CENTENNIAL MONEY MARKET TRUST
497, 1997-10-01
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                                          Daily Cash Accumulation Fund, Inc.
                                          6803 South Tucson Way
                                          Englewood, CO 80112
                                          800 525-7048

                                          October 1, 1997

Dear Daily Cash Accumulation Fund, Inc. Shareholder:

      After  careful  consideration,  your Board of Directors has agreed that it
would be in the best interest of shareholders of Daily Cash  Accumulation  Fund,
Inc. (the "Fund") to reorganize the Fund into  Centennial  Money Market Trust. A
shareholder   meeting  has  been   scheduled  for  November  18,  and  all  Fund
shareholders of record on September 19, are being asked to vote either in person
or by proxy.  You will find enclosed a notice of the meeting,  a proxy statement
describing  the  proposal,  a Centennial  Money Market  Trust  prospectus  dated
October 1, 1997, a ballot card and a postage-paid return envelope.

Why does the Board of Directors recommend this change?

      The Fund and  Centennial  Money  Market  Trust are both money market funds
and, as such, have similar investment  objectives and policies.  The performance
of the funds has been substantially  similar,  over the last few years, in part,
because of subsidies  being paid by the Manager to the Fund.  The Manager cannot
provide assurances that these subsidies will continue. The Manager has agreed to
reduce the contractual management fee paid by Centennial Money Market Trust upon
completion of the Reorganization.  In addition,  another anticipated benefit for
shareholders is the economy of scale which could result from  consolidation into
a much larger fund. By reorganizing  into Centennial  Money Market Trust --which
now has over $9.5  billion  in assets  --  former  shareholders  of the Fund may
benefit from a lower  expense ratio as costs are spread among a larger number of
shares.

      After the  Reorganization,  you will become a  shareholder  of  Centennial
Money  Market  Trust,  The  investment  adviser  would  be  the  same  and it is
anticipated that the expenses of Centennial Money Market Trust would be slightly
lower than those of the Fund.

How do you vote?

      No matter  how large or small  your  investment,  your vote is  important.
Please review the proxy statement carefully where these matters are explained in
more detail.  To cast your vote,  simply mark,  sign and date the enclosed proxy
ballot and return it in the  postage-paid  envelope today.  Remember,  it can be
expensive for the Fund -- and  ultimately  for you as a shareholder -- to remail
ballots if not enough responses are received to conduct the meeting.

      As always,  we appreciate  your confidence and look forward to serving you
for many years to come.

Sincerely,

/S/ James C. Swain                        /s/ Bridget A. Macaskill

James C. Swain                            Bridget A. Macaskill
Chairman                                  President
Daily Cash Accumulation Fund, Inc.        Daily Cash Accumulation Fund, Inc.


<PAGE>



Daily Cash Accumulation Fund, Inc.

Proxy for Special Shareholders Meeting To Be Held November 18, 1997

Your shareholder vote is important!

Your prompt response can save your Fund the expense of another mailing.

Please  mark your  proxy on the  reverse  side,  date and sign it, and return it
promptly in the accompanying envelope which requires no postage if mailed in the
United States.

                  Please detach at perforation before mailing.
      -------------------------------------------------------------------
Daily Cash Accumulation Fund, Inc.

Proxy For Special Shareholders Meeting to be held November 18, 1997

The undersigned  shareholder of Daily Cash Accumulation Fund,  Inc.(the "Fund"),
does hereby  appoint  Robert J. Bishop,  George C. Bowen,  Andrew J. Donohue and
Scott T.  Farrar,  and each of them,  as  attorneys-in-fact  and  proxies of the
undersigned,  with full power of substitution,  to attend the Special Meeting of
the  Shareholders  of the Fund to be held on November  18,  1997,  at 6803 South
Tucson Way,  Englewood,  Colorado  80112 at 10:00 A.M.,  Denver time, and at all
adjournments thereof, and to vote the shares held in the name of the undersigned
on the record date for said  meeting on the  Proposal  specified  on the reverse
side. Said  attorneys-in-fact  shall vote in accordance with their best judgment
as to any other matter.

Proxy  solicited on behalf of the Board of Directors  who  recommends a vote FOR
the Proposal on the reverse side. The shares represented hereby will be voted as
indicated on the reverse side or FOR if no choice is indicated.


                                                            (Over)
                                                             140



<PAGE>



Daily Cash Accumulation Fund, Inc.

Proxy for Special Shareholders Meeting To Be Held November 18, 1997

Your shareholder vote is important!

Your prompt  response can save your Fund money.  Please vote, sign and mail your
proxy ballot (this card) in the enclosed  postage-paid envelope today, no matter
how many shares you own. A majority of the Fund's shares must be  represented in
person or by proxy. Please vote your proxy so your Fund can avoid the expense of
another mailing.

                  Please detach at perforation before mailing.
       -----------------------------------------------------------------
1. The Proposal: To approve an Agreement and Plan of Reorganization  between the
Fund  and  Centennial  Money  Market  Trust  ("Money  Market  Trust"),  and  the
transactions  contemplated thereby,  including (a) the transfer of substantially
all the assets of the Fund in exchange for shares of Money Market Trust, (b) the
distribution  of  such  shares  to the  shareholders  of the  Fund  in  complete
liquidation  of the Fund, (c) the  de-registration  of the Fund as an investment
company  under the  Investment  Company  Act of 1940,  as  amended,  and (d) the
dissolution of the Fund and, in connection  there with, the  cancellation of the
outstanding shares of the Fund.

1.    o FOR                   o AGAINST                      o ABSTAIN

NOTE:  Please sign exactly as your name(s) appear on this Proxy. When signing as
custodian,  attorney, executor,  administrator,  trustee, etc., please give your
full title as such.  All joint owners should sign this proxy.  If the account is
registered in the name of a  corporation,  partnership  or other entity,  a duly
authorized individual must sign on its behalf and give his or her title.

                              Dated: ___________________________, 1997
                                      (Month)         (Day)
                              ---------------------------------------
                              Signature(s)

                              ---------------------------------------
                              Signature(s)

                              Please read both sides of this ballot

                                                                      (Over)
                                                                        140


<PAGE>
                                                    

                      Daily Cash Accumulation Fund, Inc.
               6803 South Tucson Way, Englewood, Colorado 80112
                                1-800-525-7048

                   NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
                        TO BE HELD ON NOVEMBER 18, 1997

To the Shareholders of Daily Cash Accumulation Fund, Inc.:

   
Notice is hereby given that a Special Meeting of the  Shareholders of Daily Cash
Accumulation  Fund,  Inc.("Daily  Cash  Fund"),  a  Maryland  corporation  and a
registered management investment company, will be held at 6803 South Tucson Way,
Englewood,  Colorado 80112 at 10:00 A.M.,  Denver time, on November 18, 1997, or
any adjournments thereof (the "Meeting"), for the following purposes:

1. To approve or  disapprove  an Agreement  and Plan of  Reorganization  between
Daily Cash Fund and  Centennial  Money Market Trust ("Money  Market  Trust"),  a
Massachusetts  business  trust,  and  the  transactions   contemplated  thereby,
including (a)the transfer of substantially  all of the assets of Daily Cash Fund
to Money  Market Trust in exchange  for shares of  beneficial  interest of Money
Market Trust,  (b) the  distribution of such shares to the shareholders of Daily
Cash Fund in complete liquidation of Daily Cash Fund, (c) the de-registration of
Daily Cash Fund as an  investment  company under the  Investment  Company Act of
1940, as amended,  and (d) the dissolution of Daily Cash Fund and, in connection
therewith,  the  cancellation of the outstanding  shares of Daily Cash Fund (the
"Proposal" or the "Reorganization").
    

2. To act upon such  other  matters as may  properly  come  before the  Meeting.
Shareholders  of record at the  close of  business  on  September  19,  1997 are
entitled to notice of, and to vote at, the  Meeting.  The Proposal is more fully
discussed in the Proxy Statement and Prospectus. Please read it carefully before
telling  us,  through  your proxy or in person,  how you wish your  shares to be
voted.  Daily Cash Fund's Board of  Directors  recommends a vote in favor of the
Proposal. WE URGE YOU TO SIGN, DATE AND MAIL THE ENCLOSED PROXY PROMPTLY.

By Order of the Board of Directors,


Andrew J. Donohue, Secretary
October 1, 1997
- -------------------------------------------------------------------------------
Shareholders  who do not expect to attend the Meeting are  requested to indicate
voting instructions on the enclosed proxy and to date, sign and return it in the
accompanying  postage-paid envelope. To avoid unnecessary duplicate mailings, we
ask your cooperation in promptly mailing your proxy no matter how large or small
your holdings may be.

140


<PAGE>
                                                

                      Daily Cash Accumulation Fund, Inc.
               6803 South Tucson Way, Englewood, Colorado 80112
                                1-800-525-7048

                                PROXY STATEMENT

                         Centennial Money Market Trust
               6803 South Tucson Way, Englewood, Colorado 80112

                                1-800-525-7048

                                  PROSPECTUS

   
This Proxy Statement of Daily Cash Accumulation  Fund, Inc. ("Daily Cash Fund"),
a Maryland  corporation,  relating to the Agreement  and Plan of  Reorganization
dated as of June 25, 1997 (the "Reorganization  Agreement") by and between Daily
Cash  Fund  and  Centennial  Money  Market  Trust  ("Money  Market  Trust"),   a
Massachusetts  business trust,  and the transactions  contemplated  thereby (the
"Reorganization")  also  constitutes a Prospectus of Money Market Trust included
in a  Registration  Statement on Form N- 14 filed by Money Market Trust with the
Securities and Exchange  Commission  (the "SEC").  Such  Registration  Statement
relates to the registration of shares of Money Market Trust to be distributed to
the  shareholders of Daily Cash Fund pursuant to the  Reorganization  Agreement.
Daily Cash Fund is located at 6803 South Tucson Way,  Englewood,  Colorado 80112
(telephone 1-800-525-7048).

This Proxy Statement and Prospectus sets forth concisely information about Money
Market Trust that  shareholders  of Daily Cash Fund should know before voting on
the  Reorganization.  A copy of the  Prospectus  for Money Market  Trust,  dated
October 1, 1997 is enclosed, and incorporated herein by reference. The following
documents  have been filed with the SEC and are  available  without  charge upon
written  request  to  Shareholder  Services,  Inc.  ("SSI"),  the  transfer  and
shareholder  servicing agent for Money Market Trust and Daily Cash Fund, at P.O.
Box 5143,  Denver,  Colorado  80217,  or by calling the  toll-free  number shown
above:  (i) a  Prospectus  for  Daily  Cash  Fund,  dated  April  25,  1997,  as
supplemented  August 14, 1997,  (ii) a Statement of Additional  Information  for
Daily Cash Fund,  dated  April 25,  1997,  as revised  May 12,  1997 and (iii) a
Statement of Additional  Information  for Money Market  Trust,  dated October 1,
1997.  A Statement of  Additional  Information  relating to the  Reorganization,
dated October 1, 1997 (the "Money Market Trust Additional Statement"),  which is
incorporated  herein by reference and which  contains more detailed  information
about Money Market Trust and its management, has been filed with the SEC as part
of the Money Market Trust  Registration  Statement on Form N-14 and is available
by written  request to SSI at the same address  immediately  above or by calling
the toll-free number shown above.
    

Investors are advised to read and retain this Proxy Statement and Prospectus for
future reference.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED ON THE ACCURACY OR ADEQUACY OF
THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

This Proxy Statement and Prospectus is dated October 1, 1997



<PAGE>



                               TABLE OF CONTENTS
                        PROXY STATEMENT AND PROSPECTUS
                                                                           Page
Introduction..................................................................
   General....................................................................
   Record Date; Vote Required; Share Information..............................
   Proxies....................................................................
   Costs of the Solicitation and the Reorganization...........................
Comparative Fee Table.........................................................
Synopsis......................................................................
   
   Parties to the Reorganization..............................................
   Shares to be Issued........................................................
   The Reorganization.........................................................
   Reasons for the Reorganization.............................................
   Tax Consequences of the Reorganization.....................................
   Investment Objectives and Policies.........................................
   Investment Advisory Fees and Current Waiver Arrangements...................
   Service Plan Fees..........................................................
   Purchases, Exchanges and Redemptions.......................................
    
Principal Risk Factors........................................................
Approval of the Reorganization (The Proposal).................................
   
   Reasons for the Reorganization.............................................
   Proposed Fee Structure of Money Market Trust...............................
   The Reorganization.........................................................
   Tax Aspects of the Reorganization..........................................
   Capitalization Table (Unaudited)...........................................
    
Comparison Between Daily Cash Fund and Money Market Trust.....................
   Investment Objectives......................................................
   Investment Policies........................................................
   Investment Restrictions....................................................
   Expense Ratios and Performance.............................................
   Shareholder Services.......................................................
   Comparative Information on Shareholders' Rights............................
   Management and Distribution Arrangements...................................
   Purchase of Additional Shares..............................................
Method of Carrying Out the Reorganization.....................................
Miscellaneous.................................................................
   Financial Information......................................................
   Public Information.........................................................
Other Business................................................................

Exhibit A - Agreement and Plan of Reorganization by and between
Daily Cash Accumulation Fund, Inc. and Centennial Money Market
Trust......................................................................A-1
       


                                     -1-

<PAGE>


   
                      Daily Cash Accumulation Fund, Inc.
               6803 South Tucson Way, Englewood, Colorado 80112
    
                                1-800-525-7048

                               PROXY STATEMENT

   
                        Centennial Money Market Trust
               6803 South Tucson Way, Englewood, Colorado 80112

                                1-800-525-7048
    

                                  PROSPECTUS

                        Special Meeting of Shareholders
                         to be held November 18, 1997

                                 INTRODUCTION

General

   
This Proxy  Statement and Prospectus is being  furnished to the  shareholders of
Daily Cash Fund, a Maryland corporation and a registered  management  investment
company,  in connection  with the  solicitation  by the Board of Directors  (the
"Board") of proxies to be used at the Special  Meeting of  Shareholders of Daily
Cash Fund to be held at 6803 South Tucson Way,  Englewood,  Colorado  80112,  at
10:00 A.M., Denver time, on November 18, 1997, or any adjournments  thereof (the
"Meeting").  It is  expected  that  the  mailing  of this  Proxy  Statement  and
Prospectus will commence on or about October 1, 1997.

At the  Meeting,  shareholders  of Daily  Cash Fund will be asked to  approve an
Agreement  and  Plan  of  Reorganization   dated  as  of  June  25,  1997,  (the
"Reorganization  Agreement")  between Daily Cash Fund and Money Market Trust,  a
Massachusetts  business trust, each a "Fund" and referred to herein collectively
as the "Funds" and the  transactions  contemplated  thereby,  including  (a) the
transfer  of  substantially  all the assets of Daily Cash Fund in  exchange  for
shares of beneficial  interest of Money Market Trust,  (b) the  distribution  of
such shares to the  shareholders  of Daily Cash Fund in complete  liquidation of
Daily Cash Fund,  (c) the  de-registration  of Daily Cash Fund as an  investment
company under the  Investment  Company Act of 1940, as amended (the  "Investment
Company  Act"),  and (d) the  dissolution  of Daily Cash Fund and, in connection
therewith,  the  cancellation of the outstanding  shares of Daily Cash Fund (the
"Proposal" or the "Reorganization").

Money  Market  Trust  currently  offers a single  class of shares of  beneficial
interest.  There is no initial  sales charge on purchases of shares.  The shares
issued pursuant to the Reorganization  will be issued at net asset value without
a sales  charge.  Additional  information  with respect to the shares  issued by
Money Market Trust is set forth herein,  in the Prospectus of Money Market Trust
accompanying  this Proxy  Statement and Prospectus and in the Money Market Trust
Statement of Additional Information ("Money Market Trust Additional Statement"),
which is incorporated herein by reference.
    

Record Date; Vote Required; Share Information

   
The Board has fixed the close of  business on  September  19, 1997 as the record
date (the  "Record  Date") for the  determination  of  shareholders  entitled to
notice of, and to vote at, the Meeting. The affirmative vote of the holders of a
majority  of the  total  number of shares  of Daily  Cash Fund  outstanding  and
entitled  to vote  thereon is  required  to  approve  the  Reorganization.  Each
shareholder  will be entitled to one vote for each share and a  fractional  vote
for each fractional  share held of record at the close of business on the Record
Date. Only shareholders of Daily Cash Fund will vote on the Reorganization.  The
vote of shareholders of Money Market Trust is not being solicited.

At the close of business on the Record Date, there were 3,556,912,058.941 shares
of Daily  Cash Fund  issued and  outstanding.  At the close of  business  on the
Record Date,  there were  9,672,979,638.230  shares of Money Market Trust issued
and outstanding. The presence in person or by proxy of the holders of a majority
of all of the shares of Daily Cash Fund constitutes a quorum for the transaction
of business  at the  Meeting.  To the  knowledge  of Daily Cash Fund,  as of the
Record Date, no person owned of record or  beneficially  owned 5% or more of its
outstanding   Shares  except  for  A.G.   Edwards  &  Sons,   Inc.  which  owned
3,519,863,071.330  shares (98.96% of the outstanding shares of Daily Cash Fund).
Centennial  Asset  Management  Corporation (the "Manager") has been advised that
such  shares  were held by A.G.  Edwards & Sons,  Inc.  for the  benefit  of its
customers.  As of the Record Date, to the  knowledge of Money Market  Trust,  no
person  owned of  record  or  beneficially  owned 5% or more of its  outstanding
shares except for A.G. Edwards & Sons, Inc. which owned 9,560,477,315.800 shares
(98.94% of the outstanding  shares of Money Market Trust).  The Manager has been
advised that such shares were held by A. G. Edwards & Sons, Inc. for the benefit
of its customers. In addition, as of the Record Date, the Directors and officers
of Daily Cash Fund and the  Trustees  and  officers of Money  Market Trust owned
less than 1% of the outstanding shares of either Daily Cash Fund or Money Market
Trust, respectively.
    

Proxies

The enclosed form of proxy, if properly executed and returned, will be voted (or
counted as an abstention or withheld from voting) in accordance with the choices
specified thereon,  and will be included in determining  whether there is quorum
to conduct the Meeting.  The proxy will be voted in favor of the Proposal unless
a choice is indicated to vote against or to abstain from voting on the Proposal.

   
Shares  owned of record by  broker-dealers  for the  benefit of their  customers
("street  account  shares")  will  be  voted  by  the  broker-dealer   based  on
instructions received from its customers.  If no instructions are received,  the
broker-dealer  may (if permitted  under  applicable  stock exchange  rules),  as
record holder,  vote such shares on the Proposal in the same  proportion as that
broker-dealer  votes street  account shares for which voting  instructions  were
received in time to be voted.  Broker  "non-votes"  exist where a proxy received
from a broker indicates that the broker does not have discretionary authority to
vote  the  shares  on the  matter.  Shares  represented  in  person  or by proxy
(including shares which abstain or do not vote on the Proposal, including broker
"non- votes") will be counted for purposes of  determining  the number of shares
that are  present  and are  entitled  to vote on the  Proposal,  but will not be
counted as a vote in favor of such  Proposal.  Accordingly,  an abstention  from
voting on the Proposal or a broker "non-vote" will have the same legal effect as
a vote against the Proposal.  If a shareholder  executes and returns a proxy but
fails to indicate how the votes should be cast, the proxy will be voted in favor
of the  Proposal.  The  proxy may be  revoked  at any time  prior to the  voting
thereof by: (i) writing to the  Secretary  of Daily Cash Fund at OFI,  Two World
Trade Center, New York, New York 10048-0203 if the correspondence is received in
time to be acted upon; (ii) attending the Meeting and voting in person; or (iii)
signing  and  returning  a new proxy (if  returned  and  received  in time to be
voted).
    

Costs of the Solicitation and the Reorganization

All expenses of this  solicitation,  including  the cost of printing and mailing
this Proxy  Statement  and  Prospectus,  will be borne by Daily  Cash Fund.  Any
documents such as existing  prospectuses  or annual reports that are included in
that mailing will be a cost of the Fund issuing the document. In addition to the
solicitation  of proxies by mail,  proxies  may be  solicited  by  officers  and
employees  of SSI,  personally  or by telephone  or  telegraph;  any expenses so
incurred  will be  borne  by SSI.  Proxies  may  also  be  solicited  by a proxy
solicitation firm hired at Daily Cash Fund's expense for such purpose. Brokerage
houses,  banks and other  fiduciaries  may be  requested  to forward  soliciting
material  to the  beneficial  owners of shares of Daily  Cash Fund and to obtain
authorization  for the execution of proxies.  For those  services,  if any, they
will be  reimbursed  by Daily  Cash  Fund  for  their  reasonable  out-of-pocket
expenses.

With respect to the Reorganization,  Daily Cash Fund and Money Market Trust will
bear the cost of their respective tax opinions. Any other out-of-pocket expenses
of Daily Cash Fund and Money Market Trust  associated  with the  Reorganization,
including legal,  accounting and transfer agent expenses, will be borne by Daily
Cash Fund and Money Market  Trust,  respectively,  in the amounts so incurred by
each.

                            COMPARATIVE FEE TABLE

   
Annual Fund Operating Expenses
(as a percentage of average net assets)
    

                                  Daily Cash Fund         Money Market Trust
- -------------------------------------------------------------------------------
   
Management Fees
(after voluntary waiver)             0.33%                   0.35%
    
- -------------------------------------------------------------------------------
   
12b-1 Service
    
Plan Fees                            0.20%                   0.20%
- -------------------------------------------------------------------------------
Other Expenses                       0.14%                   0.12%
- -------------------------------------------------------------------------------
Total Fund
Operating Expenses
   
(after voluntary waiver)             0.67%                   0.67%
    
- -------------------------------------------------------------------------------

   
During the twelve  month period  ended June 30,  1997,  each Fund's  "Management
Fees"  and  "Total  Fund  Operating  Expenses"  were  reduced  as a result  of a
voluntary  waiver by the Manager of a portion of the management fee which it was
entitled to receive under its Investment  Advisory  Agreement with each Fund. In
the table above the "Management  Fees" and the "Annual Fund Operating  Expenses"
of Daily Cash Fund and Money Market Trust for that twelve month period are shown
net of those voluntary  waivers.  Without those voluntary  waivers,  "Management
Fees" and  "Total  Fund  Operating  Expenses"  would  have been 0.37% and 0.71%,
respectively  of  average  net  assets  for Daily Cash Fund and 0.41% and 0.73%,
respectively,  of average net assets for Money Market Trust for the same period.
Current  waiver  arrangements  are described in "Synopsis - Investment  Advisory
Fees and Current Waiver Arrangements".  In each instance the Manager's voluntary
waiver may be modified or terminated  at any time.  The Manager  cannot  provide
assurances  that its  voluntary  waiver  with  respect  to Daily  Cash Fund will
continue. The Manager has agreed to amend its Investment Advisory Agreement with
Money  Market  Trust to reduce that  Fund's  contractual  management  fee if the
Reorganization  is  approved  and  implemented.   Upon   implementation  of  the
Reorganization  and amendment of the surviving  Money Market Trust's  Investment
Advisory Agreement,  the Manager's voluntary waiver with respect to Money Market
Trust would no longer be  relevant  and would be  withdrawn.  It should be noted
that Daily Cash Fund's Total Operating Expenses without the Manager's waiver are
greater (as a percentage of average net assets) than those of Money Market Trust
with the Manager's  voluntary waiver. See also "Approval of the Reorganization -
Reasons for the Reorganization".

It should be noted that Daily Cash Fund's Total Operating  Expenses  without the
Manager's  waiver are greater (as a percentage of average net assets) than those
of Money Market Trust with the Manager's  voluntary  waiver.  The Manager cannot
provide  assurances  that its  voluntary  waiver with respect to Daily Cash Fund
will continue. The Manager has agreed to amend its Investment Advisory Agreement
with Money Market Trust to reduce that Fund's contractual  management fee if the
Reorganization  is  approved  and  implemented.  It is  anticipated  that,  upon
implementation of the Reorganization and amendment of the surviving Money Market
Trust's Investment Advisory Agreement to reduce the contractual  management fee,
the expenses of the  surviving  Money Market Trust would be slightly  lower than
the expenses of Daily Cash Fund even after Daily Cash Fund's voluntary waiver.

The pro forma  information  set forth in the table below consists of an estimate
of the  business  expenses of the  surviving  Money  Market Trust as of June 30,
1997,  after  giving  effect  to the  Reorganization.  All  amounts  shown are a
percentage  of net assets of the  surviving  Money Market  Trust.  The pro forma
"Management  Fees" for the  surviving  Money Market Trust have been  adjusted to
reflect the amendment of Money Market Trust's Investment Advisory Agreement with
the Manager upon completion of the Reorganization to include in the fee schedule
certain  additional  breakpoints  which are now voluntary.  The amendment of the
Investment  Advisory  Agreement would result in a reduction of the Manager's fee
on  assets  over $1  billion.  Current  waiver  arrangements  are  described  in
"Synopsis - Investment Advisory Fees and Current Waiver Arrangements".  See also
"Approval of the Reorganization - Reasons for the Reorganization".
    

                                             Pro Forma Combined Funds
                                     (Daily Cash Fund with Money Market Trust)
- ---------------------------------------------------------------------------
   
Management Fees (as adjusted
to reflect amendment of
Investment Advisory Agreement)               0.34%
    
- ---------------------------------------------------------------------------
12b-1 Service
Plan Fees                                    0.20%
- ---------------------------------------------------------------------------
Other Expenses                               0.12%
- ---------------------------------------------------------------------------
Total Fund
Operating Expenses                           0.66%



   
Examples.  To attempt to show the effect of the  expenses  on an  investment  in
Daily Cash Fund or Money Market Trust over time or in the surviving Money Market
Trust  following  the  Reorganization  the  hypotheticals  shown below have been
created.  Assume that you make a $1,000  investment  in (1) shares of Daily Cash
Fund, or (2) shares of Money Market Trust,  or (3) shares of the surviving Money
Market Trust (after the  Reorganization).  Assume that the annual  return is 5%,
that  the  operating  expenses  of  Daily  Cash  Fund and  Money  Market  Trust,
respectively,  are those shown in the table immediately above relating to Annual
Fund  Operating  Expenses  which  reflects  in the case of each Fund a voluntary
waiver by the Manager of a portion of the fee to which it was entitled.  Further
assume that the operating  expenses for the surviving Money Market Trust reflect
the  amendment of its  Investment  Advisory  Agreement  upon  completion  of the
Reorganization  to include the additional  breakpoints in the fee schedule which
are now  voluntary.  If you were to redeem your shares at the end of each period
shown below,  your investment  would incur the following  expenses by the end of
each period shown.
    

                              1 year      3 years     5 years     10 years
                              ------      -------     -------     --------
Daily Cash Fund               7           21          37          83

Money Market Trust            7           21          37          83

Pro Forma Surviving
Money Market Trust
(after Reorganization)        7           21          37          82

The examples show the effect of expenses on an investment,  but are not meant to
state or predict actual or expected costs or investment  returns of the Fund(s),
all of which may be more or less than the amounts shown.

                                   SYNOPSIS

The following is a synopsis of certain information  contained in or incorporated
by  reference  in  this  Proxy   Statement  and   Prospectus  and  presents  key
considerations for shareholders of Daily Cash Fund to assist them in determining
whether to approve the  Reorganization.  This  synopsis is only a summary and is
qualified  in its  entirety by the more  detailed  information  contained  in or
incorporated  by  reference  in this  Proxy  Statement  and  Prospectus  and the
Reorganization  Agreement,  a copy of which is  attached  as  Exhibit  A hereto.
Shareholders should carefully review this Proxy Statement and Prospectus and the
Reorganization  Agreement  in their  entirety  and, in  particular,  the current
Prospectus  of Money Market Trust which  accompanies  this Proxy  Statement  and
Prospectus and is incorporated herein by reference.

Parties to the Reorganization
   
Daily  Cash  Fund is an  open-end,  diversified  management  investment  company
organized in 1981 as a Maryland  corporation.  It was originally  organized as a
Delaware  corporation  in 1972.  Money Market Trust is an open-end,  diversified
management  investment  company  organized as a Massachusetts  business trust in
1979. Daily Cash Fund is currently authorized to issue 15 billion shares whereas
Money  Market  Trust may  issue an  unlimited  number  of  shares of  beneficial
interest.  Each Fund is located at 6803 South  Tucson Way,  Englewood,  Colorado
80112.  The address of the Manager,  which serves as the  investment  adviser to
each Fund is also 6803 South Tucson Way, Englewood,  Colorado 80112.  Additional
information about the parties is set forth below.
    

Shares to be Issued
   
All  shareholders  of Daily Cash Fund will receive  shares of Money Market Trust
which will be  distributed  to the  shareholders  of Daily Cash Fund in complete
liquidation  of Daily Cash Fund.  Thereafter,  Daily Cash Fund will be dissolved
and the outstanding shares thereof will be canceled. The voting rights of shares
of each  Fund are  substantially  the  same.  See  "Comparative  Information  on
Shareholders' Rights."
    

