Michael K. Hoffman is a member of the firm’s Investment Management Group. He represents public and private investment funds, investment advisers, underwriters and investment banks in connection with the structuring and distribution of financial products in domestic and cross-border transactions. Mr. Hoffman regularly counsels investment funds and their boards of directors, advisory boards and investment advisers in connection with transactional, regulatory and compliance issues. His experience in this area includes the representation of the BlackRock closed-end funds. He also counsels operating companies in connection with investment company status issues, including Fortress Investment Group LLC and Och-Ziff Capital Management Group LLC in connection with their initial public offerings.

In the public investment company area, Mr. Hoffman has advised issuers and underwriters in more than 50 offerings of common and preferred shares of open-end and closed-end investment companies. Sponsors of funds advised by Mr. Hoffman in addition to BlackRock include The Van Kampen Funds, Phoenix Duff & Phelps and Fortress Investment Group. Mr. Hoffman also has advised underwriters including UBS PaineWebber Incorporated, Salomon Smith Barney Inc. and Goldman, Sachs & Co.

In the financial products area, Mr. Hoffman has represented:

• XL Capital Ltd. in connection with a $500 million offering of asset-backed capital commitment securities;

• Merrill Lynch as structuring adviser and initial purchaser in connection with an aggregate of $800 million of asset-backed capital commitment in two offerings on behalf of Ambac Assurance Corporation;

• Shell Pension Trust Limited in connection with a $770 million offering of auction market preferred shares by its affiliates;

• Merrill Lynch as structuring adviser and initial purchaser in connection with a $1.125 billion offering of trust capital securities by Farmers Group, Inc. and a $550 million offering of trust capital securities by Fortis, Inc.; and

• US Airways in connection with structuring and issuing of more than $3 billion of enhanced equipment trust certificates in public and private offerings.

Mr. Hoffman has been repeatedly selected for inclusion in Chambers USA: America’s Leading Lawyers for Business.