CERTIFICATION
Pursuant to Rule 497(j) under the Securities Act of 1933, Waddell & Reed
Advisors Retirement Shares, Inc. (1933 Act File No. 2-42885; 1940 Act File No.
811-2263) ("Registrant") hereby certifies (a) that the form of Prospectus used
with respect to the Registrant does not differ from the Prospectus contained in
Post-Effective Amendment No. 52 ("Amendment No. 52") to its Registration
Statement on Form N-1A, which is Registrant's most recent post-effective
amendment, and (b) that Amendment No. 52 was filed electronically.
WADDELL & REED ADVISORS
RETIREMENT SHARES, INC.
Dated: July 7, 2000 By: /s/Kristen A. Richards
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Kristen A. Richards
Vice President, Secretary and
Associate General Counsel
