<PAGE>
(Proxy Card Front) COMMON STOCK
MUNIYIELD ARIZONA FUND, INC.
P.O. BOX 9011
PRINCETON, NEW JERSEY 08543-9011
P R O X Y
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Arthur Zeikel, Terry K. Glenn
and Mark B. Goldfus as proxies, each with the power to appoint his
substitute, and hereby authorizes each of them to represent and to
vote, as designated on the reverse hereof, all of the shares of
Common Stock of MuniYield Arizona Fund, Inc. (the "Fund") held of
record by the undersigned on December 14, 1994 at a Special Meeting
of Stockholders of the Fund to be held on March 10, 1995 or any
adjournment thereof.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER
HEREIN DIRECTED BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS
MADE, THIS PROXY WILL BE VOTED FOR PROPOSALS 1, 2 AND 3.
(Continued and to be signed on the reverse side)
(Proxy Card Reverse)
1. To consider and act upon a proposal to approve the Agreement and Plan of
Reorganization between the Fund and MuniYield Arizona Fund II, Inc.
FOR / / AGAINST / / ABSTAIN / /
2. To consider and act upon a proposal to elect the following persons as
Directors of the Fund:
FOR all nominees listed below WITHHOLD AUTHORITY to vote
(except as marked to the for all nominees
contrary below) / / listed below / /
(INSTRUCTION: To withhold authority to vote for any individual nominee,
strike a line through the nominee's name in the list below.)
Herbert I. London, Robert R. Martin, Arthur Zeikel
3. To consider and act upon a proposal to ratify the selection of Deloitte
& Touche LLP as the independent auditors of the Fund to serve for the
current fiscal year.
FOR / / AGAINST / / ABSTAIN / /
4. In the discretion of such proxies, upon such other business as properly
may come before the meeting or any adjournment thereof.
1
<PAGE>
Please sign exactly as name appears hereon. When
shares are held by joint tenants, both should sign.
When signing as attorney or as executor,
administrator, trustee or guardian, please give full
title as such. If a corporation, please sign in
full corporate name by president or other authorized
officer. If a partnership, please sign in
partnership name by authorized persons.
Dated: _________________________, 1995
X ____________________________________
Signature
X ____________________________________
Signature, if held jointly
PLEASE MARK BOXES OR (X) IN BLUE OR BLACK INK. SIGN, DATE AND RETURN THE
PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE.
2
<PAGE>
(Proxy Card Front) AUCTION MARKET
PREFERRED STOCK
MUNIYIELD ARIZONA FUND, INC.
P.O. BOX 9011
PRINCETON, NEW JERSEY 08543-9011
P R O X Y
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Arthur Zeikel, Terry K. Glenn
and Mark B. Goldfus as proxies, each with the power to appoint his
substitute, and hereby authorizes each of them to represent and to
vote, as designated on the reverse hereof, all of the shares of
Auction Market Preferred Stock of MuniYield Arizona Fund, Inc. (the
"Fund") held of record by the undersigned on December 14, 1994 at a
Special Meeting of Stockholders of the Fund to be held on March 10,
1995 or any adjournment thereof.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER
HEREIN DIRECTED BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS
MADE, THIS PROXY WILL BE VOTED FOR PROPOSALS 1, 2 AND 3.
(Continued and to be signed on the reverse side)
(Proxy Card Reverse)
1. To consider and act upon a proposal to approve the Agreement and Plan of
Reorganization between the Fund and MuniYield Arizona Fund II, Inc.
FOR / / AGAINST / / ABSTAIN / /
2. To consider and act upon a proposal to elect the following persons as
Directors of the Fund:
FOR all nominees listed below WITHHOLD AUTHORITY to vote
(except as marked to the for all nominees
contrary below) / / listed below / /
(INSTRUCTION: To withhold authority to vote for any individual nominee,
strike a line through the nominee's name in the list below.)
Herbert I. London, Robert R. Martin, Joseph L. May, Andre F. Perold,
Arthur Zeikel
3. To consider and act upon a proposal to ratify the selection of Deloitte
& Touche LLP as the independent auditors of the Fund to serve for the
current fiscal year.
FOR / / AGAINST / / ABSTAIN / /
4. In the discretion of such proxies, upon such other business as properly
may come before the meeting or any adjournment thereof.
3
<PAGE>
Please sign exactly as name appears hereon. When
shares are held by joint tenants, both should sign.
When signing as attorney or as executor,
administrator, trustee or guardian, please give full
title as such. If a corporation, please sign in
full corporate name by president or other authorized
officer. If a partnership, please sign in
partnership name by authorized persons.
Dated: _________________________, 1995
X ____________________________________
Signature
X ____________________________________
Signature, if held jointly
PLEASE MARK BOXES OR (X) IN BLUE OR BLACK INK. SIGN, DATE AND RETURN THE
PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE.
4
<PAGE>
(Proxy Card Front) COMMON STOCK
MUNIYIELD ARIZONA FUND II, INC.
P.O. BOX 9011
PRINCETON, NEW JERSEY 08543-9011
P R O X Y
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Arthur Zeikel, Terry K. Glenn
and Mark B. Goldfus as proxies, each with the power to appoint his
substitute, and hereby authorizes each of them to represent and to
vote, as designated on the reverse hereof, all of the shares of
Common Stock of MuniYield Arizona Fund II, Inc. (the "Fund") held
of record by the undersigned on December 14, 1994 at a Special
Meeting of Stockholders of the Fund to be held on March 10, 1995 or
any adjournment thereof.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER
HEREIN DIRECTED BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS
MADE, THIS PROXY WILL BE VOTED FOR PROPOSALS 1, 2 AND 3.
