UNITED CASH MANAGEMENT INC
N-30D, 1997-02-26
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              UNITED
              CASH
              MANAGEMENT,
              INC.

              SEMIANNUAL
              REPORT
              ------------------------------------------
              For the six months ended December 31, 1996

<PAGE>









































     This report is submitted for the general information of the shareholders of
     United Cash Management, Inc.  It is not authorized for distribution to
     prospective investors in the Fund unless accompanied with or preceded by
     the United Cash Management, Inc. current prospectus.

<PAGE>
     PRESIDENT'S LETTER
     DECEMBER 31, 1996



     Dear Shareholder:

          As President of your Fund, I would like to thank you for your
     continued confidence in our products and services.  Our goal to provide the
     best service possible to our shareholders has not changed since we opened
     our doors nearly 60 years ago.  Waddell & Reed's team of professionals,
     including the Fund's manager, our customer service representatives and your
     personal account representative continue to strive to meet your financial
     needs.

          Waddell & Reed plays a special role in the investment industry.  We
     take pride in being one of the few financial services firms committed to
     locally based account representatives who provide the personal service you
     need.  When you're ready to evaluate your financial plan to keep up with
     life's changes, or to find an answer to a financial question that you may
     have, your representative is ready to assist you--when you need it.  He or
     she is available to help you plan for your retirement, fund a child's
     education or make plans for other long-term financial goals.

          All of us are committed to helping you meet the financial goals that
     are important to you.  This is accomplished by our offering investment
     products to meet a variety of personal financial objectives, along with the
     personal service to make the investment process more convenient and
     accessible.

          We want to continue to meet your financial needs for many years to
     come.  Should you have any questions about your account or other financial
     issues that are important to you, contact your personal account
     representative or your local Waddell & Reed office.  They're ready to help
     you make the most of your financial future.

     Respectfully,
     Keith A. Tucker
     President

<PAGE>

     THE INVESTMENTS OF
     UNITED CASH MANAGEMENT, INC.
     DECEMBER 31, 1996

                                                Principal
                                                Amount in
                                                Thousands        Value

     BANK OBLIGATIONS
     Certificates of Deposit
      Domestic - 2.00%
      Bankers Trust New York Corp.,
        5.47%, 1-7-97 .........................   $10,000 $  9,997,530

      Yankee - 8.41%
      Banque Nationale de Paris,
        5.31%, 3-6-97 .........................    10,000   10,000,000
      Creditanstalt - Bankverein,
        5.38%, 3-7-97 .........................    10,000   10,000,000
      Deutsche Bank AG - New York,
        5.71%, 11-7-97 ........................    10,000   10,000,000
      Societe Generale - New York,
        5.3%, 2-21-97 .........................    12,000   12,000,000
        Total .................................             42,000,000

     Total Certificates of Deposit - 10.41%                 51,997,530

     Notes - 7.88%
      Capital One Funding Corporation, Series
        1996 A (Bank One, Kentucky, NA),
        5.84%, 1-2-97 .........................    13,351   13,351,000
      Comerica Bank,
        5.5855%, 2-14-97.......................    12,000   12,000,000
      PNC Bank, N.A.,
        5.5037%, 1-13-97 ......................    14,000   13,995,738
        Total .................................             39,346,738

     TOTAL BANK OBLIGATIONS - 18.29%                      $ 91,344,268
      (Cost: $91,344,268)

     CORPORATE OBLIGATIONS
     Commercial Paper
      Chemicals and Allied Products - 2.00%
      BOC Group PLC (The),
        5.43%, 1-13-97 ........................    10,000    9,981,900

      Communication - 2.46%
      Bell Atlantic Financial Services Inc.:
        5.33%, 1-24-97.........................       800      797,276
        5.8%, 1-24-97..........................     7,315    7,287,894
        5.53%, 1-29-97.........................     1,000      995,699
      GTE Florida Inc.,
        6.0%, 1-14-97 .........................     3,200    3,193,067
        Total .................................             12,273,936

                   See Notes to Schedule of Investments on page 9.

