SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                           SCHEDULE 14A INFORMATION

                Proxy Statement Pursuant to Section 14(A) of the
                         Securities Exchange Act of 1934


Filed by the Registrant [ X ]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
    14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to ss.240.14a-11(c) or ss.240.14a-12


                BlackRock Insured Municipal 2008 Term Trust Inc.
--------------------------------------------------------------------------------
               (Name of Registrant as Specified in Its Charter)


--------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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        pursuant  to Exchange Act  Rule 0-11 (Set forth  the amount on which the
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          THE BLACKROCK INVESTMENT QUALITY MUNICIPAL TRUST INC. ("BKN")
          THE BLACKROCK INSURED MUNICIPAL 2008 TERM TRUST INC. ("BRM")
     THE BLACKROCK CALIFORNIA INSURED MUNICIPAL 2008 TERM TRUST INC. ("BFC")
         THE BLACKROCK FLORIDA INSURED MUNICIPAL 2008 TERM TRUST ("BRF")
      THE BLACKROCK NEW YORK INSURED MUNICIPAL 2008 TERM TRUST INC. ("BLN")
        THE BLACKROCK BROAD INVESTMENT GRADE 2009 TERM TRUST INC. ("BCT")
                             800 SCUDDERS MILL ROAD
                          PLAINSBORO, NEW JERSEY 08536

                     THE BLACKROCK INCOME TRUST INC. ("BKT")
                     THE BLACKROCK HIGH YIELD TRUST ("BHY")
            THE BLACKROCK INVESTMENT QUALITY TERM TRUST INC. ("BQT")
                 THE BLACKROCK ADVANTAGE TERM TRUST INC. ("BAT")
             THE BLACKROCK MUNICIPAL TARGET TERM TRUST INC. ("BMN")
    THE BLACKROCK CALIFORNIA INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RAA")
        THE BLACKROCK FLORIDA INVESTMENT QUALITY MUNICIPAL TRUST ("RFA")
    THE BLACKROCK NEW JERSEY INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RNJ")
     THE BLACKROCK NEW YORK INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RNY")
                              GATEWAY CENTER THREE
                               100 MULBERRY STREET
                            NEWARK, NEW JERSEY 07102

             THE BLACKROCK INSURED MUNICIPAL TERM TRUST INC. ("BMT")
           THE BLACKROCK 2001 TERM TRUST INC. ("BTM"-PREVIOUSLY "BLK")
                           1285 AVENUE OF THE AMERICAS
                            NEW YORK, NEW YORK 10019

                 THE BLACKROCK STRATEGIC TERM TRUST INC. ("BGT")
                             TWO WORLD TRADE CENTER
                            NEW YORK, NEW YORK 10048

          THE BLACKROCK PENNSYLVANIA STRATEGIC MUNICIPAL TRUST ("BPS")
                 THE BLACKROCK STRATEGIC MUNICIPAL TRUST ("BSD")
                              100 BELLEVUE PARKWAY
                           WILMINGTON, DELAWARE 19809
                                 (the "Trusts")
                                ----------------
                 NOTICE OF JOINT ANNUAL MEETING OF STOCKHOLDERS
                           TO BE HELD ON MAY 24, 2001
                                 ---------------







To the Stockholders of BKN, BRM, BFC, BRF, BLN, BCT, BKT, BHY, BQT, BAT, BMN,
RAA, RFA, RNJ, RNY, BMT, BTM, BGT, BPS and BSD (collectively, the "Trusts"):

         The Joint Annual Meeting of Stockholders of the Trusts will be held at
the East Side Marriott, 525 Lexington Avenue, New York, New York on Thursday,
May 24, 2001 at 11:00 a.m. (New York City Time) for the following purposes:

     1.   With respect to RNY, RNJ, RFA, RAA, BSD, BPS, BCT, BGT, and BAT to
          elect two Directors (or, where applicable, Trustees) and with respect
          to BTM, BKN, BRM, BFC, BRF, BLN, BHY, BKT, BQT, BMN and BMT, to elect
          three Directors (or, where applicable, Trustees) and each to hold
          office for the term indicated until their successors shall have been
          elected and qualified;

     2.   To transact such other business as may properly come before the
          meeting or any adjournments or postponements thereof.

         THE BOARD OF DIRECTORS OR TRUSTEES (THE "BOARD") OF EACH TRUST,
INCLUDING THE INDEPENDENT DIRECTORS, UNANIMOUSLY RECOMMENDS THAT YOU VOTE "FOR"
THE PROPOSAL.

         We encourage you to contact BlackRock at (800) 227-7BFM (7236) if you
have any questions.

         The respective Board of Directors or Trustees have fixed the close of
business on February 28, 2001, as the record date for the determination of
stockholders entitled to notice of, and to vote at, the meeting.


                                         By order of the respective
                                         Board of Directors or Trustees



                                         Anne F. Ackerley, Secretary

New York, New York
April 16, 2001

-------------------------------------------------------------------------------
IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AT THE MEETING IN PERSON OR BY
PROXY; IF YOU DO NOT EXPECT TO ATTEND THE MEETING, PLEASE COMPLETE, DATE, SIGN
AND RETURN THE APPROPRIATE ENCLOSED PROXY OR PROXIES IN THE ACCOMPANYING
ENVELOPE PROVIDED FOR YOUR CONVENIENCE, WHICH REQUIRES NO POSTAGE IF MAILED IN
THE UNITED STATES.
-------------------------------------------------------------------------------






          THE BLACKROCK INVESTMENT QUALITY MUNICIPAL TRUST INC. ("BKN")
          THE BLACKROCK INSURED MUNICIPAL 2008 TERM TRUST INC. ("BRM")
     THE BLACKROCK CALIFORNIA INSURED MUNICIPAL 2008 TERM TRUST INC. ("BFC")
         THE BLACKROCK FLORIDA INSURED MUNICIPAL 2008 TERM TRUST ("BRF")
      THE BLACKROCK NEW YORK INSURED MUNICIPAL 2008 TERM TRUST INC. ("BLN")
        THE BLACKROCK BROAD INVESTMENT GRADE 2009 TERM TRUST INC. ("BCT")
                             800 SCUDDERS MILL ROAD
                          PLAINSBORO, NEW JERSEY 08536

                     THE BLACKROCK INCOME TRUST INC. ("BKT")
                     THE BLACKROCK HIGH YIELD TRUST ("BHY")
            THE BLACKROCK INVESTMENT QUALITY TERM TRUST INC. ("BQT")
                 THE BLACKROCK ADVANTAGE TERM TRUST INC. ("BAT")
             THE BLACKROCK MUNICIPAL TARGET TERM TRUST INC. ("BMN")
    THE BLACKROCK CALIFORNIA INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RAA")
        THE BLACKROCK FLORIDA INVESTMENT QUALITY MUNICIPAL TRUST ("RFA")
    THE BLACKROCK NEW JERSEY INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RNJ")
     THE BLACKROCK NEW YORK INVESTMENT QUALITY MUNICIPAL TRUST INC. ("RNY")
                              GATEWAY CENTER THREE
                               100 MULBERRY STREET
                            NEWARK, NEW JERSEY 07102

             THE BLACKROCK INSURED MUNICIPAL TERM TRUST INC. ("BMT")
           THE BLACKROCK 2001 TERM TRUST INC. ("BTM"-PREVIOUSLY "BLK")
                           1285 AVENUE OF THE AMERICAS
                            NEW YORK, NEW YORK 10019

                 THE BLACKROCK STRATEGIC TERM TRUST INC. ("BGT")
                             TWO WORLD TRADE CENTER
                            NEW YORK, NEW YORK 10048

          THE BLACKROCK PENNSYLVANIA STRATEGIC MUNICIPAL TRUST ("BPS")
                 THE BLACKROCK STRATEGIC MUNICIPAL TRUST ("BSD")
                              100 BELLEVUE PARKWAY
                           WILMINGTON, DELAWARE 19809
                                 (the "Trusts")
                                -----------------
                              JOINT PROXY STATEMENT
                                -----------------
                     FOR THE ANNUAL MEETING OF STOCKHOLDERS
                           TO BE HELD ON MAY 24, 2001




                                  INTRODUCTION

     This joint proxy statement is furnished in connection with the solicitation
by the  respective  Board  of  Directors  or  Trustees,  as the case may be (the
"Board"),  of each of the  Trusts of  proxies  to be voted at the  Joint  Annual
Meeting of Stockholders or Shareholders, as the case may be, of the Trusts to be
held  on May  24,  2001,  and  any  adjournment  or  postponement  thereof  (the
"Meeting").  The  Meeting  will be held at the East  Side  Marriott  Hotel,  525
Lexington  Avenue,  New York,  New York, on May 24, 2001 at 11:00 a.m. (New York
City Time). As used in the Notice of Joint Annual Meeting of Stockholders and as
used  herein,   the  term  "Directors"  shall  include  Trustees  and  the  term
"Stockholders"  shall include Shareholders where the use of the terms "Trustees"
or "Shareholders" would otherwise be appropriate.

