OPPENHEIMER TAX FREE BOND FUND
N-30D/A, 1994-09-07
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<PAGE>

OPPENHEIMER TAX-FREE BOND FUND
     SEMI-ANNUAL REPORT JUNE 30, 1994

[Logo] OPPENHEIMER FUNDS

"With today's higher taxes, we worried that the income from our investments
wouldn't be enough.

"This Fund has given us what we need--tax-free income.

"We can keep more of what we earn, while our investment helps build America."


<PAGE>

FUND FACTS

IN THIS REPORT:

ANSWERS TO THREE TIMELY QUESTIONS YOU SHOULD ASK YOUR FUND'S MANAGERS.

- -  DID THE FEDERAL RESERVE'S MOVES TO RAISE INTEREST RATES OVER THE PAST SIX
   MONTHS AFFECT THE FUND'S INVESTMENT STRATEGY OR RETURNS?

- -  WHAT KINDS OF BONDS DO YOU THINK WILL DO BEST IN THE MONTHS AHEAD?

- -  WHAT'S THE LONGER-TERM OUTLOOK FOR THE MUNICIPAL MARKET?


FACTS EVERY SHAREHOLDER SHOULD KNOW ABOUT OPPENHEIMER TAX-FREE BOND FUND

1    The Fund's objective is to seek high current income exempt from federal
     income taxes while attempting to preserve capital.

2    Standardized yield for the 30 days ended June 30, 1994 was 5.23% for Class
     A shares and 4.64% for Class B shares.(1)

3    Total return at net asset value for Class A shares for the 6- and 12-month
     periods ended June 30, 1994 were -7.12% and -1.75%, respectively. Total
     return at net asset value for Class B shares for the same periods were
     -7.39% and -2.54%, respectively.(2)

4    Average annual total returns for Class A shares for the 1-, 5- and 10-year
     periods ended June 30, 1994 were -6.42%, 6.02% and 9.65%, respectively.
     Average annual total returns for Class B shares for the 1-year period ended
     June 30, 1994 and since inception on March 16, 1993 were -7.41% and -2.75%,
     respectively.(3)

5    Under the new, higher federal tax rates, the value of tax-free income has
     increased.

                                        HERE IS THE TAXABLE EQUIVALENT OF THE
                                        FUND'S YIELD FOR AN INVESTOR  FILING A
                                        JOINT RETURN WITH TAXABLE INCOME OF:
                                        --------------------------------------
                         FUND YIELD
                         ON 6/30/94     $92,000   $150,000  $260,000
     --------------------------------------------------------------------------
     Class A(1)          5.23%          7.58%     8.17%     8.66%
   
     Class B(1)          4.64%          6.72%     7.25%     7.68%
    
     This table assumes that an investor's highest effective tax bracket
     (combined federal and state) applies to the change in taxable income
     resulting from a switch between taxable and non-taxable investments. A
     portion of the Fund's distributions may be subject to income taxes. For
     investors subject to alternative minimum tax, a portion of the Fund's
     distributions may increase that tax.

6    "The outlook for the Fund is bright. While we may see more day-to-day
     fluctuations than we've seen in the past, the Fund is producing an
     attractive level of tax-free income from a high-quality portfolio, and bond
     prices are well-supported by municipal market supply and demand
     fundamentals."

                                  PORTFOLIO MANAGER BOB PATTERSON, JUNE 30, 1994



1. Standardized yield is net investment income calculated on a yield-to-maturity
basis for the 30-day period ended 6/30/94, divided by the maximum offering price
at the end of the period, compounded semi-annually and then annualized. Falling
net asset values will tend to artificially raise yields.

2. Based on the change in net asset value from 12/31/93 and 6/30/93 to 6/30/94,
without deducting any sales charges.

3. Average annual total returns are based on a hypothetical investment held
until 6/30/94, after deducting the maximum initial sales charge of 4.75% for
Class A shares and the contingent deferred sales charge of 5% (1 year) and 4%
(since inception) for Class B shares.

All figures assume reinvestment of dividends and capital gains distributions.

Past performance is not indicative of future results. The principal value and
return of an investment in the Fund will fluctuate so that an investor's shares,
when redeemed, may be worth more or less than their original cost.


2  Oppenheimer Tax-Free Bond Fund
<PAGE>

REPORT TO SHAREHOLDERS

All things considered--and there has been a lot to consider over the past
several months--Oppenheimer Tax-Free Bond Fund met its objective of providing
income exempt from federal taxes for the six months ended June 30, 1994. The
portfolio continues to produce a level of tax-free income that high tax bracket
investors would find it difficult to match on taxable alternatives of comparable
quality.

     The Fund's total return over the last six months was affected, of course,
by the broad decline in bond prices that followed four increases in short-term
interest rates by the Federal Reserve Board from early February through mid-May.
Throughout the period, however, the Fund's management team held to a steady
course. Rather than trying to track temporary turns in the market, your managers
continued to focus on bond quality, call protection and diversification--all
factors that help limit price fluctuations and have contributed to the Fund's
long-term performance.
   
     As a result, the Fund today is well positioned to take advantage  of what
your managers expect will be a strong municipal market rebound in the months
ahead, a belief supported by three factors.
    
     First, inflation--the factor that has the greatest effect on interest-rate
levels and long-term bond values--remains well under control. Barring a sudden
shift in the economy or the currency markets, interest rates are likely to
remain in their current ranges, making municipal bonds more attractive to
investors.

     Second, the municipal market's supply and demand characteristics are
positive.  The supply of municipal bonds is running well below last year's pace,
while demand is rising, driven by both rising tax burdens and some $200 billion
in bond calls expected over the next 18 months. This combination of shrinking
supply and mounting demand should provide strong support for municipal bond
prices.

     Third, the finances of municipal issuers nationwide have improved along
with the economy. While some areas of concern remain, on balance municipal
issuers are in strong financial shape.

     To take advantage of these developments, your managers continue to focus on
essential-service issues which are bonds backed by strong, predictable revenue
streams such as toll roads. We also continue to invest in transportation,
housing, and education bonds--the sectors likely to turn in the best performance
over time.

     Looking ahead, your managers believe that, at current price and yield
levels, the municipal market offers real value to investors. The fundamentals
for long-term performance are in place, and the Fund's managers will look for
opportunities to buy value at attractive prices--the best way to produce
long-term investment gains.

     We appreciate your confidence in Oppenheimer Tax-Free Bond Fund, and we
look forward to continuing to help you meet your investment goals in the future.


