BLACKROCK MUNIHOLDINGS QUALITY FUND II, INC.

Regulatory Filings • Jun 25, 2012

N-Q 1 i00259_mue-nq.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-09191

Name of Fund: BlackRock MuniHoldings Quality Fund II, Inc. (MUE)

Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock MuniHoldings Quality Fund II, Inc., 55 East 52 nd Street, New York, NY 10055

Registrant’s telephone number, including area code: (800) 882-0052, Option 4

Date of fiscal year end: 07/31/2012

Date of reporting period: 04/30/2012

Item 1 – Schedule of Investments

insert

Schedule of Investments April 30, 2012 (Unaudited)
(Percentages shown are based on Net Assets)

| Municipal
Bonds | Par (000) | Value |
| --- | --- | --- |
| Alabama — 3.2% | | |
| Birmingham Special Care Facilities Financing Authority, RB, Children’s Hospital (AGC), 6.00%, 6/01/39 | $ 5,225 | $ 5,952,529 |
| County of Jefferson Alabama, RB, Series A, 5.50%, 1/01/22 | 3,580 | 3,561,169 |
| Selma Industrial Development Board, RB, International Paper Co. Project, Series A, 5.38%, 12/01/35 | 940 | 991,070 |
| | | 10,504,768 |
| Arizona — 1.4% | | |
| Arizona State Board of Regents, Refunding RB, University of Arizona System, Series A: | | |
| 5.00%, 7/01/29 | 2,340 | 2,700,875 |
| 5.00%, 6/01/42 | 1,705 | 1,894,664 |
| | | 4,595,539 |
| California — 15.9% | | |
| California Educational Facilities
Authority, RB, University of Southern California, Series A, 5.25%, 10/01/38 | 5,050 | 5,750,789 |
| California Health Facilities Financing Authority, RB: | | |
| Scripps Health, Series A, 5.00%, 11/15/40 | 415 | 445,258 |
| Sutter Health, Series B, 6.00%, 8/15/42 | 2,865 | 3,358,439 |
| California Statewide Communities Development Authority, RB, Kaiser Permanente, Series A, 5.00%, 4/01/42 | 2,345 | 2,501,716 |
| City of San Jose California Airport, Refunding RB, Series A-1, AMT, 5.50%, 3/01/30 | 4,045 | 4,438,983 |
| City of Sunnyvale California, Refunding RB, 5.25%, 4/01/40 | 2,800 | 3,148,656 |
| County of Sacramento California Airport System, RB, Senior Series A (AGC), 5.50%, 7/01/41 | 3,500 | 3,806,250 |
| Emery Unified School District, GO, Election of 2010, Series A (AGM), 5.50%, 8/01/35 | 1,875 | 2,112,244 |
| Los Angeles Community College District California, GO: | | |
| Election of 2001, Series A (NPFGC), 5.00%, 8/01/32 | 5,000 | 5,614,800 |
| Election of 2008, Series C, 5.25%, 8/01/39 | 2,500 | 2,847,625 |
| Oceanside Unified School District California, GO, Series A (AGC), 5.25%, 8/01/33 | 3,175 | 3,497,548 |
| Port of Oakland, Refunding RB, Series M, AMT (NPFGC), 5.38%, 11/01/27 | 2,220 | 2,249,903 |
| Municipal Bonds | Par (000) | Value |
| California (concluded) | | |
| Redondo Beach Unified School District, GO, Election of 2008, Series E, 5.50%, 8/01/34 | $ 2,670 | $ 3,088,816 |
| San Bernardino Community College District, GO, Election of 2002, Series A, 6.25%, 8/01/33 | 2,165 | 2,557,904 |
| San Francisco City & County Airports Commission, RB, Specialty Facility Lease, SFO Fuel, Series A, AMT (AGM), 6.10%, 1/01/20 | 1,250 | 1,253,488 |
| State of California, GO, Refunding, Veterans, Series BZ, AMT (NPFGC), 5.35%, 12/01/21 | 10 | 10,016 |
| Stockton Public Financing Authority California, RB, Redevelopment Projects, Series A (Radian), 5.25%, 9/01/34 | 2,430 | 1,820,362 |
| Ventura County Community College District, GO, Election of 2002, Series C, 5.50%, 8/01/33 | 3,175 | 3,716,750 |
| | | 52,219,547 |
| Colorado — 1.2% | | |
| Colorado Health Facilities Authority, RB, Hospital, NCMC, Inc. Project, Series B (AGM), 6.00%, 5/15/26 | 3,300 | 3,845,820 |
| Colorado Housing & Finance Authority, Refunding RB, S/F Program, Senior Series A-2, AMT, 7.50%, 4/01/31 | 100 | 100,589 |
| | | 3,946,409 |
| Florida — 11.1% | | |
| City of Jacksonville Florida, RB, Series A, 5.25%, 10/01/26 | 2,000 | 2,348,340 |
| County of Lee Florida, Refunding ARB, Series A, AMT, 5.38%, 10/01/32 | 2,500 | 2,676,200 |
| County of Miami-Dade Florida, Refunding RB, Miami International Airport, Series A, AMT (AGM): | | |
| 5.25%, 10/01/41 | 4,610 | 4,792,925 |
| 5.50%, 10/01/41 | 4,180 | 4,413,035 |
| Jacksonville Port Authority, RB, AMT (AGC), 6.00%, 11/01/38 | 3,625 | 3,661,975 |
| Orange County Health Facilities Authority, RB, The Nemours Foundation Project, Series A, 5.00%, 1/01/29 | 2,000 | 2,201,960 |
| Orange County School Board, COP, Series A (AGC), 5.50%, 8/01/34 | 7,600 | 8,401,724 |
| Tohopekaliga Water Authority, Refunding RB, Series A, 5.25%, 10/01/36 | 6,965 | 7,864,112 |
| | | 36,360,271 |

