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<TYPE>EX-99.77Q1 OTHR EXHB
<SEQUENCE>3
<FILENAME>muc77q1a.txt
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             BlackRock MuniHoldings California Quality Fund, Inc.
                              File No. 811-08573
  Item No. 77Q1(a) (Copies of Material Amendments to Registrant's Charter or
                            By-laws) -- Attachment

Attached please find as an exhibit under Sub-Item 77Q1(a) of Form N-SAR, a copy
of BlackRock MuniHoldings California Quality Fund, Inc.'s (the "Fund") Articles
                                                                ----
of Amendment amending the Articles Supplementary Establishing and Fixing the
Rights and Preferences of Variable Rate Muni Term Preferred Shares filed with
the State Department of Assessments and Taxation of Maryland on September 29,
2015.

<PAGE>

                                                                Exhibit 77Q1(a)

             BLACKROCK MUNIHOLDINGS CALIFORNIA QUALITY FUND, INC.
                             ARTICLES OF AMENDMENT

               AMENDING THE ARTICLES SUPPLEMENTARY ESTABLISHING
                   AND FIXING THE RIGHTS AND PREFERENCES OF
                   VARIABLE RATE MUNI TERM PREFERRED SHARES

   This is to certify that

   First: The charter of BlackRock MuniHoldings California Quality Fund, Inc.,
   -----
a Maryland corporation (the "Corporation"), is amended by these Articles of
Amendment, which amend the Articles Supplementary Establishing and Fixing the
Rights and Preferences of Variable Rate Muni Term Preferred Shares, dated as of
March 21, 2012 (the "Articles Supplementary").

   Second: The charter of the Corporation is hereby amended by deleting
   ------
Section 10(b)(i)(A) and replacing it with the following:

   (i) (A) TERM REDEMPTION. The Corporation shall redeem, out of funds legally
available therefor and otherwise in accordance with Applicable Law, all
Outstanding VMTP Preferred Shares on the Term Redemption Date at the Redemption
Price; provided, however, the Corporation shall have the right, exercisable at
any time no earlier than 9 months prior to the Term Redemption Date, to request
that the Total Holders extend the term of the Term Redemption Date for an
additional period as may be agreed upon by the Corporation and the Total
Holders, which request may conditioned upon terms and conditions that are
different from the terms and conditions herein. Each Holder shall, no later
than the deadline specified in such request, which shall not be less than 30
days after such Holder's receipt of such request unless otherwise agreed to by
such Holder, notify the Corporation of its acceptance or rejection of such
request, which acceptance by any such Holder may be a Conditional Acceptance
conditioned upon terms and conditions which are different from the terms and
conditions herein or the terms and conditions proposed by the Corporation in
making an extension request. If any Holder fails to notify the Corporation of
its acceptance or rejection of the Corporation's request for extension by the
deadline specified in such request, the Corporation may either deem such
failure to respond as a rejection of such request or extend the deadline for
such request with respect to such Holder, provided, however, in all cases any
acceptance by a Holder of a request to extend, if any, shall be made pursuant
to an affirmative written acceptance by the Total Holders. If the Total Holders
(or any thereof) provide a Conditional Acceptance, then the Corporation shall,
no later than the deadline specified in the Conditional Acceptance, which shall
not be less than 30 days after the Corporation's receipt of the Conditional
Acceptance unless otherwise agreed to by the Corporation, notify the Total
Holders of its acceptance or rejection of the terms and conditions specified in
the Conditional Acceptance. If the Corporation fails to notify the Total
Holders by the deadline specified in the Conditional Acceptance, the Total
Holders may either deem such failure to respond as a rejection of the terms and
conditions specified in the Conditional Acceptance or extend the deadline for
such response by the Corporation, provided, however, in all cases any
acceptance by a Holder of a request to extend, if any, shall be made pursuant
to an affirmative written acceptance by the Total Holders. Each Holder may
grant or deny any request for extension of the Term Redemption Date in its sole
and absolute discretion.

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   Third: The amendment to the charter of the Corporation as set forth above in
   -----
these Articles of Amendment has been duly advised by the board of directors of
the Corporation and approved by the stockholders of the Corporation as and to
the extent required by law and in accordance with the charter of the
Corporation.

                           [Signature Page Follows]

<PAGE>

   IN WITNESS WHEREOF, BlackRock MuniHoldings California Quality Fund, Inc. has
caused these Articles of Amendment to be signed as of September 29, 2015 in its
name and on its behalf by the person named below who acknowledges that these
Articles of Amendment are the act of the Corporation and, to the best of such
person's knowledge, information and belief and under penalties for perjury, all
matters and facts contained in these Articles of Amendment are true in all
material respects.

                                             BLACKROCK MUNIHOLDINGS
                                             CALIFORNIA QUALITY FUND, INC.

                                             By:  /s/ Jonathan Diorio
                                                  ------------------------------
                                                  Name: Jonathan Diorio
                                                  Title: Vice President

ATTEST:

/s/ Janey Ahn
--------------------------
Name: Janey Ahn
Title: Secretary
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