Donald W. Spiro
President, Oppenheimer Tax-Free Bond Fund
July 22, 1994


3  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Statement of Investments  June 30, 1994 (Unaudited)

Ratings: Moody's/
S&P's/Fitch's            Face      Market Value
(Unaudited)              Amount         See Note 1
- ------
Municipal Bonds and Notes--98.0%
- ------
Arizona--0.6%     Arizona State Transportation Board Highway
Revenue Bonds, Prerefunded,  Sub. Lien, Series B,
6.50%, 7/1/07     AAA/AA     $1,330,000     $1,437,207
- ------
Central Arizona Irrigation and Drain District
General Obligation Refunding Bonds,
7%, 6/1/98        NR/B       1,385,000     1,248,845
- ------
Salt River, Arizona Agricultural Revenue Bonds, Improvement and Power District
Electric System, Prerefunded, Series C,
7.125%, 1/1/07     Aa/AA     1,000,000     1,055,817
- ------
3,741,869
- ------
   
California--9.9%     California Health Facilities Financing Authority Revenue
Bonds:
Episcopal Homes Project, Series A, OSHPD Insured,
7.80%, 7/1/15     NR/A+     1,000,000     1,080,854
Unihealth America Project, Series A, AMBAC Insured:
Prerefunded, 7.625%, 10/1/15     Aaa/AAA/AAA     1,160,000     1,301,172
7.625%, 10/1/15     Aaa/AAA/AAA     65,000     72,791
    
- ------
California Housing Finance Agency Revenue Bonds:
Home Mtg., Series C, 6.75%, 2/1/25     Aa/A+/NA     5,000,000     5,069,714
Series C, 6.65%, 8/1/14     Aa/A+     5,000,000     5,053,400
- ------
California State Public Works Board Lease Revenue Bonds, University of
California Project, Series A, AMBAC Insured,
6.40%, 12/1/16     Aaa/AAA/AAA     8,700,000     8,758,550
- ------
Los Angeles, California Department of Water and Power Electric Plant Revenue
Refunding Bonds,
5.375%, 9/1/23     Aa/AA     11,000,000     9,369,942
- ------
Los Angeles County, California Transportation Revenue Bonds, Commission Sales
Tax, Prerefunded, Series A, FGIC Insured,
6.75%, 7/1/18     Aaa/AAA/AAA     5,000,000     5,489,880
- ------
Redding, California Electric System Certificates of Participation, FGIC Insured,
8.043%, 6/1/19(1)     Aaa/AAA/AAA     6,000,000     4,834,853
- ------
San Joaquin Hills, California Transportation Corridor Agency Toll Road Revenue
Bonds, Sr. Lien,
6.75%, 1/1/32     NR/NR/BBB     12,700,000     12,151,574
- ------
South Orange County, California Public Financing Authority Special Tax Revenue
Bonds, Sr. Lien, Series A, MBIA Insured,
6%, 9/1/18     Aaa/AAA     10,500,000     9,973,435
- ------
63,156,165
- ------
Colorado--1.2%     Colorado Health Facilities Authority Revenue Bonds:
Kaiser Permanente Medical Care Project:
9%, 8/1/03     NR/AA     1,000,000     1,072,382
9.125%, 8/1/15     NR/AA     2,000,000     2,147,288
Rocky Mountain Adventist Health System,
6.625%, 2/1/22     Baa/BBB     5,000,000     4,699,429
- ------
7,919,099


4  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Ratings: Moody's/
S&P's/Fitch's            Face     Market Value
(Unaudited)              Amount         See Note 1
- ------
Delaware--3.5%     Delaware Transportation Authority Revenue Bonds,
Transportation System, Sr. Lien: Prerefunded,
6.75%, 7/1/10     Aaa/AAA     $5,000,000     $5,469,215
5.50%, 7/1/16     A1/AA-     18,440,000     16,535,201
- ------
22,004,416
- ------
Florida--5.8%     Broward County, Florida Resource Recovery Revenue Bonds:
Broward Waste Energy-LP North Project,
7.95%, 12/1/08     A/A     2,500,000     2,748,810
Ses Broward Co. LP South Project,
7.95%, 12/1/08     A/A     6,605,000     7,262,356
- ------
Broward County, Florida School District General Obligation Bonds, Prerefunded,
7.125%, 2/15/08     Aaa/AAA     1,250,000     1,369,985
- ------
Clay County, Florida Utilities System Revenue Bonds, Prerefunded, Series A, FGIC
Insured,
5.75%, 11/1/09     Aaa/AAA/AAA     2,585,000     2,678,290
- ------
Collier County, Florida Health Facilities Authority Revenue Refunding Bonds,
Moorings, Inc. Project, Series A,
7.125% 12/1/14     Aa3/AA     500,000     507,651
- ------
   
Florida State Board of Education Capital Outlay Public Education General
Obligation Refunding Bonds: Prerefunded,
Series A, 7.25%, 6/1/23     Aaa/AAA     1,860,000     2,079,673
Series A, 7.25%, 6/1/23     Aa/AA     1,530,000     1,666,355
Series D, 5.125%, 6/1/18     Aa/AA/AA     10,000,000     8,584,229
8.40%, 6/1/07     Aa/AA     750,000     922,424
    
- ------
Florida State Division of Finance Department Revenue Bonds, Department of
Natural Resource Preservation, Series 2000-A, FSA Insured,
5.80%, 7/1/13     Aaa/AAA/A     9,250,000     8,790,783
- ------
Jacksonville, Florida Electric Authority Revenue Bonds, Saint John's River Power
Project, Prerefunded,
7.375%, 10/1/13     AAA/AA/AA+     600,000     633,418
- ------
37,243,974
- ------
Georgia--1.8%     Georgia State Municipal Electric Authority Special Obligation
Bonds, Fifth Crossover Series, Project One,
6.50%, 1/1/17     A/A+     10,750,000     10,687,154
- ------
Gwinnett County, Georgia School District Revenue Bonds,
5.25%, 2/1/96     Aa1/AA     500,000     508,647
- ------
11,195,801
- ------
Hawaii--0.2%     Hawaii State Revenue Bonds, Prerefunded, Series BS,
7%, 9/1/02     AAA/AA     1,000,000     1,101,251
- ------
Illinois--0.4%     Illinois Health Facilities Authority Revenue Bonds,
University of Chicago Hospital Project, Escrowed to Maturity,
6.40%, 8/1/94     Aaa/AAA     500,000     501,156
- ------
Illinois Regional Transportation Authority Revenue Bonds, Series A, AMBAC
Insured,
7.20%, 11/1/20     Aaa/AAA/AAA     1,000,000     1,109,310
- ------
Illinois State Revenue Bonds, Prerefunded,
7.125%, 4/1/05     Aa/AA-/AAA     1,000,000     1,061,414
- ------
2,671,880


5  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Statement of Investments  (Unaudited) (Continued)

