Risk is inherent in all investing. The value of your investment in the Fund, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in the Fund or your investment may not perform as well as other similar investments. An investment in the Fund is not a bank deposit in BTC or its subsidiaries or affiliates, BlackRock, Inc. ("BlackRock") or its subsidiaries or affiliates, including any other bank or BFA. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation ("FDIC") or any other government agency. The following is a summary description of certain risks of investing in the Fund.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of the Fund's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. INDEX FUND RISK - An index fund has operating and other expenses while an index does not. As a result, while the Fund will attempt to track the Barclays Aggregate Index as closely as possible, it will tend to underperform the index to some degree over time.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISKS - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and the Fund may have to invest the proceeds in securities with lower yields.

MAIN RISKS OF INVESTING IN THE FUND:

DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of the Fund's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

DERIVATIVES RISK - The Fund's use of derivatives may reduce the Fund's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of the Fund's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. In addition, some derivatives are more sensitive to interest rate changes and market price fluctuations than other securities. The possible lack of a liquid secondary market for derivatives and the resulting inability of the Fund to sell or otherwise close a derivatives position could expose the Fund to losses and could make derivatives more difficult for the Fund to value accurately. The Fund could also suffer losses related to its derivatives positions as a result of unanticipated market movements, which losses are potentially unlimited. Finally, BFA may not be able to predict correctly the direction of securities prices, interest rates and other economic factors, which could cause the Fund's derivatives positions to lose value. When a derivative is used as a hedge against a position that the Fund holds, any loss generated by the derivative generally should be substantially offset by gains on the hedged investment, and vice versa. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. Hedges are sometimes subject to imperfect matching between the derivative and the underlying security, and there can be no assurance that the Fund's hedging transactions will be effective. The income from certain derivatives may be subject to U.S. federal income tax.

EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall. Rising interest rates tend to extend the duration of securities, making them more sensitive to changes in interest rates. The value of longer-term securities generally changes more in response to changes in interest rates than shorter-term securities. As a result, in a period of rising interest rates, securities may exhibit additional volatility and may lose value.

INDEX FUND RISK - An index fund has operating and other expenses while an index does not. As a result, while the Fund will attempt to track the Barclays Aggregate Index as closely as possible, it will tend to underperform the index to some degree over time.

MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which the Fund invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage-backed securities (residential and commercial) and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Although asset-backed and commercial mortgage-backed securities ("CMBS") generally experience less prepayment than residential mortgage-backed securities, mortgage-backed and asset-backed securities, like traditional fixed-income securities, are subject to credit, interest rate, prepayment and extension risks.

Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities. The Fund's investments in asset-backed securities are subject to risks similar to those associated with mortgage-related securities, as well as additional risks associated with the nature of the assets and the servicing of those assets. These securities also are subject to the risk of default on the underlying mortgage or assets, particularly during periods of economic downturn. Certain CMBS are issued in several classes with different levels of yield and credit protection. The Fund's investments in CMBS with several classes may be in the lower classes that have greater risks than the higher classes, including greater interest rate, credit and prepayment risks.

Mortgage-backed securities may be either pass-through securities or collateralized mortgage obligations ("CMOs"). Pass-through securities represent a right to receive principal and interest payments collected on a pool of mortgages, which are passed through to security holders. CMOs are created by dividing the principal and interest payments collected on a pool of mortgages into several revenue streams (tranches) with different priority rights to portions of the underlying mortgage payments. Certain CMO tranches may represent a right to receive interest only ("IOs"), principal only ("POs") or an amount that remains after floating-rate tranches are paid (an inverse floater). These securities are frequently referred to as "mortgage derivatives" and may be extremely sensitive to changes in interest rates. Interest rates on inverse floaters, for example, vary inversely with a short-term floating rate (which may be reset periodically). Interest rates on inverse floaters will decrease when short-term rates increase, and will increase when short-term rates decrease. These securities have the effect of providing a degree of investment leverage. In response to changes in market interest rates or other market conditions, the value of an inverse floater may increase or decrease at a multiple of the increase or decrease in the value of the underlying securities. If the Fund invests in CMO tranches (including CMO tranches issued by government agencies) and interest rates move in a manner not anticipated by fund management, it is possible that the Fund could lose all or substantially all of its investment.

The mortgage market in the United States recently has experienced difficulties that may adversely affect the performance and market value of certain of the Fund's mortgage-related investments. Delinquencies and losses on mortgage loans (including subprime and second-lien mortgage loans) generally have increased recently and may continue to increase, and a decline in or flattening of real-estate values (as has recently been experienced and may continue to be experienced in many housing markets) may exacerbate such delinquencies and losses. Also, a number of mortgage loan originators have recently experienced serious financial difficulties or bankruptcy. Reduced investor demand for mortgage loans and mortgage-related securities and increased investor yield requirements have caused limited liquidity in the secondary market for mortgage-related securities, which can adversely affect the market value of mortgage-related securities. It is possible that such limited liquidity in such secondary markets could continue or worsen.

Asset-backed securities entail certain risks not presented by mortgage-backed securities, including the risk that in certain states it may be difficult to perfect the liens securing the collateral backing certain asset-backed securities. In addition, certain asset-backed securities are based on loans that are unsecured, which means that there is no collateral to seize if the underlying borrower defaults. Certain mortgage-backed securities in which the Fund may invest may also provide a degree of investment leverage, which could cause the Fund to lose all or substantially all of its investment.

PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and the Fund may have to invest the proceeds in securities with lower yields. In periods of falling interest rates, the rate of prepayments tends to increase (as does price fluctuation) as borrowers are motivated to pay off debt and refinance at new lower rates. During such periods, reinvestment of the prepayment proceeds by the management team will generally be at lower rates of return than the return on the assets that were prepaid. Prepayment reduces the yield to maturity and the average life of the security.

U.S. GOVERNMENT OBLIGATIONS RISK - Obligations of U.S. government agencies, authorities, instrumentalities and sponsored enterprises have historically involved little risk of loss of principal if held to maturity. However, not all U.S. government securities are backed by the full faith and credit of the United States. Obligations of certain agencies, authorities, instrumentalities and sponsored enterprises of the U.S. government are backed by the full faith and credit of the United States (E.G., the Government National Mortgage Association); other obligations are backed by the right of the issuer to borrow from the U.S. Treasury (E.G., the Federal Home Loan Banks); and others are supported by the discretionary authority of the U.S. government to purchase an agency's obligations. Still others are backed only by the credit of the agency, authority, instrumentality or sponsored enterprise issuing the obligation. No assurance can be given that the U.S. government would provide financial support to any of these entities if it is not obligated to do so by law.

OTHER RISKS OF INVESTING IN THE FUND:

The Fund may also be subject to certain other risks associated with its investments and investment strategies, including:

CONCENTRATION RISK - The Fund reserves the right to concentrate its investments (I.E., invest 25% or more of its total assets in securities of issuers in a particular industry) to approximately the same extent that its benchmark index concentrates in a particular industry. To the extent the Fund concentrates in a particular industry, it may be more susceptible to economic conditions and risks affecting that industry.

EXPENSE RISK - Fund expenses are subject to a variety of factors, including fluctuations in the Fund's net assets. Accordingly, actual expenses may be greater or less than those indicated. For example, to the extent that the Fund's net assets decrease due to market declines or redemptions, the Fund's expenses will increase as a percentage of Fund net assets. During periods of high market volatility, these increases in the Fund's expense ratio could be significant.

FOREIGN SECURITIES RISK - Because the Fund may invest in companies located in countries other than the United States, the Fund may be exposed to risks associated with foreign investments.

. The value of holdings traded outside the U.S. (and any hedging transactions in foreign currencies) will be affected by changes in currency exchange rates.

. The costs of non-U.S. securities transactions tend to be higher than those of U.S. transactions.

. Foreign holdings may be adversely affected by foreign government action.

. International trade barriers or economic sanctions against certain non-U.S. countries may adversely affect these holdings.

. The economies of certain countries may compare unfavorably with the U.S. economy.

. Foreign securities markets may be smaller than the U.S. markets, which may make trading more difficult.

LIQUIDITY RISK - Liquidity risk exists when particular investments are difficult to purchase or sell. The Fund's investments in illiquid securities may reduce the returns of the Fund because it may be difficult to sell the illiquid securities at an advantageous time or price. To the extent that the Fund's principal investment strategies involve derivatives or securities with substantial market and/or credit risk, the Fund will tend to have the greatest exposure to liquidity risk.

PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the index that the Fund tracks, the Fund may hold securities of companies that present risks that an investment adviser researching individual securities might seek to avoid.

SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, the Fund may lose money and there may be a delay in recovering the loaned securities. The Fund could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for the Fund.

As with all mutual funds, the Fund must maintain cash balances to meet redemption requests, which may lower its overall performance.

FOR A DESCRIPTION OF THE FUND'S POLICIES AND PROCEDURES WITH RESPECT TO DISCLOSURE OF THE MASTER PORTFOLIO'S PORTFOLIO HOLDINGS AND A FURTHER DISCUSSION OF THE FUND'S INVESTMENTS AND RISKS, PLEASE REFER TO THE FUND'S SAI.

PRINCIPAL RISKS OF INVESTING IN LIFEPATH RETIREMENT PORTFOLIO

Risk is inherent in all investing. The value of your investment in LifePath Retirement Portfolio, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in LifePath Retirement Portfolio or your investment may not perform as well as other similar investments. An investment in LifePath Retirement Portfolio is not a bank deposit and it is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The following is a summary description of certain risks of investing in LifePath Retirement Portfolio.

. ALLOCATION RISK - LifePath Retirement Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath Retirement Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath Retirement Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath Retirement Portfolio's use of derivatives may reduce LifePath Retirement Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath Retirement Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath Retirement Portfolio will lose money. These risks include:

. LifePath Retirement Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath Retirement Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath Retirement Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath Retirement Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath Retirement Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath Retirement Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath Retirement Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath Retirement Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath Retirement Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are

subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath Retirement Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath Retirement Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath Retirement Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath Retirement Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath Retirement Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2020 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2020 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2020 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2020 Portfolio's use of derivatives may reduce LifePath 2020 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2020 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2020 Portfolio will lose money. These risks include:

. LifePath 2020 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2020 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2020 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2020 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2020 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2020 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2020 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2020 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2020 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2020 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2020 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2020 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2020 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2020 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2030 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2030 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2030 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2030 Portfolio's use of derivatives may reduce LifePath 2030 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2030 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2030 Portfolio will lose money. These risks include:

. LifePath 2030 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2030 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2030 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2030 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2030 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2030 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2030 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2030 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2030 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2030 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2030 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2030 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2030 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2030 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2040 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2040 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2040 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2040 Portfolio's use of derivatives may reduce LifePath 2040 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2040 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2040 Portfolio will lose money. These risks include:

. LifePath 2040 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2040 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2040 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2040 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2040 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2040 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2040 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2040 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2040 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2040 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2040 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2040 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2040 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2040 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2050 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2050 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2050 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2050 Portfolio's use of derivatives may reduce LifePath 2050 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2050 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2050 Portfolio will lose money. These risks include:

. LifePath 2050 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2050 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2050 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2050 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2050 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2050 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2050 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2050 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2050 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2050 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2050 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2050 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2050 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2050 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

This section contains a description of the general risks of investing in the LifePath Portfolios. "Description of the LifePath Portfolios and their Investments and Risks" in the SAI also includes more information about the LifePath Portfolios, their investments and the related risks. There can be no guarantee that a LifePath Portfolio will meet its objective or that a LifePath Portfolio's performance will be positive for any period of time. An investment in a LifePath Portfolio is not a deposit in any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or by any bank or government agency.

GENERAL

The NAV of each LifePath Portfolio's shares is neither insured nor guaranteed, is not fixed and will fluctuate.

GENERAL RISKS APPLICABLE TO THE LIFEPATH PORTFOLIOS

ALLOCATION RISK - The LifePath Portfolios' ability to achieve their investment goals depends upon BFA's skill in determining the LifePath Portfolios' strategic asset class allocation and in selecting the best mix of Underlying Funds and direct investments. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions. In addition, there is no guarantee that the Underlying Funds will achieve their investment objectives, and the Underlying Funds' performance may be lower than the performance of the asset class which they were selected to represent. The Underlying Funds may change their investment objectives or policies without the approval of the LifePath Portfolios. If an Underlying Fund were to change its investment objective or policies, the LifePath Portfolios might be forced to withdraw their investment from the Underlying Fund at a disadvantageous time and price.

CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of the LifePath Portfolios' investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

DERIVATIVES RISK - The LifePath Portfolios' use of derivatives may reduce the LifePath Portfolios' returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of the LifePath Portfolios' use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. In addition, some derivatives are more sensitive to interest rate changes and market price fluctuations than other securities. The possible lack of a liquid secondary market for derivatives and the resulting inability of the LifePath Portfolios to sell or otherwise close a derivatives position could expose the LifePath Portfolios to losses and could make derivatives more difficult for the LifePath Portfolios to value accurately. The LifePath Portfolios could also suffer losses related to their derivatives positions as a result of unanticipated market movements, which losses are potentially unlimited. Finally,

BFA may not be able to predict correctly the direction of securities prices, interest rates and other economic factors, which could cause the LifePath Portfolios' derivatives positions to lose value. When a derivative is used as a hedge against a position that the LifePath Portfolios hold, any loss generated by the derivative generally should be substantially offset by gains on the hedged investment, and vice versa. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. Hedges are sometimes subject to imperfect matching between the derivative and the underlying security, and there can be no assurance that the LifePath Portfolios' hedging transactions will be effective. The income from certain derivatives may be subject to U.S. federal income tax.

EMERGING MARKETS RISK - The risks of foreign investments are usually much greater for emerging markets. Investments in emerging markets may be considered speculative. Emerging markets include those in countries defined as emerging or developing by the World Bank, the International Finance Corporation or the United Nations. Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. They are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging markets have far lower trading volumes and less liquidity than developed markets. Since these markets are often small, they may be more likely to suffer sharp and frequent price changes or long-term price depression because of adverse publicity, investor perceptions or the actions of a few large investors. In addition, traditional measures of investment value used in the United States, such as price to earnings ratios, may not apply to certain small markets. Also, there may be less publicly available information about issuers in emerging markets than would be available about issuers in more developed capital markets, and such issuers may not be subject to accounting, auditing and financial reporting standards and requirements comparable to those to which U.S. companies are subject.

Many emerging markets have histories of political instability and abrupt changes in policies. As a result, their governments are more likely to take actions that are hostile or detrimental to private enterprise or foreign investment than those of more developed countries, including expropriation of assets, confiscatory taxation, high rates of inflation or unfavorable diplomatic developments. In the past, governments of such nations have expropriated substantial amounts of private property, and most claims of the property owners have never been fully settled. There is no assurance that such expropriations will not reoccur. In such an event, it is possible that the LifePath Portfolio could lose the entire value of its investments in the affected market. Some countries have pervasiveness of corruption and crime that may hinder investments. Certain emerging markets may also face other significant internal or external risks, including the risk of war, and ethnic, religious and racial conflicts. In addition, governments in many emerging market countries participate to a significant degree in their economies and securities markets, which may impair investment and economic growth. National policies that may limit the LifePath Portfolio's investment opportunities include restrictions on investment in issuers or industries deemed sensitive to national interests.

Emerging markets may also have differing legal systems and the existence or possible imposition of exchange controls, custodial restrictions or other foreign or U.S. governmental laws or restrictions applicable to such investments. Sometimes, they may lack or be in the relatively early development of legal structures governing private and foreign investments and private property. In addition to withholding taxes on investment income, some countries with emerging markets may impose differential capital gains taxes on foreign investors.

EQUITY SECURITIES RISK - Common and preferred stocks represent equity ownership in a company. Stock markets are volatile. The price of equity securities will fluctuate and can decline and reduce the value of a portfolio investing in equities. The value of equity securities purchased by the LifePath Portfolios could decline if the financial condition of the companies the LifePath Portfolios invest in decline or if overall market and economic conditions deteriorate. They may also decline due to factors that affect a particular industry or industries, such as labor shortages or an increase in production costs and competitive conditions within an industry. In addition, they may decline due to general market conditions that are not specifically related to a company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or generally adverse investor sentiment.

EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall. Rising interest rates tend to extend the duration of securities, making them more sensitive to changes in interest rates. The value of longer-term securities generally changes more in response to changes in interest rates than shorter-term securities. As a result, in a period of rising interest rates, securities may exhibit additional volatility and may lose value.

FOREIGN SECURITIES RISK - Securities traded in foreign markets have often (though not always) performed differently from securities traded in the United States. However, such investments often involve special risks not present in U.S. investments that can increase the chances that the LifePath Portfolio will lose money. In particular, the LifePath Portfolio is subject to the risk that because there may be fewer investors on foreign exchanges and a smaller number of securities traded each day, it may be more difficult for the LifePath Portfolio to buy and sell securities on those exchanges. In addition, prices of foreign securities may go up and down more than prices of securities traded in the United States.

CERTAIN RISKS OF HOLDING FUND ASSETS OUTSIDE THE UNITED STATES - The LifePath Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories. Some foreign banks and securities depositories may be recently organized or new to the foreign custody business. In addition, there may be limited or no regulatory oversight of their operations. Also, the laws of certain countries limit the LifePath Portfolio's ability to recover its assets if a foreign bank, depository or issuer of a security, or any of their agents, goes bankrupt. In addition, it is often more expensive for the LifePath Portfolio to buy, sell and hold securities in certain foreign markets than in the United States. The increased expense of investing in foreign markets reduces the amount the LifePath Portfolio can earn on its investments and typically results in a higher operating expense ratio for the LifePath Portfolio than for investment companies invested only in the United States.

CURRENCY RISK - Securities and other instruments in which the LifePath Portfolio invests may be denominated or quoted in currencies other than the U.S. dollar. For this reason, changes in foreign currency exchange rates can affect the value of the LifePath Portfolio.

Generally, when the U.S. dollar rises in value against a foreign currency, a security denominated in that currency loses value because the currency is worth fewer U.S. dollars. Conversely, when the U.S. dollar decreases in value against a foreign currency, a security denominated in that currency gains value because the currency is worth more U.S. dollars. This risk, generally known as "currency risk," means that a strong U.S. dollar will reduce returns for U.S. investors while a weak U.S. dollar will increase those returns.

FOREIGN ECONOMY RISK - The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position. Certain foreign economies may rely heavily on particular industries or foreign capital and are more vulnerable to diplomatic developments, the imposition of economic sanctions against a particular country or countries, changes in international trading patterns, trade barriers and other protectionist or retaliatory measures. Investments in foreign markets may also be adversely affected by governmental actions such as the imposition of capital controls, nationalization of companies or industries, expropriation of assets or the imposition of punitive taxes. In addition, the governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries. Any of these actions could severely affect securities prices or impair the LifePath Portfolio's ability to purchase or sell foreign securities or transfer the LifePath Portfolio's assets or income back into the United States, or otherwise adversely affect the LifePath Portfolio's operations.

