Market Series, 2.70% (d)(e)(f)			$624,167		624,167,311	10.7
Total Short-Term Securities (Cost — $624,167,311)					624,167,311	10.7
Total Investments Before Options Written (Cost — $5,340,922,626*)					6,475,438,660	110.8
	Options Written		Contracts
Call Options Written	Nordstrom, Inc., expiring January 2009 at $40, Broker
	Credit Suisse			9,010	(1,216,350)	0.0%
	Peabody Energy Corp., expiring December 2008 at $90,
	Broker Deutsche Bank			3,600	(4,680,000)	(0.1)
	Total Options Written (Premiums Received — $7,511,604)				(5,896,350)	(0.1)
Total Investments, Net of Options Written					6,469,542,310	110.7
Liabilities in Excess of Other Assets					(622,837,271)	(10.7)
Net Assets					$ 5,846,705,039	100.0%

*      The cost and unrealized appreciation (depreciation) of investments, as of June 30, 2008, as computed for federal income tax purposes, were as follows:

Aggregate cost	$ 5,365,606,349
Gross unrealized appreciation	$ 1,495,184,607
Gross unrealized depreciation	(385,352,296)
Net unrealized appreciation	$ 1,109,832,311

(a)	Security, or a portion of security, is on loan.
(b)	Non-income producing security.
(c)	Depositary receipts.
(d)	Investments in companies considered to be an affiliate of the Master LLC, for purposes of Section 2(a)(3) of the Investment Company Act of 1940, were as follows:

	Net
	Activity	Interest
Affiliate	(000)	Income
BlackRock Liquidity Series, LLC Cash Sweep Series	$(168,881)	$5,966,148
BlackRock Liquidity Series, LLC Money Market Series	(541,814)	2,687,129

(e)	Security was purchased with cash proceeds from securities loans.
(f)	Represents the current yield as of report date.

_{•For Master LLC compliance purposes,the Master LLC's industry classifications refer to any one or more of the industry sub-classifications used by}

_{one or more widely recognized market indexes or ratings group indexes, and/or as defined by Master LLC management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. These industry classifications are unaudited.}

See Notes to Financial Statements.

20 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Statement of Assets and Liabilities	Master Basic Value LLC
June 30, 2008
Assets
Investments at value — unaffiliated securities (including securities loaned of $601,587,957) (cost — $4,716,755,315)	$5,851,271,349
Investments at value — affiliated securities (cost — $624,167,311)	624,167,311
Investments sold receivable	45,547,993
Investments sold receivable — affiliates	25,120,646
Dividends receivable	7,654,092
Securities lending income receivable	224,401
Interest receivable	46,832
Prepaid expenses	187,171
Other assets	17,973
Total assets	6,554,237,768
Liabilities
Collateral at value — securities loaned	624,167,311
Options written at value (premiums received — $7,511,604)	5,896,350
Bank overdraft	13,309,159
Investments purchased payable	54,219,012
Withdrawals payable to the investors	7,094,963
Investment advisory fees payable	2,060,640
Investments purchased payable — affiliates	289,613
Other affiliates payable	53,444
Officer’s and Directors’ fees payable	4,656
Other liabilities	6,920
Other accrued expenses payable	430,661
Total liabilities	707,532,729
Net Assets
Net assets	$ 5,846,705,039
Net Assets Consist of
Investors’ capital	$ 4,710,573,751
Net unrealized appreciation/depreciation	1,136,131,288
Net assets	$ 5,846,705,039

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

21

Statement of Operations	Master Basic Value LLC
Year Ended June 30, 2008
Investment Income
Dividends (net of $950,051 foreign withholding tax)	$ 160,391,834
Interest from affiliates	5,966,148
Securities lending	2,687,129
Total income	169,045,111
Expenses
Investment advisory	29,685,179
Accounting services	978,842
Custodian	289,282
Professional	230,081
Officer and Director’s	165,501
Printing	17,276
Miscellaneous	202,380
Total expenses	31,568,541
Net investment income	137,476,570
Realized and Unrealized Gain (Loss)
Net realized gain from:
Investments	516,942,441
Options written	4,764,430
	521,706,871
Net change in unrealized appreciation/depreciation on:
Investments	(2,043,893,026)
Options written	265,417
	(2,043,627,609)
Total realized and unrealized loss	(1,521,920,738)
Net Decrease in Net Assets Resulting from Operations	$(1,384,444,168)

See Notes to Financial Statements.

22 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Statements of Changes in Net Assets				Master Basic Value LLC
				Year Ended
				June 30,
Increase (Decrease) in Net Assets:				2008	2007
Operations
Net investment income			$ 137,476,570		$ 141,768,022
Net realized gain				521,706,871	680,060,641
Net change in unrealized appreciation/depreciation			(2,043,627,609)		999,501,265
Net increase (decrease) in net assets resulting from operations			(1,384,444,168)		1,821,329,928
Capital Transactions
Proceeds from contributions				904,423,324	1,281,525,079
Fair value of withdrawals			(2,183,537,046)		(2,173,906,741)
Net decrease in net assets derived from capital transactions			(1,279,113,722)		(892,381,662)
Net Assets
Total increase (decrease) in net assets			(2,663,557,890)		928,948,266
Beginning of year			8,510,262,929		7,581,314,663
End of year			$5,846,705,039		$8,510,262,929
Financial Highlights				Master Basic Value LLC
			Year Ended June 30,
	2008	2007	2006	2005	2004
Total Investment Return
Total investment return	(17.73)%	25.25%	12.32%1	3.91%	25.38%
Ratios to Average Net Assets
Total expenses	0.43%	0.43%	0.43%	0.43%	0.43%
Net investment income	1.87%	1.74%	1.66%	1.63%	1.50%
Supplemental Data
Net assets, end of period (000)	$ 5,846,705 $	8,510,263	$ 7,581,315 $ 8,228,928		$ 8,747,240
Portfolio turnover	45%	31%	42%	45%	33%

¹      A portion of total investment return consists of payments by the previous investment advisor for compensation as a result of a securities class action entitlement recovery and as a result of a corporate action, which increased the return by 0.10%. Excluding these items, the total return would have been 12.22%.

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

23

Notes to Financial Statements Master Basic Value LLC

1. Significant Accounting Policies:

Master Basic Value LLC (the “Master LLC”) is registered under the
Investment Company Act of 1940, as amended (the “1940 Act”), and
is organized as a Delaware limited liability company. The Limited Liability
Company Agreement permits the Directors to issue nontransferable
interests in the Master LLC, subject to certain limitations. The Master
LLC’s financial statements are prepared in conformity with accounting
principles generally accepted in the United States of America, which may
require the use of management accruals and estimates. Actual results
may differ from these estimates.

The following is a summary of significant accounting policies followed by
the Master LLC:

Valuation of Investments: Equity investments traded on a recognized
securities exchange or the NASDAQ Global Market System are valued at
the last reported sale price that day or the NASDAQ official closing price,
if applicable. For equity investments traded on more than one exchange,
the last reported sale 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 are valued at the last available bid
price. If no bid price is available, the prior day’s price will be used, unless
it is determined that such prior day’s price no longer reflects the fair
value of the security. Investments in open-end investment companies
are valued at net asset value each business day.