<PAGE>

     THE INVESTMENTS OF
     UNITED CASH MANAGEMENT, INC.
     DECEMBER 31, 1996

                                                Principal
                                                Amount in
                                                Thousands        Value
     CORPORATE OBLIGATIONS (Continued)
     Commercial Paper (Continued)
      Electric, Gas and Sanitary Services - 4.80%
      Duke Power Co.,
        6.85%, 1-2-97 .........................   $ 5,000 $  4,999,049
      Michigan Consolidated Gas Co.,
        5.41%, 1-10-97 ........................    10,000    9,986,475
      Questar Corp.:
        6.75%, 1-2-97 .........................     5,000    4,999,063
        5.65%, 1-28-97 ........................     4,000    3,983,050
        Total .................................             23,967,637

      Food and Kindred Products - 0.56%
      General Mills, Inc.,
        Master Note ...........................     2,796    2,796,000

      Insurance Carriers - 1.19%
      Transamerica Finance Corporation,
        5.38%, 2-7-97 .........................     6,000    5,966,823

      Metal Mining - 1.07%
      BHP Finance (USA) Inc.:
        5.35%, 1-23-97 ........................       460      458,496
        5.35%, 1-28-97 ........................     4,905    4,885,318
        Total  ................................              5,343,814

      Nondepository Institutions - 4.99%
      Associates Corporation of North America,
        5.31%, 1-13-97 ........................    10,000    9,982,300
      Island Finance Puerto Rico Inc.,
        5.55%, 1-31-97 ........................     5,000    4,976,875
      Penney (J.C.) Funding Corp.,
        5.4%, 2-7-97 ..........................    10,000    9,944,500
        Total .................................             24,903,675

      Personal Services - 2.99%
      Block Financial Corp.:
        5.43%, 1-22-97 ........................     5,000    4,984,162
        5.55%, 1-27-97 ........................    10,000    9,959,917
        Total .................................             14,944,079

      Textile Mill Products - 0.20%
      Sara Lee Corporation,
        Master Note ...........................     1,011    1,011,000

                   See Notes to Schedule of Investments on page 9.

<PAGE>

     THE INVESTMENTS OF
     UNITED CASH MANAGEMENT, INC.
     DECEMBER 31, 1996

                                                Principal
                                                Amount in
                                                Thousands        Value

     CORPORATE OBLIGATIONS (Continued)
     Commercial Paper (Continued)
      Transportation Equipment - 3.48%
      Echlin, Inc.:
        5.4%, 2-3-97 ..........................   $ 6,500 $  6,467,825
        5.55%, 2-18-97 ........................    11,000   10,918,600
        Total .................................             17,386,425

     Total Commercial Paper - 23.74%                       118,575,289

     Notes
      Auto Repair, Services and Parking - 2.60%
      PHH Corporation,
        5.8105%, 3-26-97 ......................    13,000   12,998,244

      Insurance Carriers - 1.01%
      Transamerica Finance Corp.,
        6.75%, 8-15-97 ........................     5,000    5,025,841

      Nondepository Institutions - 7.01%
      American General Finance Corp.,
        5.8%, 4-1-97 ..........................    10,000    9,993,192
      Caterpillar Financial Services Corp.,
        5.9585%, 1-28-97 ......................    13,000   13,000,000
      Deere (John) Capital Corp.,
        5.95%, 6-30-97 ........................    12,000   11,993,700
        Total .................................             34,986,892

      Security and Commodity Brokers - 2.80%
      Merrill Lynch & Co., Inc.,
        5.6541%, 5-29-97 ......................    14,000   14,000,000

     Total Notes - 13.42%                                   67,010,977

     TOTAL CORPORATE OBLIGATIONS - 37.16%                 $185,586,266
      (Cost: $185,586,266)

                   See Notes to Schedule of Investments on page 9.

<PAGE>

     THE INVESTMENTS OF
     UNITED CASH MANAGEMENT, INC.
     DECEMBER 31, 1996

                                                Principal
                                                Amount in
                                                Thousands        Value

     MUNICIPAL OBLIGATIONS
     California - 9.79%
      California Pollution Control Financing
        Authority, Environmental Improvement
        Revenue Bonds (Shell Martinez Refining
        Company Project), Series 1996 (Taxable),
        5.52%, 1-2-97 .........................   $15,000 $ 15,000,000
      City of Anaheim, California, Certificates
        of Participation (1993 Arena Financing
        Project), Municipal Adjustable Rate
        Taxable Securities (Credit Suisse),
        5.56%, 5-1-97 .........................    15,000   15,000,000
      Oakland-Alameda County Coliseum Lease Revenue
        Bonds (Oakland Coliseum Project), 1995 Series
        B-1 (Canadian Imperial Bank of Commerce),
        5.42%, 1-3-97 .........................    14,000   14,000,000
      Community Redevelopment Agency of the City of
        Visalia, California, East Visalia Redevelopment
        Project, Variable Interest Short Term Adjustable
        Securities (National Westminster Bank PLC, San
        Francisco Overseas Branch),
        5.764%, 1-2-97 ........................     4,895    4,895,000
        Total .................................             48,895,000