Other potential foreign market risks include foreign exchange controls, difficulties in pricing securities, defaults on foreign government securities, difficulties in enforcing legal judgments in foreign courts and political and social instability. Diplomatic and political developments, including rapid and adverse political changes, social instability, regional conflicts, terrorism and war, could affect the economies, industries and securities and currency markets, and the value of the LifePath Portfolio's investments, in non-U.S. countries. These factors are extremely difficult, if not impossible, to predict and take into account with respect to the LifePath Portfolio's investments.

GOVERNMENTAL SUPERVISION AND REGULATION/ACCOUNTING STANDARDS - Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as such regulations exist in the United States. They also may not have laws to protect investors that are comparable to U.S. securities laws. For example, some foreign countries may have no laws or rules against insider trading. Insider trading occurs when a person buys or sells a company's securities based on material non-public information about that company. In addition, some countries may have legal systems that may make it difficult for the LifePath Portfolio to vote proxies, exercise shareholder rights, and pursue legal remedies with respect to its foreign investments. Accounting standards in other countries are not necessarily the same as in the United States. If the accounting standards in another country do not require as much detail as U.S. accounting standards, it may be harder for LifePath Portfolio management to completely and accurately determine a company's financial condition.

SETTLEMENT RISK - Settlement and clearance procedures in certain foreign markets differ significantly from those in the United States. Foreign settlement and clearance procedures and trade regulations also may involve certain risks (such as delays in payment for or delivery of securities) not typically associated with the settlement of U.S. investments.

At times, settlements in certain foreign countries have not kept pace with the number of securities transactions. These problems may make it difficult for the LifePath Portfolio to carry out transactions. If the LifePath Portfolio cannot settle or is delayed in settling a purchase of securities, it may miss attractive investment opportunities and certain of its assets may be uninvested with no return earned thereon for some period. If the LifePath Portfolio cannot settle or is delayed in settling a sale of securities, it may lose money if the value of the security then declines or, if it has contracted to sell the security to another party; the LifePath Portfolio could be liable for any losses incurred.

INVESTMENTS IN MUTUAL FUNDS AND ETFS RISK - Each LifePath Portfolio will invest substantially all of its assets in Underlying Funds, so the LifePath Portfolio's investment performance is directly related to the performance of the Underlying Funds. The LifePath Portfolios may also directly invest in ETFs. The LifePath Portfolio's net asset value will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in the LifePath Portfolios will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs. For example, the LifePath Portfolios indirectly pay a portion of the expenses (including operating expenses and management fees) incurred by the Underlying Funds and ETFs.

One Underlying Fund may buy the same securities that another Underlying Fund sells. In addition, a LifePath Portfolio may buy the same securities that an Underlying Fund sells, or vice-versa. If this happens, an investor in the LifePath Portfolio would indirectly bear the costs of these transactions without accomplishing the intended investment purpose. Also, an investor in a LifePath Portfolio may receive taxable gains from portfolio transactions by an Underlying Fund, as well as taxable gains from transactions in shares of the Underlying Fund by the LifePath Portfolio. Certain of the Underlying Funds may hold common portfolio securities, thereby reducing the diversification benefits of the LifePath Portfolios.

In order to minimize expenses, the LifePath Portfolios intend to invest in the class of shares of each Underlying Fund with the lowest shareholder fees and net fund operating expenses. As the Underlying Funds or the LifePath Portfolios' allocations among the Underlying Funds change from time to time, or to the extent that the expense ratio of the Underlying Funds changes, the weighted average operating expenses borne by the LifePath Portfolios may increase or decrease.

Underlying iShares Funds are subject to additional risks due to their shares being listed and traded on securities exchanges. There can be no assurance that an active trading market for these particular ETFs will develop or be maintained. Trading in ETFs may be halted because of market conditions or for reasons that, in the view of the listing exchange, make trading in ETFs inadvisable. In addition, trading in ETFs is subject to trading halts caused by extraordinary market volatility pursuant to "circuit breaker" rules. There can be no assurance that the requirements necessary to maintain the listing of ETFs will continue to be met or will remain unchanged. An ETF may trade at, above or below its NAV. The NAV of an ETF will fluctuate with changes in the market value of its holdings. The trading price of an ETF will generally fluctuate in accordance with changes in its NAV, as well as market supply and demand.

JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for the LifePath Portfolios. The major risks of junk bond investments include:

. Junk bonds may be issued by less creditworthy issuers. Issuers of junk bonds may have a larger amount of outstanding debt relative to their assets than issuers of investment grade bonds. In the event of an issuer's bankruptcy, claims of other creditors may have priority over the claims of junk bond holders, leaving few or no assets available to repay junk bond holders.

. Prices of junk bonds are subject to extreme price fluctuations. Adverse changes in an issuer's industry and general economic conditions may have a greater impact on the prices of junk bonds than on other higher rated fixed-income securities.

. Issuers of junk bonds may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments, or the unavailability of additional financing.

. Junk bonds frequently have redemption features that permit an issuer to repurchase the security from the LifePath Portfolios before it matures. If the issuer redeems junk bonds, the LifePath Portfolios may have to invest the proceeds in bonds with lower yields and may lose income.

. Junk bonds may be less liquid than higher rated fixed-income securities, even under normal economic conditions. There are fewer dealers in the junk bond market, and there may be significant differences in the prices quoted for junk bonds by the dealers. Because they are less liquid, judgment may play a greater role in valuing certain of the LifePath Portfolios' securities than is the case with securities trading in a more liquid market.

. The LifePath Portfolios may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer.

. The credit rating of a high yield security does not necessarily address its market value risk. Ratings and market value may change from time to time, positively or negatively, to reflect new developments regarding the issuer.

MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which the LifePath Portfolios invest will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection

risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage-backed securities (residential and commercial) and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. The characteristics of these mortgage-backed and asset-backed securities differ from traditional fixed-income securities. Like traditional fixed-income securities, the value of asset-backed securities typically increases when interest rates fall and decreases when interest rates rise. However, a main difference is that the principal on mortgage- or asset-backed securities may normally be prepaid at any time, which will reduce the yield and market value of these securities. Therefore, mortgage- and asset-backed backed securities are subject to "prepayment risk" and "extension risk." Because of prepayment risk and extension risk, mortgage-backed securities react differently to changes in interest rates than other fixed-income securities.

Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities. The LifePath Portfolios' investments in asset-backed securities are subject to risks similar to those associated with mortgage-related securities, as well as additional risks associated with the nature of the assets and the servicing of those assets. These securities also are subject to the risk of default on the underlying mortgage or assets, particularly during periods of economic downturn. Certain CMBS are issued in several classes with different levels of yield and credit protection. The LifePath Portfolios' investments in CMBS with several classes may be in the lower classes that have greater risks than the higher classes, including greater interest rate, credit and prepayment risks.

Mortgage-backed securities may be either pass-through securities or collateralized mortgage obligations ("CMOs"). Pass-through securities represent a right to receive principal and interest payments collected on a pool of mortgages, which are passed through to security holders. CMOs are created by dividing the principal and interest payments collected on a pool of mortgages into several revenue streams (tranches) with different priority rights to portions of the underlying mortgage payments. Certain CMO tranches may represent a right to receive interest only (IOs), principal only (POs) or an amount that remains after other floating-rate tranches are paid (an inverse floater). These securities are frequently referred to as "mortgage derivatives" and may be extremely sensitive to changes in interest rates. Interest rates on inverse floaters, for example, vary inversely with a short-term floating rate (which may be reset periodically). Interest rates on inverse floaters will decrease when short-term rates increase, and will increase when short-term rates decrease. These securities have the effect of providing a degree of investment leverage. In response to changes in market interest rates or other market conditions, the value of an inverse floater may increase or decrease at a multiple of the increase or decrease in the value of the underlying securities. If the LifePath Portfolios invest in CMO tranches (including CMO tranches issued by government agencies) and interest rates move in a manner not anticipated by BFA, it is possible that the LifePath Portfolios could lose all or substantially all of their investment.

The residential mortgage market in the United States recently has experienced difficulties that may adversely affect the performance and market value of certain of the LifePath Portfolios' mortgage-related investments. Delinquencies and losses on residential mortgage loans (especially subprime and second-lien mortgage loans) generally have increased recently and may continue to increase, and a decline in or flattening of housing values (as has recently been experienced and may continue to be experienced in many housing markets) may exacerbate such delinquencies and losses. Also, a number of residential mortgage loan originators have recently experienced serious financial difficulties or bankruptcy. Reduced investor demand for mortgage loans and mortgage-related securities and increased investor yield requirements have caused limited liquidity in the secondary market for mortgage-related securities, which can adversely affect the market value of mortgage-related securities. It is possible that such limited liquidity in such secondary markets could continue or worsen.

Asset-backed securities entail certain risks not presented by mortgage-backed securities, including the risk that in certain states it may be difficult to perfect the liens securing the collateral backing certain asset-backed securities. In addition, certain asset-backed securities are based on loans that are unsecured, which means that there is no collateral to seize if the underlying borrower defaults. Certain mortgage-backed securities in which the LifePath Portfolios may invest may also provide a degree of investment leverage, which could cause the LifePath Portfolios to lose all or substantially all of their investment.

PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for the Underlying iShares Funds, those Underlying iShares Funds may hold stocks in companies that present risks that an investment adviser researching individual stocks might seek to avoid.

PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and the LifePath Portfolios may have to invest their proceeds in securities with lower yields. In periods of falling interest rates, the rate of prepayments tends to increase (as does price fluctuation) as borrowers are motivated to pay off debt and refinance at new lower rates. During such periods, reinvestment of the prepayment

proceeds by the management team will generally be at lower rates of return than the return on the assets that were prepaid. Prepayment reduces the yield to maturity and the average life of the security.

REIT INVESTMENT RISK - In addition to the risks facing real estate-related securities, such as a decline in property values due to increasing vacancies, a decline in rents resulting from unanticipated economic, legal or technological developments or a decline in the price of securities of real estate companies due to a failure of borrowers to pay their loans or poor management, investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, the LifePath Portfolios may lose money and there may be a delay in recovering the loaned securities. The LifePath Portfolios could also lose money if they do not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for the LifePath Portfolios.

U.S. GOVERNMENT OBLIGATIONS RISK - Obligations of U.S. government agencies, authorities, instrumentalities and sponsored enterprises have historically involved little risk of loss of principal if held to maturity. However, not all U.S. government securities are backed by the full faith and credit of the United States. Obligations of certain agencies, authorities, instrumentalities and sponsored enterprises of the U.S. government are backed by the full faith and credit of the United States (E.G., the Government National Mortgage Association); other obligations are backed by the right of the issuer to borrow from the U.S. Treasury (E.G., the Federal Home Loan Banks); and others are supported by the discretionary authority of the U.S. government to purchase an agency's obligations. Still others are backed only by the credit of the agency, authority, instrumentality or sponsored enterprise issuing the obligation. No assurance can be given that the U.S. government would provide financial support to any of these entities if it is not obligated to do so by law.

Each LifePath Portfolio must maintain cash balances to meet redemption requests, which may lower overall portfolio performance.

FOR A DESCRIPTION OF THE LIFEPATH PORTFOLIOS' POLICIES AND PROCEDURES WITH RESPECT TO DISCLOSURE OF THEIR MASTER PORTFOLIOS' PORTFOLIO HOLDINGS, AND A FURTHER DISCUSSION OF THE LIFEPATH PORTFOLIOS' INVESTMENTS AND RISKS, PLEASE REFER TO THE LIFEPATH PORTFOLIOS' SAI.

Effective May 3, 2010, current Class R Shares of the LifePath Portfolios will be reclassified as Investor A Shares. EXISTING CLASS R SHAREHOLDER ACCOUNTS WILL BE GRANDFATHERED TO PURCHASE INVESTOR A SHARES AT NET ASSET VALUE.

MINIMUM INITIAL         $1,000 for all accounts except:
INVESTMENT              . $250 for certain fee based programs
                        . $100 for retirement plans
                        . $50, if establishing Automatic Investment Plan
MINIMUM ADDITIONAL      $50 for all accounts except certain retirement plans and payroll deduction
INVESTMENT              programs may have a lower minimum

INITIAL SALES CHARGE OPTIONS

The following table shows the front-end sales charges that you may pay if you buy Investor A Shares. The offering price for Investor A Shares includes any front-end sales charge. The front-end sales charge expressed as a percentage of the offering price may be higher or lower than the charge described below due to rounding. Similarly, any contingent deferred sales charge paid upon certain redemptions of Investor A Shares expressed as a percentage of the applicable redemption amount may be higher or lower than the charge described below due to rounding. You may qualify for a reduced front-end sales charge. Purchases of Investor A Shares at certain fixed dollar levels, known as "breakpoints," cause a reduction in the front-end sales charge. Once you achieve a breakpoint, you pay that sales charge on your entire purchase amount (and not just the portion above the breakpoint). If you select Investor A Shares, you will pay a sales charge at the time of purchase as shown in the following table.

                                                                                       DEALER
                                          SALES CHARGE         SALES CHARGE         COMPENSATION
                                            AS A % OF         AS A % OF YOUR         AS A % OF
YOUR INVESTMENT                          OFFERING PRICE        INVESTMENT(1)       OFFERING PRICE
===================================     ================     ================     ===============
Less than $25,000                              5.25%                5.54%              5.00%
$25,000 but less than $50,000                  4.75%                4.99%              4.50%
$50,000 but less than $100,000                 4.00%                4.17%              3.75%
$100,000 but less than $250,000                3.00%                3.09%              2.75%
$250,000 but less than $500,000                2.50%                2.56%              2.25%
$500,000 but less than $750,000                2.00%                2.04%              1.75%
$750,000 but less than $1,000,000              1.50%                1.52%              1.25%
$1,000,000 and over(2)                         0.00%                0.00%                --(2)

(1) Rounded to the nearest one-hundredth percent.

(2) If you invest $1,000,000 or more in Investor A Shares, you will not pay an initial sales charge. In that case, BFA compensates the financial intermediary from its own resources. However, if you redeem your shares within 18 months after purchase, you may be charged a deferred sales charge of 1.00% of the lesser of the original cost of the shares being redeemed or your redemption proceeds. Such deferred sales charge may be waived in connection with certain fee-based programs.

No initial sales charge applies to Investor A Shares that you buy through reinvestment of the LifePath Portfolios' dividends or capital gains.

SALES CHARGES REDUCED OR ELIMINATED FOR INVESTOR A SHARES

There are several ways in which the sales charge can be reduced or eliminated. Purchases of Investor A Shares at certain fixed dollar levels, known as "breakpoints," cause a reduction in the front-end sales charge (as described above in the "Investor A Shares - Initial Sales Charge Options" section). Additionally, the front-end sales charge can be reduced or eliminated through one or a combination of the following: a Letter of Intent, the right of accumulation,

the reinstatement privilege (described under "Account Services and Privileges"), or a waiver of the sales charge (described below). Reductions or eliminations through the right of accumulation or Letter of Intent will apply to the value of all qualifying holdings in shares of BlackRock Funds owned by:
(a) the investor, (b) the investor's spouse and any children under the age of 21, or (c) a trustee or fiduciary of a single trust estate or single fiduciary account. For this purpose, the value of an investor's holdings means the offering price of the newly purchased shares (including any applicable sales charge) plus the current value (including any sales charges paid) of all other shares the investor already holds taken together. These may include shares held in accounts held at a financial intermediary, including personal accounts, certain retirement accounts, UGMA/UTMA accounts, Joint Tenancy accounts, trust accounts and Transfer on Death accounts, as well as shares purchased by a trust of which the investor is a beneficiary. For purposes of the right of accumulation and Letter of Intent the investor may not combine with the investor's other holdings shares held in pension, profit sharing or other employee benefit plans if those shares are held in the name of a nominee or custodian.

In order to receive a reduced sales charge, at the time an investor purchases shares of a LifePath Portfolio, the investor should inform the financial professional, financial intermediary or the BlackRock Funds of any other shares of the LifePath Portfolio or any other BlackRock Fund owned by: (a) the investor, (b) the investor's spouse and any children under the age of 21, or
(c) a trustee or fiduciary of a single trust estate or single fiduciary account. Failure by the investor to notify the financial professional, financial intermediary or the BlackRock Funds, may result in the investor not receiving the sales charge reduction to which the investor is otherwise entitled.

The financial professional, financial intermediary or the BlackRock Funds may request documentation - including account statements and records of the original cost of the shares owned by the investor, the investor's spouse and/or children under the age of 21 - showing that the investor qualifies for a reduced sales charge. The investor should retain these records because - depending on where an account is held or the type of account - the LifePath Portfolios' and/or the investor's financial professional, financial intermediary or BlackRock Funds may not be able to maintain this information.

For more information, see the LifePath Portfolios' SAI or contact your financial professional or financial intermediary.

LETTER OF INTENT

An investor may qualify for a reduced front-end sales charge immediately by signing a "Letter of Intent" stating the investor's intention to buy a specified amount of Investor A Shares, Investor C Shares or Institutional Shares in one or more BlackRock Funds within the next 13 months that would, if bought all at once, qualify the investor for a reduced sales charge. The initial investment must meet the minimum initial purchase requirement. The 13-month Letter of Intent period commences on the day that the Letter of Intent is received by a LifePath Portfolio, and the investor must tell the LifePath Portfolios that later purchases are subject to the Letter of Intent. Purchases submitted prior to the date the Letter of Intent is received by a LifePath Portfolio is not counted toward the sales charge reduction. During the term of the Letter of Intent, a LifePath Portfolio will hold Investor A Shares representing up to 5% of the indicated amount in an escrow account for payment of a higher sales load if the full amount indicated in the Letter of Intent is not purchased. If the full amount indicated is not purchased within the 13-month period, and the investor does not pay the higher sales load within 20 days, a LifePath Portfolio will redeem enough of Investor A Shares held in escrow to pay the difference.

RIGHT OF ACCUMULATION

Investors have a "right of accumulation" under which the current value of an investor's existing Investor A, Investor C and Institutional Shares in most BlackRock Funds and the investment in the BlackRock CollegeAdvantage 529 program by the investor or by or on behalf of the investor's spouse and minor children may be combined with the amount of the current purchase in determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge. Financial intermediaries may value current holdings of their customers differently for purposes of determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge, although customers of the same financial intermediary will be treated similarly. In order to use this right, the investor must alert BlackRock, Inc. ("BlackRock") to the existence of any previously purchased shares.

