AMENDED AND RESTATED
CODE OF ETHICS
OF THE
OPPENHEIMER FUNDS
Dated as of March 1, 2000
This Code of Ethics has been adopted by each of the investment companies
for which OppenheimerFunds, Inc. ("OFI") or its subsidiaries acts as investment
adviser (the "Oppenheimer funds"); by OFI and each of its subsidiaries; and also
by OppenheimerFunds Distributor, Inc. ("OFDI"), the principal underwriter of the
Oppenheimer funds, in compliance with Rule 17j-1 (the "Rule") under the
Investment Company Act of 1940, as amended (the "Act"), to establish standards
and procedures for the detection and prevention of activities by which persons
having knowledge of recommended investments and investment intentions of the
Oppenheimer funds, other investment companies and other clients for which OFI or
its affiliates act as adviser or sub-adviser (collectively, "Advisory Clients")
may abuse their fiduciary duties and otherwise to deal with the type of conflict
of interest situations to which the rule is addressed.
In general, the fiduciary principles that govern personal investment
activities reflect, at the minimum, the following: (1) the duty at all times to
place the interests of Advisory Clients first; (2) the requirement that all
personal securities transactions be conducted consistent with the Code of Ethics
and in such a manner as to avoid any actual or potential conflict of interest or
any abuse of an individual's position of trust and responsibility; and (3) the
fundamental standard that Advisory Client personnel should not take
inappropriate advantage of their positions.
1. Important General Prohibitions
The specific provisions and reporting requirements of this Code of
Ethics are concerned primarily with those investment activities of a Covered
Person (as defined below) who may benefit from or interfere with the purchase or
sale of portfolio securities by Advisory Clients. However, both the Rule and
this Code of Ethics prohibit any officer or director of an Advisory Client as
well as any Affiliate (as defined below) from using information concerning the
investment intentions of Advisory Clients, or their ability to influence such
investment intentions, for personal gain or in a manner detrimental to the
interests of any Advisory Client. Specifically, the Rule makes it unlawful for
any such person, directly or indirectly in connection with the purchase or sale
of a "security held or to be acquired" by any Advisory Client to:
(i) employ any device, scheme or artifice to defraud such
Advisory Client;
(ii) make to such Advisory Client any untrue statement of a
material fact or omit to state to such Advisory Client a
material fact necessary in order to make the statements
made, in light of the circumstances under which they are
made, not misleading;
(iii) engage in any act, practice, or course of business which
operates or would operate as a fraud or deceit upon any such
Advisory Client; or
(iv) engage in any manipulative practice with respect to such
Advisory Client.
2. Definitions - As used herein:
"Advisory Client" means any Oppenheimer fund, other investment
company or other client for which OFI or its affiliates act as
adviser or sub-adviser.
"Affiliate" means any officer, director, trustee or employee of
OFI, OFDI, Centennial Asset Management Corporation ("CAMC"),
HarbourView Asset Management Corporation ("HarbourView") or
Trinity Investment Management Corporation ("Trinity") as well as
any persons who directly or indirectly control (as defined in the
Act) their activities. It includes but is not limited to "Covered
Persons," other than Independent Directors.
"Beneficial Interest" means any interest by which an Affiliate or
Covered Person, or any member of his or her immediate family
(relative by blood or marriage) living in the same household, can
directly or indirectly derive a monetary benefit from the
purchase, sale or ownership of a security except such interests as
a majority of the Independent Directors of the affected
Oppenheimer fund(s) shall determine to be too remote for the
purpose of this Code of Ethics.
"Covered Persons" means, in addition to the officers and directors
of OFI, OFDI, CAMC, HarbourView, Trinity and/or any of the
Oppenheimer funds (1) any person who, in connection with his
regular functions or duties, participates in the selection of, or
regularly obtains information regarding, the Securities currently
being purchased, sold or considered for purchase or sale by any
Advisory Client, and who is also an employee of OFI, CAMC,
HarbourView, Trinity or any other entity adopting this Code of
Ethics or, for the purposes of Paragraph 5(j) solely, the
Sub-Adviser; and (2) any natural person in a control relationship
to an Advisory Client or its investment adviser who obtains
information concerning recommendations made to the Advisory Client
with regard to the purchase or sale of Securities by the Advisory
Client.
"Independent Director" means any director or trustee of an
investment company who is not an "interested person" of OFI, any
of its parents or subsidiaries, or any of the Oppenheimer funds as
defined by Section 2(a)(19) of the Act.
"Initial Public Offering" means an offering of securities
registered under the Securities Act of 1933, the issuer of which
immediately before the registration, was not subject to the
reporting requirements of sections 13 or 15(d) of the Securities
Exchange Act of 1934.
