OPPENHEIMER MAIN STREET SMALL CAP FUND
Supplement dated April 25, 2000 to the
Statement of Additional Information dated July 2, 1999
The Statement of Additional Information is changed as follows:
1. The second and third sentences of the section entitled "How to Buy
Shares-Accountlink" on page 36 are revised to read as follows:
Shares will be purchased on the regular business day you instruct the
Distributor to initiate the Automated Clearing House ("ACH") transfer to
buy the shares. Dividends will begin to accrue on shares purchased with
the proceeds of ACH transfers on the business day the Fund receives
federal fund for the purchase through the ACH system before the close of
The New York Stock Exchange.
2. The third paragraph of the section entitled "How to Exchange Shares-How
Exchanges Affect contingent Deferred Sales Charges," on page 50 is deleted:
3. In Appendix C the section entitled "Waivers of Class A Sales Charges of
Oppenheimer Funds Waivers of the Class A Contingent Deferred Sales Charge for
Certain Redemptions," on page C-4 the first bullet point is revised as follows:
|_|To make Automatic Withdrawal Plan payments that are limited annually
to no more than 12% of the account value annually measured a the time
the Plan is established, adjusted annually.
4. In the section entitled "Waivers of Class B and Class C Sales Charges of
Oppenheimer Funds Waivers for Redemptions in Certain Cases," on page C-6 number
13 under the 7th bullet (for retirement plans) is revised as follows:
(13) For distributions from a participant's account under an Automatic
Withdrawal Plan after the participant reaches age 59 1/2, as long as the
aggregate value of the distributions does not exceed 10% of the account's
value annually measured at the time the plan is established, adjusted
annually.
5. In the section entitled "Waivers of Class B and Class C Sales Charges of
Oppenheimer Funds Waivers for Redemptions in Certain Cases," on page C-6 the
following bulleted item is added under 13:
|_|Redemptions of Class B shares or Class C shares under an Automatic
Withdrawal Plan from an account other than a Retirement Plan if the
aggregate value of the redeemed shares does not exceed 10% of the
account's value annually.
6. In the section entitled "Waivers of Class B and Class C Sales Charges of
Oppenheimer Funds Waivers for Shares Sold or Issued in certain Transactins," on
page C-6 following bulleted item is added at the end of the section:
|_|Shares sold to present or former officers, directors, trustees or
employees (and their "immediate families" as defined above in
Section I.A) of the Fund, the Manager and its affiliates and
retirement plans established by them for their employees.
7. In the section " Class A, Class B and Class C Contingent Deferred Sales
Charge Waivers Waivers for Redemptions of Shares Purchased Prior to March 6,
1995," on page C-8 the first bullet point is revised to read as follows:
|_|withdrawals under an automatic withdrawal plan holding only either
Class B or Class C shares if the annual withdrawal does not exceed
10% of the account value annually measured at the time the plan is
established, adjusted annually, and
8. In the section entitled "Class A, Class B and Class C Contingent
Deferred Sales
Charge Waivers- Waivers for Redemptions of Shares Purchased on or After March 6,
1995 but Prior to November 24, 1995," on page C-8 the second bullet is revised
to read as follows:
|_| withdrawals under an automatic withdrawal plan (but only for Calss
B or Class C shares) where the annual withdrawals do not exceed 10%
of the account value annually measured at the time the pan is
established, adjusted annually, and
9. In the section entitled "Investments in Small-Cap Equity Securities,
the third sentence
is revised as follows:
The Fund's investments primarily include stocks of companies having
a market capitalization of up to $2.5 billion.
April 26, 2000 PX0847.003
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OPPENHEIMER MAIN STREET SMALL CAP FUND
Supplement dated April 25, 2000 to the
Prospectus dated July 2, 1999
The Prospectus is changed as follows:
2. The last sentence of the section entitled "At What Price Are Shares
Sold?" on page 14 is deleted.
2. The third sentence of the first paragraph in the section entitled "Class A
Contingent Deferred Sales Charge" on page 18 is revised to read as follows:
For those retirement plan accounts, the commission is 1.0% of the first
$2.5 million, plus 0.50% of the next $2.5 million, plus 0.25% of purchases
over $5 million, calculated on a calendar year basis.
3. The second sentence of the footnote under the contingent deferred sales
charge table in the section entitled "How Can I Buy Class B Shares?" on page 19
is revised to read as follows:
In applying the contingent deferred sales charge, all purchases are
considered to have been made on the first regular business day of the
month in which the purchase was made.
5. The first and second sentence of the second paragraph under the section
entitled " What Does the Fund Invest In?" on page 3 is revised to read as
follows:
The Fund currently considers an issuer having a market capitalization of
up to $2.5 billion to be a "small-cap" issuer. The Fund measures that
capitalization at the time the Fund buys the security, and it is not required to
sell the security if the issuer's capitalization grows above $2.5 billion.
5. The first bullet under the 5th paragraph in the section entitled "How Do
the Portfolio Managers Decide What Securities to Buy or Sell?" on page 4 is
revised as follows:
|_| Companies with a small market capitalization, primarily under $2.5
billion.
April 26, 2000 PS0847.004