     The Meeting is scheduled as a joint meeting of the respective  stockholders
of the  Trusts  because  the  stockholders  of all the Trusts  are  expected  to
consider  and vote on similar  matters.  The Board of each Trust has  determined
that the use of a joint Proxy  Statement for the Meeting is in the best interest
of each Trust's  stockholders.  In the event that any stockholder present at the
Meeting  objects to the holding of a joint meeting and moves for an  adjournment
of his  Trust's  meeting to a time  immediately  after the  Meeting so that such
Trust's meeting may be held  separately,  the persons named as proxies will vote
in favor of such adjournment. Stockholders of each Trust will vote separately on
the Proposal  relating to their Trust,  and an unfavorable vote on a Proposal by
the  stockholders  of one  Trust  will not  affect  the  implementation  of such
Proposal by another  Trust if the  Proposal is approved by the  stockholders  of
that Trust.

     The cost of  soliciting  proxies  will be borne  by each of the  Trusts  in
proportion  to the  amount of  proxies  solicited  on behalf of each  Trust.  In
addition,  certain  officers,  directors  and  employees  of each of the Trusts,
Morgan Stanley Dean Witter Advisors Inc., Prudential Investments Fund Management
LLC,  Princeton  Administrators  L.P.,  Mitchell Hutchins Asset Management Inc.,
BlackRock Advisors,  Inc., (the "Advisor") (none of whom will receive additional
compensation  therefor)  may solicit  proxies by telephone or mail. In addition,
certain  of the  Trusts may employ  Georgeson  Shareholder  Communications  Inc.
pursuant to its standard contract as proxy solicitor,  the cost of which will be
borne proportionately by each of the Trusts and is estimated to be approximately
$3,500 per Trust.  The Advisor is located at 100 Bellevue  Parkway,  Wilmington,
Delaware 19809.

     The affirmative vote of a plurality of the shares present at the Meeting at
which a quorum is present is necessary to elect the Director nominees.

     Broker non-votes are shares held in street name for which instructions on a
particular  proposal have not been received from the beneficial  owners or other
persons  entitled  to vote and the  broker  does not have  discretionary  voting
authority.  Abstentions  and broker  non-votes will be counted as shares present
for purposes of determining whether a quorum is present.  Abstentions and broker
non-votes will have no effect on the outcome of the vote on the Proposal.

     All properly  executed  proxies received prior to the Meeting will be voted
at the Meeting in accordance with the  instructions  marked thereon or otherwise
as provided therein.

                                       1



     The Board of each Trust has fixed the close of  business  on  February  28,
2001, as the record date for the  determination  of  stockholders  of each Trust
entitled to notice of and to vote at the Meeting.  Stockholders of each Trust on
that date  will be  entitled  to one vote on each  matter to be voted on by that
Trust for each  share held and a  fractional  vote with  respect  to  fractional
shares with no cumulative voting rights.

     The holders of any Trust's Auction Rate Municipal Preferred Stock will have
equal  voting  rights with the holders of that Trust's  common stock (i.e.,  one
vote per share),  and will vote  together  with the holders of common stock as a
single  class on the  proposal  to elect  Directors,  except that the holders of
Auction Rate Municipal  Preferred  Stock of each Trust which is electing Class I
or II directors at this meeting,  voting  separately as a class, will separately
elect a Director  from each of such classes.  The two  Directors  that have been
designated as representing  the holders of each respective  Trust's Auction Rate
Municipal  Preferred  Stock are Richard E.  Cavanagh  and Frank J.  Fabozzi (see
"Proposal: Election of Directors," below).

     Pursuant to the rules promulgated by the Securities and Exchange Commission
the following table sets forth the proposal to be voted on by each Trust:


                FUND          VOTE ON DIRECTORS OF CLASS NUMBER
                -----------------------------------------------

                BRM                         II
                BFC                         II
                BRF                         II
                BLN                         II
                BKN                         II
                BCT                          I
                BMN                        III
                BHY                         II
                BAT                          I
                RAA                          I
                RFA                          I
                RNJ                          I
                RNY                          I
                BKT                        III
                BMT                        III
                BGT                          I
                BQT                        III
                BTM                         II
                BPS                          I
                BSD                          I


                                       2




     At the  close  of  business  on  February  28,  2001,  BRM had  outstanding
27,207,093  shares of Common Stock,  par value $0.01 per share and 10,840 shares
of Auction Rate Municipal  Preferred Stock,  liquidation  preference $25,000 per
share,  BLN had outstanding  11,257,093  shares of Common Stock, par value $0.01
per  share  and  4,382  shares  of  Auction  Rate  Municipal   Preferred  Stock,
liquidation  preference $25,000 per share, BFC had outstanding 10,407,093 shares
of Common  Stock,  par value  $0.01 per share and 4,182  shares of Auction  Rate
Municipal  Preferred Stock,  liquidation  preference  $25,000 per share, BRF had
outstanding 8,707,093 common shares of beneficial interest,  par value $0.01 per
share and 3,366 Auction Rate Municipal Preferred Shares of beneficial  interest,
liquidation  preference $25,000 per share, BKN had outstanding 16,707,093 shares
of Common  Stock,  par value  $0.01 per share and 5,862  shares of Auction  Rate
Municipal  Preferred Stock,  liquidation  preference  $25,000 per share, BCT had
outstanding 2,957,093 shares of Common Stock, par value $0.01 per share, BMN had
outstanding  45,410,639  shares of Common  Stock,  par value $0.01 per share and
11,964 shares of Auction Rate Municipal Preferred Stock,  liquidation preference
$25,000 per share,  BHY had  outstanding  6,312,169  common shares of beneficial
interest,  par value $0.01 per share,  BAT had outstanding  9,510,667  shares of
Common Stock, par value $0.01 per share, RAA had outstanding 1,007,093 shares of
Common Stock, par value $0.01 per share and 300 shares of Auction Rate Municipal
Preferred Stock,  liquidation  preference $25,000 per share, RFA had outstanding
1,127,093  common shares of beneficial  interest,  par value $0.01 per share and
340 Auction Rate Municipal Preferred Shares of beneficial interest,  liquidation
preference  $25,000 per share,  RNJ had outstanding  1,007,093  shares of Common
Stock,  par  value  $0.01 per share and 300  shares of  Auction  Rate  Municipal
Preferred Stock,  liquidation  preference $25,000 per share, RNY had outstanding
1,307,093  shares of Common  Stock,  par value $0.01 per share and 392 shares of
Auction Rate  Municipal  Preferred  Stock,  liquidation  preference  $25,000 per
share,  BMT had outstanding  25,885,639  shares of Common Stock, par value $0.01
per  share  and  6,816  shares  of  Auction  Rate  Municipal   Preferred  Stock,
liquidation  preference $25,000 per share, BKT had outstanding 62,849,878 shares
of Common  Stock,  par value  $0.01 per share,  BGT had  outstanding  57,510,639
shares  of  Common  Stock,  par  value  $0.01  per  share,  BQT had  outstanding
36,810,639  shares  of  Common  Stock,  par  value  $0.01  per  share,  BTM  had
outstanding  142,010,583  shares of Common Stock, par value $0.01 per share, BPS
had outstanding 2,015,492 common shares of beneficial interest,  par value $.001
per  share  and 700  shares  of  Auction  Rate  Municipal  Preferred  shares  of
beneficial  interest,  liquidation  preference  $25,000  per  share  and BSD had
outstanding 7,242,261 common shares of beneficial interest,  par value $.001 per
share and 2,480 shares of Auction Rate Municipal  Preferred shares of beneficial
interest, liquidation preference $25,000 per share. For each Trust, the class or
classes of stock listed above are the only authorized class or classes of stock.