"Investment Person" means (1) a Portfolio Manager, (2) a
securities analyst or trader who provides information and advice
to Portfolio Managers or who helps execute a Portfolio Manager's
decisions, (3) any other person who, in connection with his/her
duties, makes or participates in making recommendations regarding
an Advisory Client's purchase or sale of securities, and (4) any
natural person in a control relationship to an Advisory Client or
its investment adviser who obtains information concerning
recommendations made to the Advisory Client with regard to the
purchase or sale of Securities by the Advisory Client.
"Oppenheimer fund" for purposes of this Code of Ethics means any
investment company registered under the Investment Company Act for
which OFI, CAMC, HarbourView, or Trinity is the investment adviser
or sub-adviser.
"Portfolio Manager" means an individual entrusted with the direct
responsibility and authority to make investment decisions
affecting a particular Advisory Client.
"Private Placement" means an offering that is exempt from
registration under the Securities Act of 1933 pursuant to section
4(2) or section 4(6) or pursuant to rule 504, rule 505 or rule 506
under the Securities Act of 1933.
"Security" includes any warrant or option to acquire or sell a
security and financial futures contracts, but excludes securities
issued by the U.S. government or its agencies, bankers'
acceptances, bank certificates of deposit, commercial paper, high
quality short-term debt instruments including repurchase
agreements, and shares of any open-end mutual fund not traded on
an exchange which is not affiliated with OFI or any affiliate of
OFI. "High quality short-term debt instrument" shall mean an
instrument that has a maturity at issuance of less than 366 days
and that is rated in one of the two highest rating categories by a
Nationally Recognized Statistical Rating Organization (NRSRO).
References to a "Security" in the Code of Ethics shall include any
warrant for, option in, or security or other instrument
immediately convertible into or whose value is derived from that
"Security" and any instrument or right which is equivalent to that
"Security."
"Security Held or to be Acquired" by an Advisory Client means any
Security which, within the most recent 15 days (1) is or has been
held by the Advisory Client or (2) is being considered by the
Advisory Client or its investment adviser for purchase by the
Advisory Client.
A security is "being considered for purchase or sale" from the
time an order is given by or on behalf of the Portfolio Manager to
the order room of an Advisory Client until all orders with respect
to that security are completed or withdrawn.
"Sub-Adviser" means an investment adviser that acts as a
sub-adviser to a portfolio advised by OFI or its affiliates.
3. Prohibited Transactions
(a) No Affiliate or Independent Director may purchase or sell
any Security in which he or she has or thereby acquires a
Beneficial Interest with actual knowledge that a decision to
place an order for the purchase or sale of the same Security
by an Advisory Client had been made or proposed.
(b) No Covered Person may purchase or sell any Security in which
he or she has or thereby acquires a Beneficial Interest with
actual knowledge that, at the same time, such security is
"being considered for purchase or sale" by an Advisory
Client or that such security is the subject of an
outstanding purchase or sale order by an Advisory Client.
(c) No Investment Person may purchase any Security in an Initial
Public Offering.
(d) No Investment Person may, without the express prior written
approval of the Administrator of this Code of Ethics which
shall set forth the rationale supporting such pre-approval,
acquire any security in a Private Placement, and if a
Private Placement security is acquired, such Investment
Person must disclose that investment when he/she plays a
part in an Advisory Client's subsequent consideration of any
investment in that issuer, and in such circumstances, an
independent review shall be conducted by Investment Persons
who do not have an interest in the issuer and by the
Administrator.
(e) A Portfolio Manager may not purchase or sell any Security
within seven (7) days before or after the purchase or sale
of that Security by an Advisory Client of which he/she is a
Portfolio Manager. Any profits realized with respect to such
purchase or sale shall be disgorged.
(f) An Investment Person may not purchase and sell or sell and
purchase any Security within any sixty (60) day period, with
the exception of the instruments listed in section 3(k) when
used for bona fide hedging purposes and with prior approval
of the Administrator of the Code of Ethics. Any profits
realized on such prohibited trades shall be disgorged.
(g) An Investment Person may not accept any gifts or anything
else of more than a de-minimis value from any person or
entity that does business with or on behalf of an Advisory
Client.
(h) A purchase or sale of a Security by an Investment Person
that is otherwise permitted by this Code of Ethics may not
be effected until the Investment Person first obtains
written pre-clearance from the Administrator or the
Administrator's designee and, if such pre-clearance is
obtained from the Administrator's designee, a copy of the
written pre-clearance is promptly received by the
Administrator.