     Indiana - 1.00%
      City of Whiting, Indiana, Industrial Sewage
        and Solid Waste Disposal Revenue Bonds (Amoco
        Oil Company Project), Taxable Series 1995,
        5.43%, 1-9-97 .........................     5,000    5,000,000

     Kentucky - 0.50%
      City of Bardstown, Kentucky, Taxable Variable
        Rate Demand Industrial Revenue Bonds, Series 1994
        (R.J. Tower Corporation Project), (Comerica Bank),
        5.82%, 1-2-97 .........................     2,500    2,500,000

     Louisiana - 3.22%
      Industrial District No. 3 of the Parish
        of West Baton Rouge, State of Louisiana,
        Variable Rate Demand Revenue Bonds (The
        Dow Chemical Company Project),
        Series 1995 (Taxable):
        5.41%, 1-3-97 .........................     6,100    6,100,000
        5.45%, 1-17-97 ........................    10,000   10,000,000
        Total .................................             16,100,000

                   See Notes to Schedule of Investments on page 9.

<PAGE>

     THE INVESTMENTS OF
     UNITED CASH MANAGEMENT, INC.
     DECEMBER 31, 1996

                                                Principal
                                                Amount in
                                                Thousands        Value

     MUNICIPAL OBLIGATIONS (Continued)
     Michigan - 0.37%
      Crystal Enterprises, Inc., Crystal Mountain Resort,
        Taxable Variable Rate Demand Notes, Series 1995
        (NBD Bank),
        5.82%, 1-2-97 .........................   $ 1,855 $  1,855,000

     Missouri - 0.27%
      The Industrial Development Authority
        of the County of St. Louis,
        Missouri, Series 1991B (Citibank
        of New York),
        6.2891%, 1-2-97 .......................     1,335    1,335,000

     New York - 6.67%
      Health Insurance Plan of Greater New York
        (Morgan Guaranty Trust Company of New York),
        5.8%, 1-1-97 ..........................    21,500   21,500,000
      The City of New York, General Obligation Bonds,
        Fiscal 1995 Series B, Taxable Adjustable Rate
        Bonds (Bayerische Landesbank Girozentrale,
        New York Branch),
        5.58%, 1-15-97 ........................     8,000    8,000,000
      Town of Hempstead, Industrial Development Agency,
        Variable Rate Demand Taxable Industrial Development
        Revenue Bonds, Series 1996 (1500 Hempstead TPK,
        LLC Facility), (The Bank of New York),
        5.814%, 1-2-97 ........................     3,800    3,800,000
        Total .................................             33,300,000

     Ohio - 0.98%
      City of Cleveland, Ohio, Subordinated Income Tax,
        Variable Rate Refunding Bonds, Series 1994,
        (Union Bank of Switzerland, New York Branch and
        Credit Suisse, New York Branch),
        5.56%, 2-4-97 .........................     4,900    4,900,000

                   See Notes to Schedule of Investments on page 9.

<PAGE>

     THE INVESTMENTS OF
     UNITED CASH MANAGEMENT, INC.
     DECEMBER 31, 1996

                                                Principal
                                                Amount in
                                                Thousands        Value

     MUNICIPAL OBLIGATIONS (Continued)
     Pennsylvania - 2.04%
      Berks County Industrial Development Authority
        (Commercial Facilities Project), Series
        B of 1995 (Meridian Bank),
        5.75%, 1-1-97 .........................   $ 5,230 $  5,230,000
      Philadelphia Authority for Industrial Development,
        Variable/Fixed Rate Federally Taxable
        Economic Development Bonds (Mothers Work,
        Inc.), Series of 1995 (Meridian Bank),
        5.75%, 1-1-97 .........................     3,915    3,915,000
      Montgomery County Industrial Development
        Authority, Taxable Fixed Rate/Variable
        Rate Demand Revenue Bonds (410 Horsham
        Associates Project), Series of 1995
        (Meridian Bank),
        5.75%, 1-1-97 .........................     1,050    1,050,000
        Total .................................             10,195,000