     The  principal  executive  offices of BRM,  BLN,  BFC, BRF, BCT and BKN are
located at 800 Scudders Mill Road,  Plainsboro,  New Jersey 08536, the principal
executive  offices of BMN, BHY, BAT, RAA, RFA, RNJ, RNY, BKT and BQT are located
at Gateway Center Three,  100 Mulberry  Street,  Newark,  New Jersey 07102,  the
principal  executive  offices of BGT are located at Two World Trade Center,  New
York, New York 10048, the principal executive offices of BMT and BTM are located
at 1285  Avenue of the  Americas,  New York,  New York  10019 and the  principal
executive  offices  of  BPS  and  BSD  are  located  at  100  Bellevue  Parkway,
Wilmington, Delaware 19809. This proxy statement and the enclosed proxy card are
first being sent to the Trusts' stockholders on or about April 16, 2000.

                                       3




     EACH TRUST WILL FURNISH, WITHOUT CHARGE, A COPY OF SUCH TRUST'S MOST RECENT
ANNUAL  REPORT AND THE MOST  RECENT  SEMI-ANNUAL  REPORT  SUCCEEDING  THE ANNUAL
REPORT, IF ANY, TO ANY STOCKHOLDER UPON REQUEST.  REQUESTS SHOULD BE DIRECTED TO
BLACKROCK ADVISORS, INC., 100 BELLEVUE PARKWAY,  WILMINGTON, DE 19809 (TELEPHONE
NUMBER (800) 227-7BFM(7236)).

     As of  February  28,  2001,  to the  knowledge  of each  Trust,  no  person
beneficially  owned more than 5% of any Trust,  except  that  17,967,200  of the
outstanding common shares of BTM (or 12.7% of the outstanding common shares) are
held by The Progressive Corporation, which is located at 6300 Wilson Mills Road,
Mayfield Village, OH 44143,  242,400 of the outstanding common shares of RAA (or
24.1% of the  outstanding  common  shares)  are  jointly  held by M.H.  Whittier
Corporation,  James E. Greene,  Arlo G. Sorensen,  Michael J. Casey and Whittier
Trust Company, all of whom are located at 1600 Huntington Drive, South Pasadena,
California 91030,  160,450 of the outstanding  common shares of BCT (or 5.43% of
the outstanding  common shares) and 983,692 of the outstanding  common shares of
BAT (or 10.3% of the outstanding  common shares) are held by Karpus  Management,
Inc.  which is located at 14 Tobey  Village  Office  Park,  Pittsford,  New York
14534,  3,526,800  of the  outstanding  common  shares  of BGT  (or  6.1% of the
outstanding  common shares) and 11,254,600 of the  outstanding  common shares of
BTM (or 7.9% of the outstanding common shares) are held by the Federal Home Loan
Mortgage  Corporation  which is  located  at 8200 Jones  Branch  Drive,  Mclean,
Virginia 22102,  14,081,188 of the outstanding  common shares of BTM (or 9.9% of
the outstanding  common shares) and 10,145,433 of the outstanding  common shares
of BGT (or 17.64% of the  outstanding  common  shares)  are held by First  Union
Corporation,  which is  located  at One First  Union  Center,  Charlotte,  North
Carolina 28288-0137.

                         PROPOSAL: ELECTION OF DIRECTORS

     With respect to RNY,  RNJ,  RFA,  RAA,  BSD,  BPS,  BCT, BGT and BAT at the
Meeting,  Class I  Directors  will be elected to serve for a term of three years
and until their successors are elected and qualified.  With respect to BTM, BKN,
BRM,  BFC,  BRF,  BLN and BHY and at the  Meeting,  Class II  Directors  will be
elected  to serve  for a term of three  years  and until  their  successors  are
elected and  qualified.  With respect to BKT,  BQT, BMN and BMT, at the Meeting,
Class III Directors will be elected to serve for a term of three years and until
their successors are elected and qualified. There are two or three nominees with
respect to each of the Trusts  because each  Trust's  Board is  classified  into
three  classes  and only one class is being  elected at the  Meeting.  The other
classes  will be elected at  subsequent  annual  meetings  of  stockholders.  In
addition,  with respect to BAT, BCT and BGT,  respectively,  nominees elected as
Directors of BAT, BCT and BGT,  respectively,  will be appointed by BAT, BCT and
BGT,  respectively,  to serve as  Directors  of  their  respective  wholly-owned
subsidiaries, BAT Subsidiary Inc. ("BATS"), BCT Subsidiary Inc. ("BCTS") and BGT
Subsidiary Inc. ("BGTS"),  each of which has identical investment objectives and
policies  to BAT,  BCT and  BGT,  respectively.  For  each  of the  Trusts,  the
affirmative  vote of a plurality of the shares present at the Meeting at which a
quorum is present is  required  to elect the  nominees  representing  the common
stock and for each Trust with a class of Auction Rate Municipal Preferred Stock,
the  affirmative  vote of a plurality  of the Auction Rate  Municipal  Preferred
Stock  shares of each Trust  electing  Class I or II  directors  at this meeting
present at the Meeting is required to elect Messrs.  Fabozzi and Cavanagh. It is
the intention of the persons named in the enclosed proxy to vote in favor of the
election of the  persons  listed  below.  The Board of  Directors  of each Trust
recommends that you vote "FOR" the nominees.

                                       4



     The respective  Boards of Directors of the Trusts know of no reason why any
of the nominees  listed  below will be unable to serve,  but in the event of any
such  unavailability,  the proxies  received  will be voted for such  substitute
nominees as the respective Boards of Directors may recommend.

INFORMATION REGARDING NOMINEES AND DIRECTORS

     Certain  information  concerning the nominees for each of the Trusts is set
forth below. All of the nominees are currently  Directors of each of the Trusts,
including  BATS,  BCTS and BGTS,  and have served in such capacity since each of
the Trusts commenced their respective operations except that Richard E. Cavanagh
has served as Director  since his  appointment  by the Boards (of BKN, BRM, BFC,
BRF,  BLN,  BCT,  BKT,  BQT,  BAT, BMN, RAA, RFA, RNJ, RNY, BMT, BTM and BGT) on
August 11, 1994 to fill a vacancy;  with respect to BKT,  BQT, BAT, BGT, BMN and
BMT, James  Clayburn La Force,  Jr. has served as Director since his election at
the Trusts'  annual  meeting of  stockholders  on June 19,  1992;  and Walter F.
Mondale,  who was  previously a Director of BKN,  BRM,  BFC, BLN, BCT, BKT, BQT,
BAT, BMN, BMT, BTM, BGT and BRF from inception to August 12, 1993, has served as
Director  since his election at the Trusts' annual  meeting of  stockholders  on
April 15, 1997. Each of the directors also serves as a director of The BlackRock
North American  Government  Income Trust Inc. ("BNA"),  a closed-end  registered
investment  company  advised by the Advisor.  In addition,  Mr. Laurence D. Fink
serves as Chairman of the Board and a director of Anthracite  Capital,  Inc. and
he serves as a director of BlackRock's offshore funds and alternative  products.
Mr. Ralph L.  Schlosstein  also serves as a director and officer of  BlackRock's
alternative products.  Except as indicated,  each individual has held the office
shown or other  offices  in the  same  company  for the  last  five  years.  The
"interested" Directors (as defined by Section 2(a)(19) of the Investment Company
Act of 1940) are indicated by an asterisk(*).  Unless specified otherwise below,
the business  address of the Directors and officers of each of the Trusts and is
345 Park Avenue,  New York, New York 10154 and the address of the Advisor is 100
Bellevue Parkway, Wilmington, Delaware 19809.