(i) No Investment Person may serve on the board of directors or
trustees of a publicly-traded corporation or other business
entity without the prior written approval of the
Administrator.
(j) No Covered Person other than an Independent Director may
sell a security short, except, with prior approval of the
Administrator of the Code of Ethics, a short sale as a hedge
against a long position in the same security.
(k) A Covered Person, with the exception of an Independent
Director, may not purchase or sell options or futures, other
than options and futures related to broad-based indices,
U.S. Treasury securities, currencies and long portfolio
positions in the same or a substantially similar security.
When used as a bona fide hedge and with prior approval of
the Administrator of the Code of Ethics, the instruments
listed in this section 3(k) are not subject to the 60-day
hold requirement of section 3(f).
4. Exempt Transactions
Neither the prohibitions nor the reporting requirements of this
Code apply to:
(a) Purchases or sales of Securities for an account over which
an Affiliate or Covered Person has no direct control and
does not exercise indirect control.
(b) Involuntary purchases or sales made by either an Affiliate
or Covered Person or any Fund.
(c) Purchases which are part of an automatic dividend
reinvestment plan.
(d) Purchases resulting from the exercise of rights acquired
from an issuer as part of a pro rata distribution to all
holders of a class of securities of such issuer and the sale
of such rights.
(e) Purchases or sales which receive the express written
approval and pre-clearance of the Administrator of this Code
of Ethics because the purchase or sale will not occasion the
improper use of an Advisory Client's proprietary information
or an abuse of the individual's position of trust and
responsibility to an Advisory Client and because:
(i) their potential harm to an Advisory Client is remote;
(ii) they would be unlikely to affect a highly institutional
market; or
(iii) they are clearly not related economically to
securities being considered for purchase or sale by
an Advisory Client.
5. Reporting Requirements
(a) Within ten (10) days after the end of each calendar quarter,
all Covered Persons shall make a written report to the
Administrator of this Code of Ethics of all non-exempt
securities transactions occurring in the quarter by which
they acquired or disposed of a Beneficial Interest in any
security and if no non-exempt transaction in a security
occurred during the quarter, the written report shall so
state.
However, a Covered Person shall not be considered in
violation of this Code of Ethics for not making a quarterly
report if all such information required by that report is
contained in trade confirmations and account statements
previously provided to the Administrator of this Code of
Ethics for the time period covered by that quarterly report.
(b) An Independent Director need only report non-exempt transactions (in
which he or she has had a Beneficial Interest) in a Security
(excluding, for purposes of this subparagraph (b), open-end mutual
funds affiliated with OFI or any affiliate of OFI) which, at the time,
such Director knew, or in the ordinary course of fulfilling his or her
duties, should have known was purchased or sold or was being or had
been considered for purchase or sale by an Advisory Client during the
fifteen (15) day period immediately preceding or after the date of the
Independent Director's transaction and if no non-exempt transaction in
a security occurred during the quarter, the written report, if any,
shall so state.
(c) Transactions in an account identified to the Administrator of this
Code of Ethics need not be otherwise reported if the Covered Person
shall have authorized disclosure of all securities transactions in the
account to the Administrator and furnished such Administrator copies
of all confirmations and monthly statements pertaining to such
account.
(d) Such quarterly report must contain the following information with
respect to each reportable transaction:
(i) Name(s) in which the account is registered and the date the
account was established;
(ii) Date and nature of the transaction (purchase, sale or any other
type of acquisition or disposition);
(iii)Title, number of shares, principal amount, interest rate and
maturity (as applicable) of each security and the price at which
the transaction was effected;
(iv) Name of the broker, dealer or bank with or through whom the
transaction was effected; and
(v) the date the report is submitted.
(e) Any such report may contain a statement that it is not to be
construed as an admission that the person making it has or
had any direct or indirect Beneficial Interest in any
security to which the report relates.
(f) All Covered Persons other than Independent Directors shall
arrange for copies of confirmations of all personal
securities transactions and periodic statements of
securities accounts to be sent directly to the
Administrator.
(g) All Covered Persons other than Independent Directors shall
initially, within ten (10) days of becoming a Covered
Person, and at least annually thereafter make a written
holdings report to the Administrator of the Code of Ethics
with the following information (such information, as to the
annual report, must be current as of a date no more than 30
days before the report is submitted) :
(i) Name(s) in which the account is registered and the date the
account was established;
(ii) Title, number of shares, principal amount, interest rate and
maturity (as applicable) of each Security;
(ii) Name of the broker, dealer or bank with whom the account is
maintained; and
(iv) the date the report is submitted.
