BlackRock Enhanced Large Cap Core Fund, Inc.

Major Shareholding Notification • May 10, 2007

SC 13G/A 1 dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 3 Schedule 13G Amendment No. 3

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

BlackRock Capital and Income Strategies Fund, Inc.

(Name of Issuer)

Common Stock, par value $0.10 per share

(Title of Class of Securities)

09256A109 (CUSIP Number)

May 8, 2007

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

• The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 8 pages

CUSIP No. 09256A109

1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
	QVT Financial LP 11-3694008
2.	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) ¨
	(b) x
3.	SEC Use Only
4.	Citizenship or Place of Organization
	Delaware

Number of Shares Beneficially Owned by Each Reporting Person With:
0
6. Shared Voting Power
570,278 shares of common stock
7. Sole Dispositive Power
0
8. Shared Dispositive Power
570,278 shares of common stock

9.	Aggregate Amount Beneficially Owned by Each Reporting Person
	570,278 shares of common stock
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
	¨
11.	Percent of Class Represented by Amount in Row (9)
	4.67%
12.	Type of Reporting Person (See Instructions)
	PN

Page 2 of 8 pages

CUSIP No. 09256A109

1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
	QVT Financial GP
LLC 11-3694007
2.	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) ¨
	(b) x
3.	SEC Use Only
4.	Citizenship or Place of Organization
	Delaware

Number of Shares Beneficially Owned by Each Reporting Person With:
0
6. Shared Voting Power
570,278 shares of common stock
7. Sole Dispositive Power
0
8. Shared Dispositive Power
570,278 shares of common stock

9.	Aggregate Amount Beneficially Owned by Each Reporting Person
	570,278 shares of common stock
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
	¨
11.	Percent of Class Represented by Amount in Row (9)
	4.67%
12.	Type of Reporting Person (See Instructions)
	OO

Page 3 of 8 pages

CUSIP No. 09256A109

1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
	QVT Associates GP
LLC 01-0798253
2.	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) ¨
	(b) x
3.	SEC Use Only
4.	Citizenship or Place of Organization
	Delaware

Number of Shares Beneficially Owned by Each Reporting Person With:
0
6. Shared Voting Power
321,592 shares of common stock
7. Sole Dispositive Power
0
8. Shared Dispositive Power
321,592 shares of common stock

9.	Aggregate Amount Beneficially Owned by Each Reporting Person
	321,592 shares of common stock
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
	¨
11.	Percent of Class Represented by Amount in Row (9)
	2.64%
12.	Type of Reporting Person (See Instructions)
	OO

Page 4 of 8 pages

Item 1	(a).	Name of Issuer
		BlackRock Capital and Income Strategies Fund, Inc. (the “Issuer”)
Item 1	(b) .	Address of Issuer’s Principal Executive Offices
		The address of the Issuer’s principal executive offices is:
		800 Scudders Mill Road, Plainsboro, New Jersey 08536, United States
Item 2	(a) .	Name of Person Filing
Item 2	(b) .	Address of Principal Business Office or, if none, Residence
Item 2	(c) .	Citizenship
		QVT Financial LP 1177 Avenue of the Americas, 9th Floor New York, New York 10036 Delaware Limited Partnership
		QVT Financial GP LLC 1177 Avenue of the Americas, 9th Floor New York, New York 10036 Delaware Limited Liability Company
		QVT Associates GP LLC 1177 Avenue of the Americas, 9th Floor New York, New York 10036 Delaware Limited Liability Company
Item 2	(d).	Title of Class of Securities
		The title of the securities is common stock, par value $0.10 per share (the “Common Stock”).
Item 2	(e).	CUSIP Number
		The CUSIP number of the Common Stock is 09256A109.
Item 3.		If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	¨	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	¨	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	¨	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	¨	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
	(e)	¨	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
	(f)	¨	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
	(g)	¨	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	¨	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	¨	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	¨	Group, in accordance with § 240.13d-1(b)(1)(ii)(J).

