<DOCUMENT>
<TYPE>EX-99.A8
<SEQUENCE>5
<FILENAME>efc5-1585_exhibit992a8.txt
<TEXT>
                                                            Exhibit (a)(8)


                      MUNIYIELD NEW YORK INSURED FUND, INC.

                          ARTICLES OF AMENDMENT TO THE
                  ARTICLES SUPPLEMENTARY CREATING THREE SERIES
                        OF AUCTION MARKET PREFERRED STOCK


         MUNIYIELD NEW YORK INSURED FUND, INC., a Maryland corporation, having
its principal office in Baltimore, Maryland (the "Corporation"), does hereby
certify to the State Department of Assessments and Taxation of Maryland that:

         FIRST: Section 5(c) of the Articles Supplementary of the Corporation
creating three series of Auction Market Preferred Stock ("AMPS") designated as
Series C, Series D and Series E, filed on March 2, 2000, is hereby amended in
its entirety to read as follows:

         "Right to Vote with Respect to Certain Other Matters. So long as any
shares of AMPS are outstanding, the Corporation shall not, without the
affirmative vote of the holders of a majority of the shares of the Preferred
Stock Outstanding at the time, voting separately as one class: (i) authorize,
create or issue any class or series of stock ranking prior to the AMPS or any
other series of Preferred Stock with respect to payment of dividends or the
distribution of assets on liquidation or (ii) amend, alter or repeal the
provisions of the Charter, whether by merger, consolidation or otherwise, so as
to adversely affect any of the contract rights expressly set forth in the
Charter of holders of shares of AMPS or any other Preferred Stock. To the extent
permitted under the 1940 Act, in the event shares of more than one series of
AMPS are outstanding, the Corporation shall not approve any of the actions set
forth in clause (i) or (ii) which adversely affects the contract rights
expressly set forth in the Charter of a Holder of shares of a series of AMPS
differently than those of a Holder of shares of any other series of AMPS without
the affirmative vote of the holders of at least a majority of the shares of AMPS
of each series adversely affected and outstanding at such time (each such
adversely affected series voting separately as a class). The Corporation shall
notify Moody's and S&P 10 Business Days prior to any such vote described in
clause (i) or (ii). Unless a higher percentage is provided for under the
Charter, the affirmative vote of the holders of a majority of the outstanding
shares of Preferred Stock, including AMPS, voting together as a single class,
will be required to approve any plan of reorganization (including bankruptcy
proceedings) adversely affecting such shares or any action requiring a vote of
security holders under Section 13(a) of the 1940 Act. The class vote of holders
of shares of Preferred Stock, including AMPS, described above will in each case
be in addition to a separate vote of the requisite percentage of shares of
Common Stock and shares of Preferred Stock, including AMPS, voting together as a
single class necessary to authorize the action in question."

         SECOND: These Articles of Amendment were approved by the entire Board
of Directors of the Corporation and by a majority of the outstanding Shares of
Common Stock and AMPS, voting together as a single class, and a majority of the
outstanding AMPS, voting separately as a class.



<PAGE>


         THIRD: The authorized capital stock of the Corporation has not been
increased by these Articles of Amendment.

         FOURTH: No other change is intended or effected.

         IN WITNESS WHEREOF, MUNIYIELD NEW YORK INSURED FUND, INC. has caused
these Articles of Amendment to be signed in its name and on its behalf by its
Vice President and attested by its Assistant Secretary on the     day of July,
2005.

                                   MUNIYIELD NEW YORK
                                   INSURED FUND, INC.

                                   By:
                                        --------------------------------------
                                            Donald C. Burke, Vice President
Attest:

---------------------------------------
Brian D. Stewart, Assistant Secretary


         THE UNDERSIGNED, Vice President of MUNIYIELD NEW YORK INSURED FUND,
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 corporate act of said Corporation and further certifies that, to the best
of his knowledge, information and belief, the matters and facts set forth
therein with respect to the authorization and approval thereof are true in all
material respects, and that this statement is made under penalties for perjury.