Exchange-traded options are valued at the mean between the last bid
and ask prices at the close of the options market in which the options
trade. An exchange-traded option for which there is no mean price is
valued at the last bid (long position) or ask (short position) price. If no
bid or ask price is available, the prior day’s price will be used, unless it is
determined that such prior day’s price no longer reflects the fair value of
the option. Over-the-counter options are valued by an independent pricing
service using a mathematical model which incorporates a number of
market data factors.

In the event that application of these methods of valuation results in
a price for an investment which is deemed not to be representative of
the market value of such investment, the investment will be valued by a
method approved by the Board of Directors (the “Board”) as reflecting
fair value (“Fair Value Assets”). When determining the price for Fair
Value Assets, the investment advisor and/or sub-advisor seeks to deter-
mine the price that the Master LLC might reasonably expect to receive
from the current sale of that asset in an arm’s-length transaction. Fair
value determinations shall be based upon all available factors that the
investment advisor and/or sub-advisor deems relevant. The pricing of
all Fair Value Assets is subsequently reported to the Board or a commit-
tee thereof.

Generally, trading in foreign securities, is substantially completed each
day at various times prior to the close of business on the New York Stock
Exchange (“NYSE”). The values of such securities used in computing the
net assets of the Master LLC are determined as of such times. Foreign
currency exchange rates will generally be determined as of the close of
business on the NYSE. Occasionally, events affecting the values of such
securities and such exchange rates may occur between the times at
which they are determined and the close of business on the NYSE that
may not be reflected in the computation of the Master LLC’s net assets.
If events (for example, a company announcement, market volatility or a
natural disaster) occur during such periods that are expected to materi-
ally affect the value of such securities, those securities will be valued
at their fair value as determined in good faith by the Board or by the
investment advisor using a pricing service and/or procedures approved
by the Board.

Derivative Financial Instruments: The Master LLC may engage in various
portfolio investment strategies to increase the return of the Master LLC
and to hedge, or protect, its exposure to interest rate movements and
movements in the securities markets. Losses may arise if the value of
the contract decreases due to an unfavorable change in the price of
the underlying security, or if the counterparty does not perform under
the contract.

_{•Options — The Master LLC may purchase and write call and put}
options. When the Master LLC writes an option, an amount equal
to the premium received by the Master LLC is reflected as an asset
and an equivalent liability. The amount of the liability is subsequently
marked-to-market to reflect the current value of the option written.
When a security is purchased or sold through an exercise of an
option, the related premium paid (or received) is added to (or
deducted from) the basis of the security acquired or deducted from
(or added to) the proceeds of the security sold. When an option
expires (or the Master LLC enters into a closing transaction), the
Master LLC realizes a gain or loss on the option to the extent of the
premiums received or paid (or gain or loss to the extent the cost
of the closing transaction exceeds the premium received or paid).

A call option gives the purchaser of the option the right (but not the
obligation) to buy, and obligates the seller to sell (when the option is
exercised), the underlying position at the exercise price at any time
or at a specified time during the option period. A put option gives the
holder the right to sell and obligates the writer to buy the underlying
position at the exercise price at any time or at a specified time dur-
ing the option period.

Investment Transactions and Investment Income: Investment trans-
actions are recorded on the dates the transactions are entered into
(the trade dates). Realized gains and losses on security transactions

24 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Notes to Financial Statements (continued) Master Basic Value LLC

are determined on the identified cost basis. Dividend income is
recorded on the ex-dividend dates. Interest income is recognized on
the accrual basis.

Securities Lending: The Master LLC may lend securities to financial
institutions that provide cash or securities issued or guaranteed by the
U.S. government as collateral, which will be maintained at all times in
an amount equal to at least 100% of the current market value of the
loaned securities. The market value of the loaned securities is deter-
mined at the close of business of the Master LLC and any additional
required collateral is delivered to the Master LLC on the next business
day. The Master LLC typically receives the income on the loaned securi-
ties but does not receive the income on the collateral. Where the Master
LLC receives cash collateral, it may invest such collateral and retain the
amount earned on such investment, net of any amount rebated to the
borrower. The Master LLC may receive a flat fee for its loans. 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 Master LLC may pay reason-
able lending agent, administrative and custodial fees in connection
with its loans. In the event that the borrower defaults on its obligation to
return borrowed securities because of insolvency or for any other reason,
the Master LLC could experience delays and costs in gaining access to
the collateral. The Master LLC also could suffer a loss where the value of
the collateral falls below the market value of the borrowed securities, in
the event of borrower default or in the event of losses on investments
made with cash collateral.

Income Taxes: The Master LLC is classified as a “pass-through entity”
for federal income tax purposes. As such, each investor in the Master
LLC is treated as owner of its proportionate share of the net assets,
income, expenses and realized and unrealized gains and losses of the
Master LLC. Therefore, no federal income tax provision is required. It is
intended that the Master LLC’s assets will be managed so an investor
in the Master LLC can satisfy the requirements of Subchapter M of the
Internal Revenue Code.

Effective December 31, 2007, the Master LLC implemented Financial
Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting
for Uncertainty in Income Taxes — an interpretation of FASB Statement
No. 109” (“FIN 48”). FIN 48 prescribes the minimum recognition thresh-
old a tax position must meet in connection with accounting for uncer-
tainties in income tax positions taken or expected to be taken by an
entity, including investment companies, before being measured and
recognized in the financial statements. The investment advisor has
evaluated the application of FIN 48 to the Master LLC and has deter-
mined that the adoption of FIN 48 does not have a material impact

on the Master LLC’s financial statements. The Master LLC 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 Master
LLC’s U.S. federal tax returns remains open for the years ended June 30,
2005 through June 30, 2007. The statute of limitations on the Master
LLC’s state and local tax returns may remain open for an additional year
depending upon the jurisdiction.

Recent Accounting Pronouncements: In September 2006, Statement
of Financial Accounting Standards No. 157, “Fair Value Measurements”
(“FAS 157”), was issued and is effective for fiscal years beginning after
November 15, 2007. FAS 157 defines fair value, establishes a frame-
work for measuring fair value and expands disclosures about fair value
measurements. The impact on the Master LLC’s financial statement
disclosures, if any, is currently being assessed.

In addition, in February 2007, Statement of Financial Accounting
Standards No. 159, “The Fair Value Option for Financial Assets and
Financial Liabilities” (“FAS 159”), was issued and is effective for fiscal
years beginning after November 15, 2007. FAS 159 permits entities to
choose to measure many financial instruments and certain other items
at fair value that are not currently required to be measured at fair value.
FAS 159 also establishes presentation and disclosure requirements
designed to facilitate comparisons between entities that choose different
measurement attributes for similar types of assets and liabilities. The
impact on the Master LLC’s financial statement disclosures, if any, is
currently being assessed.

