POWER OF ATTORNEY
for
OFFICERS AND DIRECTORS

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, being a person
required to file a statement under Section 16(a) of the Securities Exchange
Act of 1934 (the "1934 Act") and/or Section 30(f) of the Investment Company
Act of 1940 (the "1940 Act"), with respect to EQUUS II INCORPORATED (the
"Fund"), constitutes and appoints Sander M. Bieber and Robert A. Robertson,
and each of them, as his or her true and lawful attorney-in-fact and agent
with full power of substitution and resubstitution for such attorney-in-fact
in such attorney-in-fact's name, place and stead:

- - - To execute, for and on behalf of the undersigned, any and all statements
on Forms 3, 4, and 5, and Schedules 13D and 13G, as are required to be filed
by the undersigned pursuant to the 1934 Act and the 1940 Act, and any
amendments or supplements thereto;
- - - To file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and with
such stock exchange(s) or similar authorities as may be required, and to make
such filings electronically both (i) before such filings are required by
applicable law or rule to be made electronically and (ii) when such filings
are required by applicable law or rule to be made electronically; and
- - - To complete and file such applications and other documents on behalf of the
undersigned as may be necessary or desirable to permit the foregoing filings
to be made electronically on behalf of the undersigned.

The undersigned grants unto said attorney-in-fact and agent full power and
authority to do and perform each and every act and thing requisite and
necessary to be done to effect the foregoing, as fully to all intents and
purposesas he or she might or could do in person, hereby ratifying and
confirming all that said attorney-in-fact and agent,or his or her substitute
or substitutes, may lawfully do or cause to be done by virtue hereof.

The undersigned acknowledges and understands that filings made electronically
with the Securities and Exchange Commissions pursuant to the authority
granted hereto will be made publicly available on the website of the
Securities and Exchange Commission.

IN WITNESS WHEREOF, the undersigned has duly executed this Power of Attorney
on the date indicated.

/s/ Sharon Clayton		July 6, 2005
Signature			Date

Sharon Clayton
Printed Name