                                         ------------------------------------
                                            Donald C. Burke, Vice President



                                      2

<PAGE>


                     MUNIYIELD NEW YORK INSURED FUND, INC.

                         ARTICLES OF AMENDMENT TO THE
                 ARTICLES SUPPLEMENTARY CREATING TWO SERIES
                       OF AUCTION MARKET PREFERRED STOCK


         MUNIYIELD NEW YORK INSURED FUND, INC., a Maryland corporation, having
its principal office in Baltimore, Maryland (the "Corporation"), does hereby
certify to the State Department of Assessments and Taxation of Maryland that:

         FIRST: Section 5(c) of the Articles Supplementary of the Corporation
creating two series of Auction Market Preferred Stock ("AMPS") designated as
Series A and Series B, filed on April 7, 1992, and Section 5(c) of the
Articles Supplementary, filed on December 1, 1994, each as amended by the
Articles of Amendment to the Articles Supplementary, filed on December 1,
1994, are hereby amended in their entirety to read as follows:

         "Right to Vote with Respect to Certain Other Matters. So long as any
shares of AMPS are outstanding, the Corporation shall not, without the
affirmative vote of the holders of a majority of the shares of the Preferred
Stock Outstanding at the time, voting separately as one class: (i) authorize,
create or issue any class or series of stock ranking prior to the AMPS or any
other series of Preferred Stock with respect to payment of dividends or the
distribution of assets on liquidation or (ii) amend, alter or repeal the
provisions of the Charter, whether by merger, consolidation or otherwise, so
as to adversely affect any of the contract rights expressly set forth in the
Charter of holders of shares of AMPS or any other Preferred Stock. To the
extent permitted under the 1940 Act, in the event shares of more than one
series of AMPS are outstanding, the Corporation shall not approve any of the
actions set forth in clause (i) or (ii) which adversely affects the contract
rights expressly set forth in the Charter of a Holder of shares of a series of
AMPS differently than those of a Holder of shares of any other series of AMPS
without the affirmative vote of the holders of at least a majority of the
shares of AMPS of each series adversely affected and outstanding at such time
(each such adversely affected series voting separately as a class). The
Corporation shall notify Moody's and S&P 10 Business Days prior to any such
vote described in clause (i) or (ii). Unless a higher percentage is provided
for under the Charter, the affirmative vote of the holders of a majority of
the outstanding shares of Preferred Stock, including AMPS, voting together as
a single class, will be required to approve any plan of reorganization
(including bankruptcy proceedings) adversely affecting such shares or any
action requiring a vote of security holders under Section 13(a) of the 1940
Act. The class vote of holders of shares of Preferred Stock, including AMPS,
described above will in each case be in addition to a separate vote of the
requisite percentage of shares of Common Stock and shares of Preferred Stock,
including AMPS, voting together as a single class necessary to authorize the
action in question."



<PAGE>


         SECOND: These Articles of Amendment were approved by the entire Board
of Directors of the Corporation and by a majority of the outstanding Shares of
Common Stock and AMPS, voting together as a single class, and a majority of
the outstanding AMPS, voting separately as a class.

         THIRD: The authorized capital stock of the Corporation has not been
increased by these Articles of Amendment.

         FOURTH: No other change is intended or effected.

         IN WITNESS WHEREOF, MUNIYIELD NEW YORK INSURED FUND, INC. has caused
these Articles of Amendment to be signed in its name and on its behalf by its
Vice President and attested by its Assistant Secretary on the     day of July,
2005.

                               MUNIYIELD NEW YORK
                               INSURED FUND, INC.

                               By:
                                    --------------------------------------
                                        Donald C. Burke, Vice President
Attest:

----------------------------------
Brian D. Stewart, Assistant Secretary


         THE UNDERSIGNED, Vice President of MUNIYIELD NEW YORK INSURED FUND,
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 corporate act of said Corporation and further certifies
that, to the best of his knowledge, information and belief, the matters and
facts set forth therein with respect to the authorization and approval thereof
are true in all material respects, and that this statement is made under
penalties for perjury.



                                    ------------------------------------
                                        Donald C. Burke, Vice President



                                      2

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</DOCUMENT>