Ratings: Moody's/
S&P's/Fitch's            Face      Market Value
(Unaudited)              Amount         See Note 1
- ------
Indiana--1.1%     Indiana Health Facilities Financing Authority Hospital Revenue
Bonds, CGIC Insured,
5.50%, 8/15/22     Aaa/AAA     $5,500,000     $4,787,040
- ------
Indiana Transportation Financial Authority Revenue Bonds, Airport Facilities
Lease, Series A,
6.25%, 11/1/03     A/A     1,000,000     1,014,006
- ------
Indianapolis, Indiana Airport Authority Revenue Bonds,
9%, 7/1/15     A1/A     1,000,000     1,070,654
- ------
6,871,700
- ------
Kansas--2.5%     Kansas State Department of Transportation Highway Revenue
Refunding Bonds, Series A,
5.375%, 3/1/12     Aa/AA/AA     17,500,000     15,934,642
- ------
Kentucky--0.2%     Kentucky State Turnpike Authority Economic Development Road
Revenue Bonds, Revitalization
Project, Prerefunded, 7.375%, 5/15/07     AAA/AAA/A+     1,000,000     1,119,758
- ------
Louisiana--1.7%     Louisiana Public Facilities Authority Revenue Bonds,
Multifamily Housing, One Lakeshore Project,
9.25%, 7/20/20     NR/AAA     945,000     995,562
- ------
New Orleans, Louisiana Home Mtg. Authority Special Obligation Refunding Bonds,
Escrowed to Maturity,
6.25%, 1/15/11     Aaa/AAA     9,500,000     9,587,571
- ------
10,583,133
- ------
   
Maryland--0.1%     Baltimore County, Maryland Mtg. Revenue Bonds, Loch Raven
Village Apts., GNMA Collateralized,
10.10%, 11/20/20     NR/AAA     500,000     513,445
    
- ------
Massachusetts--10.4%     Massachusetts Bay Transportation Authority Revenue
Refunding Bonds, Transportation System:
Series A, 5.50%, 3/1/12     A/A+/A+     12,000,000     10,984,307
Series B, 5.50%, 3/1/21     A/A+/A+     9,250,000     8,137,317
- ------
Massachusetts Municipal Wholesale Electric Co. Revenue Bonds, Power Supply
Systems: Prerefunded,
Series B, 6.75%, 7/1/17     AAA/BBB+     6,985,000     7,683,108
Series B, 6.75%, 7/1/17     A/BBB+     3,015,000     3,058,735
- ------
Massachusetts State General Obligation Refunding Bonds, Series A,
5.50%, 2/1/11     A/A+/A+     20,000,000     18,424,799
- ------
Massachusetts State Health and Educational Facilities Authority Revenue Bonds,
Baystate Medical Center, Prerefunded,
Series C, 7.50%, 7/1/20     A1/A+     2,500,000     2,795,737
- ------
Massachusetts State Housing Finance Agency Revenue Bonds:
Residential Development,
6.875%, 11/15/11     Aaa/AAA     1,000,000     1,015,638
Multifamily Mtg., GNMA Collateralized, Series A, FHA Insured,
9.125%, 12/1/20     Aaa/AAA     975,000     1,054,373
- ------
Massachusetts State Revenue Bonds, Series A,
6.50%, 6/1/08     A/A+/A+     1,000,000     1,027,808
- ------
Massachusetts State Water Resource Authority Revenue Bonds, Series A,
6.50%, 7/15/19     A2/A/A     12,225,000     12,225,000
- ------
66,406,822


6  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------

Ratings: Moody's/
S&P's/Fitch's            Face      Market Value
(Unaudited)              Amount         See Note 1
- ------
Michigan--5.7%     Detroit, Michigan Revenue Refunding Bonds:
Sewage Disposal System, FGIC Insured,
8.145%, 7/1/23(1)     Aaa/AAA/AAA     $13,200,000     $10,858,003
Water Supply System: FGIC Insured,
9.495%, 7/1/22(1)     Aaa/AAA     1,500,000     1,465,786
Prerefunded, FGIC Insured,
9.495%, 7/1/22(1)     Aaa/AAA     3,700,000     4,393,113
- ------
Greater Detroit, Michigan Resource Recovery Authority Revenue Bonds:
Series A, 9.25%, 12/13/08     NR/BBB-     1,500,000     1,572,867
Series H, 9.25%, 12/13/08     NR/BBB-     500,000     524,289
- ------
Michigan State Building Authority Revenue Refunding Bonds, Series I, MBIA
Insured,
6.25%, 10/1/20     A/AA-/AA-     10,000,000     9,710,349
- ------
Michigan State Hospital Finance Authority Revenue Refunding Bonds: FSA Insured,
9.224%, 2/15/22(1)     Aaa/AAA/AAA     5,000,000     4,710,909
Sisters of Mercy Hospital, Series H, MBIA Insured,
7.50%, 8/15/13     Aaa/AAA     1,000,000     1,092,543
- ------
Royal Oak, Michigan Hospital Finance Authority Revenue Bonds, William Beaumont
Hospital, Prerefunded, Series C,
7.375%, 1/1/20     NR/NR     2,000,000     2,209,234
- ------
36,537,093
- ------
Minnesota--0.2%     Minnesota State Revenue Bonds, Prerefunded,
7%, 8/1/08     AAA/AAA/AAA     1,300,000     1,420,797
- ------
Missouri--0.2%     Missouri State Environmental Improvement and Energy Resource
Authority Pollution Control Revenue Bonds, Associates Electric 84G-4,
8.25%, 11/15/14     Aa3/AA-     1,410,000     1,518,360
- ------
New Jersey--3.1%     Bergen County, New Jersey Utilities Authority Water
Pollution Control Revenue Bonds, Series A, FGIC Insured,
6.50%, 12/15/12     Aaa/AAA/AAA     6,000,000     6,132,042
- ------
New Jersey State Housing and Mtg. Finance Agency Multifamily Housing Revenue
Bonds, Series C,
9.75%, 11/1/27     Aa/A+     1,000,000     1,069,798
- ------
New Jersey State Revenue Bonds, Prerefunded,
7.30%, 11/1/03     NR/AA+/AA+     1,000,000     1,073,812
- ------
New Jersey State Turnpike Authority Revenue Bonds, Series C,
6.50%, 1/1/16     A/A/A     11,030,000     11,300,984
- ------
19,576,636
- ------
   
New Mexico--0.2%     Albuquerque, New Mexico Gross Receipts Tax Revenue Bonds,
Various Airport Sub-Tendered,
8.25%, 7/1/14     A1/AA     1,000,000     1,061,787
    