OTHER FRONT-END SALES CHARGE WAIVERS

A sales charge waiver on a purchase of Investor A Shares may also apply for:

. Authorized qualified employee benefit plans or savings plans and rollovers of current investments in a LifePath Portfolio through such plans

. Persons investing through an authorized payroll deduction plan

. Persons investing through an authorized investment plan for organizations that operate under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Internal Revenue Code")

. Registered investment advisers, trust companies and bank trust departments exercising discretionary investment authority with respect to amounts to be invested in a LifePath Portfolio

. Persons associated with a LifePath Portfolio, BlackRock Investments, LLC, the LifePath Portfolios' distributor (the "Distributor"), or the LifePath Portfolios' transfer agent, PNC Global Investment Servicing (U.S.) Inc. (the "Transfer Agent") and their affiliates

. Persons participating in a fee-based program under which they (i) pay advisory fees to a broker-dealer or other financial institution or (ii) pay fees to a broker-dealer or other financial institution for providing transaction processing and other administrative services, but not investment advisory services

. Employees of MetLife

PRINCIPAL RISKS OF INVESTING IN LIFEPATH RETIREMENT PORTFOLIO

Risk is inherent in all investing. The value of your investment in LifePath Retirement Portfolio, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in LifePath Retirement Portfolio or your investment may not perform as well as other similar investments. An investment in LifePath Retirement Portfolio is not a bank deposit and it is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The following is a summary description of certain risks of investing in LifePath Retirement Portfolio.

. ALLOCATION RISK - LifePath Retirement Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath Retirement Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath Retirement Portfolio's investment

in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath Retirement Portfolio's use of derivatives may reduce LifePath Retirement Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath Retirement Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath Retirement Portfolio will lose money. These risks include:

. LifePath Retirement Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath Retirement Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath Retirement Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath Retirement Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath Retirement Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath Retirement Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath Retirement Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath Retirement Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath Retirement Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath Retirement Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath Retirement Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath Retirement Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath Retirement Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath Retirement Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2020 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2020 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2020 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2020 Portfolio's use of derivatives may reduce LifePath 2020 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2020 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2020 Portfolio will lose money. These risks include:

. LifePath 2020 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2020 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2020 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2020 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2020 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2020 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2020 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2020 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2020 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2020 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2020 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2020 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2020 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2020 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2030 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2030 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2030 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2030 Portfolio's use of derivatives may reduce LifePath 2030 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2030 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2030 Portfolio will lose money. These risks include:

. LifePath 2030 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2030 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2030 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2030 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2030 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2030 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2030 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2030 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2030 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2030 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2030 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2030 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2030 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2030 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2040 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2040 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2040 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2040 Portfolio's use of derivatives may reduce LifePath 2040 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2040 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2040 Portfolio will lose money. These risks include:

. LifePath 2040 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2040 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2040 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2040 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2040 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2040 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2040 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2040 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2040 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2040 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2040 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2040 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2040 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2040 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2050 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2050 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2050 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2050 Portfolio's use of derivatives may reduce LifePath 2050 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2050 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2050 Portfolio will lose money. These risks include:

. LifePath 2050 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2050 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2050 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2050 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2050 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2050 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2050 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2050 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2050 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2050 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2050 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2050 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2050 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2050 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

This section contains a description of the general risks of investing in the LifePath Portfolios. "Description of the LifePath Portfolios and their Investments and Risks" in the SAI also includes more information about the LifePath Portfolios, their investments and the related risks. There can be no guarantee that a LifePath Portfolio will meet its objective or that a LifePath Portfolio's performance will be positive for any period of time. An investment in a LifePath Portfolio is not a deposit in any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or by any bank or government agency.

GENERAL

The NAV of each LifePath Portfolio's shares is neither insured nor guaranteed, is not fixed and will fluctuate.

GENERAL RISKS APPLICABLE TO THE LIFEPATH PORTFOLIOS

ALLOCATION RISK - The LifePath Portfolios' ability to achieve their investment goals depends upon BFA's skill in determining the LifePath Portfolios' strategic asset class allocation and in selecting the best mix of Underlying Funds and direct investments. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions. In addition, there is no guarantee that the Underlying Funds will achieve their investment objectives, and the Underlying Funds' performance may be lower than the performance of the asset class which they were selected to represent. The Underlying Funds may change their investment objectives or policies without the approval of the LifePath Portfolios. If an Underlying Fund were to change its investment objective or policies, the LifePath Portfolios might be forced to withdraw their investment from the Underlying Fund at a disadvantageous time and price.

CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of the LifePath Portfolios' investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

DERIVATIVES RISK - The LifePath Portfolios' use of derivatives may reduce the LifePath Portfolios' returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of the LifePath Portfolios' use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. In addition, some derivatives are more sensitive to interest rate changes and market price fluctuations than other securities. The possible lack of a liquid secondary market for derivatives and the resulting inability of the LifePath Portfolios to sell or otherwise close a derivatives position could expose the LifePath Portfolios to losses and could make derivatives more difficult for the LifePath Portfolios to value accurately. The LifePath Portfolios could also suffer losses related to their derivatives positions as a result of unanticipated market movements, which losses are potentially unlimited. Finally,

BFA may not be able to predict correctly the direction of securities prices, interest rates and other economic factors, which could cause the LifePath Portfolios' derivatives positions to lose value. When a derivative is used as a hedge against a position that the LifePath Portfolios hold, any loss generated by the derivative generally should be substantially offset by gains on the hedged investment, and vice versa. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. Hedges are sometimes subject to imperfect matching between the derivative and the underlying security, and there can be no assurance that the LifePath Portfolios' hedging transactions will be effective. The income from certain derivatives may be subject to U.S. federal income tax.

EMERGING MARKETS RISK - The risks of foreign investments are usually much greater for emerging markets. Investments in emerging markets may be considered speculative. Emerging markets include those in countries defined as emerging or developing by the World Bank, the International Finance Corporation or the United Nations. Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. They are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging markets have far lower trading volumes and less liquidity than developed markets. Since these markets are often small, they may be more likely to suffer sharp and frequent price changes or long-term price depression because of adverse publicity, investor perceptions or the actions of a few large investors. In addition, traditional measures of investment value used in the United States, such as price to earnings ratios, may not apply to certain small markets. Also, there may be less publicly available information about issuers in emerging markets than would be available about issuers in more developed capital markets, and such issuers may not be subject to accounting, auditing and financial reporting standards and requirements comparable to those to which U.S. companies are subject.

Many emerging markets have histories of political instability and abrupt changes in policies. As a result, their governments are more likely to take actions that are hostile or detrimental to private enterprise or foreign investment than those of more developed countries, including expropriation of assets, confiscatory taxation, high rates of inflation or unfavorable diplomatic developments. In the past, governments of such nations have expropriated substantial amounts of private property, and most claims of the property owners have never been fully settled. There is no assurance that such expropriations will not reoccur. In such an event, it is possible that the LifePath Portfolio could lose the entire value of its investments in the affected market. Some countries have pervasiveness of corruption and crime that may hinder investments. Certain emerging markets may also face other significant internal or external risks, including the risk of war, and ethnic, religious and racial conflicts. In addition, governments in many emerging market countries participate to a significant degree in their economies and securities markets, which may impair investment and economic growth. National policies that may limit the LifePath Portfolio's investment opportunities include restrictions on investment in issuers or industries deemed sensitive to national interests.

Emerging markets may also have differing legal systems and the existence or possible imposition of exchange controls, custodial restrictions or other foreign or U.S. governmental laws or restrictions applicable to such investments. Sometimes, they may lack or be in the relatively early development of legal structures governing private and foreign investments and private property. In addition to withholding taxes on investment income, some countries with emerging markets may impose differential capital gains taxes on foreign investors.

EQUITY SECURITIES RISK - Common and preferred stocks represent equity ownership in a company. Stock markets are volatile. The price of equity securities will fluctuate and can decline and reduce the value of a portfolio investing in equities. The value of equity securities purchased by the LifePath Portfolios could decline if the financial condition of the companies the LifePath Portfolios invest in decline or if overall market and economic conditions deteriorate. They may also decline due to factors that affect a particular industry or industries, such as labor shortages or an increase in production costs and competitive conditions within an industry. In addition, they may decline due to general market conditions that are not specifically related to a company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or generally adverse investor sentiment.

EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall. Rising interest rates tend to extend the duration of securities, making them more sensitive to changes in interest rates. The value of longer-term securities generally changes more in response to changes in interest rates than shorter-term securities. As a result, in a period of rising interest rates, securities may exhibit additional volatility and may lose value.

FOREIGN SECURITIES RISK - Securities traded in foreign markets have often (though not always) performed differently from securities traded in the United States. However, such investments often involve special risks not present in U.S. investments that can increase the chances that the LifePath Portfolio will lose money. In particular, the LifePath Portfolio is subject to the risk that because there may be fewer investors on foreign exchanges and a smaller number of securities traded each day, it may be more difficult for the LifePath Portfolio to buy and sell securities on those exchanges. In addition, prices of foreign securities may go up and down more than prices of securities traded in the United States.

CERTAIN RISKS OF HOLDING FUND ASSETS OUTSIDE THE UNITED STATES - The LifePath Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories. Some foreign banks and securities depositories may be recently organized or new to the foreign custody business. In addition, there may be limited or no regulatory oversight of their operations. Also, the laws of certain countries limit the LifePath Portfolio's ability to recover its assets if a foreign bank, depository or issuer of a security, or any of their agents, goes bankrupt. In addition, it is often more expensive for the LifePath Portfolio to buy, sell and hold securities in certain foreign markets than in the United States. The increased expense of investing in foreign markets reduces the amount the LifePath Portfolio can earn on its investments and typically results in a higher operating expense ratio for the LifePath Portfolio than for investment companies invested only in the United States.

CURRENCY RISK - Securities and other instruments in which the LifePath Portfolio invests may be denominated or quoted in currencies other than the U.S. dollar. For this reason, changes in foreign currency exchange rates can affect the value of the LifePath Portfolio.

Generally, when the U.S. dollar rises in value against a foreign currency, a security denominated in that currency loses value because the currency is worth fewer U.S. dollars. Conversely, when the U.S. dollar decreases in value against a foreign currency, a security denominated in that currency gains value because the currency is worth more U.S. dollars. This risk, generally known as "currency risk," means that a strong U.S. dollar will reduce returns for U.S. investors while a weak U.S. dollar will increase those returns.

FOREIGN ECONOMY RISK - The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position. Certain foreign economies may rely heavily on particular industries or foreign capital and are more vulnerable to diplomatic developments, the imposition of economic sanctions against a particular country or countries, changes in international trading patterns, trade barriers and other protectionist or retaliatory measures. Investments in foreign markets may also be adversely affected by governmental actions such as the imposition of capital controls, nationalization of companies or industries, expropriation of assets or the imposition of punitive taxes. In addition, the governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries. Any of these actions could severely affect securities prices or impair the LifePath Portfolio's ability to purchase or sell foreign securities or transfer the LifePath Portfolio's assets or income back into the United States, or otherwise adversely affect the LifePath Portfolio's operations.

Other potential foreign market risks include foreign exchange controls, difficulties in pricing securities, defaults on foreign government securities, difficulties in enforcing legal judgments in foreign courts and political and social instability. Diplomatic and political developments, including rapid and adverse political changes, social instability, regional conflicts, terrorism and war, could affect the economies, industries and securities and currency markets, and the value of the LifePath Portfolio's investments, in non-U.S. countries. These factors are extremely difficult, if not impossible, to predict and take into account with respect to the LifePath Portfolio's investments.

GOVERNMENTAL SUPERVISION AND REGULATION/ACCOUNTING STANDARDS - Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as such regulations exist in the United States. They also may not have laws to protect investors that are comparable to U.S. securities laws. For example, some foreign countries may have no laws or rules against insider trading. Insider trading occurs when a person buys or sells a company's securities based on material non-public information about that company. In addition, some countries may have legal systems that may make it difficult for the LifePath Portfolio to vote proxies, exercise shareholder rights, and pursue legal remedies with respect to its foreign investments. Accounting standards in other countries are not necessarily the same as in the United States. If the accounting standards in another country do not require as much detail as U.S. accounting standards, it may be harder for LifePath Portfolio management to completely and accurately determine a company's financial condition.

SETTLEMENT RISK - Settlement and clearance procedures in certain foreign markets differ significantly from those in the United States. Foreign settlement and clearance procedures and trade regulations also may involve certain risks (such as delays in payment for or delivery of securities) not typically associated with the settlement of U.S. investments.

At times, settlements in certain foreign countries have not kept pace with the number of securities transactions. These problems may make it difficult for the LifePath Portfolio to carry out transactions. If the LifePath Portfolio cannot settle or is delayed in settling a purchase of securities, it may miss attractive investment opportunities and certain of its assets may be uninvested with no return earned thereon for some period. If the LifePath Portfolio cannot settle or is delayed in settling a sale of securities, it may lose money if the value of the security then declines or, if it has contracted to sell the security to another party; the LifePath Portfolio could be liable for any losses incurred.

INVESTMENTS IN MUTUAL FUNDS AND ETFS RISK - Each LifePath Portfolio will invest substantially all of its assets in Underlying Funds, so the LifePath Portfolio's investment performance is directly related to the performance of the Underlying Funds. The LifePath Portfolios may also directly invest in ETFs. The LifePath Portfolio's net asset value will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in the LifePath Portfolios will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs. For example, the LifePath Portfolios indirectly pay a portion of the expenses (including operating expenses and management fees) incurred by the Underlying Funds and ETFs.

One Underlying Fund may buy the same securities that another Underlying Fund sells. In addition, a LifePath Portfolio may buy the same securities that an Underlying Fund sells, or vice-versa. If this happens, an investor in the LifePath Portfolio would indirectly bear the costs of these transactions without accomplishing the intended investment purpose. Also, an investor in a LifePath Portfolio may receive taxable gains from portfolio transactions by an Underlying Fund, as well as taxable gains from transactions in shares of the Underlying Fund by the LifePath Portfolio. Certain of the Underlying Funds may hold common portfolio securities, thereby reducing the diversification benefits of the LifePath Portfolios.

In order to minimize expenses, the LifePath Portfolios intend to invest in the class of shares of each Underlying Fund with the lowest shareholder fees and net fund operating expenses. As the Underlying Funds or the LifePath Portfolios' allocations among the Underlying Funds change from time to time, or to the extent that the expense ratio of the Underlying Funds changes, the weighted average operating expenses borne by the LifePath Portfolios may increase or decrease.

Underlying iShares Funds are subject to additional risks due to their shares being listed and traded on securities exchanges. There can be no assurance that an active trading market for these particular ETFs will develop or be maintained. Trading in ETFs may be halted because of market conditions or for reasons that, in the view of the listing exchange, make trading in ETFs inadvisable. In addition, trading in ETFs is subject to trading halts caused by extraordinary market volatility pursuant to "circuit breaker" rules. There can be no assurance that the requirements necessary to maintain the listing of ETFs will continue to be met or will remain unchanged. An ETF may trade at, above or below its NAV. The NAV of an ETF will fluctuate with changes in the market value of its holdings. The trading price of an ETF will generally fluctuate in accordance with changes in its NAV, as well as market supply and demand.

JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for the LifePath Portfolios. The major risks of junk bond investments include:

. Junk bonds may be issued by less creditworthy issuers. Issuers of junk bonds may have a larger amount of outstanding debt relative to their assets than issuers of investment grade bonds. In the event of an issuer's bankruptcy, claims of other creditors may have priority over the claims of junk bond holders, leaving few or no assets available to repay junk bond holders.

. Prices of junk bonds are subject to extreme price fluctuations. Adverse changes in an issuer's industry and general economic conditions may have a greater impact on the prices of junk bonds than on other higher rated fixed-income securities.

. Issuers of junk bonds may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments, or the unavailability of additional financing.

. Junk bonds frequently have redemption features that permit an issuer to repurchase the security from the LifePath Portfolios before it matures. If the issuer redeems junk bonds, the LifePath Portfolios may have to invest the proceeds in bonds with lower yields and may lose income.

. Junk bonds may be less liquid than higher rated fixed-income securities, even under normal economic conditions. There are fewer dealers in the junk bond market, and there may be significant differences in the prices quoted for junk bonds by the dealers. Because they are less liquid, judgment may play a greater role in valuing certain of the LifePath Portfolios' securities than is the case with securities trading in a more liquid market.

. The LifePath Portfolios may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer.

. The credit rating of a high yield security does not necessarily address its market value risk. Ratings and market value may change from time to time, positively or negatively, to reflect new developments regarding the issuer.

MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which the LifePath Portfolios invest will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection

risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage-backed securities (residential and commercial) and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. The characteristics of these mortgage-backed and asset-backed securities differ from traditional fixed-income securities. Like traditional fixed-income securities, the value of asset-backed securities typically increases when interest rates fall and decreases when interest rates rise. However, a main difference is that the principal on mortgage- or asset-backed securities may normally be prepaid at any time, which will reduce the yield and market value of these securities. Therefore, mortgage- and asset-backed backed securities are subject to "prepayment risk" and "extension risk." Because of prepayment risk and extension risk, mortgage-backed securities react differently to changes in interest rates than other fixed-income securities.

Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities. The LifePath Portfolios' investments in asset-backed securities are subject to risks similar to those associated with mortgage-related securities, as well as additional risks associated with the nature of the assets and the servicing of those assets. These securities also are subject to the risk of default on the underlying mortgage or assets, particularly during periods of economic downturn. Certain CMBS are issued in several classes with different levels of yield and credit protection. The LifePath Portfolios' investments in CMBS with several classes may be in the lower classes that have greater risks than the higher classes, including greater interest rate, credit and prepayment risks.

Mortgage-backed securities may be either pass-through securities or collateralized mortgage obligations ("CMOs"). Pass-through securities represent a right to receive principal and interest payments collected on a pool of mortgages, which are passed through to security holders. CMOs are created by dividing the principal and interest payments collected on a pool of mortgages into several revenue streams (tranches) with different priority rights to portions of the underlying mortgage payments. Certain CMO tranches may represent a right to receive interest only (IOs), principal only (POs) or an amount that remains after other floating-rate tranches are paid (an inverse floater). These securities are frequently referred to as "mortgage derivatives" and may be extremely sensitive to changes in interest rates. Interest rates on inverse floaters, for example, vary inversely with a short-term floating rate (which may be reset periodically). Interest rates on inverse floaters will decrease when short-term rates increase, and will increase when short-term rates decrease. These securities have the effect of providing a degree of investment leverage. In response to changes in market interest rates or other market conditions, the value of an inverse floater may increase or decrease at a multiple of the increase or decrease in the value of the underlying securities. If the LifePath Portfolios invest in CMO tranches (including CMO tranches issued by government agencies) and interest rates move in a manner not anticipated by BFA, it is possible that the LifePath Portfolios could lose all or substantially all of their investment.