                                                                               TRUST              % OF
                                                                               SHARES   SHARE     SHARES
                              PRINCIPAL OCCUPATIONS OR                         OWNED    EQUIVA-  OUTSTAND-
 NAME AND AGE(1)            EMPLOYMENT IN PAST 5 YEARS                           (2)     LENTS(3)   ING
----------------          ----------------------------------         -------   ------   -------   ------
                                                                                    
Andrew F. Brimmer          President of Brimmer & Company,             BKT       110      310        (4)
4400 MacArthur Blvd N.W.   Inc., a Washington, D.C.-based              BAT        10      218
Suite 302                  economic and financial consulting           BGT        10       --
Washington, DC 20007       firm. Director of CarrAmerica               BMN        10       --
Age: 74                    Realty Corporation and Borg-Warner          BMT        10       --
Class III                  Automotive. Formerly member of the          BRM        10       --
                           Board of Governors of the Federal           BKN        10       --
                           Reserve System. Formerly Director           BCT        20      169
                           of AirBorne Express, BankAmerica            BTM        10       --
                           Corporation (Bank of America), Bell         BQT        10      250
                           South Corporation, College                  BSD        25       --
                           Retirement Equities Fund (Trustee),         BHY       200      153
                           Commodity Exchange, Inc. (Public
                           Governor), Connecticut Mutual Life
                           Insurance Company, E.I. Dupont de
                           Nemours & Company, Equitable Life
                           Assurance Society of the United
                           States, Gannett Company,
                           Mercedes-Benz of North America, MNC
                           Financial Corporation (American
                           Security Bank), NMC Capital
                           Management, Navistar International
                           Corporation, PHH Corp. and UAL
                           Corporation (United Airlines).






                                        5







                                                                               TRUST              % OF
                                                                               SHARES   SHARE     SHARES
                              PRINCIPAL OCCUPATIONS OR                         OWNED    EQUIVA-  OUTSTAND-
 NAME AND AGE(1)            EMPLOYMENT IN PAST 5 YEARS                           (2)    LENTS(3)   ING
----------------          ----------------------------------         -------   ------   -------   ------
                                                                                    
Richard E. Cavanagh        President and Chief Executive               BKN       500     ---      (4)
845 Third Avenue           Officer of The Conference Board,            BKT       500     933
New York, NY 10022         Inc., a leading global business             BAT       100     ---
Age: 54                    membership organization, from               BGT       100     ---
Class I                    1995-present.  Former Executive             BMN       100     ---
                           Dean of the John F. Kennedy                 BMT       100     ---
                           School of Government at Harvard             BRM       100     ---
                           University from 1988-1995.                  BLN       100     ---
                           Acting Director, Harvard Center             RNY       100     ---
                           for Business and Government                 BCT       100     ---
                           (1991-1993).  Formerly Partner              BQT       100     ---
                           (principal) of McKinsey &                   BTM       100     ---
                           Company, Inc. (1980-1988).                  BSD       500     ---
                           Former Executive Director of                BHY       200     460
                           Federal Cash Management, White
                           House Office of Management and
                           Budget (1977-1979).  Co-author,
                           THE WINNING PERFORMANCE (best
                           selling management book published
                           in 13 national editions); Trustee
                           Emeritus, Wesleyan University,
                           Trustee: Drucker Foundation,
                           Airplanes Group, Aircraft Finance
                           Trust (AFT) and Educational
                           Testing Service (ETS).  Director,
                           Arch Chemicals, Fremont Group and
                           The Guardian Life Insurance
                           Company of America.


Kent Dixon                 Consultant/Investor.  Former                BKT    24,000     ----    (4)
430 Sandy Hook Road.       President and Chief Executive               BAT       100     ----
St. Petersburg,FL 33704    Officer of Empire Federal Savings           BGT       100     ----
Age: 63                    Bank of America and Banc PLUS               BMN       100     ----
Class III                  Savings Association, former                 BMT       100     ----
                           Chairman of the Board, President            BRM       100     ----
                           and Chief Executive Officer of              BRF       100     ----
                           Northeast Savings.  Former                  BKN       100     ----
                           Director of ISFA (the owner of              RFA       100     ----
                           INVEST, a national securities               BCT       100     ----
                           brokerage service designed for              BQT       100     ----
                           banks and thrift institutions).             BTM       100     ----
                                                                       BSD       100     ----
                                                                       BHY     5,000     ----


Frank J. Fabozzi           Consultant. Editor of THE JOURNAL           BKT        10     ----     (4)
858 Tower View             OF PORTFOLIO MANAGEMENT and Adjunct         BAT        10     ----
Circle                     Professor of Finance at the School          BGT        10     ----
New Hope, PA 18938         of Management at Yale University.           BMN        10     ----
Age: 52                    Director, Guardian Mutual Funds             BMT        10     ----
Class II                   Group. Author and editor of several         BRM        10     ----
                           books on fixed income portfolio             BKN        10     ----
                           management. Visiting Professor of           BCT        10     ----
                           Finance and Accounting at the Sloan         BQT        10     ----
                           School of Management, Massachusetts         BTM        10     ----
                           Institute of Technology from 1986           BSD       100     ----
                           to August 1992.                             BPS       100     ----
                                                                       BHY        10     ----




                                       6






                                                                               TRUST              % OF
                                                                               SHARES   SHARE     SHARES
                              PRINCIPAL OCCUPATIONS OR                         OWNED    EQUIVA-  OUTSTAND-
 NAME AND AGE(1)            EMPLOYMENT IN PAST 5 YEARS                           (2)    LENTS(3)   ING
----------------          ----------------------------------         -------   ------   -------   ------
                                                                                    
Laurence D. Fink*          Director, Chairman and Chief                BKT      16,680   ----     (4)
Age: 48                    Executive Officer of BlackRock,             BAT          10   ----
Class III                  Inc. since its formation in 1998            BGT          10   ----
                           and of BlackRock, Inc.'s                    BMN          10   ----
                           predecessor entities since 1988.            BMT          10   ----
                           Chairman of the Management                  BRM          10   ----
                           Committee and Co-chair of the               RNJ          10   ----
                           Investment Strategy Group of                BCT          10   ----
                           BlackRock, Inc. Formerly, Managing          BQT          10   ----
                           Director of the First Boston                BTM          10   ----
                           Corporation, Member of its                  BKN          10   ----
                           Management Committee, Co-head of            BSD          10   ----
                           its Taxable Fixed Income Division           BHY       1,000   ----
                           and Head of its Mortgage and Real
                           Estate Products Group. Currently,
                           Chairman of the Board of each of
                           the closed-end Trusts in which
                           BlackRock Advisors, Inc. acts as
                           investment advisor, President,
                           Treasurer and a Trustee of the
                           BlackRock Funds, Chairman of the
                           Board and Director of Anthracite
                           Capital, Inc., a Director of
                           BlackRock's offshore funds and
                           alternative products and Chairman
                           of the Board of Nomura BlackRock
                           Asset Management Co., Ltd.
                           Currently, Vice Chairman of the
                           Board of Trustees of Mount Sinai-
                           New York University Medical Center
                           and Health System and a Member of
                           the Board of Phoenix House.


James Clayburn             Dean Emeritus of The John E.                BKT          10   2,049     (4)
La Force, Jr.              Anderson Graduate School of                 BAT          10   1,353
P.O. Box 1595              Management, University of                   BGT          10   ----
Pauma Valley, CA 92061     California since July 1, 1993.              BMN          10   ----
Age: 72                    Director, Jacobs Engineering Group,         BMT          10   ----
Class I                    Inc., Payden & Rygel Investment             BRM          10   ----
                           Trust, Provident Investment Counsel         BFC       3,410   ----
                           Funds, Timken Company, Motor Cargo          BKN          10   ----
                           Industries and Trust for Investment         RAA          10   ----
                           Managers. Acting Dean of The School         BCT          10  1,117
                           of Business, Hong Kong University           BQT          10  1,669
                           of Science and Technology                   BTM          10   ----
                           1990-1993. From 1978 to September           BSD         750   ----
                           1993, Dean of The John E. Anderson          BHY         100  1,050
                           Graduate School of Management,
                           University of California.


