UNITED ASSET STRATEGY FUND INC
497, 1997-01-28
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SUPPLEMENT TO THE PROSPECTUS

United Asset Strategy Fund, Inc. Class A Shares

The following information replaces the second paragraph of disclosure in the
section entitled "WRIMCO and Its Affiliates" on page 35:

     Michael L. Avery is primarily responsible for the day-to-day
     management of the equity portion of the portfolio of the Fund.  Mr.
     Avery has held his Fund responsibilities since January 1997.  He is
     Vice President of WRIMCO, Vice President of Waddell & Reed Asset
     Management Company, an affiliate of WRIMCO, and Vice President of
     other investment companies for which WRIMCO serves as investment
     manager.  Mr. Avery has served as the portfolio manager for investment
     companies managed by Waddell & Reed, Inc. and its successor, WRIMCO,
     since February 1, 1994, has served as the director of research of
     Waddell & Reed, Inc. and its successor, WRIMCO, since August 1987, and
     has been an employee of Waddell & Reed, Inc. and its successor,
     WRIMCO, since June 1981.

     Daniel J. Vrabac is primarily responsible for the day-to-day
     management of the fixed-income portion of the portfolio of the Fund.
     Mr. Vrabac has held his Fund responsibilities since January 1997.  He
     is Vice President of Waddell & Reed Asset Management Company, an
     affiliate of WRIMCO.  Mr. Vrabac has served as an investment analyst
     with WRIMCO since May 1994, and was a Vice President of Kansas City
     Life Insurance Company from May 1983 to May 1994.  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 United Asset Strategy
Fund, Inc. Class A Shares dated December 31, 1996.

This supplement is dated January 30, 1997.

NUS2017A0

<PAGE>
SUPPLEMENT TO THE PROSPECTUS

United Asset Strategy Fund, Inc. Class Y Shares

The following information replaces the second paragraph of disclosure in the
section entitled "WRIMCO and Its Affiliates" on page 33:

     Michael L. Avery is primarily responsible for the day-to-day
     management of the equity portion of the portfolio of the Fund.  Mr.
     Avery has held his Fund responsibilities since January 1997.  He is
     Vice President of WRIMCO, Vice President of Waddell & Reed Asset
     Management Company, an affiliate of WRIMCO, and Vice President of
     other investment companies for which WRIMCO serves as investment
     manager.  Mr. Avery has served as the portfolio manager for investment
     companies managed by Waddell & Reed, Inc. and its successor, WRIMCO,
     since February 1, 1994, has served as the director of research of
     Waddell & Reed, Inc. and its successor, WRIMCO, since August 1987, and
     has been an employee of Waddell & Reed, Inc. and its successor,
     WRIMCO, since June 1981.

     Daniel J. Vrabac is primarily responsible for the day-to-day
     management of the fixed-income portion of the portfolio of the Fund.
     Mr. Vrabac has held his Fund responsibilities since January 1997.  He
     is Vice President of Waddell & Reed Asset Management Company, an
     affiliate of WRIMCO.  Mr. Vrabac has served as an investment analyst
     with WRIMCO since May 1994, and was a Vice President of Kansas City
     Life Insurance Company from May 1983 to May 1994.  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 United Asset Strategy
Fund, Inc. Class Y Shares dated December 31, 1996.

This supplement is dated January 30, 1997.

NUS2017-Y



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