The Reorganization

   
The  Reorganization  Agreement  provides for the transfer of the assets of Daily
Cash Fund to Money Market  Trust in exchange  for shares of Money Market  Trust.
The net asset value of Money Market Trust shares  issued in the exchange for the
assets of Daily  Cash Fund will equal the value of the assets of Daily Cash Fund
received  by  Money  Market  Trust.   Following   the  Effective   Date  of  the
Reorganization,  presently scheduled for November 20, 1997, Daily Cash Fund will
distribute  the shares of Money Market Trust  received by Daily Cash Fund on the
Closing Date (as defined herein) to shareholders of Daily Cash Fund. As a result
of the  Reorganization,  each  shareholder  will  receive the number of full and
fractional  shares  of  Money  Market  Trust  that is  equal  in  value  to such
shareholder's pro rata interest in the assets  transferred to Money Market Trust
as of the Valuation  Date (as defined  herein).  The Board of Directors of Daily
Cash  Fund has  determined  that the  interests  of  existing  Daily  Cash  Fund
shareholders  will not be  diluted  as a result of the  Reorganization.  For the
reasons set forth  below  under  "Reasons  for the  Reorganization,"  the Board,
including  the  directors  who are not  "interested  persons,"  as that  term is
defined in the  Investment  Company  Act,  of Daily Cash Fund (the  "Independent
Directors"),  has concluded that the  Reorganization is in the best interests of
Daily Cash Fund and its shareholders and has declared that the Reorganization is
advisable.  The Board of  Directors  of Daily  Cash Fund has  directed  that the
Reorganization  be  submitted  for the  consideration  of  shareholders  at this
meeting  and  recommends  approval  of the  Reorganization  by Daily  Cash  Fund
shareholders.  The Board of Trustees of Money Market  Trust has also  determined
that the interests of Money Market Trust  shareholders  will not be diluted as a
result of the  Reorganization  and,  accordingly,  have  approved  Money  Market
Trust's  participation  in  the  Reorganization.  If the  Reorganization  is not
approved,  Daily  Cash Fund  will  continue  in  existence  and the  Board  will
determine whether to pursue alternative actions. Reasons for the Reorganization
    

The Manager proposed the Reorganization of Daily Cash Fund into
   
Money  Market  Trust to the Board so that  shareholders  of Daily  Cash Fund may
become  shareholders of a larger fund with the potential for a slight  reduction
in  expenses.   In   connection   with  its   consideration   of  the  Manager's
recommendation,  the Board of  Directors of Daily Cash Fund  reviewed  extensive
information from the Manager in evaluating the effect of the  Reorganization  on
shareholders  of the Fund. In determining  whether to recommend  approval of the
Reorganization  to  shareholders  of Daily  Cash  Fund,  the Board of  Directors
considered a number of factors  including,  but not limited to: (1) the relative
size  and  performance  of  each  Fund,  whether  or not the  Reorganization  is
effected;  (2) the future prospects for growth and performance of each Fund; (3)
the compatibility of the Funds' respective investment  objectives,  policies and
restrictions; (4) the comparability of Funds' respective arrangements with their
investment  adviser,  general  distributor  and transfer  agent;  (5) the Funds'
respective  organizational  structures;  (6) the relative  expense ratios of the
Funds (with and without subsidies from the Manager) and the likely effect of the
Reorganization on those expense ratios;  (7) the costs of the Reorganization and
the allocation of such costs to the  constituent  parties;  (8) whether any cost
savings  can be  achieved  by  combining  the  Funds;  (9)  the tax  status  and
consequences of the  Reorganization;  and (10) whether the Reorganization  would
result  in  the  dilution  of  shareholder  interests.   See  "Approval  of  the
Reorganization".
    

Tax Consequences of the Reorganization

   
The  Reorganization  is intended to qualify for Federal income tax purposes as a
tax-free  reorganization.  As a condition to the closing of the  Reorganization,
each Fund will receive an opinion to the effect that the Reorganization  will so
qualify.  It is expected that no gain or loss will be recognized by either Fund,
or by the  shareholders  of either  Fund for  Federal  income tax  purposes as a
result of the Reorganization. For further information about the tax consequences
of the Reorganization, see "Approval of the Reorganization - Tax Aspects" below.
    

Investment Objectives and Policies

The  investment  objectives  of Daily  Cash  Fund and  Money  Market  Trust  are
substantially  identical in that each Fund seeks the maximum current income that
is consistent with low capital risk and the maintenance of liquidity.  Each Fund
invests in high quality money market  instruments that are determined to present
minimal  credit  risk  and  to  be of  eligible  quality  under  SEC  Rule  2a-7
promulgated  under the  Investment  Company Act ("Rule 2a-7").  See  "Comparison
Between  Daily Cash Fund and Money  Market Trust -  Investment  Objectives"  and
"Investment Policies" below.

   
Investment Advisory Fees and Current Waiver Arrangements

The services  provided by the Manager under each Investment  Advisory  Agreement
are  substantially the same. Both Funds obtain  investment  management  services
from the Manager.  In each  instance the  management  fee is computed on the net
asset  value of the Fund as of the  close of  business  each day and is  payable
monthly  at  specified  annual  rates.   Pursuant  to  its  Investment  Advisory
Agreement,  Daily Cash Fund pays the Manager 0.450% of the first $500 million of
net assets;  0.425% of the next $500  million;  0.400% of the next $500 million;
0.375% of the next $500 million;  0.350% of the next $500 million; 0.325% of the
next $500  million;  0.300% of the next  $500  million;  0.275% of the next $500
million; and 0.250% of net assets in excess of $4 billion.
    

Independently  of its  Investment  Advisory  Agreement with Daily Cash Fund, the
Manager  has  voluntarily  agreed  to  waive a  portion  of the  management  fee
otherwise payable to it by Daily Cash Fund to the extent necessary to enable the
Fund's seven-day yield to equal the seven-day yield of Money Market Trust.  This
undertaking  became  effective  as of  December  1, 1994 and may be  modified or
terminated at any time.

Money  Market  Trust pays the  Manager  0.50% of the first  $250  million of net
assets; 0.475% of the next $250 million; 0.45% of the next $250 million;  0.425%
of the next $250 million and 0.40% of net assets in excess of $1 billion.

Independently of its Investment  Advisory Agreement with Money Market Trust, the
Manager  has  voluntarily  agreed  to  waive a  portion  of the  management  fee
otherwise  payable to it by Money Market Trust to the extent  necessary  to: (a)
permit Money  Market  Trust to have a seven-day  yield at least equal to that of
Daily Cash Fund, and (b) to reduce,  on an annual basis, the management fee paid
on the  average  net assets of the Trust in excess of $1 billion  from 0.40% to:
0.40% of average net assets in excess of $1 billion but less than $1.25 billion;
0.375% of  average  net  assets in excess of $1.25  billion  but less that $1.50
billion; 0.35% of average net assets in excess of $1.50 billion but less than $2
billion;  and  0.325% of  average  net  assets in  excess  of $2  billion.  This
undertaking  became  effective  as of  December  1, 1991 and may be  modified or
terminated by the Manager at any time.

   
If shareholder approval is obtained for the Proposal,  the Manager has agreed to
amend its Investment  Advisory  Agreement with Money Market Trust to reduce that
Fund's  contractual  management fee upon completion of the  Reorganization.  The
amendment of Money Market Trust's Investment  Advisory Agreement would result in
the inclusion  therein of the  additional  breakpoints on assets in excess of $1
billion which are now voluntary.  Upon  implementation of the Reorganization and
amendment of the surviving Money Market Trust's Investment  Advisory  Agreement,
the  Manager's  voluntary  waiver with  respect to Money  Market  Trust would no
longer be relevant and would be withdrawn.

Service Plan Fees

Daily Cash Fund and Money Market Trust have both adopted Service Plans for their
respective  shares  pursuant to Rule 12b-1 of the 1940 Act.  Both Service  Plans
provide for reimbursement to the Distributor for a portion of its costs incurred
in connection  with the personal  service and  maintenance of accounts that hold
shares.  Under each plan,  payment is made at an annual rate that may not exceed
0.20% of the average annual net assets of shares of each of the Funds.
    

Purchases, Exchanges and Redemptions

Both Daily  Cash Fund and Money  Market  Trust are part of the  OppenheimerFunds
complex of mutual funds. The procedures for purchases, exchanges and redemptions
of shares of the Funds are  substantially the same. Shares of either Fund may be
exchanged only for Class A shares of the other  Oppenheimer  funds offering such
shares.


                            PRINCIPAL RISK FACTORS

In evaluating  whether to approve the  Reorganization and invest in Money Market
Trust, shareholders should carefully consider the following discussion of risks,
the information set forth in this
Proxy Statement and Prospectus and the more complete description of risk factors
set forth in the  documents  incorporated  by reference  herein,  including  the
Prospectuses  of  the  Funds  and  their  respective  Statements  of  Additional
Information.

   
In general,  an investment in either Fund entails  substantially the same risks.
The Funds invest only in securities that have remaining  maturities of 12 months
or less at the date of purchase.  For this  purpose,  floating  rate or variable
rate obligations  (described below),  which are payable on demand, but which may
otherwise  have a stated  maturity in excess of this  period,  will be deemed to
have  remaining   maturities  of  12  months  or  less  pursuant  to  conditions
established by the SEC. The Funds maintain a  dollar-weighted  average portfolio
maturity of ninety days or less.  The Funds  follow  these  policies in order to
maintain  a stable  net asset  value of $1.00 per  share,  although  there is no
assurance  that they can do so on a  continuing  basis.  The market value of the
obligations  in a Fund's  portfolio can be expected to vary inversely to changes
in prevailing interest rates.
    

                        APPROVAL OF THE REORGANIZATION
                                (The Proposal)

Reasons for the Reorganization

   
At regular  meetings held on April 29, 1997,  June 24, 1997 and August 26, 1997,
the  Board  of  Directors   of  Daily  Cash  Fund   considered   the   Manager's
recommendation  to  reorganize  the Fund with and into Money Market  Trust.  The
Board of Directors,  including the Independent  Directors,  unanimously approved
the  Reorganization  and declared the  Reorganization to be advisable and in the
best interests of shareholders.  The Board of Directors also determined that the
transactions  contemplated by the Reorganization  would not dilute the interests
of existing shareholders of the Fund.

In  determining  that the  Reorganization  is advisable,  the Board of Directors
reviewed  various  factors  about the Funds  and the  Reorganization.  The Board
considered  the fact that Daily Cash Fund and Money  Market Trust are both money
market funds and that, as such, there are substantial  similarities  between the
Funds.  Daily  Cash Fund and  Money  Market  Trust  have  substantially  similar
investment  objectives and policies and they have the same  investment  adviser.
Each Fund seeks current income that is consistent  with low capital risk and the
maintenance  of  liquidity.  See  "Comparison  Between Daily Cash Fund and Money
Market Trust" below.  The Funds have comparable risk profiles and the investment
performance of both Funds has been comparable in recent years.

The Board reviewed information concerning the relative sizes of the Funds. As of
June 30, 1997,  Daily Cash Fund's net assets were  approximately  $3.5  billion,
compared to Money Market Trust's net assets of approximately $9.1 billion.

The Manager  informed the Board that it anticipates that Daily Cash Fund's asset
base will likely decline in coming years, because Daily Cash Fund does not offer
its shares to new  shareholders.  The  Manager  stated that as Daily Cash Fund's
assets decline, it is likely that its expense ratio will increase.  In addition,
the Manager stated that it anticipates that Money Market Trust will maintain its
current  size or continue to grow.  The Manager  stated that a larger,  combined
Fund offers the potential for certain economies of scale,  including anticipated
operational efficiencies of the surviving Money Market Trust.

The Board discussed the current expense structures of the Funds, and the expense
structure of the surviving Money Market Trust after the proposed Reorganization.
The Board  acknowledged  the fact that Money Market Trust's  management fee as a
percentage of assets under its Investment Advisory Agreement is higher than that
of Daily Cash Fund under its Investment Advisory Agreement with the Manager. The
Board  considered  the current fee waivers and the proposed fee structure of the
combined  Fund,  which are  discussed  below.  See also  "Synopsis -  Investment
Advisory Fees and Current Waiver Arrangements".

Current Fee Waiver  Arrangements.  Under current  arrangements,  the Manager has
voluntarily  agreed  to reduce  its fees  with  respect  to each  Fund.  In each
instance the Manager may modify or terminate the  voluntary  waiver at any time.
In connection with these  discussions,  the Manager  indicated that it could not
guarantee  that it would not  discontinue  the voluntary  waiver with respect to
Daily Cash Fund at some point in the future.

Since December 1, 1994, the Manager has  voluntarily  agreed to waiver a portion
of Daily Cash Fund's fee to the extent  necessary to enable its seven-day  yield
to equal that of Money Market Trust.

Since December 1, 1991, the Manager has voluntarily agreed to waive a portion of
Money Market Trust's fee to the extent  necessary to enable its seven-day  yield
to equal  that of Daily  Cash  Fund  and to  reduce,  on an  annual  basis,  the
management  fee paid on average  net assets of the Trust in excess of $1 billion
by adding the following additional breakpoints, which are not presently included
in the Investment Advisory Agreement, to the management fee schedule:

Contractual Fee on Assets              Fee on Assets in Excess of $1 
Excess of $1 Billion                   Billion After Voluntary Waiver
- --------------------------            ------------------------------

0.40% of average net assets            0.40% of average net assets in
in excess of $1 billion                excess of $1 billion but less than
    
                                       $1.25 billion;

   
                                       0.375% of average net assets in excess of
                                       $1.25 billion but less that $1.5 billion;

                                       0.35% of average  net assets in excess of
                                       $1.5  billion  but less that $2  billion;
                                       and
    

                                       0.325% of average net assets in excess of
                                       $2 billion.


   
Proposed Fee Structure of Money Market Trust

The Manager  acknowledged that under its current  Investment  Advisory Agreement
with Money Market Trust the management fee and total expenses as a percentage of
assets to be paid by Money Market Trust after the Reorganization would be higher
than those currently paid by Daily Cash Fund in the absence of a waiver.  It was
noted  that  the  continued  application  of the now  voluntary  breakpoints  in
calculating the management fee on assets in excess of $1 billion would result in
total expenses after the Reorganization which would be slightly lower than those
of Daily Cash Fund. Recognizing the importance of these additional  breakpoints,
the Board of Daily Cash Fund requested,  and the Manager agreed,  subject to the
completion of the  Reorganization,  to amend its Investment  Advisory  Agreement
with  Money  Market  Trust to include in the  contractual  management  fee those
additional  breakpoints  which are now voluntary.  Once the Investment  Advisory
Agreement  has  been  amended,  the  Manager  will not be able to  increase  its
management fees without approval of shareholders of Money Market Trust.

The  Board  concluded  that in light of the  Manager's  commitment  to amend its
Investment Advisory Agreement with Money Market Trust to incorporate therein the
additional breakpoints which are now voluntary, the proposed fee structure would
be in the best interests of the shareholders of both Funds.

The  Board  of  Directors  considered  various  other  factors  relevant  to the
Reorganization,  including the nature of the anticipated  benefits to be derived
from the  Reorganization by shareholders of Daily Cash Fund. They considered the
fact that the Reorganization is expected to qualify as a tax-free reorganization
and,  in  addition,  the  fact  that no sales  charges  would  be  imposed  upon
shareholders  in connection  with the  Reorganization.  They also considered the
fact that the Reorganization may result in economies of an indeterminate  amount
to the  Manager.  The Board of  Directors  evaluated  the  merits of the  Fund's
participation  in  the  Reorganization  and  recognizing  that  there  can be no
assurance  that any  economies of scale will be realized,  concluded  that Daily
Cash Fund's participation in the Reorganization was in the best interests of the
Fund and, in addition,  that the interests of current  shareholders  of the Fund
would not be  diluted  as a result  of its  participation.  Daily  Cash Fund was
represented by legal counsel in connection with the proposed transaction.

At regular  meetings held on April 29, 1997,  June 24, 1997 and August 26, 1997,
the Board of Trustees of Money Market Trust, including the Independent Trustees,
considered the Manager's  recommendation  to reorganize Daily Cash Fund with and
into Money Market Trust.  The Trustees of Money Market Trust also concluded that
the proposed  Reorganization  would be in the best interests of  shareholders of
that Fund and that the  interests  of  shareholders  of that  Fund  would not be
diluted as a result of the Reorganization. Money Market Trust was represented by
separate  legal  counsel in  connection  with the proposed  Reorganization.  The
Trustees of Money Market Trust also serve as Directors of Daily Cash Fund.
    

The Reorganization

   
The Reorganization  Agreement (a copy of which is set forth in full as Exhibit A
to this Proxy  Statement and  Prospectus)  contemplates a  reorganization  under
which (a) all of the  assets of Daily  Cash Fund  (other  than the cash  reserve
described below [the "Cash  Reserve"]) will be transferred to Money Market Trust
in exchange  for shares of Money  Market  Trust,  (b) the shares of Money Market
Trust will be distributed  among the shareholders of Daily Cash Fund in complete
liquidation of Daily Cash Fund,(c) Daily Cash Fund will be  de-registered  as an
investment  company  under the  Investment  Company Act, and (d) Daily Cash Fund
will be dissolved and in connection with such dissolution its outstanding shares
will be canceled. The Reorganization  Agreement provides that Money Market Trust
will not assume  any of Daily  Cash  Fund's  liabilities  except  for  portfolio
securities  purchased  which  have  not  settled  and  outstanding   shareholder
redemption and dividend checks.
    
The result of effectuating  the  Reorganization  would be that: (i) Money Market
Trust will add to its gross assets all of the assets (net of any  liability  for
portfolio  securities  purchased  but not  settled and  outstanding  shareholder
redemption and dividend  checks) of Daily Cash Fund other than its Cash Reserve;
and (ii) the  shareholders of Daily Cash Fund as of the close of business on the
Closing Date will become shareholders of Money Market Trust.

The effect of the  Reorganization  will be that  shareholders of Daily Cash Fund
who vote their shares in favor of the Reorganization  will be electing to redeem
their  shares  of Daily  Cash  Fund (at net asset  value on the  Valuation  Date
referred  to below  under  "Method of  Carrying  Out the  Reorganization  Plan,"
calculated  after  subtracting  the Cash  Reserve)  and reinvest the proceeds in
shares of Money Market Trust at net asset value without sales charge and without
recognition  of taxable gain or loss for Federal  income tax purposes  (see "Tax
Aspects of the Reorganization"  below). The Cash Reserve is that amount retained
by Daily Cash Fund which is  sufficient  in the  discretion of the Board for the
payment  of:  (a)  Daily  Cash  Fund's  expenses  of  liquidation,  and  (b) its
liabilities, other than those assumed by Money Market Trust. Daily Cash Fund and
Money Market Trust will bear all of their  respective  expenses  associated with
the  Reorganization,  as set  forth  under  "Costs of the  Solicitation  and the
Reorganization"  above.  Management estimates that such expenses associated with
the  Reorganization  to be  borne  by  Daily  Cash  Fund  will be  approximately
$350,000.  Liabilities  as of the date of the  transfer of assets  will  consist
primarily of accrued but unpaid  normal  operating  expenses of Daily Cash Fund,
excluding the cost of any portfolio securities purchased but not yet settled and
outstanding  shareholder redemption and dividend checks. See "Method of Carrying
Out the Reorganization" below.

The Reorganization  Agreement provides for coordination  between the Funds as to
their respective portfolios so that, after the closing,  Money Market Trust will
be in compliance  with all of its investment  policies and  restrictions.  Daily
Cash Fund will recognize capital gain or loss on any sales made pursuant to this
paragraph.

Tax Aspects of the Reorganization

Immediately  prior  to the  Valuation  Date  referred  to in the  Reorganization
Agreement, Daily Cash Fund will pay a dividend or dividends which, together with
all  previous  dividends,  will have the  effect of  distributing  to Daily Cash
Fund's  shareholders all of Daily Cash Fund's investment  company taxable income
for taxable  years  ending on or prior to the  Closing  Date  (computed  without
regard to any deduction for dividends  paid) and all of its net capital gain, if
any,  realized in taxable  years  ending on or prior to the Closing  Date (after
reduction for any available capital loss carry-forward).  Such dividends will be
included in the taxable  income of Daily Cash  Fund's  shareholders  as ordinary
income and capital gain, respectively.

The  exchange of the assets of Daily Cash Fund for shares of Money  Market Trust
and the  assumption by Money Market Trust of certain  liabilities  of Daily Cash
Fund is  intended  to qualify  for  Federal  income tax  purposes  as a tax-free
reorganization  under Section 368(a)(1) of the Internal Revenue Code of 1986, as
amended (the "Code"). Daily Cash Fund has represented to Deloitte & Touche, LLP,
tax adviser to Daily Cash Fund, that to the best of the Fund's knowledge,  there
is no plan or  intention  by any Fund  shareholder  who owns 5% or more of Daily
Cash Fund's outstanding shares, and, to Daily Cash Fund's best knowledge,  there
is no  plan  or  intention  on  the  part  of  the  remaining  Daily  Cash  Fund
shareholders,  to redeem,  sell,  exchange or  otherwise  dispose of a number of
Money Market Trust shares  received in the  transaction  that would reduce Daily
Cash Fund  shareholders'  ownership  of Money Market Trust shares to a number of
shares having a value,  as of the Closing Date, of less than 50% of the value of
all the formerly  outstanding  Daily Cash Fund shares as of the same date. Money
Market Trust and Daily Cash Fund have each represented to Deloitte & Touche LLP,
that, as of the Closing Date, it will qualify as a regulated  investment company
or will meet the diversification test of Section 368(a)(2)(F)(ii) of the Code.

As a condition  to the closing of the  Reorganization,  Money  Market  Trust and
Daily Cash Fund, respectively,  will receive an opinion of Deloitte & Touche LLP
to  the  effect  that,  based  on  the  Reorganization   Agreement,   the  above
representations,  existing provisions of the Code,  Treasury  Regulations issued
thereunder, current Revenue Rulings, Revenue Procedures and court decisions, for
Federal  income  tax  purposes:   

1.    The transactions contemplated  by  the Reorganization Agreement will 
      qualify as a tax-free  "reorganization" within the meaning of Section
      368(a)(1) of the Code.

2.    Daily Cash Fund and Money  Market Trust will each qualify as "a party to a
      reorganization" within the meaning of Section 368(b)(2) of the Code.

3.    No gain or loss will be recognized by the  shareholders of Daily Cash Fund
      upon the  distribution  of shares of  beneficial  interest in Money Market
      Trust to the  shareholders  of Daily Cash Fund  pursuant to Section 354 of
      the Code.

4.    Under  Section  361(a) of the Code no gain or loss will be  recognized  by
      Daily Cash Fund by reason of the transfer of its assets solely in exchange
      for shares of Money Market Trust.

5.    Under Section 1032 of the Code no gain or loss will be recognized by Money
      Market Trust by reason of the transfer of Daily Cash Fund's  assets solely
      in exchange for shares of Money Market Trust.

6.    The  shareholders  of Daily  Cash  Fund  will  have the same tax basis and
      holding period for the shares of beneficial interest in Money Market Trust
      that  they  receive  as they had for  Daily  Cash  Fund  shares  that they
      previously  held,  pursuant  to  Sections  358(a) and 1223(1) of the Code,
      respectively.

7.    The  securities  transferred by Daily Cash Fund to Money Market Trust will
      have the same tax basis and  holding  period in the hands of Money  Market
      Trust as they had for Daily Cash Fund,  pursuant  to  Sections  362(b) and
      1223(1) of the Code, respectively.

Opinions of experts are not binding  upon the  Internal  Revenue  Service or the
courts. If the  Reorganization is consummated but does not qualify as a tax-free
reorganization  under the Code, each Daily Cash Fund shareholder would recognize
a taxable gain or loss equal to the  difference  between his or her tax basis in
his or her Daily Cash Fund  shares  and the fair  market  value of Money  Market
Trust shares he or she received as a result of the Reorganization.

Shareholders of Daily Cash Fund should consult their tax advisors  regarding the
effect,   if  any,  of  the   Reorganization   in  light  of  their   individual
circumstances. Since the foregoing discussion relates only to the Federal income
tax consequences of the  Reorganization,  shareholders of Daily Cash Fund should
also consult their tax advisors as to state and local tax consequences,  if any,
of the Reorganization.

Capitalization Table (Unaudited)

The table  below  sets  forth the  capitalization  of Daily  Cash Fund and Money
Market Trust and indicates the pro forma combined  capitalization as of June 30,
1997 as if the Reorganization had occurred on that date.
<TABLE>
<CAPTION>

June 30, 1997
                                                                           Net Asset
                                                      Shares               Value
                                 Net Assets           Outstanding          Per Share
                                 ----------           ------------         ----------
<S>                              <C>                  <C>                  <C>
Daily Cash Fund                  $3,511,226,915       3,511,067,059        $1.00

Money Market Trust               $9,062,966,881       9,062,904,841        $1.00

   
Money Market Trust               $12,574,193,796      12,573,971,900       $1.00
Pro Forma Surviving Fund
(after Reorganization with Daily Cash)(1)
    
</TABLE>
   
(1)  Reflects  issuance  of  3,511,067,059  shares  of Money  Market  Trust in a
tax-free   exchange  for  the  net  assets  of  Daily  Cash  Fund,   aggregating
$3,511,226,915.  The pro forma ratio of expenses to average annual net assets of
the shares for fiscal year ended June 30, 1997 would have been 0.66%.
    

                      COMPARISON BETWEEN DAILY CASH FUND
                            AND MONEY MARKET TRUST

The  following  discussion  is based upon and  qualified  in its entirety by the
descriptions of the respective investment objectives,  policies and restrictions
set forth in the respective  Prospectus and Statement of Additional  Information
of each Fund.  The investment  objectives,  policies and  restrictions  of Money
Market  Trust  can be found in its  Prospectus,  which  accompanies  this  Proxy
Statement and Prospectus, under the captions "Investment Objective and Policies"
and  "Investment   Restrictions".   The  investment  objectives,   policies  and
restrictions  of Daily  Cash Fund can be found in the  Prospectus  of Daily Cash
Fund under the captions  "Investment  Objective and  Policies"  and  "Investment
Restrictions".

Investment Objectives

   
Both Daily Cash Fund and Money  Market  Trust seek to achieve a level of current
income consistent with preserving capital and providing  liquidity.  Each Fund's
investment  objective  is a  fundamental  policy  which means that it may not be
changed without shareholder approval.
    

Investment Policies

Both Funds are subject to the  provisions of Rule 2a-7.  As a result,  the Funds
may only purchase U.S. dollar-denominated  instruments that each Fund's Board of
Directors or Board of Trustees,  as the case may be, determines presents minimal
credit risks and are  "Eligible  Securities"  at the time of purchase.  Eligible
Securities  include (1)  securities  rated in one of the two highest  short-term
rating  categories  by  any  two  "nationally   recognized   statistical  rating
organizations"  as  defined  in Rule 2a- 7  ("NRSROs")  or if only one NRSRO has
assigned a rating,  by that NRSRO; or (2) unrated  securities that are judged by
the  Manager to be of  comparable  quality  to  investments  that are  "Eligible
Securities" rated by NRSROs.  In addition,  Rule 2a-7 prohibits either Fund from
holding  more than 5% of its assets in "Second Tier  Securities".  (A First Tier
Security is a security that is rated in the highest  short-term rating category.
A Second Tier Security is one that is eligible for purchase under Rule 2a-7, but
is not a First Tier Security.)

   
Each Fund also has certain portfolio maturity restrictions. The Funds may invest
only in securities  that have  remaining  maturities of 12 months or less at the
date of purchase.  For this  purpose,  the Funds deem  floating rate or variable
rate  obligations  that are payable on demand,  but may otherwise  have a stated
maturity greater than this period, to have remaining  maturities of 12 months or
less pursuant to conditions established by the SEC. The Funds must also maintain
a dollar-weighted average portfolio maturity of ninety days or less.
    

The Funds follow these policies in order to maintain a stable net asset value of
$1.00 per share,  although  there is no assurance that they can do so regularly.
Shareholders  should expect the market value of the  obligations  in each Fund's
portfolio to vary inversely to changes in prevailing interest rates.

Subject  to the  parameters  of Rule  2a-7,  the  Funds  invest  in the types of
securities  described below. These policies are non- fundamental  policies.  The
Board may change non-fundamental policies without shareholder approval.

U.S.  Government  Securities.  Both  Funds may invest in  obligations  issued or
guaranteed by the U.S. Government or its agencies or instrumentalities, maturing
in twelve months or less from the date of purchase.

Bank Obligations. Both Funds may invest in U.S. dollar-denominated  certificates
of deposit,  bankers'  acceptances  and any other bank  obligations  if they are
obligations  of: (1) any U.S.  bank  having  total  assets at least  equal to $1
billion or (2) any foreign bank, if such bank has total assets at least equal of
U.S. $1 billion.  Daily Cash Fund may also invest in instruments secured by such
obligations.  Neither Fund may invest more than 25% of its assets in  securities
issued by foreign banks.

Commercial  Paper.  Both Funds may invest in commercial  paper  maturing in nine
months or less from the date of purchase,  or in variable  rate notes,  variable
rate master  demand notes or master demand notes that meet the  requirements  of
Rule 2a-7.

Certain  Debt  Obligations.  Both Funds may invest in certain  debt  obligations
which are Eligible  Securities  and that either mature within twelve months from
the date of purchase or have been called for redemption by the issuer, with such
redemption to be effective within one year.

Floating  Rate/Variable  Rate Notes.  Both Funds may invest in floating  rate or
variable rate notes having a remaining  maturity of one year or less or floating
rate or variable rate notes having a remaining maturity of more than one year if
they have a demand feature that permits the Fund to recover the principal amount
of the  underlying  security at specified  intervals  not exceeding one year and
upon no more than 30 days' notice.