Walter F. Mondale          Partner,  Dorsey &  Whitney,  a law         BKT          20    809     (4)
220 South Sixth Street     firm   (December  1996  -  present,         BAT          20    544
Minneapolis, MN 55402      September   1987  -  August  1993).         BGT          20   ----
Age: 73                    Formerly  U.S.  Ambassador to Japan         BMN          20   ----
Class II                   (1993  -   1996).   Formerly   Vice         BMT          20   ----
                           President  of  the  United  States,         BQT          20    668
                           U.S.  Senator and Attorney  General         BTM          20   ----
                           of the  State  of  Minnesota.  1984         BRM          20   ----
                           Democratic Nominee for President of         BKN          20   ----
                           the United States.                          BCT          20    448
                                                                       BSD          20   ----
                                                                       BHY         300    409



                                       7







                                                                               TRUST              % OF
                                                                               SHARES   SHARE     SHARES
                              PRINCIPAL OCCUPATIONS OR                         OWNED    EQUIVA-  OUTSTAND-
 NAME AND AGE(1)            EMPLOYMENT IN PAST 5 YEARS                           (2)    LENTS(3)   ING
----------------          ----------------------------------         -------   ------   -------   ------
                                                                                    
Ralph L. Schlosstein*      Director since 1999 and President           BKT       6,000   ----     (4)
Age 50                     of BlackRock, Inc. since its                BAT         100   ----
Class II                   formation in 1998 and of                    BGT         100   ----
                           BlackRock, Inc.'s predecessor               BMN         100   ----
                           entities since 1988.  Member of             BMT         100   ----
                           the Management Committee and                BRM         100   ----
                           Investment Strategy Group of                BLN         100   ----
                           BlackRock, Inc.  Formerly,                  BKN         100   ----
                           Managing Director of Lehman                 RNY         100   ----
                           Brothers, Inc. and Co-head of its           BCT         100   ----
                           Mortgage and Savings Institutions           BQT         100   ----
                           Group.  Currently, President of             BTM         100   ----
                           each of the closed-end Trusts in            BSD         100   ----
                           which BlackRock Advisors, Inc.              BHY       1,000
                           acts as investment advisor and a
                           Director and Officer of
                           BlackRock's alternative
                           products.  Currently, a Member of
                           the Visiting Board of Overseers
                           of the John F. Kennedy School of
                           Government at Harvard University,
                           the Financial Institutions Center
                           Board of the Wharton School of
                           the University of Pennsylvania,
                           and a Trustee of New Visions for
                           Public Education in New York
                           City.  Formerly, a Director of
                           Pulte Corporation and a Member of
                           Fannie Mae's Advisory Council.



-------------

(1)  Only Class I Directors  are  standing  for  election at the Meeting by RNY,
     RNJ,  RFA,  RAA,  BSD,  BPS,  BCT, BGT and BAT, only Class II Directors are
     standing for election at the Meeting by BTM,  BKN,  BRM,  BFC, BRF, BLN and
     BHY and only Class III  Directors  are standing for election at the Meeting
     by BKT, BQT, BMN and BMT.

(2)  As of February 28, 2001.  If the Trust is not listed the Director  does not
     own any shares of the Trust.

(3)  Represents,  as of  December  31,  2000,  the  approximate  number of share
     equivalents owned under the deferred compensation plan (described below) in
     each Trust by the Independent Directors of the Trusts who have participated
     in the  deferred  compensation  plan.  Share  equivalents  are held in cash
     accounts by each Trust on behalf of the Independent Directors in connection
     with the deferred  compensation plan. Under the deferred compensation plan,
     of the Trusts listed, BAT, BCT, BHY, BKT and BQT are eligible  investments.
     Messrs.  Fink  and  Schlosstein  are not  eligible  to  participate  in the
     deferred compensation plan.

(4)  Less than 1% (including share equivalents).

                                       8



     All  Directors  and officers as a group owned less than 1% of the shares of
each of the  Trusts  as of  February  28,  2001.  Each  Trust  has an  executive
committee composed of Messrs. Fink and Schlosstein.

MEETINGS AND COMMITTEES OF THE BOARD OF DIRECTORS

MEETINGS OF THE BOARDS OF DIRECTORS

     Five  meetings of the Board of  Directors  of BTM were held between July 1,
1999 and June 30, 2000.  Five meetings of the Boards of Directors of BKN and BCT
and four  meetings of the Boards of Directors of BKT, BHY, RFA, RNJ, RNY and RAA
were held between  November 1, 1999 and October 31, 2000.  Four  meetings of the
Boards of Directors of BAT, BGT, BQT, BPS, BSD, BRM and BFC and five meetings of
the Boards of Directors BRF, BMN, BLN and BMT were held between  January 1, 1999
and  December  31,  2000.  With  respect to each of the  Trusts,  all  Directors
attended at least 75% of the meetings.

AUDIT COMMITTEE

     Each of the Trusts has an Audit Committee composed of all the Directors who
are not  interested  persons  of such  Trust or the  Advisor  (the  "Independent
Directors") which is charged with recommending a firm of independent accountants
to its respective Trust and reviewing  accounting  matters with the accountants.
With respect to BTM, there were two meetings of the Audit Committee held between
July 1, 1999 and June 30, 2000.  With respect to BKT,  BCT,  BHY, BKN, RAA, RNJ,
RNY and RFA,  there were three  meetings  of the Audit  Committee  held  between
November 1, 1999 and October 31,  2000,  one of which was "in person" and two of
which were  telephonic.  With respect to BAT, BGT, BPS, BSD, BRM, BLN, BFC, BRF,
BMN, BQT and BMT, there were two meetings of the Audit  Committee.  With respect
to each of the Trusts,  all members attended all of the Audit Committee meetings
held "in person" in each Trust's  respective  fiscal year.  With respect to BKT,
BCT,  BHY,  BKN,  RAA,  RNJ, RNY and RFA,  Messrs.  Mondale and La Force did not
participate in one telephonic  meeting held between November 1, 1999 and October
31, 2000.

     The Audit  Committee of each Trust has performed  the following  functions:
(i) the Audit Committee reviewed and discussed the audited financial  statements
of each Trust with management of each respective Trust, (ii) the Audit Committee
discussed with the independent  auditors the matters required to be discussed by
the Statements on Auditing  Standards No. 61, (iii) the Audit Committee received
the written disclosures and the letter from the independent auditors required by
ISB  Standard  No.  1  and  has  discussed   with  the  auditors  the  auditors'
independence and (iv) the Audit Committee

                                       9



recommended  to the  Board  of  Directors  of  each  Trust  that  the  financial
statements be included in each Trust's Annual Report for the past fiscal year.

     The Audit  Committee  is governed by a written  charter,  which is attached
hereto as Appendix A and will be attached every third year going forward.

     The  members  of the Audit  Committee  of each Trust are  Messrs.  Brimmer,
Cavanagh, Dixon, Fabozzi, La Force and Mondale.

GOVERNANCE COMMITTEE

     Each of the Trusts has a Governance  Committee  composed of the Independent
Directors which was established by the Board of Directors on August 24, 2000. As
part of its duties, the Governance  Committee makes  recommendations to the full
Board of Directors  with respect to  candidates  for the Board of Directors  and
with respect to the compensation of Directors. The Governance Committee held its
initial meeting on November 16, 2000.

     At a Board of Directors  meeting held on November 16, 2000,  the  Directors
adopted a  retirement  policy  with the  following  provisions:  (1) a mandatory
retirement  age of 75  requiring  retirement  on the December  31st  following a
Director's  75th  birthday  provided  that any  directors  currently  serving on
November 1, 2000 who reach the age of 75 prior to December 31, 2004 shall not be
required to retire until  December 31 of the year such director  attains the age
of 79; and (2) a provision  that would allow any  Director to serve past the age
of 75 for one additional year by the unanimous vote of the Governance Committee,
with  further  one  year  extensions  permitted  by  annual  unanimous  votes in
subsequent years.

OFFICERS OF THE TRUST

     In addition to Messrs.  Fink and Schlosstein,  all the following  executive
officers except Messrs.  Amero,  Schaney,  and Klingert,  hold the same position
with each of the Trusts.  With  respect to Mr.  Amero,  of the Trusts,  he is an
officer of BTM,  BQT,  BCT,  BAT,  BGT,  BHY and BKT only.  With  respect to Mr.
Klingert,  of the Trusts, he is an officer of BRM, BLN, BFC, BRF, BKN, BMN, RAA,
RFA,  RNJ,  RNY, BPS, BSD and BMT only.  With respect to Mr.  Schaney,  he is an
officer of BHY only.