- ------
New York--11.4%     City of New York General Obligation Bonds:
Series A, 7.75%, 8/15/16     Baa1/A-     2,500,000     2,773,455
Series D, 8%, 8/1/15     Baa1/A-     11,000,000     12,355,694
7.735%, 8/1/15(1)     Baa1/A-     3,050,000     2,518,473
- ------
City of New York Industrial Development Agency Revenue Bonds, Terminal One Group
Assn.,
6%, 1/1/19     A/A/A-     6,000,000     5,620,806


7  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Statement of Investments  (Unaudited) (Continued)

Ratings: Moody's/
S&P's/Fitch's            Face      Market Value
(Unaudited)              Amount         See Note 1
- ------
New York (continued)     City of New York Municipal Water Finance Authority
Revenue Bonds, Water and Sewer System Project, Series F, MBIA Insured,
5.75%, 6/15/20     Aaa/AAA/A     $6,800,000     $6,292,169
- ------
Dormitory Authority of the State of New York Revenue Bonds: City University
System, Prerefunded, Series A,
7.625%, 7/1/20     AAA/BBB     7,400,000     8,484,751
State University Educational Facilities, Prerefunded, Series A,
6.75%, 5/15/18     NR/AAA     10,415,000     11,195,187
- ------
Municipal Assistance Corp. for the City of New York Revenue Bonds:
Series 58, 7.375%, 7/1/08     A/AA-/AA     2,500,000     2,657,867
Series 60, 6%, 7/1/08     Aa/AA-/AA     700,000     708,024
- ------
New York State Housing Finance Agency Revenue Refunding Bonds, New York City
Health Facility, Series A,
7.90%, 11/1/99     Baa/A+     7,000,000     7,753,403
- ------
New York State Medical Care Facilities Finance Agency Revenue Bonds, St. Lukes
Hospital, Prerefunded, Series B,
7.40%, 2/15/09     AAA/AAA     1,400,000     1,580,535
- ------
New York State Mtg. Agency Revenue Bonds, Ninth Series B, Verex Pool Insured,
8.30%, 10/1/17     Aa/NR     1,790,000     1,865,416
- ------
New York State Power Authority Revenue Bonds, Series V,
7.875%, 1/1/07     Aa/AA-     3,000,000     3,292,488
- ------
Port Authority of New York and New Jersey Consolidated Bond Certificates,
Series Fifty-One E,
7%, 12/1/18     A1/NR     2,000,000     2,073,288
- ------
   
Suffolk County, New York General Obligation Refunding Bonds, Southwest Sewer
District, Escrowed to Maturity, Series B,
22.875%, 2/1/95     NR/AAA     1,075,000     1,192,490
    
- ------
Triborough Bridge and Tunnel Authority of New York General Purpose Revenue
Bonds: Prerefunded,
Series R, 7.375%, 1/1/10     AAA/AAA     1,220,000     1,368,542
Series A, 5%, 1/1/12     Aa/A+     1,000,000     874,862
- ------
72,607,450
- ------
Ohio--2.4%     Franklin County, Ohio Hospital Revenue Refunding Bonds, Riverside
United Methodist, Series A,
5.75%, 5/15/20     Aa/NR     10,000,000     9,077,328
- ------
Ohio Housing Finance Agency Single Family Mtg. Revenue Bonds, GNMA Mtg.-Backed
Security, Series B,
10.531%, 3/1/31(1)     Aaa/AAA     5,850,000     5,931,566
- ------
15,008,894
- ------
Pennsylvania--5.2%     Delaware County, Pennsylvania Industrial Development
Authority Revenue Refunding Bonds, Resource Recovery Project, Series A,
8.10%, 12/1/13     Aa3/A+     5,890,000     6,335,231
- ------
Pennsylvania State General Obligation Refunding Bonds, Fst. Series,
5%, 4/15/13     A1/AA-/AA-     9,165,000     7,862,488
- ------
Pennsylvania State Higher Education Assistance Agency Student Loan Revenue
Bonds, Series B, AMBAC Insured,
9.019%, 3/1/22(1)     Aaa/AAA/AAA     17,500,000     15,285,426


8  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------

Ratings: Moody's/
S&P's/Fitch's            Face      Market Value
(Unaudited)              Amount         See Note 1
- ------
Pennsylvania (continued)     Pennsylvania State Industrial Development Authority
Economic Development Revenue Bonds, Prerefunded, Series A,
7%, 1/1/11     A/A-/AAA     $2,000,000     $2,225,088
- ------
Philadelphia, Pennsylvania Municipal Authority Justice Lease Revenue Bonds,
Prerefunded, Series B, FGIC Insured,
7.125%, 11/15/18     Aaa/AAA/AAA     1,255,000     1,410,026
- ------
33,118,259
- ------
South Carolina--3.1%     South Carolina State Public Service Authority: Revenue
Bonds, Santee Cooper, Series D, AMBAC Insured,
6.50%, 7/1/24     Aaa/AAA/AAA     10,000,000     10,838,719
Revenue Refunding Bonds, Series A, MBIA Insured,
5.50%, 7/1/21     Aaa/AAA/A+     10,200,000     9,003,631
- ------
19,842,350
- ------
Texas--19.4%     Alliance Airport Authority, Inc., Texas Special Facility
Revenue Bonds, American Airlines, Inc. Project:
7%, 12/1/11     Baa2/BB+     3,000,000     2,952,396
7.50%, 12/1/29     Baa2/BB+     12,500,000     12,406,786
- ------
Brazos River Authority, Texas:
Pollution Control Revenue Collateral Bonds, Texas Utilities Electric Co.
Project, Series A,
8.25%, 1/1/19     Baa2/BBB/BBB     1,500,000     1,642,002
Revenue Refunding Collateral Bonds, Houston Light and Power, Series A, AMBAC
Insured,
6.70%, 3/1/17     Aaa/AAA/AAA     5,000,000     5,099,110
- ------
Cypress-Fairbanks, Texas Independent School District General Obligation Capital
Appreciation Refunding Bonds, Series A, 0%:
2/15/14     Aaa/AAA     15,710,000     4,485,565
2/15/15     Aaa/AAA     15,000,000     3,969,990
2/15/16     Aaa/AAA     16,240,000     4,029,889
- ------
   
Dallas-Fort Worth, Texas International Airport Facilities Improvement Corp.
Revenue Bonds, American Airlines, Inc.,
7.25%, 11/1/30     Baa2/BB+     8,000,000     7,938,024
    