Repurchase  Agreements.  Both Funds may acquire  securities  that are subject to
repurchase  agreements,  provided that such repurchase  agreements will be fully
collateralized under the requirements of Rule 2a-7.

Other  Obligations.  Daily Cash Fund may invest in obligations  other than those
enumerated  above if  accompanied  by a guarantee of  principal  and interest or
letter of credit,  provided  that the guarantee or letter of credit is that of a
bank or  corporation  whose  certificates  of  deposit or  commercial  paper may
otherwise be purchased by the Fund. Money Market Trust may invest in obligations
other than those  enumerated  above if they are  guaranteed  as to principal and
interest  by  the  U.S.  Government  or  one of  its  agencies  or by a bank  or
corporation  whose  certificates of deposit or commercial paper may otherwise be
eligible  for purchase by the Fund.  In the case of both Funds such  obligations
and  guarantees  must be due  within  twelve  months  or less  from  the date of
purchase unless they are purchased subject to repurchase  agreements calling for
delivery in twelve months or less.

Board  Approved  Instruments.  Both Funds may invest in  obligations  other than
those  enumerated  above,  provided  that such  obligations  are approved by the
Fund's  Board  and are in  accordance  with  the  Fund's  investment  objective,
policies and restrictions.

Illiquid and Restricted Securities. Both Funds may invest up to 25% of their net
assets  in  restricted  securities,  subject  to a  10%  overall  limitation  on
investments in illiquid securities.  i.e. securities that are illiquid by virtue
of the absence of a readily  available market or because of legal or contractual
restrictions on resale.

Investment Restrictions
   
Both Funds have  certain  investment  restrictions  which,  together  with their
respective investment objectives, are fundamental policies. Fundamental policies
are policies  which can be changed only by the vote of a "majority"  (as defined
in the  Investment  Company Act) of the Fund's  outstanding  voting  securities.
Under some of those  restrictions,  the Funds cannot: (1) invest more than 5% of
the value of its total assets in the  securities  of any one issuer  (other than
the U.S.  Government  or its agencies or  instrumentalities);  (2) purchase more
than 10% of the outstanding  non-voting securities or more than 10% of the total
debt securities of any one issuer; (3) concentrate  investments to the extent of
25% of its  assets  in any  industry;  however,  there  is no  limitation  as to
investment in obligations issued by banks,  savings and loan associations or the
U.S.  Government and its agencies or  instrumentalities;  (4) invest in any debt
instrument  having  a  maturity  in  excess  of one  year  from  the date of the
investment  or,  in  the  case  of a debt  instrument  subject  to a  repurchase
agreement or called for redemption,  having a repurchase or redemption date more
than one year from the date of the  investment;  (5)  borrow  money  except as a
temporary measure for extraordinary or emergency  purposes,  and then only up to
10% of the  market  value of the  Fund's  assets;  no  assets of the Fund may be
pledged,  mortgaged  or assigned to secure a debt and as to Money  Market  Trust
only,  the Fund will not make any investment  when such borrowing  exceeds 5% of
the  value of its  assets;  (6)  invest  more  than 5% of the value of its total
assets in  securities  of companies  that have  operated  less than three years,
including the  operations of  predecessors;  or (7) make loans,  except the Fund
may: (i) purchase debt  securities,  (ii) purchase  debt  securities  subject to
repurchase  agreements,  or  (iii)  lend  its  securities  as  described  in the
Statement of  Additional  Information;  (8) invest in  commodities  or commodity
contracts or invest in interests in oil,  gas or other  mineral  exploration  or
mineral development programs;  (9) invest in real estate;  however the Funds may
purchase  debt  securities  issued by  companies  which invest in real estate or
interests  therein;  (10)  purchase  securities on margin or make short sales of
securities;  (11) invest in or hold  securities of any issuer if those  officers
and  Directors  or  Trustees of the Fund or the  Manager  who  beneficially  own
individually  more than 0.5% of the securities of such issuer  together own more
than 5% of the securities of such issuer;  (12)  underwrite  securities of other
companies;  or (13) invest in  securities of other  investment  companies (as to
Money Market Trust only, except in connection with a consideration or merger).
    

Additional  information  about both Funds is set forth in documents  that may be
obtained upon request of the Transfer Agent or upon review at the offices of the
SEC. The following  discussion  about the investment  objectives and policies of
Daily Cash Fund and Money Market Trust is qualified in its entirety by reference
to each Fund's current Prospectus and Statement of Additional  Information.  See
"Miscellaneous - Public Information."

   
The  securities  in which Money Market  Trust and Daily Cash Fund each  normally
invest are summarized above. The Funds invest in substantially the same types of
securities and are subject to similar investment restrictions.  These investment
techniques and strategies  involve  certain risks which are explained more fully
in each Fund's Statement of Additional Information.
    

Unless the  Prospectus  of either  Money  Market Trust or Daily Cash Fund states
that a percentage restriction applies on an ongoing basis, a restriction applies
only at the time  the  Fund  makes  an  investment,  and the Fund  need not sell
securities  to  meet  the  percentage  limits  if the  value  of the  investment
increases  in  proportion  to  the  size  of  the  Fund.  Additional  investment
restrictions are listed in "Other  Investment  Restrictions" in the Statement of
Additional Information of each Fund.

Expense Ratios and Performance
   
The ratio of  expenses  to average net assets for Daily Cash Fund for the period
ended June 30, 1997 was 0.67% (after the Manager's voluntary waiver).  The ratio
of expenses to average net assets  would have been 0.71%  without the  Manager's
voluntary  waiver.  The ratio of expenses to average net assets for Money Market
Trust for the fiscal year ended June 30, 1997, was 0.67%.  The ratio of expenses
to average  net assets  would have been 0.73%  without the  Manager's  voluntary
waiver.  Further details are set forth above under  "Comparative Fee Table",  in
Daily Cash Fund's Annual Report as of December 31, 1996 and Semiannual Report of
June 30, 1997, and Money Market Trust's Annual Report as of June 30, 1997, which
are included in the Statement of Additional  Information.  The  Prospectuses and
Statements  of Additional  Information  of the Funds discuss the manner in which
the Funds' current yield and compounded yield are calculated.  For the seven day
period  ended June 30,  1997,  the  current  yield for Daily Cash Fund and Money
Market Trust 5.04% and 5.04%,  respectively.  In each instance the current yield
reflects the Manager's  voluntary  waiver of a portion of the  management fee to
which it was entitled.  In the absence of these voluntary  waivers,  the current
yield for Daily  Cash Fund and Money  Market  Trust  would  have been  4.98% and
4.97%, respectively, for the seven day period ended June 30, 1997.
    

Shareholder Services

   
The  policies of Daily Cash Fund and Money  Market Trust with respect to minimum
initial investments and subsequent investments by its shareholders are the same.
Both Daily Cash Fund and Money Market Trust offer the following privileges:  (i)
Automatic  Purchase and Redemption  Plans with certain  brokers,  (ii) Automatic
Withdrawal Plans, (iii) exchanges of shares for shares of certain other funds at
net asset value, (iv) telephone redemption and exchange privileges, (v) payments
by Federal Wires, (vi) Checkwriting privileges, (vii) Expedited redemptions.
    

Shares of either Fund may be exchanged for shares of certain  Oppenheimer  funds
at net asset value per share.  Shareholders of the Funds may redeem their shares
by  written  request or by  telephone  request in an amount up to $50,000 in any
seven-day period.  Shareholders may arrange to have share redemption proceeds of
$2,500 or more wired by the Transfer Agent by Federal Funds wire to a designated
commercial bank which is a member of the Federal Reserve wire system. Both Funds
offer   Automatic   Withdrawal  and  Automatic   Exchange  Plans  under  certain
conditions.

Comparative Information On Shareholders' Rights

   
Form of  Organization.  Daily  Cash Fund and  Money  Market  Trust are  open-end
management  investment  companies  registered  with the SEC under the Investment
Company Act, which continuously  offer shares to the public.  Daily Cash Fund is
organized as a Maryland  corporation,  is governed by Articles of  Incorporation
and By-Laws and is managed under the  direction of a Board of  Directors.  Money
Market Trust is organized as a Massachusetts business trust and is governed by a
Declaration  of Trust and By-Laws and is managed  under the direction of a Board
of  Trustees.  Daily Cash Fund is governed by  applicable  Maryland  law whereas
Money Market Trust is governed by applicable  Massachusetts  law. Both Funds are
governed by applicable federal law.

Capitalization.  Daily Cash Fund is authorized  to issue 15 billion  shares,$.10
par value per  share.  Money  Market  Trust  may  issue an  unlimited  number of
transferable shares of beneficial  interest,  having no par value per share. The
respective  Articles of  Incorporation  or Declaration of Trust under which each
Fund has been  established  permits  the  respective  Directors  or  Trustees to
allocate  unissued  shares  into  additional  classes  thereof,  with the rights
determined  by the  Directors  or  Trustees,  as the  case may be,  all  without
shareholder  approval.  Each  Fund  currently  has  a  single  class  of  shares
outstanding.  Fractional  shares may be issued.  Each  Fund's  shares have equal
voting rights with respect to matters affecting shareholders and represent equal
proportionate  interests in the assets  belonging to the Funds.  Shareholders of
each Fund are entitled to receive  dividends  and other amounts as determined by
Daily Cash Fund's Board of Directors or Money Market Trust's Board of Trustees.

Shareholder Liability. Daily Cash Fund is a corporation organized under the laws
of the state of Maryland.  As a general  matter,  shareholders  of a corporation
will not be liable to the  corporation  or its  creditors  with respect to their
interests in the  corporation as long as their shares have been paid for and the
requisite corporate formalities have been observed,  both in the organization of
the corporation  and in the conduct of its business.  Under  Massachusetts  law,
shareholders  of a business trust could,  under certain  circumstances,  be held
personally  liable for the  obligations  of the  business  trust.  However,  the
Declaration  of Trust under which Money Market Trust was  established  disclaims
shareholder  liability  for acts or  obligations  of the Fund and requires  that
notice of such disclaimer be given in each  agreement,  obligation or instrument
entered into or executed by the Fund or the Trustees.  The  Declaration of Trust
provides  for  indemnification  out of the  Fund's  property  for all losses and
expenses of any  shareholder  held  personally  liable for the obligation of the
Fund.  Thus,  the risk of a shareholder  incurring  financial loss on account of
shareholder  liability is considered remote since it is limited to circumstances
in which the Fund itself would be unable to meet its obligations.  A substantial
number of mutual  funds in the United  States  are  organized  as  Massachusetts
business trusts.
    

Shareholder Meetings and Voting Rights. Neither Daily Cash Fund nor Money Market
Trust is required to hold annual meetings of shareholders. Each Fund is required
to call a meeting of  shareholders  for the  purpose of  electing  Directors  or
Trustees if, at any time, less than a majority of the Directors or Trustees then
holding office were elected by  shareholders.  Neither Daily Cash Fund nor Money
Market Trust currently  intends to hold regular  shareholder  meetings.  Neither
permits cumulative voting.

Liquidation  or  Dissolution.  In the  event  of the  liquidation  of a Fund the
shareholders are entitled to receive,  when, and as declared by the Directors or
Trustees,  the excess of the assets  belonging to such Fund over the liabilities
belonging  to  the  Fund.  In  either  case,  the  assets  so  distributable  to
shareholders  of  the  Fund  will  be  distributed  among  the  shareholders  in
proportion  to the number of shares of the Fund held by them and recorded on the
books of the Fund.

Management and Distribution Arrangements

   
The Manager,  located at 6803 South Tucson Way, Englewood,  Colorado 80112, acts
as the  investment  adviser to both Daily Cash Fund and Money Market Trust.  The
terms and  conditions  of the  Investment  Advisory  Agreement for each Fund are
substantially  the same.  The monthly  management  fee payable to the Manager by
each fund and current  voluntary  waiver  arrangements  with the Manager are set
forth  under   "Synopsis  -  Investment   Advisory   Fees  and  Current   Waiver
Arrangements." The Service Plan fees paid by the Funds are set forth above under
"Synopsis - Service Plan Fees."
    

Pursuant to the  Investment  Advisory  Agreements,  the Manager  supervises  the
investment operations of the Funds and the composition of their portfolios,  and
furnishes  advice and  recommendations  with respect to investments,  investment
policies  and the  purchase  and sale of  securities.  The  Investment  Advisory
Agreements require the Manager to provide Daily Cash Fund and Money Market Trust
with  adequate  office  space,  facilities  and  equipment  and to  provide  and
supervise the activities of all  administrative  and clerical personnel required
to provide effective administration for the Funds, including the compilation and
maintenance of records with respect to their  operations,  the  preparation  and
filing of specified reports, and composition of proxy materials and registration
statements for the continuous public sale of shares of each Fund.

Expenses  not  expressly  assumed by the Manager  under each  Fund's  Investment
Advisory Agreement or by Centennial Asset Management  Corporation as Distributor
of the Funds (the "Distributor"), under the General Distributor's Agreement, are
paid by the Funds. The Investment  Advisory Agreements list examples of expenses
paid by the Funds,  the major  categories  of which relate to  interest,  taxes,
brokerage  commissions,  fees to  certain  Trustees,  legal and audit  expenses,
custodian and transfer agent expenses,  share issuance costs,  certain  printing
and registration costs and non-recurring  expenses,  including litigation costs.
The  management  fee paid by Daily Cash Fund for the period  ended June 30, 1997
was $13,220,242.  This does not reflect the expense assumption by the Manager of
$1,398,800.  For the fiscal year ended June 30, 1997, the management fee paid by
Money Market Trust was $32,755,568. This does not reflect the expense assumption
by the Manager of $4,890,123.

Under its  Investment  Advisory  Agreement with Daily Cash Fund, the Manager has
agreed to  reimburse  the Fund for annual  expenses of the Fund which exceed the
most  stringent  limits  prescribed  by any state in which the Fund's shares are
offered for sale.  Excluded from such  reimbursement are brokerage  commissions,
taxes, interest and extraordinary expenses such as litigation costs. As a result
of changes in federal  securities laws which have  effectively pre- empted state
expense limitations,  the contractual commitment relating to such reimbursements
is no longer relevant.

Under its Investment Advisory Agreement with Money Market Trust, the Manager has
agreed  to  reimburse  the Fund for any  amounts  by which the  Fund's  expenses
(excluding taxes,  interest,  brokerage  commissions and extraordinary  expenses
such as  litigations  costs) in any fiscal year exceed the lesser of (i) 1.5% of
the  average  annual  net  assets  of the Fund up to $30  million  and 1% of its
average annual net assets in excess of $30 million;  or (ii) 25% of total annual
investment   income  of  the  Fund.  Since  Money  Market  Trust's  assets  were
$9,062,966,881  at June 30,  1997,  it is not  anticipated  that  the  Manager's
commitment  would  result  in  reimbursement  to the Fund  unless  asset  levels
declined to a point at which the commitment would become meaningful.

   
The Manager is a wholly owned  subsidiary  of  OppenheimerFunds,  Inc.  which is
controlled by Oppenheimer  Acquisition Corp., a holding company owned in part by
senior  management of the Manager and  ultimately  controlled  by  Massachusetts
Mutual Life Insurance Company, a mutual life insurance company that also advises
pension  plans  and  investment  companies.  The  Manager  has  operated  as  an
investment  adviser since 1978. The Manager and its affiliates  currently advise
investment companies with combined net assets aggregating over $70 billion as of
June 30,  1997,  with  more  than 3 million  shareholder  accounts.  Shareholder
Services,  Inc., a subsidiary of  OppenheimerFunds,  Inc.,  acts as transfer and
shareholder  servicing  agent on an at-cost  basis for Daily Cash Fund and Money
Market Trust and for certain other open-end funds managed by the Manager and its
affiliates.
    

The Distributor,  under a General Distributor's Agreement for each of the Funds,
acts as the principal underwriter in the continuous public offering of shares of
each Fund. For additional  information  about  distribution of the Funds' shares
and the payments made by the Funds to the  Distributor  in connection  with such
activities,  please refer to  "Distribution  and Service  Plans," in each Fund's
Statement of Addition Information.

Purchase of Additional Shares

Shares of both Daily Cash Fund and shares of Money Market Trust may be purchased
without any initial sales charge.

                   METHOD OF CARRYING OUT THE REORGANIZATION

The consummation of the transactions contemplated by the
Reorganization Agreement is contingent upon the approval of the
   
Reorganization by the shareholders of Daily Cash Fund by the affirmative vote of
a majority of all votes  entitled  to be cast on the matter,  the receipt of the
opinions and certificates set forth in Sections 10 and 11 of the  Reorganization
Agreement and the occurrence of the events  described in those  Sections.  Under
the Reorganization  Agreement,  all the assets of Daily Cash Fund, excluding the
Cash Reserve,  will be delivered to Money Market Trust in exchange for shares of
Money Market  Trust.  The Cash Reserve to be retained by Daily Cash Fund will be
sufficient  in the  discretion of the Board for the payment of Daily Cash Fund's
liabilities and Daily Cash Fund's expenses of liquidation and dissolution.
    

Assuming the  shareholders  of Daily Cash Fund approve the  Reorganization,  the
actual  exchange of assets is expected to take place on November 21, 1997, or as
soon thereafter as is practicable (the "Closing Date") on the basis of net asset
values as of the close of business on the  business  day  preceding  the Closing
Date (the "Valuation Date"). Under the Reorganization Agreement, all redemptions
of shares of Daily Cash Fund shall be  permanently  suspended  on the  Valuation
Date; only redemption  requests received in proper form on or prior to the close
of business on that date shall be fulfilled by it; redemption  requests received
by Daily Cash Fund after that date will be treated as requests  for  redemptions
of shares of Money Market Trust to be distributed to the shareholders requesting
redemption.  The  exchange of assets for shares will be done on the basis of the
per share net asset value of the shares of Money  Market  Trust and the value of
the assets of Daily Cash Fund to be  transferred  as of the close of business on
the  Valuation  Date,  valued in the manner  used by Money  Market  Trust in the
valuation of assets.  Money Market Trust is not assuming any of the  liabilities
of Daily Cash Fund,  except for portfolio  securities  purchased  which have not
settled and outstanding shareholder redemption and dividend checks.

The net asset value of the shares  transferred  by Money  Market  Trust to Daily
Cash Fund will be the same as the value of the assets  received by Money  Market
Trust.  For example,  if, on the  Valuation  Date,  Daily Cash Fund were to have
securities  with a market value of $95,000 and cash in the amount of $10,000 (of
which  $5,000 was to be  retained by it as the Cash  Reserve),  the value of the
assets which would be  transferred  to Money Market Trust would be $100,000.  If
the net asset value per share of Money  Market Trust were $1.00 per share at the
close of business on the Valuation Date, the number of shares to be issued would
be 100,000 ($100,000 / $1.00).  These 100,000 shares of Money Market Trust would
be distributed to the former  shareholders  of Daily Cash Fund.  This example is
given for  illustration  purposes only and does not bear any relationship to the
dollar amounts or shares expected to be involved in the Reorganization.

   
In conjunction  with the Closing,  Daily Cash Fund will distribute on a pro rata
basis to its  shareholders  of record on the Valuation  Date the shares of Money
Market Trust received by Daily Cash Fund at the Closing in complete  liquidation
of Daily  Cash  Fund and the  outstanding  shares  of Daily  Cash  Fund  will be
canceled. To assist Daily Cash Fund, and Daily Cash Fund, will then be dissolved
in this distribution,  Money Market Trust will, in accordance with a shareholder
list supplied by Daily Cash Fund, cause its transfer agent to credit and confirm
an  appropriate  number of shares of Money Market Trust to each  shareholder  of
Daily Cash Fund.  Certificates  for shares of Money  Market Trust will be issued
upon
    

written  request of a former  shareholder  of Daily Cash Fund but only for whole
shares with  fractional  shares  credited to the name of the  shareholder on the
books of Money Market Trust,  provided that shares  represented by  certificates
are delivered for cancellation.  Former shareholders of Daily Cash Fund who wish
to obtain  certificates  representing  their  shares of Money Market Trust must,
after receipt of their  confirmations,  make a written  request to SSI, P.O. Box
5143,  Denver,   Colorado  80217.   Shareholders  of  Daily  Cash  Fund  holding
certificates  representing  their shares will not be required to surrender their
certificates  to  anyone  in  connection  with  the  Reorganization.  After  the
Reorganization, however, it will be necessary for such shareholders to surrender
such certificates in order to redeem, transfer, pledge or exchange any shares of
Money Market Trust or in order to obtain a share certificate  representing their
interests in Money Market Trust.

Under the Reorganization Agreement, within one year after the Closing Date Daily
Cash Fund  shall:  (a)  either  pay or make  provision  for all of its debts and
taxes;  and (b) either (i) transfer any remaining  amount of the Cash Reserve to
Money Market Trust, if such remaining  amount is not material (as defined below)
or (ii) distribute such remaining  amount to the shareholders of Daily Cash Fund
who were such on the Valuation Date. Such remaining amount shall be deemed to be
material if the amount to be distributed, after deducting the estimated expenses
of the distribution, equals or exceeds one cent per share of the number of Daily
Cash Fund shares  outstanding on the Valuation  Date.  Within one year after the
Closing Date, Daily Cash Fund will complete its liquidation.

Under the Reorganization Agreement, either Daily Cash Fund or Money Market Trust
may abandon and terminate the Reorganization Agreement without liability for any
reason  except  that in the event that either  party  terminates  the  Agreement
without reasonable cause, the terminating party will be required, upon demand by
the non-  terminating  party,  to reimburse  the  non-terminating  party for all
expenses, including reasonable out-of-pocket expenses.

In the  event  that the  Reorganization  Agreement  is not  consummated  for any
reason,  the  Board  will  consider  and may  submit to the  shareholders  other
alternatives.

                                 MISCELLANEOUS

Financial Information

   
The Reorganization  will be accounted for by the surviving Fund in its financial
statements as a tax free  reorganization.  Further  financial  information as to
Daily Cash Fund is  contained  in its  current  Prospectus,  which is  available
without charge from  Shareholder  Services,  Inc., the Transfer Agent,  P.O. Box
5143, Denver,  Colorado 80217, and is incorporated  herein by reference,  and in
its Annual Report as of December 31, 1996 and in its Semi Annual Report dated as
of June 30, 1997 of which are included in the Additional  Statement  relating to
this Reorganization.  Financial  information for Money Market Trust is contained
in its current  Prospectus  accompanying this Proxy Statement and Prospectus and
incorporated herein by reference,  and in its Annual Report as of June 30, 1997,
which is included in the Additional Statement.
    

Public Information
   
Additional  information  about  Daily  Cash  Fund  and  Money  Market  Trust  is
available,  as applicable,  in the following  documents  which are  incorporated
herein by reference:  (i) Money Market Trust's  Prospectus dated October 1, 1997
accompanying  this Proxy  Statement  and  incorporated  herein;  (ii) Daily Cash
Fund's  Prospectus  dated April 25, 1997,  as  supplemented  on August 14, 1997,
which may be obtained without charge by writing to Shareholder  Services,  Inc.,
P.O. Box 5143, Denver,  Colorado 80217; (iii) Money Market Trust's Annual Report
as of June 30,  1997,  which  may be  obtained  without  charge  by  writing  to
Shareholder  Services,  Inc. at the address indicated above; and (iv) Daily Cash
Fund's Annual Report as of December 31, 1996 and Semi Annual Reports dated as of
June 30, 1997,  which may be obtained  without  charge by writing to Shareholder
Services,  Inc. at the address  indicated above. All of the foregoing  documents
may be  obtained  by  calling  the  toll-free  number on the cover of this Proxy
Statement and Prospectus.

Additional information about the following matters is contained in the Statement
of Additional  Information relating to this Reorganization which incorporates by
reference  the  Money  Market  Trust  Prospectus  and  Statement  of  Additional
Information  dated October 1, 1997 and Daily Cash Fund's  Prospectus dated April
25,  1997,  as  supplemented  August  14,  1997,  and  Statement  of  Additional
Information  dated April 25, 1997, as revised May 12, 1997; the organization and
operation  of Money  Market  Trust and Daily  Cash  Fund;  more  information  on
investment  policies,  practices and risks;  information about Daily Cash Fund's
and  Money  Market  Trust's  Boards  and  their   responsibilities;   a  further
description  of the  services  provided by Money  Market  Trust's and Daily Cash
Fund's investment adviser,  distributor,  and transfer and shareholder servicing
agent;  dividend  policies;  tax  matters;  an  explanation  of  the  method  of
determining  the  offering  price of the shares of Money  Market Trust and Daily
Cash  Fund;  purchase,   redemption  and  exchange  programs;  and  distribution
arrangements.

Daily  Cash  Fund and  Money  Market  Trust  are  subject  to the  informational
requirements  of  the  Securities  Exchange  Act of  1934,  as  amended,  and in
accordance  therewith,  file reports and other  information  with the SEC. Proxy
material,  reports and other  information about Daily Cash Fund and Money Market
Trust which are of public record can be inspected and copied at public reference
facilities maintained by the SEC in Washington, D.C. and certain of its regional
offices.  Copies of such materials can be obtained at prescribed  rates from the
Public Reference  Branch,  Office of Consumer Affairs and Information  Services,
SEC, Washington, D.C.
    
20549.

                                OTHER BUSINESS

Management  of Daily  Cash Fund  knows of no  business  other  than the  matters
specified above which will be presented at the Meeting.  Since matters not known
at the time of the solicitation may come
before the Meeting, the proxy as solicited confers discretionary  authority with
respect to such  matters as properly  come  before the  Meeting,  including  any
adjournment  or  adjournments  thereof,  and it is the  intention of the persons
named as  attorneys-in-fact  in the proxy to vote this proxy in accordance  with
their judgment on such matters.

                                 By Order of the Board of Directors

                                 Andrew J. Donohue, Secretary

                                 October 1, 1997


                                     -2-

<PAGE>


   
                                                                  Exhibit A
    

                     AGREEMENT AND PLAN OF REORGANIZATION


   
     AGREEMENT AND PLAN OF REORGANIZATION (the "Agreement") dated as of June 25,
1997 by and between Daily Cash  Accumulation  Fund, Inc.  ("Daily Cash Fund"), a
Maryland corporation,  and Centennial Money Market Trust ("Money Market Trust"),
a Massachusetts business trust (the "Trust").
    
                             W I T N E S S E T H:

     WHEREAS,  the  parties  are  each  open-end  investment  companies  of  the
management type; and

      WHEREAS,  the  parties  hereto  desire to provide  for the  reorganization
pursuant to Section  368(a)(1) of the Internal  Revenue Code of 1986, as amended
(the "Code"),  of Daily Cash Fund through the  acquisition by Money Market Trust
of substantially all of the assets of Daily Cash Fund in exchange for the shares
of beneficial  interest of Money Market Trust and the assumption by Money Market
Trust of certain  liabilities  of Daily Cash Fund,  which shares of Money Market
Trust are to be distributed by Daily Cash Fund pro rata to its  shareholders  in
complete  liquidation  of Daily Cash Fund and in  complete  cancellation  of its
shares in connection with the dissolution of Daily Cash Fund;

      NOW, THEREFORE,  in consideration of the mutual promises herein contained,
the parties hereto agree as follows:

   
      1.  The  parties   hereto   hereby  adopt  this   Agreement  and  Plan  of
Reorganization  (the  "Agreement")  pursuant to Section 368(a)(1) of the Code as
follows: The reorganization will be comprised of the acquisition by Money Market
Trust of  substantially  all of the  properties and assets of Daily Cash Fund in
exchange  for shares of Money Market  Trust and the  assumption  by Money Market
Trust of certain liabilities of Daily Cash Fund, followed by the distribution of
such shares of Money Market Trust to the shareholders of Daily Cash Fund and the
dissolution of Daily Cash Fund and  cancellation  of the  outstanding  shares of
Daily  Cash  Fund  all upon  and  subject  to the  terms  of this  Agreement  as
hereinafter set forth.
    

      The share transfer books of Daily Cash Fund will be permanently  closed at
the close of business on the Valuation  Date (as  hereinafter  defined) and only
redemption requests received in proper form on or prior to the close of business
on the Valuation  Date as defined  herein shall be fulfilled by Daily Cash Fund;
redemption requests received by Daily Cash Fund after that date shall be treated
as  requests  for the  redemption  of the  shares  of Money  Market  Trust to be
distributed to the shareholder in question as provided in Section 5.

      2. On the  Closing  Date (as  hereinafter  defined),  all of the assets of
Daily Cash Fund on that date,  excluding a cash reserve (the "Cash  Reserve") to
be retained by Daily Cash Fund  sufficient in its  discretion for the payment of
the expenses of Daily Cash Fund's  dissolution and its  liabilities,  but not in
excess of the amount contemplated by Section 10E, shall be delivered as provided
in Section 8 to Money  Market  Trust,  in exchange  for and against  delivery to
Daily Cash Fund on the Closing Date of a number of shares of Money Market Trust,
having an  aggregate  net asset  value equal to the value of the assets of Daily
Cash Fund so transferred and delivered.

      3. The net asset value of the shares of Money  Market  Trust and the value
of the  assets  of Daily  Cash  Fund to be  transferred  shall  in each  case be
determined  as of the close of  business  of the New York Stock  Exchange on the
Valuation  Date.  The  computation of the net asset value of the shares of Money
Market  Trust and the shares of Daily Cash Fund shall be done in the manner used
by Money Market Trust and Daily Cash Fund,  respectively,  in the computation of
such net asset  value per share as set forth in their  respective  prospectuses.
The methods used by Money Market Trust in such  computation  shall be applied to
the valuation of the assets of Daily Cash Fund to be transferred to Money Market
Trust.

