OPPENHEIMER INTERNATIONAL SMALL CO FUND
497, 1998-05-29
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              OPPENHEIMER INTERNATIONAL SMALL COMPANY FUND
                     Supplement dated June 1, 1998
                  to the Prospectus dated May 15, 1998

The Prospectus is changed as follows:

      The  cumulative  total  returns for the period from  November  17, 1997 to
February 28, 1998, set forth in the line captioned  "Total Return,  At Net Asset
Value"  appearing in the Financial  Highlights  table  (unaudited) on page 8 are
replaced with the following:

      Class A           Class B           Class C
      11.50%            11.30%            11.30%



June 1, 1998                                                PS0815.001

<PAGE>
              OPPENHEIMER INTERNATIONAL SMALL COMPANY FUND
                     Supplement   dated  June  1,  1998  to  the   Statement  of
     Additional Information dated May 15, 1998

The Statement of Additional Information is changed as follows:

      The  cumulative  total  returns for the period from  November  17, 1997 to
February 28, 1998, set forth in the line captioned  "Total Return,  At Net Asset
Value" appearing in the Financial  Highlights  table  (unaudited) on page 53 are
replaced with the following:

      Class A           Class B           Class C
      11.50%            11.30%            11.30%

June 1, 1998                                                PX815.001



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