OPPENHEIMER HIGH YIELD FUND INC
497, 1999-02-01
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                  OPPENHEIMER HIGH YIELD FUND
           Supplement dated February 1, 1999 to the
               Prospectus dated October 27, 1998

The Prospectus is changed as follows:

1. The third  sentence of the paragraph  entitled "Who Manages the Fund?" in the
section entitled "A Brief Overview of the Fund" on page 6 is modified to read as
follows: "The Fund's portfolio managers are David Negri and Thomas Reedy."

2. The paragraph entitled  "Portfolio  Manager" in the section entitled "How the
Fund is Managed" on page 22 is modified to read as follows:

    The Portfolio  Managers of the Fund are David Negri and Thomas Reedy.  They
    are the persons  principally  responsible for the day-to-day  management of
    the  Fund's  investments,  and each is a Vice  President  of the Fund.  Mr.
    Negri  is a Senior  Vice  President  of the  Manager.  Mr.  Reedy is a Vice
    President  of the  Manager.  Mr.  Negri and Mr.  Reedy have been  portfolio
    managers of the Fund since October  1998.  Each is an officer and portfolio
    manager of other  Oppenheimer funds and have been with the Manager for more
    than five years.



February 1, 1999                                                   PS0280.017

<PAGE>

                           OPPENHEIMER HIGH YIELD FUND
                   Supplement dated February 1, 1999 to the
          Statement of Additional Information dated October 27, 1998


The Statement of Additional Information is changed as follows:

1.  The  biographical  information  about  Ralph  Stellmacher  in the  paragraph
entitled  "Trustees  and Officers of the Fund" in the section  entitled "How the
Fund is Managed" on page 25 is replaced with the following:

David P. Negri, Vice President and Portfolio Manager; Age: 44
Two World Trade Center, 34th Floor, New York, New York 10048-0203
Senior Vice President of the Manager; an officer of other Oppenheimer funds.

Thomas P. Reedy, Vice President and Portfolio  Manager;  Age: 36 Two World Trade
Center,  34th Floor, New York, New York 10048-0203 Vice President of the Manager
(since June 1993); an officer of other Oppenheimer funds;  formerly a Securities
Analyst for the Manager.



February 1, 1999                                              PX0280.006



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