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EX-99.B(a)h2artsup
ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
UNITED HIGH INCOME FUND II, INC.
Pursuant to Sections 2-105, 2-605 and 2-607 of the Maryland General
Corporation Law, United High Income Fund II, Inc. (the "Corporation"), a
Maryland corporation, having its principal office in Baltimore, Maryland, hereby
adopts the following Articles of Amendment to the Corporation's Articles of
Incorporation, as previously supplemented and amended ("Articles of
Incorporation"):
FIRST: As amended, effective June 30, 2000, Article SECOND of the
Corporation's Articles of Incorporation shall read as follows: "The name of the
Corporation is Waddell & Reed Advisors High Income Fund II, Inc., hereinafter
called the 'Corporation'."
SECOND: The amendment contained herein was approved by a majority of
the Board of Directors of the Corporation and is limited to changes permitted by
Section 2-605(a)(4) of the Maryland General Corporation Law to be made without
action by the stockholders of the Corporation.
THIRD: The Corporation is registered with the Securities and Exchange
Commission as an open-end investment company under the Investment Company Act of
1940, as amended.
IN WITNESS WHEREOF, the undersigned Vice President of the Corporation
hereby executes these Articles of Amendment on behalf of the Corporation this
15th day of June, 2000.
United High Income Fund II, Inc.
(Corporate Seal)
/s/ Kristen A. Richards
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Kristen A. Richards, Vice President
Attest: /s/ Daniel C. Schulte
---------------------
Daniel C. Schulte,
Assistant Secretary
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The undersigned, Vice President of United High Income Fund II, Inc. who
executed on behalf of said Corporation the foregoing Articles of Amendment, of
which this certificate is made a part, hereby acknowledges, in the name and on
behalf of said Corporation, the foregoing Articles of Amendment to be the act of
said Corporation and further certifies that, to the best of her knowledge,
information and belief, the matters and facts set forth therein with respect to
the approval thereof are true in all material respects, under the penalties of
perjury.
By: /s/ Kristen A. Richards
--------------------------------
Kristen A. Richards, Vice President
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