In March 2008, Statement of Financial Accounting Standards No. 161,
“Disclosures about Derivative Instruments and Hedging Activities — an
amendment of FASB Statement No. 133” (“FAS 161”) was issued and
is effective for fiscal years beginning after November 15, 2008. FAS 161
is intended to improve financial reporting for derivative instruments by
requiring enhanced disclosure that enables investors to understand how
and why an entity uses derivatives, how derivatives are accounted for,
and how derivative instruments affect an entity’s results of operations
and financial position. The impact of the Master LLC’s financial state-
ment disclosures, if any, is currently being assessed.

Bank Overdraft: The Master LLC recorded a bank overdraft which
resulted from estimates of available cash.

Other: Expenses directly related to the Master LLC are charged to the
Master LLC. Other operating expenses shared by several funds are
pro-rated among those funds on the basis of relative net assets or
other appropriate methods.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

25

Notes to Financial Statements (concluded) Master Basic Value LLC

2. Investment Advisory Agreement and Transactions with
Affiliates:

The Master LLC has entered into an Investment Advisory Agreement with
the BlackRock Advisors, LLC (the “Advisor”), an indirect, wholly owned
subsidiary of BlackRock, Inc. to provide investment advisory and admin-
istration services. Merrill Lynch & Co., Inc. (“Merrill Lynch”) and The PNC
Financial Services Group, Inc. are principal owners of BlackRock, Inc.

The Advisor is responsible for the management of the Master LLC’s
investments and provides the necessary personnel, facilities, equipment
and certain other services necessary to the operations of the Master
LLC. For such services, the Master LLC pays the Advisor a monthly fee
based upon the average daily value of the Master LLC’s net assets at
the following annual rates: 0.60% of the Master LLC’s average daily net
assets not exceeding $100 million; 0.50% of average daily net assets
in excess of $100 million but not exceeding $200 million; and 0.40%
of average daily net assets in excess of $200 million.

The Advisor has entered into a separate sub-advisory agreement with
BlackRock Investment Management, LLC (“BIM”), an affiliate of the
Advisor, under which the Advisor pays BIM, for services it provides, a
monthly fee that is a percentage of the investment advisory fee paid
by the Master LLC to the Advisor.

For the year ended June 30, 2008, the Master LLC reimbursed the
Advisor $127,318 for certain accounting services, which is included in
accounting services, in the Statement of Operations.

The Master LLC has received an exemptive order from the Securities and
Exchange Commission (“SEC”) permitting it to lend portfolio securities to
Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”), a wholly
owned subsidiary of Merrill Lynch, or its affiliates. As of June 30, 2008,
the Master LLC lent securities with a value of $11,958,818 to MLPF&S
or its affiliates. Pursuant to that order, the Master LLC has retained BIM
as the securities lending agent for a fee based on a share of the returns
on investment of cash collateral. BIM may, on behalf of the Master LLC,
invest cash collateral received by the Master LLC for such loans, among
other things, in a private investment company managed by the Advisor or
in registered money market funds advised by the Advisor or its affiliates.
For the year ended June 30, 2008, BIM received $665,571 in securities
lending agent fees.

In addition, MLPF&S received $1,254,639 in commissions on the exe-
cution of portfolio security transactions for the Master LLC for the year
ended June 30, 2008.

Certain officers and/or directors of the Master LLC are officers and/or
directors of BlackRock, Inc. or its affiliates.

3. Investments:

Purchases and sales of investments, excluding short-term securities,
for the year ended June 30, 2008 were $3,241,351,579 and
$4,274,355,536, respectively.

Transactions in call options written for the year ended June 30, 2008
were as follows:

	Number of	Premiums
	Contracts	Received
Outstanding call options written,
beginning of year	25,064	$ 7,253,677
Options written	69,388	15,057,993
Options closed	(63,760)	(10,827,330)
Options exercised	(3,000)	(527,992)
Options expired	(15,082)	(3,444,744)
Outstanding call options written, end
of year	12,610	$ 7,511,604
4. Short-Term Borrowings:

The Master LLC, along with certain other funds managed by the Advisor
and its affiliates, is party to a $500,000,000 credit agreement with a
group of lenders. The Master LLC may borrow under the credit agreement
to fund shareholder redemptions and for other lawful purposes other than
for leverage. The Master LLC may borrow up to the maximum amount
allowable under the Master LLC’s current Prospectus and Statement
of Additional Information, subject to various other legal, regulatory or
contractual limits. On November 21, 2007, the credit agreement was
renewed for one year under substantially the same terms. The Master
LLC pays a commitment fee of 0.06% per annum based on the Master
LLC’s pro rata share of the unused portion of the credit agreement,
which is included in miscellaneous in the Statement of Operations.
Amounts borrowed under the credit agreement bear interest at a rate
equal to, at each fund’s election, the federal funds rate plus 0.35%
or a base rate as defined in the credit agreement. The Master LLC
did not borrow under the credit agreement during the year ended
June 30, 2008.

26 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Report of Independent Registered Public Accounting Firm Master Basic Value LLC

To the Investors and Board of Directors
of Master Basic Value LLC:

We have audited the accompanying statement of assets and liabilities,
including the schedule of investments, of Master Basic Value LLC, (the
“Master LLC”), as of June 30, 2008, and the related statement of opera-
tions for the year then ended, the statements of changes in net assets
for each of the two years in the period then ended, and the financial
highlights for each of the five years in the period then ended. These
financial statements and financial highlights are the responsibility of
the Master LLC’s management. Our responsibility is to express an opin-
ion on these financial statements and financial highlights based on
our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assur-
ance about whether the financial statements and financial highlights are
free of material misstatement. The Master LLC is not required to have,
nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control
over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of express-
ing an opinion on the effectiveness of the Master LLC’s internal control

over financial reporting. Accordingly, we express no such opinion. An
audit also includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by manage-
ment, as well as evaluating the overall financial statement presentation.
Our procedures included confirmation of securities owned as of June 30,
2008, by correspondence with the custodian and brokers; where replies
were not received from brokers, we performed other auditing procedures.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred
to above, present fairly, in all material respects, the financial position of
Master Basic Value LLC as of June 30, 2008, the results of its operations
for the year then ended, the changes in its net assets for each of the two
years in the period then ended, and the financial highlights for each of
the five years in the period then ended, in conformity with accounting
principles generally accepted in the United States of America.

Deloitte & Touche LLP
Princeton, New Jersey
August 22, 2008

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2008 27

Disclosure of Investment Advisory Agreement and Subadvisory Agreement

The Board of Directors (the “Board,” the members of which are referred
to as “Directors”) of BlackRock Basic Value Fund, Inc. (the “Fund”), a
"feeder" fund that invests all of its assets in the Master Basic Value
LLC (the “Master LLC”), which has the same investment objectives
and strategies as the Fund, met in April and June 2008 to consider
the approval of the Master LLC’s investment advisory agreement (the
“Advisory Agreement”) with BlackRock Advisors, LLC (the “Adviser”), the
Master LLC’s investment adviser. All investments are made at the Master
LLC level. The Board also considered the approval of the Master LLC’s
subadvisory agreement (the “Subadvisory Agreement”) between the
Adviser and BlackRock Investment Management, LLC (the “Subadviser”).
The Adviser and the Subadviser are referred to herein as “BlackRock.”
For simplicity, the Master LLC and the Fund are referred to herein as
the “Fund.” The Advisory Agreement and the Subadvisory Agreement are
referred to herein as the “Agreements.”