The residential mortgage market in the United States recently has experienced difficulties that may adversely affect the performance and market value of certain of the LifePath Portfolios' mortgage-related investments. Delinquencies and losses on residential mortgage loans (especially subprime and second-lien mortgage loans) generally have increased recently and may continue to increase, and a decline in or flattening of housing values (as has recently been experienced and may continue to be experienced in many housing markets) may exacerbate such delinquencies and losses. Also, a number of residential mortgage loan originators have recently experienced serious financial difficulties or bankruptcy. Reduced investor demand for mortgage loans and mortgage-related securities and increased investor yield requirements have caused limited liquidity in the secondary market for mortgage-related securities, which can adversely affect the market value of mortgage-related securities. It is possible that such limited liquidity in such secondary markets could continue or worsen.

Asset-backed securities entail certain risks not presented by mortgage-backed securities, including the risk that in certain states it may be difficult to perfect the liens securing the collateral backing certain asset-backed securities. In addition, certain asset-backed securities are based on loans that are unsecured, which means that there is no collateral to seize if the underlying borrower defaults. Certain mortgage-backed securities in which the LifePath Portfolios may invest may also provide a degree of investment leverage, which could cause the LifePath Portfolios to lose all or substantially all of their investment.

PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for the Underlying iShares Funds, those Underlying iShares Funds may hold stocks in companies that present risks that an investment adviser researching individual stocks might seek to avoid.

PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and the LifePath Portfolios may have to invest their proceeds in securities with lower yields. In periods of falling interest rates, the rate of prepayments tends to increase (as does price fluctuation) as borrowers are motivated to pay off debt and refinance at new lower rates. During such periods, reinvestment of the prepayment

proceeds by the management team will generally be at lower rates of return than the return on the assets that were prepaid. Prepayment reduces the yield to maturity and the average life of the security.

REIT INVESTMENT RISK - In addition to the risks facing real estate-related securities, such as a decline in property values due to increasing vacancies, a decline in rents resulting from unanticipated economic, legal or technological developments or a decline in the price of securities of real estate companies due to a failure of borrowers to pay their loans or poor management, investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, the LifePath Portfolios may lose money and there may be a delay in recovering the loaned securities. The LifePath Portfolios could also lose money if they do not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for the LifePath Portfolios.

U.S. GOVERNMENT OBLIGATIONS RISK - Obligations of U.S. government agencies, authorities, instrumentalities and sponsored enterprises have historically involved little risk of loss of principal if held to maturity. However, not all U.S. government securities are backed by the full faith and credit of the United States. Obligations of certain agencies, authorities, instrumentalities and sponsored enterprises of the U.S. government are backed by the full faith and credit of the United States (E.G., the Government National Mortgage Association); other obligations are backed by the right of the issuer to borrow from the U.S. Treasury (E.G., the Federal Home Loan Banks); and others are supported by the discretionary authority of the U.S. government to purchase an agency's obligations. Still others are backed only by the credit of the agency, authority, instrumentality or sponsored enterprise issuing the obligation. No assurance can be given that the U.S. government would provide financial support to any of these entities if it is not obligated to do so by law.

Each LifePath Portfolio must maintain cash balances to meet redemption requests, which may lower overall portfolio performance.

FOR A DESCRIPTION OF THE LIFEPATH PORTFOLIOS' POLICIES AND PROCEDURES WITH RESPECT TO DISCLOSURE OF THEIR MASTER PORTFOLIOS' PORTFOLIO HOLDINGS, AND A FURTHER DISCUSSION OF THE LIFEPATH PORTFOLIOS' INVESTMENTS AND RISKS, PLEASE REFER TO THE LIFEPATH PORTFOLIOS' SAI.

MINIMUM INITIAL         $1,000(1) for all accounts except:
INVESTMENT
                        . $250 for certain fee-based programs
                        . $100 for retirement plans
                        . $50, if establishing Automatic Investment Plan
MINIMUM ADDITIONAL      $50 for all accounts except certain retirement plans and payroll deduction
INVESTMENT               programs may have a lower minimum

(1) The LifePath Portfolios will not accept a purchase order of $500,000 or more for Investor C Shares. Your financial intermediary may set a lower maximum for Investor C Shares.

DEFERRED SALES CHARGE

If you redeem Investor C Shares within one year after purchase, you may be charged a deferred sales charge of 1.00%. The charge will apply to the lesser of the original cost of the shares being redeemed or the proceeds of your redemption and will be calculated without regards to any redemption fee. When you redeem Investor C Shares, the redemption order is processed so that the lowest deferred sales charge is charged. Investor C Shares that are not subject to the deferred sales charge are redeemed first. In addition, you will not be charged a deferred sales charge when you redeem shares that you acquire through reinvestment of LifePath Portfolio dividends or capital gains. Any CDSC paid on the redemptions of Investor C Shares expressed as a percentage of the applicable redemption amount may be higher or lower than the charge described due to rounding.

Investor C Shares do not offer a conversion privilege.

LETTER OF INTENT

An investor may qualify for a reduced front-end sales charge immediately by signing a "Letter of Intent" stating the investor's intention to buy a specified amount of Investor A Shares, Investor C Shares or Institutional Shares in one or more funds sponsored and advised by BFA or its affiliates ("BlackRock Funds") within the next 13 months that would, if bought all at once, qualify the investor for a reduced sales charge. The initial investment must meet the minimum initial purchase requirement. The 13-month Letter of Intent period commences on the day that the Letter of Intent is received by the LifePath Portfolios, and the investor must tell the LifePath Portfolios that later purchases are subject to the Letter of Intent. Purchases submitted prior to the date the Letter of Intent is received by the LifePath Portfolios are not counted toward the sales charge reduction. During the term of the Letter of Intent, the LifePath Portfolios will hold Investor A Shares representing up to 5% of the indicated amount in an escrow account for payment of a higher sales load if the full amount indicated in the Letter of Intent is not purchased. If the full amount indicated is not purchased within the 13-month period, and the investor does not pay the higher sales load within 20 days, the LifePath Portfolios will redeem enough of Investor A Shares held in escrow to pay the difference.

RIGHT OF ACCUMULATION

Investors have a "right of accumulation" under which the current value of an investor's existing Investor A, Investor C and Institutional Shares in most BlackRock Funds and the investment in the BlackRock CollegeAdvantage 529 program by the investor or by or on behalf of the investor's spouse and minor children may be combined with the amount of the current purchase in determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge. Financial intermediaries may value current holdings of their customers differently for purposes of determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge, although customers of the same financial intermediary will be treated similarly. In order to use this right, the investor must alert BlackRock to the existence of any previously purchased shares.

CONTINGENT DEFERRED SALES CHARGE WAIVERS

The deferred sales charge relating to Investor C Shares may be reduced or waived in certain circumstances, such as:

. Redemptions of shares purchased through authorized qualified employee benefit plans or savings plans and rollovers of current investments in a LifePath Portfolio through such plans

. Exchanges pursuant to the exchange privilege

. Redemptions made in connection with minimum required distributions from IRA or 403(b)(7) accounts due to the shareholder reaching the age of 70 1/2

. Certain post-retirement withdrawals from an IRA or other retirement plan if you are over 59 1/2 years old

. Redemptions made with respect to certain retirement plans sponsored by a LifePath Portfolio, BFA or an affiliate

. Redemptions resulting from shareholder death as long as the waiver request is made within one year of death or, if later, reasonably promptly following completion of probate (including in connection with the distribution of account assets to a beneficiary of the decedent)

. Withdrawals resulting from shareholder disability (as defined in the U.S. Internal Revenue Code of 1986, as amended) (the "Internal Revenue Code"), as long as the disability arose subsequent to the purchase of the shares

. Involuntary redemptions made of shares in accounts with low balances

. Certain redemptions made through the Systematic Withdrawal Plan offered by a LifePath Portfolio, BFA or an affiliate

. Redemptions related to the payment of PNC Trust Company custodial IRA fees

. Redemptions when a shareholder can demonstrate hardship, in the absolute discretion of the LifePath Portfolio

Please contact your Financial Intermediary for more details on CDSCs.

HOW TO BUY, SELL, EXCHANGE AND TRANSFER SHARES

The chart on the following pages summarizes how to buy, sell, exchange and transfer shares through your financial professional or other financial intermediary. You may also buy, sell, exchange and transfer shares through BlackRock, if your account is held directly with BlackRock. To learn more about buying, selling, transferring or exchanging shares through BlackRock, call
(800) 441-7762. Because the selection of a mutual fund involves many considerations, your financial professional or other financial intermediary may help you with this decision.

Each LifePath Portfolio may reject any purchase order, modify or waive the minimum initial or subsequent investment requirements for any shareholders and suspend and resume the sale of any share class of the LifePath Portfolio at any time for any reason.

In addition, the LifePath Portfolios may waive certain requirements regarding the purchase, sale, exchange or transfer of shares described below.

             HOW TO BUY SHARES
                   YOUR CHOICES               IMPORTANT INFORMATION FOR YOU TO KNOW
INITIAL PURCHASE    First, select the          The LifePath Portfolios offer other classes of shares (Investor A Shares,
                   share class appropriate    Class K Shares, Class R Shares and Institutional Shares) with different
                   for you                    features and expense levels, which you may be eligible to buy. Please see
                                              the LifePath Portfolios' Investor A Shares, Class K Shares, Class R Shares
                                              and Institutional Shares prospectuses for more information.
                                              When you place your initial order, you must indicate which share class you
                                              select (if you do not specify a class and do not qualify to purchase Investor
                                              C Shares, you will receive Investor A Shares).
                                              Certain factors, such as the amount of your investment, your time frame
                                              for investing, and your financial goals, may affect which share class you
                                              choose. Your financial representative can help you determine which share
                                              class is appropriate for you.

         HOW TO BUY SHARES
              YOUR CHOICES            IMPORTANT INFORMATION FOR YOU TO KNOW
               Next, determine         Refer to the minimum initial investment in the "Account Information -
              the amount of           Details About Investor C Shares" in this Prospectus. Be sure to note the
              your investment         maximum investment amounts in Investor C Shares.
                                      See "Account Information - Details About Investor C Shares" for
                                      information on lower initial investment requirements for certain LifePath
                                      Portfolio investors if their purchase, combined with purchases by other
                                      investors received together by a LifePath Portfolio, meets the minimum
                                      investment requirement.
               Have your               The price of your shares is based on the next calculation of a LifePath
              financial               Portfolio's NAV after your order is placed. Any purchase orders placed prior
              intermediary            to the close of business on the NYSE (generally 4:00 p.m. Eastern time)
              submit your             will be priced at the NAV determined that day. Certain financial
              purchase order          intermediaries, however, may require submission of orders prior to that
                                      time. A broker-dealer or financial institution maintaining the account in
                                      which you hold shares may charge a separate account, service or transaction
                                      fee on the purchase or sale of Fund shares that would be in addition to the
                                      fees and expenses shown in each LifePath Portfolio's "Fees and Expenses"
                                      table.
                                      Purchase orders placed after that time will be priced at the NAV
                                      determined on the next business day. The LifePath Portfolios may reject
                                      any order to buy shares and may suspend the sale of shares at any time.
                                      Financial intermediaries may charge a processing fee to confirm a
                                      purchase.
               Or contact              To purchase shares directly from BlackRock, call (800) 441-7762 and
              BlackRock (for          request a new account application. Mail the completed application along
              accounts held           with a check payable to "BlackRock Funds" to the Transfer Agent at the
              directly with           address on the application.
              BlackRock)
ADD TO YOUR    Purchase                The minimum investment for additional purchases is generally $50 for all
INVESTMENT    additional shares       accounts, except that certain retirement plans may have a lower minimum
                                      for additional purchases and certain payroll deduction programs, such as
                                      automatic investment plans, may have higher minimums. (The minimums for
                                      additional purchases may be waived under certain circumstances.)
               Have your               To purchase additional shares you may contact your financial professional
              financial               or financial intermediary. For more details on purchasing by Internet see
              professional            below.
              or financial
                                      PURCHASE BY TELEPHONE: Call (800) 441-7762 and speak with one of our
              intermediary
                                      representatives. The LifePath Portfolios have the right to reject any
              submit your
                                      telephone request for any reason.
              purchase order
              for additional shares
                                      PURCHASE IN WRITING: You may send a written request to BlackRock at the
                                      address on the back cover of this Prospectus.
                                      PURCHASE BY VRU: Investor C Shares may also be purchased by use of the
                                      LifePath Portfolio's automated voice response unit service ("VRU") at
                                      (800) 441-7762.

            HOW TO BUY SHARES
                 YOUR CHOICES               IMPORTANT INFORMATION FOR YOU TO KNOW
                  Or contact                 PURCHASE BY INTERNET: You may purchase your shares, and view activities
                 BlackRock                  in your account, by logging onto the BlackRock website at
                 (for accounts held         www.blackrock.com/funds. Purchases made on the Internet using the
                 directly with              Automated Clearing House Network ("ACH") will have a trade date that is
                 BlackRock)                 the day after the purchase is made. Certain institutional clients' purchase
                                            orders for Investor C Shares placed by wire prior to the close of business
                                            on the NYSE will be placed at the NAV determined that day. Contact your
                                            financial intermediary or BlackRock for further information. Each LifePath
                                            Portfolio limits Internet purchases in shares of the LifePath Portfolio to
                                            $25,000 per trade. Different maximums may apply to certain institutional
                                            investors. Please read the On-Line Services Disclosure Statement and User
                                            Agreement, the Terms and Conditions page and the Consent to Electronic
                                            Delivery Agreement (if you consent to electronic delivery), before
                                            attempting to transact online.
                                            The LifePath Portfolios employ reasonable procedures to confirm that
                                            transactions entered over the Internet are genuine. By entering into the
                                            User Agreement with a LifePath Portfolio in order to open an account
                                            through the website, the shareholder waives any right to reclaim any
                                            losses from a LifePath Portfolio or any of its affiliates, incurred through
                                            fraudulent activity.
                  Acquire additional         All dividends and capital gains distributions are automatically reinvested
                 shares by                  without a sales charge. To make any changes to your dividend and/or
                 reinvesting                capital gains distributions options, please call (800) 441-7762, or contact
                 dividends and              your financial professional (if your account is not held directly with
                 capital gains              BlackRock).
                  Participate                BlackRock's AIP allows you to invest a specific amount on a periodic basis
                 in the Automatic           from your checking or savings account into your investment account.
                 Investment Plan ("AIP")    Refer to the "Account Services and Privileges" section of this Prospectus
                                            for additional information.
HOW TO PAY FOR    Making payment             Payment for an order must be made in Federal funds or other immediately
SHARES           for purchases              available funds by the time specified by your financial professional or other
                                            financial intermediary, but in no event later than 4:00 p.m. (Eastern time)
                                            on the first business day (in the case of Investor C Shares) following
                                            BlackRock's receipt of the order. If payment is not received by this time,
                                            the order will be canceled and you and your financial professional or other
                                            financial intermediary will be responsible for any loss to the LifePath
                                            Portfolios.
                                            For shares purchased directly from the LifePath Portfolio, a check payable
                                            to "BlackRock Funds," which bears the name of the LifePath Portfolio you
                                            are purchasing must accompany a completed purchase application. There
                                            is a $20 fee for each purchase check that is returned due to insufficient
                                            funds.
                                            The LifePath Portfolios do not accept third-party checks. You may also
                                            wire Federal funds to a LifePath Portfolio to purchase shares, but you must
                                            call (800) 441-7762 before doing so to confirm the wiring instructions.

       HOW TO SELL SHARES
                  YOUR CHOICES    IMPORTANT INFORMATION FOR YOU TO KNOW
FULL OR PARTIAL    Have your       You can make redemption requests through your financial professional.
REDEMPTION OF     financial       Shareholders should indicate that they are redeeming Investor C Shares.
SHARES            intermediary    The price of your shares is based on the next calculation of a LifePath
                  submit your     Portfolio's NAV after your order is placed. For your redemption request to
                  sales order     be priced at the NAV on the day of your request, you must submit your
                                  request to your financial intermediary prior to that day's close of business
                                  on the NYSE (generally 4:00 p.m. Eastern time). Certain financial
                                  intermediaries, however, may require submission of orders prior to that
                                  time. Any redemption request placed after that time will be priced at the
                                  NAV at the close of business on the next business day.
                                  Financial intermediaries may charge a fee to process a redemption of
                                  shares.
                                  The LifePath Portfolios may reject an order to sell shares under certain
                                  circumstances.
                   Selling         METHODS OF REDEEMING
                  shares held
                                  REDEEM BY TELEPHONE: You may sell Investor C Shares held directly at
                  directly
                                  BlackRock by telephone request if certain conditions are met and if the
                  with
                                  amount being sold is less than (i) $100,000 for payments by check or (ii)
                  BlackRock
                                  $250,000 for payments through the ACH or wire transfer. Certain
                                  redemption requests such as those in excess of these amounts, must be
                                  in writing with a medallion signature guarantee. You can obtain a
                                  medallion signature guarantee stamp from a bank, securities dealer,
                                  securities broker, credit union, savings and loan association, national
                                  securities exchange or registered securities association. A notary public
                                  seal will not be acceptable.
                                   The LifePath Portfolios, the administrator and the distributor will employ
                                  reasonable procedures to confirm that instructions communicated by
                                  telephone are genuine. The LifePath Portfolios and their service providers
                                  will not be liable for any loss, liability, cost or expense for acting upon
                                  telephone instructions that are reasonably believed to be genuine in
                                  accordance with such procedures. The LifePath Portfolios may refuse a
                                  telephone redemption request if they believe it is advisable to do so.
                                  During periods of substantial economic or market change, telephone
                                  redemptions may be difficult to complete. Please find below alternative
                                  redemption methods.
                                   REDEEM BY VRU:Investor C Shares may also be redeemed by use of the
                                  LifePath Portfolios' VRU. Payment for Investor C Shares redeemed by VRU
                                  may be made for non-retirement accounts in amounts up to $25,000,
                                  either through check, ACH or wire.
                                   REDEEM BY INTERNET: You may redeem in your account by logging onto
                                  the BlackRock website at www.blackrock.com/funds. Proceeds from
                                  Internet redemptions may be sent via check, ACH or wire to the bank
                                  account of record. Payment for Investor C Shares redeemed by Internet
                                  may be made for non-retirement accounts in amounts up to $25,000,
                                  either through check, ACH or wire.