- ------
Harris County, Texas Revenue Refunding Bonds, Toll Road Project, Sub. Lien,
6.75%, 8/1/14     Aa/AA+     9,940,000     10,259,023
- ------
Matagorda County, Texas Navigation District No. 1 Revenue Refunding Collateral
Bonds, Houston Light and Power, Series A, AMBAC Insured,
6.70%, 3/1/27     Aaa/AAA/AAA     8,000,000     8,158,575
- ------
North Central Texas Health Facility Development Corp. Hospital Revenue Bonds,
Baylor Health Care Project, Series B:
9.0256%, 5/15/06(1)     Aa/AA     3,000,000     3,127,353
9.1256%, 5/15/08(1)     Aa/AA     5,000,000     5,113,319
- ------
Northside Texas Independent School District Revenue Bonds, PSFG Insured,
6.70%, 2/1/06     Aaa/AAA     1,400,000     1,468,851
- ------
San Antonio, Texas Electric and Gas Improvement Revenue Refunding Bonds:
5%, 2/1/14     Aa1/AA/AA+     13,150,000     11,201,536
Series B, 6%, 2/1/14     Aa1/AA/AA+     18,500,000     18,123,541
- ------
San Antonio, Texas Water Revenue Refunding Bonds, MBIA Insured,
6%, 5/15/16     Aaa/AAA/A+     7,000,000     6,743,849


9  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Statement of Investments  (Unaudited) (Continued)

Ratings: Moody's/
S&P's/Fitch's            Face      Market Value
(Unaudited)              Amount         See Note 1
- ------
Texas (continued)     Texas Municipal Power Agency Capital Appreciation Revenue
Refunding Bonds, MBIA Insured, 0%:
9/1/14     Aaa/AAA/A+     $17,500,000     $4,714,097
9/1/15     Aaa/AAA/A+     10,000,000     2,550,169
9/1/16     Aaa/AAA/A+     39,990,000     9,560,646
- ------
123,544,721
- ------
Utah--0.2%     Intermountain Power Agency of Utah Special Obligation Bonds,
Second Crossover Series,
7.50%, 7/1/16     Aa/AA     1,435,000     1,516,996
- ------
Washington--4.3%     Washington State General Obligation Bonds, Series A and
AT-6,
5.75%, 2/1/17     Aa/AA/AA     12,500,000     11,591,799
- ------
Washington State Public Power Supply System Revenue Refunding Bonds:
Nuclear Project No. 1, Prerefunded, Series A,
7.50%, 7/1/15     NR/AA     2,300,000     2,572,538
Nuclear Project No. 1, Series A,
7.50%, 7/1/15     Aa/AA     1,500,000     1,643,551
7.57%, 7/1/12(1)     Aa/AA/AA     15,000,000     11,626,545
- ------
27,434,433
- ------
West Virginia--0.5%     West Virginia State Parkways Economic Development and
Tourism Authority Revenue Bonds,
8.387%, 5/16/19(1)     Aaa/AAA     3,600,000     3,028,716
- ------
Wisconsin--0.1%     Wisconsin Housing Finance Authority Revenue Bonds,
9.875%, 11/1/03     NR/A     560,000     571,132
- ------
Washington D.C.--0.2%     District of Columbia Revenue Refunding Bonds,
Prerefunded, Series A, BIG Insured,
7.875%, 6/1/06     Aaa/AAA/A-     1,000,000     1,078,753
- ------
   
U.S. Possessions--2.4%     Puerto Rico Commonwealth Highway and Transportation
Authority Revenue Bonds:
Prerefunded, Series T, 6.625%, 7/1/18     NR/AAA     1,500,000     1,647,889
Series T, 6.625%, 7/1/18     Baa1/A     6,000,000     6,123,036
    
- ------
Puerto Rico Commonwealth Highway Authority Revenue Bonds, Prerefunded, Series Q,
7.75%, 7/1/10     NR/AAA     425,000     490,130
- ------
Puerto Rico Electric Power Authority Revenue Bonds, Series O,
7.125%, 7/1/14     Baa1/A-     6,655,000     7,139,696
- ------
15,400,751
- ------
Total Investments, at Value (Cost $633,596,949)     98.0%     623,731,083
- ------
Other Assets Net of Liabilities     2.0     12,790,404
- ------     ------
Net Assets     100.0%     $636,521,487
- ------     ------
- ------     ------
(1) Represents the current interest rate for a variable rate bond. Variable
rate bonds known as ``inverse floaters'' pay interest at a rate that varies
inversely with short-term interest rates. As interest rates rise, inverse
floaters produce less current income. Their price may be more volatile than
the price of a comparable fixed-rate security.

See accompanying Notes to Financial Statements.


10  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Statement of Assets and Liabilities  June 30, 1994 (Unaudited)

- ------
Assets     Investments, at value (cost $633,596,949)--see accompanying statement
   $623,731,083
- ------
Cash     239,222
- ------
Receivables:
Investments sold     13,849,637
Interest     12,083,548
Shares of beneficial interest sold     1,871,087
- ------
Other     33,296
- ------
Total assets     651,807,873
- ------
Liabilities     Payables and other liabilities:
Investments purchased     11,369,760
Dividends     2,029,266
Shares of beneficial interest redeemed     808,809
Distribution and service plan fees--Note 4     323,356
Other     755,195
- ------
Total liabilities     15,286,386
- ------
Net Assets          $636,521,487
- ------
- ------
- ------
Composition of Net Assets
Paid-in capital     645,316,188
- ------
Overdistributed net investment income     (675,465)
- ------
Accumulated net realized gain from investment transactions     1,746,630
Net unrealized depreciation on investments--Note 3     (9,865,866)
- ------
Net assets     $636,521,487
- ------
- ------
- ------
Net Asset Value
Per Share
Class A Shares:
Net asset value and redemption price per share (based on net assets of
$587,538,322 and 62,348,123 shares of beneficial interest outstanding)     $9.42
Maximum offering price per share (net asset value plus sales charge of 4.75% of
offering price)     $9.89
- ------
Class B Shares:
Net asset value, redemption price and offering price per share (based on net
assets of $48,983,165 and 5,201,803 shares of beneficial interest outstanding)
$9.42

See accompanying Notes to Financial Statements.


11  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Statement of Operations  For the Six Months Ended June 30, 1994 (Unaudited)



- ------
Investment Income     Interest     $21,144,281
- ------
Expenses     Management fees--Note 4     1,668,949
- ------
   
Distribution and service plan fees:
Class A--Note 4     584,208
Class B--Note 4     203,758
    
- ------
Transfer and shareholder servicing agent fees--Note 4     208,311
- ------
Shareholder reports     91,576
- ------
Trustees' fees and expenses     42,173
- ------
Custodian fees and expenses     38,550
- ------
Legal and auditing fees     36,756
- ------
Registration and filing fees:
Class A     11,245
Class B     6,756
- ------
Other     38,262
- ------
Total expenses     2,930,544
- ------
Net Investment Income          18,213,737
- ------
Realized and Unrealized Gain (Loss) On Investments
Net realized gain on investments     1,738,486
- ------
Net change in unrealized appreciation or depreciation on investments
(64,404,849)
- ------
Net realized and unrealized loss on investments     (62,666,363)
- ------
Net Decrease in Net Assets Resulting From Operations     $(44,452,626)
- ------
- ------

See accompanying Notes to Financial Statements.