     South Dakota - 2.37%
      Central Plains Clinic Ltd., Floating Rate
        Taxable Bonds, Series 1996 (Cooperatieve
        Centrale Raiffeisen-Borenleenbank B.A.,
        "Rabobank Nederland", New York Branch),
        5.55%, 1-21-97 ........................    11,850   11,850,000

     Texas - 6.25%
      Metrocrest Hospital Authority, Series 1989A
        (The Bank of New York),
        5.4059%, 3-3-97 .......................    15,000   14,862,599
      Gulf Coast Waste Disposal Authority, Pollution
        Control Revenue Bonds (Amoco Oil Company
        Project), Taxable Series 1995,
        5.4%, 1-21-97 .........................    10,000   10,000,000
      Lower Neches Valley Authority, Industrial
        Development Corporation (Texas), Variable
        Rate Sewage Facilities Revenue Bonds,
        Series 1995A (Taxable) (Mobil Oil Refining
        Corporation Project),
        5.4%, 1-21-97 .........................     6,340    6,340,000
        Total .................................             31,202,599

     TOTAL MUNICIPAL OBLIGATIONS - 33.46%                 $167,132,599
      (Cost: $167,132,599)

                   See Notes to Schedule of Investments on page 9.

<PAGE>

     THE INVESTMENTS OF
     UNITED CASH MANAGEMENT, INC.
     DECEMBER 31, 1996

                                                Principal
                                                Amount in
                                                Thousands        Value

     UNITED STATES GOVERNMENT OBLIGATIONS
      Federal Home Loan Banks,
        5.82%, 11-6-97 ........................   $ 3,000 $  3,000,221
      Federal National Mortgage Association,
        5.15%, 6-20-97.........................    10,000    9,995,400
      Student Loan Marketing Association,
        5.52%, 1-7-97..........................    15,000   15,000,000

     TOTAL UNITED STATES GOVERNMENT OBLIGATIONS - 5.61%   $ 27,995,621
      (Cost: $27,995,621)

     TOTAL INVESTMENT SECURITIES - 94.52%                 $472,058,754
      (Cost: $472,058,754)

     CASH AND OTHER ASSETS, NET OF LIABILITIES - 5.48%      27,380,043

     NET ASSETS - 100.00%                                 $499,438,797


     Notes to Schedule of Investments

     Cost of investments owned is the same as that used for Federal income tax
          purposes.

     See Note 1 to financial statements for security valuation and other
          significant accounting policies concerning investments.

<PAGE>

     UNITED CASH MANAGEMENT, INC.
     STATEMENT OF ASSETS AND LIABILITIES
     DECEMBER 31, 1996

     Assets
      Investment securities - at value (Note 1)  ........ $472,058,754
      Cash   ............................................      301,224
      Receivables:
        Fund shares sold ................................   32,399,610
        Interest ........................................    3,507,863
      Prepaid insurance premium  ........................       19,572
                                                          ------------
         Total assets  ..................................  508,287,023
                                                          ------------
     Liabilities
      Payable for Fund shares redeemed  .................    8,610,479
      Accrued transfer agency and dividend
        disbursing (Note 2) .............................      167,065
      Dividends payable  ................................        8,573
      Accrued accounting services fee (Note 2)  .........        5,000
      Accrued service fee (Note 2)  .....................        1,096
      Other  ............................................       56,013
                                                          ------------
         Total liabilities  .............................    8,848,226
                                                          ------------
           Total net assets ............................. $499,438,797
                                                          ============
     Net Assets
      $0.01 par value capital stock, authorized -- 5,000,000,000;
        Class A shares outstanding -- 497,613,063;
        Class B shares outstanding -- 1,825,734
        Capital stock ................................... $  4,994,388
        Additional paid-in capital ......................  494,444,409
                                                          ------------
         Net assets applicable to outstanding
           units of capital ............................. $499,438,797
                                                          ============
     Net asset value, redemption and offering price
      per share for Class A and Class B  ................        $1.00
                                                                 =====


                         See notes to financial statements.