HOW TO SELL SHARES
            YOUR CHOICES    IMPORTANT INFORMATION FOR YOU TO KNOW
                             REDEEM IN WRITING: You may sell shares held at BlackRock by writing to
                            BlackRock, P.O. Box 9819, Providence, RI 02940-8019 or, for overnight
                            delivery, 101 Sabin Street, Pawtucket, RI 02860-1427. All shareholders on
                            the account must sign the letter. A medallion signature guarantee will
                            generally be required but may be waived in certain limited circumstances.
                            You can obtain a medallion signature guarantee stamp from a bank,
                            securities dealer, securities broker, credit union, savings and loan
                            association, national securities exchange or registered securities
                            association. A notary public seal will not be acceptable. If you hold stock
                            certificates, return the certificates with the letter. Proceeds from
                            redemptions may be sent via check, ACH or wire to the bank account of
                            record.
                            PAYMENT OF REDEMPTION PROCEEDS
                            Redemption proceeds may be paid by check or, if a LifePath Portfolio has
                            verified banking information on file, through ACH or by wire transfer.
                             PAYMENT BY CHECK: BlackRock will normally mail redemption proceeds
                            within seven days following receipt of a properly completed request.
                            Shares can be redeemed by telephone and the proceeds sent by check to
                            the shareholder at the address on record. Shareholders will pay $15 for
                            redemption proceeds sent by check via overnight mail. You are responsible
                            for any additional charges imposed by your bank for this service.
                             PAYMENT BY WIRE TRANSFER: Payment for redeemed shares for which a
                            redemption order is received before 4:00 p.m. (Eastern time) on a
                            business day is normally made in Federal funds wired to the redeeming
                            shareholder on the next business day, provided that the LifePath
                            Portfolios' custodian is also open for business. Payment for redemption
                            orders received after 4:00 p.m. (Eastern time) or on a day when the
                            LifePath Portfolios' custodian is closed is normally wired in Federal funds
                            on the next business day following redemption on which the LifePath
                            Portfolio's custodian is open for business. The LifePath Portfolios reserve
                            the right to wire redemption proceeds within seven days after receiving a
                            redemption order if, in the judgment of the LifePath Portfolio, an earlier
                            payment could adversely affect a LifePath Portfolio.
                             If a shareholder has given authorization for expedited redemption, shares
                            can be redeemed by Federal wire transfer to a single previously designated
                            bank account. Shareholders will pay $7.50 for redemption proceeds sent
                            by Federal wire transfer. You are responsible for any additional charges
                            imposed by your bank for this service. No charge for wiring redemption
                            payments with respect to Investor C Shares is imposed by the LifePath
                            Portfolios.
                             The LifePath Portfolios are not responsible for the efficiency of the Federal
                            wire system or the shareholder's firm or bank. To change the name of the
                            single, designated bank account to receive wire redemption proceeds, it is
                            necessary to send a written request to the LifePath Portfolio at the
                            address on the back cover of this Prospectus.

HOW TO SELL SHARES
            YOUR CHOICES    IMPORTANT INFORMATION FOR YOU TO KNOW
                             PAYMENT BY ACH: Redemption proceeds may be sent to the shareholder's
                            bank account (checking or savings) via ACH. Payment for redeemed
                            shares for which a redemption order is received before 4:00 p.m. (Eastern
                            time) on a business day is normally sent to the redeeming shareholder the
                            next business day, with receipt at the receiving bank within the next two
                            business days (48-72 hours); provided that the LifePath Portfolios'
                            custodian is also open for business. Payment for redemption orders
                            received after 4:00 p.m. (Eastern time) or on a day when the LifePath
                            Portfolios' custodian is closed is normally sent on the next business day
                            following redemption on which the LifePath Portfolios' custodian is open
                            for business.
                            The LifePath Portfolios reserve the right to send redemption proceeds
                            within seven days after receiving a redemption order if, in the judgment of
                            a LifePath Portfolio, an earlier payment could adversely affect the LifePath
                            Portfolios. No charge for sending redemption payments via ACH is
                            imposed by the LifePath Portfolios. If you make a redemption request
                            before a LifePath Portfolio has collected payment for the purchase of
                            shares, the LifePath Portfolio may delay mailing your proceeds. This delay
                            will usually not exceed ten days.

       HOW TO EXCHANGE SHARES OR TRANSFER YOUR ACCOUNT
                     Your Choices
EXCHANGE PRIVILEGE    Selling shares
                     of one LifePath Portfolio to
                     purchase shares
                     of another
                     BlackRock Fund
                     ("exchanging")
TRANSFER SHARES TO    Transfer to a
ANOTHER SECURITIES   participating
DEALER OR OTHER      financial
FINANCIAL            professional or
INTERMEDIARY         other
                     financial
                     intermediary

                     Important Information for You to Know
EXCHANGE PRIVILEGE    Investor C Shares of the LifePath Portfolios are generally exchangeable for
                     shares of the same class of another BlackRock Fund.
                     You can exchange $1,000 or more of Investor C Shares from one LifePath
                     Portfolio into the same class of another BlackRock Fund which offers that
                     class of shares (you can exchange less than $1,000 of Investor C Shares if
                     you already have an account in the BlackRock Fund into which you are
                     exchanging). You may only exchange into a share class and BlackRock
                     Fund that are open to new investors or in which you have a current
                     account, if the BlackRock Fund is closed to new investors. If you held the
                     exchanged shares for 30 days or less, you may be charged a redemption
                     fee (please refer to the "Redemption Fee" section of this Prospectus for
                     additional information).
                     Some of the BlackRock Funds impose a different deferred sales charge
                     schedule. The CDSC will continue to be measured from the date of the
                     original purchase. The CDSC schedule applicable to your original purchase
                     will apply to the shares you receive in the exchange and any subsequent
                     exchange.
                     To exercise the exchange privilege, you may contact your financial
                     professional or financial intermediary. Alternatively, if your account is held
                     directly with BlackRock, you may: (i) call (800) 441-7762 and speak with
                     one of our representatives, (ii) make the exchange via the Internet by
                     accessing your account online at www.blackrock.com/funds, or (iii) send
                     a written request to the LifePath Portfolio at the address on the back cover
                     of this Prospectus. Please note, if you indicated on your New Account
                     Application that you did not want the Telephone Exchange Privilege, you
                     will not be able to place exchanges via the telephone until you update this
                     option either in writing or by calling (800) 441-7762. The LifePath
                     Portfolios have the right to reject any telephone request for any reason.
                     Although there is currently no express limit on the number of exchanges
                     that you can make, the exchange privilege may be modified or terminated
                     at any time in the future. The LifePath Portfolios may suspend or
                     terminate your exchange privilege at any time for any reason, including if a
                     LifePath Portfolio believes, in its sole discretion that you are engaging in
                     market timing activities. See "Frequent Trading in LifePath Portfolio
                     Shares" below. For U.S. federal income tax purposes, a share exchange is a
                     taxable event and a capital gain or loss may be realized. Please consult
                     your tax adviser or other financial professional before making an exchange
                     request.
TRANSFER SHARES TO    You may transfer your Investor C Shares of a LifePath Portfolio only to
ANOTHER SECURITIES   another financial professional or financial intermediary that has an
DEALER OR OTHER      agreement with the Distributor. Certain shareholder services may not be
FINANCIAL            available for the transferred shares. All future trading of these assets must
INTERMEDIARY         be coordinated by the receiving firm.
                     If your account is held directly with BlackRock, you may call (800) 441-
                     7762 with any questions; otherwise please contact your financial
                     intermediary to accomplish the transfer of shares.

HOW TO EXCHANGE SHARES OR TRANSFER YOUR ACCOUNT
                                    Your Choices
                                     Transfer to a
                                    non-participating
                                    financial professional
                                    or other
                                    financial intermediary

                                    Important Information for You to Know
                                     You must either:
                                    oTransfer your Investor C Shares to an account with a LifePath Portfolio; or
                                    oSell your shares, paying any applicable deferred sales charge.
                                    If your account is held directly with BlackRock, you may call (800) 441-7762
                                    with any questions; otherwise please contact your financial intermediary to
                                    accomplish the transfer of shares.

DISTRIBUTION AND SERVICE PAYMENTS

The LifePath Portfolios have adopted a shareholder servicing plan (the "Plan") with respect to Investor C Shares that allows each LifePath Portfolio to pay distribution and shareholder servicing fees for certain services provided to its Investor C shareholders under Rule 12b-1 of the Investment Company Act of 1940, as amended (the "1940 Act").

The distribution fees payable pursuant to the Plan to BlackRock Investments, LLC (the "Distributor") and/or its affiliates, including BlackRock, Inc. ("BlackRock"), The PNC Financial Services Group, Inc. ("PNC") and its affiliates, and to Merrill Lynch & Co., Inc. ("Merrill Lynch") and/or Bank of America Corporation ("BAC") and their affiliates and to Barclays Bank PLC ("Barclays") and its affiliates, are for distribution and sales support services. The distribution fees may be used to pay the Distributor for distribution services and to pay the Distributor and affiliates of BlackRock and PNC or Merrill Lynch and BAC or Barclays for sales support services provided in connection with the sale of Investor C Shares. The distribution fees may also be used to pay brokers, dealers, financial institutions and industry professionals (including BlackRock, PNC, Merrill Lynch, BAC, Barclays and their respective affiliates (each a "Financial Intermediary") for sales support services and related expenses. All Investor C Shares pay a maximum distribution fee per year that is a percentage of the average daily net asset value of the applicable LifePath Portfolio attributable to Investor C Shares.

The shareholder servicing fees payable pursuant to the Plan are paid to compensate brokers, dealers, financial institutions and Financial Intermediaries for the administration and servicing of shareholder accounts and are not costs which are primarily intended to result in the sale of a LifePath Portfolio's shares. Because the fees paid by a LifePath Portfolio under the Plan are paid out of LifePath Portfolio assets on an ongoing basis, over time these fees will increase the cost of your investment in the LifePath Portfolios and may cost you more than paying other types of sales charges.

In addition to, rather than in lieu of, shareholder servicing fees that a LifePath Portfolio may pay to a Financial Intermediary pursuant to the Plan and fees a LifePath Portfolio pays to PNC Global Investment Servicing (U.S.) Inc. (the "Transfer Agent"), BFA, on behalf of a LifePath Portfolio, may enter into non-Plan agreements with a Financial Intermediary pursuant to which the LifePath Portfolio will pay the Financial Intermediary for administrative, networking, recordkeeping, sub-transfer agency and shareholder services. These non-Plan payments are generally based on either (1) a percentage of the average daily net assets of LifePath Portfolio shareholders serviced by a Financial Intermediary or (2) a fixed dollar amount for each account serviced by a Financial Intermediary. The aggregate amount of these payments may be substantial.

The Plan permits BFA, the Distributor and their affiliates to make payments relating to distribution and sales support activities out of their past profits or other sources available to them (and not as an additional charge to the LifePath Portfolios). From time to time, BFA, the Distributor or their affiliates also may pay a portion of the fees for administrative, networking, recordkeeping, sub-transfer agency and shareholder services described above at its or their own expense and out of its or their legitimate profits. BFA, the Distributor and their affiliates may compensate affiliated and unaffiliated Financial Intermediaries for the sale and distribution of shares of the LifePath Portfolios or for these other services to the LifePath Portfolios and shareholders. These payments would be in addition to the LifePath Portfolio payments described in this Prospectus and may be a fixed dollar amount, may be based on the number of customer accounts maintained by the Financial Intermediary, or may be based on a percentage of the value of shares sold to, or held by, customers of the Financial Intermediary. The aggregate amount of these payments by BFA, the Distributor and their affiliates may be substantial. Payments by BFA may include amounts that are sometimes referred to as "revenue sharing" payments. In some circumstances, these revenue sharing payments may create an incentive for a Financial Intermediary, its employees or associated persons to recommend or sell shares of a LifePath Portfolio to you. Please contact your Financial Intermediary for details about payments it may receive from a LifePath Portfolio or from BFA, the Distributor or their affiliates. For more information, see the LifePath Portfolios' SAI.

The following table provides examples of account services and privileges available in your BlackRock account. Certain of these account services and privileges are only available to shareholders of Investor C Shares whose accounts are held directly with BlackRock. If your account is held directly with BlackRock, please call (800) 441-7762 for additional information as well as forms and applications. Otherwise, please contact your financial professional for assistance in requesting one or more of the following services and privileges.

AUTOMATIC          Allows systematic investments
INVESTMENT        on a periodic basis from
PLAN ("AIP")      checking or savings account.
DIVIDEND           Automatically invests your
ALLOCATION PLAN   distributions into another
                  BlackRock Fund of your
                  choice pursuant to your
                  instructions, without any
                  fees or sales charges.
EZ TRADER          Allows an investor to purchase
                  or sell Investor C Shares by
                  telephone or over the
                  Internet through ACH.
SYSTEMATIC         This feature can be used by
EXCHANGE          investors to systematically exchange
PLAN              money from one fund to up
                  to four other funds.
SYSTEMATIC         This feature can be used by
WITHDRAWAL        investors who want to receive
PLAN ("SWP")      regular distributions from their
                  accounts.

AUTOMATIC          BlackRock's AIP allows you to invest a specific amount on a periodic basis
INVESTMENT        from your checking or savings account into your investment account. You
PLAN ("AIP")      may apply for this option upon account opening or by completing the AIP
                  application. The minimum investment amount for an automatic
                  investment plan is $50 per portfolio.
DIVIDEND           Dividend and capital gains distributions may be reinvested in your account
ALLOCATION PLAN   to purchase additional shares or paid in cash. Using the Dividend
                  Allocation Plan, you can direct your distributions to your bank account
                  (checking or savings), to purchase shares of another fund at BlackRock
                  without any fees or sales charges, or by check to special payee. Please call
                  (800) 441-7762 for details. If investing into another fund at BlackRock, the
                  receiving fund must be open to new purchases.
EZ TRADER          (NOTE: This option is offered to shareholders whose accounts are held
                  directly with BlackRock. Please speak with your financial professional if your
                  account is held elsewhere).
                  Prior to establishing an EZ Trader account, please contact your bank to
                  confirm that it is a member of the ACH system. Once confirmed, complete
                  an application, making sure to include the appropriate bank information,
                  and return the application to the address listed on the form.
                  Prior to placing a telephone or internet purchase or sale order, please
                  contact (800) 441-7762 to confirm that your bank information has been
                  updated on your account. Once this is established, you may place your
                  request to sell shares with the LifePath Portfolios by telephone or Internet.
                  Proceeds will be sent to your pre-designated bank account.
SYSTEMATIC         A minimum of $10,000 in the initial BlackRock Fund is required and
EXCHANGE          investments in any additional funds must meet minimum initial
PLAN              investment requirements. For more information, please contact the
                  LifePath Portfolio at (800) 441-7762.
SYSTEMATIC         To start a Systematic Withdrawal Plan a shareholder must have a current
WITHDRAWAL        investment of $10,000 or more in a BlackRock Fund.
PLAN ("SWP")
                  Shareholders can elect to receive cash payments of $50 or more at any
                  interval they choose. Shareholders may sign up by completing the SWP
                  Application Form, which may be obtained from BlackRock.
                  Shareholders should realize that if withdrawals exceed income the invested
                  principal in their account will be depleted.
                  To participate in the SWP, shareholders must have their dividends
                  reinvested. Shareholders may change or cancel the SWP at any time, with
                  a minimum of 24 hours notice. No CDSC will be assessed on redemptions
                  of Investor C Shares made through the SWP that do not exceed 12% of
                  the account's NAV on an annualized basis. For example, monthly,
                  quarterly, and semi-annual SWP redemptions of Investor C Shares will
                  not be subject to the CDSC if they do not exceed 1% of an account's NAV
                  on the redemption date. SWP redemptions of Investor C Shares in excess
                  of this limit will still pay any applicable CDSC.
                  Ask your financial adviser or other financial intermediary for details.

Each LifePath Portfolio may:

. Suspend the right of redemption if trading is halted or restricted on the NYSE or under other emergency conditions described in the 1940 Act,

. Postpone date of payment upon redemption if trading is halted or restricted on the NYSE or under other emergency conditions described in the 1940 Act or if a redemption request is made before a LifePath Portfolio has collected payment for the purchase of shares,

. Redeem shares for property other than cash if conditions exist which make cash payments undesirable in accordance with its rights under the 1940 Act, and

. Redeem shares involuntarily in certain cases, such as when the value of a shareholder account falls below a specified level.

NOTE ON LOW BALANCE ACCOUNTS. Because of the high cost of maintaining smaller shareholder accounts, a LifePath Portfolio may redeem the shares in your account (without charging any deferred sales charge) if the NAV of your account falls below $500 due to redemptions you have made. You will be notified that the value of your account is less than $500 before a LifePath Portfolio makes an involuntary redemption. You will then have 60 days to make an additional investment to bring the value of your account to at least $500 before a LifePath Portfolio takes any action. This involuntary redemption does not apply to accounts of authorized qualified employee benefit plans, selected fee-based programs or accounts established under the Uniform Gifts or Transfers to Minors Acts.

PRINCIPAL RISKS OF INVESTING IN LIFEPATH RETIREMENT PORTFOLIO

Risk is inherent in all investing. The value of your investment in LifePath Retirement Portfolio, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in LifePath Retirement Portfolio or your investment may not perform as well as other similar investments. An investment in LifePath Retirement Portfolio is not a bank deposit and it is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The following is a summary description of certain risks of investing in LifePath Retirement Portfolio.

. ALLOCATION RISK - LifePath Retirement Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath Retirement Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or groups of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath Retirement Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath Retirement Portfolio's use of derivatives may reduce LifePath Retirement Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath Retirement Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath Retirement Portfolio will lose money. These risks include:

. LifePath Retirement Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath Retirement Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath Retirement Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath Retirement Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath Retirement Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath Retirement Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath Retirement Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath Retirement Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath Retirement Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath Retirement Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath Retirement Portfolio may lose money and there may be a delay in

recovering the loaned securities. LifePath Retirement Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath Retirement Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath Retirement Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2020 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2020 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2020 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2020 Portfolio's use of derivatives may reduce LifePath 2020 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2020 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2020 Portfolio will lose money. These risks include:

. LifePath 2020 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2020 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2020 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2020 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2020 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2020 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2020 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2020 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2020 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2020 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2020 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2020 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2020 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2020 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2030 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2030 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2030 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2030 Portfolio's use of derivatives may reduce LifePath 2030 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2030 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2030 Portfolio will lose money. These risks include:

. LifePath 2030 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2030 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2030 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2030 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2030 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2030 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2030 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2030 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2030 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2030 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2030 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2030 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2030 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2030 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2040 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2040 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2040 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2040 Portfolio's use of derivatives may reduce LifePath 2040 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2040 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2040 Portfolio will lose money. These risks include:

. LifePath 2040 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2040 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2040 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2040 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2040 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2040 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2040 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2040 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2040 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2040 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2040 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2040 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2040 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2040 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

PRINCIPAL RISKS OF INVESTING IN LIFEPATH 2050 PORTFOLIO

Risk is inherent in all investing. The value of your investment in LifePath 2050 Portfolio, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in LifePath 2050 Portfolio or your investment may not perform as well as other similar investments. An investment in LifePath 2050 Portfolio is not a bank deposit and it is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The following is a summary description of certain risks of investing in LifePath 2050 Portfolio.

