SIDLEY AUSTIN LLP 787 SEVENTH AVENUE NEW YORK, NY 10019 (212) 839 5300 (212) 839 5599 FAX BEIJING BRUSSELS CHICAGO DALLAS FRANKFURT GENEVA HONG KONG HOUSTON LONDON   FOUNDED 1866 LOS ANGELES NEW YORK PALO ALTO SAN FRANCISCO SHANGHAI SINGAPORE SYDNEY TOKYO WASHINGTON, D.C.

November 28, 2012

VIA EDGAR

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Re: BlackRock Managed Volatility Portfolio, a series of BlackRock Funds^SM

(File Nos. 33-26305, 811-05742)

Ladies and Gentlemen:

On behalf of BlackRock Funds^SM, attached for filing are exhibits containing interactive data format risk/return summary information that mirrors the risk/return summary information in the Prospectuses of BlackRock Managed Volatility Portfolio (the “Fund”), dated May 15, 2012, as amended November 6, 2012, as filed pursuant to Rule 497(e) under the Securities Act of 1933, on November 6, 2012 (the “497 Filing”). The purpose of this filing is to submit the 497 Filing in XBRL for the Fund.

Any questions or comments on the 497 Filing should be directed to the undersigned at (212) 839-5583.

Very truly yours,

/s/ Ellen W. Harris

Ellen W. Harris

Enclosures

cc: Ben Archibald, Esq.

BlackRock Advisors, LLC

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