IVY DEVELOPING MARKETS FUND
6300 LAMAR AVENUE
OVERLAND PARK, KANSAS 66201
Dear Shareholder:
As a shareholder of the Ivy Developing Markets Fund, you are invited to vote on a proposal to merge your Fund into the Ivy Pacific Opportunities Fund. Your Fund will hold a special meeting of shareholders on June 10, 2003, at 10:00 a.m., Central Time to consider the proposed acquisition. Your Fund's acquisition is one of a number of fund acquisitions proposed by Waddell & Reed Ivy Investment Company (the "Adviser"), the investment adviser to the Ivy Developing Markets Fund and the Ivy Pacific Opportunities Fund. The specific details and reasons for the Ivy Developing Markets Fund's acquisition are contained in the enclosed combined Prospectus and Proxy Statement. Please read it carefully.
After careful consideration, Ivy Fund's Board of Trustees unanimously approved the proposal and recommends that shareholders vote "FOR" the proposal.
This special meeting will be held at the offices of Waddell & Reed Financial, Inc. located at 6300 Lamar Avenue, Overland Park, Kansas. While we hope you can attend this meeting, it is very important that you vote your shares at your earliest convenience. Your Fund has retained the services of Georgeson Shareholder Communications, Inc. to assist shareholders with the voting process. As we get closer to June 10th, shareholders who have not yet voted may receive a call from Georgeson Shareholder Communications reminding them to exercise their right to vote.
Your vote is important, regardless of the number of shares you own. It is important that we receive your vote no later than the time of the special meeting of shareholders on June 10, 2003. If you have more than one account registered in your name, you will receive a separate proxy card for each account. Please vote and return each proxy card that you receive, or take advantage of the telephonic or electronic voting procedures described in the proxy card(s). Please help your Fund avoid the expense of a follow-up mailing by voting today!
If you have any questions regarding the enclosed Combined Prospectus and Proxy Statement, please call Georgeson Shareholder Communications at
1-866-480-0990.
We appreciate your participation and prompt response in these matters and thank you for your continued support.
Sincerely,
Henry J. Herrmann, President
Ivy Fund
April 30, 2003
Henry Herrmann is President, Chief Executive Officer, and Chief Investment Officer of Waddell & Reed Investment Management Company, and President and Chief Investment Officer of Waddell & Reed Ivy Investment Company. Mr. Herrmann also serves as President and Chief Investment Officer of Waddell & Reed Financial, Inc., a national mutual fund management and distribution company headquartered in Overland Park, Kansas.
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD JUNE 10, 2003
IVY DEVELOPING MARKETS FUND
NOTICE IS HEREBY GIVEN that a Special Meeting of the shareholders of the Ivy Developing Markets Fund will be held at 10:00 a.m. Central Time on Tuesday, June 10, 2003, at the offices of Waddell & Reed Financial, Inc., 6300 Lamar Avenue, Overland Park, Kansas for these purposes:
1. To approve an Agreement and Plan of Reorganization providing for the sale of all of the assets of Ivy Developing Markets Fund to, and the assumption of all of the liabilities of the Ivy Developing Markets Fund by, the Ivy Pacific Opportunities Fund in exchange for shares of the Ivy Pacific Opportunities Fund and the distribution of such shares to the shareholders of the Ivy Developing Markets Fund in complete liquidation of the Ivy Developing Markets Fund.
2. To consider and act upon any other matters that properly come before the meeting and any adjourned session of the meeting.
Shareholders of record at the close of business on April 7, 2003, are entitled to notice of and to vote at the meeting and any adjourned session.
By order of the Board of Trustees,
Kristen A. Richards, Secretary
April 30, 2003
Your vote is important, regardless of the number of shares you own. You can vote easily and quickly by phone, by mail, by internet or in person. See the enclosed proxy card for instructions. Please help your Fund avoid the expense of a follow-up mailing by voting today!
