SUPPLEMENT TO THE PROSPECTUS
Waddell & Reed Funds, Inc.
The following information replaces the disclosure regarding management of Total
Return Fund in the section entitled "WRIMCO and Its Affiliates":
Russell E. Thompson and James D. Wineland are primarily responsible for the
day-to-day management of the portfolio of Total Return Fund. Mr. Thompson
has held his Fund responsibilities since September 1992. He is Senior Vice
President of WRIMCO and Senior Vice President of Waddell & Reed Asset
Management Company, an affiliate of WRIMCO. He is Vice President of the
Fund and Vice President of other investment companies for which WRIMCO
serves as investment manager. Mr. Thompson has served as the portfolio
manager for investment companies managed by Waddell & Reed, Inc. and its
successor, WRIMCO, since January 1976 and has been an employee of Waddell &
Reed, Inc. and its successor, WRIMCO, since March 1971.
Mr. Wineland has held his Fund responsibilities since July 1, 1997. He is
Vice President of WRIMCO. Mr. Wineland has served as the portfolio manager
for investment companies managed by Waddell & Reed, Inc. and its successor,
WRIMCO, since January 1988 and has been an employee of Waddell & Reed, Inc.
and its successor, WRIMCO, since November 1984. Other members of WRIMCO's
investment management department provide input on market outlook, economic
conditions, investment research and other considerations relating to the
Fund's investments.
To be attached to the cover page of the Prospectus of Waddell & Reed Funds,
Inc. dated June 30, 1997, as previously supplemented.
This Supplement is dated July 1, 1997.
WRS3000FO