 NAME AND AGE                         TITLE                   OTHER PRINCIPAL OCCUPATIONS
                                                                    IN PAST 5 YEARS
--------------                        -----           ------------------------------------------
                                                
Anne F. Ackerley               Secretary              Managing Director of BlackRock, Inc. since
Age:  39                                              2000.  Formerly First Vice President and
                                                      Chief Operating Officer, Mergers and
                                                      Acquisitions Group at Merrill Lynch & Co.
                                                      from 1997 to 2000; First Vice President
                                                      and Chief Operating Officer, Public
                                                      Finance Group at Merrill Lynch & Co. from
                                                      1995 to 1997; First Vice President,
                                                      Emerging Markets Fixed Income Research at
                                                      Merrill Lynch & Co. prior thereto.

Scott Amero                    Vice President         Managing Director of BlackRock, Inc. and
Age: 37                                               its predecessor entities.

Keith T. Anderson              Vice President         Managing Director of BlackRock, Inc. and
Age: 41                                               its predecessor entities.

Henry Gabbay                   Treasurer              Managing Director of BlackRock, Inc. and
Age: 53                                               its predecessor entities.

Michael C. Huebsch             Vice President         Managing Director of BlackRock, Inc. and
Age: 42                                               its predecessor entities.

Robert S. Kapito               Vice President         Vice Chairman of BlackRock, Inc. and its
Age: 44                                               predecessor entities.

Kevin Klingert                 Vice President         Managing Director of BlackRock, Inc. and
Age: 38                                               its predecessor entities.

James Kong                     Assistant              Managing Director of BlackRock, Inc. and
Age: 40                        Treasurer              its predecessor entities.




                                       10






 NAME AND AGE                         TITLE                   OTHER PRINCIPAL OCCUPATIONS
                                                                    IN PAST 5 YEARS
--------------                        -----           ------------------------------------------
                                                
Dennis Schaney                 Vice President         Managing Director of BlackRock, Inc. and
Age: 44                                               its predecessor entities and head of the
                                                      High Yield Group since February 1998.
                                                      Formerly, Managing Director Merrill Lynch
                                                      & Co. in the Global Fixed Income Research
                                                      and Economics Department.

Richard Shea, Esq.             Vice President/        Managing Director of BlackRock, Inc. since
Age: 41                        Tax                    2000; Chief Operating Officer and Chief
                                                      Financial Officer of Anthracite Capital,
                                                      Inc. since 1998.  Formerly, Director of
                                                      BlackRock, Inc. and its predecessor
                                                      entities.



REMUNERATION

     The  following   table  sets  forth  certain   information   regarding  the
compensation of the Fund's directors.





                                            AGGREGATE                   TOTAL COMPENSATION
                                          COMPENSATION                  FROM THE FUND COMPLEX
NAME OF PERSON                           FROM THE TRUSTS                PAID TO DIRECTORS (1)
--------------                         ------------------               ---------------------
                                                                 
Andrew R. Brimmer                              $148,000 (2)(3)                       $160,000 (4)
Richard E. Cavanagh                               $148,000 (2)                       $160,000 (4)
Kent Dixon                                        $148,000 (2)                       $160,000 (4)
Frank J. Fabozzi                                  $148,000 (2)                       $160,000 (4)
James Clayburn La Force, Jr.                      $148,000 (2)                       $160,000 (4)
Walter F. Mondale                                 $148,000 (2)                       $160,000 (4)




-----------

(1)  Represents  the  total  compensation  earned  by such  persons  during  the
     calendar year ended December 31, 2000 from the twenty-two  closed-end funds
     advised  by the  Advisor  (the "Fund  Complex").  One of these  funds,  The
     BlackRock Target Term Trust terminated on December 29, 2000.

(2)  Represents  the aggregate  compensation  earned by such persons  during the
     calendar  year ended  December 31, 2000. Of this amount,  Messrs.  Brimmer,
     Cavanagh, Dixon, Fabozzi, La Force and Mondale deferred $9,000, $9,000, $0,
     $0,  $70,000 and  $28,000,  respectively,  pursuant  to the Fund  Complex's
     deferred compensation plan (described below).

(3)  At a meeting  of the  Boards of  Directors  held on August  24,  2000,  Dr.
     Brimmer was  appointed  "lead  director" for each Board of Directors in the
     Fund  Complex.  For his  services as lead  director,  Dr.  Brimmer  will be
     compensated  in the amount of $40,000  per annum by the Fund  Complex to be
     allocated  among  the  Trusts  in the Fund  Complex  based on each  Trust's
     relative net assets.

(4)  Of this amount,  Messrs.  Brimmer,  Cavanagh,  Dixon, Fabozzi, La Force and
     Mondale   deferred   $12,000,   $12,000,   $0,  $0,  $77,500  and  $31,000,
     respectively, pursuant to the Trusts' deferred compensation plan (described
     below).

                                       11


     Each Independent Director receives an annual fee calculated as follows: (i)
$6,000 from each Trust in the Fund  Complex and (ii) $1,500 for each  meeting of
each board in the Fund Complex attended by such Independent Director.  The total
annual  aggregate  compensation  for each  Independent  Director  is  capped  at
$160,000 per annum. In the event that the $160,000 cap is met with respect to an
Independent Director, the amount of the Independent Director's fee borne by each
Trust in the Fund Complex is reduced by reference to the net assets of the Trust
relative to the other Trusts in the Fund Complex.  In addition,  the  attendance
fees of each  Independent  Director of the Trusts are  reduced  proportionately,
based on each respective  Trust's net assets,  so that the aggregate per meeting
fee for all  meetings of the boards of  directors of the Trusts held on a single
day does not exceed  $20,000 for any  Director.  For BTM,  fees of $75,500  were
accrued by the Trust between July 1, 1999 and June 30, 2000.  For BAT, BGT, BRM,
BLN, BFC, BRF,  BMN,  BQT, BPS, BSD and BMT fees of $25,000,  $73,000,  $74,000,
$45,000,  $43,000,  $34,500,  $74,000,  $81,000,  $12,000,  $24,100 and $73,000,
respectively,  were  accrued by each Trust from  January 1, 2000 to December 31,
2000.  For BHY, BCT,  RAA, RFA, RNJ, RNY, BKN and BKT fees of $16,000,  $13,500,
$12,000,  $12,000,  $12,000,  $14,000, $55,500 and $69,000,  respectively,  were
accrued  from  November  1, 1999 to  October  31,  2000.  None of the  Directors
received any pension or retirement benefits.  None of the officers of the Trusts
received any compensation,  including pension or retirement  benefits,  from the
Trusts for such period. Messrs. Fink,  Schlosstein,  Amero,  Anderson,  Huebsch,
Kapito, Gabbay, Klingert, Kong, Schaney, Shea and Ms. Ackerley,  officers of the
Trusts, are also affiliated with the Advisor. They receive compensation from the
Advisor  or one of its  affiliates  although  under the terms of the  investment
advisory  agreements some portion of their compensation could be reimbursable by
a particular  Trust to the extent such person's  working time is devoted to that
particular Trust's operations.

     Under a deferred  compensation  plan (the "Plan") approved by the Boards of
Directors of each Trust on February 24, 2000, Independent Directors may elect to
defer receipt of all or a portion of their annual  compensation  received from a
Trust.  Deferred  amounts earn a return for the  Directors as though  equivalent
dollar  amounts  had been  invested  in common  shares of certain  other  Trusts
selected by the Directors.  This has the same economic  effect for the Directors
as if the Directors had invested the deferred amounts in such other Trusts.  The
Plan is not funded and obligations thereunder represent general unsecured claims
against the general assets of a Trust. A Trust may, however,  elect to invest in
common  shares of those Trusts  selected by the  Directors in order to match its
deferred compensation obligations.

     THE BOARD OF DIRECTORS OF EACH TRUST,  INCLUDING THE INDEPENDENT DIRECTORS,
UNANIMOUSLY RECOMMENDS THAT YOU VOTE "FOR" THE NOMINEES.