Activities and Composition of the Board

The Board of the Fund consists of fifteen individuals, twelve of whom
are not “interested persons” of the Fund as defined in the Investment
Company Act of 1940, as amended (the “1940 Act”) (the “Independ-
ent Directors”). The Directors are responsible for the oversight of the
operations of the Fund and perform the various duties imposed on the
directors of investment companies by the 1940 Act. The Independent
Directors have retained independent legal counsel to assist them in con-
nection with their duties. The Chairman of the Board is an Independent
Director. The Board established four standing committees: an Audit
Committee, a Governance and Nominating Committee, a Compliance
Committee and a Performance Oversight Committee, each of which is
composed of, and chaired by Independent Directors.

The Agreements

Upon the consummation of the combination of BlackRock’s investment
management business with Merrill Lynch & Co., Inc.’s investment man-
agement business, including Merrill Lynch Investment Managers, L.P., and
certain affiliates (the “Transaction”), the Fund entered into the Advisory
Agreement with an initial two-year term and the Adviser entered into the
Subadvisory Agreement with the Subadviser with an initial two-year term.
Consistent with the 1940 Act, prior to the expiration of the Agreements’
respective initial two-year term, the Board is required to consider the
continuation of the Fund’s Agreements on an annual basis. In connec-
tion with this process, the Board assessed, among other things, the
nature, scope and quality of the services provided to the Fund by the
personnel of BlackRock and its affiliates, including investment manage-
ment, administrative services, shareholder services, oversight of fund
accounting and custody, marketing services and assistance in meeting
legal and regulatory requirements. The Board also received and
assessed information regarding the services provided to the Fund by
certain unaffiliated service providers.

Throughout the year, the Board, acting directly and through its commit-
tees, considers at each of its meetings factors that are relevant to its
annual consideration of the renewal of the Fund’s Agreements, including
the services and support provided to the Fund and its shareholders.
Among the matters the Board considered were: (a) investment perform-
ance for one, three and five years, as applicable, against peer funds, as
well as senior management and portfolio managers’ analysis of the rea-
sons for underperformance, if applicable; (b) fees, including advisory,
administration, if applicable, and other fees paid to BlackRock and its
affiliates by the Fund, such as transfer agency fees and fees for market-
ing and distribution; (c) Fund operating expenses; (d) the resources
devoted to and compliance reports relating to the Fund’s investment
objectives, policies and restrictions, (e) the Fund’s compliance with its
Code of Ethics and compliance policies and procedures; (f) the nature,
cost and character of non-investment management services provided by
BlackRock and its affiliates; (g) BlackRock’s and other service providers’
internal controls; (h) BlackRock’s implementation of the proxy voting
guidelines approved by the Board; (i) the use of brokerage commissions
and spread and execution quality; (j) valuation and liquidity procedures;
and (k) periodic overview of BlackRock’s business, including BlackRock’s
response to the increasing scale of its business.

Board Considerations in Approving the Agreements

The Approval Process: At an in-person meeting held on April 10, 2008,
the Board reviewed materials relating to its consideration of the Agree-
ments. At an in-person meeting held on June 5 — 6, 2008, the Fund’s
Board, including the Independent Directors, unanimously approved the
continuation of the Advisory Agreement between the Adviser and the
Fund for a one-year term ending June 30, 2009 and the Subadvisory
Agreement between the Adviser and the Subadviser for a one-year term
ending June 30, 2009. In considering the approval of the Agreements,
the Board received and discussed various materials provided to it in
advance of the April 10, 2008 meeting. As a result of the discussions
that occurred during the April 10, 2008 meeting, the Board requested
and BlackRock provided additional information, as detailed below, in
advance of the June 5 — 6, 2008 Board meeting. The Board considered
all factors it believed relevant with respect to the Fund, including, among
other factors: (a) the nature, extent and quality of the services provided
by BlackRock; (b) the investment performance of the Fund and BlackRock
portfolio management; (c) the advisory fee and the cost of the services
and profits to be realized by BlackRock and certain affiliates from the
relationship with the Fund; (d) economies of scale; and (e) other factors.

28 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Disclosure of Investment Advisory Agreement and Subadvisory Agreement (continued)

Prior to the April 10, 2008 meeting, the Board requested and received
materials specifically relating to the Agreements. The Board is engaged in
an ongoing process with BlackRock to continuously review the nature
and scope of the information provided to better assist its deliberations.
These materials included (a) information independently compiled and
prepared by Lipper, Inc. (“Lipper”) on Fund fees and expenses, and the
investment performance of the Fund as compared with a peer group of
funds as determined by Lipper (“Peers”); (b) information on the prof-
itability of the Agreements to BlackRock and certain affiliates, including
their other relationships with the Fund, and a discussion of fall-out bene-
fits; (c) a general analysis provided by BlackRock concerning investment
advisory fees charged to other clients, such as institutional and closed-
end funds, under similar investment mandates, as well as the perform-
ance of such other clients; (d) a report on economies of scale; (e) sales
and redemption data regarding the Fund’s shares; and (f) an internal
comparison of management fees classified by Lipper, if applicable. At
the April 10, 2008 meeting, the Board requested and subsequently
received from BlackRock (i) a comprehensive analysis of total expenses
on a fund-by-fund basis; (ii) further analysis of investment performance;
(iii) further data regarding Fund profitability, Fund size and Fund fee
levels; and (iv) additional information on sales and redemptions.

The Board also considered other matters it deemed important to the
approval process, such as payments made to BlackRock or its affiliates
relating to the distribution of Fund shares, services related to the valua-
tion and pricing of Fund portfolio holdings, allocation of Fund brokerage
fees (including the benefits of “soft dollars”), and direct and indirect
benefits to BlackRock and its affiliates from their relationship with the
Fund. The Board did not identify any particular information as controlling,
and each Director may have attributed different weights to the various
items considered.

A. Nature, Extent and Quality of the Services: The Board, including the
Independent Directors, reviewed the nature, extent and quality of services
provided by BlackRock, including the investment advisory services and
the resulting performance of the Fund. Throughout the year, the Board
compared Fund performance — both including and excluding the effects
of the Fund’s fees and expenses — to the performance of a comparable
group of mutual funds as classified by Lipper and the performance of at
least one relevant index or combination of indices. The Board met with
BlackRock’s senior management personnel responsible for investment
operations, including the senior investment officers. The Board also
reviewed the materials provided by the Fund’s portfolio management
team discussing Fund performance and the Fund’s investment objec-
tives, strategies and outlook.

The Board considered, among other factors, the number, education and
experience of BlackRock’s investment personnel generally and the Fund’s
portfolio management team, BlackRock’s portfolio trading capabilities,
BlackRock’s use of technology, BlackRock’s commitment to compliance
and BlackRock’s approach to training and retaining portfolio managers
and other research, advisory and management personnel. The Board
also reviewed BlackRock’s compensation structure with respect to the
Fund’s portfolio management team and BlackRock’s ability to attract
and retain high-quality talent.

