<PAGE>
Supplement to the Prospectus
This supplement is required by the state of Missouri
The securities offered hereby may be considered to be speculative due to
the Funds' ability to engage in short-term trading which may result in a high
rate of portfolio turnover and correspondingly increased transaction and
commission costs.
To be attached to the cover page of the Prospectus of Waddell & Reed Funds, Inc.
Class B Shares dated December 2, 1995.
This supplement is dated January 23, 1996
WRS3000MO(1-96)
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Supplement to the Prospectus
This supplement is required by the state of Texas
The Funds' total operating expenses are higher than those charged by most
mutual funds with similar objectives.
To be attached to front cover page of the Prospectus of Waddell & Reed Funds,
Inc. Class B Shares dated December 2, 1995.
This supplement is dated January 23, 1996
WRS3000TX(1-96)