OPPENHEIMER HIGH YIELD FUND
Supplement Dated January 21, 1997
to the Prospectus Dated October 1, 1996
The Prospectus is amended as follows:
1. On pages 5 and 6, the first sentence under the caption What
does the Fund Invest In? is deleted and replaced with the
following:
To seek high current income, the Fund anticipates that under normal
market conditions (when the Manager believes that the financial
markets are not in a volatile or unstable period) at least 80% of
its total assets will be invested in fixed-income securities which
may include high yield, lower rated long term debt (commonly
referred to as junk bonds ), preferred stock, and foreign
securities.
2. On page 11, the second sentence under the caption Investment
Policies and Strategies is deleted and replaced with the
following:
Consistent with its primary investment objective, the Fund
anticipates that under normal conditions at least 80% of the value
of its total assets will be invested in fixed-income securities.
3. The parenthetical in footnote 1 following the table in the
section captioned "Shareholder Transaction Expenses" on page 4 is
revised to read as follows: "($500,000 or more for purchases by
"Retirement Plans," as defined in "Class A Contingent Deferred
Sales Charge" on page 28)."
4. The first and second sentences in the sub-section captioned
"Class A Shares" in "How to Buy Shares-Classes of Shares" on page
24 are revised to read as follows:
If you buy Class A shares, you may pay an initial sales charge
on investments up to $1 million (up to $500,000 for purchases
by "Retirement Plans," as defined in "Class A Contingent
Deferred Sales Charge" on page 28). If you purchase Class A
shares as part of an investment of at least $1 million
($500,000 for Retirement Plans) in shares of one or more
Oppenheimer funds, you will not pay an initial sales charge,
but if you sell any of those shares within 18 months of buying
them, you may pay a contingent deferred sales charge.
5. The first and second paragraphs in the section captioned
"Class A Contingent Deferred Sales Charge" on page 28 are revised
to read as follows:
There is no initial sales charge on purchases of Class A
shares of any one or more of the Oppenheimer funds in the
following cases:
Purchases aggregating $1 million or more.
Purchases by a retirement plan qualified under sections
401(a) or 401(k) of the Internal Revenue Code, by a non-
qualified deferred compensation plan (not including Section
457 plans), employee benefit plan, group retirement plan (see
"How to Buy Shares - Retirement Plans" in the Statement of
Additional Information for further details), an employee's
403(b)(7) custodial plan account, SEP IRA, SARSEP, or SIMPLE
plan (all of these plans are collectively referred to as
"Retirement Plans"); that: (1) buys shares costing $500,000 or
more or (2) has, at the time of purchase, 100 or more eligible
participants, or (3) certifies that it projects to have annual
plan purchases of $200,000 or more.
Purchases by an OppenheimerFunds Rollover IRA if the
purchases are made (1) through a broker, dealer, bank or
registered investment adviser that has made special
arrangements with the Distributor for these purchases, or (2)
by a direct rollover of a distribution from a qualified
retirement plan if the administrator of that plan has made
special arrangements with the Distributor for those purchases.
The Distributor pays dealers of record commissions on those
purchases in an amount equal to (i) 1.0% for non-Retirement
Plan accounts, and (ii) for Retirement Plan accounts, 1.0% of
the first $2.5 million, plus 0.50% of the next $2.5 million,
plus 0.25% of purchases over $5 million. That commission will
be paid only on those purchases that were not previously
subject to a front-end sales charge and dealer commission.
No sales commission will be paid to the dealer, broker or
financial institution on sales of Class A shares purchased
with the redemption proceeds of shares of a mutual fund
offered as an investment option in a Retirement Plan in which
Oppenheimer funds are also offered as investment options under
a special arrangement with the Distributor if the purchase
occurs more than 30 days after the addition of the Oppenheimer
funds as an investment option to the Retirement Plan.
6. Effective January 1, 1997, the second sentence in the
section captioned "Special Arrangements with Dealers" on page 29 is
deleted.
7. The seventh subparagraph under the section captioned
"Waivers of Class A Sales Charges - Waivers of Initial and
Contingent Deferred Sales Charges for Certain Purchasers" on page
30 is deleted and replaced with the following subparagraph:
(1) investment advisors and financial planners who
charge an advisory, consulting or other fee for their
services and buy shares for their own accounts or the
accounts of their clients, (2) Retirement Plans and
deferred compensation plans and trusts used to fund those
Plans (including, for example, plans qualified or created
under sections 401(a), 403(b) or 457 of the Internal
Revenue Code), and "rabbi trusts" that buy shares for
their own accounts, in each case if those purchases are
made through a broker or agent or other financial
intermediary that has made special arrangements with the
Distributor for those purchases; and (3) clients of such
investment advisors or financial planners who buy shares
for their own accounts may also purchase shares without
sales charge but only if their accounts are linked to a
master account of their investment advisor or financial
planner on the books and records of the broker, agent or
financial intermediary with which the Distributor has
made such special arrangements (each of these investors
may be charged a fee by the broker, agent or financial
intermediary for purchasing shares).
8. The section captioned "Waivers of Class A Sales Charges -
Waivers of the Class A Contingent Deferred Sales Charge for Certain
Redemptions" on page 31 is revised to read as follows:
The Class A contingent deferred sales charge is also waived if
shares that would otherwise be subject to the contingent
deferred sales charge are redeemed in the following cases:
to make Automatic Withdrawal Plan payments that are
limited annually to no more than 12% of the
original account value;
involuntary redemptions of shares by operation of
law or involuntary redemptions of small accounts
(see "Shareholder Account Rules and Policies,"
below);
if, at the time a purchase order is placed for
Class A shares that would otherwise be subject to
the Class A contingent deferred sales charge, the
dealer agrees in writing to accept the dealer's
portion of the commission payable on the sale in
installments of 1/18th of the commission per month
( and no further commission will be payable if the
shares are redeemed within 18 months of purchase);
for distributions from a TRAC-2000 401(k) plan
sponsored by the Distributor due to the termination
of the TRAC-2000 program.
for distributions from Retirement Plans, deferred
compensation plans or other employee benefit plans
for any of the following purposes: (1) following
the death or disability (as defined in the Internal
Revenue Code) of the participant or beneficiary
(the death or disability must occur after the
participant's account was established); (2) to
return excess contributions; (3) to return
contributions made due to a mistake of fact; (4)
hardship withdrawals, as defined in the plan; (5)
under a Qualified Domestic Relations Order, as
defined in the Internal Revenue Code; (6) to meet
the minimum distribution requirements of the
Internal Revenue Code; (7) to establish
"substantially equal periodic payments" as
described in Section 72(t) of the Internal Revenue
Code; (8) for retirement distributions or loans to
participants or beneficiaries; (9) separation from
service; (10) participant-directed redemptions to
purchase shares of a mutual fund (other than a fund
managed by the Manager or its subsidiary) offered
as an investment option in a Retirement Plan in
which Oppenheimer funds are also offered as
investment options under a special arrangement with
the Distributor; or (11) plan termination or "in-
service distributions", if the redemption proceeds
are rolled over directly to an OppenheimerFunds
IRA.
9. Appendix C (appearing on pages C-1 and C-2) is hereby
deleted.
January 21, 1997 PSO280.013