BLACKROCK MUNIHOLDINGS QUALITY FUND II, INC. APRIL 30, 2012 1

Schedule of Investments (continued)
(Percentages shown are based on Net Assets)

| Municipal
Bonds | Par (000) | Value |
| --- | --- | --- |
| Idaho — 0.1% | | |
| Idaho Housing & Finance Association, RB, S/F Mortgage, Series E, AMT, 6.00%, 1/01/32 | $ 230 | $ 230,881 |
| Illinois — 14.2% | | |
| Chicago Board of Education Illinois, GO: | | |
| Chicago School Reform Board, Series A (NPFGC), 5.50%, 12/01/26 | 1,205 | 1,455,809 |
| Series A, 5.50%, 12/01/39 | 3,405 | 3,848,774 |
| Series A, 5.00%, 12/01/41 | 7,455 | 8,018,896 |
| City of Chicago Illinois, GARB, O’Hare International Airport, General, Third Lien, Series A, 5.75%, 1/01/39 | 2,000 | 2,290,420 |
| City of Chicago Illinois, RB, General,
Third Lien, Series C, 6.50%, 1/01/41 | 9,085 | 10,896,640 |
| City of Chicago Illinois, Refunding RB, Sales Tax, Series A, 5.25%, 1/01/38 | 1,310 | 1,457,951 |
| City of Chicago Illinois, Refunding RB, O’Hare International Airport, General, Third Lien, Series C (AGM), 5.25%, 1/01/35 | 2,030 | 2,221,307 |
| City of Chicago Illinois Transit Authority, RB: | | |
| Federal Transit Administration Section 5309, Series A (AGC), 6.00%, 6/01/26 | 3,400 | 3,961,850 |
| Sales Tax Receipts, 5.25%, 12/01/36 | 1,060 | 1,180,681 |
| Sales Tax Receipts, 5.25%, 12/01/40 | 3,135 | 3,475,994 |
| Railsplitter Tobacco Settlement Authority, RB: | | |
| 5.50%, 6/01/23 | 2,350 | 2,685,510 |
| 6.00%, 6/01/28 | 670 | 760,289 |
| State of Illinois, RB, Build Illinois,
Series B, 5.25%, 6/15/28 | 4,000 | 4,469,960 |
| | | 46,724,081 |
| Indiana — 2.8% | | |
| Indiana Municipal Power Agency, RB, Series A (NPFGC), 5.00%, 1/01/42 | 6,300 | 6,697,971 |
| Indianapolis Local Public Improvement Bond Bank, Refunding RB, Waterworks Project, Series A (AGC), 5.50%, 1/01/38 | 2,370 | 2,639,208 |
| | | 9,337,179 |
| Iowa — 0.6% | | |
| Iowa Finance Authority, Refunding RB, Iowa Health System (AGC), 5.25%, 2/15/29 | 1,710 | 1,871,014 |
| Kansas — 0.4% | | |
| Sedgwick & Shawnee Counties Kansas, MRB, Series A-2, AMT (Ginnie Mae), 6.20%, 12/01/33 | 1,130 | 1,147,232 |