. ALLOCATION RISK - LifePath 2050 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2050 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2050 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2050 Portfolio's use of derivatives may reduce LifePath 2050 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2050 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2050 Portfolio will lose money. These risks include:

. LifePath 2050 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2050 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2050 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2050 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2050 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2050 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2050 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2050 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2050 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2050 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2050 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2050 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2050 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2050 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

This section contains a description of the general risks of investing in the LifePath Portfolios. "Description of the LifePath Portfolios and their Investments and Risks" in the SAI also includes more information about the LifePath Portfolios, their investments and the related risks. There can be no guarantee that a LifePath Portfolio will meet its objective or that a LifePath Portfolio's performance will be positive for any period of time. An investment in a LifePath Portfolio is not a deposit in any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or by any bank or government agency.

GENERAL

The NAV of each LifePath Portfolio's shares is neither insured nor guaranteed, is not fixed and will fluctuate.

GENERAL RISKS APPLICABLE TO THE LIFEPATH PORTFOLIOS

ALLOCATION RISK - The LifePath Portfolios' ability to achieve their investment goals depends upon BFA's skill in determining the LifePath Portfolios' strategic asset class allocation and in selecting the best mix of Underlying Funds and direct investments. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions. In addition, there is no guarantee that the Underlying Funds will achieve their investment objectives, and the Underlying Funds' performance may be lower than the performance of the asset class which they were selected to represent. The Underlying Funds may change their investment objectives or policies without the approval of the LifePath Portfolios. If an Underlying Fund were to change its investment objective or policies, the LifePath Portfolios might be forced to withdraw their investment from the Underlying Fund at a disadvantageous time and price.

CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of the LifePath Portfolios' investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

DERIVATIVES RISK - The LifePath Portfolios' use of derivatives may reduce the LifePath Portfolios' returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of the LifePath Portfolios' use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. In addition, some derivatives are more sensitive to interest rate changes and market price fluctuations than other securities. The possible lack of a liquid secondary market for derivatives and the resulting inability of the LifePath Portfolios to sell or otherwise close a derivatives position could expose the LifePath Portfolios to losses and could make derivatives more difficult for the LifePath Portfolios to value accurately. The LifePath Portfolios could also suffer losses related to their derivatives positions as a result of unanticipated market movements, which losses are potentially unlimited. Finally,

BFA may not be able to predict correctly the direction of securities prices, interest rates and other economic factors, which could cause the LifePath Portfolios' derivatives positions to lose value. When a derivative is used as a hedge against a position that the LifePath Portfolios hold, any loss generated by the derivative generally should be substantially offset by gains on the hedged investment, and vice versa. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. Hedges are sometimes subject to imperfect matching between the derivative and the underlying security, and there can be no assurance that the LifePath Portfolios' hedging transactions will be effective. The income from certain derivatives may be subject to U.S. federal income tax.

EMERGING MARKETS RISK - The risks of foreign investments are usually much greater for emerging markets. Investments in emerging markets may be considered speculative. Emerging markets include those in countries defined as emerging or developing by the World Bank, the International Finance Corporation or the United Nations. Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. They are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging markets have far lower trading volumes and less liquidity than developed markets. Since these markets are often small, they may be more likely to suffer sharp and frequent price changes or long-term price depression because of adverse publicity, investor perceptions or the actions of a few large investors. In addition, traditional measures of investment value used in the United States, such as price to earnings ratios, may not apply to certain small markets. Also, there may be less publicly available information about issuers in emerging markets than would be available about issuers in more developed capital markets, and such issuers may not be subject to accounting, auditing and financial reporting standards and requirements comparable to those to which U.S. companies are subject.

Many emerging markets have histories of political instability and abrupt changes in policies. As a result, their governments are more likely to take actions that are hostile or detrimental to private enterprise or foreign investment than those of more developed countries, including expropriation of assets, confiscatory taxation, high rates of inflation or unfavorable diplomatic developments. In the past, governments of such nations have expropriated substantial amounts of private property, and most claims of the property owners have never been fully settled. There is no assurance that such expropriations will not reoccur. In such an event, it is possible that the LifePath Portfolio could lose the entire value of its investments in the affected market. Some countries have pervasiveness of corruption and crime that may hinder investments. Certain emerging markets may also face other significant internal or external risks, including the risk of war, and ethnic, religious and racial conflicts. In addition, governments in many emerging market countries participate to a significant degree in their economies and securities markets, which may impair investment and economic growth. National policies that may limit the LifePath Portfolio's investment opportunities include restrictions on investment in issuers or industries deemed sensitive to national interests.

Emerging markets may also have differing legal systems and the existence or possible imposition of exchange controls, custodial restrictions or other foreign or U.S. governmental laws or restrictions applicable to such investments. Sometimes, they may lack or be in the relatively early development of legal structures governing private and foreign investments and private property. In addition to withholding taxes on investment income, some countries with emerging markets may impose differential capital gains taxes on foreign investors.

EQUITY SECURITIES RISK - Common and preferred stocks represent equity ownership in a company. Stock markets are volatile. The price of equity securities will fluctuate and can decline and reduce the value of a portfolio investing in equities. The value of equity securities purchased by the LifePath Portfolios could decline if the financial condition of the companies the LifePath Portfolios invest in decline or if overall market and economic conditions deteriorate. They may also decline due to factors that affect a particular industry or industries, such as labor shortages or an increase in production costs and competitive conditions within an industry. In addition, they may decline due to general market conditions that are not specifically related to a company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or generally adverse investor sentiment.

EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall. Rising interest rates tend to extend the duration of securities, making them more sensitive to changes in interest rates. The value of longer-term securities generally changes more in response to changes in interest rates than shorter-term securities. As a result, in a period of rising interest rates, securities may exhibit additional volatility and may lose value.

FOREIGN SECURITIES RISK - Securities traded in foreign markets have often (though not always) performed differently from securities traded in the United States. However, such investments often involve special risks not present in U.S. investments that can increase the chances that the LifePath Portfolio will lose money. In particular, the LifePath Portfolio is subject to the risk that because there may be fewer investors on foreign exchanges and a smaller number of securities traded each day, it may be more difficult for the LifePath Portfolio to buy and sell securities on those exchanges. In addition, prices of foreign securities may go up and down more than prices of securities traded in the United States.

CERTAIN RISKS OF HOLDING FUND ASSETS OUTSIDE THE UNITED STATES - The LifePath Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories. Some foreign banks and securities depositories may be recently organized or new to the foreign custody business. In addition, there may be limited or no regulatory oversight of their operations. Also, the laws of certain countries limit the LifePath Portfolio's ability to recover its assets if a foreign bank, depository or issuer of a security, or any of their agents, goes bankrupt. In addition, it is often more expensive for the LifePath Portfolio to buy, sell and hold securities in certain foreign markets than in the United States. The increased expense of investing in foreign markets reduces the amount the LifePath Portfolio can earn on its investments and typically results in a higher operating expense ratio for the LifePath Portfolio than for investment companies invested only in the United States.

CURRENCY RISK - Securities and other instruments in which the LifePath Portfolio invests may be denominated or quoted in currencies other than the U.S. dollar. For this reason, changes in foreign currency exchange rates can affect the value of the LifePath Portfolio.

Generally, when the U.S. dollar rises in value against a foreign currency, a security denominated in that currency loses value because the currency is worth fewer U.S. dollars. Conversely, when the U.S. dollar decreases in value against a foreign currency, a security denominated in that currency gains value because the currency is worth more U.S. dollars. This risk, generally known as "currency risk," means that a strong U.S. dollar will reduce returns for U.S. investors while a weak U.S. dollar will increase those returns.

FOREIGN ECONOMY RISK - The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position. Certain foreign economies may rely heavily on particular industries or foreign capital and are more vulnerable to diplomatic developments, the imposition of economic sanctions against a particular country or countries, changes in international trading patterns, trade barriers and other protectionist or retaliatory measures. Investments in foreign markets may also be adversely affected by governmental actions such as the imposition of capital controls, nationalization of companies or industries, expropriation of assets or the imposition of punitive taxes. In addition, the governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries. Any of these actions could severely affect securities prices or impair the LifePath Portfolio's ability to purchase or sell foreign securities or transfer the LifePath Portfolio's assets or income back into the United States, or otherwise adversely affect the LifePath Portfolio's operations.

Other potential foreign market risks include foreign exchange controls, difficulties in pricing securities, defaults on foreign government securities, difficulties in enforcing legal judgments in foreign courts and political and social instability. Diplomatic and political developments, including rapid and adverse political changes, social instability, regional conflicts, terrorism and war, could affect the economies, industries and securities and currency markets, and the value of the LifePath Portfolio's investments, in non-U.S. countries. These factors are extremely difficult, if not impossible, to predict and take into account with respect to the LifePath Portfolio's investments.

GOVERNMENTAL SUPERVISION AND REGULATION/ACCOUNTING STANDARDS - Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as such regulations exist in the United States. They also may not have laws to protect investors that are comparable to U.S. securities laws. For example, some foreign countries may have no laws or rules against insider trading. Insider trading occurs when a person buys or sells a company's securities based on material non-public information about that company. In addition, some countries may have legal systems that may make it difficult for the LifePath Portfolio to vote proxies, exercise shareholder rights, and pursue legal remedies with respect to its foreign investments. Accounting standards in other countries are not necessarily the same as in the United States. If the accounting standards in another country do not require as much detail as U.S. accounting standards, it may be harder for LifePath Portfolio management to completely and accurately determine a company's financial condition.

SETTLEMENT RISK - Settlement and clearance procedures in certain foreign markets differ significantly from those in the United States. Foreign settlement and clearance procedures and trade regulations also may involve certain risks (such as delays in payment for or delivery of securities) not typically associated with the settlement of U.S. investments.

At times, settlements in certain foreign countries have not kept pace with the number of securities transactions. These problems may make it difficult for the LifePath Portfolio to carry out transactions. If the LifePath Portfolio cannot settle or is delayed in settling a purchase of securities, it may miss attractive investment opportunities and certain of its assets may be uninvested with no return earned thereon for some period. If the LifePath Portfolio cannot settle or is delayed in settling a sale of securities, it may lose money if the value of the security then declines or, if it has contracted to sell the security to another party; the LifePath Portfolio could be liable for any losses incurred.

INVESTMENTS IN MUTUAL FUNDS AND ETFS RISK - Each LifePath Portfolio will invest substantially all of its assets in Underlying Funds, so the LifePath Portfolio's investment performance is directly related to the performance of the Underlying Funds. The LifePath Portfolios may also directly invest in ETFs. The LifePath Portfolio's net asset value will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in the LifePath Portfolios will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs. For example, the LifePath Portfolios indirectly pay a portion of the expenses (including operating expenses and management fees) incurred by the Underlying Funds and ETFs.

One Underlying Fund may buy the same securities that another Underlying Fund sells. In addition, a LifePath Portfolio may buy the same securities that an Underlying Fund sells, or vice-versa. If this happens, an investor in the LifePath Portfolio would indirectly bear the costs of these transactions without accomplishing the intended investment purpose. Also, an investor in a LifePath Portfolio may receive taxable gains from portfolio transactions by an Underlying Fund, as well as taxable gains from transactions in shares of the Underlying Fund by the LifePath Portfolio. Certain of the Underlying Funds may hold common portfolio securities, thereby reducing the diversification benefits of the LifePath Portfolios.

In order to minimize expenses, the LifePath Portfolios intend to invest in the class of shares of each Underlying Fund with the lowest shareholder fees and net fund operating expenses. As the Underlying Funds or the LifePath Portfolios' allocations among the Underlying Funds change from time to time, or to the extent that the expense ratio of the Underlying Funds changes, the weighted average operating expenses borne by the LifePath Portfolios may increase or decrease.

Underlying iShares Funds are subject to additional risks due to their shares being listed and traded on securities exchanges. There can be no assurance that an active trading market for these particular ETFs will develop or be maintained. Trading in ETFs may be halted because of market conditions or for reasons that, in the view of the listing exchange, make trading in ETFs inadvisable. In addition, trading in ETFs is subject to trading halts caused by extraordinary market volatility pursuant to "circuit breaker" rules. There can be no assurance that the requirements necessary to maintain the listing of ETFs will continue to be met or will remain unchanged. An ETF may trade at, above or below its NAV. The NAV of an ETF will fluctuate with changes in the market value of its holdings. The trading price of an ETF will generally fluctuate in accordance with changes in its NAV, as well as market supply and demand.

JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for the LifePath Portfolios. The major risks of junk bond investments include:

. Junk bonds may be issued by less creditworthy issuers. Issuers of junk bonds may have a larger amount of outstanding debt relative to their assets than issuers of investment grade bonds. In the event of an issuer's bankruptcy, claims of other creditors may have priority over the claims of junk bond holders, leaving few or no assets available to repay junk bond holders.

. Prices of junk bonds are subject to extreme price fluctuations. Adverse changes in an issuer's industry and general economic conditions may have a greater impact on the prices of junk bonds than on other higher rated fixed-income securities.

. Issuers of junk bonds may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments, or the unavailability of additional financing.

. Junk bonds frequently have redemption features that permit an issuer to repurchase the security from the LifePath Portfolios before it matures. If the issuer redeems junk bonds, the LifePath Portfolios may have to invest the proceeds in bonds with lower yields and may lose income.

. Junk bonds may be less liquid than higher rated fixed-income securities, even under normal economic conditions. There are fewer dealers in the junk bond market, and there may be significant differences in the prices quoted for junk bonds by the dealers. Because they are less liquid, judgment may play a greater role in valuing certain of the LifePath Portfolios' securities than is the case with securities trading in a more liquid market.

. The LifePath Portfolios may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer.

. The credit rating of a high yield security does not necessarily address its market value risk. Ratings and market value may change from time to time, positively or negatively, to reflect new developments regarding the issuer.

MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which the LifePath Portfolios invest will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection

risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage-backed securities (residential and commercial) and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. The characteristics of these mortgage-backed and asset-backed securities differ from traditional fixed-income securities. Like traditional fixed-income securities, the value of asset-backed securities typically increases when interest rates fall and decreases when interest rates rise. However, a main difference is that the principal on mortgage- or asset-backed securities may normally be prepaid at any time, which will reduce the yield and market value of these securities. Therefore, mortgage- and asset-backed backed securities are subject to "prepayment risk" and "extension risk." Because of prepayment risk and extension risk, mortgage-backed securities react differently to changes in interest rates than other fixed-income securities.

Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities. The LifePath Portfolios' investments in asset-backed securities are subject to risks similar to those associated with mortgage-related securities, as well as additional risks associated with the nature of the assets and the servicing of those assets. These securities also are subject to the risk of default on the underlying mortgage or assets, particularly during periods of economic downturn. Certain CMBS are issued in several classes with different levels of yield and credit protection. The LifePath Portfolios' investments in CMBS with several classes may be in the lower classes that have greater risks than the higher classes, including greater interest rate, credit and prepayment risks.

Mortgage-backed securities may be either pass-through securities or collateralized mortgage obligations ("CMOs"). Pass-through securities represent a right to receive principal and interest payments collected on a pool of mortgages, which are passed through to security holders. CMOs are created by dividing the principal and interest payments collected on a pool of mortgages into several revenue streams (tranches) with different priority rights to portions of the underlying mortgage payments. Certain CMO tranches may represent a right to receive interest only (IOs), principal only (POs) or an amount that remains after other floating-rate tranches are paid (an inverse floater). These securities are frequently referred to as "mortgage derivatives" and may be extremely sensitive to changes in interest rates. Interest rates on inverse floaters, for example, vary inversely with a short-term floating rate (which may be reset periodically). Interest rates on inverse floaters will decrease when short-term rates increase, and will increase when short-term rates decrease. These securities have the effect of providing a degree of investment leverage. In response to changes in market interest rates or other market conditions, the value of an inverse floater may increase or decrease at a multiple of the increase or decrease in the value of the underlying securities. If the LifePath Portfolios invest in CMO tranches (including CMO tranches issued by government agencies) and interest rates move in a manner not anticipated by BFA, it is possible that the LifePath Portfolios could lose all or substantially all of their investment.

The residential mortgage market in the United States recently has experienced difficulties that may adversely affect the performance and market value of certain of the LifePath Portfolios' mortgage-related investments. Delinquencies and losses on residential mortgage loans (especially subprime and second-lien mortgage loans) generally have increased recently and may continue to increase, and a decline in or flattening of housing values (as has recently been experienced and may continue to be experienced in many housing markets) may exacerbate such delinquencies and losses. Also, a number of residential mortgage loan originators have recently experienced serious financial difficulties or bankruptcy. Reduced investor demand for mortgage loans and mortgage-related securities and increased investor yield requirements have caused limited liquidity in the secondary market for mortgage-related securities, which can adversely affect the market value of mortgage-related securities. It is possible that such limited liquidity in such secondary markets could continue or worsen.

Asset-backed securities entail certain risks not presented by mortgage-backed securities, including the risk that in certain states it may be difficult to perfect the liens securing the collateral backing certain asset-backed securities. In addition, certain asset-backed securities are based on loans that are unsecured, which means that there is no collateral to seize if the underlying borrower defaults. Certain mortgage-backed securities in which the LifePath Portfolios may invest may also provide a degree of investment leverage, which could cause the LifePath Portfolios to lose all or substantially all of their investment.

PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for the Underlying iShares Funds, those Underlying iShares Funds may hold stocks in companies that present risks that an investment adviser researching individual stocks might seek to avoid.

PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and the LifePath Portfolios may have to invest their proceeds in securities with lower yields. In periods of falling interest rates, the rate of prepayments tends to increase (as does price fluctuation) as borrowers are motivated to pay off debt and refinance at new lower rates. During such periods, reinvestment of the prepayment

proceeds by the management team will generally be at lower rates of return than the return on the assets that were prepaid. Prepayment reduces the yield to maturity and the average life of the security.

REIT INVESTMENT RISK - In addition to the risks facing real estate-related securities, such as a decline in property values due to increasing vacancies, a decline in rents resulting from unanticipated economic, legal or technological developments or a decline in the price of securities of real estate companies due to a failure of borrowers to pay their loans or poor management, investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, the LifePath Portfolios may lose money and there may be a delay in recovering the loaned securities. The LifePath Portfolios could also lose money if they do not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for the LifePath Portfolios.

U.S. GOVERNMENT OBLIGATIONS RISK - Obligations of U.S. government agencies, authorities, instrumentalities and sponsored enterprises have historically involved little risk of loss of principal if held to maturity. However, not all U.S. government securities are backed by the full faith and credit of the United States. Obligations of certain agencies, authorities, instrumentalities and sponsored enterprises of the U.S. government are backed by the full faith and credit of the United States (E.G., the Government National Mortgage Association); other obligations are backed by the right of the issuer to borrow from the U.S. Treasury (E.G., the Federal Home Loan Banks); and others are supported by the discretionary authority of the U.S. government to purchase an agency's obligations. Still others are backed only by the credit of the agency, authority, instrumentality or sponsored enterprise issuing the obligation. No assurance can be given that the U.S. government would provide financial support to any of these entities if it is not obligated to do so by law.