      Daily Cash Fund shall declare and pay,  immediately prior to the Valuation
Date, a dividend or dividends which,  together with all previous such dividends,
shall have the effect of distributing to Daily Cash Fund's  shareholders  all of
Daily Cash Fund's investment  company taxable income for taxable years ending on
or prior to the Closing Date (computed without regard to any dividends paid) and
all of its net capital  gain,  if any,  realized in taxable  years  ending on or
prior to the Closing Date (after reduction for any capital loss carry-forward).

      4.   The   closing   (the   "Closing")   shall  be  at  the   offices   of
OppenheimerFunds,  Inc. (the "Agent"),  Two World Trade Center,  34th Floor, New
York, New York 10048, at 4:00 P.M. New York time on November 21, 1997 or at such
other time or place as the  parties  may  designate  or as  provided  below (the
"Closing Date").  The business day preceding the Closing Date is herein referred
to as the "Valuation Date."

   
      In the event that on the Valuation Date either party has,  pursuant to the
Investment Company Act of 1940, as amended (the "Act"), or any rule,  regulation
or order thereunder, suspended the redemption of its shares or postponed payment
therefor, the Closing Date shall be postponed until the first business day after
the date  when  both  parties  have  ceased  such  suspension  or  postponement;
provided,  however,  that if such  suspension  shall continue for a period of 20
days beyond the Valuation  Date,  then the other party to the Agreement shall be
permitted to terminate the Agreement  without liability to either party for such
termination.
    

      5. In conjunction with the closing,  Daily Cash Fund shall distribute on a
pro rata basis to the shareholders of Daily Cash Fund on the Valuation Date, the
shares of Money Market Trust  received by Daily Cash Fund on the Closing Date in
exchange for the assets of Daily Cash Fund in complete liquidation of Daily Cash
Fund; for the purpose of the  distribution by Daily Cash Fund of shares of Money
Market Trust to its  shareholders,  Money Market Trust will  promptly  cause its
transfer  agent to: (a) credit an  appropriate  number of shares of Money Market
Trust on the books of Money Market Trust to each  shareholder of Daily Cash Fund
in accordance with a list of its shareholders (the "Shareholder  List") received
from Daily Cash Fund; and (b) confirm an  appropriate  number of shares of Money
Market Trust to each shareholder of Daily Cash Fund.  Certificates for shares of
Money Market Trust will be issued upon written  request of a former  shareholder
of Daily Cash Fund but only for whole shares, with fractional shares credited to
the name of the shareholder on the books of Money Market Trust.

   
     The  Shareholder  List shall  indicate,  as of the close of business on the
Valuation  Date,  the name and address of each  shareholder  of Daily Cash Fund,
indicating  his or her  share  balance.  Daily  Cash Fund  agrees to supply  the
Shareholder  List to  Money  Market  Trust  not  later  than the  Closing  Date.
Shareholders of Daily Cash Fund holding  certificates  representing their shares
shall not be required to surrender  their  certificates  to anyone in connection
with the reorganization contemplated hereby. After the Closing Date, however, it
will be necessary for such shareholders to surrender their certificates in order
to redeem,  transfer,  exchange or pledge the shares of Money Market Trust which
they received,  or in order to obtain certificates  representing their shares of
Money Market Trust issued in connection with the Reorganization.

      6.  Within  one year  after the  Closing  Date,  Daily Cash Fund shall (a)
either pay or make  provision for payment of all of its  liabilities  and taxes,
and (b) either (i)  transfer any  remaining  amount of the Cash Reserve to Money
Market Trust,  if such  remaining  amount (as reduced by the  estimated  cost of
distributing  it to  shareholders)  is not material  (as defined  below) or (ii)
distribute such remaining  amount to the  shareholders of Daily Cash Fund on the
Valuation  Date.  Such  remaining  amount  shall be deemed to be material if the
amount to be  distributed,  after  deduction  of the  estimated  expenses of the
distribution,  equals or exceeds  one cent per share of Daily  Cash Fund  shares
outstanding on the Valuation Date.  Upon completion of (a) and (b) above,  Daily
Cash Fund shall  take all  appropriate  action to  dissolve  including,  but not
limited to,  filing of  articles of  dissolution  with the State  Department  of
Assessments and Taxation of Maryland (the "Department").
    

      7. Prior to the  Closing  Date,  there shall be  coordination  between the
parties as to their  respective  portfolios  so that,  after the closing,  Money
Market  Trust will be in  compliance  with all of its  investment  policies  and
restrictions.  At the  Closing,  Daily Cash Fund shall  deliver to Money  Market
Trust two copies of a list setting forth the securities then owned by Daily Cash
Fund.  Promptly  after the Closing,  Daily Cash Fund shall  provide Money Market
Trust a list setting forth the respective federal income tax bases thereof.

      8.  Portfolio  securities or written  evidence  acceptable to Money Market
Trust of record ownership thereof by The Depository Trust Company or through the
Federal Reserve Book Entry System or any other depository approved by Daily Cash
Fund  pursuant to Rule 17f-4 and Rule 17f-5 under the Act shall be endorsed  and
delivered,  or transferred by appropriate transfer or assignment  documents,  by
Daily Cash Fund on the Closing Date to Money Market Trust,  or at its direction,
to its  custodian  bank,  in proper form for  transfer in such  condition  as to
constitute  good delivery  thereof in accordance  with the custom of brokers and
shall be accompanied by all necessary  state transfer  stamps,  if any. The cash
delivered shall be in the form of certified or bank cashiers'  checks or by bank
wire or intra-bank  transfer  payable to the order of Money Market Trust for the
account of Money Market  Trust.  Shares of Money Market Trust  representing  the
number of shares of Money  Market  Trust being  delivered  against the assets of
Daily Cash Fund, registered in the name of Daily Cash Fund, shall be transferred
to Daily Cash Fund on the Closing Date.  Such shares shall thereupon be assigned
by Daily Cash Fund to its  shareholders so that the shares of Money Market Trust
may be distributed as provided in Section 5.

      If, at the Closing Date,  Daily Cash Fund is unable to make delivery under
this Section 8 to Money Market Trust of any of its portfolio  securities or cash
for the reason that any of such securities  purchased by Daily Cash Fund, or the
cash proceeds of a sale of portfolio securities,  prior to the Closing Date have
not yet been delivered to it or Daily Cash Fund's  custodian,  then the delivery
requirements  of this Section 8 with respect to said  undelivered  securities or
cash will be waived and Daily Cash Fund will deliver to Money Market Trust by or
on the Closing  Date and with  respect to said  undelivered  securities  or cash
executed copies of an agreement or agreements of assignment in a form reasonably
satisfactory  to  Money  Market  Trust,  together  with  such  other  documents,
including  a due  bill or due  bills  and  brokers'  confirmation  slips  as may
reasonably be required by Money Market Trust.

      9.  Money  Market  Trust  shall not  assume the  liabilities  (except  for
portfolio  securities  purchased  which  have not  settled  and for  shareholder
redemption and dividend  checks  outstanding) of Daily Cash Fund, but Daily Cash
Fund  will,   nevertheless,   use  its  best  efforts  to  discharge  all  known
liabilities,  so far as may be possible,  prior to the Closing Date. The cost of
printing  and mailing the  proxies and proxy  statements  will be borne by Daily
Cash Fund.  Daily Cash Fund and Money  Market  Trust will bear the cost of their
respective  tax opinions,  or, if a single tax opinion is issued to the parties,
Daily Cash Fund and Money Market  Trust will share  equally the cost of such tax
opinion. Any documents such as existing  prospectuses or annual reports that are
included in that mailing will be a cost of the fund  issuing the  document.  Any
other  out-of-pocket  expenses  of  Money  Market  Trust  and  Daily  Cash  Fund
associated with this  reorganization,  including legal,  accounting and transfer
agent  expenses,  will be borne by Daily  Cash  Fund  and  Money  Market  Trust,
respectively, in the amounts so incurred by each.

      10. The  obligations of Money Market Trust  hereunder  shall be subject to
the following conditions:

            A. The Board of Directors  of Daily Cash Fund shall have  authorized
the execution of the Agreement,  and the  shareholders  of Daily Cash Fund shall
have  approved  the  Agreement  and  the  transactions   contemplated   thereby,
including,  but not limited to,  dissolution  of Daily Cash Fund, and Daily Cash
Fund shall have  furnished to Money Market Trust copies of  resolutions  to that
effect certified by the Secretary or an Assistant  Secretary of Daily Cash Fund;
such shareholder  approval shall have been by the affirmative vote of a majority
of the total  number of shares of Daily Cash Fund  outstanding  and  entitled to
vote  thereon at a meeting for which  proxies  have been  solicited by the Proxy
Statement and Prospectus (as hereinafter defined).

            B. Money  Market  Trust  shall have  received  an opinion  dated the
Closing  Date of counsel to Daily Cash Fund,  to the effect  that (i) Daily Cash
Fund is a  corporation  duly  organized,  validly  existing and in good standing
under  the laws of the  State  of  Maryland  with  full  powers  to carry on its
business  as  described  in its  Articles  of  Incorporation  and as then  being
conducted  and to enter  into and  perform  the  Agreement  subject to usual and
customary qualifications (Maryland counsel may be relied upon for this opinion);
and (ii) that all  action  necessary  to make the  Agreement,  according  to its
terms,  valid,  binding  and  enforceable  on Daily  Cash Fund and to  authorize
effectively  the  transactions  contemplated by the Agreement have been taken by
Daily Cash Fund subject to usual and customary qualifications.

            C. The  representations  and warranties of Daily Cash Fund contained
herein shall be true and correct at and as of the Closing Date, and Money Market
Trust shall have been furnished  with a certificate of the President,  or a Vice
President, or the Secretary or the Assistant Secretary or the Treasurer of Daily
Cash Fund, dated the Closing Date, to that effect.

            D. On the  Closing  Date,  Daily Cash Fund shall have  furnished  to
Money  Market Trust a  certificate  of the  Treasurer or Assistant  Treasurer of
Daily  Cash  Fund  as to the  amount  of the  capital  loss  carry-over  and net
unrealized appreciation or depreciation, if any, with respect to Daily Cash Fund
as of the Closing Date.

            E. The Cash  Reserve  shall not  exceed  10% of the value of the net
assets, nor 30% in value of the gross assets, of Daily Cash Fund at the close of
business on the Valuation Date.

            F. A Registration Statement on Form N-14 filed by Money Market Trust
under the  Securities  Act of 1933,  as amended (the "1933  Act"),  containing a
preliminary  form of the Proxy  Statement  and  Prospectus,  shall  have  become
effective under the 1933 Act not later than December 31,1997.

            G. On the Closing  Date,  Money Market  Trust shall have  received a
letter of Andrew J.  Donohue or other  senior  executive  officer of  Centennial
Asset  Management  Corporation  acceptable to Money Market  Trust,  stating that
nothing  has come to his or her  attention  which in his or her  judgment  would
indicate  that  as of the  Closing  Date  there  were  any  material  actual  or
contingent  liabilities  of Daily Cash Fund  arising out of  litigation  brought
against Daily Cash Fund or claims asserted against it, or pending or to the best
of his or her  knowledge  threatened  claims or  litigation  not reflected in or
apparent from the most recent audited financial statements and footnotes thereto
of Daily Cash Fund delivered to Money Market Trust. Such letter may also include
such additional statements relating to the scope of the review conducted by such
person and his or her  responsibilities  and liabilities as are not unreasonable
under the circumstances.

            H. Money  Market Trust shall have  received an opinion,  dated as of
the  Closing  Date,  of Deloitte & Touche LLP, to the same effect as the opinion
contemplated by Section 11.E of the Agreement.

            I. Money Market Trust shall have  received at the closing all of the
assets of Daily Cash Fund to be conveyed  hereunder,  which assets shall be free
and clear of all  liens,  encumbrances,  security  interests,  restrictions  and
limitations whatsoever.

      11. The  obligations of Daily Cash Fund hereunder  shall be subject to the
following conditions:

            A. The Board of Trustees of Money Market Trust shall have authorized
the execution of the Agreement,  and the transactions  contemplated thereby, and
Money Market Trust shall have furnished to Daily Cash Fund copies of resolutions
to that effect  certified by the  Secretary  or an Assistant  Secretary of Money
Market Trust.

            B. Daily Cash Fund's  shareholders shall have approved the Agreement
and  the  transactions  contemplated  hereby,  by an  affirmative  vote  of  the
percentage of shares  required by applicable  Maryland law and Daily Cash Fund's
charter  documents,  and Daily Cash Fund shall have furnished Money Market Trust
copies of resolutions to that effect  certified by the Secretary or an Assistant
Secretary of Daily Cash Fund.

            C. Daily Cash Fund shall have  received  an opinion  dated as of the
Closing  Date of counsel to Money  Market  Trust,  to the effect  that (i) Money
Market Trust is a business trust duly  organized,  validly  existing and in good
standing under the laws of the Commonwealth of Massachusetts with full powers to
carry on its business as described in its Declaration of Trust and as then being
conducted  and to enter  into and  perform  the  Agreement  subject to usual and
customary  qualifications  (Massachusetts  counsel  may be relied  upon for this
opinion);  (ii) all action  necessary  to make the  Agreement,  according to its
terms,  valid,  binding and enforceable upon Money Market Trust and to authorize
effectively  the  transactions  contemplated by the Agreement have been taken by
Money Market Trust subject to usual and customary qualifications,  and (iii) the
shares of Money Market Trust to be issued hereunder are duly authorized and when
issued will be validly  issued,  fully-paid  and  non-assessable,  except as set
forth  in  Money  Market  Trust's  then  current  Prospectus  and  Statement  of
Additional  Information.  Massachusetts  counsel  may be  relied  upon  for this
opinion.

            D.  The   representations  and  warranties  of  Money  Market  Trust
contained  herein shall be true and correct at and as of the Closing  Date,  and
Daily Cash Fund shall have been furnished with a certificate of the President, a
Vice  President or the  Secretary or an Assistant  Secretary or the Treasurer of
Money Market Trust to that effect dated the Closing Date.

            E.  Daily Cash Fund shall  have  received  an opinion of  Deloitte &
Touche LLP to the effect that the Federal tax  consequences of the  transaction,
if carried  out in the manner  outlined  in this Plan of  Reorganization  and in
accordance  with (i) Daily Cash Fund's  representation  that there is no plan or
intention  by any Fund  shareholder  who owns 5% or more of  Daily  Cash  Fund's
outstanding shares,  and, to Daily Cash Fund's best knowledge,  there is no plan
or intention on the part of the remaining Fund  shareholders,  to redeem,  sell,
exchange or otherwise  dispose of a number of Money Market Trust shares received
in the transaction that would reduce Daily Cash Fund shareholders'  ownership of
Money  Market  Trust  shares  to a number of  shares  having a value,  as of the
Closing Date,  of less than 50% of the value of all of the formerly  outstanding
Fund shares as of the same date,  and (ii) the  representation  by each of Daily
Cash Fund and Money Market Trust that, as of the Closing  Date,  Daily Cash Fund
and Money Market Trust will  qualify as regulated  investment  companies or will
meet the diversification  test of Section  368(a)(2)(F)(ii) of the Code, will be
as follows:

                  1. The transactions contemplated by the Agreement will qualify
as a tax-free  "reorganization"  within the meaning of Section  368(a)(1) of the
Code, and under the regulations promulgated thereunder.

                  2. Daily Cash Fund and Money Market Trust will each qualify as
a "party to a  reorganization"  within the meaning of Section  368(b)(2)  of the
Code.

                  3. No gain or loss will be recognized by the  shareholders  of
Daily Cash Fund upon the distribution of shares of beneficial  interest in Money
Market Trust to the  shareholders  of Daily Cash Fund pursuant to Section 354 of
the Code.

                  4.  Under  Section  361(a) of the Code no gain or loss will be
recognized by Daily Cash Fund by reason of the transfer of substantially all its
assets in exchange for shares of Money Market Trust.

                  5.  Under  Section  1032 of the  Code no gain or loss  will be
recognized by Money Market Trust by reason of the transfer of substantially  all
Daily Cash Fund's  assets in exchange for shares of Money Market Trust and Money
Market Trust's assumption of certain liabilities of Daily Cash Fund.

                  6. The  shareholders of Daily Cash Fund will have the same tax
basis and holding  period for the shares of beneficial  interest in Money Market
Trust  that they  receive  as they had for  Daily  Cash  Fund  shares  that they
previously held,  pursuant to Section 358(a) and 1223(1),  respectively,  of the
Code.

                  7. The  securities  transferred  by Daily  Cash  Fund to Money
Market  Trust  will have the same tax basis and  holding  period in the hands of
Money Market Trust as they had for Daily Cash Fund,  pursuant to Section  362(b)
and 1223(1), respectively, of the Code.

            F. The Cash  Reserve  shall not  exceed  10% of the value of the net
assets, nor 30% in value of the gross assets, of Daily Cash Fund at the close of
business on the Valuation Date.

            G. A Registration Statement on Form N-14 filed by Money Market Trust
under the 1933 Act,  containing a  preliminary  form of the Proxy  Statement and
Prospectus,  shall  have  become  effective  under the 1933 Act not  later  than
December 31, 1997.

            H. On the Closing Date, Daily Cash Fund shall have received a letter
of Andrew J.  Donohue or other  senior  executive  officer of  Centennial  Asset
Management  Corporation  acceptable to Daily Cash Fund, stating that nothing has
come to his or her attention which in his or her judgment would indicate that as
of the Closing Date there were any material actual or contingent  liabilities of
Money Market Trust arising out of litigation  brought against Money Market Trust
or  claims  asserted  against  it,  or  pending  or,  to the  best of his or her
knowledge,  threatened  claims or litigation not reflected in or apparent by the
most recent audited  financial  statements and footnotes thereto of Money Market
Trust delivered to Daily Cash Fund. Such letter may also include such additional
statements  relating to the scope of the review conducted by such person and his
or her  responsibilities  and  liabilities  as are not  unreasonable  under  the
circumstances.

            I. Daily Cash Fund shall acknowledge  receipt of the shares of Money
Market Trust.

      12. Daily Cash Fund hereby represents and warrants that:

            A. The financial  statements of Daily Cash Fund at December 31, 1996
(audited) as  heretofore  furnished to Money Market  Trust,  present  fairly the
financial  position,  results of operations,  and changes in net assets of Daily
Cash Fund as of that date,  in conformity  with  generally  accepted  accounting
principles  applied on a basis consistent with the preceding year; and that from
December 31, 1996  through the date hereof there have not been,  and through the
Closing Date there will not be, any material  adverse  change in the business or
financial  condition of Daily Cash Fund,  it being agreed that a decrease in the
size of Daily Cash Fund due to a diminution in the value of its portfolio and/or
redemption of its shares shall not be considered a material adverse change;

            B.  Contingent  upon approval of the Agreement and the  transactions
contemplated  thereby by Daily  Cash  Fund's  shareholders,  Daily Cash Fund has
authority  to  transfer  all of the  assets of Daily  Cash  Fund to be  conveyed
hereunder  free  and  clear  of all  liens,  encumbrances,  security  interests,
restrictions and limitations whatsoever;

            C. The Prospectus,  as amended and supplemented,  contained in Daily
Cash Fund's  Registration  Statement  under the 1933 Act,  as amended,  is true,
correct and complete,  conforms to the requirements of the 1933 Act and does not
contain any untrue statement of a material fact or omit to state a material fact
required to be stated  therein or necessary to make the  statements  therein not
misleading.  The Registration  Statement, as amended, was, as of the date of the
filing  of the  last  Post-Effective  Amendment,  true,  correct  and  complete,
conformed  to the  requirements  of the 1933 Act and did not  contain any untrue
statement  of a material  fact or omit to state a material  fact  required to be
stated therein or necessary to make the statements therein not misleading;

            D. There is no material contingent  liability of Daily Cash Fund and
no material claim and no material  legal,  administrative  or other  proceedings
pending or, to the knowledge of Daily Cash Fund,  threatened  against Daily Cash
Fund, not reflected in such Prospectus;

            E.  With the  exception  of this  Agreement  there  are no  material
contracts  outstanding  to which  Daily  Cash Fund is a party  other  than those
ordinary in the conduct of its business;

            F. Daily Cash Fund is a corporation duly organized, validly existing
and in good  standing  under  the  laws of the  state of  Maryland;  and has all
necessary and material Federal and state authorizations to own all of its assets
and to carry on its business as now being conducted; and Daily Cash Fund is duly
registered under the Act and such registration has not been rescinded or revoked
and is in full force and effect;

            G. All  Federal and other tax returns and reports of Daily Cash Fund
required  by law to be filed have been  filed,  and all  Federal and other taxes
shown due on said  returns and reports  have been paid or  provision  shall have
been made for the payment thereof and to the best of the knowledge of Daily Cash
Fund no such return is currently under audit and no assessment has been asserted
with  respect to such returns and to the extent such tax returns with respect to
the taxable year of Daily Cash Fund ended December 31, 1996 have not been filed,
such  returns  will be filed  when  required  and the amount of tax shown as due
thereon shall be paid when due; and

            H.  Daily  Cash  Fund  has  elected  to be  treated  as a  regulated
investment company and, for each fiscal year of its operations,  Daily Cash Fund
has met the  requirements  of  Subchapter  M of the Code for  qualification  and
treatment as a regulated  investment company and Daily Cash Fund intends to meet
such requirements with respect to its current taxable year.

      13. Money Market Trust hereby represents and warrants that:

            A. The  financial  statements  of Money Market Trust at December 31,
1996(unaudited)  as heretofore  furnished to Daily Cash Fund, present fairly the
financial  position,  results of operations,  and changes in net assets of Money
Market Trust, as of that date, in conformity with generally accepted  accounting
principles  applied on a basis consistent with the preceding year; and that from
June 30,  1996  through  the date  hereof  there have not been,  and through the
Closing Date there will not be, any material  adverse changes in the business or
financial  condition of Money Market Trust, it being  understood that a decrease
in the  size of Money  Market  Trust  due to a  diminution  in the  value of its
portfolio and/or  redemption of its shares shall not be considered a material or
adverse change;

            B. The Prospectus,  as amended and supplemented,  contained in Money
Market Trust's  Registration  Statement under the 1933 Act, is true, correct and
complete,  conforms to the requirements of the 1933 Act and does not contain any
untrue statement of a material fact or omit to state a material fact required to
be stated  therein or necessary to make the statements  therein not  misleading.
The Registration Statement, as amended, was, as of the date of the filing of the
last  Post-Effective  Amendment,  true,  correct and complete,  conformed to the
requirements  of the 1933 Act and did not  contain  any  untrue  statement  of a
material fact or omit to state a material fact required to be stated  therein or
necessary to make the statements therein not misleading;

            C. There is no material  contingent  liability of Money Market Trust
and no material claim and no material legal, administrative or other proceedings
pending or, to the  knowledge of Money Market  Trust,  threatened  against Money
Market Trust, not reflected in such Prospectus;

            D. With the  exception  of this  Agreement,  there  are no  material
contracts  outstanding  to which Money  Market Trust is a party other than those
ordinary in the conduct of its business;

            E. Money Market Trust is a business  trust duly  organized,  validly
existing  and  in  good  standing  under  the  laws  of  the   Commonwealth   of
Massachusetts;  has all necessary and material Federal and state  authorizations
to own all its  properties  and assets and to carry on its business as now being
conducted;  the shares of Money  Market Trust which it issues to Daily Cash Fund
pursuant to the Agreement will be duly  authorized,  validly issued,  fully-paid
and  non-assessable,  except  as  otherwise  set forth in Money  Market  Trust's
Registration Statement; and will conform to the description thereof contained in
Money Market Trust's Registration  Statement,  will be duly registered under the
1933 Act and in the states  where  registration  is  required;  and Money Market
Trust  is duly  registered  under  the Act and  such  registration  has not been
revoked or rescinded and is in full force and effect;

            F. All Federal  and other tax  returns  and reports of Money  Market
Trust  required  by law to be filed have been  filed,  and all Federal and other
taxes shown due on said returns and reports  have been paid or  provision  shall
have been made for the payment thereof and to the best of the knowledge of Money
Market Trust no such return is currently  under audit and no assessment has been
asserted  with  respect to such  returns and to the extent such tax returns with
respect to the taxable  year of Money  Market Trust ended June 30, 1997 have not
been filed, such returns will be filed when required and the amount of tax shown
as due thereon shall be paid when due;

            G. Money  Market  Trust has  elected  to be  treated as a  regulated
investment  company  and, for each fiscal year of its  operations,  Money Market
Trust has met the requirements of Subchapter M of the Code for qualification and
treatment as a regulated  investment  company and Money Market Trust  intends to
meet such requirements with respect to its current taxable year;

            H. Money Market Trust has no plan or intention (i) to dispose of any
of the assets  transferred by Daily Cash Fund, other than in the ordinary course
of business,  or (ii) to redeem or reacquire  any of the shares  issued by it in
the reorganization other than pursuant to valid requests of shareholders; and
            I.  After  consummation  of  the  transactions  contemplated  by the
Agreement, Money Market Trust intends to operate its business in a substantially
unchanged manner.

      14. Each party hereby represents to the other that no broker or finder has
been  employed  by  it  with  respect  to  the  Agreement  or  the  transactions
contemplated  hereby.  Each party also represents and warrants to the other that
the information  concerning it in the Proxy Statement and Prospectus will not as
of its date contain any untrue  statement of a material  fact or omit to state a
fact necessary to make the  statements  concerning it therein not misleading and
that the financial  statements  concerning it will present the information shown
fairly in accordance with generally accepted accounting  principles applied on a
basis  consistent  with the  preceding  year.  Each  party also  represents  and
warrants to the other that the Agreement is valid,  binding and  enforceable  in
accordance  with its terms and that the execution,  delivery and  performance of
the Agreement  will not result in any violation of, or be in conflict  with, any
provision of any charter,  by-laws,  contract,  agreement,  judgment,  decree or
order to which it is  subject  or to  which it is a party.  Money  Market  Trust
hereby   represents  to  and  covenants  with  Daily  Cash  Fund  that,  if  the
reorganization becomes effective, Money Market Trust will treat each shareholder
of Daily Cash Fund who received any of Money Market  Trust's  shares as a result
of the  reorganization  as having made the minimum initial purchase of shares of
Money  Market  Trust  received  by such  shareholder  for the  purpose of making
additional investments in shares of Money Market Trust,  regardless of the value
of the shares of Money Market Trust received.

      15. Money Market Trust agrees that it will prepare and file a Registration
Statement on Form N-14 under the 1933 Act which shall contain a preliminary form
of proxy  statement and prospectus  contemplated by Rule 145 under the 1933 Act.
The final form of such proxy  statement  and  prospectus  is  referred to in the
Agreement as the "Proxy  Statement  and  Prospectus."  Each party agrees that it
will use its best efforts to have such Registration Statement declared effective
and to supply such  information  concerning  itself for  inclusion  in the Proxy
Statement and  Prospectus  as may be necessary or desirable in this  connection.
Daily Cash Fund  covenants and agrees to  deregister  as an  investment  company
under the Investment Company Act of 1940, as amended, as soon as practicable and
to cause the cancellation of its outstanding shares at the Closing.

      16. The obligations of the parties, their respective trustees,  directors,
officers,  agents or others acting on their behalf under the Agreement  shall be
subject to the right of either party to abandon and  terminate the Agreement for
any  reason  and there  shall be no  liability  for  damages  or other  recourse
available to a party not so terminating the Agreement,  provided,  however, that
in the event that a party shall  terminate  this  Agreement  without  reasonable
cause, the party so terminating  shall, upon demand,  reimburse the party not so
terminating for all expenses,  including reasonable  out-of-pocket  expenses and
fees incurred in connection with this Agreement.

      17. The Agreement may be executed in several  counterparts,  each of which
shall be deemed  an  original,  but all  taken  together  shall  constitute  one
Agreement.  The rights and  obligations  of each party pursuant to the Agreement
shall not be assignable.

      18. All prior or contemporaneous agreements and representations are merged
into the Agreement,  which  constitutes the entire contract  between the parties
hereto.  No  amendment or  modification  hereof shall be of any force and effect
unless in writing and signed by the parties and no party shall be deemed to have
waived  any  provision  herein  for its  benefit  unless it  executes  a written
acknowledgment of such waiver.

      19. Daily Cash Fund understands that the obligations of Money Market Trust
under the  Agreement  are not binding upon any Trustee or  shareholder  of Money
Market  Trust  personally,  but bind only Money  Market  Trust and Money  Market
Trust's  property.  Daily  Cash  Fund  represents  that  it  has  notice  of the
provisions  of the  Declaration  of  Trust  of Money  Market  Trust  disclaiming
shareholder and Trustee liability for acts or obligations of Money Market Trust.

      IN WITNESS  WHEREOF,  each of the parties has caused the  Agreement  to be
executed and  attested by its officers  thereunto  duly  authorized  on the date
first set forth above.

   
                              CENTENNIAL MONEY MARKET TRUST


                              By:   /s/Andrew J. Donohue
                                    ---------------------------------
    
                                    Andrew J. Donohue, Vice President




                              DAILY CASH ACCUMULATION FUND, INC.