(h) All Covered Persons shall, at least annually, certify that
they have read and understand the Code of Ethics and
recognize that they are subject thereto.
(i) All Covered Persons other than Independent Directors shall
certify annually, that they have complied with the
requirements of the Code of Ethics and that they have
disclosed or reported all personal securities transactions
and holdings required to be disclosed or reported pursuant
thereto.
(j) (1) The Sub-Adviser shall, within thirty (30) days
after the end of each calendar quarter, submit a
written report to the Administrator of the Code of
Ethics setting forth all personal securities
transactions by all Covered Persons employed by the
Sub-Adviser which occurred within fifteen (15) days
of a transaction in the same security by an Advisory
Client advised by the Sub-Adviser; or
(2) Alternatively, where a Sub-Advisor for an
Oppenheimer fund or portfolio thereof has adopted
its own Code of Ethics which is acceptable to the
Independent Directors of the Oppenheimer funds and
which complies with the provisions of the Rule,
then, if acceptable to the Board of Directors of the
Oppenheimer fund involved:
(i) the Sub-Adviser's Code of Ethics shall govern the activities
of the Sub-Adviser and its access persons;
(ii) the Administrator of the Sub-Adviser's Code of
Ethics shall, within thirty (30) days of the
end of each quarter, submit a report to the
Board of Directors of each Oppenheimer fund of
which it is a Sub-Adviser:
(a) certifying that within the last quarter
no violations of such Code of Ethics have
occurred with respect to Covered Persons
of the Oppenheimer funds affiliated with
the Sub-Adviser; or
(b) if any violations have occurred, a
description of the violation, the
identity of the individual(s) involved
and the sanction, if any, imposed.
(iii)the Administrator of the Sub-Adviser's Code of
Ethics shall submit a report, at least
annually, to the Board of Directors of each
Oppenheimer fund sub-advised by Sub-Adviser,
containing information similar to that provided
by the Administrator of this Code of Ethics
pursuant to Section 8(b)(x); and
(iv) the Administrator of this Code of Ethics shall
not have responsibility for overseeing the Code
of Ethics of the Sub-Adviser but shall request,
on behalf of the Board of Directors of the
Oppenheimer funds, that Sub-Adviser submit the
reports required by this Section 5(j).
6. Confidentiality of Advisory Client Transactions
Until disclosed in a public report to shareholders or to the SEC
in the normal course, all information concerning the securities "being
considered for purchase or sale" by any Advisory Client shall be kept
confidential by all Covered Persons and disclosed by them only on a need to know
basis in accordance with practices and policies developed and periodically
reviewed for their continuing appropriateness by an officer of OFI designated
for this purpose by its Chairman or President. Any questions regarding
confidentiality are to be directed to the Administrator of this Code of Ethics
or to OFI's General Counsel. It shall be the responsibility of the Administrator
of this Code of Ethics to be familiar with such practices and policies and to
report any inadequacy found by him to OFI and the directors of the Oppenheimer
funds or any committee appointed by them to deal with such information.
7. Sanctions
Any violation of this Code of Ethics shall be subject to the
imposition of such sanctions by OFI as may be deemed appropriate under the
circumstances to achieve the purposes of the Rule and this Code of Ethics and
may include suspension or termination of employment, a letter of censure and/or
restitution of an amount equal to the difference between the price paid or
received by the affected Advisory Client(s) and the more advantageous price paid
or received by the offending person except that sanctions for violation of this
Code of Ethics by an Independent Director of an Oppenheimer fund will be
determined by a majority vote of its other Independent Directors.
8. Administration and Construction
(a) The administration of this Code of Ethics shall be the
responsibility of a person nominated by OFI and approved by
the Independent Directors of each of the Oppenheimer funds
as the "Administrator" of this Code of Ethics.
(b) The duties of such Administrator will include:
(i) Continuous maintenance of a current list of the names of all
Covered Persons with an appropriate description of their
title or employment;
(ii) Furnishing all Covered Persons a copy of this Code
of Ethics and initially and periodically informing
them of their duties and obligations thereunder;
(iii)Designating, as desired, appropriate personnel to review
transaction and holdings reports submitted by Covered
Persons;
(iv) Maintaining or supervising the maintenance of all records
required by the Code of Ethics;
(v) Preparing listings of all transactions effected by
any Covered Person within fifteen (15) days of the
date on which the same security was held, purchased
or sold by an Advisory Client;
(vi) Determining whether any particular securities
transaction should be exempted pursuant to the
provisions of Paragraph 4(e) of this Code of Ethics;
(vii) Issuing either personally or with the assistance of
counsel as may be appropriate, any interpretation of
this Code of Ethics which may appear consistent with
the objectives of the Rule and this Code of Ethics.