Each LifePath Portfolio must maintain cash balances to meet redemption requests, which may lower overall portfolio performance.

FOR A DESCRIPTION OF THE LIFEPATH PORTFOLIOS' POLICIES AND PROCEDURES WITH RESPECT TO DISCLOSURE OF THEIR MASTER PORTFOLIOS' PORTFOLIO HOLDINGS, AND A FURTHER DISCUSSION OF THE LIFEPATH PORTFOLIOS' INVESTMENTS AND RISKS, PLEASE REFER TO THE LIFEPATH PORTFOLIOS' SAI.

MINIMUM INVESTMENT

Institutional Shares of the LifePath Portfolios are limited to certain investors, including current institutional shareholders that meet certain requirements, certain retirement plans, participants in certain programs sponsored by BlackRock or its affiliates or financial intermediaries and certain employees and affiliates of BlackRock or its affiliates. Institutional Shares of the LifePath Portfolio's initial and subsequent investment minimums generally are as follows, although Institutional Shares of the LifePath Portfolios may reduce or waive these investment minimums in some cases:

MINIMUM INITIAL         $2 million for institutions and individuals
INVESTMENT
                        Institutional Shares are available to clients of registered investment advisors
                       who have $250,000 invested in the LifePath Portfolios
MINIMUM ADDITIONAL      No subsequent minimum
INVESTMENT

Institutional Shares are not subject to any sales charge. Only certain investors are eligible to buy Institutional Shares. Your financial professional or other financial intermediary can help you determine whether you are eligible to buy Institutional Shares. A LifePath Portfolio may permit a lower initial investment for certain investors if their purchase, combined with purchases by other investors received together by the LifePath Portfolios, meets the minimum investment requirement.

Eligible institutional investors include the following:

. Investors who currently own Institutional Shares of a LifePath Portfolio may make additional purchases of Institutional Shares of that LifePath Portfolio from the Portfolio

. Institutional and individual retail investors with a minimum investment of $2 million who purchase through certain broker-dealers or directly from a LifePath Portfolio

. Certain qualified retirement plans

. Investors in selected fee based programs

. Clients of registered investment advisers who have $250,000 invested in a LifePath Portfolio

. Trust department clients of PNC Bank and Merrill Lynch Bank & Trust Company, FSB and their affiliates for whom they (i) act in a fiduciary capacity (excluding participant directed employee benefit plans); (ii) otherwise have investment discretion; or (iii) act as custodian for at least $2 million in assets

. Unaffiliated banks, thrifts or trust companies that have agreements with the Distributor

. Holders of certain Merrill Lynch sponsored unit investment trusts ("UITs") who reinvest dividends received from such UITs in shares of a LifePath Portfolio

. Employees, officers and directors/trustees of BlackRock, Inc., funds sponsored and advised by BFA or its affiliates ("BlackRock Funds"), The PNC Financial Services Group, Inc., Merrill Lynch & Co., Inc. or their respective affiliates

LETTER OF INTENT

An investor may qualify for a reduced front-end sales charge immediately by signing a "Letter of Intent" stating the investor's intention to buy a specified amount of Investor A Shares, Investor C Shares or Institutional Shares in one or more BlackRock Funds within the next 13 months that would, if bought all at once, qualify the investor for a reduced sales charge. The initial investment must meet the minimum initial purchase requirement. The 13-month Letter of Intent period commences on the day that the Letter of Intent is received by the LifePath Portfolios, and the investor must tell the LifePath Portfolios that later purchases are subject to the Letter of Intent. Purchases submitted prior to the date the Letter of Intent is received by the LifePath Portfolios are not counted toward the sales charge reduction.

During the term of the Letter of Intent, the LifePath Portfolios will hold Investor A Shares representing up to 5% of the indicated amount in an escrow account for payment of a higher sales load if the full amount indicated in the Letter of Intent is not purchased. If the full amount indicated is not purchased within the 13-month period, and the investor does not pay the higher sales load within 20 days, the LifePath Portfolios will redeem enough of Investor A Shares held in escrow to pay the difference.

RIGHT OF ACCUMULATION

Investors have a "right of accumulation" under which the current value of an investor's existing Investor A, Investor C and Institutional Shares in most BlackRock Funds and the investment in the BlackRock CollegeAdvantage 529 program by the investor or by or on behalf of the investor's spouse and minor children may be combined with the amount of the current purchase in determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge. Financial intermediaries may value current holdings of their customers differently for purposes of determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge, although customers of the same financial intermediary will be treated similarly. In order to use this right, the investor must alert BlackRock to the existence of any previously purchased shares.

HOW TO BUY, SELL, EXCHANGE AND TRANSFER SHARES

The chart on the following pages summarizes how to buy, sell, exchange and transfer shares through your financial professional or other financial intermediary. You may also buy, sell, exchange and transfer shares through BlackRock, if your account is held directly with BlackRock. To learn more about buying, selling, transferring or exchanging shares through BlackRock, call
(800) 441-7762. Because the selection of a mutual fund involves many considerations, your financial professional or other financial intermediary may help you with this decision.

Each LifePath Portfolio may reject any purchase order, modify or waive the minimum initial or subsequent investment requirements for any shareholders and suspend and resume the sale of any share class of the LifePath Portfolio at any time for any reason.

In addition, the LifePath Portfolios may waive certain requirements regarding the purchase, sale, exchange or transfer of shares described below.

             HOW TO BUY SHARES
                   YOUR CHOICES               IMPORTANT INFORMATION FOR YOU TO KNOW
INITIAL PURCHASE    First, select the          The LifePath Portfolios offer other classes of shares (Investor A Shares,
                   share class appropriate    Investor C Shares, Class K Shares and Class R Shares) with different
                   for you                    features and expense levels, which you may be eligible to buy. Please see
                                              the LifePath Portfolios' Investor A Shares, Investor C Shares, Class K Shares
                                              and Class R Shares prospectuses for more information.
                                              When you place your initial order, you must indicate which share class you
                                              select (if you do not specify a class and do not qualify to purchase
                                              Institutional Shares, you will receive Investor A Shares).
                                              Certain factors, such as the amount of your investment, your time frame
                                              for investing, and your financial goals, may affect which share class you
                                              choose. Your financial representative can help you determine which share
                                              class is appropriate for you.
                    Next, determine            Refer to the minimum initial investment in the "Account Information -
                   the amount of              Details About Institutional Shares" in this Prospectus.
                   your investment
                                              See "Account Information - Details About Institutional Shares" for
                                              information on lower initial investment requirements for certain LifePath
                                              Portfolio investors if their purchase, combined with purchases by other
                                              investors received together by a LifePath Portfolio, meets the minimum
                                              investment requirement.

         HOW TO BUY SHARES
              YOUR CHOICES            IMPORTANT INFORMATION FOR YOU TO KNOW
               Have your               The price of your shares is based on the next calculation of a LifePath
              financial               Portfolio's NAV after your order is placed. Any purchase orders placed prior
              intermediary            to the close of business on the NYSE (generally 4:00 p.m. Eastern time)
              submit your             will be priced at the NAV determined that day. Certain financial
              purchase order          intermediaries, however, may require submission of orders prior to that
                                      time. A broker-dealer or financial institution maintaining the account in
                                      which you hold shares may charge a separate account, service or
                                      transaction fee on the purchase or sale of Fund shares that would be in
                                      addition to the fees and expenses shown in each LifePath Portfolio's "Fees
                                      and Expenses" table.
                                      Purchase orders placed after that time will be priced at the NAV
                                      determined on the next business day. The LifePath Portfolios may reject
                                      any order to buy shares and may suspend the sale of shares at any
                                      time. Financial intermediaries may charge a processing fee to confirm a
                                      purchase.
               Or contact              To purchase shares directly from BlackRock, call (800) 441-7762 and
              BlackRock (for          request a new account application. Mail the completed application along
              accounts held           with a check payable to "BlackRock Funds" to PNC Global Investment
              directly with           Servicing (U.S.) Inc. (the "Transfer Agent") at the address on the
              BlackRock)              application.
ADD TO YOUR    Have your               To purchase additional shares you may contact your financial professional
INVESTMENT    financial               or financial intermediary. For more details on purchasing by Internet see
              professional            below.
              or financial
              intermediary
              submit your
              purchase order
              for additional shares

              Or contact              PURCHASE BY TELEPHONE: Call (800) 441-7762 and speak with one of our
              BlackRock               representatives. The LifePath Portfolios have the right to reject any
              (for accounts held      telephone request for any reason.
              directly with           PURCHASE IN WRITING: You may send a written request to BlackRock at the
              BlackRock)              address on the back cover of this Prospectus.
                                      PURCHASE BY VRU: Institutional Shares may also be purchased by use of
                                      the LifePath Portfolio's automated voice response unit service ("VRU") at
                                      (800) 441-7762.

                                       PURCHASE BY INTERNET: You may purchase your shares, and view activities
                                      in your account, by logging onto the BlackRock website at
                                      www.blackrock.com/funds. Purchases made on the Internet using the
                                      Automated Clearing House Network ("ACH") will have a trade date that is
                                      the day after the purchase is made. Certain institutional clients' purchase
                                      orders for Institutional Shares placed by wire prior to the close of business
                                      on the NYSE will be placed at the NAV determined that day. Contact your
                                      financial intermediary or BlackRock for further information. Each LifePath
                                      Portfolio limits Internet purchases in shares of the LifePath Portfolio to
                                      $25,000 per trade. Different maximums may apply to certain institutional
                                      investors. Please read the On-Line Services Disclosure Statement and User
                                      Agreement, the Terms and Conditions page and the Consent to Electronic
                                      Delivery Agreement (if you consent to electronic delivery), before
                                      attempting to transact online.
                                       The LifePath Portfolios employ reasonable procedures to confirm that
                                      transactions entered over the Internet are genuine. By entering into the
                                      User Agreement with a LifePath Portfolio in order to open an account
                                      through the website, the shareholder waives any right to reclaim any
                                      losses from a LifePath Portfolio or any of its affiliates, incurred through
                                      fraudulent activity.

            HOW TO BUY SHARES
                 YOUR CHOICES               IMPORTANT INFORMATION FOR YOU TO KNOW
                  Acquire additional         All dividends and capital gains distributions are automatically reinvested
                 shares by                  without a sales charge. To make any changes to your dividend and/or
                 reinvesting                capital gains distributions options, please call (800) 441-7762, or contact
                 dividends and              your financial professional (if your account is not held directly with
                 capital gains              BlackRock).
                  Participate                BlackRock's AIP allows you to invest a specific amount on a periodic basis
                 in the Automatic           from your checking or savings account into your investment account.
                 Investment Plan ("AIP")    Refer to the "Account Services and Privileges" section of this Prospectus
                                            for additional information.
HOW TO PAY FOR    Making payment             Payment for an order must be made in Federal funds or other immediately
SHARES           for                        available funds by the time specified by your financial professional or other
                 purchases                  financial intermediary, but in no event later than 4:00 p.m. (Eastern time)
                                            on the first business day following BlackRock's receipt of the order. If
                                            payment is not received by this time, the order will be canceled and you
                                            and your financial professional or other financial intermediary will be
                                            responsible for any loss to the LifePath Portfolios.
                                             For shares purchased directly from the LifePath Portfolio, a check payable
                                            to "BlackRock Funds," which bears the name of the LifePath Portfolio you
                                            are purchasing must accompany a completed purchase application. There
                                            is a $20 fee for each purchase check that is returned due to insufficient
                                            funds.
                                             The LifePath Portfolios do not accept third-party checks. You may also
                                            wire Federal funds to a LifePath Portfolio to purchase shares, but you must
                                            call (800) 441-7762 before doing so to confirm the wiring instructions.

       HOW TO SELL SHARES
                  YOUR CHOICES    IMPORTANT INFORMATION FOR YOU TO KNOW
FULL OR PARTIAL    Have your       You can make redemption requests through your financial professional.
REDEMPTION OF     financial       Shareholders should indicate that they are redeeming Institutional Shares.
SHARES            intermediary    The price of your shares is based on the next calculation of a LifePath
                  submit your     Portfolio's NAV after your order is placed. For your redemption request to
                  sales order     be priced at the NAV on the day of your request, you must submit your
                                  request to your financial intermediary prior to that day's close of business
                                  on the NYSE (generally 4:00 p.m. Eastern time). Certain financial
                                  intermediaries, however, may require submission of orders prior to that
                                  time. Any redemption request placed after that time will be priced at the
                                  NAV at the close of business on the next business day.
                                   Financial intermediaries may charge a fee to process a redemption of
                                  shares. Shareholders should indicate which class of shares they are
                                  redeeming.
                                   The LifePath Portfolios may reject an order to sell shares under certain
                                  circumstances.
                   Selling         METHODS OF REDEEMING
                  shares held
                                  REDEEM BY TELEPHONE: For Institutional Shares, certain redemption
                  directly
                                  requests may require written instructions with a medallion signature
                  with
                                  guarantee. Call (800) 441-7762 for details.
                  BlackRock
                                   You can obtain a medallion signature guarantee stamp from a bank,
                                  securities dealer, securities broker, credit union, savings and loan
                                  association, national securities exchange or registered securities
                                  association. A notary public seal will not be acceptable.

HOW TO SELL SHARES
            YOUR CHOICES    IMPORTANT INFORMATION FOR YOU TO KNOW
                             The LifePath Portfolios, their administrator and the distributor will employ
                            reasonable procedures to confirm that instructions communicated by
                            telephone are genuine. The LifePath Portfolios and their service providers
                            will not be liable for any loss, liability, cost or expense for acting upon
                            telephone instructions that are reasonably believed to be genuine in
                            accordance with such procedures. The LifePath Portfolios may refuse a
                            telephone redemption request if they believe it is advisable to do so.
                             During periods of substantial economic or market change, telephone
                            redemptions may be difficult to complete. Please find below alternative
                            redemption methods.
                             REDEEM BY VRU: Institutional Shares may also be redeemed by use of the
                            LifePath Portfolios' automated VRU. Payment for Institutional Shares
                            redeemed by VRU may be made for non-retirement accounts in amounts
                            up to $25,000, either through check, ACH or wire.
                             REDEEM BY INTERNET: You may redeem in your account by logging onto
                            the BlackRock website at www.blackrock.com/funds. Proceeds from
                            Internet redemptions may be sent via check, ACH or wire to the bank
                            account of record. Different maximums may apply to investors in
                            Institutional Shares.
                             REDEEM IN WRITING: You may sell shares held at BlackRock by writing to
                            BlackRock, P.O. Box 9819, Providence, RI 02940-8019 or, for overnight
                            delivery, 101 Sabin Street, Pawtucket, RI 02860-1427. All shareholders on
                            the account must sign the letter. A medallion signature guarantee will
                            generally be required but may be waived in certain limited circumstances.
                            You can obtain a medallion signature guarantee stamp from a bank,
                            securities dealer, securities broker, credit union, savings and loan
                            association, national securities exchange or registered securities
                            association. A notary public seal will not be acceptable. If you hold stock
                            certificates, return the certificates with the letter. Proceeds from
                            redemptions may be sent via check, ACH or wire to the bank account of
                            record.
                             PAYMENT OF REDEMPTION PROCEEDS: Redemption proceeds may be paid by
                            check or, if a LifePath Portfolio has verified banking information on file,
                            through ACH or by wire transfer.
                             PAYMENT BY CHECK: BlackRock will normally mail redemption proceeds
                            within seven days following receipt of a properly completed request.
                            Shares can be redeemed by telephone and the proceeds sent by check to
                            the shareholder at the address on record. Shareholders will pay $15 for
                            redemption proceeds sent by check via overnight mail. You are responsible
                            for any additional charges imposed by your bank for this service.
                             PAYMENT BY WIRE TRANSFER: Payment for redeemed shares for which a
                            redemption order is received before 4:00 p.m. (Eastern time) on a
                            business day is normally made in Federal funds wired to the redeeming
                            shareholder on the next business day, provided that the LifePath
                            Portfolios' custodian is also open for business. Payment for redemption
                            orders received after 4:00 p.m. (Eastern time) or on a day when the
                            LifePath Portfolios' custodian is closed is normally wired in Federal funds
                            on the next business day following redemption on which the LifePath
                            Portfolios' custodian is open for business. The LifePath Portfolios reserve
                            the right to wire redemption proceeds within seven days after receiving a
                            redemption order if, in the judgment of the LifePath Portfolio, an earlier
                            payment could adversely affect a LifePath Portfolio.

HOW TO SELL SHARES
            YOUR CHOICES    IMPORTANT INFORMATION FOR YOU TO KNOW
                             If a shareholder has given authorization for expedited redemption, shares
                            can be redeemed by Federal wire transfer to a single previously designated
                            bank account. Shareholders will pay $7.50 for redemption proceeds sent
                            by Federal wire transfer. You are responsible for any additional charges
                            imposed by your bank for this service. No charge for wiring redemption
                            payments with respect to Institutional Shares is imposed by the LifePath
                            Portfolios.
                            The LifePath Portfolios are not responsible for the efficiency of the Federal
                            wire system or the shareholder's firm or bank. To change the name of the
                            single, designated bank account to receive wire redemption proceeds, it is
                            necessary to send a written request to the LifePath Portfolio at the
                            address on the back cover of this Prospectus.
                             PAYMENT BY ACH: Redemption proceeds may be sent to the shareholder's
                            bank account (checking or savings) via ACH. Payment for redeemed
                            shares for which a redemption order is received before 4:00 p.m. (Eastern
                            time) on a business day is normally sent to the redeeming shareholder the
                            next business day, with receipt at the receiving bank within the next two
                            business days (48-72 hours); provided that the LifePath Portfolios'
                            custodian is also open for business. Payment for redemption orders
                            received after 4:00 p.m. (Eastern time) or on a day when the LifePath
                            Portfolios' custodian is closed is normally sent on the next business day
                            following redemption on which the LifePath Portfolios' custodian is open
                            for business.
                            The LifePath Portfolios reserve the right to send redemption proceeds
                            within seven days after receiving a redemption order if, in the judgment of
                            a LifePath Portfolio, an earlier payment could adversely affect the LifePath
                            Portfolio. No charge for sending redemption payments via ACH is imposed
                            by the LifePath Portfolio. If you make a redemption request before a
                            LifePath Portfolio has collected payment for the purchase of shares, the
                            LifePath Portfolio may delay mailing your proceeds. This delay will usually
                            not exceed ten days.