   
                              By:   /s/ George Bowen
                                    ----------------------------
                                    George Bowen, Vice President
    

                                     A-1

<PAGE>



                         CENTENNIAL MONEY MARKET TRUST
                             6803 South Tucson Way
                          Englewood, Colorado  80112

                                1-800-525-7048

                      STATEMENT OF ADDITIONAL INFORMATION

                                October 1, 1997
                      -----------------------------------


This Statement of Additional  Information of Centennial  Money Market Trust (the
"Registrant") consists of this cover page and the following documents:

1.    Statement of Additional Information of Registrant dated October 1, 1997

2.    Prospectus of Daily Cash Accumulation  Fund, Inc. dated April 25, 1997, as
      supplemented August 14, 1997

3.    Statement of Additional  Information of Daily Cash Accumulation Fund, Inc.
      dated April 25, 1997, as revised May 12, 1997

4.    Annual Report of Registrant as of June 30, 1997

5.    Annual Report of Daily Cash Accumulation Fund, Inc. as of  December 31, 
      1996

6.    Semiannual Report of Daily Cash Accumulation Fund, Inc. as of June 30, 
      1997

7.    Pro Forma  Financial Statements, including Pro Forma Statement of 
      Investments: Daily Cash Accumulation Fund, Inc. into the Registrant


This Statement of Additional  Information (the "Additional  Statement") is not a
Prospectus.  This Additional  Statement  should be read in conjunction  with the
Proxy  Statement and Prospectus of the Registrant  dated October 1, 1997,  which
may be obtained by written request to Shareholder Services,  Inc. P.O. Box 5143,
Denver, Colorado 80217, or by calling at the toll-free number shown above.



<PAGE>



Centennial Money Market Trust

6803 South Tucson Way, Englewood, Colorado 80112
1-800-525-9310

Statement of Additional Information dated October 1, 1997

      This  Statement  of  Additional  Information  is  not a  Prospectus.  This
document  contains  additional  information  about  the  Trust  and  supplements
information in the Prospectus  dated October 1, 1997. It should be read together
with the  Prospectus  which may be obtained  by writing to the Trust's  Transfer
Agent,  Shareholder Services, Inc. at P.O. Box 5143, Denver, Colorado 80217-5143
or by calling the Transfer Agent at the toll-free number shown above.

Contents                                                                  Page

Investment Objective and Policies.........................................2
Other Investment Restrictions.............................................5

Appendix
Trustees and Officers.....................................................A-1
Investment Management Services............................................A-6
Service Plan..............................................................A-8
Purchase, Redemption and Pricing of Shares................................A-10
Exchange of Shares........................................................A-12
Yield Information.........................................................A-14
Additional Information....................................................A-15

Financial Information About the Trust
Independent Auditors' Report..............................................A-17
Financial Statements......................................................A-18

Exhibits
Exhibit A:   Description of Securities Ratings............................A-38
Exhibit B:   Industry Classifications.....................................A-43
Exhibit C:   Automatic Withdrawal Plan Provisions.........................A-44


<PAGE>



Investment Objective and Policies

Investment Policies and Strategies. The investment objective and policies of the
Trust  are  described  in  the  Prospectus.  Set  forth  below  is  supplemental
information  about  those  policies.  Certain  capitalized  terms  used  in this
Statement of Additional Information are defined in the Prospectus.

      The Trust will not make  investments with the objective of seeking capital
growth.  However,  the value of the securities held by the Trust may be affected
by  changes  in  general  interest  rates.  Because  the  current  value of debt
securities  varies  inversely  with changes in  prevailing  interest  rates,  if
interest  rates  increase  after a security is purchased,  that  security  would
normally  decline in value.  Conversely,  should interest rates decrease after a
security is purchased,  its value would rise.  However,  those  fluctuations  in
value will not generally  result in realized  gains or losses to the Trust since
the Trust  does not  usually  intend to  dispose  of  securities  prior to their
maturity.  A debt  security held to maturity is redeemable by its issuer at full
principal value plus accrued interest. To a limited degree, the Trust may engage
in  short-term  trading  to  attempt  to take  advantage  of  short-term  market
variations,  or may dispose of a portfolio security prior to its maturity if, on
the basis of a revised credit evaluation of the issuer or other  considerations,
the Trust  believes such  disposition  advisable or it needs to generate cash to
satisfy  redemptions.  In such cases,  the Trust may  realize a capital  gain or
loss.

Bank Obligations.  The Trust may invest in the bank obligations described in the
Prospectus.  In  addition,  the Trust may invest in  certificates  of deposit of
$100,000  or  less  of a  domestic  bank,  regardless  of  asset  size,  if such
certificate  of deposit is fully insured as to principal by the Federal  Deposit
Insurance Corporation.  At no time will the Trust hold more than one certificate
of deposit  from any such bank.  Because of the  limited  marketability  of such
certificates  of  deposit,  no more than 10% of the  Trust's  net assets will be
invested in  certificates  of deposit of $100,000 or less of a bank having total
assets less than $1 billion.

U.S. Government Securities.  Obligations of certain U.S. Government agencies and
instrumentalities  may not be  guaranteed  or  supported  by the full  faith and
credit of the United States.  Some  obligations  are backed only by the right of
the issuer to borrow from the U.S. Treasury;  others by discretionary  authority
of the U.S. Government to purchase the agency's obligations;  while still others
are  supported  only  by the  credit  of the  instrumentality.  In the  case  of
securities  not backed by the full faith and  credit of the United  States,  the
Trust  must look to the  agency  issuing  or  guaranteeing  the  obligation  for
repayment and may not be able to assert a claim against the United States if the
agency does not meet its  commitments.  The Trust will invest in  securities  of
such  instrumentalities  only when the Trust's  investment  manager,  Centennial
Asset Management Corporation (the "Manager"),  is satisfied that the credit risk
with respect to the instrumentality is minimal.

Floating  Rate/Variable  Rate  Obligations.  The Trust may invest in instruments
with floating or variable  interest rates.  The interest rate on a floating rate
obligation is based on a stated  prevailing  market rate, such as a bank's prime
rate, the 90 day U.S. Treasury Bill rate, the rate of return on commercial paper
or bank certificates of deposit, or some other standard, and is adjusted

                                     -2-

<PAGE>



automatically  each time such market rate is adjusted.  The  interest  rate on a
floating  rate  demand note is based on a stated  prevailing  market rate and is
adjusted  automatically each time such rate is adjusted.  The interest rate on a
variable rate demand note is also bases on a stated  prevailing  market rate but
is adjusted automatically at a specified interval of no less than one year. Some
variable rate or floating rate  obligations in which the Trust may invest have a
demand feature entitling the holder to demand payment at an amount approximately
equal to amortized cost or the principal amount thereof plus accrued interest at
any time, or at specified  intervals not exceeding one year.  These notes may or
may not be backed by bank  letters of credit.  Variable  rate  demand  notes may
include  master  demand notes  discussed  below.  The Manager,  on behalf of the
Trust, will consider on an ongoing basis the  creditworthiness of the issuers of
the floating and variable rate obligations in the Trust's portfolio.  Generally,
the changes in the interest rate on such  securities  reduce the  fluctuation in
their market value.  There is no limit on the amount of the Trust's  assets that
may be invested in floating  rate and variable  rate  obligations  that meet the
requirements of rule 2a-7.  Floating rate or variable rate obligations  which do
not provide for  recovery of  principal  and  interest  within seven days may be
subject to the  limitations  applicable  to  illiquid  securities  described  in
"Investment Objective and Policies - Illiquid and Restricted  Securities" in the
Prospectus.

Master Demand Notes. A master demand note is a corporate obligation that permits
the investment of fluctuating  amounts by the Trust at varying rates of interest
pursuant to direct arrangements  between the Trust, as lender, and the corporate
borrower  that issues the note.  These notes permit daily changes in the amounts
borrowed.  The Trust has the right to increase  the amount under the note at any
time up to the full amount  provided by the note  agreement,  or to decrease the
amount, and the borrower may repay up to the full amount of the note at any time
without penalty.  Because variable amount master demand notes are direct lending
arrangements  between  the  lender  and  the  borrower,   it  is  not  generally
contemplated that such instruments will be traded.  There is no secondary market
for these notes,  although they are redeemable and thus immediately repayable by
the borrower at face value, plus accrued interest, at any time. Accordingly, the
Trust's  right to redeem is  dependent  on the  ability of the  borrower  to pay
principal  and  interest  on  demand.  In  evaluating  the  master  demand  note
arrangements,  the Manager  considers the earning  power,  cash flow,  and other
liquidity  ratios of the issuer.  Master demand notes are not typically rated by
credit rating agencies. If they are not rated, the Trust may invest in them only
if, at the time of an investment, they are Eligible Securities. The Manager will
continuously  monitor  the  borrower's  financial  ability  to  meet  all of its
obligations because the Trust's liquidity might be impaired if the borrower were
unable to pay principal and interest on demand.

Repurchase  Agreements.  In a  repurchase  transaction,  the  Trust  acquires  a
security  from,  and  simultaneously  resells it to, an approved  vendor (a U.S.
commercial  bank or the U.S.  branch of a foreign  bank  having  total  domestic
assets of at least $1 billion or a broker-dealer  with a net capital of at least
$50  million  and  which has been  designated  a  primary  dealer in  government
securities).  The resale  price  exceeds  the  purchase  price by an amount that
reflects an agreed-upon  interest rate effective for the period during which the
repurchase  agreement is in effect.  The majority of these transactions run from
day to day, and delivery  pursuant to the resale typically will occur within one
to five days of the purchase. Repurchase agreements are considered "loans" under
the  Investment  Company Act,  collateralized  by the underlying  security.  The
Trust's  repurchase  agreements  require that at all times while the  repurchase
agreement is in effect, the value of the collateral must equal or

                                     -3-

<PAGE>



exceed the repurchase  price to fully  collateralize  the repayment  obligation.
Additionally,  the Manager will impose creditworthiness  requirements to confirm
that  the  vendor  is  financially  sound  and  will  continuously  monitor  the
collateral's value.

Loans of Portfolio  Securities.  To attempt to increase its income for liquidity
purposes,  the Trust may lend its portfolio  securities  to qualified  borrowers
(other  than  in  repurchase  transactions)  if the  loan is  collateralized  in
accordance with applicable regulatory requirements,  and if, after any loan, the
value of the  securities  loaned does not exceed 25% of the value of the Trust's
total assets.  The Trust will not enter into any securities  lending  agreements
having a  duration  of  greater  than  one  year.  Any  securities  received  as
collateral for a loan must mature in twelve months or less. The Trust  presently
does not intend that the value of securities  loaned will exceed 5% of the value
of the Trust's net assets in the coming year.

      Under applicable  regulatory  requirements  (which are subject to change),
the loan collateral  must, on each business day, at least equal the market value
of the loaned  securities  and must  consist of cash,  bank letters of credit or
U.S. Government Securities or other cash equivalents which the Fund is permitted
to purchase.  To be acceptable as collateral,  letters of credit must obligate a
bank to pay amounts  demanded by the Trust if the demand  meets the terms of the
letter.  The Trust  receives  an amount  equal to the  dividends  or interest on
loaned securities and also receives one or more of (a) negotiated loan fees, (b)
interest on securities  used as collateral,  or (c) interest on short-term  debt
securities  purchased with such loan collateral;  either type of interest may be
shared with the borrower. The Trust may also pay reasonable finder's,  custodian
and  administrative  fees and will not  lend  its  portfolio  securities  to any
officer,  trustee,  employee or affiliate of the Trust or the Manager. The terms
of the Trust's loans must meet applicable  tests under the Internal Revenue Code
and permit the Trust to reacquire  loaned  securities on five days' notice or in
time to vote on any important matter.

Ratings of Securities.  The prospectus describes "Eligible  Securities" in which
the Trust may invest and indicates  that if a security's  rating is  downgraded,
the Manager and/or the Board may have to reassess the  security's  credit risks.
If a security has ceased to be a First Tier Security,  the Manager will promptly
reassess  whether the security  continues to present  "minimal credit risks." If
the Manager becomes aware that any Rating Organization has downgraded its rating
of a Second Tier Security or rated an unrated  security below its second highest
rating category,  the Trust's Board of Trustees shall promptly  reassess whether
the  security  presents  minimal  credit  risks  and  whether  it is in the best
interests of the Trust to dispose of it. If a security is in default,  or ceases
to be an Eligible Security, or is determined no longer to present minimal credit
risks, the Board must determine whether it would be in the best interests of the
Trust to dispose of the  security.  In each of the  foregoing  instances,  Board
action is not required if the Trust disposes of the security within five days of
the Manager  learning of the downgrade,  in which event the Manager will provide
the Board with  subsequent  notice of such downgrade.  The Rating  Organizations
currently  designated as such by the Securities and Exchange  Commission ("SEC")
are  Standard & Poor's  Corporation,  Moody's  Investors  Service,  Inc.,  Fitch
Investors Services, Inc., Duff and Phelps, Inc., IBCA Limited and its affiliate,
IBCA, Inc., and Thomson BankWatch,  Inc. A description of the ratings categories
of those Rating Organizations is contained in Exhibit A.


                                     -4-

<PAGE>



Other Investment Restrictions

The Trust's significant investment restrictions are described in the Prospectus.
The following investment  restrictions are also fundamental  investment policies
and,  together with the fundamental  policies and restrictions  described in the
Prospectus,  cannot be changed  without  the vote of a majority  of the  Trust's
outstanding  shares.  Under the Investment  Company Act, such a majority vote is
defined  as the vote of the  holders  of the  lesser  of: (i) 67% or more of the
shares  present  or  represented  by proxy at a  shareholder's  meeting,  if the
holders of more than 50% of the outstanding shares are present or represented by
proxy, or (ii) more than 50% of the outstanding  shares.  Under these additional
restrictions, the Trust cannot:

      o invest in commodities  or commodity  contracts or invest in interests in
oil, gas or other mineral exploration or mineral development programs;

      o invest in real estate;  however the Trust may purchase  debt  securities
issued by companies which invest in real estate or interests therein;

      o  purchase securities on margin or make short sales of securities;

      o  invest  in or hold  securities  of any  issuer  if those  officers  and
Trustees of the Trust or the Manager who beneficially own individually more than
0.5%  of the  securities  of  such  issuer  together  own  more  than  5% of the
securities of such issuer;

      o  underwrite securities of other companies; or

      o invest in securities of other investment companies, except in connection
with a consolidation or merger.

      Unless the Prospectus or this Statement of Additional  Information  states
that a percentage  restriction  applies on an ongoing basis,  it applies only at
the time the Trust makes an investment,  and the Trust need not sell  securities
to meet the  percentage  limits  if the  value of the  investment  increases  in
proportion to the size of the Trust.  For purposes of the Trust's  policy not to
concentrate in securities of issuers as described in the investment restrictions
listed in the Prospectus,  the Trust has adopted the industry classification set
forth in Exhibit B to this Statement of Additional Information.
This is not a fundamental policy.


                                     -5-

<PAGE>



APPENDIX

This Appendix is part of the Statement of Additional  Information  of Centennial
Money Market Trust ("Money  Market  Trust"),  Centennial  Tax Exempt Trust ("Tax
Exempt Trust") and Centennial  Government Trust  ("Government  Trust"),  each of
which is referred to in this Appendix individually as a "Trust" and collectively
are referred to as the "Trusts." Unless otherwise indicated,  the information in
this Appendix applies to each Trust.

Trustees and Officers

The  Trustees  and  officers  of  the  Trusts  and  their   principal   business
affiliations  and occupations  during the past five years are listed below.  Sam
Freedman became a Trustee on June 27, 1996. All Trustees are trustees of each of
the Trusts.  The  Trustees are also  trustees,  directors,  or managing  general
partners of Centennial  America Fund,  L.P.,  Centennial  California  Tax Exempt
Trust, Centennial New York Tax Exempt Trust, Daily Cash Accumulation Fund, Inc.,
Oppenheimer Cash Reserves,  Oppenheimer Champion Income Fund, Oppenheimer Equity
Income  Fund,   Oppenheimer  High  Yield  Fund,   Oppenheimer  Integrity  Funds,
Oppenheimer  International Bond Fund, Oppenheimer  Limited-Term Government Fund,
Oppenheimer Main Street Funds,  Inc.,  Oppenheimer  Municipal Fund,  Oppenheimer
Real Asset Fund,  Oppenheimer  Strategic Income Fund,  Oppenheimer  Total Return
Fund, Inc.,  Oppenheimer Variable Account Funds,  Panorama Series Fund, Inc. and
The New York Tax  Exempt  Income  Fund,  Inc.  (all of the  foregoing  funds are
collectively  referred  to as the  "Denver  Oppenheimer  funds")  except for Ms.
Macaskill,  who  is  a  Trustee,   Director  or  Managing  Partner  of  all  the
Denver-based  Oppenheimer funds except Oppenheimer Integrity Funds,  Oppenheimer
Strategic  Income Fund,  Oppenheimer  Variable Account Funds and Panorama Series
Fund Inc. Mr.  Fossel is not a trustee of  Centennial  New York Tax Exempt Trust
and he is not a Managing  General  Partner of Centennial  America Fund, L.P. Ms.
Macaskill is President and Mr. Swain is Chairman and Chief Executive  Officer of
the Denver Oppenheimer funds. All of the officers except Mr. Carbuto,  Ms. Wolf,
Mr.  Zimmer  and Ms.  Warmack  hold  similar  positions  with each of the Denver
Oppenheimer  funds.  As of September  8, 1997,  the Trustees and officers of the
Trust in the  aggregate  owned  less  than 1% of the  outstanding  shares of any
Trust.  This does not reflect  ownership of shares held of record by an employee
benefit plan for employees of OppenheimerFunds,  Inc., the parent of the Manager
(for which two of the officers listed below, Ms. Macaskill and Mr. Donohue,  are
trustees)  other  than the  shares  beneficially  owned  under  that plan by the
officers of the funds listed above.

ROBERT G. AVIS, Trustee*; Age 66
One North Jefferson Avenue, St. Louis, Missouri 63103
Vice Chairman of A.G. Edwards & Sons, Inc. (a  broker-dealer)  and A.G. Edwards,
Inc. (its parent holding company);  Chairman of A.G.E. Asset Management and A.G.
Edwards  Trust Company (its  affiliated  investment  advisor and trust  company,
respectively).

WILLIAM A. BAKER, Trustee; Age 82
197 Desert Lakes Drive, Palm Springs, California 92264
Management Consultant.


                                     A-6

<PAGE>



CHARLES CONRAD, JR., Trustee; Age 67
1501 Quail Street, Newport Beach, California 92660
Chairman and Chief  Executive  Officer of Universal  Space Lines,  Inc. (A space
services  management  company);  formerly,  Vice President of McDonnell  Douglas
SpaceCo. ands associated with National Aeronautics and Space Administration.

JON S. FOSSEL, Trustee; Age 55
Box 44 Mead Street, Waccabuc, New York 10597
Member of the Board of Governors of the Investment Company Institute (a national
trade association of investment  companies),  Chairman of the Investment Company
Institute   Education   Foundation;   Formerly   Chairman   and  a  director  of
OppenheimerFunds,  Inc.  ("OFI"),  the  immediate  parent  of  Centennial  Asset
Management  Corporation  ("Manager");  formerly  President  and  a  director  of
Oppenheimer Acquisition  Corp.("OAC"),  OFI's parent holding company; formerly a
director  of  Shareholder  Services,  Inc.  ("SSI")  and  Shareholder  Financial
Services, Inc. ("SFSI"), transfer agent subsidiaries of OFI.

SAM FREEDMAN, Trustee; Age 56
4975 Lakeshore Drive, Littleton, Colorado 80123
Formerly  Chairman and Chief Executive Officer of  OppenheimerFunds  Services (a
transfer agent);  Formerly  Chairman,  Chief Executive Officer and a director of
SSI;  Formerly  Chairman,  Chief  Executive  Officer and director of SFSI;  Vice
President and a director of OAC and a director of OFI.

RAYMOND J. KALINOWSKI, Trustee; Age 68
44 Portland Drive, St. Louis, Missouri 63131
Director of Wave Technologies  International,  Inc.(a computer products training
company),  formerly Vice Chairman and a director of A.G.  Edwards,  Inc., parent
holding company of A.G. Edwards & Sons, Inc. (a broker-dealer),  of which he was
a Senior Vice President.

C. HOWARD KAST, Trustee; Age 75
2552 E. Alameda, Denver, Colorado 80209
Formerly Managing Partner of  Deloitte, Haskins & Sells (an accounting firm).

ROBERT M. KIRCHNER, Trustee; Age 75
7500 East Arapahoe Road, Englewood, Colorado 80112
President of The Kirchner Company (management consultants).

BRIDGET A. MACASKILL, President and Trustee*; Age 49
Two World Trade Center, New York, New York 10048-0203
President,  Chief Executive Officer and a director of OFI and  HarboManagementet
Corporation ("HarbourView"), a subsidiary of OFI; Chairman and a director of SSI
and SFSI;  President and a director of OAC and Oppenheimer  Partnership Holdings
Inc., a holding company  subsidiary of OFI; a director of Oppenheimer Real Asset
Management, Inc. ("Real Asset"); formerly an Executive Vice President of OFI.



                                     A-7

<PAGE>



NED M. STEEL, Trustee; Age 82
3416 South Race Street, Englewood, Colorado 80110
Chartered  Property  and  Casualty  Underwriter;  a director of  Visiting  Nurse
Corporation  of Colorado;  formerly  Senior Vice President and a director of the
Van Gilder Insurance Corp. (insurance brokers).

JAMES C. SWAIN,  Chairman,  Chief  Executive  Officer and Trustee*;  Age 63 6803
South  Tucson Way,  Englewood,  Colorado  80112 Vice  Chairman of OFI;  formerly
President and a director of the Manager,  and formerly  Chairman of the Board of
SSI.

MICHAEL A. CARBUTO, Vice President and Portfolio Manager of Tax Exempt Trust;
Age 42
Two World Trade Center, New York, New York 10048-0203
Vice President of the Manager and OFI; an officer of other Oppenheimer funds.

DOROTHY WARMACK, Vice President and Portfolio Manager of Money Market Trust and
Government Trust; Age 61
6803 South Tucson Way, Englewood, Colorado 80112
Vice President of the Manager and OFI; an officer of other Oppenheimer funds.

CAROL E. WOLF, Vice President and Portfolio Manager of Money Market Trust and
Government Trust; Age 46
6803 South Tucson Way, Englewood, Colorado 80112
Vice President of the Manager and OFI; an officer of other Oppenheimer funds.

ARTHUR J. ZIMMER, Vice President and Portfolio Manager of Money Market Trust and
Government Trust; Age 51
6803 South Tucson Way, Englewood, Colorado 80112
Vice President of the Manager and OFI; an officer of other Oppenheimer funds.

ANDREW J. DONOHUE, Vice President and Secretary; Age 47
Two World Trade Center, New York, New York 10048-0203
Executive  Vice   President,   General   Counsel  and  a  director  of  OFI  and
OppenheimerFunds Distributor, Inc. ("OFDI") Harbour View, SSI, SFSI, Oppenheimer
Partnership  Holdings Inc. and  MultiSource  Services,  Inc. (a  broker-dealer);
President and a director of the Manager; President and a director of Real Asset;
Secretary and General Counsel of OAC; an officer of other Oppenheimer funds.

GEORGE C. BOWEN, Vice President,  Treasurer and Assistant Secretary; Age 61 6803
South Tucson Way, Englewood,  Colorado 80112 Senior Vice President and Treasurer
of OFI;  Vice  President  and  Treasurer  of OFDI and  HarbourView;  Senior Vice
President,  Treasurer  Assistant  Secretary  and  a  director  of  the  Manager;
President,  Treasurer and a director of Centennial Capital  Corporation;  Senior
Vice President,  Treasurer and Secretary of SSI; Vice  President,  Treasurer and
Secretary  of SFSI;  Treasurer  of OAC;  Treasurer  of  Oppenheimer  Partnership
Holdings, Inc.; Vice President and Treasurer of Real Asset;

                                     A-8

<PAGE>



Chief Executive Officer, Treasurer and a director of MultiSource Services, Inc.;
an officer of other Oppenheimer funds.

ROBERT G. ZACK, Assistant Secretary; Age 49
Two World Trade Center, New York, New York 10048-0203
Senior Vice President and Associate General Counsel of OFI; Assistant  Secretary
of SSI and SFSI; an officer of other Oppenheimer funds.

ROBERT J. BISHOP, Assistant Treasurer; Age 38
6803 South Tucson Way, Englewood, Colorado 80112
Vice  President  of  the  OFI/Mutual  Fund  Accounting;   an  officer  of  other
Oppenheimer funds; formerly a Fund Controller for OFI.

SCOTT T. FARRAR, Assistant Treasurer; Age 32
6803 South Tucson Way, Englewood, Colorado 80112
Vice President of OFI/Mutual Fund  Accounting;  an officer of other  Oppenheimer
funds; formerly a Fund Controller for OFI.
- ----------------------
* A Trustee  who is an  "interested  person"  of the  Trusts as  defined  in the
Investment Company Act.

Remuneration of Trustees. The officers of the Trusts and certain Trustees of the
Trusts (Ms. Macaskill and Mr. Swain) who are affiliated with the Manager receive
no salary or fee from the Trusts.  Mr. Fossel did not receive any salary or fees
from the Trusts prior to January 1, 1997.  The remaining  Trustees of the Trusts
received the compensation shown below. Mr. Freedman became a Trustee on June 27,
1996 and  received  no  compensation  from the  Trusts  before  that  date.  The
compensation  from the  Trusts was paid  during  its fiscal  year ended June 30,
1997. The compensation  from all of the Denver-based  Oppenheimer  funds include
the Trusts and is compensation received as a director, trustee, managing general
partner or member of a committee of the Board during the calendar year 1996.
<TABLE>
<CAPTION>

                        Aggregate         Aggregate      Aggregate      Total
                        Compensation      Compensation   Compensation   Compensation
                        from the          from the       from the       from all
                        Money Market      Tax Exempt     Government     Denver-based
Name and Position       Trust             Trust          Trust          Oppenheimer funds(1)
- -----------------       -------------     ------------   -------------- --------------------
<S>                     <C>               <C>             <C>           <C>    
Robert G. Avis          $4,578            $2,516         $1,888         $58,003
 Trustee

William A. Baker         $6,290            $3,226         $2,594         $79,715
 Audit and Review
 Committee Ex-Officio
 Member (2) and Trustee



                                           A-9

<PAGE>



Charles Conrad, Jr.     $5,896            $3,024         $2,432         $74,717
 Trustee(3)

Jon S. Fossel           $2,125            $1,090         $   876        None
 Trustee

Sam Freedman            $3,373            $1,729         $1,391         $29,502
 Audit and Review
 Committee Member(2)
 and Trustee

Raymond J. Kalinowski   $5,626            $2,885         $2,320         $74,173
 Audit and Review
 Committee Member(2)
 and Trustee

C. Howard Kast          $5,874            $3,012         $2,422         $74,173
 Audit and Review
 Committee  Chairman(2)
 and Trustee

Robert M. Kirchner      $5,897            $3,024         $2,432         $74,717
 Trustee(3)

Ned M. Steel            $4,578            $2,348         $1,888         $58,003
 Trustee
</TABLE>

(1) For the 1996 calendar year.
(2) Committee positions effective July 1, 1997
(3) Prior to July 1, 1997, Messrs. Conrad and Kirchner were also members of the 
    Audit And Review Committee.

Deferred  Compensation  Plan.  The Board of  Trustees  has  adopted  a  Deferred
Compensation Plan for disinterested trustees that enables them to elect to defer
receipt of all or a portion of the annual fees they receive from the Fund. Under
the Plan, the  compensation  deferred by a Trustee is  periodically  adjusted as
though  an  equivalent  amount  had  been  invested  in  shares  of one or  more
Oppenheimer funds selected by the Trustee.  The amount paid to the Trustee under
the Plan will be vary based upon the performance of the selected funds. Deferral
of Trustees' fees under the Plan does not affect the amounts paid to the Trustee
by the Fund and will not materially  affect the Fund's assets,  liabilities  and
net income per share. The Plan will not obligate the Fund to retain the services
of any Trustee or to pay any particular  level of  compensation  to the Trustee.
Pursuant to an Order issued by the Securities and Exchange Commission,  the Fund
may  invest  in the  funds  selected  by the  Trustee  under  the  Plan  without
shareholder approval.

Major  Shareholders.  As of September 8, 1997, A.G.  Edwards & Sons, Inc. ("A.G.
Edwards"), 1 North Jefferson Avenue, St. Louis, MO 63103 was the record owner of
9,596,900,481.40 shares of

                                     A-10

<PAGE>



Money   Market   Trust,   1,817,332,367.93   shares  of  Tax  Exempt  Trust  and
1,081,190,679  shares of  Government  Trust  (approximately  98.83%,  98.35% and
96.92% of outstanding shares,  respectively,  of these Trusts). A.G. Edwards has
advised the Trusts  that all such  shares are held for the benefit of  brokerage
clients and that no such client owned beneficially 5% or more of the outstanding
shares of any of the Trusts.

Investment Management Services

The  Manager is  wholly-owned  by OFI,  which is a  wholly-owned  subsidiary  of
Oppenheimer   Acquisition  Corp.   ("OAC"),  a  holding  company  controlled  by
Massachusetts  Mutual Life Insurance  Company.  OAC is owned by certain of OFI's
directors and officers, some of whom may serve as officers of the Trust, and two
of whom (Mr. Swain and Ms. Macaskill) serve as Trustees of the Trust.