| Municipal Bonds | Par (000) | Value |
| Kentucky — 3.7% | | |
| Kentucky Turnpike Authority, RB, Economic Development Road, Revitalization Projects, Series A, 5.00%, 7/01/28 | $ 10,430 | $ 12,226,255 |
| Massachusetts — 0.4% | | |
| Massachusetts Development Finance Agency, RB, Wellesley College, Series J, 5.00%, 7/01/42 | 1,125 | 1,271,385 |
| Michigan — 7.2% | | |
| City of Detroit Michigan, RB: | | |
| Second Lien, Series B (NPFGC), 5.50%, 7/01/29 | 4,170 | 4,629,242 |
| Senior Lien (AGM), 7.50%, 7/01/33 | 1,330 | 1,666,570 |
| City of Detroit Michigan, Refunding RB, Senior Lien: | | |
| Series C-1 (AGM), 7.00%, 7/01/27 | 4,180 | 5,067,790 |
| Series C-2 (BHAC), 5.25%, 7/01/29 | 1,860 | 2,043,452 |
| Hudsonville Public Schools, GO, School Building & Site (Q-SBLF), 5.25%, 5/01/41 | 3,420 | 3,759,538 |
| Michigan State Building Authority, Refunding RB, Facilities Program, Facilities Program, Series I (AGC): | | |
| 5.25%, 10/15/24 | 1,440 | 1,663,704 |
| 5.25%, 10/15/25 | 750 | 860,182 |
| Royal Oak Hospital Finance Authority Michigan, Refunding RB, William Beaumont Hospital, 8.25%, 9/01/39 | 3,115 | 3,961,283 |
| | | 23,651,761 |
| Minnesota — 0.7% | | |
| City of Minneapolis Minnesota, Refunding RB, Fairview Health Services, Series B (AGC), 6.50%, 11/15/38 | 1,975 | 2,323,765 |
| Nevada — 2.7% | | |
| County of Clark Nevada, RB: | | |
| Las Vegas-McCarran International Airport, Series A (AGM), 5.25%, 7/01/39 | 6,860 | 7,458,947 |
| Subordinate Lien, Series A-2 (NPFGC), 5.00%, 7/01/36 | 1,300 | 1,352,065 |
| | | 8,811,012 |
| New Jersey — 7.3% | | |
| New Jersey EDA, RB, Motor Vehicle Surcharge, Series A (NPFGC), 5.25%, 7/01/33 | 11,000 | 11,819,500 |
| New Jersey Health Care Facilities Financing Authority, RB, Virtua Health (AGC), 5.50%, 7/01/38 | 3,400 | 3,701,716 |
| New Jersey Transportation Trust Fund Authority, RB, Transportation System: | | |
| Series A, 5.50%, 6/15/41 | 3,030 | 3,454,018 |
| Series A (AGC), 5.63%, 12/15/28 | 2,930 | 3,388,897 |

BLACKROCK MUNIHOLDINGS QUALITY FUND II, INC. APRIL 30, 2012 2

Schedule of Investments (continued)
(Percentages shown are based on Net Assets)

