SUPPLEMENT TO THE PROSPECTUS
Waddell & Reed Funds, Inc. - Class B and Class Y Shares
The following information supplements and supersedes any contrary information
contained in the Prospectus:
At a special meeting of shareholders scheduled for June 22, 1999, shareholders
of each series (each, a "Fund") of Waddell & Reed Funds, Inc. will be asked to
approve a proposal to change the current investment management fee for their
Fund to a new fee at the annual rate of:
for Waddell & Reed Asset Strategy Fund, 0.70% of net assets up to $1 billion,
0.65% of net assets over $1 billion and up to $2 billion, 0.60% of net assets
over $2 billion and up to $3 billion, and 0.55% of net assets over $3 billion;
for Waddell & Reed Growth Fund, 0.85% of net assets up to $1 billion, 0.83% of
net assets over $1 billion and up to $2 billion, 0.80% of net assets over $2
billion and up to $3 billion, and 0.76% of net assets over $3 billion;
for Waddell & Reed High Income Fund, 0.625% of net assets up to $500 million,
0.60% of net assets over $500 million and up to $1 billion, 0.55% of net assets
over $1 billion and up to $1.5 billion, and 0.50% of net assets over $1.5
billion;
for Waddell & Reed International Growth Fund, 0.85% of net assets up to $1
billion, 0.83% of net assets over $1 billion and up to $2 billion, 0.80% of net
assets over $2 billion and up to $3 billion, and 0.76% of net assets over $3
billion;
for Waddell & Reed Limited-Term Bond Fund, 0.50% of net assets up to $500
million, 0.45% of net assets over $500 million and up to $1 billion, 0.40% of
net assets over $1 billion and up to $1.5 billion, and 0.35% of net assets over
$1.5 billion;
for Waddell & Reed Municipal Bond Fund, 0.525% of net assets up to $500 million,
0.50% of net assets over $500 million and up to $1 billion, 0.45% of net assets
over $1 billion and up to $1.5 billion, and 0.40% of net assets over $1.5
billion;
for Waddell & Reed Science & Technology Fund, 0.85% of net assets up to $1
billion, 0.83% of net assets over $1 billion and up to $2 billion, 0.80% of net
assets over $2 billion and up to $3 billion, and 0.76% of net assets over $3
billion; and
for Waddell & Reed Total Return Fund, 0.70% of net assets up to $1 billion,
0.65% of net assets over $1 billion and up to $2 billion, 0.60% of net assets
over $2 billion and up to $3 billion, 0.55% of net assets over $3 billion.
To be attached to the cover page of the Class B and Class Y Prospectus of
Waddell & Reed Funds, Inc. dated June 30, 1998.
This Supplement is dated March 4, 1999.
WRS 4000B