In addition to advisory services, the Board considered the quality of the
administrative and non-investment advisory services provided to the
Fund. BlackRock and its affiliates provide the Fund with certain adminis-
trative, transfer agency, shareholder and other services (in addition to
any such services provided to the Fund by third parties) and officers and
other personnel as are necessary for the operations of the Fund. In addi-
tion to investment advisory services, BlackRock and its affiliates provide
the Fund with other services, including (i) preparing disclosure docu-
ments, such as the prospectus, the statement of additional information
and shareholder reports; (ii) assisting with daily accounting and pricing;
(iii) overseeing and coordinating the activities of other service providers;
(iv) organizing Board meetings and preparing the materials for such
Board meetings; (v) providing legal and compliance support; and (vi)
performing other administrative functions necessary for the operation
of the Fund, such as tax reporting and fulfilling regulatory filing require-
ments. The Board reviewed the structure and duties of BlackRock’s fund
administration, accounting, legal and compliance departments.

B. The Investment Performance of the Fund and BlackRock: The Board,
including the Independent Directors, also reviewed and considered the
performance history of the Fund. In preparation for the April 10, 2008
meeting, the Board was provided with reports, independently prepared
by Lipper, which included a comprehensive analysis of the Fund’s per-
formance. The Board also reviewed a narrative and statistical analysis
of the Lipper data that was prepared by BlackRock, which analyzed vari-
ous factors that affect Lipper’s rankings. In connection with its review, the
Board received and reviewed information regarding the investment per-
formance of the Fund as compared to a representative group of similar
funds as determined by Lipper and to all funds in the Fund’s applicable
Lipper category. The Board was provided with a description of the metho-
dology used by Lipper to select the peer funds. The Board regularly
reviews the performance of the Fund throughout the year. The Board
attaches more importance to performance over relatively long periods
of time, typically three to five years.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

29

Disclosure of Investment Advisory Agreement and Subadvisory Agreement (continued)

The Fund ranked in the third, second and second quartiles on a net
basis against its Lipper peer universe for the one, three and five-year
periods ended December 31, 2007. In considering the Advisory
Agreement, the Board noted that the Fund’s investment performance for
the one-year period was disappointing, but that longer-term performance
meets the Board’s expectations. The Board typically gives greater weight
to longer-term results. The Board discussed the processes and resources
devoted to the management of the Fund with BlackRock’s senior man-
agement and will continue to monitor the Fund’s performance. There was
a discussion of the negative impact on performance of investment deci-
sions in respect of specific sectors and securities.

C. Consideration of the Advisory Fees and the Cost of the Services
and Profits to be Realized by BlackRock and its Affiliates from the
Relationship with the Fund: The Board, including the Independent
Directors, reviewed the Fund’s contractual advisory fee rates compared
with the other funds in its Lipper category. It also compared the Fund’s
total expenses to those of other comparable funds. The Board consid-
ered the services provided and the fees charged by BlackRock to other
types of clients with similar investment mandates, including separately
managed institutional accounts.

The Board received and reviewed statements relating to BlackRock’s
financial condition and profitability with respect to the services it
provided the Fund. The Board was also provided with a profitability
analysis that detailed the revenues earned and the expenses incurred
by BlackRock and certain affiliates that provide services to the Fund.
The Board reviewed BlackRock’s profitability with respect to the Fund
and each fund the Board currently oversees for the year ended
December 31, 2007 compared to aggregated profitability data
provided for the year ended December 31, 2005.

In addition, the Board considered the cost of the services provided to
the Fund by BlackRock, and BlackRock’s and its affiliates’ profits relating
to the management and distribution of the Fund and the other funds
advised by BlackRock and its affiliates. As part of its analysis, the Board
reviewed BlackRock’s methodology in allocating its costs to the manage-
ment of the Fund and concluded that there was a reasonable basis for
the allocation. The Board also considered whether BlackRock has the
financial resources necessary to attract and retain high quality invest-
ment management personnel to perform its obligations under the
Agreements and to continue to provide the high quality of services that
are expected by the Board.

The Board took into account that the Fund has an advisory fee arrange-
ment that includes breakpoints that adjust the fee rate downward as the
size of the Fund increases, thereby allowing shareholders the potential to
participate in economies of scale. The Board concluded that the Fund’s
advisory fee structure was reasonable and that it would continue to
review fees in connection with future renewals of the Agreements, includ-
ing whether the implementation of additional breakpoints would be
appropriate in the future due to an increase in asset size or otherwise.

D. Economies of Scale: The Board, including the Independent Directors,
considered the extent to which economies of scale might be realized as
the assets of the Fund increase and whether there should be changes in
the advisory fee rate or structure in order to enable the Fund to partici-
pate in these economies of scale. The Board, including the Independent
Directors, considered whether the shareholders would benefit from
economies of scale and whether there was potential for future realization
of economies with respect to the Fund. The Board considered that the
funds in the BlackRock fund complex share common resources and, as
a result, an increase in the overall size of the complex could permit each
fund to incur lower expenses than it would otherwise as stand-alone
entities. The Board also considered the anticipated efficiencies in the
processes of BlackRock’s overall operations as it continues to add per-
sonnel and commit capital to expand the scale of operations. The Board
found, based on its review of comparable funds, that the Fund’s man-
agement fee is appropriate in light of the scale of the Fund.

E. Other Factors: The Board also took into account other ancillary or
“fall-out” benefits that BlackRock may derive from its relationship with
the Fund, both tangible and intangible, such as BlackRock’s ability to
leverage its investment professionals that manage other portfolios, an
increase in BlackRock’s profile in the investment advisory community,
and the engagement of BlackRock’s affiliates as service providers to
the Fund, including for administrative, transfer agency and distribution
services. The Board also noted that BlackRock may use third party
research obtained by soft dollars generated by transactions in the Fund
to assist itself in managing all or a number of its other client accounts.

In connection with its consideration of the Agreements, the Board also
received information regarding BlackRock’s brokerage and soft dollar
practices. The Board received reports from BlackRock which included
information on brokerage commissions and trade execution throughout
the year.

30 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Disclosure of Investment Advisory Agreement and Subadvisory Agreement (concluded)

Conclusion

The Board approved the continuation of the Advisory Agreement between
the Adviser and the Fund for a one-year term ending June 30, 2009 and
the Subadvisory Agreement between the Adviser and the Subadviser for
a one-year term ending June 30, 2009. Based upon their evaluation of
all these factors in their totality, the Board, including the Independent
Directors, was satisfied that the terms of the Agreements were fair and
reasonable and in the best interest of the Fund and the Fund’s share-
holders. In arriving at a decision to approve the Agreements, the Board
did not identify any single factor or group of factors as all-important or
controlling, but considered all factors together. The Independent
Directors were also assisted by the advice of independent legal counsel
in making this determination. The contractual fee arrangements for the
Fund reflect the result of several years of review by the Directors and
predecessor Directors, and discussions between the Directors (and pred-
ecessor Directors) and BlackRock. Certain aspects of the arrangements
may be the subject of more attention in some years than in others, and
the Directors’ conclusions may be based in part on their consideration
of these arrangements in prior years.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