(viii) Conducting such inspections or investigations,
including scrutiny of the listings referred to in
the subparagraph (v) above, as shall reasonably be
required to detect and report, with his/her
recommendations, any apparent violations of this
Code of Ethics to OFI and to the directors of the
affected Oppenheimer funds or any committee
appointed by them to deal with such information;
(ix) Submitting a quarterly report to the Board of
Directors of each Oppenheimer fund potentially
affected, containing a description of any violation
and the sanction imposed; transactions which suggest
the possibility of a violation; interpretations
issued by and any exemptions or waivers found
appropriate by the Administrator; and any other
significant information concerning the
appropriateness of this Code of Ethics.
(x) Submitting a written report at least annually to the Board
of Directors or Trustees of each Oppenheimer fund which:
(a) summarizes existing procedures concerning personal investing
and any changes in the procedures made during the past year;
(b) identifies any violations requiring significant remedial
action during the past year and describes the remedial
action taken;
(c) identifies any recommended changes in existing restrictions
or procedures based upon experience under the Code of
Ethics, evolving industry practices or developments in
applicable laws or regulations;
(d) reports with respect to the implementation of this Code of
Ethics through orientation and training programs and
on-going reminders; and
(e) certifies that the procedures set forth in this Code of
Ethics were as reasonably necessary to prevent Covered
Persons from violating the Code of Ethics.
(xi) Maintaining periodic educational conferences to
explain and reinforce the terms of this Code of
Ethics.
9. Required Records
The Administrator shall maintain and cause to be maintained in an
easily accessible place, the following records:
(a) A copy of any Code of Ethics adopted pursuant to the Rule
which has been in effect during the most recent five (5)
year period;
(b) A record of any violation of any such Code of Ethics, and of
any action taken as a result of such violation, within five
(5) years from the end of the fiscal year of OFI in which
such violation occurred;
(c) A copy of each report made by a Covered Person, as well as
trade confirmations and account statements that contain
information not duplicated in such reports, within five (5)
years from the end of the fiscal year of OFI in which such
report is made or information is provided, the first two (2)
years in an easily accessible place;
(d) A copy of each report made by the Administrator within five
(5) years from the end of the fiscal year of OFI in which
such report is made or issued, the first two (2) years in an
easily accessible place;
(e) A list, in an easily accessible place, of all persons who
are, or within the most recent five (5) year period have
been, required to make reports pursuant to the Rule and this
Code of Ethics or who are or were responsible for reviewing
these reports; and
(f) A record of any decision, and the reasons supporting the
decision, to permit an Investment Person to acquire a
Private Placement security, for at least five (5) years
after the end of the fiscal year in which permission was
granted.
10. Amendments and Modifications
This Code of Ethics may not be amended or modified except in a
written form which is specifically approved by majority vote of the Independent
Directors of each of the Oppenheimer funds.
Dated as of: March 1, 2000
Adopted by the Board of the Quest/Rochester/
MidCap Oppenheimer funds, August 1, 2000
--------------------------
Andrew J. Donohue, Secretary
Adopted by the Board of the New York-based
Oppenheimer funds, June 15, 2000
/s/ Andrew J. Donohue
Andrew J. Donohue, Secretary
Adopted by the Board of the Denver-based
Oppenheimer funds, June 27, 2000
/s/ Andrew J. Donohue
Andrew J. Donohue, Secretary
APPENDICES - FORMS
These forms are for reporting purposes under this Code of Ethics, are
subject to change from time to time by the Administrator of this code of Ethics
or his/her designee, and are neither incorporated into nor are part of this Code
of Ethics.
I. Acknowledgement of Receipt of Code of Ethics
II. Initial Report and Annual Report of Personal Securities Holdings
III. Pre-Clearance of Personal Securities Trades
IV. Initial Public Offering Approval Request Form
V. Private Placement Approval Request Form
VI. Quarterly Report under the Code of Ethics
VII. Annual Certification of Compliance with Code of Ethics
Legag\code_2000MarchFINAL#2
OppenheimerFunds, Inc.
CODE OF ETHICS ACKNOWLEDGEMENT
To: Administrator of Code of Ethics
I hereby certify to OppenheimerFunds, Inc. ("OFI") and the Oppenheimer
funds that I have read and understand the Code of Ethics, I recognize that I am
subject to the Code of Ethics, and I will act in accordance with the policies
and procedures expressed in the Code of Ethics.