12  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Statements of Changes in Net Assets

Six Months Ended         Year Ended
June 30, 1994            December 31,
(Unaudited)             1993
- ------
Operations     Net investment income     $18,213,737     $33,032,955
- ------
Net realized gain on investments     1,738,486     12,029,869
- ------
Net change in unrealized appreciation or depreciation on investments
(64,404,849)      28,597,626
- ------     ------
Net increase (decrease) in net assets resulting from operations
(44,452,626)     73,660,450
- ------
Dividends and Distributions to Shareholders

Dividends from net investment income:
Class A ($.28 and $.624 per share, respectively)
(16,863,023)     (34,167,307)
Class B ($.24 and $.420 per share, respectively)
(995,409)     (627,087)
- ------
Distributions from net realized gain on investments:
Class A ($.004 and $.211 per share, respectively)
(261,422)     (12,053,200)
Class B ($.004 and $.211 per share, respectively)
(19,058)     (624,908)
- ------
Beneficial Interest Transactions

Net increase in net assets resulting from Class A beneficial interest
transactions--Note 2
37,972,285     85,361,641
- ------
Net increase in net assets resulting from Class B beneficial interest
transactions--Note 2
19,988,697     32,973,976
- ------
Net Assets     Total increase (decrease)     (4,630,556)     144,523,565
- ------
Beginning of period     641,152,043     496,628,478          ------     ------
End of period (including undistributed net investment
income of $595,099 and $239,794, respectively)     $636,521,487     $641,152,043
- ------     ------
- ------     ------

See accompanying Notes to Financial Statements.


13  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Financial Highlights

Class A                                                     Class B
- ------     ------
   
Six Months                                   Six Months
Ended                                        Ended               Period Ended
June 30, 1994       Year Ended December 31,            June 30, 1994
December 31,
(Unaudited)         1993     1992     1991     1990     1989     (Unaudited)
          1993(1)
    
- ------
Per Share Operating Data:
Net asset value, beginning of period     $10.44     $9.94     $9.77     $9.33
$9.45     $9.27     $10.43     $10.22
- ------
Income (loss) from investment
operations:
Net investment income     .29     .59     .62     .64     .66     .65(2)     .26
   .41
Net realized and unrealized gain
(loss) on investments     (1.02)     .74     .25     .45     (.12)     .20
(1.02)     .43
- ------     ------     ------     ------     ------     ------     ------
- ------
Total income (loss) from investment
operations     (.73)     1.33     .87     1.09     .54     .85     (.76)     .84
- ------
Dividends and distributions to shareholders:
Dividends from net investment income     (.28)     (.62)     (.58)     (.65)
(.66)     (.67)     (.24)     (.42)
Distributions from net realized gain on investments     (.01)     (.21)
(.12)     --     --     --     (.01)     (.21)
- ------     ------     ------     ------     ------     ------     ------
- ------
Total dividends and distributions to shareholders     (.29)     (.83)     (.70)
  (.65)     (.66)     (.67)     (.25)     (.63)
- ------
Net asset value, end of period     $9.42     $10.44     $9.94     $9.77
$9.33     $9.45     $9.42     $10.43
- ------     ------     ------     ------     ------     ------     ------
- ------
- ------     ------     ------     ------     ------     ------     ------
- ------
- ------
Total Return, at Net Asset Value(3)     (7.12)%     13.79%     9.20%     12.11%
  5.93%     9.42%     (7.39)%     8.49%
- ------
Ratios/Supplemental Data:
Net assets, end of period,
(in thousands)     $587,538     $608,128     $496,628     $394,115     $256,542
  $223,904     $48,983     $33,024
- ------
Average net assets (in thousands)     $595,697     $567,777     $438,684
$319,081     $238,224     $202,216     $41,277     $16,444
- ------
Number of shares outstanding at end of period (in thousands)
62,348     58,277     49,964     40,356     27,505     23,699     5,202
3,166
- ------
Ratios to average net assets:
Net investment income     5.82%(4)     5.71%     6.34%     6.70%     7.08%
7.18%     4.93%(4)     4.54%(4)
Expenses     .88%(4)     .88%     .94%     .89%     .89%     .82%(2)
1.69%(4)     1.74%(4)
- ------
Portfolio turnover rate(5)     9%     30.2%     34.2%     23.5%     29.3%
57.2%     9%     30.2%

1. For the period from March 16, 1993 (inception of offering) to December 31,
1993.
2. Net investment income would have been $.64 absent the voluntary assumption of
expenses, resulting in an expense ratio of .84%.
3. Assumes a hypothetical initial investment on the business day before the
first day of the fiscal period, with all dividends and distributions reinvested
in additional shares on the reinvestment date, and redemption at the net asset
value calculated on the last business day of the fiscal period. Sales charges
are not reflected in the total returns.
4. Annualized.
   
5. The lesser of purchases or sales of portfolio securities for a period,
divided by the monthly average of the market value of portfolio securities owned
during the period. Securities with a maturity or expiration date at the time of
acquisition of one year or less are excluded from the calculation. Purchases and
sales of investment securities (excluding short-term securities) for the six
months ended June 30, 1994 were $92,683,780 and $56,690,597, respectively.
See accompanying Notes to Financial Statements.
    

14  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Notes to Financial Statements   (Unaudited)


- ------
1. Significant Accounting Policies

Oppenheimer Tax-Free Bond Fund (the Fund) is registered under the Investment
Company Act of 1940, as amended, as a diversified, open-end management
investment company. The Fund's investment advisor is Oppenheimer Management
Corporation (the Manager). The Fund offers both Class A and Class B shares.
Class A shares are sold with a front-end sales charge. Class B shares may be
subject to a contingent deferred sales charge. Both classes of shares have
identical rights to earnings, assets and voting privileges, except that each
class has its own distribution plan, expenses directly attributable to a
particular class and exclusive voting rights with respect to matters affecting a
single class. Class B shares will automatically convert to Class A shares six
years after the date of purchase. The following is a summary of significant
accounting policies consistently followed by the Fund.
- ------
Investment Valuation. Portfolio securities are valued at 4:00 p.m. (New York
time) on each trading day. Long-term debt securities are valued by a portfolio
pricing service approved by the Board of Trustees. Long-term debt securities
which cannot be valued by the approved portfolio pricing service are valued by
averaging the mean between the bid and asked prices obtained from two active
market makers in such securities. Short-term debt securities having a remaining
maturity of 60 days or less are valued at cost (or last determined market value)
adjusted for amortization to maturity of any premium or discount. Securities for
which market quotes are not readily available are valued under procedures
established by the Board of Trustees to determine fair value in good faith.
- ------
Allocation of Income, Expenses and Gains and Losses. Income, expenses (other
than those attributable to a specific class) and gains and losses are allocated
daily to each class of shares based upon the relative proportion of net assets
represented by such class. Operating expenses directly attributable to a
specific class are charged against the operations of that class.
- ------
   
Federal Income Taxes. The Fund intends to continue to comply with provisions of
the Internal Revenue Code applicable to regulated investment companies and to
distribute all of its taxable income, including any net realized gain on
investments not offset by loss carryovers, to shareholders. Therefore, no
federal income tax provision is required.
    