                             ADDITIONAL INFORMATION

INVESTMENT ADVISOR

     The Advisor is a wholly-owned subsidiary of BlackRock,  Inc. ("BlackRock"),
which is one of the largest publicly traded  investment  management firms in the
United  States with $204 billion of assets under  management  as of December 31,


                                       12




2000. The Advisor manages assets on behalf of more than 3,300  institutions  and
200,000  individuals  worldwide,  including nine of the ten largest companies in
the U.S. as determined by Fortune Magazine,  through a variety of equity,  fixed
income, liquidity and alternative investment separate accounts and mutual funds,
including the BlackRock Funds and BlackRock  Provident  Institutional  Funds. In
addition,  the Advisor  provides risk  management and  technology  services to a
growing number of  institutional  investors under the BlackRock  Solutions name.
Clients are served from the Advisor's  headquarters in New York City, as well as
offices in Wilmington, DE, Edinburgh,  Scotland and Tokyo, Japan. BlackRock is a
member of The PNC Financial  Services Group,  Inc.  ("PNC"),  one of the largest
diversified  financial  services  organizations  in the  United  States,  and is
majority-owned by PNC and by BlackRock employees.


         The executive officers of the Advisor are:


NAME                                POSITION
----                                --------
Laurence D. Fink                    Chief Executive Officer
Ralph L. Schlosstein                President
Robert S. Kapito                    Vice Chairman
Robert P. Connolly                  General Counsel and Secretary


Messrs.  Fink and Schlosstein  are officers and Directors,  and Mr. Kapito is an
officer of the Trusts.

INDEPENDENT AUDITORS

     Deloitte & Touche LLP ("D&T") has been selected as the independent auditors
by a majority of each Trust's Board of Directors,  including a unanimous vote of
the Independent Directors, by vote cast in person, to audit the accounts of each
of the  Trusts  for and during  each  Trust's  fiscal  year  ending in 2001.  In
addition,  with respect to BAT, BCT and BGT ratification of the selection of D&T
as  independent  auditors for these Trusts will cause these Trusts to ratify the
selection of D&T as the independent auditors of their wholly-owned  subsidiaries
BATS,  BCTS and BGTS  respectively.  None of the  Trusts  knows of any direct or
indirect financial interest of D&T in the Trusts.

AUDIT FEES

     Each  Trust paid to D&T fees for  professional  services  rendered  for the
audit of each Trust's  annual  financial  statements  for the most recent fiscal
year in the following amounts:  BKN, $26,000;  BRM, $26,000;  BFC, $18,700; BRF,
$18,700;  BLN, $18,700;  BCT, $14,300; BKT, $46,800; BHY, $18,700; BQT, $35,400;
BAT, $21,600;  BMN, $33,300; RAA, $7,300; RFA, $7,300; RNJ, $7,300; RNY, $7,300;
BMT, $27,000; BTM, $72,500; BGT, $49,600; BPS, $10,400; and BSD, $21,000.

FINANCIAL INFORMATION SYSTEMS DESIGN AND IMPLEMENTATION FEES

     The Trusts, the Advisor,  and affiliates of the Advisor performing services
for one or more  Trusts paid no fees to D&T in any  Trust's  most recent  fiscal
year for information systems design and implementation.

ALL OTHER FEES

     Each Trust paid fees to D&T in the  Trust's  most  recent  fiscal  year for
services  other  than  those  described  above in the  following  amounts:  BKN,
$16,531;  BRM, $16,531;  BFC, $16,531; BRF, $16,531; BLN,

                                       13


$16,531;  BCT, $27,058;  BKT, $51,490;  BHY, $2,859; BQT, $27,200;  BAT, $4,921;
BMN, $20,332;  RAA, $1,010; RFA, $1,121; RNJ, $1,031; RNY, $1,270; BMT, $46,505;
BTM,  $31,800;  BGT,  $2,854;  BPS,  $1,755;  and BSD,  $1,284.  The Advisor and
affiliates  of the Advisor  performing  services  for one or more Trusts paid no
fees to D&T in any Trust's most recent fiscal year for services other than those
described above.

     The Audit  Committee  of the Boards of  Directors  has  concluded  that the
provision  of services  other than audit  services,  by D&T to the  Trusts,  the
Advisor and  affiliates  of the Advisor that  provide  services to the Trusts is
compatible with maintaining D&T's independence in performing audit services.

     Representatives  of D&T will attend the Meeting,  will have the opportunity
to make a  statement  if they  desire to do so and will be  available  to answer
questions.

FINANCIAL STATEMENTS AND OTHER INFORMATION

     Each Trust will furnish, without charge, a copy of such Trust's most recent
Annual  Report and the most  recent  Semi-Annual  Report  succeeding  the Annual
Report, if any, to any stockholder upon request.  Requests should be directed to
BlackRock Advisors, Inc., 100 Bellevue Parkway,  Wilmington, DE 19809 (telephone
number (800) 227-7BFM(7236)).

     Quarterly  performance  and other  information  regarding the Trusts may be
found    on    BlackRock's     website,     which    can    be    accessed    at
http://www.blackrock.com/funds/cefunds.html.   This   reference  to  BlackRock's
website is intended  to allow  investors  to access  information  regarding  the
Trusts and is not intended to  incorporate  BlackRock's  website into this proxy
statement.

PRIVACY PRINCIPLES OF THE TRUSTS

     The Trusts are committed to maintaining the privacy of stockholders  and to
safeguarding their non-public personal information. The following information is
provided to help you understand  what personal  information  the Trusts collect,
how the Trusts protect that  information  and why, in certain cases,  the Trusts
may share information with select other parties.

     Generally,  the Trusts do not receive any  nonpublic  personal  information
relating to their stockholders,  although certain nonpublic personal information
of their  stockholders  may become  available  to the Trusts.  The Trusts do not
disclose any nonpublic  personal  information about their stockholders or former
stockholders  to anyone,  except as permitted by law or as is necessary in order
to service stockholder accounts (for example, to a transfer agent or third party
administrator).

     The Trusts  restrict  access to nonpublic  personal  information  about the
stockholders to employees of the Advisor with a legitimate business need for the
information. The Trusts maintain physical,  electronic and procedural safeguards
designed to protect the nonpublic personal information of their stockholders.

                                       14


DEADLINE FOR STOCKHOLDER PROPOSALS

     Stockholder proposals intended for inclusion in the Trusts' proxy statement
in connection with the Trusts' 2002 annual meeting of  stockholders  pursuant to
Rule 14a-8 under the Securities  Exchange Act of 1934, as amended (the "Exchange
Act") must be received by the Trusts at the Trusts' principal  executive offices
by December 17, 2001.  In order for  proposals  made outside of Rule 14a-8 under
the Exchange Act to be considered  "timely"  within the meaning of Rule 14a-4(c)
under the Exchange  Act,  such  proposals  must be received by the Trusts at the
Trusts' principal executive offices not later than March 2, 2002.

OTHER MATTERS

     The management knows of no other matters which are to be brought before the
Meeting.  However,  if any other matters not now known  properly come before the
Meeting,  it is the intention of the persons named in the enclosed form of proxy
to vote such proxy in accordance with their judgment on such matters.

                                Very truly yours,


                                LAURENCE D. FINK
                                Chairman


                                RALPH L. SCHLOSSTEIN
                                President
April 16, 2001

                                       15




                                                                      APPENDIX A

                          JOINT AUDIT COMMITTEE CHARTER
                        OF THE BLACKROCK CLOSED-END FUNDS

STATEMENT OF PURPOSE

The Joint Audit Committee of the BlackRock Closed-End Funds (the "Trusts", each
a "Trust") is charged with providing informed, vigilant and effective oversight
of the Trust's financial reporting process and the internal controls which
protect the integrity of the reporting process.

RESPONSIBILITIES

     o    Recommending  the  selection,  retention or termination of the Trust's
          auditors,  including review of factors relating to the independence of
          the Trust's public auditors.

     o    Reviewing with the Trust's auditors the overall scope of the audit.

     o    Reviewing the Trust's audited financial  statements and audit results,
          including  communications  from the  auditors  relating to the Trust's
          accounting practices, procedures and internal accounting controls.

     o    Presenting  the  Trust's  interim  financial  statements  at an  Audit
          Committee  meeting so that the Audit  Committee has the opportunity to
          (i) review the materials before distribution to shareholders; and (ii)
          discuss any other matters related thereto as the Audit Committee deems
          necessary and appropriate.

     o    Reviewing the adequacy of internal control systems, including internal
          audit  activities and the security of electronic data  processing,  if
          any.

     o    Reviewing  such other  matters  regarding  the Trust's  financial  and
          accounting  practices  as  it  or  the  Board  of  Trustees  may  deem
          advisable.