<PAGE>

     UNITED CASH MANAGEMENT, INC.
     STATEMENT OF OPERATIONS
     For the Six Months Ended DECEMBER 31, 1996

     Investment Income
      Interest (Note 1B)  ...............................  $12,642,850
                                                           -----------
      Expenses (Note 2):
        Investment management fee .......................      927,083
        Transfer agency and dividend disbursing -
         Class A ........................................      879,381
        Custodian fees ..................................       39,231
        Accounting services fee .........................       30,000
        Legal fees ......................................       20,287
        Audit fees ......................................        9,604
        Distribution fee - Class B ......................        5,541
        Service fee - Class B ...........................        1,517
        Shareholder servicing fee - Class B .............          841
        Other ...........................................      178,706
                                                           -----------
         Total expenses  ................................    2,092,191
                                                           -----------
           Net investment income ........................   10,550,659
                                                           -----------
            Net increase in net assets resulting
              from operations ...........................  $10,550,659
                                                           ===========


                         See notes to financial statements.

<PAGE>

     UNITED CASH MANAGEMENT, INC.
     STATEMENT OF CHANGES IN NET ASSETS
                                                For the      For the
                                              six months   fiscal year
                                                 ended        ended
                                             December 31,   June 30,
                                                 1996         1996
                                             ------------  -----------
     Increase in Net Assets
      Operations:
        Net investment income ..............$ 10,550,659   $20,127,724
                                            ------------  ------------
         Net increase in net assets
           resulting from operations .......  10,550,659    20,127,724
                                            ------------  ------------
      Dividends to shareholders
        from net investment income:*
        Class A                              (10,521,461)  (20,115,214)
        Class B                                  (29,198)      (12,510)
                                            ------------  ------------
                                             (10,550,659)  (20,127,724)
                                            ------------  ------------
      Capital share transactions:**
        Proceeds from sale of shares:
         Class A  ..........................1,467,373,2082,162,044,174
         Class B  ..........................   2,050,473     1,209,660
        Proceeds from reinvestment
         of dividends:
         Class A  ..........................  10,328,304    19,534,491
         Class B  ..........................      27,767        11,555
        Payments for shares redeemed:
         Class A  ..........................(1,382,097,352)(2,148,369,622)
         Class B  ..........................    (882,601)     (591,120)
                                            ------------  ------------
         Net increase in net assets
           resulting from capital
           share transactions ..............  96,799,799    33,839,138
                                            ------------  ------------
           Total increase ..................  96,799,799    33,839,138

     Net Assets
      Beginning of period  ................. 402,638,998   368,799,860
                                            ------------  ------------
      End of period  .......................$499,438,797  $402,638,998
                                            ============  ============
        Undistributed net investment
         income  ...........................        $---          $---
                                                    ====          ====
        *See "Financial Highlights" on pages 13-14.
       **The number of shares transacted during the periods corresponds to the
         amounts included in this statement because shares are recorded at $1.00
         per share.

                         See notes to financial statements.

<PAGE>

     UNITED CASH MANAGEMENT, INC.
     FINANCIAL HIGHLIGHTS
     Class A Shares
     For a Share of Capital Stock Outstanding
     Throughout Each Period:

                         For the
                             six
                          months    For the fiscal year ended June 30,
                           ended    ----------------------------------
                        12/31/96    1996   1995    1994   1993    1992
                        --------  ------ ------  ------ ------  ------
     Net asset value,
      beginning of
      period  ...........  $1.00   $1.00   $1.00   $1.00   $1.00   $1.00
                           ------  ------  ------  ------  ------  ------
     Net investment
      income  ...........   0.0234  0.0487  0.0465  0.0252  0.0251  0.0434
     Less dividends
      declared  .........  (0.0234)(0.0487)(0.0465)(0.0252)(0.0251)(0.0434)
                           ------  ------  ------  ------  ------  ------
     Net asset value,
      end of period  ....  $1.00   $1.00   $1.00   $1.00   $1.00   $1.00
                          ======= ======= ======= ======= ======= =======
     Total return........   2.38%   5.01%   4.74%   2.55%   2.57%   4.41%
     Net assets, end of
      period (000
      omitted)  .........$497,613$402,009$368,800$316,920$350,624$448,127
     Ratio of expenses to
      average net
      assets  ...........   0.91%*  0.91%   0.97%   1.04%   1.06%   0.99%
     Ratio of net
      investment income
      to average net
      assets  ...........   4.60%*  4.89%   4.68%   2.51%   2.56%   4.36%

     *Annualized.

                         See notes to financial statements.

