SUPPLEMENT TO THE PROSPECTUS

Target/United Funds, Inc.

The following information replaces the disclosure regarding management of
Target/United Funds, Inc. High Income Portfolio in the section entitled
"Management":

     William M. Nelson is primarily responsible for the management of the
     portfolio of High Income Portfolio.  Mr. Nelson has held his Fund
     responsibilities since January 1999.  He is Vice President of the
     Manager and Vice President of the Fund.  Mr. Nelson has been an
     employee of the Manager since January 1995.  Mr. Nelson was formerly
     an Investment Manager with Xerox Credit Corporation.

The following information replaces the disclosure regarding management of
Target/United Funds, Inc. Small Cap Portfolio in the section entitled
"Management":

     Mark G. Seferovich and Grant P. Sarris are primarily responsible for the
     management of the portfolio of Small Cap Portfolio.  Mr. Seferovich has
     held his responsibilities for Small Cap Portfolio since the portfolio's
     inception to January 1, 1996 and from February 1999 to the present.  He is
     Senior Vice President of the Manager, Vice President of the Fund and Vice
     President of another investment company for which the Manager serves as
     investment manager.  From March 1996 to March 1998, Mr. Seferovich was Vice
     President of, and a portfolio manager for, Waddell & Reed Asset Management
     Company, a former affiliate.  Mr. Seferovich has served as the portfolio
     manager for investment companies managed by the Manager, and has been an
     employee of the Manager, since February 1989.

     Mr. Sarris has held his Fund responsibilities since February 1999.  He is
     Vice President of the Manager and Vice President of another investment
     company for which the Manager serves as investment manager.  Mr. Sarris has
     served as an investment analyst with the Manager, and has been an employee
     of the Manager, since October 1, 1991.


To be attached to the cover page of the Prospectus of Target/United Funds, Inc.
dated August 31, 1998.

This Supplement is dated March 1, 1999.

U-1165A Ed., 3/99


SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION

Target/United Funds, Inc.

The following information replaces the disclosure regarding management of High
Income Portfolio and Small Cap Portfolio in the section entitled "Directors and
Officers" on page 53:

     William M. Nelson
          Vice President of the Fund and Vice President of the Manager.  Date of
     birth:  May 18, 1960.

     Grant P. Sarris
          Vice President of the Fund and Vice President of the Manager.  Date of
     birth:  September 14, 1966.

     Mark G. Seferovich
          Vice President of the Fund and Senior Vice President of the Manager;
     formerly, Vice President of, and a portfolio manager for, Waddell & Reed
     Asset Management Company.  Date of birth:  April 6, 1947.


To be attached to the cover page of the Statement of Additional Information of
Target/United Funds, Inc. dated August 31, 1998.

This Supplement is dated March 1, 1999.