UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) BLACKROCK ENHANCED GOVERNMENT FUND (Name of Issuer) COMMON STOCK (Title of Class of Securities) 09255K108 ----------- (CUSIP Number) December 31, 2011 Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: /_X_/ Rule 13d-1(b) /___/ 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 disclosures provided in a prior cover page. The information required on 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). CUSIP No. 09255K108 -------------------------------------------------------------------------------- 1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only) NEWGATE CAPITAL MANAGEMENT LLC, IRS ID # 04-2941344 -------------------------------------------------------------------------------- 2) Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) [ ] -------------------------------------------------------------------------------- 3) SEC Use Only -------------------------------------------------------------------------------- 4) Citizenship or Place of Organization DELAWARE -------------------------------------------------------------------------------- Number of Shares 5) Sole Voting Power 279,041 Beneficially --------------------------------------------------- Owned by Each 6) Shared Voting Power 2,350 Reporting --------------------------------------------------- Person With 7) Sole Dispositive Power 279,041 --------------------------------------------------- 8) Shared Dispositive Power 2,350 -------------------------------------------------------------------------------- 9) Aggregate Amount Beneficially Owned by Each Reporting Person 281,391 -------------------------------------------------------------------------------- 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] -------------------------------------------------------------------------------- 11) Percent of Class Represented by Amount in Item 9 2.4% -------------------------------------------------------------------------------- 12) Type of Reporting Person (See Instructions) IA -------------------------------------------------------------------------------- ITEM 1. (A) NAME OF ISSUER BLACKROCK ADVISORS LLC (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE BlackRock Funds 100 Bellevue Parkway Wilmington, Delaware 19809 ITEM 2. (A) NAME OF PERSONS FILING NEWGATE CAPITAL MANAGEMENT LLC (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR IF NONE, RESIDENCE One Sound Shore Drive Greenwich, CT 06830 (C) CITIZENSHIP USA (D) TITLE OF CLASS OF SECURITIES COMMON STOCK (E) CUSIP NUMBER 09255K108 ITEM 3. If this statement is filed pursuant to rule 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. 78c). (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) _X_ 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 association 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 section 240.13d-1(b)(1)(ii)(J). ITEM 4. OWNERSHIP. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 281,391 (b) Percent of class: 2.4% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 279,041 (ii) Shared power to vote or to direct the vote: 2,350 (iii) Sole power to dispose or to direct the disposition of: 279,041 (iv) Shared power to dispose or to direct the disposition of: 2,350 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 ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP ITEM 9. NOTICE OF DISSOLUTION OF GROUP ITEM 10. CERTIFICATION. (a) The following certification shall be included if the statement is filed pursuant to ss.240.13d-1(b): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. (b) The following certification shall be included if the statement is filed pursuant to ss.240.13d-1(c): 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. 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: February 1, 2012 Signature: /s/ Sonia Rosenbaum ------------------- Name: Sonia Rosenbaum, Ph.D. Title: Managing Director