Page 5 of 8 pages

Item 4.	Ownership. — (a)	Amount beneficially owned:
		QVT Financial LP (“QVT Financial”) is the investment manager for QVT Overseas Ltd., QVT Associates LP and QVT Global II L.P. QVT Financial is also the investment manager
for a separate discretionary account managed for Deutsche Bank AG (the “Separate Account”). As of the date hereof, QVT Overseas Ltd. beneficially owns 192,422 shares of Common Stock, QVT Associates LP beneficially owns 153,875 shares of
Common Stock, QVT Global II L.P. beneficially owns 167,717 shares of Common Stock, and the Separate Account holds 56,264 shares of Common Stock. QVT Financial has the power to direct the vote and disposition of the shares of Common Stock held by QVT
Overseas Ltd., QVT Associates LP, QVT Global II L.P. and the Separate Account. Accordingly, QVT Financial may be deemed to be the beneficial owner of an aggregate amount of 570,278 shares of Common Stock, consisting of the shares owned by QVT
Overseas Ltd., QVT Associates LP, QVT Global II L.P. and the shares held in the Separate Account.
		QVT Financial GP LLC, as General Partner of QVT Financial, may be deemed to beneficially own the same number of shares of Common Stock reported by QVT Financial. QVT Associates GP
LLC, as General Partner of QVT Associates LP and QVT Global II L.P., may be deemed to beneficially own an aggregate amount of 321,592 shares of Common Stock, consisting of the shares owned by QVT Associates LP and QVT Global II L.P.
		Each of QVT Financial and QVT Financial GP LLC disclaim beneficial ownership of the shares of Common Stock owned by QVT Overseas Ltd., QVT Associates LP, QVT Global II L.P. and
the shares held in the Separate Account.
		QVT Associates GP LLC disclaims beneficial ownership of the shares of Common Stock owned by QVT Associates LP and QVT Global II L.P., except to the extent of its pecuniary
interest therein.
	(b)	Percent of class:
		See Item 11 of the Cover Pages to this Schedule 13G.
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote
			0
		(ii)	Shared power to vote or to direct the vote
			See item (a) above.
		(iii)	Sole power to dispose or to direct the disposition of
			0
		(iv)	Shared power to dispose or to direct the disposition of
			See item (a) above.
Item 5.	Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of
securities, check the following x .
Item 6.	Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not Applicable
Item 8.	Identification and Classification of Members of the Group
Not Applicable
Item 9.	Notice of Dissolution of Group
Not Applicable
Item 10.	Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Page 6 of 8 pages

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: May 9, 2007

QVT FINANCIAL LP
By QVT Financial GP LLC, its General
Partner
By:	/s/ Dan Gold
Name:	Dan Gold
Title:	Managing Member
By:	/s/ Lars Bader
Name:	Lars Bader
Title:	Managing Member
QVT FINANCIAL GP LLC
By:	/s/ Dan Gold
Name:	Dan Gold
Title:	Managing Member
By:	/s/ Lars Bader
Name:	Lars Bader
Title:	Managing Member
QVT ASSOCIATES GP LLC
By:	/s/ Dan Gold
Name:	Dan Gold
Title:	Managing Member
By:	/s/ Lars Bader
Name:	Lars Bader
Title:	Managing Member

Page 7 of 8 pages

EXHIBIT A

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G signed by each of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

Dated: May 9, 2007

QVT FINANCIAL LP
By QVT Financial GP LLC, its General
Partner
By:	/s/ Dan Gold
Name:	Dan Gold
Title:	Managing Member
By:	/s/ Lars Bader
Name:	Lars Bader
Title:	Managing Member
QVT FINANCIAL GP LLC
By:	/s/ Dan Gold
Name:	Dan Gold
Title:	Managing Member
By:	/s/ Lars Bader
Name:	Lars Bader
Title:	Managing Member
QVT ASSOCIATES GP LLC
By:	/s/ Dan Gold
Name:	Dan Gold
Title:	Managing Member
By:	/s/ Lars Bader
Name:	Lars Bader
Title:	Managing Member

Page 8 of 8 pages