(Continued and to be signed on the reverse side)
(Proxy Card Reverse)
1. To consider and act upon a proposal to approve the Agreement and Plan of
Reorganization between the Fund and MuniYield Arizona Fund, Inc.
FOR / / AGAINST / / ABSTAIN / /
2. To consider and act upon a proposal to elect the following persons as
Directors of the Fund:
FOR all nominees listed below WITHHOLD AUTHORITY to vote
(except as marked to the for all nominees
contrary below) / / listed below / /
(INSTRUCTION: To withhold authority to vote for any individual nominee,
strike a line through the nominee's name in the list below.)
Herbert I. London, Robert R. Martin, Arthur Zeikel
3. To consider and act upon a proposal to ratify the selection of Deloitte
& Touche LLP as the independent auditors of the Fund to serve for the
current fiscal year.
FOR / / AGAINST / / ABSTAIN / /
4. In the discretion of such proxies, upon such other business as properly
may come before the meeting or any adjournment thereof.
5
<PAGE>
Please sign exactly as name appears hereon. When
shares are held by joint tenants, both should sign.
When signing as attorney or as executor,
administrator, trustee or guardian, please give full
title as such. If a corporation, please sign in
full corporate name by president or other authorized
officer. If a partnership, please sign in
partnership name by authorized persons.
Dated: _________________________, 1995
X ____________________________________
Signature
X ____________________________________
Signature, if held jointly
PLEASE MARK BOXES OR (X) IN BLUE OR BLACK INK. SIGN, DATE AND RETURN THE
PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE.
6
<PAGE>
(Proxy Card Front) AUCTION MARKET
PREFERRED STOCK
MUNIYIELD ARIZONA FUND II, INC.
P.O. BOX 9011
PRINCETON, NEW JERSEY 08543-9011
P R O X Y
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Arthur Zeikel, Terry K. Glenn
and Mark B. Goldfus as proxies, each with the power to appoint his
substitute, and hereby authorizes each of them to represent and to
vote, as designated on the reverse hereof, all of the shares of
Auction Market Preferred Stock of MuniYield Arizona Fund II, Inc.
(the "Fund") held of record by the undersigned on December 14, 1994
at a Special Meeting of Stockholders of the Fund to be held on
March 10, 1995 or any adjournment thereof.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER
HEREIN DIRECTED BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS
MADE, THIS PROXY WILL BE VOTED FOR PROPOSALS 1, 2 AND 3.
(Continued and to be signed on the reverse side)
(Proxy Card Reverse)
1. To consider and act upon a proposal to approve the Agreement and Plan of
Reorganization between the Fund and MuniYield Arizona Fund, Inc.
FOR / / AGAINST / / ABSTAIN / /
2. To consider and act upon a proposal to elect the following persons as
Directors of the Fund:
FOR all nominees listed below WITHHOLD AUTHORITY to vote
(except as marked to the for all nominees
contrary below) / / listed below / /
(INSTRUCTION: To withhold authority to vote for any individual nominee,
strike a line through the nominee's name in the list below.)
Herbert I. London, Robert R. Martin, Joseph L. May, Andre F. Perold,
Arthur Zeikel
3. To consider and act upon a proposal to ratify the selection of Deloitte
& Touche LLP as the independent auditors of the Fund to serve for the
current fiscal year.
FOR / / AGAINST / / ABSTAIN / /
4. In the discretion of such proxies, upon such other business as properly
may come before the meeting or any adjournment thereof.
7
<PAGE>
Please sign exactly as name appears hereon. When
shares are held by joint tenants, both should sign.
When signing as attorney or as executor,
administrator, trustee or guardian, please give full
title as such. If a corporation, please sign in
full corporate name by president or other authorized
officer. If a partnership, please sign in
partnership name by authorized persons.
Dated: _________________________, 1995
X ____________________________________
Signature
X ____________________________________
Signature, if held jointly
PLEASE MARK BOXES OR (X) IN BLUE OR BLACK INK. SIGN, DATE AND RETURN THE
PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE.
8
<PAGE>
MUNIYIELD ARIZONA FUND, INC.
MUNIYIELD ARIZONA FUND II, INC.
Supplement Dated January 23, 1995 to the
Proxy Statement and Prospectus Dated January 4, 1995
The special meetings of the stockholders of MuniYield Arizona Fund, Inc.
("Arizona I") and MuniYield Arizona Fund II, Inc. ("Arizona II"), originally
scheduled to be held on January 25, 1995, will be held instead on March 10,
1995, beginning at 9:00 A.M., New York time for Arizona I and at 9:30 A.M.,
New York time for Arizona II.
As of December 31, 1994, Kenneth S. Axelson retired from the Boards of
Directors of Arizona I and Arizona II and will not be standing for re-
election to either Board. Andr F. Perold has been nominated by each Board
to be elected as a Director of Arizona I by the holders of Arizona I AMPS,
voting separately as a class, and as a Director of Arizona II by the holders
of Arizona II AMPS, voting separately as a class. The biography of Mr.
Perold may be found on page 54 of the Proxy Statement and Prospectus.
1