- ------
Trustees' Fees and Expenses. The Fund has adopted a nonfunded retirement plan
for the Fund's independent trustees. Benefits are based on years of service and
fees paid to each trustee during the years of service. The accumulated liability
for the Fund's projected benefit obligations was $99,371 at June 30, 1994. No
payments have been made under the plan.
- ------
Distributions to Shareholders. The Fund intends to declare dividends separately
for Class A and Class B shares from net investment income each day the New York
Stock Exchange is open for business and pay such dividends monthly.
Distributions from net realized gains on investments, if any, will be declared
at least once each year.
- ------
Change in Accounting for Distributions to Shareholders. Effective January 1,
1994, the Fund adopted Statement of Position 93-2: Determination, Disclosure,
and Financial Statement Presentation of Income, Capital Gain, and Return of
Capital Distributions by Investment Companies. As a result, the Fund changed the
classification of distributions to shareholders to better disclose the
differences between financial statement amounts and distributions determined in
accordance with income tax regulations. Accordingly, subsequent to December 31,
1993, amounts have been reclassified to reflect a decrease in paid-in capital of
$678,494, an increase in overdistributed net investment income of $1,270,564,
and an increase in undistributed capital gain on investments of $1,949,058.


15  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
Notes to Financial Statements  (Unaudited) (Continued)

- ------
1. Significant Accounting Policies (continued)

Other. Investment transactions are accounted for on the date the investments are
purchased or sold (trade   date). Original issue discount on securities
purchased is amortized over the life of the respective securities, in accordance
with federal income tax requirements. Realized gains and losses on investments
and unrealized appreciation and depreciation are determined on an identified
cost basis, which is the same basis used for federal income tax purposes. For
bonds acquired after April 30, 1993, accrued market discount is recognized at
maturity or disposition as taxable ordinary income. Taxable ordinary income is
realized to the extent of the lesser of gain or accrued market discount.
- ------
2. Shares of Beneficial Interest
The Fund has authorized an unlimited number of no par value shares of beneficial
interest of each class. Transactions in shares of beneficial interest were as
follows:
Six Months Ended June 30, 1994          Year Ended December 31, 1993(1)
- ------     ------
Shares              Amount              Shares              Amount
- ------
Class A:
Sold     9,410,962     $92,383,202     16,347,891     $168,337,919
Dividends and distributions reinvested     1,178,044     9,828,983     3,051,532
   31,643,836
   
Redeemed     (6,518,052)     (64,239,900)     (11,086,654)     (114,620,114)
    
- ------     ------     ------     ------
Net increase     4,070,954     $37,972,285     8,312,769     $85,361,641
- ------     ------     ------     ------
- ------     ------     ------     ------
- ------
Class B:
Sold     2,421,332     $23,738,458     3,182,952     $33,155,886
Dividends reinvested     66,888     656,907     85,584     893,967
Redeemed     (452,590)     (4,406,668)     (102,363)     (1,075,877)
- ------     ------     ------     ------
Net increase     2,035,630     $19,988,697     3,166,173     $32,973,976
- ------     ------     ------     ------
- ------     ------     ------     ------
1. For the year ended December 31, 1993 for Class A shares and for the period
from March 16, 1993 (inception of offering) to December 31, 1993 for Class B
shares.
- ------
3. Unrealized Gains and Losses on Investments
At June 30, 1994, net unrealized depreciation on investments of $9,865,866 was
composed of gross appreciation of $18,296,477, and gross depreciation of
$28,162,343.
- ------
4. Management Fees and Other Transactions With Affiliates
Management fees paid to the Manager were in accordance with the investment
advisory agreement with the Fund which provides for an annual fee of .60% on the
first $200 million of net assets, .55% on the next $100 million, .50% on the
next $200 million, .45% on the next $250 million, .40% on the next $250 million
and .35% on net assets in excess of $1 billion. The Manager has agreed to assume
Fund expenses (with specified exceptions) in excess of the most stringent
applicable regulatory limit on Fund expenses.


16  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
4. Management Fees and Other Transactions With Affiliates (continued)
     For the six months ended June 30, 1994, commissions (sales charges paid by
investors) on sales of Class A shares totaled $1,274,392, of which $352,793 was
retained by Oppenheimer Funds Distributor, Inc. (OFDI), a subsidiary of the
Manager, as general distributor, and by an affiliated broker/dealer. During the
six months ending June 30, 1994, OFDI received contingent deferred sales charges
of $38,950 upon redemption of Class B shares.
     Oppenheimer Shareholder Services (OSS), a division of the Manager, is the
transfer and shareholder servicing agent for the Fund, and for other registered
investment companies. OSS's total costs of providing such services are allocated
ratably to these companies.
   
     Under separate approved plans, each class may expend up to .25% of its net
assets annually to reimburse OFDI for costs incurred in connection with the
personal service and maintenance of accounts that hold shares of the Fund (prior
to July 1, 1994, Class A reimbursements were made with respect to shares sold
subsequent to April 1, 1988), including amounts paid to brokers, dealers, banks
and other institutions. In addition, Class B shares are subject to an
asset-based sales charge of .75% of net assets annually, to reimburse OFDI for
sales commissions paid from its own resources at the time of sale and associated
financing costs. In the event of termination or discontinuance of the Class B
plan, the Board of Trustees may allow the Fund to continue payment of the
asset-based sales charge to OFDI for distribution expenses incurred on Class B
shares sold prior to termination or discontinuance of the plan. During the six
months ended June 30, 1994, OFDI paid $53,398 to an affiliated broker/dealer as
reimbursement for Class A personal service and maintenance expenses and retained
$199,892 as reimbursement for Class B sales commissions and service fee
advances, as well as financing costs.
    
