Item 1(a).

Name of Issuer:

BlackRock MuniYield Michigan Quality Fund, Inc.

 

Item 1(b).

Address of Issuer's Principal Executive Offices:

100 Bellevue Parkway

Wilmington, DE 19809

Item 2(a).

Name of Person Filing:

Citibank, N.A. ("Citibank")

Citicorp

Citigroup Inc. ("Citigroup")

Item 2(b).

Address of Principal Business Office or, if none, Residence:

The address of the principal business office of Citibank, Citicorp and Citigroup is:

399 Park Avenue

New York, NY 10022

Item 2(c).

Citizenship:

Citibank is a national banking association.

Citicorp and Citigroup are Delaware corporations.

Item 2(d).

Title of Class of Securities:

Item 2(e).

CUSIP Number:

09254V-60-0

 

Item 3.

If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or

240.13d-2(b) or (c), Check Whether the Person Filing Is a(n):

(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)

☐ Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);

(f)

☐ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);

(g)

☒ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);

(h)

☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

☐ 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)

☐ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);

(k)

☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________________ .

Item 4.

Ownership. (as of September 30, 2015)

 

Effective as of September 14, 2015, BlackRock MuniYield Michigan Quality Fund II Inc. (the “Target Fund”) was reorganized into BlackRock MuniYield Michigan Quality Fund, Inc. (the “Acquiring Fund”). In the Reorganization, preferred shareholders of the Target Fund received on a one-for-one basis the Acquiring Fund preferred shares in an amount equal to the aggregate preferred share liquidation preference (including any accumulated and unpaid dividends) held by the Target Fund preferred shareholders immediately prior to the Reorganization. In the Reorganization, Citibank N.A. received 873 Variable Rate Demand Preferred Shares of the Acquiring Fund in exchange for its 873 Variable Rate Demand Preferred Shares of the Target Fund.

 

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 ☐.

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.

Citicorp is the sole stockholder of Citibank. Citigroup is the sole stockholder of Citicorp.

Item 8.

Identification and Classification of Members of the Group.

Not Applicable.

Item 9.

Notice of Dissolution of Group.

Not Applicable.

 

Item 10.

Certification.