Date:______________________
---------------------------
Signature
---------------------------
Print Name
<PAGE>
OppenheimerFunds, Inc.
PERSONAL SECURITIES ACCOUNT AND HOLDINGS NOTIFICATION FORM
(ATTACH COPIES OF STATEMENTS FOR ACCOUNTS LISTED BELOW)
<TABLE>
<CAPTION>
--------------------------------- ---------------------------------- -----------------------------------
EMPLOYEE NAME/EXT. DEPARTMENT/TITLE DIRECT SUPERVISOR
<S> <C> <C>
================================= ================================== ===================================
================================= ================================== ===================================
--------------------------------- ---------------------------------- -----------------------------------
--------------------------------- ---------------------------------- -----------------------------------
NAME IN WHICH PERSONAL BROKER/INSTITUTION'S NAME
SECURITIES ACCOUNT IS HELD(1) AND MAILING ADDRESS ACCOUNT NUMBER
================================== ================================== ==================================
================================== ================================== ==================================
---------------------------------- ---------------------------------- ----------------------------------
---------------------------------- ---------------------------------- ----------------------------------
---------------------------------- ---------------------------------- ----------------------------------
---------------------------------- ---------------------------------- ----------------------------------
---------------------------------- ---------------------------------- ----------------------------------
---------------------------------- ---------------------------------- ----------------------------------
---------------------------------- ---------------------------------- ----------------------------------
---------------------------------- ---------------------------------- ----------------------------------
---------------------------------- ---------------------------------- ----------------------------------
</TABLE>
OTHER PERSONAL HOLDINGS(2)(NOT INCLUDED IN STATEMENTS FOR ACCOUNTS LISTED ABOVE)
<TABLE>
<CAPTION>
--------------- ------------------ -------------------- -------------------------- ----------- ------------------ -----------------
Number of Shares, or
Trade Description Type of Transaction Principal Amount, Unit Total Cost Name of Broker,
Date of Security Interest Rate & Maturity Price or Proceeds Dealer or Bank
<S> <C> <C> <C> <C> <C> <C>
---------------- ----------------- -------------------- -------------------------- ----------- ------------------- ----------------
---------------- ----------------- -------------------- -------------------------- ----------- ------------------- ----------------
---------------- ----------------- -------------------- -------------------------- ----------- -------------------- ---------------
---------------- ----------------- -------------------- -------------------------- ----------- -------------------- ---------------
---------------- ----------------- -------------------- -------------------------- ----------- -------------------- ---------------
---------------- ----------------- -------------------- -------------------------- ----------- -------------------- ---------------
---------------- ----------------- -------------------- -------------------------- ----------- --------------------- --------------
</TABLE>
I CERTIFY THAT THE INFORMATION CONTAINED IN THIS STATEMENT IS ACCURATE AND
THAT LISTED ABOVE ARE ALL PESONAL SECURITIES ACCOUNTS AND PERSONAL HOLDINGS IN
WHICH I HAVE BENEFICIAL INTEREST OR OVER WHICH I EXERCISE INVESTMENT CONTROL.
-------------------------- ---------------------
EMPLOYEE SIGNATURE DATE OF HIRE
(1)List your own securities account as well as those accounts in which you
have a financial interest or over which you exercise investment control.
(2)List your personal holdings not reflected in the attached account
statements.
<PAGE>
OppenheimerFunds, Inc.
Personal Securities Trading Authorization
PRE-CLEARANCE FORM
<TABLE>
<CAPTION>
---------------------- ----------------------------- ---------- ---------------- --------------------------- --------------------
Buy Estimated
Security Identifier Or Date/Time
Name of Security (CUSIP or ticker symbol) Sell Name of Broker Brokerage Account # Of Trade*
<S> <C> <C> <C> <C> <C>
---------------------- ----------------------------- ---------- ---------------- --------------------------- --------------------
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</TABLE>
* Pre-clearance is effective for current business day and next business day
only.
<TABLE>
<CAPTION>
Yes No
<S> <C> <C> <C> <C> <C>
Pre-clearance: Granted |_| Denied |_|
|_| |_| Existing Trade on the trading desk?
|_| |_| If pre-clearance is requested by a portfolio manager: If pre-clearance if requested by a
portfolio manager and is granted, such
o was this security traded by a fund managed by this portfolio manager hereby
portfolio manager within the prior seven days? acknowledges, by his/her signature below, that
neither he/she nor any
co-portfolio manager will, within the next
seven days, trade this security in any
fund which he/she/they manage(s).
</TABLE>
If the answer to either is yes, pre-clearance is denied.