COMPOSITION

The Audit  Committee shall be composed of at least three members of the Board of
Trustees,  all of whom  are  "independent"  as  defined  by the New  York  Stock
Exchange listing  standards and the American Stock Exchange  listing  standards,
respectively.  According to the NYSE listing standards,  a member is independent
if  he/she  has no  relationship  with the  Trust  that may  interfere  with the
exercise of his/her  independence from BlackRock and the Trust and is not (i) an
employee of the Trust or BlackRock;  (ii) a partner,  controlling shareholder or
executive officer of an organization  that has a business  relationship with the
Trust or has a direct business relationship with the Trust; (iii) employed as an
executive of another  company for which an executive of the Trust serves on that
company's  compensation  committee;  and does not (iv) have an immediate  family
member who is an executive officer of any Trust or BlackRock.

                                       16


According to the AMEX listing  standards,  a member is  independent if he/she is
not an officer or employee of the Trust or a person having a relationship which,
in the opinion of the Board of Directors,  would  interfere with the exercise of
independent  judgment in carrying out the responsibilities of a director and (i)
is not  employed by the Trust or  BlackRock  for the current  year or any of the
past three years; (ii) did not receive  compensation from the Trust or BlackRock
in excess of $60,000 during the previous year,  other than as  compensation  for
board   service,   benefits   under   a   tax-qualified   retirement   plan   or
non-discretionary  compensation;  (iii) does not have an immediate family member
who is, or has been in any of the past  three  years,  employed  by the Trust or
BlackRock;  (iv) is not a partner in, or  controlling  shareholder  or executive
officer of, any for-profit business organization which received payments from or
made  payments  to the Trust in excess of the  greater  of 5% gross  revenue  or
$200,000 in any of the past three years; and (v) is not employed as an executive
of another entity for which any of the Trust's executives serve on that entity's
compensation committee.

Each member must be financially  literate (i.e.,  have a basic  understanding of
financial  statements)  and at least one member must have  accounting or related
financial management expertise.

AUTHORITY

The Audit  Committee  shall have the  authority to institute  investigations  of
suspected  improprieties,  including  the standing  authority to retain  special
counsel or seek assistance from experts.

INTERACTION WITH MANAGEMENT

Management  of the Trust  shall  inform  the Audit  Committee  in advance of any
proposed changes in accounting or financial reporting practices and of any other
unusual  events that could have a  significant  impact on the Trust's  financial
statements. Management shall advise the Audit Committee in advance when it seeks
a second opinion on a significant  accounting  issue from an accountant  that is
not the Trust's  independent  auditor.  The Trust's  internal auditor shall have
direct independent access to the Audit Committee.

RESOURCES

The Board of  Trustees  shall  ensure  that the  Audit  Committee  had  adequate
resources with which to discharge its responsibility.

MEETINGS

The Audit Committee shall meet on a regular basis and special  meetings shall be
called as  circumstances  require.  The committee  shall meet privately with any
internal auditor and the independent public accountant whenever it believes that
it is necessary to do so.

                                       17



REPORTING

The Audit  Committee  shall report its  activities to the Board of Trustees on a
regular basis, so that the Board is kept informed of its activities on a current
basis.

The Audit  Committee shall also provide  relevant proxy  disclosure to the Trust
and determine  satisfaction  of the  requirements  that the  committee  has: (i)
reviewed and discussed the audited  financial  statements with management of the
Trust;  (ii) discussed with the independent  auditors the matters required to be
discussed by the  Statements on Auditing  Standards  No. 61; (iii)  received the
written disclosures and the letter from the independent auditors required by ISB
Standard No. 1 and has discussed  with the auditors the auditors'  independence;
and whether it (iv)  recommended to the Board of Directors of the Trust that the
financial  statements  be  included in the  Trust's  Annual  Report for the past
fiscal year, as filed with the Securities and Exchange Commission.

                                       18



                                      PROXY

              THE BLACKROCK INSURED MUNICIPAL 2008 TERM TRUST INC.

                                  COMMON STOCK

           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The  undersigned  hereby  appoints Anne F. Ackerley,  Robert S. Kapito and Henry
Gabbay, and each of them, as proxies,  each with the power to appoint his or her
substitute,  and hereby  authorizes them to represent and to vote, as designated
on the reverse  side  hereof,  all the shares of common  stock of The  BlackRock
Insured  Municipal  2008 Term Trust  Inc.  (the  "Trust")  held of record by the
undersigned on February 28, 2001, at the Annual Meeting of  Stockholders  of the
Trust to be held on May 24, 2001 or at any adjournments thereof.

THIS PROXY, WHEN PROPERLY EXECUTED,  WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE  UNDERSIGNED  STOCKHOLDER.  IF NO DIRECTION  IS MADE,  THIS PROXY WILL BE
VOTED FOR THE PROPOSAL.


--------------------------------------------------------------------------------
                     PLEASE MARK BOXES IN BLUE OR BLACK INK.

                  SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY
                    USING THE ENCLOSED POSTAGE PAID ENVELOPE.
--------------------------------------------------------------------------------


HAS YOUR ADDRESS CHANGED?           DO YOU HAVE ANY COMMENTS?




[X]  PLEASE MARK VOTES AS IN THIS EXAMPLE


--------------------------------------------------------------------------------
              THE BLACKROCK INSURED MUNICIPAL 2008 TERM TRUST INC.
--------------------------------------------------------------------------------


                                  COMMON STOCK


--------------------------------------------------------------------------------
Please be sure to sign and date this proxy.                  Date
--------------------------------------------------------------------------------



--------------------------------------------------------------------------------
         Stockholder sign here                   Co-Owner sign here


1.   Election of Directors:                  FOR ALL    WITH-    FOR ALL
                                             NOMINEES   HOLD     EXCEPT
         Walter F. Mondale                     [_]       [_]       [_]
         Ralph L. Schlosstein

Instruction: To withhold authority to vote "For" any individual nominee, mark
the "For All Except" box and strike a line through the nominee's name in the
list above.

     Mark box at right if an address change or comment has been        [_]
     noted on the reverse side of this card.




                                      PROXY

              THE BLACKROCK INSURED MUNICIPAL 2008 TERM TRUST INC.

                                 PREFERRED STOCK

           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The undersigned hereby appoints Anne F. Ackerley, Robert S. Kapito and Henry
Gabbay, and each of them, as proxies, each with the power to appoint his or her
substitute, and hereby authorizes them to represent and to vote, as designated
on the reverse side hereof, all the shares of preferred stock of The BlackRock
Insured Municipal 2008 Term Trust Inc. (the "Trust") held of record by the
undersigned on February 28, 2001 at the Annual Meeting of Stockholder of the
Trust to be held on May 24, 2001 or at any adjournments thereof.

THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED STOCKHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR THE PROPOSAL.


--------------------------------------------------------------------------------
                     PLEASE MARK BOXES IN BLUE OR BLACK INK.

                  SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY
                    USING THE ENCLOSED POSTAGE PAID ENVELOPE.
--------------------------------------------------------------------------------
HAS YOUR ADDRESS CHANGED?                   DO YOU HAVE ANY COMMENTS?

-----------------------------               ----------------------------------

-----------------------------               ----------------------------------

-----------------------------               ----------------------------------





[X]  PLEASE MARK VOTES AS IN THIS EXAMPLE


--------------------------------------------------------------------------------
              THE BLACKROCK INSURED MUNICIPAL 2008 TERM TRUST INC.
--------------------------------------------------------------------------------


                                 PREFERRED STOCK


--------------------------------------------------------------------------------
Please be sure to sign and date this proxy.                  Date
--------------------------------------------------------------------------------


--------------------------------
    Stockholder sign here                                Co-Owner sign here


1.  Election of Directors:                   FOR ALL    WITH-    FOR ALL
                                             NOMINEES   HOLD     EXCEPT
    Frank J. Fabozzi                           [_]       [_]       [_]
    Walter F. Mondale
    Ralph L. Schlosstein

Instruction: To withhold authority to vote "For" any individual nominee, mark
the "For All Except" box and strike a line through the nominee's name in the
list above.

    Mark box at right if an address change or comment has been        [_]
    noted on the reverse side of this card.