      The  management  fee is payable  monthly to the Manager under the terms of
the  investment   advisory   agreements  between  the  Manager  and  each  Trust
(collectively, the "Agreements"), and is computed on the aggregate net assets of
the respective  Trust as of the close of business each day. The management  fees
paid to the Manager by the Trusts during their last three fiscal periods were as
follows: (a) $12,657,193,  $21,572,514 and $32,755,568 paid for the fiscal years
ended June 30, 1995,  1996 and 1997,  respectively,  of Money Market Trust;  (b)
$5,050,991,  $6,380,737 and $6,858,451  paid for the fiscal years ended June 30,
1995,  1996 and 1997,  respectively,  of Tax Exempt Trust;  and (c)  $3,414,212,
$4,468,617  and $4,743,430  paid for the fiscal years ended June 30, 1995,  1996
and 1997, respectively, of Government Trust.

      The Agreements require the Manager,  at its expense, to provide the Trusts
with  adequate  office  space,  facilities  and  equipment,  and to provide  and
supervise the activities of all  administrative  and clerical personnel required
to provide effective  administration  for the Trusts,  including the compilation
and  maintenance  of records with respect to  operations,  the  preparation  and
filing  of  specified  reports,  and the  composition  of  proxy  materials  and
registration  statements  for  continuous  public  sale of shares of the Trusts.
Expenses  not  expressly  assumed  by the  Manager  under the  Agreements  or as
Distributor of the shares of the Trusts,  are paid by the Trusts. The Agreements
list  examples of expenses  paid by the Trusts,  the major  categories  of which
relate to interest,  taxes,  certain  insurance  premiums,  fees to unaffiliated
Trustees,  legal,  bookkeeping  and audit  expenses,  brokerage,  custodian  and
transfer agent expenses, share issuance costs, certain printing costs (excluding
the cost of printing  prospectuses for sales  materials) and registration  fees,
and  non-recurring  expenses,  including  litigation.  The Agreements permit the
Manager to act as investment advisor for any other person, firm or corporation.

      Under its Agreements with the Money Market Trust and the Government Trust,
respectively,  the Manager has agreed to reimburse each Trust to the extent that
the Trust's total expenses (including the management fee but excluding interest,
taxes,  brokerage  commissions,  and  extraordinary  expenses such as litigation
costs)  exceed in any fiscal year the lesser of: (i) 1.5% of average  annual net
assets of the Trust up to $30 million  plus 1% of the average  annual net assets
in excess of $30 million or; (ii) 25% of the total annual  investment  income of
the Trust.


                                     A-11

<PAGE>



      Independently  of the Money  Market  Trust's  Agreement,  the  Manager has
voluntarily agreed to waive a portion of the management fee otherwise payable to
it by the Money Market Trust as described in the  Prospectus  under "The Manager
and Its  Affiliates - Fees and  Expenses".  For fiscal year ended June 30, 1995,
June 30,  1996 and June 30,  1997,  the  reimbursements  by the Manager to Money
Market Trust were $0, $0 and $4,890,123, respectively.

      Under its Agreement  with Tax Exempt  Trust,  when the value of the Fund's
net assets is less than $1.5  billion,  the annual fee payable to the Manager is
reduced by  $100,000  based on the average  net assets  computed  daily and paid
monthly at the annual  rates,  but in no event shall the annual fee be less than
$0. This  contractual  provision  resulted in a reduction of the fee which would
otherwise  have been  payable to the Manager  during the fiscal years ended June
30, 1995,  1996 and 1997,  respectively,  in the  following  amounts:  $100,000,
$19,945 and $100,000.

      In addition,  under its Agreement  with Tax Exempt Trust,  the Manager has
agreed to assume that Trust's expenses to the extent that the total expenses (as
described above) of the Trust exceed the most stringent limits prescribed by any
state in which the  Trust's  shares are  offered  for sale.  The  payment of the
management  fee at the end of any month  will be reduced so that at no time will
there  be  any  accrued  but  unpaid  liabilities  under  any of  these  expense
assumptions.  No  reimbursement  or  assumption  was necessary by the Manager to
Government  Trust  during its three most  recent  fiscal  years.  As a result of
changes in federal  securities  laws which  have  effectively  pre-empted  state
expense limitations,  the contractual commitment relating to such reimbursements
is no longer relevant.

      The Tax  Exempt  Trust  Agreement  provides  that the  Manager  assumes no
responsibility  under the Agreement other than that which is imposed by law, and
shall not be responsible for any action of the Board of Trustees of the Trust in
following or declining to follow any advice or  recommendations  of the Manager.
The  Agreement  provides  that the Manager  shall not be liable for any error of
judgment or mistake of law, or for any loss  suffered by the Trust in connection
with matters to which the Agreement  relates,  except a loss resulting by reason
of the  Manager's  willful  misfeasance,  bad faith or gross  negligence  in the
performance  of its duties,  or its reckless  disregard of its  obligations  and
duties under the Agreement.

      The Agreements of Money Market Trust and Government Trust provide that the
Manager shall not be liable for any loss  sustained by reason of the adoption of
an investment  policy or the purchase,  sale or retention of any security on its
recommendation,  whether or not such  recommendation  shall have been based upon
its own  investigation  and research or upon  investigation and research made by
any other individual,  firm or corporation,  if such  recommendation  shall have
been  made and such  other  individual,  firm or  corporation  shall  have  been
selected  with  due  care  and in  good  faith,  provided  that  nothing  in the
Agreements  shall be construed to protect the Manager  against any  liability to
such Trusts or their shareholders by reason of willful misfeasance, bad faith or
gross negligence in the performance of its duties,  or by reason of its reckless
disregard of its obligations and duties under such Agreements.

Portfolio  Transactions.  Portfolio decisions are based upon the recommendations
and  judgment of the Manager  subject to the overall  authority  of the Board of
Trustees. As most purchases made by

                                     A-12

<PAGE>



the Trust are principal  transactions at net prices,  the Trust incurs little or
no brokerage costs.  Purchases of portfolio securities from underwriters include
a commission or concession paid by the issuer to the underwriter,  and purchases
from  dealers  include a spread  between the bid and asked  prices.  The Trust's
policy of investing in short-term  debt  securities with maturities of less than
one  year  results  in  high  portfolio  turnover.   However,   since  brokerage
commissions, if any, are small and securities are usually held to maturity, high
turnover does not have an appreciable adverse effect upon the net asset value or
income of the Trust in  periods  of stable or  declining  rates,  and may have a
positive effect in periods of rising interest rates.

      The Trust seeks to obtain  prompt and reliable  execution of orders at the
most  favorable  net price.  If  brokers  are used for  portfolio  transactions,
transactions are directed to brokers furnishing execution and research services.
The research  services provided by a particular broker may be useful only to one
or more  of the  advisory  accounts  of the  Manager  and  its  affiliates,  and
investment  research received for the commissions of those other accounts may be
useful both to the Trust and one or more of such other accounts.  Such research,
which may be  supplied by a third  party at the  instance of a broker,  includes
information  and analyses on  particular  companies  and  industries  as well as
market or economic trends and portfolio  strategy,  receipt of market quotations
for portfolio  evaluations,  information systems,  computer hardware and similar
products  and  services.  If a research  service  also  assists the Manager in a
non-research  capacity (such as bookkeeping or other administrative  functions),
then only the percentage or component that provides assistance to the Manager in
the investment decision-making process may be paid for in commission dollars.

      The research services provided by brokers broaden the scope and supplement
the research  activities of the Manager to make available  additional  views for
consideration  and  comparisons,  and to enable  the  Manager  to obtain  market
information  for the  valuation of securities  held in the Trust's  portfolio or
being  considered  for  purchase.  In the rare  instances  where the Trust  pays
commissions  for  research,  the Board of Trustees,  including  the  independent
Trustees of the Trust,  will review  information  furnished by the Manager as to
the  commissions  paid to  brokers  furnishing  such  services  in an  effort to
ascertain  that the amount of such  commissions  was  reasonably  related to the
value or the benefit of such services. The Trust does not direct the handling of
purchases  or sales of  portfolio  securities,  whether on a principal or agency
basis, to brokers for selling shares of the Trust. No portfolio transactions are
handled by brokers  which are  affiliated  with the Trust or the Manager if that
broker is acting as principal.

Service Plan

Each  Trust has  adopted a Service  Plan (the  "Plan")  under  Rule 12b-1 of the
Investment  Company  Act,  pursuant  to  which  the  Trust  will  reimburse  the
Distributor  for a portion of its costs incurred in connection with the services
rendered  to the  Trust,  as  described  in the  Prospectus.  Each Plan has been
approved:  (i) by a vote of the Board of  Trustees  of the  Trust,  including  a
majority of the "Independent  Trustees" (those Trustees of the Trust who are not
"interested  persons," as defined in the Investment Company Act, and who have no
direct or indirect  financial  interest in the  operation  of the Plan or in any
agreements  relating  to the Plan)  cast in person at a meeting  called  for the
purpose  of  voting  on the  Plan;  and  (ii) by the  vote of the  holders  of a
"majority  of  the  outstanding  voting  securities  "  (as  defined  under  the
Investment Company Act) of that Trust's outstanding voting

                                     A-13

<PAGE>



securities.  In approving each Plan, the Board determined that it is likely each
Plan will benefit the shareholders of that Trust.

      The  Distributor  has entered into  Supplemental  Distribution  Assistance
Agreements  ("Supplemental  Agreements")  under the Plan with  selected  dealers
distributing shares of Centennial America Fund, L.P.,  Centennial California Tax
Exempt Trust,  Centennial Government Trust, Centennial New York Tax Exempt Trust
and Oppenheimer Cash Reserves. Quarterly payments by the Distributor,  which are
not a Trust expense, for distribution-related  services will range from 0.10% to
0.30%,  annually,  of the average net asset value of shares of these funds owned
during the  quarter  beneficially  or of record by the dealer or its  customers.
However, no payment shall be made to any dealer for any quarter during which the
average net asset value of shares of such funds owned during that quarter by the
dealer or its  customers  is less than $5  million.  Payments  made  pursuant to
Supplemental  Agreements are not a fund expense, but are made by the Distributor
out of its own  resources  or out of the  resources  of the  Manager  which  may
include  profits  derived from the advisory fee it receives from each such fund.
No such supplemental payments will be paid to any dealer which is an "affiliate"
(as defined in the Investment Company Act) of the Distributor.

      Each Plan, unless terminated as described below,  shall continue in effect
from year to year but only so long as such continuance is specifically  approved
at least annually by each Trust's Board of Trustees,  including its  Independent
Trustees,  by a vote cast in person at a meeting  called for that  purpose.  The
Supplemental Agreements are subject to the same renewal requirement.  A Plan and
the  Supplemental  Agreements  may be  terminated  at any  time by the vote of a
majority of the Trust's Independent  Trustees or by the vote of the holders of a
"majority of the  outstanding  voting  securities" (as defined in the Investment
Company Act) of the Trust's  outstanding  voting  securities.  The  Supplemental
Agreements will  automatically  terminate in the event of their "assignment" (as
defined  in the  Investment  Company  Act),  and each may be  terminated  by the
Distributor:  (i) in the event a Trust amends its Plan, or (ii) if the net asset
value of shares of the funds covered by the Supplemental  Agreements held by the
dealer or its  customers  is less than $5  million  for two or more  consecutive
quarters.  A dealer may  terminate  a  Supplemental  Agreement  at any time upon
giving 30 days' notice.  Each Plan may not be amended to increase materially the
amount  of  payments  to be  made  unless  such  amendment  is  approved  by the
shareholders  of that Trust.  All  material  amendments  must be approved by the
Independent Trustees.

      Under each Plan,  no payment will be made to any  Recipient in any quarter
if the  aggregate  net asset value of all Trust shares held by the Recipient for
itself and its  customers did not exceed a minimum  amount,  if any, that may be
determined from time to time by a majority of the Trust's Independent  Trustees.
The Board of  Trustees  has set the fee at the  maximum  rate and set no minimum
amount.  The Plans  permit the  Distributor  and the Manager to make  additional
distribution  payments to Recipients from their own resources (including profits
from advisory fees) at no cost to a Trust.  The Distributor and the Manager may,
in their sole  discretion,  increase  or  decrease  the  amount of  distribution
assistance payments they make to Recipients from their own assets.

      Each  Recipient who is to receive  distribution  payments for any month or
quarter is  required  to certify in writing  that the  aggregate  payments to be
received  from the  applicable  Trust during that month or quarter do not exceed
the Recipient's administrative and sales related costs in rendering

                                     A-14

<PAGE>



distribution  assistance  during the month or quarter,  and will  reimburse  the
Trust for any excess.

      For each  Trust's  fiscal  year  ended  June  30,  1997,  payments  to the
Distributor  under its Plan totaled  $16,003,021,  $3,177,577 and $2,060,666 for
Money Market Trust,  Tax Exempt Trust and  Government  Trust,  respectively,  of
which $-0-, $3,109,499 and $-0- was paid by Money Market Trust, Tax Exempt Trust
and Government  Trust,  respectively,  to an affiliate of the Distributor,  as a
Recipient. Payments received by the Distributor under the Plans will not be used
to pay any interest  expense,  carrying  charge,  or other  financial  costs, or
allocation of overhead by the Distributor.  Any unreimbursed  expenses  incurred
for any fiscal quarter by the  Distributor  may not be recovered under that Plan
in subsequent fiscal quarters.

      While the Plan is in effect,  the  Treasurer of each Trust shall provide a
report to the Board of Trustees in writing at least  quarterly  on the amount of
all payments  made  pursuant to the Plan,  the identity of each  Recipient  that
received any such  payment,  and the purposes for which the payments  were made.
The  Plan  further  provides  that  while  it is in  effect,  the  election  and
nomination of those Trustees of a Trust who are not "interested  persons" of the
Trust is committed to the discretion of the Independent Trustees.  This does not
prevent the  involvement of others in such selection and nomination if the final
decision on any such  selection or  nomination  is approved by a majority of the
Independent Trustees.

Purchase, Redemption and Pricing of Shares

Determination  of Net Asset Value Per Share. The net asset value of each Trust's
shares is  determined  twice  each day as of 12:00 Noon and the close of The New
York Stock  Exchange (the  "Exchange")  which is normally 4:00 P.M.,  but may be
earlier on some days,  each day the Exchange is open (a "regular  business day")
(all  references to time mean New York time) by dividing that Trust's net assets
(the total value of the Trust's portfolio securities, cash and other assets less
all liabilities) by the total number of shares outstanding.  The Exchange's most
recent  annual  holiday  schedule  states  that it will  close New  Year's  Day,
Presidents'  Day,  Good  Friday,  Memorial  Day,  Independence  Day,  Labor Day,
Thanksgiving  Day and Christmas  Day. The Exchange may also close on other days.
Dealers other than Exchange members may conduct trading in Municipal  Securities
on certain days on which the Exchange is closed  (e.g.,  Good  Friday),  so that
securities of the same type held by Tax Exempt Trust may be traded,  and its net
asset  value  per  share  may be  affected  significantly,  on  such  days  when
shareholders may not purchase or redeem shares.

      Each  Trust's  Board  of  Trustees  has  established  procedures  for  the
valuation  of the  Trust's  securities  which  provide  that money  market  debt
securities  that had a maturity  of less than 397 days when  issued  that have a
remaining  maturity  of 60  days  or less  are  valued  at  cost,  adjusted  for
amortization of premiums and accretion of discounts;  and securities  (including
restricted securities) not having readily-available market quotations are valued
at fair value determined under the Board's procedures.

      The Trusts  will seek to maintain a net asset value of $1.00 per share for
purchases and redemptions. There can be no assurance that each Trust will do so.
Each Trust  operates  under Rule 2a-7 under which a Trust may use the  amortized
cost method of valuing their shares. The amortized

                                     A-15

<PAGE>



cost method  values a security  initially at its cost and  thereafter  assumes a
constant amortization of any premium or accretion of any discount, regardless of
the impact of  fluctuating  interest  rates on the market value of the security.
This method does not take into account unrealized capital gains or losses.

      Each Trust's  Board of Trustees  has  established  procedures  intended to
stabilize the Trust's net asset value at $1.00 per share. If a Trust's net asset
value per share were to deviate from $1.00 by more than 0.5%, Rule 2a-7 requires
the Board  promptly to consider  what action,  if any,  should be taken.  If the
Trustees  find that the  extent of any such  deviation  may  result in  material
dilution or other unfair effects on  shareholders,  the Board will take whatever
steps it considers  appropriate  to eliminate or reduce such  dilution or unfair
effects,  including,  without limitation,  selling portfolio securities prior to
maturity,  shortening the average  portfolio  maturity,  withholding or reducing
dividends,  reducing the  outstanding  number of Trust shares  without  monetary
consideration,  or  calculating  net asset  value  per share by using  available
market quotations.

      As long as the Trust use Rule  2a-7,  each  Trust  must  abide by  certain
conditions described in the Prospectus. Some of those conditions which relate to
portfolio  management are that each Trust must:  (i) maintain a  dollar-weighted
average portfolio maturity not in excess of 90 days; (ii) limit its investments,
including repurchase  agreements,  to those instruments which are denominated in
U.S.  dollars  and which are rated in one of the two highest  short-term  rating
categories   by  at  least   two   "nationally-recognized   statistical   rating
organizations"  ("Rating  Organizations")  as defined  in Rule  2a-7,  or by one
Rating Organization if only one Rating  Organization has rated the security;  an
instrument  that is not rated must be a comparable  quality as determined by the
Manager  under  procedures  approved by the Board;  and (iii) not  purchase  any
instruments  with a remaining  maturity of more than 397 days.  Under Rule 2a-7,
the maturity of an instrument is generally  considered to be its stated maturity
(or in the case of an instrument  called for  redemption,  the date on which the
redemption  payment must be made), with special  exceptions for certain variable
rate demand and floating rate instruments.  Repurchase agreements and securities
loan  agreements  are,  in  general,  treated as having a maturity  equal to the
period scheduled until repurchase or return,  or if subject to demand,  equal to
the notice period.

      While amortized cost method provides certainty in valuation,  there may be
periods  during which the value of an  instrument,  as  determined  by amortized
cost,  is higher or lower than the price the Trust would  receive if it sold the
instrument.  During  periods of  declining  interest  rates,  the daily yield on
shares of the Trust may tend to be lower  (and net  investment  income and daily
dividends  higher)  than market  prices or  estimates  of market  prices for its
portfolio.  Thus, if the use of amortized cost by the trusts resulted in a lower
aggregate portfolio value on a particular day, a prospective  investor in one of
the Trust would be able to obtain a somewhat higher yield than would result from
investment in a fund utilizing solely market values,  and existing  investors in
the Trusts would receive less investment income than if the Trust were priced at
market value.  Conversely,  during periods of rising interest  rates,  the daily
yield on Trust shares will tend to be higher and its aggregate  value lower than
that of a portfolio priced at market value. A prospective investor would receive
a lower yield than from an  investment  in a portfolio  priced at market  value,
while existing  investors in the Rust would receive more investment  income than
if the Trust were priced at market value.

                                     A-16

<PAGE>



Redemptions.  Each Trust's Board of Trustees has the right,  in conformity  with
the Trust's  Declaration of Trust and applicable  law, to cause the  involuntary
redemption of the shares held in any account if the aggregate net asset value of
such  shares is less than $500 or such  lesser  amount as the Board may  decide.
Should the Board elect to exercise  this right,  it will  establish the terms of
any notice of such redemption  required to be provided to the shareholder  under
the Investment  Company Act,  including any provision the Board may establish to
enable  the  shareholder  to  increase  the  amount of the  investment  to avoid
involuntary redemption.

Expedited  Redemption  Procedures.  Under  the  Expedited  Redemption  Procedure
available  to  shareholders  of the Trusts,  as discussed in the Appendix to the
Prospectus,  the wiring of  redemption  proceeds  may be delayed if the  Trust's
Custodian  bank is not open for business on a day that the Trust would  normally
authorize  the wire to be made,  which is usually  the same day for  redemptions
prior to 12:00 Noon, and the Trust's next regular  business day for  redemptions
between  12:00  Noon  and the  close of The New York  Stock  Exchange,  which is
normally 4:00 P.M., but may be earlier on some days. In those circumstances, the
wire will not be transmitted until the next bank business day on which the Trust
is open for business,  and no dividends will be paid on the proceeds of redeemed
shares waiting transfer by wire.

Dividend  Reinvestment  in Another Fund.  Direct  shareholders of the Trusts may
elect to reinvest all dividends and/or distributions in Class A shares of any of
the other funds  listed  below as  "Eligible  Funds" at net asset value  without
sales charge. To elect this option, a shareholder must notify the Transfer Agent
in writing,  and either must have an existing  account in the fund  selected for
reinvestment  or must obtain a prospectus for that fund and an application  from
the Transfer Agent to establish an account.  The investment  will be made at the
net asset value per share next determined on the payable date of the dividend or
distribution.

Exchange of Shares

Eligible  Funds.  As stated in the  Prospectus,  shares of the Trust may,  under
certain circumstances, be exchanged by direct shareholders for Class A shares of
the following Oppenheimer funds ("Eligible Funds"):

     Limited Term New York Municipal  Fund  
     Oppenheimer Bond Fund  
     Oppenheimer Bond Fund for Growth  
     Oppenheimer California  Municipal Fund  
     Oppenheimer Champion  Income Fund  
     Oppenheimer Developing  Markets  Fund  
     Oppenheimer Disciplined Allocation Fund 
     Oppenheimer Disciplined Value Fund 
     Oppenheimer Discovery Fund 
     Oppenheimer Enterprise Fund 
     Oppenheimer Equity Income Fund
     Oppenheimer Florida Municipal Fund 
     Oppenheimer Global Fund

                                     A-17

<PAGE>

     
     Oppenheimer Global  Growth  &  Income  Fund  
     Oppenheimer Gold &  Special Minerals  Fund  
     Oppenheimer Growth  Fund  
     Oppenheimer High  Yield  Fund
     Oppenheimer Insured Municipal Fund 
     Oppenheimer Intermediate Municipal Fund
     Oppenheimer International Bond Fund 
     Oppenheimer International Growth Fund
     Oppenheimer LifeSpan  Balanced  Fund  
     Oppenheimer LifeSpan  Growth  Fund
     Oppenheimer LifeSpan Income Fund
     Oppenheimer Limited-Term Government Fund
     Oppenheimer Main Street California  Municipal Fund 
     Oppenheimer Main Street Income & Growth Fund  
     Oppenheimer Multi-Sector  Income Trust  
     Oppenheimer Multiple  Strategies Fund 
     Oppenheimer Municipal Bond Fund 
     Oppenheimer New Jersey  Municipal Fund  
     Oppenheimer New York  Municipal Fund  
     Oppenheimer Pennsylvania  Municipal Fund  
     Oppenheimer Quest Capital Value Fund,  Inc.
     Oppenheimer Quest  Global  Value Fund,  Inc.  
     Oppenheimer Quest Growth & Income Value Fund 
     Oppenheimer Quest Officers Value Fund 
     Oppenheimer Quest Opportunity  Value Fund 
     Oppenheimer Quest Small Cap Value Fund 
     Oppenheimer Quest Value Fund, Inc.  
     Oppenheimer Real Asset Fund 
     Oppenheimer Strategic Income  Fund  
     Oppenheimer Total  Return  Fund,  Inc.   
     Oppenheimer U.S. Government Trust 
     Oppenheimer World Bond Fund 
     Rochester Fund Municipals 
     The New York Tax-Exempt Income Fund, Inc.

      the following "Money Market Funds":

      Centennial America Fund, L.P.
      Centennial California Tax Exempt Trust
      Centennial Government Trust
      Centennial New York Tax Exempt Trust
      Centennial Tax Exempt Trust
      Daily Cash Accumulation Fund, Inc.
      Oppenheimer Cash Reserves
      Oppenheimer Money Market Fund, Inc.

                                     A-18

<PAGE>



Yield Information

Each Trust's  current  yield is  calculated  for a seven-day  period of time, in
accordance  with  regulations  adopted  under the  Investment  Company  Act,  as
follows:  First, a base period return is calculated for the seven-day  period by
determining the net change in the value of a hypothetical  pre-existing  account
having one share at the beginning of the seven-day  period.  The change includes
dividends  declared on the original  share and dividends  declared on any shares
purchased  with  dividends  on that share,  but such  dividends  are adjusted to
exclude  any  realized  or  unrealized  capital  gains or losses  affecting  the
dividends  declared.  Next,  the base period  return is  multiplied  by 365/7 to
obtain the current yield to the nearest hundredth of one percent. The compounded
effective yield for a seven-day period is calculated by (a) adding 1 to the base
period  return  (obtained  as described  above),  (b) raising the sum to a power
equal to 365 divided by 7 and (c)  subtracting 1 from the result.  For the seven
day period ended June 30, 1997, the "current yield" for each Money Market Trust,
Tax Exempt Trust and Government  Trust was 5.04% 3.34% and 4.81%,  respectively.
The seven-day  compounded  effective yield for that period was 5.17%,  3.40% and
4.93%, respectively.

      The  yield  as   calculated   above  may  vary  for  accounts   less  than
approximately  $100 in value  due to the  effect  of  rounding  off  each  daily
dividend to the nearest full cent.  Since the  calculation of yield under either
procedure  described  above does not take into  consideration  any  realized  or
unrealized gains or losses on each Trust's portfolio securities which may affect
dividends,  the return on dividends declared during a period may not be the same
on an annualized basis as the yield for that period.

      Tax Exempt  Trust's  "tax  equivalent  yield"  adjusts Tax Exempt  Trust's
current  yield,  as  calculated  above,  by a stated  Federal tax rate.  The tax
equivalent  yield is computed by dividing the tax-exempt  portion of the Trust's
current yield by one minus a stated income tax rate and adding the result to the
portion (if any) of the Trust's  current yield that is not  tax-exempt.  The tax
equivalent  yield may be compounded  as described  above to provide a compounded
effective tax equivalent  yield. The tax equivalent yield may be used to compare
the tax  effects of income  derived  from the Trust  with  income  from  taxable
investments at the tax rates stated.  Exhibit D, which is applicable only to Tax
Exempt Trust,  includes a tax equivalent yield table, based on various effective
tax brackets for  individual  taxpayers.  Such tax brackets are  determined by a
taxpayer's  Federal taxable income (the net amount subject to Federal income tax
after  deductions and  exemptions).  The tax equivalent yield table assumes that
the investor is taxed at the highest bracket,  regardless of whether a switch to
non-taxable  investments  would  cause a lower  bracket  to apply and that state
income tax payments are fully deductible for income tax purposes.  For taxpayers
with income above certain levels,  otherwise  allowable itemized  deductions are
limited.  The Tax Exempt Trust's tax equivalent  yield for the seven-day  period
ended June 30, 1997 was 3.34%. Its tax-equivalent compounded effective yield for
the same period was 3.40% for an investor in the highest Federal tax bracket.

     Yield  information  may be useful to investors  in  reviewing  each Trust's
performance.  A Trust may make  comparisons  between its yield and that of other
investments,  by citing various  indices such as The Bank Rate Monitor  National
Index  (provided by Bank Rate Monitor TM),  which measures the average rate paid
on bank money market  accounts,  NOW accounts and certificates of deposit by the
100 largest banks and thrift  institutions  in the top ten  metropolitan  areas.
However,

                                     A-19

<PAGE>



a number of factors  should be considered  before using yield  information  as a
basis for  comparison  with other  investments.  An investment in a Trust is not
insured.  Its yield is not  guaranteed  and normally  will  fluctuate on a daily
basis.   The  yield  for  any  given  past  period  is  not  an   indication  or
representation  by the Trust of future  yields or rates of return on its shares.
Each Trust's yield is affected by portfolio quality, portfolio maturity, type of
instruments  held and operating  expenses.  When  comparing a Trust's yield with
that of other  investments,  investors  should  understand  that  certain  other
investment  alternatives  such  as  certificates  of  deposit,  U.S.  Government
Securities,  money market  instruments or bank accounts may provide fixed yields
or yields that may vary above a stated minimum,  and also that bank accounts may
be insured. Certain types of bank accounts may not pay interest when the balance
falls below a specified  level and may limit the number of  withdrawals by check
per month.  In order to compare the Tax Exempt Trust's  dividends to the rate of
return on taxable  investments,  Federal income taxes on such investments should
be considered.

Additional Information

Description of the Trusts. Each Trust's Declaration of Trust contains an express
disclaimer of shareholder and Trustee liability for the Trust's obligations, and
provides for  indemnification  and reimbursement of expenses out of its property
for any shareholder held personally liable for its obligations. Each Declaration
of Trust also provides that the Trust shall,  upon request,  assume a defense of
any claim made against any  shareholder  for any act or  obligation of the Trust
and  satisfy any  judgment  thereon.  Thus,  while  Massachusetts  law permits a
shareholder  of a trust  (such as the Trust) to be held  personally  liable as a
"partner" for the Trust's obligations under certain circumstances, the risk of a
Trust  shareholder  incurring  any  financial  loss on  account  of  shareholder
liability  is  highly   unlikely  and  is  limited  to  the  relatively   remote
circumstance  in which  the  Trust  would  be  unable  to meet  its  obligations
described  above.  Any person doing business with the Trust, and any shareholder
of the Trust,  agrees under the Trust's  Declaration  of Trust to look solely to
the assets of the Trust for  satisfaction of any claim or demand which may arise
out of any  dealings  with the Trust,  and the  Trustees  shall have no personal
liability to any such person, to the extent permitted by law.

