EX-99.B(a)tmartsup
ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
UNITED TAX-MANAGED EQUITY FUND, INC.
Pursuant to Sections 2-105, 2-605 and 2-607 of the Maryland General
Corporation Law, United Tax-Managed Equity Fund, 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 Tax-Managed Equity Fund,
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 Tax-Managed Equity Fund, Inc.
(Corporate Seal)
/s/ Kristen A. Richards
Kristen A. Richards, Vice President
Attest: /s/ Daniel C. Schulte
Daniel C. Schulte,
Assistant Secretary
<PAGE>
The undersigned, Vice President of United Tax-Managed Equity 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 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