<PAGE>

     UNITED CASH MANAGEMENT, INC.
     FINANCIAL HIGHLIGHTS
     Class B Shares
     For a Share of Capital Stock Outstanding
     Throughout Each Period:

                         For the        For the
                             six         period
                          months        from 9/5/95*
                           ended        through
                        12/31/96        6/30/96
                        --------        --------
     Net asset value,
      beginning of
      period  ...........  $1.00           $1.00
                           ------          ------
     Net investment
      income  ...........   0.0201          0.0312
     Less dividends
      declared  .........  (0.0201)        (0.0312)
                           ------          ------
     Net asset value,
      end of period  ....  $1.00           $1.00
                          =======         =======
     Total return........   2.04%           3.15%
     Net assets, end of
      period (000
      omitted)  .........  $1,826            $630
     Ratio of expenses to
      average net
      assets  ...........   1.51%**         1.88%**
     Ratio of net
      investment income
      to average net
      assets  ...........   4.00%**         3.76%**

      *Commencement of operations.
      **Annualized.

                         See notes to financial statements.

<PAGE>

     UNITED CASH MANAGEMENT, INC.
     NOTES TO FINANCIAL STATEMENTS
     DECEMBER 31, 1996

     NOTE 1 -- Significant Accounting Policies

          United Cash Management, Inc. (the "Fund") is registered under the
     Investment Company Act of 1940 as a diversified, open-end management
     investment company.  Its investment objective is to seek maximum current
     income to the extent consistent with stability of principal by investing in
     a portfolio of money market instruments meeting specified quality
     standards.  The following is a summary of significant accounting policies
     consistently followed by the Fund in the preparation of its financial
     statements.  The policies are in conformity with generally accepted
     accounting principles.

     A.   Security valuation -- The Fund invests only in money market securities
          with maturities or irrevocable put options within one year.  The Fund
          uses the amortized cost method of security valuation which is
          accomplished by valuing a security at its cost and thereafter assuming
          a constant amortization rate to maturity of any discount or premium.

     B.   Security transactions and related investment income -- Security
          transactions are accounted for on the trade date (date the order to
          buy or sell is executed).  Securities gains and losses, if any, are
          calculated on the identified cost basis.  Interest income is recorded
          on the accrual basis.

     C.   Federal income taxes -- It is the Fund's policy to distribute all of
          its taxable income and capital gains to its shareholders and otherwise
          qualify as a regulated investment company under Subchapter M of the
          Internal Revenue Code.  Accordingly, no provision has been made for
          Federal income taxes.

     D.   Dividends to shareholders -- All of the Fund's net income is declared
          and recorded by the Fund as dividends on each day to shareholders of
          record at the time of the previous determination of net asset value.
          Dividends are declared from the total of net investment income, plus
          or minus realized gains or losses on portfolio securities.  Since the
          Fund does not expect to realize any long-term capital gains, it does
          not expect to pay any capital gains distributions.

          The preparation of financial statements in accordance with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect the reported amounts and disclosures in the
     financial statements.  Actual results could differ from those estimates.

     NOTE 2 -- Investment Management and Payments to Affiliated Persons

          The Fund pays a fee for investment management services.  The fee is
     computed daily based on the net asset value at the close of business.  The
     fee consists of a "Group" fee computed each day on the combined net asset
     values of all of the funds in the United Group of mutual funds
     (approximately $15.1 billion of combined net assets at December 31, 1996)
     at annual rates of .51% of the first $750 million of combined net assets,
     .49% on that amount between $750 million and $1.5 billion, .47% between
     $1.5 billion and $2.25 billion, .45% between $2.25 billion and $3 billion,
     .43% between $3 billion and $3.75 billion, .40% between $3.75 billion and
     $7.5 billion, .38% between $7.5 billion and $12 billion, and .36% of that
     amount over $12 billion.  The Fund accrues and pays this fee daily.

          Pursuant to assignment of the Investment Management Agreement between
     the Fund and Waddell & Reed, Inc. ("W&R"), Waddell & Reed Investment
     Management Company ("WRIMCO"), a wholly-owned subsidiary of W&R, serves as
     the Fund's investment manager.

          The Fund has an Accounting Services Agreement with Waddell & Reed
     Services Company ("WARSCO"), a wholly-owned subsidiary of W&R.  Under the
     agreement, WARSCO acts as the agent in providing accounting services and
     assistance to the Fund and pricing daily the value of shares of the Fund.
     For these services, the Fund pays WARSCO a monthly fee of one-twelfth of
     the annual fee shown in the following table.

