<PAGE>
SUPPLEMENT TO THE PROSPECTUS
Waddell & Reed Funds, Inc. Class B Shares
The following information replaces disclosure in the section entitled "WRIMCO
and Its Affiliates":
Effective May 1, 1996, Thomas A. Mengel will be responsible for the day-to-day
management of the portfolio of International Growth Fund. From 1993 to 1996,
Mr. Mengel was the President of Sal. Oppenheim jr. & Cie. Securities, Inc.; from
1992 to 1993, Mr. Mengel was a Vice President at Hauck and Hope Securities; and
from 1989 to 1992, Mr. Mengel was the Manager of German Equities at Berliner
Bank, in Berlin, Germany.
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 April 29, 1996.
WRS3000B0
<PAGE>
SUPPLEMENT TO THE PROSPECTUS
Waddell & Reed Funds, Inc. Class Y Shares
The following information replaces disclosure in the section entitled "WRIMCO
and Its Affiliates":
Effective May 1, 1996, Thomas A. Mengel will be responsible for the day-to-day
management of the portfolio of International Growth Fund. From 1993 to 1996,
Mr. Mengel was the President of Sal. Oppenheim jr. & Cie. Securities, Inc.; from
1992 to 1993, Mr. Mengel was a Vice President at Hauck and Hope Securities; and
from 1989 to 1992, Mr. Mengel was the Manager of German Equities at Berliner
Bank, in Berlin, Germany.
To be attached to the cover page of the Prospectus of Waddell & Reed Funds, Inc.
Class Y shares dated December 2, 1995.
This Supplement is dated April 29, 1996.
WRS3000YC