| Municipal
Bonds | Par (000) | Value |
| --- | --- | --- |
| New Jersey (concluded) | | |
| New Jersey Transportation Trust Fund Authority, RB, Transportation System (concluded): | | |
| Series B, 5.25%, 6/15/36 | $ 1,500 | $ 1,676,130 |
| | | 24,040,261 |
| New York — 6.5% | | |
| Hudson New York Yards Infrastructure Corp., RB, Series A, 5.75%, 2/15/47 | 940 | 1,060,856 |
| New York City Municipal Water Finance Authority, Refunding RB, Second General Resolution: | | |
| Fiscal 2009, Series EE, 5.25%, 6/15/40 | 6,930 | 7,748,849 |
| Fiscal 2011, Series EE, 5.38%, 6/15/43 | 2,220 | 2,525,716 |
| New York City Transitional Finance Authority, RB: | | |
| Fiscal 2009, Series S-3, 5.25%, 1/15/39 | 2,300 | 2,527,148 |
| Sub-Future Tax Secured, Series C, 5.00%, 11/01/39 | 2,760 | 3,047,261 |
| Sub-Series S-2A, 5.00%, 7/15/30 | 4,045 | 4,593,906 |
| | | 21,503,736 |
| North Carolina — 0.3% | | |
| North Carolina HFA, RB, Home Ownership, Series 14A, AMT (AMBAC), 5.35%, 1/01/22 | 920 | 921,279 |
| Pennsylvania — 0.7% | | |
| Philadelphia Hospitals & Higher Education Facilities Authority, Refunding RB, Children’s Hospital, Series D, 5.00%, 7/01/32 | 1,940 | 2,161,645 |
| Puerto Rico — 1.2% | | |
| Puerto Rico Sales Tax Financing Corp., RB, First Sub-Series A, 6.38%, 8/01/39 | 3,500 | 4,071,200 |
| South Carolina — 3.5% | | |
| South Carolina State Public Service Authority, Refunding RB, Series A: | | |
| (AMBAC), 5.00%, 1/01/42 | 8,000 | 8,706,400 |
| Santee Cooper, 5.50%, 1/01/38 | 2,500 | 2,815,575 |
| | | 11,521,975 |
| Texas — 22.5% | | |
| City of Austin Texas, Refunding RB, Series A (AGM), 5.00%, 11/15/28 | 1,300 | 1,492,504 |
| City of Houston Texas, Refunding RB, Combined, First Lien, Series A (AGC), 6.00%, 11/15/35 | 6,700 | 8,023,652 |
| Clifton Higher Education Finance Corp., Refunding RB, Baylor University, 5.25%, 3/01/32 | 3,120 | 3,554,647 |
| Municipal Bonds | Par (000) | Value |
| Texas (concluded) | | |
| Dallas Area Rapid Transit, Refunding RB, Senior Lien, 5.25%, 12/01/38 | $ 5,655 | $ 6,249,963 |
| Harris County Cultural Education Facilities Finance Corp., RB, Children’s Hospital Project, 5.25%, 10/01/29 | 2,080 | 2,344,930 |
| Harris County Health Facilities Development Corp., Refunding RB, Memorial Hermann Healthcare System, Series B, 7.25%, 12/01/35 | 1,000 | 1,193,520 |
| Lamar Texas Consolidated Independent School District, GO, Refunding, School House, Series A, 5.00%, 2/15/45 | 2,430 | 2,723,422 |
| Lubbock Cooper ISD Texas, GO, School Building (AGC), 5.75%, 2/15/42 | 1,250 | 1,402,575 |
| North Texas Tollway Authority, RB, Special Projects System, Series A, 5.50%, 9/01/41 | 7,880 | 9,152,778 |
| North Texas Tollway Authority, Refunding RB, Series A (NPFGC), 5.75%, 1/01/40 | 11,575 | 12,568,251 |
| North Texas Tollway Authority, Refunding RB, First Tier System: | | |
| Series A (NPFGC), 5.63%, 1/01/33 | 10,975 | 12,034,197 |
| Series B (NPFGC), 5.75%, 1/01/40 | 1,000 | 1,085,810 |
| Series K-2 (AGC), 6.00%, 1/01/38 | 1,000 | 1,131,620 |
| Tarrant County Cultural Education Facilities Finance Corp., Refunding RB, Christus Health, Series A (AGC), 6.50%, 7/01/37 | 3,000 | 3,440,700 |
| Texas Tech University, Refunding RB, Improvement Financing, 14th Series A, 5.00%, 8/15/29 | 2,000 | 2,316,900 |
| University of Texas System, Refunding RB, Financing System, Series B, 5.00%, 8/15/43 | 4,575 | 5,227,303 |
| | | 73,942,772 |
| Virginia — 0.8% | | |
| Virginia Public School Authority, RB, School Financing, 6.50%, 12/01/35 | 2,195 | 2,569,423 |
| Washington — 4.3% | | |
| City of Seattle Washington, Refunding RB, Series A, 5.25%, 2/01/36 | 2,400 | 2,733,576 |
| State of Washington, GO: | | |
| Motor Vehicle Tax, Senior 520, 5.00%, 6/01/41 | 3,600 | 3,984,588 |
| Various Purpose, Series B, 5.25%, 2/01/36 | 1,865 | 2,134,847 |
| University of Washington, Refunding RB, Series A, 5.00%, 7/01/41 | 4,685 | 5,298,875 |
| | | 14,151,886 |