                               Accounting Services Fee
                       Average
                    Net Asset Level            Annual Fee
               (all dollars in millions) Rate for Each Level
               ------------------------- -------------------
                From $    0 to $   10         $      0
                From $   10 to $   25         $ 10,000
                From $   25 to $   50         $ 20,000
                From $   50 to $  100         $ 30,000
                From $  100 to $  200         $ 40,000
                From $  200 to $  350         $ 50,000
                From $  350 to $  550         $ 60,000
                From $  550 to $  750         $ 70,000
                From $  750 to $1,000         $ 85,000
                     $1,000 and Over          $100,000

          The Fund also pays WARSCO a monthly per account charge of $1.75 for
     each shareholder account which was in existence at any time during the
     prior month and $0.75 for each shareholder check it processed.  The Fund
     also reimburses W&R and WARSCO for certain out-of-pocket costs.

          The Fund has adopted a 12b-1 plan for Class B shares under which W&R,
     principal underwriter and sole distributor of the Fund's shares, is
     compensated in an amount calculated and payable daily up to 1% annually of
     the Fund's average daily net assets for Class B shares.  This fee consists
     of two elements: (i) up to 0.75% may be paid to the Distributor (W&R) for
     distribution services and distribution expenses including commissions paid
     by the Distributor to its sales representatives and managers and (ii) up to
     0.25% may be paid to reimburse the Distributor for continuing payments made
     to the Distributor's representatives and managers, its administrative costs
     in overseeing these payments, and the expenses of WARSCO in providing
     certain personal services to shareholders.  During the period ended
     December 31, 1996, the Distributor received $7,058 in 12b-1 payments.
     During this same period W&R paid no sales commissions.

          A contingent deferred sales charge may be assessed against a
     shareholder's redemption amount of Class B shares and paid to the
     Distributor, W&R.  The purpose of the deferred sales charge is to
     compensate the Distributor for the costs incurred by the Distributor in
     connection with the sale of a Fund's shares.  The amount of the deferred
     sales charge will be the following percent of the total amount invested
     during a calendar year to acquire the shares or the value of the shares
     redeemed, whichever is less.  Redemption at any time during the calendar
     year of investment and the first full calendar year after the calendar year
     of investment, 3%; the second full calendar year, 2%; the third full
     calendar year, 1%; and thereafter, 0%.  All investments made during a
     calendar year shall be deemed as a single investment during the calendar
     year for purposes of calculating the deferred sales charge.  The deferred
     sales charge will not be imposed on shares representing payment of
     dividends or distributions or on amounts which represent an increase in the
     value of the shareholder's account resulting from capital appreciation
     above the amount paid for shares purchased during the deferred sales charge
     period.  During the period ended December 31, 1996, the Distributor
     received $9,494 in deferred sales charges.

          The Fund paid Directors' fees of $8,677.

          W&R is an indirect subsidiary of Torchmark Corporation, a holding
     company, and United Investors Management Company, a holding company, and a
     direct subsidiary of Waddell & Reed Financial Services, Inc., a holding
     company.

     NOTE 3 -- Commencement of Multiclass Operations

       On September 5, 1995, the Fund was authorized to offer investors a choice
     of two classes of shares, Class A and Class B, each of which has equal
     rights as to assets and voting privileges. Class A shares are not subject
     to a sales charge on purchases or a contingent deferred sales charge on
     redemption; they are not subject to a Rule 12b-1 Service Plan.  A
     comprehensive discussion of the terms under which shares of either class
     are offered is contained in the Prospectus and the Statement of Additional
     Information for the Fund.

          Income and non-class specific expenses are allocated daily to each
     class of shares based on the value of relative net assets as of the
     beginning of each day adjusted for the prior day's capital share activity.


<PAGE>

     INDEPENDENT AUDITORS' REPORT

     The Board of Directors and Shareholders,
     United Cash Management, Inc.:


     We have audited the accompanying statement of assets and
     liabilities, including the schedule of investments, of United Cash
     Management, Inc., as of December 31, 1996, the related statements of
     operations and changes in net assets for the six-month period then
     ended, and the financial highlights for the six-month period then
     ended.  These financial statements and the financial highlights are
     the responsibility of the Fund's management.  Our responsibility is
     to express an opinion on these financial statements and the
     financial highlights based on our audit.  The financial statements
     and the financial highlights of the Fund for each of the periods in
     the five-year period ended June 30, 1996 were audited by other
     auditors whose report, dated August 5, 1996, expressed an
     unqualified opinion on those statements and financial highlights.