31

Officers and Directors
				Number of
	Position(s)			BlackRock-
	Held with	Length of		Advised Funds
Name, Address	Fund/	Time Served		and Portfolios	Public
and Year of Birth	Master LLC	as a Director2	Principal Occupation(s) During Past 5 Years	Overseen	Directorships
Non-Interested Directors1
Robert M. Hernandez	Chairman of the	Since	Formerly Director, Vice Chairman and Chief Financial Officer of USX	37 Funds	ACE Limited
40 East 52nd Street	Board, Director	2007	Corporation (energy and steel business) from 1991 to 2001.	104 Portfolios	(insurance company);
New York, NY 10022	and Member				Eastman Chemical
1944	of the Audit				Company (chemical);
	Committee				RTI International
					Metals, Inc. (metals);
					TYCO Electronics
					(electronics)
Fred G. Weiss	Vice Chairman	Since	Managing Director, FGW Associates (consulting and investment	37 Funds	Watson
40 East 52nd Street	of the Board,	1998	company) since 1997; Director, Michael J. Fox Foundation for	104 Portfolios	Pharmaceutical Inc.
New York, NY 10022	Chairman of the		Parkinson’s Research since 2000; Formerly Director of BTG
1941	Audit Committee		International Plc (a global technology commercialization company)
	and Director		from 2001 to 2007.
James H. Bodurtha	Director	Since	Director, The China Business Group, Inc. (consulting firm) since 1996	37 Funds	None
40 East 52nd Street		2007	and formerly Executive Vice President thereof from 1996 to 2003;	104 Portfolios
New York, NY 10022			Chairman of the Board, Berkshire Holding Corporation since 1980.
1944
Bruce R. Bond	Director	Since	Formerly Trustee and Member of the Governance Committee, State	37 Funds	None
40 East 52nd Street		2007	Street Research Mutual Funds from 1997 to 2005; Formerly Board	104 Portfolios
New York, NY 10022			Member of Governance, Audit and Finance Committee, Avaya Inc.
1946			(computer equipment) from 2003 to 2007.
Donald W. Burton	Director	Since	Managing General Partner, The Burton Partnership, LP (an investment	37 Funds	Knology, Inc. (tele-
40 East 52nd Street		2002	partnership) since 1979; Managing General Partner, The South Atlantic	104 Portfolios	communications);
New York, NY 10022			Venture Funds since 1983; Member of the Investment Advisory Council		Capital Southwest
1944			of the Florida State Board of Administration from 2001 to 2007.		(financial)
Honorable	Director	Since	Partner and Head of International Practice, Covington and Burling	37 Funds	UPS Corporation
Stuart E. Eizenstat		2007	(law firm) since 2001; International Advisory Board Member, The Coca	104 Portfolios	(delivery service)
40 East 52nd Street			Cola Company since 2002; Advisory Board Member BT Americas
New York, NY 10022			(telecommunications) since 2004; Member of the Board of Directors,
1943			Chicago Climate Exchange (environmental) since 2006; Member of the
			International Advisory Board GML (energy) since 2003.
Kenneth A. Froot	Director	Since	Professor, Harvard University since 1992.	37 Funds	None
40 East 52nd Street		2007		104 Portfolios
New York, NY 10022
1957
John F. O’Brien	Director	Since	Trustee, Woods Hole Oceanographic Institute since 2003; Formerly	37 Funds	Cabot Corporation
40 East 52nd Street		2005	Director, Allmerica Financial Corporation from 1995 to 2003; Formerly	104 Portfolios	(chemicals); LKQ
New York, NY 10022			Director, ABIOMED from 1989 to 2006; Formerly Director, Ameresco,		Corporation (auto
1943			Inc. (energy solutions company) from 2006 to 2007.		parts manufacturing);
					TJX Companies, Inc.
					(retailer)
Roberta Cooper Ramo	Director	Since	Shareholder, Modrall, Sperling, Roehl, Harris & Sisk, .A. (law firm)	37 Funds	None
40 East 52nd Street		2007	since 1993; Chairman of the Board, Cooper’s Inc., (retail) since 2000;	104 Portfolios
New York, NY 10022			Director of ECMC Group (service provider to students, schools and
1942			lenders) since 2001; President Elect, The American Law Institute,
			(non-profit), 2007; Formerly President, American Bar Association from
			1995 to 1996.

32 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Officers and Directors (continued)
				Number of
	Position(s)			BlackRock-
	Held with	Length of		Advised Funds
Name, Address	Fund/	Time Served		and Portfolios	Public
and Year of Birth	Master LLC	as a Director2	Principal Occupation(s) During Past 5 Years	Overseen	Directorships
Non-Interested Directors1 (concluded)
Jean Margo Reid	Director	Since	Self-employed consultant since 2001; Director and Secretary, SCB,	37 Funds	None
40 East 52nd Street		2007	Inc. (holding company) since 1998; Director and Secretary, SCB	104 Portfolios
New York, NY 10022			Partners, Inc. (holding company) since 2000; Director, Covenant
1945			House (non-profit) from 2001 to 2004.
David H. Walsh	Director	Since	Director, National Museum of Wildlife Art since 2007; Director,	37 Funds	None
40 East 52nd Street		2003	Ruckleshaus Institute and Haub School of Natural Resources at the	104 Portfolios
New York, NY 10022			University of Wyoming since 2006; Director, The American Museum
1941			of Fly Fishing since 1997; Formerly Consultant with Putnam Investments
			from 1993 to 2003; Formerly Director, The National Audubon Society
			from 1998 to 2005.
Richard R. West	Director	Since	Dean Emeritus, New York University’s Leonard N. Stern School of	37 Funds	Bowne & Co., Inc.
40 East 52nd Street	and Member	2007	Business Administration since 1995.	104 Portfolios	(financial printers);
New York, NY 10022	of the Audit				Vornado Realty Trust
1938	Committee				(real estate
					company);
					Alexander’s Inc.
					(real estate
					company)

¹ Directors serve until their resignation, removal or death, or until December 31 of the year in which they turn 72.

² Following the combination of Merrill Lynch Investment Managers, L. . (“MLIM”) and BlackRock, Inc. (“BlackRock”) in September 2006, the various legacy MLIM and legacy BlackRock Fund boards were realigned and consolidated into three new Fund boards in 2007. As a result, although the chart shows certain directors as joining the Fund’s board in 2007, each director first became a member of the board of directors of other legacy MLIM or legacy BlackRock Funds as follows: James H. Bodurtha since 1995; Bruce R. Bond since 2005; Donald W. Burton since 2002; Stuart E.