BLACKROCK MUNIHOLDINGS QUALITY FUND II, INC. APRIL 30, 2012 3

Schedule of Investments (continued)
(Percentages shown are based on Net Assets)

| Municipal
Bonds | Par (000) | Value |
| --- | --- | --- |
| Wisconsin — 1.0% | | |
| Wisconsin Health & Educational
Facilities Authority, Refunding RB, Ascension Health, Series D, 5.00%, 11/15/41 (a) | $ 3,125 | $ 3,388,875 |
| Total Municipal Bonds – 113.7% | | 373,494,151 |
| Municipal
Bonds Transferred to Tender Option Bond (TOB) Trusts (b) | | |
| Alabama — 1.2% | | |
| Mobile Board of Water & Sewer Commissioners, RB (NPFGC), 5.00%, 1/01/31 | 3,750 | 3,944,587 |
| California — 2.2% | | |
| San Diego Community College District California, GO, Election of 2002 (AGM), 5.00%, 5/01/30 (c) | 1,486 | 1,691,182 |
| Sequoia Union High School District California, GO, Refunding, Election of 2004, Series B (AGM), 5.50%, 7/01/35 | 5,189 | 5,613,298 |
| | | 7,304,480 |
| Colorado — 3.0% | | |
| Colorado Health Facilities Authority, RB, Catholic Health, Series C-3 (AGM), 5.10%, 10/01/41 | 9,410 | 9,859,986 |
| District of Columbia — 0.7 % | | |
| District of Columbia Water & Sewer Authority, Refunding RB, Series A, 6.00%, 10/01/35 | 1,700 | 2,106,782 |
| Florida — 7.1% | | |
| City of St. Petersburg Florida, Refunding RB (NPFGC), 5.00%, 10/01/35 | 6,493 | 6,930,236 |
| County of Miami-Dade Florida, GO, Building Better Communities Program, Series B-1, 6.00%, 7/01/38 | 12,500 | 14,264,500 |
| Lee County Housing Finance Authority, RB, Multi-County Program, Series A-2, AMT (Ginnie Mae), 6.00%, 9/01/40 | 2,055 | 2,188,781 |
| | | 23,383,517 |
| Georgia — 2.1% | | |
| Augusta-Richmond County Georgia, Water & Sewer, RB (AGM), 5.25%, 10/01/34 | 6,290 | 6,803,264 |
| Illinois — 6.1% | | |
| Chicago Illinois O’Hare International Airport, Refunding RB, Series A, 5.00%, 1/01/38 | 15,000 | 15,804,900 |
| Municipal
Bonds Transferred to Tender Option Bond (TOB) Trusts (b) | Par (000) | Value |
| Illinois (concluded) | | |
| City of Chicago Illinois, Refunding RB, Second Lien (AGM), 5.25%, 11/01/33 | $ 3,969 | $ 4,328,688 |
| | | 20,133,588 |
| Kentucky — 0.8% | | |
| Kentucky State Property & Building Commission, Refunding RB, Project No. 93 (AGC), 5.25%, 2/01/27 | 2,304 | 2,628,655 |
| Massachusetts — 3.4% | | |
| Massachusetts School Building Authority, RB: | | |
| Dedicated Sales Tax, Senior Series B, 5.00%, 10/15/41 | 5,080 | 5,693,359 |
| Series A (AGM), 5.00%, 8/15/30 | 4,994 | 5,524,462 |
| | | 11,217,821 |
| Nevada — 6.6% | | |
| Clark County Water Reclamation District, GO: | | |
| Limited Tax, 6.00%, 7/01/38 | 10,000 | 12,274,700 |
| Series B, 5.50%, 7/01/29 | 8,247 | 9,516,906 |
| | | 21,791,606 |
| New Jersey — 1.3% | | |
| New Jersey State Housing & Mortgage Finance Agency, RB, S/F Housing, Series CC, 5.25%, 10/01/29 | 3,861 | 4,154,908 |
| New York — 7.3% | | |
| New York City Transitional Finance Authority, RB, Future Tax Secured, Sub- Series E-1, 5.00%, 2/01/42 | 2,919 | 3,242,742 |
| New York Liberty Development Corp., RB, 1 World Trade Center Port Authority Construction, 5.25%, 12/15/43 | 7,515 | 8,444,230 |
| New York Liberty Development Corp., Refunding RB, 4 World Trade Center Project, 5.75%, 11/15/51 | 4,400 | 4,994,484 |
| Sales Tax Asset Receivable Corp., Refunding RB, Series A (AMBAC), 5.25%, 10/15/27 | 6,751 | 7,404,284 |
| | | 24,085,740 |
| Puerto Rico — 1.0% | | |
| Puerto Rico Sales Tax Financing Corp., Refunding RB, Sales Tax, Series C, 5.25%, 8/01/40 | 3,020 | 3,304,484 |
| Texas — 1.7% | | |
| Waco Educational Finance Corporation, Refunding RB, Baylor University, 5.00%, 3/01/43 | 4,995 | 5,547,847 |