Requested by:___________________________________________ _________________
(Signature) (Date)
-------------------------------------------
(Print Name)
Authorization for
Equity Securities:________________________________ _____________
Joy Milan Date
Authorization for Fixed
Income Securities: ------------------------------ ----------
Donna Hymes Date
<PAGE>
OppenheimerFunds, Inc.
Initial Public Offering Approval Request
Note: Investment persons, as defined in Oppenheimer Funds Code of Ethics,
may not purchase any security in an Initial Public Offering
------------------------------ --------------------------------
Name ( Please Print) Department
1. Name of issuer:--_____________________________________________________
2. Type of security: |_| Equity |_| Fixed Income
3. Planned date of
transaction:______________________________________________________________
4. Size of
offering:_________________________________________________________________
5. Number of shares to be
purchased:________________________________________________________________
6. What firm is making this IPO available to
you?_________________________________________________________________
7. Do you do business with this firm in connection with your job duties?
-----------------------------------------------
8. Do you believe this IPO is being made available to you in order to
influence brokerage order flow for
fund or client accounts?
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9. Have you in the past received IPO allocations from this firm? |_| Yes |_| No
If "yes", please provide a list of all previously purchased IPO's
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10. To your knowledge, are other OppenheimerFunds personnel or clients
involved? |_| Yes |_| No
If "yes", please describe
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11. Describe how you became aware of this investment opportunity:
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I understand that approval, if granted, is based upon the information provided
herein and I agree to observe any conditions imposed upon such approval.
I represent (i) that I have read and understand the Oppenheimer Funds Code of
Ethics with respect to personal trading and recognize that I am subject thereto;
(ii) that the above trade is in compliance with the Code; (iii) that to the best
of my knowledge the above trade does not represent a conflict of interest, or an
appearance of a conflict of interest, with any client or fund; and (iv) that I
have no knowledge of any pending client orders in this security. Furthermore, I
acknowledge that no action should be taken by me to effect the trade(s) listed
above until I have received formal approval.
----------------------------------------- --------------------------
Signature Date
Date Received by Legal Department: ____________________________________
Approved: __________________ Disapproved: _____________ Date: ___________
Name: Name
Title: Title:
<PAGE>
OppenheimerFunds, Inc.
Private Placement Approval Request
(Attach a copy of the Private Placement Memorandum, Offering Memorandum
or any other relevant documents)
------------------------------ --------------------------------
Name and Title ( Please Print) Department
1. Name of corporation, partnership or other entity (the "Organization")
------------------------------------------------
2. Is the Organization: |_| Public |_| Private
3. Type of security or fund:
-----------------------------------------------------------------------
4. Nature of participation (e.g., Stockholder, General Partner, Limited
Partner). Indicate all applicable:
------------------------------------------------------------------------
5. Planned date of transaction:
--------------------------------------------------------------------------
6. Size of offering (if a fund, size of fund):
-------------------------------------------------------------------------
7. Size of your participation:
-------------------------------------------------------------------------
8. Would the investment carry limited or unlimited liability?
|_| limited |_| unlimited
9. To your knowledge, are other OppenheimerFunds personnel or clients
involved? |_| Yes |_| No
If "yes", please describe:
--------------------------------------------------------------------------
10. Describe the business to be conducted by the Organization:
------------------------------------------------------
--------------------------------------------------------------------------
11. If Organization is a fund:
o Describe investment objectives of the fund (e.g., value, growth,
core or specialty)
---------------------------------------------------------------------
12. For portfolio managers:
o Does a fund that you manage have an investment objective that
would make this Private Placement an opportunity that should
first be made available to a fund or client you manage money for?
|_| Yes |_| No
If "yes", please describe which client or fund:
-----------------------------------------------------------------
13. Will you participate in any investment decisions? |_| Yes |_| No
If "yes", please describe:
---------------------------------------------------------------------
14. Describe how you become aware of this investment opportunity:
--------------------------------------------------------------------------
I understand that approval, if granted, is based upon the information provided
herein and I agree to observe any conditions imposed upon such approval. I will
notify the Legal Department in writing if any aspect of the investment is
proposed to be changed (e.g., investment focus, compensation, involvement in
organization's management) and I hereby acknowledge that such changes may
require further approvals, or divestiture of the investment by me.
I represent (i) that I have read and understand the Oppenehimer Funds Code of
Ethics with respect to personal trading and recognize that I am subject thereto;
(ii) that the above trade is in compliance with the Code; (iii) that to the best
of my knowledge the above trade does not represent a conflict of interest, or an
appearance of a conflict of interest, with any client or fund; and (iv) that I
have no knowledge of any pending client orders in this security. Furthermore, I
acknowledge that no action should be taken by me to effect the trade(s) listed
above until I have received formal approval.