Eizenstat since 2001; Kenneth A. Froot since 2005; Robert M. Hernandez since 1996; John F. O’Brien since 2004; Roberta Cooper Ramo since 2000; Jean Margo Reid since 2004; David H. Walsh since 2003; Fred G. Weiss since 1998; and Richard R. West since 1978.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

33

Officers and Directors (continued)
				Number of
	Position(s)			BlackRock-
	Held with	Length of		Advised Funds
Name, Address	Fund/	Time Served		and Portfolios	Public
and Year of Birth	Master LLC	as a Director	Principal Occupation(s) During Past 5 Years	Overseen	Directorships
Interested Directors1
Richard S. Davis	Director	Since	Managing Director, BlackRock, Inc. since 2005; Formerly Chief	185 Funds	None
40 East 52nd Street		2007	Executive Officer, State Street Research & Management Company	295 Portfolios
New York, NY 10022			from 2000 to 2005; Formerly Chairman of the Board of Trustees,
1945			State Street Research Mutual Funds from 2000 to 2005; Formerly
Chairman, SSR Realty from 2000 to 2004.
Laurence D. Fink	Director	Since	Chairman and Chief Executive Officer of BlackRock, Inc. since its	37 Funds	None
40 East 52nd Street		2007	formation in 1998 and of BlackRock, Inc.’s predecessor entities since	104 Portfolios
New York, NY 10022			1988 and Chairman of the Executive and Management Committees;
1952			Formerly Managing Director, The First Boston Corporation, Member of
			its Management Committee, Co-head of its Taxable Fixed Income
			Division and Head of its Mortgage and Real Estate Products Group;
			Chairman of the Board of several of BlackRock’s alternative investment
			vehicles; Director of several of BlackRock’s offshore funds; Member of
			the Board of Trustees of New York University, Chair of the Financial Affairs
			Committee and a member of the Executive Committee, the Ad Hoc
			Committee on Board Governance, and the Committee on Trustees; Co-
			Chairman of the NYU Hospitals Center Board of Trustees, Chairman of
			the Development/Trustee Stewardship Committee and Chairman of the
			Finance Committee; Trustee, The Boys’ Club of New York.
Henry Gabbay	Director	Since	Consultant, BlackRock, Inc. since 2007; Formerly Managing Director,	184 Funds	None
40 East 52nd Street		2007	BlackRock, Inc. from 1989 to 2007; Formerly Chief Administrative	294 Portfolios
New York, NY 10022			Officer, BlackRock Advisors, LLC from 1998 to 2007; Formerly President
1947			of BlackRock Funds and BlackRock Bond Allocation Target Shares from
			2005 to 2007 and Treasurer of certain closed-end funds in the
BlackRock fund complex from 1989 to 2006.

¹ Messrs. Davis, Fink and Gabbay are all “interested persons,” as defined in the Investment Company Act of 1940, of the Fund/Master LLC based on their positions with BlackRock, Inc. and its affiliates. Directors serve until their resignation, removal or death, or until December 31 of the year in which they turn 72.

34 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Officers and Directors (concluded)
	Position(s)
	Held with
Name, Address	Fund/	Length of
and Year of Birth	Master LLC	Time Served	Principal Occupation(s) During Past 5 Years
Fund Officers1
Donald C. Burke	Fund	Since	Managing Director of BlackRock, Inc. since 2006; Formerly Managing Director of Merrill Lynch Investment
40 East 52nd Street	President	2007	Managers, LP (“MLIM”) and Fund Asset Management, L P(“FAM”) in 2006; First Vice President thereof from
New York, NY 10022	and Chief		1997 to 2005; Treasurer thereof from 1999 to 2006 and Vice President thereof from 1990 to 1997.
1960	Executive
	Officer
Anne F. Ackerley	Vice	Since	Managing Director of BlackRock, Inc. since 2000; Chief Operating Officer of BlackRock’s U.S. Retail Group since
40 East 52nd Street	President	2007	2006; Head of BlackRock’s Mutual Fund Group from 2000 to 2006; Merrill Lynch & Co., Inc. from 1984 to 1986
New York, NY 10022			and from 1988 to 2000, most recently as First Vice President and Operating Officer of the Mergers and
1962			Acquisitions Group.
Neal J. Andrews	Chief	Since	Managing Director of BlackRock, Inc. since 2006; Formerly Senior Vice President and Line of Business Head of
40 East 52nd Street	Financial	2007	Fund Accounting and Administration at PFPC Inc. from 1992 to 2006.
New York, NY 10022	Officer
1966
Jay M. Fife	Treasurer	Since	Managing Director of BlackRock, Inc. since 2007 and Director in 2006; Formerly Assistant Treasurer of the
40 East 52nd Street		2007	MLIM/FAM advised funds from 2005 to 2006; Director of MLIM Fund Services Group from 2001 to 2006.
New York, NY 10022
1970
Brian P. Kindelan	Chief	Since	Chief Compliance Officer of the BlackRock-advised Funds since 2007; Anti-Money Laundering Officer of the
40 East 52nd Street	Compliance	2007	BlackRock-advised Funds since 2007; Managing Director and Senior Counsel of BlackRock, Inc. since 2005;
New York, NY 10022	Officer		Director and Senior Counsel of BlackRock Advisors, Inc. from 2001 to 2004 and Vice President and Senior
1959			Counsel thereof from 1998 to 2000; Formerly Senior Counsel of The PNC Bank Corp. from 1995 to 1998.
Howard Surloff	Secretary	Since	Managing Director of BlackRock, Inc. and General Counsel of U.S. Funds at BlackRock, Inc. since 2006; Formerly
40 East 52nd Street		2007	General Counsel (U.S.) of Goldman Sachs Asset Management, L from 1993 to 2006.
New York, NY 10022
1965
	1 Officers of the Fund/Master LLC serve at the pleasure of the Board of Directors.
	Further information about the Fund’s Officers and Directors is available in the Fund’s Statement of Additional Information, which can be obtained
	without charge by calling (800) 441-7762.
Custodian	Transfer Agent			Accounting Agent	Independent Registered Public	Legal Counsel
The Bank of New York Mellon PNC Global Investment				State Street Bank and	Accounting Firm	Willkie Farr &
New York, NY 10286	Servicing (U.S.) Inc.			Trust Company	Deloitte & Touche LLP	Gallagher LLP
	Wilmington, DE 19809			Princeton, NJ 08540	Princeton, NJ 08540	New York, NY 10019

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

35

Additional Information

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 infor-
mation 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 appli-
cations, forms or other documents; (ii) information about your trans-
actions 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 proce-
dures relating to the proper storage and disposal of such information.

Availability of Additional Information

Electronic copies of most financial reports and prospectuses are available
on the Fund’s website or shareholders can sign up for e-mail notifications
of quarterly statements, annual and semi-annual reports and prospectuses
by enrolling in the Fund’s electronic delivery program.

To enroll:

Shareholders Who Hold Accounts with Investment 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
http://www.blackrock.com/edelivery

2) Click on the applicable link and follow the steps to sign up

3) Log into your account

Householding

The Fund 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 it 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
contact the Fund at (800) 441-7762.

Availability of Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund/Master
LLC uses to determine how to vote proxies relating to portfolio securi-
ties is available (1) without charge, upon request, by calling toll-free
(800) 441-7762; (2) at www.blackrock.com; and (3) on the Securities
and Exchange Commission’s (the “SEC”) website at http://www.sec.gov.

36 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

Availability of Additional Information (concluded)

Availability of Proxy Voting Record

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

Availability of Quarterly Portfolio Schedule

The Fund/Master LLC files its complete schedule of portfolio holdings
with the SEC for the first and third quarters of each fiscal year on
Form N-Q. The Fund’s/Master LLC’s 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, D.C. Information on
the operation of the Public Reference Room may be obtained by calling
(800) SEC-0330. The Fund’s/Master LLC Forms N-Q may also be
obtained upon request and without charge by calling (800) 441-7762.