     We conducted our audit in accordance with generally accepted
     auditing standards.  Those standards require that we plan and
     perform the audit to obtain reasonable assurance about whether the
     financial statements and the financial highlights are free of
     material misstatement.  An audit includes examining, on a test
     basis, evidence supporting the amounts and disclosures in the
     financial statements.  Our procedures included confirmation of
     securities owned at December 31, 1996 by correspondence with the
     custodian.  An audit also includes assessing the accounting
     principles used and significant estimates made by management, as
     well as evaluating the overall financial statement presentation.  We
     believe that our audit provides a reasonable basis for our opinion.

     In our opinion, such financial statements and financial highlights
     present fairly, in all material respects, the financial position of
     United Cash Management, Inc. as of December 31, 1996, the results of
     its operations, the changes in its net assets, and the financial
     highlights for the six-month period then ended in conformity with
     generally accepted accounting principles.




     Deloitte & Touche LLP
     Kansas City, Missouri
     February 7, 1997


<PAGE>


     To all IRA Planholders:

     As required by law, income tax will automatically be withheld from any
     distribution or withdrawal from an IRA unless you make a written election
     not to have taxes withheld.  The election may be made by submitting forms
     provided by Waddell & Reed, Inc. which can be obtained from your Waddell &
     Reed representative or by submitting Internal Revenue Service form W-4P.
     Once made, an election can be revoked by providing written notice to
     Waddell & Reed, Inc.  If you elect not to have tax withheld you may be
     required to make payments of estimated tax.  Penalties may be imposed by
     the IRS if withholding and estimated tax payments are not adequate.




     DIRECTORS
     Ronald K. Richey, Birmingham, Alabama, Chairman of the Board
     Henry L. Bellmon, Red Rock, Oklahoma
     Dodds I. Buchanan, Boulder, Colorado
     Linda Graves, Topeka, Kansas
     John F. Hayes, Hutchinson, Kansas
     Glendon E. Johnson, Miami, Florida
     William T. Morgan, Coronado, California
     William L. Rogers, Los Angeles, California
     Frank J. Ross, Jr., Kansas City, Missouri
     Eleanor B. Schwartz, Kansas City, Missouri
     Keith A. Tucker, Overland Park, Kansas
     Frederick Vogel III, Milwaukee, Wisconsin
     Paul S. Wise, Carefree, Arizona


     OFFICERS
     Keith A. Tucker, President
     Robert L. Hechler, Vice President
     Henry J. Herrmann, Vice President
     John M. Holliday, Vice President
     Theodore W. Howard, Vice President and Treasurer
     Sharon K. Pappas, Vice President and Secretary
     Richard K. Poettgen, Vice President

<PAGE>

     The United Group of Mutual Funds
     United Asset Strategy Fund, Inc.
     United Cash Management, Inc.
     United Continental Income Fund, Inc.
     United Funds, Inc.
          United Bond Fund
          United Income Fund
          United Accumulative Fund
          United Science and Technology Fund
     United Gold & Government Fund, Inc.
     United Government Securities Fund, Inc.
     United High Income Fund, Inc.
     United High Income Fund II, Inc.
     United International Growth Fund, Inc.
     United Municipal Bond Fund, Inc.
     United Municipal High Income Fund, Inc.
     United New Concepts Fund, Inc.
     United Retirement Shares, Inc.
     United Vanguard Fund, Inc.

     Waddell & Reed Funds, Inc.
     Asset Strategy Fund
     Growth Fund
     International Growth Fund
     Limited-Term Bond Fund
     Municipal Bond Fund
     Total Return Fund


     ----------------------------------

     FOR MORE INFORMATION:
     Contact your representative, or your
     local office as listed on your
     Account Statement, or contact:
        WADDELL & REED
        CUSTOMER SERVICE
        6300 Lamar Avenue
        P.O. Box 29217
        Shawnee Mission, KS 66201-9217
        Toll-Free - (800)366-5465
        Local - 236-1303
     For Yield Information Only
        Toll-Free - (800)366-4953
        Local - 236-1307

     Our INTERNET address is:
       http://www.waddell.com


     NUR1010SA(12-96)
     printed on recycled paper





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