BLACKROCK MUNIHOLDINGS QUALITY FUND II, INC. APRIL 30, 2012 4

Schedule of Investments (continued)
(Percentages shown are based on Net Assets)

| Municipal
Bonds Transferred to Tender Option Bond (TOB) Trusts (b) | Par (000) | Value |
| --- | --- | --- |
| Utah — 0.8% | | |
| City of Riverton Utah Hospital, RB, IHC Health Services Inc., 5.00%, 8/15/41 | $ 2,504 | $ 2,684,174 |
| Washington — 2.4% | | |
| City of Bellevue Washington, GO, Refunding (NPFGC), 5.50%, 12/01/39 | 6,883 | 7,777,905 |
| Total Municipal Bonds Transferred to Tender Option Bond (TOB) Trusts – 47.7% | | 156,729,344 |
| Total Long-Term Investments (Cost – $488,941,196) – 161.4% | | 530,223,495 |

Short-Term
Securities
FFI Institutional Tax-Exempt Fund, 0.09% (d)(e)	4,823,555	4,823,555
Total Short-Term Securities (Cost – $4,823,555) – 1.5%		4,823,555
Total Investments (Cost - $493,764,751*) – 162.9%		535,047,050
Other Assets Less Liabilities – 0.7%		2,475,564
Liability for TOB Trust Certificates,
Including Interest Expense and Fees Payable – (23.7)%		(77,971,329	)
VMTP Shares, at Liquidation Value – (39.9)%		(131,000,000	)
Net Assets Applicable to Common Shares – 100.0%	$	328,551,285

• As of April 30, 2012, gross unrealized appreciation and gross unrealized depreciation based on cost for federal income tax purposes were as follows:

Tax Cost	$
Gross
unrealized appreciation	$ 42,077,493
Gross
unrealized depreciation	(823,500	)
Net
unrealized appreciation	$ 41,253,993

(a) When-issued security. Unsettled when-issued transactions were as follows:

Counterparty	Value	Unrealized Appreciation
Morgan
Stanley Co., Inc.	$ 3,388,875	$ 31,438

| (b) | Securities
represent bonds transferred to a TOB in exchange for which the Fund acquired
residual interest certificates. These securities serve as collateral in a
financing transaction. |
| --- | --- |
| (c) | US
government securities, held in escrow, are used to pay interest on this
security, as well as to retire the bond in full at the date indicated,
typically at a premium to par. |
| (d) | Investments
in companies considered to be an affiliate of the Fund during the period, for
purposes of Section 2(a)(3) of the Investment Company Act of 1940, as
amended, were as follows: |

Affiliate — FFI Institutional Tax-Exempt Fund	13,223,965	(8,400,410	)	4,823,555	Income — $ 971

(e) Represents the current yield as of report date.

Portfolio Abbreviations

To simplify the listings of portfolio holdings in the Schedule of Investments, the names and descriptions of many of the securities have been abbreviated according to the following list:

| AGC | Assured Guaranty
Corp. |
| --- | --- |
| AGM | Assured
Guaranty Municipal Corp. |
| AMBAC | American
Municipal Bond Assurance Corp. |
| AMT | Alternative
Minimum Tax (subject to) |
| ARB | Airport
Revenue Bonds |
| BHAC | Berkshire
Hathaway Assurance Corp. |
| COP | Certificates
of Participation |
| EDA | Economic Development
Authority |
| GARB | General
Airport Revenue Bonds |
| Ginnie Mae | Government
National Mortgage Association |
| GO | General
Obligation Bonds |
| HFA | Housing
Finance Agency |
| ISD | Independent
School District |
| MRB | Mortgage
Revenue Bonds |
| NPFGC | National
Public Finance Guarantee Corp. |
| Q-SBLF | Qualified
School Bond Loan Fund |
| RB | Revenue
Bonds |
| Radian | Radian
Financial Guaranty |
| S/F | Single-Family |