Shareholder Privileges

Account Information

Call us at (800) 441-7762 from 8:00 AM to 6:00 PM EST to get infor-
mation about your account balances, recent transactions and share
prices. You can also reach us on the Web at 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 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 BASIC VALUE FUND, INC.

JUNE 30, 2008

37

A World-Class 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.

Equity Funds
BlackRock All-Cap Global Resources Portfolio	BlackRock Global Opportunities Portfolio	BlackRock Mid-Cap Growth Equity Portfolio
BlackRock Asset Allocation Portfolio†	BlackRock Global Resources Portfolio	BlackRock Mid-Cap Value Equity Portfolio
BlackRock Aurora Portfolio	BlackRock Global Science & Technology	BlackRock Mid Cap Value Opportunities Fund
BlackRock Balanced Capital Fund†	Opportunities Portfolio	BlackRock Natural Resources Trust
BlackRock Basic Value Fund	BlackRock Global SmallCap Fund	BlackRock Pacific Fund
BlackRock Capital Appreciation Portfolio	BlackRock Health Sciences Opportunities Portfolio*	BlackRock Small Cap Core Equity Portfolio
BlackRock Equity Dividend Fund	BlackRock Healthcare Fund	BlackRock Small Cap Growth Equity Portfolio
BlackRock EuroFund	BlackRock Index Equity Portfolio*	BlackRock Small Cap Growth Fund II
BlackRock Focus Growth Fund	BlackRock International Fund	BlackRock Small Cap Index Fund
BlackRock Focus Value Fund	BlackRock International Index Fund	BlackRock Small Cap Value Equity Portfolio*
BlackRock Fundamental Growth Fund	BlackRock International Opportunities Portfolio	BlackRock Small/Mid-Cap Growth Portfolio
BlackRock Global Allocation Fund†	BlackRock International Value Fund	BlackRock S&P 500 Index Fund
BlackRock Global Dynamic Equity Fund	BlackRock Large Cap Core Fund	BlackRock Technology Fund
BlackRock Global Emerging Markets Fund	BlackRock Large Cap Growth Fund	BlackRock U.S. Opportunities Portfolio
BlackRock Global Financial Services Fund	BlackRock Large Cap Value Fund	BlackRock Utilities and Telecommunications Fund
BlackRock Global Growth Fund	BlackRock Latin America Fund	BlackRock Value Opportunities Fund
Fixed Income Funds
BlackRock Commodity Strategies Fund	BlackRock Income Builder Portfolio	BlackRock Managed Income Portfolio
BlackRock Emerging Market Debt Portfolio	BlackRock Inflation Protected Bond Portfolio	BlackRock Short-Term Bond Fund
BlackRock Enhanced Income Portfolio	BlackRock Intermediate Bond Portfolio II	BlackRock Strategic Income Portfolio
BlackRock GNMA Portfolio	BlackRock Intermediate Government	BlackRock Total Return Fund
BlackRock Government Income Portfolio	Bond Portfolio	BlackRock Total Return Portfolio II
BlackRock High Income Fund	BlackRock International Bond Portfolio	BlackRock World Income Fund
BlackRock High Yield Bond Portfolio	BlackRock Long Duration Bond Portfolio
BlackRock Income Portfolio	BlackRock Low Duration Bond Portfolio
Municipal Bond Funds
BlackRock AMT-Free Municipal Bond Portfolio	BlackRock Intermediate Municipal Fund	BlackRock New York Municipal Bond Fund
BlackRock California Insured Municipal Bond Fund	BlackRock Kentucky Municipal Bond Portfolio	BlackRock Ohio Municipal Bond Portfolio
BlackRock Delaware Municipal Bond Portfolio	BlackRock Municipal Insured Fund	BlackRock Pennsylvania Municipal Bond Fund
BlackRock Florida Municipal Bond Fund	BlackRock National Municipal Fund	BlackRock Short-Term Municipal Fund
BlackRock High Yield Municipal Fund	BlackRock New Jersey Municipal Bond Fund
Target Risk & Target Date Funds
BlackRock Prepared Portfolios	BlackRock Lifecycle Prepared Portfolios
Conservative Prepared Portfolio	Prepared Portfolio 2010	Prepared Portfolio 2030
Moderate Prepared Portfolio	Prepared Portfolio 2015	Prepared Portfolio 2035
Growth Prepared Portfolio	Prepared Portfolio 2020	Prepared Portfolio 2040
Aggressive Growth Prepared Portfolio	Prepared Portfolio 2025	Prepared Portfolio 2045
		Prepared Portfolio 2050
* See the prospectus for information on specific limitations on investments in the fund.
† Mixed asset fund.

BlackRock mutual funds are distributed by BlackRock Distributors, Inc. and certain funds are also distributed by FAM Distributors, Inc. You should consider the investment objectives, risks, charges and expenses of the funds under consideration carefully before investing. Each fund’s prospectus contains this and other information and is available at www.blackrock.com or by calling (800) 882-0052 or from your financial advisor. The prospectus should be read carefully before investing.

38 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2008

This report is not authorized for use as an offer of sale or a solicita-
tion of an offer to buy shares of the Fund unless accompanied or
preceded by the Fund’s current prospectus. Past performance
results shown in this report should not be considered a representa-
tion of future performance. Investment return 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. Please
see the Fund’s prospectus for a description of risks associated
with global investments.

BlackRock Basic Value Fund, Inc.
100 Bellevue Parkway
Wilmington, DE 19809

#10247-6/08

Exhibit 99.1350CERT

Certification Pursuant to Rule 30a-2(b) under the 1940 Act and
Section 906 of the Sarbanes Oxley Act

Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Basic Value Fund, Inc. and Master
Basic Value LLC (the “registrants”), hereby certifies, to the best of his knowledge, that the registrants'
Report on Form N-CSR for the period ended June 30, 2008, (the “Report”) fully complies with the
requirements of Section 15d of the Securities Exchange Act of 1934, as amended, and that the information
contained in the Report fairly presents, in all material respects, the financial condition and results of
operations of the registrants.

Date: August 22, 2008

/s/ Donald C. Burke
Donald C. Burke
Chief Executive Officer (principal executive officer) of
BlackRock Basic Value Fund, Inc. and Master Basic Value LLC

Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Basic Value Fund, Inc. and Master
Basic Value LLC (the “registrants”), hereby certifies, to the best of his knowledge, that the registrants'
Report on Form N-CSR for the period ended June 30, 2008, (the “Report”) fully complies with the
requirements of Section 15d of the Securities Exchange Act of 1934, as amended, and that the information
contained in the Report fairly presents, in all material respects, the financial condition and results of
operations of the registrants.

Date: August 22, 2008

/s/ Neal J. Andrews
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
BlackRock Basic Value Fund, Inc. and Master Basic Value LLC

This certification is being furnished pursuant to Rule 30a-2(b) under the Investment Company Act of 1940,
as amended, and 18 U.S.C. Section 1350 and is not being filed as part of the Form N-CSR with the
Securities and Exchange Commission.