      It is not contemplated  that regular annual meetings of shareholders  will
be held.  The Trust will hold meetings when required to do so by the  Investment
Company Act or other applicable law, or when a shareholder  meeting is called by
the Trustees.  Shareholders  have the right,  upon the declaration in writing or
vote of two-thirds of the outstanding  shares of the Trust, to remove a Trustee.
The  Trustees  will call a meeting of  shareholders  to vote on the removal of a
Trustee upon the written  request of the  shareholders of 10% of its outstanding
shares.  In  addition,  if the  Trustees  receive  a  request  from at  least 10
shareholders (who have been shareholders for at least six months) holding in the
aggregate shares of the Trust valued at $25,000 or more or holding 1% or more of
the Trust's outstanding shares, whichever is less, that they wish to communicate
with other  shareholders to request a meeting to remove a Trustee,  the Trustees
will then either make the Trust's  shareholder  list available to the applicants
or  mail  their  communication  to all  other  shareholders  at the  applicants'
expense,  or the  Trustees  may take such  other  action as set forth in Section
16(c) of the Investment Company Act.

Tax Status of the Trust's Dividends and Distributions. The Federal tax treatment
of the Trust's

                                     A-20

<PAGE>



dividends and distributions to shareholders is explained in the Prospectus under
the caption  "Dividends,  Distributions  and Taxes." Under the Internal  Revenue
Code,  the Trust must  distribute  by  December  31 each year 98% of its taxable
investment income earned from January 1 through December 31 of that year and 98%
of its capital gains  realized from the prior  November 1 through  October 31 of
that year or else pay an excise tax on the amounts not distributed.  While it is
presently   anticipated   that  the  Trust's   distributions   will  meet  those
requirements,  the Trust's Board and the Manager might determine in a particular
year  that  it is in the  best  interest  of  the  Trust's  shareholders  not to
distribute  income or capital gains at the mandated levels and to pay the excise
tax on the undistributed amounts.

The Custodian and the Transfer Agent. The Custodian's  responsibilities  include
safeguarding and controlling the Trusts'  portfolio  securities and handling the
delivery  of  portfolio  securities  to and from the  Trusts.  The  Manager  has
represented to the Trusts that its banking relationships with the Custodian have
been and will continue to be unrelated to and  unaffected  by the  relationships
between the Trusts and the  Custodian.  It will be the practice of the Trusts to
deal with the Custodian in a manner uninfluenced by any banking relationship the
Custodian  may have with the Manager or its  affiliates.  Shareholder  Services,
Inc.,  the  Transfer  Agent,   is  responsible  for  maintaining   each  Trust's
shareholder  registry and shareholder  accounting  records,  and for shareholder
servicing and administrative functions.

General  Distributor's  Agreement.  Under the  General  Distributor's  Agreement
between each Trust and the  Distributor,  the  Distributor  acts as each Trust's
principal underwriter in the continuous public offering of its shares but is not
obligated to sell a specific number of shares. Expenses normally attributable to
sales (other than those paid under the General  Distributor's  Agreement and the
Service  Plan),  including  advertising  and the cost of  printing  and  mailing
prospectuses other than those furnished to existing  shareholders,  are borne by
the Distributor.

Independent Auditors and Financial  Statements.  The independent auditors of the
Trusts examine the Trusts' financial  statements and perform other related audit
services.  They also act as auditors for the Manager and for OFI, the  Manager's
immediate  parent, as well as for certain other funds advised by the Manager and
OFI.


                                     A-21

<PAGE>



INDEPENDENT AUDITORS' REPORT
Centennial Money Market Trust


The Board of Trustees and Shareholders of Centennial Money Market Trust:

We have audited the accompanying statement of assets and liabilities,  including
the statement of  investments,  of Centennial  Money Market Trust as of June 30,
1997,  the  related  statement  of  operations  for the  year  then  ended,  the
statements  of changes in net assets for the years ended June 30, 1997 and 1996,
and the financial highlights for the period July 1, 1992 to June 30, 1997. These
financial  statements  and financial  highlights are the  responsibility  of the
Trust's  Management.  Our  responsibility  is to  express  an  opinion  on these
financial statements and financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of securities owned at June 30,
1997 by correspondence with the custodian.  An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion,  such  financial  statements  and financial  highlights  present
fairly,  in all material  respects,  the financial  position of Centennial Money
Market Trust at June 30, 1997, the results of its operations, the changes in its
net assets, and the financial  highlights for the respective stated periods,  in
conformity with generally accepted accounting principles.


                                                      DELOITTE & TOUCHE LLP

                                                      Denver, Colorado
                                                      July 22, 1997


                                    A-22
<PAGE>


STATEMENT OF INVESTMENTS June 30, 1997
Centennial Money Market Trust

<TABLE>
<CAPTION>
                                                                                Face                 Value
                                                                               Amount             See Note 1
                                                                            ------------        --------------
<S>                                                                         <C>                 <C>
BANKERS' ACCEPTANCES-0.3%
BankBoston, N.A., 5.28%, 8/18/97  . . . . . . . . . . . . . . . . . . . .   $ 18,000,000        $   17,873,280
Barnett Banks, Inc., 5.59%, 11/25/97  . . . . . . . . . . . . . . . . . .     10,000,000             9,771,742
                                                                                                --------------
Total Bankers' Acceptances  . . . . . . . . . . . . . . . . . . . . . . .                           27,645,022
                                                                                                --------------

CERTIFICATES OF DEPOSIT-3.1%
DOMESTIC CERTIFICATES OF DEPOSIT-0.7%
LaSalle National Bank:
  5.46%, 7/1/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .     20,000,000            20,000,000
  5.52%, 7/9/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .     17,000,000            17,000,000
  5.67%, 10/17/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     25,000,000            25,000,000
                                                                                                --------------
                                                                                                    62,000,000
                                                                                                --------------
YANKEE CERTIFICATES OF DEPOSIT-2.4%
ABN Amro Bank, N.V., 5.49%, 7/11/97 . . . . . . . . . . . . . . . . . . .     35,000,000            35,000,191
Deutsche Bank AG, 5.55%, 7/3/97 . . . . . . . . . . . . . . . . . . . . .     10,000,000             9,999,952
Societe Generale:
  5.45%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     25,000,000            25,000,398
  5.68%, 8/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     18,000,000            18,000,206
  5.68%, 8/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     20,000,000            19,999,850
  5.72%, 10/21/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     30,000,000            29,969,410
  5.75%, 12/23/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.75%, 12/23/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     10,000,000            10,000,000
  5.75%, 8/18/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.75%, 8/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.92%, 9/17/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     20,000,000            20,012,065
                                                                                                --------------
                                                                                                   212,982,072
                                                                                                --------------
Total Certificates of Deposit   . . . . . . . . . . . . . . . . . . . . .                          274,982,072
                                                                                                --------------
DIRECT BANK OBLIGATIONS-5.8%
Abbey National North America Corp.:
  5.275%, 8/21/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     20,000,000            19,850,542
  5.39%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     72,000,000            71,892,339

ABN Amro North America Finance, Inc.:
  5.28%, 7/23/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     50,000,000            49,835,611
  5.37%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     35,000,000            34,947,792
Bank One Dayton N.A., 5.70%, 11/3/97(1) . . . . . . . . . . . . . . . . .     15,000,000            14,997,187

BankBoston, N.A.:
  5.05%, 1/20/98  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.53%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.69%, 8/27/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     30,000,000            30,000,000
  5.69%, 8/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     40,000,000            40,000,000
  5.69%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
</TABLE>





                                                                               3


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust

<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
DIRECT BANK OBLIGATIONS (CONTINUED)
Bankers Trust Co., New York:
  5.37%, 12/10/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 17,000,000        $   16,998,186
  5.60%, 11/26/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,993,026
  5.66%, 6/9/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,992,249
  5.70%, 10/17/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,999,126
  5.70%, 4/3/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,996,809
  5.71%, 4/15/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             5,000,000
CoreStates Capital Corp., 5.608%, 12/18/97(1) . . . . . . . . . . . . . . . . . . . . . .         13,000,000            12,996,562

FCC National Bank:
  5.60%, 5/8/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,993,336
  5.63%, 8/21/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,999,595
Huntington National Bank, 5.53%, 7/9/97 . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000

National Westminster Bank of Canada:
  5.38%, 7/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          7,000,000             6,998,954
  5.38%, 7/7/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,986,550

Societe Generale North America, Inc.:
  5.39%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,961,072
  5.61%, 9/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,852,737
Westdeutsche Landesbank Girozentrale, 5.58%, 12/22/97 . . . . . . . . . . . . . . . . . .         13,500,000            13,135,905
                                                                                                                    --------------
Total Direct Bank Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                              528,427,578
                                                                                                                    --------------
LETTERS OF CREDIT-3.5%
Bank of America, guaranteeing commercial paper of Formosa Plastics Corp.
  USA-Series B, 5.57%, 10/27/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,543,569

Bank One, Cleveland, guaranteeing commercial paper of Capital One Funding Corp.:
  Series 1995F, 5.63%, 7/13/97(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . . .         10,496,000            10,496,000
  Series 1995F, 5.63%, 7/13/97(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . . .          8,750,000             8,750,000

Barclays Bank PLC, guaranteeing commercial paper of:
  Banco Bradesco SA-Grand Cayman Branch-Series A, 5.58%, 10/21/97   . . . . . . . . . . .         20,000,000            19,652,800
  Banco Bradesco SA-Grand Cayman Branch-Series A, 5.62%, 9/4/97   . . . . . . . . . . . .         20,000,000            19,797,056
  Banco Bradesco SA-Grand Cayman Branch-Series A, 5.65%, 12/1/97  . . . . . . . . . . . .          5,000,000             4,879,937
  Banco Bradesco SA-Grand Cayman Branch-Series B, 5.59%, 12/2/97  . . . . . . . . . . . .         22,000,000            21,473,919
  Banco Bradesco SA-Grand Cayman Branch-Series B, 5.62%, 12/3/97  . . . . . . . . . . . .          5,000,000             4,879,014
  Banco Nacionale de Mexico SA-Series B, 5.64%, 7/8/97  . . . . . . . . . . . . . . . . .         15,000,000            14,983,550
Bayerische Vereinsbank AG, guaranteeing commercial paper of
  Galicia Funding Corp.-Series B, 5.62%, 9/5/97(3)  . . . . . . . . . . . . . . . . . . .         10,000,000             9,896,967
</TABLE>





4


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust

<TABLE>
<CAPTION>
                                                                                                    Face                 Value
                                                                                                   Amount              See Note 1
                                                                                                ------------         --------------
<S>                                                                                             <C>                 <C>
LETTERS OF CREDIT (CONTINUED)
Credit Suisse, guaranteeing commercial paper of:
  CEMEX, S.A. de C.V.-Series A, 5.31%, 8/18/97  . . . . . . . . . . . . . . . . . . . . .       $ 15,000,000        $   14,893,800
  COSCO (Cayman) Co., Ltd., 5.59%, 10/24/97   . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,821,431
  COSCO (Cayman) Co., Ltd., 5.62%, 8/19/97  . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,885,258
  Daewoo International Corp., 5.45%, 7/15/97  . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,980,925
  Daewoo International Corp., 5.60%, 9/9/97   . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,891,111
  Guangdon Enterprises Ltd., 5.67%, 8/19/97   . . . . . . . . . . . . . . . . . . . . . .          6,000,000             5,953,613
  Minmetals Capitals & Securities, Inc., 5.61%, 8/12/97   . . . . . . . . . . . . . . . .         10,000,000             9,934,550
  Pemex Capital, Inc.-Series B, 5.62%, 11/3/97  . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,902,431

Societe Generale, guaranteeing commercial paper of:
  Banco Nacionale de Comercio Exterior, SNC-Series A, 5.61%, 11/25/97   . . . . . . . . .         30,000,000            29,312,775
  Banco Nacionale de Comercio Exterior, SNC-Series A, 5.61%, 12/1/97  . . . . . . . . . .         22,500,000            21,963,544
  Banco Nacionale de Comercio Exterior, SNC-Series B, 5.61%, 12/1/97  . . . . . . . . . .         10,000,000             9,761,575
  Girsa Funding Corp., 5.57%, 7/2/97(3)   . . . . . . . . . . . . . . . . . . . . . . . .          8,200,000             8,198,731
  Nacional Financiera SNC-Series A, 5.60%, 8/20/97  . . . . . . . . . . . . . . . . . . .         10,000,000             9,922,222
  Nacional Financiera SNC-Series A, 5.75%, 8/18/97  . . . . . . . . . . . . . . . . . . .         20,000,000            19,846,667
                                                                                                                    --------------
Total Letters of Credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                              317,621,445
                                                                                                                    --------------
SHORT-TERM Notes-81.4% AUTOMOTIVE-0.9% BMW US Capital Corp.:
  5.60%, 8/20/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,844,444
  5.60%, 8/25/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         65,740,000            65,177,558
                                                                                                                    --------------
                                                                                                                        85,022,002
                                                                                                                    --------------
BANK HOLDING COMPANIES-1.0%
Bankers Trust New York Corp., 5.39%, 7/9/97 . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,982,033
Barnett Banks, Inc., 5.70%, 7/7/97  . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,966,750
CoreStates Capital Corp., 5.61%, 7/14/97(1) . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
Morgan (J.P.) & Co., Inc., 5.38%, 7/9/97  . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,976,089
NationsBank Corp., 5.37%, 7/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,990,602
                                                                                                                    --------------
                                                                                                                        93,915,474
                                                                                                                    --------------
BANKS-2.1%
BankBoston, N.A.:
  5.42%, 8/19/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
  5.69%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000

Bankers Trust Co., New York:
  5.39%, 7/7/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,955,083
  5.69%, 4/23/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,996,837
</TABLE>





                                                                               5


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
BANKS (CONTINUED)
FCC National Bank:
  5.62%, 2/20/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 15,000,000        $   14,995,294
  5.69%, 9/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
  5.87%, 11/10/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         32,000,000            32,008,127
                                                                                                                    --------------
                                                                                                                       186,955,341
                                                                                                                    --------------
BEVERAGES-1.2%
Coca-Cola Enterprises, Inc.:
  5.65%, 7/21/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,921,528
  5.66%, 7/24/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,927,678
  5.67%, 8/5/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,862,187
  5.68%, 7/14/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,979,489
  5.70%, 8/21/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,798,125
                                                                                                                     -------------
                                                                                                                       104,489,007
                                                                                                                     -------------
BROKER/DEALERS-16.3%
Bear Stearns Cos., Inc.:
  5.44%, 5/22/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            18,000,000
  5.47%, 8/1/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.60%, 8/20/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,805,556
  5.60%, 8/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,841,333
  5.61%, 8/27/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,689,112
  5.61%, 8/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,728,850
  5.61%, 9/22/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,767,185
  5.62%, 9/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,719,000
  5.62%, 9/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,852,475
  5.62%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,746,319
  5.63%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         34,000,000            33,930,876
  5.64%, 10/6/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,468,117
  5.66%, 7/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         49,891,000            49,836,197
  5.668%, 4/3/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
  5.677%, 2/9/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,018,858
  5.75%, 4/1/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000            10,000,000

CS First Boston, Inc.:
  5.36%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,973,200
  5.42%, 5/12/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.43%, 6/2/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.43%, 7/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,973,604
  5.60%, 8/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,774,444
  5.617%, 3/13/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            17,000,000
</TABLE>





6


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
BROKER/DEALERS (CONTINUED)
Dean Witter, Discover & Co., 5.888%, 9/29/97(1) . . . . . . . . . . . . . . . . . . . . .       $ 20,000,000        $   20,010,940
Goldman Sachs Group, L.P.:
  5.60%, 9/12/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,602,556
  5.61%, 9/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,612,754
  5.62%, 10/6/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,470,003
  5.62%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,644,847
  5.62%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,730,708
  5.78%, 9/22/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000

Goldman Sachs Group, L.P., Promissory Nts.:
  5.844%, 10/10/97(2)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
  5.87%, 11/10/97(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.88%, 12/12/97(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            35,000,000
  5.89%, 9/4/97(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000

Lehman Brothers Holdings, Inc.:
  5.62%, 11/21/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         28,000,000            27,374,931
  5.63%, 8/22/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,918,678
  5.64%, 7/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,994,517
  5.64%, 9/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,777,533
  5.65%, 7/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,964,687
  5.65%, 7/7/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,976,458
  5.677%, 2/3/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
  5.771%, 6/18/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            35,106,786

Merrill Lynch & Co., Inc.:
  5.28%, 7/3/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,995,600
  5.36%, 7/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,996,239
  5.39%, 7/18/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,961,821
  5.40%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,970,000
  5.40%, 7/9/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,988,000
  5.58%, 10/15/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,671,400
  5.58%, 12/15/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         21,000,000            20,456,415
  5.59%, 12/1/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,524,850
  5.60%, 8/25/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,871,667
  5.60%, 8/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,862,333
  5.62%, 8/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,818,911
  5.62%, 9/3/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,800,178
  5.63%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         27,000,000            26,945,107
  5.648%, 1/8/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,997,449
  5.65%, 7/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,971,750
  5.68%, 10/24/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,998,425
  5.68%, 3/18/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,997,912
</TABLE>





                                                                               7


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                <C>
BROKER/DEALERS (CONTINUED)
Merrill Lynch & Co., Inc. (Continued)
  5.68%, 7/16/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 25,000,000        $   24,940,833
  5.685%, 5/26/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,997,720
  5.70%, 8/12/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13,000,000            12,913,550
  5.70%, 9/19/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.75%, 12/19/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,999,661
Morgan Stanley, Dean Witter, Discover & Co., 5.50%, 3/24/98 . . . . . . . . . . . . . . .         23,744,000            23,744,000
                                                                                                                    --------------
                                                                                                                     1,476,734,345
                                                                                                                    --------------
CHEMICALS-1.1%
Henkel Corp.:
  5.58%, 10/17/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13,000,000            12,782,380
  5.58%, 10/23/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,558,250
  5.58%, 10/24/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,554,375
  5.61%, 9/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,887,800
  5.70%, 10/20/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         29,000,000            28,490,325
                                                                                                                    --------------
                                                                                                                       100,273,130
                                                                                                                    --------------
COMMERCIAL FINANCE-14.2% CIT Group Holdings, Inc.:
  5.58%, 11/20/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         70,000,000            69,980,400
  5.60%, 12/23/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,990,703
  5.60%, 5/22/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,978,936
  5.60%, 8/26/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         65,000,000            64,433,778
  5.625%, 9/17/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,996,126
  5.63%, 7/17/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,949,956
  5.764%, 3/11/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,000,000            11,000,000

Countrywide Home Loans:
  5.57%, 7/1/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            50,000,000
  5.59%, 9/18/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,754,661
  5.60%, 8/13/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,732,444
  5.60%, 8/25/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         69,095,000            68,503,854
  5.61%, 8/27/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,822,350
  5.62%, 8/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,896,967
  5.62%, 8/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,637,822
  5.63%, 8/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,630,922
  5.63%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,491,736

FINOVA Capital Corp.:
  5.30%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,961,217
  5.40%, 7/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,922,667
  5.43%, 7/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,993,212
</TABLE>





8


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
COMMERCIAL FINANCE (CONTINUED)
  5.47%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 10,000,000        $    9,984,806
  5.47%, 7/16/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,988,604
  5.61%, 10/16/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,749,888
  5.61%, 10/22/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,559,771
  5.61%, 10/30/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         55,000,000            53,962,929
  5.61%, 10/31/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,809,883
  5.61%, 11/21/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         12,000,000            11,732,590
  5.61%, 11/7/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,899,488
  5.63%, 11/25/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,655,163
  5.63%, 8/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,840,483
  5.63%, 9/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,940,572
  5.64%, 11/14/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,573,867
  5.64%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,783,800
  5.65%, 9/12/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,770,861
  5.65%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,744,965
  5.69%, 12/3/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         29,000,000            28,289,540
  5.72%, 8/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,821,250

Heller Financial, Inc.:
  5.71%, 10/1/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,998,488
  5.71%, 10/10/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,998,340
  5.72%, 8/27/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,728,300
  5.73%, 9/9/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,665,750
  5.74%, 11/13/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,461,875
  5.75%, 12/15/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,733,264
  5.75%, 7/16/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,964,063
  5.75%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,636,632
  5.75%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,779,583
  5.80%, 10/9/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         45,000,000            44,275,000
  5.80%, 12/22/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,018,833
  5.831%, 12/18/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            35,000,000
                                                                                                                    --------------
                                                                                                                     1,289,046,339
                                                                                                                    --------------
COMPUTER SOFTWARE-0.8%
First Data Corp.:
  5.58%, 12/16/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,088,600
  5.60%, 9/9/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         24,000,000            23,738,667
  5.605%, 1/27/98   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,444,171
                                                                                                                    --------------
                                                                                                                        74,271,438
                                                                                                                    --------------
</TABLE>





                                                                               9


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
CONGLOMERATES-1.0%
Mitsubishi International Corp.:
  5.55%, 7/3/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 68,850,000        $   68,828,771
  5.60%, 9/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,940,889
  5.61%, 8/20/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,844,167
                                                                                                                    --------------
                                                                                                                        93,613,827
                                                                                                                    --------------
CONSUMER FINANCE-1.2%
Island Finance Puerto Rico, Inc.:
  5.60%, 9/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,881,778
  5.61%, 8/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,843,699
  5.61%, 9/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,803,650
  5.61%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,946,238
  5.62%, 8/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,894,625

Sears Roebuck Acceptance Corp.:
  5.60%, 8/25/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,700,556
  6.20%, 7/1/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             9,000,000
                                                                                                                    --------------
                                                                                                                       110,070,546
                                                                                                                    --------------
DIVERSIFIED FINANCIAL-10.4%
Associates Corp. of North America, 5.65%, 7/14/97 . . . . . . . . . . . . . . . . . . . .         35,000,000            34,928,590
Ford Motor Credit Corp.:
  5.57%, 10/15/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         75,000,000            73,769,958
  5.57%, 10/30/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,063,931
  5.57%, 11/20/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         42,500,000            41,566,251
  5.58%, 12/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,256,000

General Electric Capital Corp.:
  5.37%, 7/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,946,300
  5.40%, 7/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,989,500
  5.57%, 11/20/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,340,883
  5.57%, 11/28/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,419,792
  5.58%, 11/3/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,515,625
  5.59%, 9/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,704,972
  5.60%, 9/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,613,444
  5.75%, 7/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,992,014

General Electric Capital Services:
  5.36%, 7/16/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,959,800
  5.57%, 11/24/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            48,870,528

General Motors Acceptance Corp.:
  5.31%, 8/6/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         64,000,000            63,659,750
  5.41%, 7/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,964,234
  5.45%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,964,575
  5.60%, 7/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,847,556
  5.61%, 12/22/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         23,000,000            22,376,355
</TABLE>





10


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
DIVERSIFIED FINANCIAL (CONTINUED)
  5.63%, 12/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $  6,340,000        $    6,181,359
  5.70%, 12/9/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            48,725,417
  5.73%, 11/18/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         27,000,000            26,398,350
  5.73%, 11/24/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,604,948
  5.75%, 4/21/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,987,616
  6.25%, 7/1/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         46,000,000            46,000,000
Household Finance Corp., 5.59%, 9/15/97 . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,409,944
Prudential Funding Corp., 5.685%, 5/5/98(1) . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,992,873
                                                                                                                    --------------
                                                                                                                       947,050,565
                                                                                                                    --------------
DRUG WHOLESALERS-0.4%
Glaxo Wellcome PLC, 5.60%, 9/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . .         38,000,000            37,574,400
                                                                                                                    --------------

ELECTRONICS-0.8%
Avnet, Inc., 5.66%, 8/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,940,256
Mitsubishi Electric Finance America, Inc.:
  5.63%, 8/20/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,804,514
  5.63%, 9/3/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,949,956
  5.66%, 8/6/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,915,000
  5.67%, 7/23/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,982,675
  5.68%, 8/13/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,938,940
                                                                                                                    --------------
                                                                                                                        68,531,341
                                                                                                                    --------------
HEALTHCARE/SUPPLIES & SERVICES-1.6% AC Acquisition Holding Co.:
  5.61%, 8/15/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,824,688
  5.61%, 8/22/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,854,140

American Home Products Corp.:
  5.62%, 9/10/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,667,483
  5.62%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         45,000,000            44,515,275
  5.63%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,745,868
                                                                                                                    --------------
                                                                                                                       141,607,454
                                                                                                                    --------------
INDUSTRIAL SERVICES-1.1%
Atlas Copco AB, 5.625%, 8/25/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,957,031
PHH Corp.:
  5.658%, 1/27/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,991,076
  5.658%, 1/27/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         27,000,000            26,996,927
  5.698%, 1/15/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,999,102
                                                                                                                    --------------
                                                                                                                        98,944,136
                                                                                                                    --------------
</TABLE>





                                                                              11


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
INSURANCE-6.7%
Allstate Life Insurance Co., 5.691%, 7/1/97(1)  . . . . . . . . . . . . . . . . . . . . .       $ 40,000,000         $  40,000,000
General American Life Insurance Co., 5.89%, 7/1/97(1) . . . . . . . . . . . . . . . . . .         50,000,000            50,000,000
Jackson National Life Insurance Co.:
  5.71%, 3/1/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            40,000,000
  5.711%, 8/1/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000
Pacific Mutual Life Insurance Co., 5.756%, 7/21/97(1)(2)  . . . . . . . . . . . . . . . .         60,000,000            60,000,000
Protective Life Insurance Co.:
  5.751%, 11/25/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
  5.751%, 4/1/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
  5.841%, 7/21/97(1)(2)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000            10,000,000
Prudential Life Insurance Co., 5.773%, 1/31/00(1) . . . . . . . . . . . . . . . . . . . .        140,000,000           140,000,000
Transamerica Life Insurance & Annuity Co.:
  5.687%, 5/15/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            40,000,000
  5.691%, 10/15/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            50,000,000
  5.691%, 9/30/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000
  5.735%, 3/22/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         43,000,000            43,000,000
Transamerica Occidental Corp., 5.691%, 9/29/97(1) . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000
                                                                                                                    --------------
                                                                                                                       603,000,000
                                                                                                                    --------------
LEASING & FACTORING-1.9%
American Honda Finance Corp.:
  5.62%, 7/31/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         55,000,000            54,742,417
  5.65%, 7/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,915,250
  5.65%, 8/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,866,597
  5.812%, 6/16/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000

International Lease Finance Corp.:
  5.27%, 7/17/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,960,182
  5.27%, 7/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,926,806
The Hertz Corp., 5.60%, 9/2/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,833,400
                                                                                                                    --------------
                                                                                                                       173,244,652
                                                                                                                    --------------
METALS/MINING-0.3% RTZ America, Inc.:
  5.57%, 12/22/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         14,000,000            13,623,097
  5.58%, 12/19/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,549,415
                                                                                                                    --------------
                                                                                                                        30,172,512
                                                                                                                    --------------
</TABLE>





12


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
NONDURABLE HOUSEHOLD GOODS-0.9%
Avon Capital Corp.:
  5.63%, 9/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $  8,000,000        $    7,909,920
  5.63%, 9/29/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,873,325
  5.63%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          8,500,000             8,408,278
  5.64%, 8/28/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,909,133
Newell Co.:
  5.60%, 10/17/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,664,000
  5.60%, 9/19/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,688,889
                                                                                                                    --------------
                                                                                                                        79,453,545
                                                                                                                    --------------
OIL-INTEGRATED-0.4%
Repsol International Finance BV:
  5.39%, 7/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,000,000            10,976,943
  5.60%, 12/9/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         24,000,000            23,398,933
                                                                                                                    --------------
                                                                                                                        34,375,876
                                                                                                                    --------------
SAVINGS & LOANS-1.9%
First Bank FSB, 5.658%, 8/29/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,999,606
Great Western Bank FSB:
  5.60%, 8/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,801,667
  5.61%, 9/12/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,772,483
  5.61%, 9/17/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,817,675
  5.61%, 9/19/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,688,333
  5.62%, 9/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,550,700
Household Bank FSB., 5.71%, 9/19/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
                                                                                                                    --------------
                                                                                                                       173,630,464
                                                                                                                    --------------
SPECIAL PURPOSE FINANCIAL-15.2%
Asset Backed Capital Finance, Inc.:
  5.60%, 11/17/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,891,889
  5.60%, 12/26/97(1)(2)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,987,424
  5.65%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,510,000            11,385,356
  5.66%, 3/16/98(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,995,248
  5.66%, 8/1/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         48,000,000            47,766,053
  5.68%, 7/22/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,900,600
  5.687%, 12/15/97(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,994,313
  5.70%, 8/22/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,794,167
</TABLE>