• Financial futures contracts sold as of April 30, 2012 were as follows:

Contracts — 333	10-Year US Treasury Note	Chicago Board of Trade	June 2012	Notional Value — $ 44,049,656	Unrealized Depreciation — $ (494,930	)

BLACKROCK MUNIHOLDINGS QUALITY FUND II, INC. APRIL 30, 2012 5

Schedule of Investments (concluded) BlackRock MuniHoldings Quality Fund II, Inc. (MUE)

•
•	Level 1 —
unadjusted price quotations in active markets/exchanges for identical assets
and liabilities
•	Level 2 —
other observable inputs (including, but not limited to: quoted prices for
similar assets or liabilities in markets that are active, quoted prices for
identical or similar assets or liabilities in markets that are not active,
inputs other than quoted prices that are observable for the assets or
liabilities (such as interest rates, yield curves, volatilities, prepayment
speeds, loss severities, credit risks and default rates) or other market-corroborated
inputs)
•	Level 3 —
unobservable inputs based on the best information available in the
circumstances, to the extent observable inputs are not available (including
the Fund’s own assumptions used in determining the fair value of investments
and derivative financial instruments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investment and derivative financial instruments and is not necessarily an indication of the risks associated with investing in those securities. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments and other significant accounting policies, please refer to the Fund’s most recent financial statements as contained in its semi-annual report.

The following tables summarize the inputs used as of April 30, 2012 in determining the fair valuation of the Fund’s investments and derivative financial instruments:

| Valuation
Inputs | Level 1 | Level 2 | | Total |
| --- | --- | --- | --- | --- |
| Assets: | | | | |
| Investments: | | | | |
| Long-Term Investments 1 | — | $ 530,223,495 | — | $ 530,223,495 |
| Short-Term Securities | $ 4,823,555 | — | — | 4,823,555 |
| Total | $ 4,823,555 | $ 530,223,495 | — | $ 535,047,050 |

1 See above Schedule of Investments for values in each sector.

| Valuation
Inputs | Level 1 | | | | Total | |
| --- | --- | --- | --- | --- | --- | --- |
| Derivative Financial Instruments 2 | | | | | | |
| Liabilities: | | | | | | |
| Interest rate contracts | $ (494,930 | ) | — | — | $ (494,930 | ) |

| 2 |
| --- |
| Certain of
the Fund’s assets and liabilities are held at carrying amount which
approximates fair value. Such assets and liabilities are categorized within
the disclosure hierarchy as follows: |

| Valuation
Inputs | Level 1 | Level 2 | | | Total | |
| --- | --- | --- | --- | --- | --- | --- |
| Assets: | | | | | | |
| Cash pledged as collateral for financial futures contracts | $ 440,000 | — | | — | $ 440,000 | |
| Liabilities: | | | | | | |
| TOB trust certificates | — | $ (77,936,286 | ) | — | (77,936,286 | ) |
| VMTP shares | — | (131,000,000 | ) | — | (131,000,000 | ) |
| Total | $ 440,000 | $ (208,936,286 | ) | — | $ (208,496,286 | ) |

There were no transfers between levels during the period ended April 30, 2012.

BLACKROCK MUNIHOLDINGS QUALITY FUND II, INC. APRIL 30, 2012 6

end

Item 2 –	Controls and Procedures
2(a) –	The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this
report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended.
2(b) –	There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 3 –	Exhibits
	Certifications – Attached hereto
	Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
	BlackRock MuniHoldings Quality Fund II, Inc.
	By:	/s/ John M. Perlowski
		John M. Perlowski
		Chief Executive Officer (principal executive officer) of
		BlackRock MuniHoldings Quality Fund II, Inc.
	Date: June 22, 2012
	Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
	By:	/s/ John M. Perlowski
		John M. Perlowski
		Chief Executive Officer (principal executive officer) of
		BlackRock MuniHoldings Quality Fund II, Inc.
	Date: June 22, 2012
	By:	/s/ Neal J. Andrews
		Neal J. Andrews
		Chief Financial Officer (principal financial officer) of
		BlackRock MuniHoldings Quality Fund II, Inc.
	Date: June 22, 2012