OPPENHEIMER MIDCAP FUND
Supplement dated August 3, 1999 to the
Prospectus dated February 26, 1999
The Prospectus is changed as follows:
1. The first paragraph on page one is deleted and replaced with the following:
Oppenheimer MidCap Fund is a mutual fund that seeks capital appreciation to
make your investment grow. It emphasizes investments in common stocks and
other equity securities of "growth-type" companies having a market
capitalization between $1 billion and $9 billion.
2. The first and second paragraphs under the heading "What does the Fund Invest
In?" on page 3 are deleted and replaced with the following:
The Fund invests mainly in common stock of companies that have market
capitalizations between $1 billion and $9 billion. These are described as
"mid-cap companies." The Fund can also buy preferred stocks, convertible
securities and other securities having equity features. The Fund focuses on
equity securities of companies that the portfolio manager believes have
favorable growth prospects. The Fund can also use hedging instruments and
certain derivative investments to try to manage investment risks. These
investments are more fully explained in "About the Fund's Investments,"
below.
3. The first bullet point under "How Does the Manager Decide What Securities to
Buy or Sell?" on page 3 is deleted and replaced with the following:
|_| Companies with mid-size market capitalizations, that is, between $1 billion
and $9 billion.
4. The first paragraph under the heading "The Fund's Principal Investment
Policies" on page 8 is deleted and replace with the following:
The composition of the Fund's portfolio will vary over time based upon the
evaluation of economic and market trends by the Manager. The Fund's portfolio
might not always include all of the different types of investments described
below. Under normal market conditions,
|_| The Fund will invest at least 65% of its total assets in common stocks
and other equity securities of growth companies having a mid-size market
capitalization. The Fund currently defines a "mid-cap" issuer as one
having a market capitalization between $1 billion and $9 billion. The
Fund measures that capitalization at the time the Fund buys the security.
It is not required to sell a security if the issuer's capitalization
falls below $1 billion or grows above $9 billion.
|_|The balance of the Fund's assets can be invested in stocks and other
securities of larger companies, consistent with its investment
objective.
The Statement of Additional Information contains more detailed information
about the Fund's investment policies and risks.
August 3, 1999 745PS.001