------------------------------------------- ----------------------
Signature Date
Date Received by Legal Department: ____________________________________
Approved: ___________________ Disapproved: ___________ Date: ------------
Name: Name
Title: Title:
<PAGE>
OppenheimerFunds, Inc.
TO: Administrator of the Code of Ethics DATE:------------------
FROM: ___________________________ (Print Name) RE: Quarterly Report
As a covered person under the Code of Ethics of OppenheimerFunds, Inc. I hereby
confirm that, other than accounts and the transactions listed below, I have no
other securities accounts and have not made any purchases or sales of securities
covered by the Code during the quarter ended __________________ except (i)
transactions through a brokerage account listed below for which copies of all
confirmations and statements have been furnished to you, or (ii) transactions in
shares of one or more of the Oppenheimer funds in an account identified as an
OFI Employees Account in the Dealer section of the Account Statement.
I understand that the Code of Ethics covers all securities transactions for (i)
my personal account; (ii) any account in which I have a beneficial interest;
(iii) any account maintained by a relative residing with me; and (iv) any
account over which I have any discretionary powers of investment. All securities
are covered except U.S. Treasury securities, money market instruments and
non-Oppenheimer open-end mutual funds. I also understand inaccurate completion
of this form may result in disciplinary sanctions.
All brokerage accounts subject to the Code of Ethics are described below. If
there are no brokerage accounts subject to the Code of Ethics, write "none"
below.
NOTE: YOU MUST COMPLETE ALL BROKERAGE ACCOUNT INFORMATION EVEN IF YOU HAVE
PREVIOUSLY SUBMITTED THIS INFORMATION. AN INCOMPLETE REPORT WILL BE RETURNED TO
YOU FOR PROPER COMPLETION.
--------------------------- --------------------- -----------------------------
Firm Name / Address Account Number Name(s) In Which Account
Is Registered
--------------------------- --------------------- -----------------------------
--------------------------- --------------------- -----------------------------
--------------------------- --------------------- -----------------------------
--------------------------- --------------------- -----------------------------
--------------------------- --------------------- -----------------------------
--------------------------- --------------------- -----------------------------
--------------------------- --------------------- -----------------------------
--------------------------- --------------------- -----------------------------
--------------------------- --------------------- -----------------------------
Transactions: List only if done through a broker who has NOT forwarded copies of
your account statements to the Code Administrator; or if done in any Oppenheimer
funds account NOT identified as an OFI Employees Account. If there are no
transactions to report, write "none" below.
<TABLE>
<CAPTION>
---------------- --------------- --------------- ------------------- ------------ ------------------ ------------------------------
Number of Shares,
Trade Description Type of or Principal Unit Total Cost Name of Broker,
Date Of Security Transaction Amount, interest Price or Proceeds Dealer or Bank
rate & maturity
<S> <C> <C> <C> <C> <C> <C>
---------------- --------------- --------------- ------------------- ------------ ------------------ ------------------------------
---------------- --------------- --------------- ------------------- ------------ ------------------ ------------------------------
---------------- --------------- --------------- ------------------- ------------ ------------------ ------------------------------
---------------- --------------- --------------- ------------------- ------------ ------------------ ------------------------------
---------------- --------------- --------------- ------------------- ------------ ------------------ ------------------------------
---------------- --------------- --------------- ------------------- ------------ ------------------ ------------------------------
---------------- --------------- --------------- ------------------- ------------ ------------------ ------------------------------
</TABLE>
THIS REPORT IS TO BE COMPLETED, DATED, SIGNED AND RETURNED TO THE ADMINISTRATOR
OR THE ADMINISTRATOR'S DESIGNEE ON OR BEFORE THE 10TH CALENDAR DAY AFTER
QUARTER-END.
-------------------------------------
Signature
<PAGE>
OppenheimerFunds, Inc.
CODE OF ETHICS
Annual Certification
TO: Administrator of the Code of Ethics
RE: Annual Certification of Compliance - Sections 5(h) and 5(i):
In accordance with the requirements of Sections 5(h) and 5(i) of the
Oppenheimer Funds Inc. Code of Ethics ("Code of Ethics") I hereby certify that:
(1) I have read and understand the Code of Ethics and I recognize
that I am subject to it;
(2) I have complied with the requirements of the Code of Ethics; and
(3) I have disclosed or reported all personal securities transactions
and holdings as required under the Code of Ethics.
By: _______________________________
Signature
-------------------------------
Print Name
Date: _______________________________