- ------
5. Acquisition of MI Fund, Inc.
On March 31, 1994, Oppenheimer Tax-Free Bond Fund acquired all of the net assets
of MI Fund, Inc. (MI Fund), pursuant to an Agreement and Plan of Reorganization
approved by the MI shareholders on March 18, 1994. The Fund issued 3,087,731
shares of beneficial interest, valued at $29,920,109, in exchange for the net
assets, resulting in combined net assets of $641,280,263 on March 31, 1994. The
net assets acquired included net unrealized appreciation of $1,808,741. The
exchange was tax-free.


17  Oppenheimer Tax-Free Bond Fund
<PAGE>

Oppenheimer Tax-Free Bond Fund

- ------
Officers and Trustees
Leon Levy, Chairman of the Board of Trustees
Leo Cherne, Trustee
Edmund T. Delaney, Trustee
Robert G. Galli, Trustee
Benjamin Lipstein, Trustee
Elizabeth B. Moynihan, Trustee
Kenneth A. Randall, Trustee
Edward V. Regan, Trustee
Russell S. Reynolds, Jr., Trustee
Sidney M. Robbins, Trustee
Donald W. Spiro, Trustee and President
Pauline Trigere, Trustee
Clayton K. Yeutter, Trustee
Robert E. Patterson, Vice President
George C. Bowen, Treasurer
Robert J. Bishop, Assistant Treasurer
Scott Farrar, Assistant Treasurer
Andrew J. Donohue, Secretary
Robert G. Zack, Assistant Secretary
- ------
Investment Advisor     Oppenheimer Management Corporation
- ------
Distributor     Oppenheimer Funds Distributor, Inc.
- ------
Transfer and Shareholder Servicing Agent
Oppenheimer Shareholder Services

- ------
Custodian of Portfolio Securities
Citibank, N.A.

- ------
Independent Auditors     KPMG Peat Marwick
- ------
Legal Counsel     Gordon Altman Butowsky Weitzen Shalov & Wein

The financial statements included herein have been taken from the records of the
Fund without examination by the independent auditors.

This is a copy of a report to shareholders of Oppenheimer Tax-Free Bond Fund.
This report must be preceded or accompanied by a Prospectus of Oppenheimer
Tax-Free Bond Fund. For material information concerning the Fund, see the
Prospectus.

18  Oppenheimer Tax-Free Bond Fund
<PAGE>

- ------
The Family of OppenheimerFunds

- ------
   
OppenheimerFunds offers over 30 funds designed to fit virtually every investment
goal. Whether you're investing for retirement, your children's education, or
tax-free income, we have the funds to help you seek your objective.
    
     When you invest with OppenheimerFunds, you can feel comfortable knowing
that you are investing with a respected financial institution with over 30 years
of experience in helping people just like you reach their financial goals. And
you're investing with a leader in global, growth stock, and flexible fixed
income investments--with over 1.8 million shareholder accounts and more than $26
billion under Oppenheimer's management and that of our affiliates.
     As an OppenheimerFunds shareholder, you can easily exchange shares of
eligible funds of the same class by mail or by telephone for a small
administrative fee.1 For more information on OppenheimerFunds, please contact
your financial advisor or call us at 1-800-525-7048 for a prospectus. You may
also write us at the address shown on the back cover. As always, please read the
prospectus carefully before you invest.
- ------
Specialty Stock Fund     Gold & Special Minerals Fund
- ------
Stock Funds     Discovery Fund     Global Fund
Time Fund     Oppenheimer Fund
Target Fund     Value Stock Fund
Special Fund
- ------
Stock and Bond Funds
Main Street Income & Growth Fund
Total Return Fund
Global Growth & Income Fund
Equity Income Fund
Asset Allocation Fund

- ------
Bond Funds
High Yield Fund
Champion High Yield Fund
Strategic Income & Growth Fund
Strategic Income Fund
Strategic Diversified Income Fund
Strategic Investment Grade Bond Fund
Strategic Short-Term Income Fund
Investment Grade Bond Fund
Mortgage Income Fund
U.S. Government Trust
Limited-Term Government2

- ------
Tax-Exempt Funds
New York Tax-Exempt Fund3
California Tax-Exempt Fund3
Pennsylvania Tax-Exempt Fund3
Florida Tax-Exempt Fund3
New Jersey Tax-Exempt Fund3
Tax-Free Bond Fund
Insured Tax-Exempt Bond Fund
Intermediate Tax-Exempt Bond Fund
- ------
Money Market Funds     Money Market Fund     Cash Reserves
1. The fee is waived for PhoneLink exchanges between existing accounts. Exchange
privileges are subject to change or termination.
2. Formerly Government Securities Fund.
3. Available only to residents of those states.
OppenheimerFunds are distributed by Oppenheimer Funds Distributor, Inc., Two
World Trade Center, New York, NY 10048-0203.
Copyright 1994 Oppenheimer Management Corporation. All rights reserved.


19  Oppenheimer Tax-Free Bond Fund

<PAGE>

[Back Cover]

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1-800-835-3104
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finances. 24 hours a day, 7 days a week.
    

"Just as OppenheimerFunds offers over 30 different mutual funds designed to help
meet virtually every investment need, Oppenheimer Shareholder Services offers a
variety of services to satisfy your individual needs. Whenever you require help,
we're only a toll-free phone call away.

     "For personalized assistance and account information, call our General
Information number to speak with our knowledgeable Customer Service
Representatives and get the help you need.

     "When you want to make account transactions, it's easy for you to redeem
shares, exchange shares, or conduct AccountLink transactions, simply by calling
our Telephone Transactions number.

     "And for added convenience, OppenheimerFunds' PhoneLink, an automated voice
response system is available 24 hours a day, 7 days a week. PhoneLink gives you
access to a variety of fund, account, and market information. You can even make
purchases, exchanges and redemptions using your touch-tone phone. Of course,
PhoneLink will always give you the option to speak with a Customer Service
Representative during the hours shown to the left.

     "When you invest in OppenheimerFunds, you know you'll receive a high level
of customer service. The International Customer Service Association knows it,
too, as it awarded Oppenheimer Shareholder Services a 1993 Award of Excellence
for consistently demonstrating superior customer service.

     "Whatever your needs, we're ready to assist you.''


[Logo]
1993
AWARD OF EXCELLENCE
ICSA
International Customer Service Association


[Photo]
Barbara Hennigar
Chief Executive Officer
Oppenheimer Shareholder Services


[Logo] OPPENHEIMER FUNDS
Oppenheimer Funds Distributor, Inc.
P.O. Box 5270
Denver, CO 80217-5270


Bulk Rate
U.S. Postage
PAID
Permit No. 314
Farmingdale, NY




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