       HOW TO EXCHANGE SHARES OR TRANSFER YOUR ACCOUNT
                     YOUR CHOICES
EXCHANGE PRIVILEGE    Selling shares
                     of one LifePath Portfolio to
                     purchase shares
                     of another
                     BlackRock Fund
                     ("exchanging")
TRANSFER SHARES TO    Transfer to a
ANOTHER SECURITIES   participating
DEALER OR OTHER      financial
FINANCIAL            professional or
INTERMEDIARY         other
                     financial
                     intermediary
                      Transfer to a
                     non-participating
                     financial professional
                     or other
                     financial intermediary

                     IMPORTANT INFORMATION FOR YOU TO KNOW
EXCHANGE PRIVILEGE    Institutional Shares of the LifePath Portfolios are generally exchangeable
                     for shares of the same class of another BlackRock Fund.
                     Investors who own Institutional Shares of the LifePath Portfolios may
                     make exchanges into Institutional Shares of other BlackRock Funds except,
                     for investors holdings shares through certain client accounts at financial
                     professionals that are omnibus with the fund or do not meet applicable
                     minimums. There is no required minimum amount with respect to
                     exchanges of Institutional Shares. You may only exchange into a share
                     class and BlackRock Fund that are open to new investors or in which you
                     have a current account, if the fund is closed to new investors. If you held
                     the exchanged shares for 30 days or less, you may be charged a
                     redemption fee (please refer to the "Redemption Fee" section of this
                     Prospectus for additional information).
                     To exercise the exchange privilege, you may contact your financial
                     professional or financial intermediary. Alternatively, if your account is held
                     directly with BlackRock, you may: (i) call (800) 441-7762 and speak with
                     one of our representatives, (ii) make the exchange via the Internet by
                     accessing your account online at www.blackrock.com/funds, or (iii) send
                     a written request to the LifePath Portfolio at the address on the back cover
                     of this Prospectus. Please note, if you indicated on your New Account
                     Application that you did not want the Telephone Exchange Privilege, you
                     will not be able to place exchanges via the telephone until you update this
                     option either in writing or by calling (800) 441-7762. The LifePath
                     Portfolios have the right to reject any telephone request for any reason.
                     Although there is currently no express limit on the number of exchanges
                     that you can make, the exchange privilege may be modified or terminated
                     at any time in the future. The LifePath Portfolios may suspend or
                     terminate your exchange privilege at any time for any reason, including if a
                     LifePath Portfolio believes, in its sole discretion that you are engaging in
                     market timing activities. See "Frequent Trading in LifePath Portfolio
                     Shares" below. For U.S. federal income tax purposes, a share exchange is a
                     taxable event and a capital gain or loss may be realized. Please consult
                     your tax adviser or other financial professional before making an exchange
                     request.
TRANSFER SHARES TO    You may transfer your Institutional Shares of a LifePath Portfolio only to
ANOTHER SECURITIES   another financial professional or financial intermediary that has an
DEALER OR OTHER      agreement with the Distributor. Certain shareholder services may not be
FINANCIAL            available for the transferred shares. All future trading of these assets must
INTERMEDIARY         be coordinated by the receiving firm.
                     If your account is held directly with BlackRock, you may call (800) 441-
                     7762 with any questions; otherwise please contact your financial
                     intermediary to accomplish the transfer of shares.
                      You must either:
                     oTransfer your Institutional Shares to an account with a LifePath Portfolio;
                     or
                     oSell your shares, paying any applicable deferred sales charge.
                     If your account is held directly with BlackRock, you may call (800) 441-7762
                     with any questions; otherwise please contact your financial intermediary to
                     accomplish the transfer of shares.

SHAREHOLDER SERVICING PAYMENTS

The LifePath Portfolios have adopted a shareholder servicing plan (the "Plan") that allows each LifePath Portfolio to pay shareholder servicing fees for certain services provided to its shareholders.

The shareholder servicing fees payable pursuant to the Plan are paid to compensate brokers, dealers, financial institutions and industry professionals (such as BlackRock, The PNC Financial Services Group, Inc. ("PNC"), Merrill Lynch & Co, Inc. ("Merrill Lynch"), Bank of America Corporation ("BAC"), Barclays Bank PLC and their respective affiliates) (each, a "Financial Intermediary") for the administration and servicing of shareholder accounts and are not costs which are primarily intended to result in the sale of a LifePath Portfolio's shares. Because the fees paid by a LifePath Portfolio under the Plan are paid out of the LifePath Portfolio's assets on an ongoing basis, over time these fees will increase the cost of your investment in the LifePath Portfolios and may cost you more than paying other types of sales charges.

In addition to, rather than in lieu of, shareholder servicing fees that a LifePath Portfolio may pay to a Financial Intermediary pursuant to the Plan and fees a LifePath Portfolio pays to the Transfer Agent, BFA, on behalf of a LifePath Portfolio, may enter into non-Plan agreements with a Financial Intermediary pursuant to which the LifePath Portfolio will pay a Financial Intermediary for administrative, networking, recordkeeping, sub-transfer agency and shareholder services. These non-Plan payments are generally based on either
(1) a percentage of the average daily net assets of LifePath Portfolio shareholders serviced by a Financial Intermediary or (2) a fixed dollar amount for each account serviced by a Financial Intermediary. The aggregate amount of these payments may be substantial.

From time to time, BFA or its affiliates also may pay a portion of the fees for administrative, networking, recordkeeping, sub-transfer agency and shareholder services described above at its or their own expense and out of its or their legitimate profits. BFA or its affiliates may compensate affiliated and unaffiliated Financial Intermediaries for these other services to the LifePath Portfolios and shareholders. These payments would be in addition to the LifePath Portfolio payments described in this Prospectus and may be a fixed dollar amount, may be based on the number of customer accounts maintained by the Financial Intermediary, or may be based on a percentage of the value of shares sold to, or held by, customers of the Financial Intermediary. The aggregate amount of these payments by BFA, and its affiliates may be substantial. Payments by BFA may include amounts that are sometimes referred to as "revenue sharing" payments. In some circumstances, these revenue sharing payments may create an incentive for a Financial Intermediary, its employees or associated persons to recommend or sell shares of a LifePath Portfolio to you. Please contact your Financial Intermediary for details about payments it may receive from a LifePath Portfolio or from BFA or its affiliates. For more information, see the LifePath Portfolios' SAI.

ACCOUNT SERVICES AND PRIVILEGES

The following table provides examples of account services and privileges available in your BlackRock account. Certain of these account services and privileges are only available to shareholders of Institutional Shares whose accounts are held directly with BlackRock. If your account is held directly with BlackRock, please call (800) 441-7762 for additional information as well as forms and applications. Otherwise, please contact your financial professional for assistance in requesting one or more of the following services and privileges.

AUTOMATIC          Allows systematic investments     BlackRock's AIP allows you to invest a specific amount on a periodic basis
INVESTMENT        on a periodic basis from          from your checking or savings account into your investment account. You
PLAN ("AIP")      checking or savings account.      may apply for this option upon account opening or by completing the AIP
                                                    application. The minimum investment amount for an automatic
                                                    investment plan is $50 per portfolio.
DIVIDEND           Automatically invests your        Dividend and capital gains distributions may be reinvested in your account
ALLOCATION PLAN   distributions into another        to purchase additional shares or paid in cash. Using the Dividend
                  BlackRock Fund of your            Allocation Plan, you can direct your distributions to your bank account
                  choice pursuant to your           (checking or savings), to purchase shares of another fund at BlackRock
                  instructions, without any         without any fees or sales charges, or by check to special payee. Please call
                  fees or sales charges.            (800) 441-7762 for details. If investing into another fund at BlackRock, the
                                                    receiving fund must be open to new purchases.

EZ TRADER        Allows an investor to purchase
                or sell Institutional Shares by
                telephone or over the
                Internet through ACH.
SYSTEMATIC       This feature can be used by
EXCHANGE        investors to systematically exchange
PLAN            money from one fund to up
                to four other funds.
SYSTEMATIC       This feature can be used by
WITHDRAWAL      investors who want to receive
PLAN ("SWP")    regular distributions from their
                accounts.
REINSTATEMENT
PRIVILEGE

EZ TRADER        (NOTE: This option is offered to shareholders whose accounts are held
                directly with BlackRock. Please speak with your financial professional if
                your account is held elsewhere).
                Prior to establishing an EZ Trader account, please contact your bank to
                confirm that it is a member of the ACH system. Once confirmed, complete
                an application, making sure to include the appropriate bank information,
                and return the application to the address listed on the form.
                Prior to placing a telephone or internet purchase or sale order, please
                contact (800) 441-7762 to confirm that your bank information has been
                updated on your account. Once this is established, you may place your
                request to sell shares with the LifePath Portfolios by telephone or Internet.
                Proceeds will be sent to your pre-designated bank account.
SYSTEMATIC       A minimum of $10,000 in the initial BlackRock Fund is required and
EXCHANGE        investments in any additional funds must meet minimum initial
PLAN            investment requirements. For more information, please contact the
                LifePath Portfolio at (800) 441-7762.
SYSTEMATIC       To start a Systematic Withdrawal Plan a shareholder must have a current
WITHDRAWAL      investment of $10,000 or more in a BlackRock Fund.
PLAN ("SWP")
                Shareholders can elect to receive cash payments of $50 or more at any
                interval they choose. Shareholders may sign up by completing the SWP
                Application Form, which may be obtained from BlackRock.
                Shareholders should realize that if withdrawals exceed income the
                invested principal in their account will be depleted.
                To participate in the SWP, shareholders must have their dividends
                reinvested. Shareholders may change or cancel the SWP at any time, with
                a minimum of 24 hours notice. If a shareholder purchases additional
                Investor A Shares of a fund at the same time he or she redeems shares
                through the SWP, that investor may lose money because of the sales
                charge involved. No contingent deferred sales charge ("CDSC") will be
                assessed on redemptions of Investor Shares made through the SWP that
                do not exceed 12% of the account's net asset value on an annualized
                basis. For example, monthly, quarterly, and semi-annual SWP redemptions
                of Investor Shares will not be subject to the CDSC if they do not exceed
                1%, 3% and 6%, respectively, of an account's net asset value on the
                redemption date. SWP redemptions of Investor A or Investor C Shares in
                excess of this limit will still pay any applicable CDSC.
                Ask your financial adviser or other financial intermediary for details.
REINSTATEMENT    If you redeem Investor A or Institutional Shares, and within 60 days buy
PRIVILEGE       new Investor A Shares of the SAME fund, you will not pay a sales charge
                on the new purchase amount. This right may be exercised once a year and
                within 60 days of the redemption, provided that Investor A Share class of
                that fund is currently open to new investors or the shareholder has a
                current account in that closed fund. Shares will be purchased at the net
                asset value calculated at the close of trading on the day the request is
                received. To exercise this privilege, the LifePath Portfolios must receive
                written notification from the shareholder of record or the financial
                professional of record, at the time of purchase. Investors should consult a
                tax adviser concerning the tax consequences of exercising this
                reinstatement privilege.

LIFEPATH PORTFOLIOS' RIGHTS

Each LifePath Portfolio may:

. Suspend the right of redemption if trading is halted or restricted on the NYSE or under other emergency conditions described in the Investment Company Act of 1940, as amended (the "1940 Act),

. Postpone date of payment upon redemption if trading is halted or restricted on the Exchange or under other emergency conditions described in the 1940 Act or if a redemption request is made before a LifePath Portfolio has collected payment for the purchase of shares,

. Redeem shares for property other than cash if conditions exist which make cash payments undesirable in accordance with its rights under the 1940 Act, and

. Redeem shares involuntarily in certain cases, such as when the value of a shareholder account falls below a specified level.

NOTE ON LOW BALANCE ACCOUNTS. Because of the high cost of maintaining smaller shareholder accounts, a LifePath Portfolio may redeem the shares in your account (without charging any deferred sales charge) if the NAV of your account falls below $500 due to redemptions you have made. You will be notified that the value of your account is less than $500 before a LifePath Portfolio makes an involuntary redemption. You will then have 60 days to make an additional investment to bring the value of your account to at least $500 before a LifePath Portfolio takes any action. This involuntary redemption does not apply to accounts of authorized qualified employee benefit plans, selected fee-based programs or accounts established under the Uniform Gifts or Transfers to Minors Acts.

PRINCIPAL RISKS OF INVESTING IN LIFEPATH RETIREMENT PORTFOLIO

Risk is inherent in all investing. The value of your investment in LifePath Retirement Portfolio, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in LifePath Retirement Portfolio or your investment may not perform as well as other similar investments. An investment in LifePath Retirement Portfolio is not a bank deposit and it is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The following is a summary description of certain risks of investing in LifePath Retirement Portfolio.

. ALLOCATION RISK - LifePath Retirement Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath Retirement Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath Retirement Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the

securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath Retirement Portfolio's use of derivatives may reduce LifePath Retirement Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath Retirement Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath Retirement Portfolio will lose money. These risks include:

. LifePath Retirement Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath Retirement Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath Retirement Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath Retirement Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath Retirement Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath Retirement Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath Retirement Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath Retirement Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath Retirement Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath Retirement Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath Retirement Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath Retirement Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath Retirement Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath Retirement Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2020 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2020 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2020 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2020 Portfolio's use of derivatives may reduce LifePath 2020 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2020 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2020 Portfolio will lose money. These risks include:

. LifePath 2020 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2020 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2020 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2020 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2020 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2020 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2020 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2020 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2020 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2020 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2020 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2020 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2020 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2020 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2030 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2030 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2030 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2030 Portfolio's use of derivatives may reduce LifePath 2030 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2030 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2030 Portfolio will lose money. These risks include:

. LifePath 2030 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2030 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2030 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2030 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2030 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2030 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2030 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2030 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2030 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2030 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2030 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2030 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2030 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2030 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.

. ALLOCATION RISK - LifePath 2040 Portfolio's ability to achieve its investment goal depends upon BFA's skill in determining LifePath 2040 Portfolio's strategic asset class allocation and in selecting the best mix of Underlying Funds. There is a risk that BFA's evaluations and assumptions regarding asset classes or Underlying Funds may be incorrect in view of actual market conditions.

. CONCENTRATION RISK - To the extent that an underlying index of an Underlying Fund is concentrated in the securities of companies, a particular market, industry, group of industries, sector or asset class, country, region or group of countries, that Underlying Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class, country, region or group of countries.

. DEBT SECURITIES RISK - Debt securities, such as bonds, involve credit risk. Credit risk is the risk that the borrower will not make timely payments of principal and interest. Changes in an issuer's credit rating or the market's perception of an issuer's creditworthiness may also affect the value of LifePath 2040 Portfolio's investment in that issuer. The degree of credit risk depends on the issuer's financial condition and on the terms of the securities. Debt securities are also subject to interest rate risk. Interest rate risk is the risk that the value of a debt security may fall when interest rates rise. In general, the market price of debt securities with longer maturities will go up or down more in response to changes in interest rates than the market price of shorter term securities.

. DERIVATIVES RISK - LifePath 2040 Portfolio's use of derivatives may reduce LifePath 2040 Portfolio's returns and/or increase volatility. Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of LifePath 2040 Portfolio's use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets.

. EMERGING MARKETS RISK - Emerging markets are riskier than more developed markets because they tend to develop unevenly and may never fully develop. Investments in emerging markets may be considered speculative. Emerging markets are more likely to experience hyper-inflation and currency devaluations, which adversely affect returns to U.S. investors. In addition, many emerging securities markets have far lower trading volumes and less liquidity than developed markets.

. EQUITY SECURITIES RISK - Stock markets are volatile. The price of equity securities fluctuates based on changes in a company's financial condition and overall market and economic conditions.

. EXTENSION RISK - When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these securities to fall.

. FOREIGN SECURITIES RISK - Foreign investments often involve special risks not present in U.S. investments that can increase the chances that LifePath 2040 Portfolio will lose money. These risks include:

. LifePath 2040 Portfolio generally holds its foreign securities and cash in foreign banks and securities depositories, which may be recently organized or new to the foreign custody business and may be subject to only limited or no regulatory oversight.

. Changes in foreign currency exchange rates can affect the value of LifePath 2040 Portfolio's portfolio.

. The economies of certain foreign markets may not compare favorably with the economy of the United States with respect to such issues as growth of gross national product, reinvestment of capital, resources and balance of payments position.

. The governments of certain countries may prohibit or impose substantial restrictions on foreign investments in their capital markets or in certain industries.

. Many foreign governments do not supervise and regulate stock exchanges, brokers and the sale of securities to the same extent as does the United States and may not have laws to protect investors that are comparable to U.S. securities laws.

. Settlement and clearance procedures in certain foreign markets may result in delays in payment for or delivery of securities not typically associated with settlement and clearance of U.S. investments.

. INVESTMENTS IN MUTUAL FUNDS AND EXCHANGE TRADED FUNDS RISK - LifePath 2040 Portfolio will invest substantially all of its assets in underlying BlackRock funds, so LifePath 2040 Portfolio's investment performance is directly related to the performance of the Underlying Funds. LifePath 2040 Portfolio may also directly invest in exchange traded funds ("ETFs"). LifePath 2040 Portfolio's net asset value ("NAV") will change with changes in the value of the mutual funds, ETFs and other securities in which it invests. An investment in LifePath 2040 Portfolio will entail more direct and indirect costs and expenses than a direct investment in the Underlying Funds and ETFs.

. JUNK BONDS RISK - Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that may cause income and principal losses for LifePath 2040 Portfolio.

. MARKET RISK AND SELECTION RISK - Market risk is the risk that one or more markets in which LifePath 2040 Portfolio invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. Selection risk is the risk that the securities selected by fund management will underperform the markets, the relevant indexes or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

. MORTGAGE- AND ASSET-BACKED SECURITIES RISK - Mortgage- and asset-backed securities represent interests in "pools" of mortgages or other assets, including consumer loans or receivables held in trust. Mortgage- and asset- backed securities are subject to credit, interest rate, prepayment and extension risks. These securities also are subject to risk of default on the underlying mortgage or asset, particularly during periods of economic downturn. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities.

. PASSIVE INVESTMENT RISK - Because BFA does not select individual companies in the underlying indexes for certain Underlying Funds, those Underlying Funds may hold stocks in companies that present risks that an adviser researching individual stocks might seek to avoid.

. PREPAYMENT RISK - When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and LifePath 2040 Portfolio may have to invest the proceeds in securities with lower yields.

. REIT INVESTMENT RISK - Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume and may be more volatile than other securities.

. SECURITIES LENDING RISK - Securities lending involves the risk that the borrower may fail to return the securities in a timely manner or at all. As a result, LifePath 2040 Portfolio may lose money and there may be a delay in recovering the loaned securities. LifePath 2040 Portfolio could also lose money if it does not recover the securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could trigger adverse tax consequences for LifePath 2040 Portfolio.

. U.S. GOVERNMENT OBLIGATIONS RISK - Certain securities in which LifePath 2040 Portfolio may invest, including securities issued by certain U.S. government agencies and U.S. government sponsored enterprises, are not guaranteed by the U.S. government or supported by the full faith and credit of the United States.