                                                                              13


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
SPECIAL PURPOSE FINANCIAL (CONTINUED)
Asset Backed Securities Investment Trust-Series 1997A, 5.738% 2/16/98(1)(2) . . . . . . .       $ 20,000,000        $   19,998,751
Asset Securitization Cooperative Corp.:
  5.59%, 12/3/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,759,319
  5.60%, 9/18/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         21,000,000            20,741,933
  5.62%, 9/5/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,484,833
  5.62%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,676,850
  5.63%, 8/1/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,927,279
Beta Finance, Inc.:
  5.61%, 9/5/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         19,000,000            18,804,585
  5.62%, 9/26/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         14,500,000            14,303,066
  5.62%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         46,000,000            45,504,848
  5.65%, 7/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         23,000,000            22,963,903
Corporate Asset Funding Co., Inc.:
  5.60%, 12/12/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          7,000,000             6,821,422
  5.60%, 8/25/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,700,556
CXC, Inc.:
  5.58%, 9/26/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,595,450
  5.59%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,625,004
  5.61%, 9/10/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,668,075
  5.62%, 7/3/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,987,511
  5.62%, 8/15/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,873,550
  5.62%, 9/3/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,750,222
  5.63%, 7/7/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,966,000            10,955,710
  5.63%, 7/9/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,962,467
  5.67%, 8/14/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         32,000,000            31,779,768
Enterprise Funding Corp.:
  5.61%, 8/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,904,163
  5.62%, 7/14/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,364,000            11,340,937
  5.65%, 7/16/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,959,979
  5.67%, 8/15/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         21,482,000            21,329,746
  5.67%, 8/18/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,886,600
Falcon Asset Securitization Corp., 5.60%, 7/28/97(3)  . . . . . . . . . . . . . . . . . .         50,000,000            49,790,000
New Center Asset Trust, 5.27%, 7/28/97  . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,901,188
Preferred Receivables Funding Corp.:
  5.58%, 10/16/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,751,225
  5.60%, 11/18/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         14,000,000            13,695,111
  5.60%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         36,800,000            36,405,013
  5.65%, 12/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,497,778
</TABLE>





14


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
SPECIAL PURPOSE FINANCIAL (CONTINUED)
Providian Mastertrust 1993-3:
  5.61%, 9/10/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 24,500,000        $   24,228,928
  5.62%, 9/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,000,000            10,876,360
Racers Series 1996-MM-12-3, 5.687%, 12/15/97(1)(2)  . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
Racers Series 1997-MM-1-1, 5.687%, 1/15/98(1)(2)  . . . . . . . . . . . . . . . . . . . .         38,000,000            37,991,827
Sigma Finance, Inc.:
  5.40%, 7/21/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,955,000
  5.59%, 7/28/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,937,113
  5.60%, 10/15/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13,500,000            13,277,400
  5.60%, 11/17/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          6,000,000             5,870,267
  5.61%, 8/29/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,862,088
  5.62%, 9/10/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,600,000            15,427,091
  5.63%, 9/5/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,793,567
  5.64%, 8/28/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,636,533
  5.64%, 9/3/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,909,760
  5.65%, 12/15/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13,000,000            12,659,274
  5.68%, 7/25/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,931,840
  5.69%, 11/26/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,532,156
  5.70%, 8/19/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,844,833
SMM Trust 1996-B, 5.738%, 8/4/97(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
SMM Trust 1997-I, 5.687%, 5/29/98(1)(2) . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000
Tiers Series DCMT 1996-A, 5.717%, 10/15/97(1)(2)  . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
                                                                                                                    --------------
                                                                                                                     1,374,795,929
                                                                                                                    --------------
Total Short-Term Notes  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                            7,376,772,323
                                                                                                                    --------------

U.S. GOVERNMENT AGENCIES-0.9%
Federal Home Loan Bank, 5.67%, 8/1/97(1)  . . . . . . . . . . . . . . . . . . . . . . . .         60,000,000            59,995,504
Student Loan Marketing Assn., 5.82%, 1/23/98  . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,998,307
                                                                                                                    --------------
Total U.S. Government Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . .                               79,993,811
                                                                                                                    --------------
</TABLE>





                                                                              15


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
FOREIGN GOVERNMENT OBLIGATIONS-1.9%
Bayerische Landesbank Girozentrale, 5.80%, 7/29/97(1) . . . . . . . . . . . . . . . . . .       $ 30,000,000        $   30,000,000
Swedish Export Credit Corp., 5.36%, 7/9/97  . . . . . . . . . . . . . . . . . . . . . . .         45,000,000            44,946,400
Westdeutsche Landesbank Girozentrale, 5.60%, 9/11/97  . . . . . . . . . . . . . . . . . .         50,000,000            49,440,000
Westdeutsche Landesbank Girozentrale, 5.61%, 8/29/97  . . . . . . . . . . . . . . . . . .         25,000,000            24,770,146
Westdeutsche Landesbank Girozentrale, guaranteeing commercial paper of:
  Unibanco-Uniao de Brancos Brasileiros S.A.-Grand Cayman-Series A, 5.61%, 9/8/97   . . .         25,000,000            24,731,187
                                                                                                                    --------------
Total Foreign Government Obligations  . . . . . . . . . . . . . . . . . . . . . . . . . .                              173,887,733
                                                                                                                    --------------
Total Investments, at Value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .               96.9%        8,779,329,984
                                                                                                      ------        --------------
Other Assets Net of Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                3.1           283,636,897
                                                                                                      ------        --------------
Net Assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              100.0%       $9,062,966,881
                                                                                                      ======        ==============
</TABLE>


Short-term notes, bankers'  acceptances,  direct bank obligations and letters of
credit  are  generally  traded on a discount  basis;  the  interest  rate is the
discount  rate received by the Trust at the time of purchase.  Other  securities
normally bear interest at the rates shown.

1.    Floating or variable rate obligation. The interest rate, which is based on
      specific,  or an index of,  market  interest  rates,  is subject to change
      periodically  and is the effective rate on June 30, 1997.  This instrument
      may also have a demand  feature  which allows the recovery of principal at
      any time,  or at specified  intervals  not exceeding one year, on up to 30
      days' notice.  Maturity date shown represents  effective maturity based on
      variable rate and, if applicable, demand feature.

2.    Restricted  securities  which are  considered  illiquid,  by virtue of the
      absence of a readily  available  market or because of legal or contractual
      restrictions on resale,  amount to  $427,213,563,  or 4.71% of the Trust's
      net  assets.  The Trust  may not  invest  more than 10% of its net  assets
      (determined at the time of purchase) in illiquid securities.

3.    Restricted  securities,  including  those  issued in  exempt  transactions
      without registration under the Securities Act of 1933 (the Act), amounting
      to  $1,476,842,989,  or  16.30%  of the  Trust's  net  assets,  have  been
      determined  to be liquid  pursuant to  guidelines  adopted by the Board of
      Trustees.




See accompanying Notes to Financial Statements.





16


STATEMENT OF ASSETS AND LIABILITIES June 30, 1997 Centennial Money Market Trust


<TABLE>
<S>                                                                                                           <C>
ASSETS:
Investments, at value-see accompanying statement  . . . . . . . . . . . . . . . . . . . . . . . . . .         $8,779,329,984
Cash  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                794,723
Receivables:
   Shares of beneficial interest sold   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            373,361,415
   Interest   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             24,187,765
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                 80,687
                                                                                                              --------------
   Total assets   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,177,754,574
                                                                                                              --------------

LIABILITIES:
Payables and other liabilities:
   Shares of beneficial interest redeemed   . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             99,776,201
   Dividends  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             13,441,882
   Service plan fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                530,348
   Trustees' fees   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                  4,008
   Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              1,035,254
                                                                                                              --------------
     Total liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            114,787,693
                                                                                                              --------------

NET ASSETS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         $9,062,966,881
                                                                                                              ==============

COMPOSITION OF NET ASSETS:
Paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         $9,062,904,841
Accumulated net realized gain on investment transactions  . . . . . . . . . . . . . . . . . . . . . .                 62,040
                                                                                                              --------------

NET ASSETS-applicable to 9,062,904,841 shares of beneficial
   interest outstanding   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         $9,062,966,881
                                                                                                              ==============

NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE  . . . . . . . . . . . . . . . . . . .                  $1.00
</TABLE>


See accompanying Notes to Financial Statements.





                                                                              17


STATEMENT OF OPERATIONS For the Year Ended June 30, 1997
Centennial Money Market Trust

<TABLE>
<S>                                                                                              <C>
INVESTMENT INCOME-interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        $443,824,705
                                                                                                 ------------

EXPENSES:
Management fees-Note 3  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          32,755,568
Service plan fees-Note 3  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          16,003,021
Transfer and shareholder servicing agent fees-Note 3  . . . . . . . . . . . . . . . . . .           5,938,571
Registration and filing fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           2,077,649
Custodian fees and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             812,579
Shareholder reports . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             774,249
Legal and auditing fees   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              75,976
Tustees' fees and expenses  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              44,237
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              64,846
                                                                                                 ------------

   Total expenses   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          58,546,696
                                                                                                 ------------
Less assumption of expenses by Centennial Asset Management Corp.    . . . . . . . . . . .          (4,890,123)
                                                                                                 ------------
Net Expenses  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          53,656,573
                                                                                                 ------------
NET INVESTMENT INCOME . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         390,168,132
NET REALIZED GAIN ON INVESTMENTS  . . . . . . . . . . . . . . . . . . . . . . . . . . . .              12,890
                                                                                                 ------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  . . . . . . . . . . . . . . . . . .        $390,181,022
                                                                                                 ============
</TABLE>

================================================================================
STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                                       Year Ended June 30,
                                                                              --------------------------------------
                                                                                   1997                     1996
                                                                              --------------          --------------
<S>                                                                           <C>                     <C>
OPERATIONS:
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .         $  390,168,132          $  303,412,547
Net realized gain . . . . . . . . . . . . . . . . . . . . . . . . . .                 12,890                 265,465
                                                                              --------------          --------------
Net increase in net assets resulting from operations  . . . . . . . .            390,181,022             303,678,012

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS . . . . . . . . . . . . .           (390,443,351)           (303,849,237)
BENEFICIAL INTEREST TRANSACTIONS:
Net increase in net assets resulting from beneficial interest
  transactions-Note 2   . . . . . . . . . . . . . . . . . . . . . . .          2,310,345,177           1,940,862,519
                                                                              --------------          --------------
NET ASSETS:
Total increase  . . . . . . . . . . . . . . . . . . . . . . . . . . .          2,310,082,848           1,940,691,294
Beginning of period . . . . . . . . . . . . . . . . . . . . . . . . .          6,752,884,033           4,812,192,739
                                                                              --------------           -------------
End of period   . . . . . . . . . . . . . . . . . . . . . . . . . . .         $9,062,966,881          $6,752,884,033
                                                                              ==============          ==============
</TABLE>


See accompanying Notes to Financial Statements.





18


\FINANCIAL HIGHLIGHTS
Centennial Money Market Trust

<TABLE>
<CAPTION>
                                                                                  Year Ended June 30,
                                                             --------------------------------------------------------
                                                              1997         1996        1995         1994        1993
                                                             -----         ----        ----         ----        -----
<S>                                                          <C>         <C>          <C>          <C>        <C>
PER SHARE OPERATING DATA:
Net asset value, beginning
  of period   . . . . . . . . . . . . . . . . . . . .         $1.00       $1.00        $1.00        $1.00      $1.00
Income from investment
  operations-net investment
  income and net realized gain  . . . . . . . . . . .           .05         .05          .05          .03        .03
Dividends and distributions to shareholders . . . . .          (.05)       (.05)        (.05)        (.03)      (.03)
                                                               ----        ----         ----         ----       ----
Net asset value, end of period  . . . . . . . . . . .         $1.00       $1.00        $1.00        $1.00      $1.00
                                                              =====       =====        =====        =====      =====
TOTAL RETURN, AT
  NET ASSET VALUE(1)  . . . . . . . . . . . . . . . .         4.97%       5.11%        5.21%        2.82%      2.91%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions) . . . . . . .        $9,063      $6,753       $4,812       $2,559     $1,991
Average net assets (in millions)  . . . . . . . . . .        $8,033      $6,077       $3,342       $2,346     $1,701
Ratios to average net assets:
Net investment income   . . . . . . . . . . . . . . .         4.86%       4.99%        5.01%        2.84%      2.82%
Expenses, before voluntary
  assumption by the Manager   . . . . . . . . . . . .         0.73%       0.74%        0.77%        0.81%      0.83%
Expenses, net of voluntary
  assumption by the Manager   . . . . . . . . . . . .         0.67%       0.69%        0.73%        0.76%      0.78%
</TABLE>

1.  Assumes a  hypothetical  initial  investment  on the business day before the
    first day of the fiscal period, with all dividends  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.  Total  returns
    reflect changes in net investment income only.

See accompanying Notes to Financial Statements.





                                                                              19


NOTES TO FINANCIAL STATEMENTS
Centennial Money Market Trust

1. SIGNIFICANT ACCOUNTING POLICIES

Centennial  Money Market Trust (the Trust) is  registered  under the  Investment
Company  Act  of  1940,  as  amended,  as  a  diversified,  open-end  management
investment  company.  The Trust's  investment  objective  is to seek the maximum
current income that is consistent  with low capital risk and the  maintenance of
liquidity.  The Trust seeks to achieve  this  objective  by  investing in "money
market" securities  meeting specified quality standards.  The Trust's investment
adviser is Centennial Asset Management  Corporation (the Manager),  a subsidiary
of  OppenheimerFunds,  Inc.  (OFI).  The  following is a summary of  significant
accounting policies consistently followed by the Trust.

Investment  Valuation-Portfolio  securities are valued on the basis of amortized
cost, which approximates market value.

Repurchase  Agreements-The  Trust requires the custodian to take possession,  to
have  legally  segregated  in the Federal  Reserve  Book Entry System or to have
segregated  within the custodian's  vault, all securities held as collateral for
repurchase agreements. The market value of the underlying securities is required
to be at least 102% of the resale price at the time of  purchase.  If the seller
of the agreement  defaults and the value of the collateral  declines,  or if the
seller  enters  an  insolvency  proceeding,  realization  of  the  value  of the
collateral by the Trust may be delayed or limited.

Federal  Taxes-The  Trust  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 to  shareholders.  Therefore,  no federal
income or excise tax provision is required.

Distributions to  Shareholders-The  Trust intends to declare  dividends from net
investment  income each day the New York stock Exchange is open for business and
pay such  dividends  monthly.  To effect its policy of  maintaining  a net asset
value of $1.00 per share, the Trust may withhold dividends or make distributions
of net realized gains.

Other-Investment  transactions are accounted for on the date the investments are
purchased or sold (trade date).  Realized  gains and losses on  investments  are
determined on an identified cost basis, which is the same basis used for federal
income tax purposes.

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of income and expense during the reporting  period.  Actual
results could differ from those estimates.





20


NOTES TO FINANCIAL STATEMENTS (Continued)
Centennial Money Market Trust


2. SHARES OF BENEFICIAL INTEREST

The Trust has authorized an unlimited number of no par value shares of
beneficial interest. Transactions in shares of beneficial interest were as
follows:
<TABLE>
<CAPTION>
                                       Year Ended June 30, 1997                   Year Ended June 30, 1996
                                  ------------------------------------     -------------------------------------
                                       Shares               Amount             Shares                 Amount
                                  ---------------      ---------------     --------------       ----------------
<S>                              <C>                  <C>                 <C>                   <C>
Sold . . . . . . . . . . . . .    27,792,751,077      $ 27,792,751,077     21,158,638,888       $ 21,158,638,888
Dividends and distributions
  reinvested . . . . . . . . .       378,092,268           378,092,268        297,883,433            297,883,433
Redeemed . . . . . . . . . . .   (25,860,498,168)      (25,860,498,168)   (19,515,659,802)       (19,515,659,802)
                                 ---------------      ----------------    ---------------       ----------------
  Net increase . . . . . . . .     2,310,345,177      $  2,310,345,177      1,940,862,519       $  1,940,862,519
                                 ===============      ================    ===============       ================
</TABLE>


3. MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES

Management  fees paid to the  Manager  were in  accordance  with the  investment
advisory agreement with the Trust which provides for a fee of 0.50% of the first
$250 million of net assets; 0.475% of the next $250 million of net assets; 0.45%
of the next $250  million of net assets;  0.425% of the next $250 million of net
assets; and 0.40% on net assets in excess of $1 billion.  The Manager has agreed
to reimburse the Trust if aggregate expenses (with specified  exceptions) exceed
the lesser of 1.5% of the first $30 million of average  annual net assets of the
trust, plus 1% of average annual net assets in excess of $30 million;  or 25% of
the total annual investment income of the Trust.

Independently of the investment advisory agreement,  the Manager has voluntarily
agreed to waive a portion of the management  fee otherwise  payable to it by the
Trust to the extent necessary to: (a) permit the Trust to have a seven-day yield
equal to that of Daily Cash  Accumulation  Fund, Inc., and (b) to reduce,  on an
annual basis,  the management fee paid on the average net assets of the Trust in
excess of $1 billion  from 0.40% to: 0.40% of average net assets in excess of $1
billion but less than $1.25  billion;  0.375% of average net assets in excess of
$1.25 billion but less than $1.50 billion; 0.35% of average net assets in excess
of $1.50  billion but less than $2 billion;  and 0.325% of average net assets in
excess of $2 billion.  This undertaking became effective as of December 1, 1991,
and may be modified or terminated by the Manager at any time.





                                                                              21


NOTES TO FINANCIAL STATEMENTS (Continued)
Centennial Money Market Trust


Shareholder  Services,  Inc.  (SSI),  a  subsidiary  of OFI, is the transfer and
shareholder  servicing agent for the Trust, and for other registered  investment
companies. SSI's total costs of providing such services are allocated ratably to
these companies.

Under an  approved  service  plan,  the Trust may  expend up to 0.20% of its net
assets  annually to reimburse  certain  securities  dealers and other  financial
institutions and organizations for costs incurred in distributing Trust shares.





22

<PAGE>



                                  Exhibit A

                       DESCRIPTION OF SECURITIES RATINGS

Below is a description of the two highest rating  categories for Short Term Debt
and  Long   Term   Debt  by  the   "Nationally-Recognized   Statistical   Rating
Organizations" which the Manager evaluates in purchasing securities on behalf of
the Trust. The ratings descriptions are based on information supplied by the
ratings organizations to subscribers.

Short Term Debt Ratings.

Moody's Investors Service, Inc.  ("Moody's"):  The following rating designations
for commercial  paper (defined by Moody's as promissory  obligations  not having
original  maturity  in excess of nine  months),  are  judged  by  Moody's  to be
investment grade, and indicate the relative repayment capacity of rated issuers:

Prime-1: Superior capacity for repayment. Capacity will normally be evidenced by
         the  following  characteristics:   (a)  leveling  market  positions  in
         well-established   industries;  (b)  high  rates  of  return  on  funds
         employed;  (c)  conservative  capitalization  structures  with moderate
         reliance  on debt and ample  asset  protection;  (d) broad  margins  in
         earning  coverage of fixed  financial  charges and high  internal  cash
         generation;  and (e) well  established  access to a range of  financial
         markets and assured sources of alternate liquidity.

Prime-2: Strong capacity for repayment.  This will normally be evidenced by many
         of the  characteristics  cited above but to a lesser  degree.  Earnings
         trends  and  coverage  ratios,  while  sound,  will be more  subject to
         variation. Capitalization characteristics, while still appropriate, may
         be more affected by external  conditions.  Ample alternate liquidity is
         maintained.

Moody's  ratings for state and municipal  short-term  obligations are designated
"Moody's Investment Grade" ("MIG").  Short-term notes which have demand features
may also be designated as "VMIG". These rating categories are as follows:

MIG1/VMIG1:    Best quality.  There is present strong  protection by established
               cash flows, superior liquidity support or demonstrated broadbased
               access to the market for refinancing.

MIG2/VMIG2:    High quality.  Margins of protection are ample although not so 
               large as in the preceding group.

Standard  &  Poor's  Corporation  ("S&P"):  The  following  ratings  by S&P  for
commercial paper (defined by S&P as debt having an original  maturity of no more
than 365 days) assess the likelihood of payment:

A-1:  Strong  capacity for timely  payment.  Those issues  determined to possess
      extremely strong safety  characteristics  are denoted with a plus sign (+)
      designation.

                                     A-38

<PAGE>



A-2:  Satisfactory capacity for timely payment.  However, the relative degree of
      safety is not as high as for issues designated "A-1".

S&P's ratings for Municipal Notes due in three years or less are:

SP-1:  Very  strong or strong  capacity to pay  principal  and  interest.  Those
       issues determined to possess overwhelming safety  characteristics will be
       given a plus (+) designation.

SP-2:  Satisfactory capacity to pay principal and interest.

   S&P assigns "dual ratings" to all municipal debt issues that have a demand or
double  feature as part of their  provisions.  The first  rating  addresses  the
likelihood  of repayment of principal and interest as due, and the second rating
addresses  only the demand  feature.  With  short-term  demand debt,  S&P's note
rating  symbols are used with the  commercial  paper symbols (for example,  "SP-
1+/A-1+").

Fitch Investors Service, Inc. ("Fitch"):  Fitch assigns the following short-term
ratings  to debt  obligations  that  are  payable  on  demand  or have  original
maturities  of  generally  up  to  three  years,   including  commercial  paper,
certificates of deposit, medium-term notes, and municipal and investment notes:

F-1+: Exceptionally strong credit quality; the strongest degree of assurance for
timely payment.

F-1:  Very strong credit  quality;  assurance of timely payment is only slightly
      less in degree than issues rated "F-1+".

F-2:  Good credit quality;  satisfactory degree of assurance for timely payment,
      but the margin of safety is not as great as for issues  assigned "F-1+" or
      "F-1" ratings.

Duff & Phelps, Inc. ("Duff & Phelps"):  The following ratings are for commercial
paper (defined by Duff & Phelps as obligations with maturities,  when issued, of
under one year), asset-backed commercial paper, and certificates of deposit (the
ratings cover all obligations of the institution with  maturities,  when issued,
of under one year, including bankers' acceptance and letters of credit):

Duff     1+:  Highest  certainty  of  timely  payment.   Short-term   liquidity,
         including  internal  operating  factors  and/or  access to  alternative
         sources of funds,  is  outstanding,  and safety is just below risk-free
         U.S. Treasury short-term obligations.

Duff     1: Very  high  certainty  of  timely  payment.  Liquidity  factors  are
         excellent and supported by good fundamental  protection  factors.  Risk
         factors are minor.

Duff     1-: High certainty of timely payment.  Liquidity factors are strong and
         supported by good fundamental protection factors. Risk factors are very
         small.

Duff     2: Good  certainty  of timely  payment.  Liquidity  factors and company
         fundamentals  are sound.  Although  ongoing  funding  needs may enlarge
         total financing  requirements,  access to capital markets is good. Risk
         factors are small.

IBCA Limited or its affiliate IBCA Inc. ("IBCA"):  Short-term ratings, including
commercial paper (with maturities up to 12 months), are as follows:

A1:   Obligations supported by the highest capacity for timely repayment.

A1: Obligations supported by a very strong capacity for timely repayment.

A2:   Obligations supported by a strong capacity for timely repayment,  although
      such capacity may be susceptible to adverse changes in business, economic,
      or financial conditions.

Thomson  BankWatch,  Inc.  ("TBW"):  The following  short-term  ratings apply to
commercial paper, certificates of deposit, unsecured notes, and other securities
having a maturity of one year or less.

TBW-1:   The highest  category;  indicates the degree of safety regarding timely
         repayment of principal and interest is very strong.

TBW-2:The second highest rating  category;  while the degree of safety regarding
      timely repayment of principal and interest is strong,  the relative degree
      of safety is not as high
         as for issues rated "TBW-1".

Long Term Debt Ratings.  These ratings are relevant for securities  purchased by
the Trust with a remaining  maturity of 397 days or less, or for rating  issuers
of short-term obligations.

Moody's:  Bonds (including municipal bonds) are rated as follows:

Aaa:  Judged  to be  the  best  quality.  They  carry  the  smallest  degree  of
      investment  risk and are  generally  referred to as "gilt edge."  Interest
      payments are protected by a large or by an  exceptionally  stable  margin,
      and principal is secure.  While the various protective elements are likely
      to change,  such changes as can be visualized  are most unlikely to impair
      the fundamentally strong positions of such issues.

Aa:   Judged to be of high  quality by all  standards.  Together  with the "Aaa"
      group they comprise what are generally known as high-grade bonds. They are
      rated lower than the best bonds because  margins of protection  may not be
      as large as in "Aaa" securities or fluctuations of protective elements may
      be of greater  amplitude or there may be other elements present which make
      the long-term risks appear somewhat larger than in "Aaa" securities.

Moody's  applies  numerical  modifiers  "1",  "2"  and  "3" in its  "Aa"  rating
classification. The modifier "1" indicates that the security ranks in the higher
end of its generic  rating  category;  the  modifier  "2"  indicates a mid-range
ranking; and the modifier "3" indicates that the issue ranks in the lower end of
its generic rating category.


                                     A-39

<PAGE>



Standard & Poor's:  Bonds (including municipal bonds) are rated as follows:

AAA:    The highest rating assigned by S&P.  Capacity to pay interest and repay 
        principal is extremely strong.

AA:     A strong capacity to pay interest and repay principal and differ from 
        "AAA" rated issues only in small degree.

Fitch:

AAA:    Considered to be investment grade and of the highest credit quality.  
        The obligor has an exceptionally strong ability to pay interest and 
        repay principal, which is unlikely to be affected by reasonably 
        foreseeable events.

AA:     Considered to be investment  grade and of very high credit quality.  The
        obligor's  ability to pay interest  and repay  principal is very strong,
        although  not quite as strong as bonds rated  "AAA".  Plus (+) and minus
        (-)  signs  are used in the  "AA"  category  to  indicate  the  relative
        position of a credit within that category.

Because  bonds  rated in the "AAA"  and "AA"  categories  are not  significantly
vulnerable to foreseeable future developments,  short-term debt of these issuers
is generally rated "F-1+".

Duff & Phelps:

AAA:    The highest credit quality.  The risk factors are negligible, being
        only slightly more than for risk-free U.S. Treasury debt.

AA:     High credit quality.  Protection factors are strong.  Risk is modest but
        may vary slightly from time to time because of economic conditions.  
        Plus (+) and minus (-) signs are used in the "AA" category to indicate
        the relative position of a credit within that category.

IBCA:  Long-term  obligations (with maturities of more than 12 months) are rated
as follows:

AAA:    The lowest expectation of investment risk. Capacity for timely repayment
        of principal and interest is  substantial  such that adverse  changes in
        business,  economic,  or financial  conditions  are unlikely to increase
        investment risk significantly.

AA:     A very low expectation for investment risk.  Capacity for timely 
        repayment of principal and interest is substantial.  Adverse changes in
        business, economic, or financial conditions may increase investment risk
        albeit not very significantly.

A plus (+) or minus (-) sign may be  appended  to a long  term  rating to denote
relative status within a rating category.

TBW: TBW issues the following  ratings for  companies.  These ratings assess the
likelihood of

                                     A-40

<PAGE>



receiving  payment of principal  and interest on a timely basis and  incorporate
TBW's opinion as to the  vulnerability  of the company to adverse  developments,
which may impact the market's  perception of the company,  thereby affecting the
marketability of its securities.

A:     Possesses an  exceptionally  strong  balance  sheet and earnings  record,
       translating into an excellent  reputation and unquestioned  access to its
       natural money markets. If weakness or vulnerability  exists in any aspect
       of the company's  business,  it is entirely mitigated by the strengths of
       the organization.

A/B:   The company is financially  very solid with a favorable  track record and
       no readily apparent weakness. Its overall risk profile, while low, is not
       quite as favorable as for companies in the highest rating category.



                                     A-41

<PAGE>



                                  Exhibit B

                      CORPORATE INDUSTRY CLASSIFICATIONS


Aerospace/Defense  
Air Transportation  
Auto Parts Distribution  
Automotive 
Bank Holding Companies 
Banks 
Beverages 
Broadcasting 
Broker-Dealers 
Building Materials
Cable  Television   
Chemicals  
Commercial  Finance  
Computer  Hardware  
Computer Software 
Conglomerates 
Consumer Finance 
Containers 
Convenience Stores 
Department Stores 
Diversified  Financial  
Diversified  Media 
Drug Stores 
Drug  Wholesalers
Durable  Household  Goods 
Education 
Electric  Utilities  
Electrical  Equipment
Electronics 
Energy Services & Producers 
Entertainment/Film 
Environmental
<PAGE>

Food
Gas Utilities
Gold
Health  Care/Drugs  
Health  Care/Supplies  & Services  
Homebuilders/Real  Estate
Hotel/Gaming  
Industrial Services 
Information  Technology  
Insurance 
Leasing & Factoring 
Leisure  
Manufacturing  
Metals/Mining  
Nondurable  Household Goods 
Oil - Integrated  
Paper  
Publishing/Printing  
Railroads  
Restaurants  
Savings  & Loans
Shipping  
Special  Purpose  Financial  
Specialty  Retailing  
Steel  
Supermarkets
Telecommunications - Technology 
Telephone - Utility 
Textile/Apparel 
Tobacco 
Toys
Trucking 
Wireless Services





                                A-42

<PAGE>



                                   Exhibit C

                     AUTOMATIC WITHDRAWAL PLAN PROVISIONS

By requesting an Automatic  Withdrawal Plan, the shareholder agrees to the terms
and  conditions  applicable to such plans,  as stated below and elsewhere in the
Application for such Plans,  and the Prospectus and this Statement of Additional
Information  as they may be  amended  from time to time by the Trust  and/or the
Distributor.  When adopted, such amendments will automatically apply to existing
Plans.

      Trust shares will be redeemed as necessary  to meet  withdrawal  payments.
Shares  acquired  without a sales charge will be redeemed  first and  thereafter
shares acquired with reinvested  dividends and distributions  followed by shares
acquired  with a sales  charge will be redeemed to the extent  necessary to make
withdrawal  payments.  Depending  upon  the  amount  withdrawn,  the  investor's
principal may be depleted. Payments made to shareholders under such plans should
not be  considered as a yield or income on  investment.  Purchases of additional
shares concurrently with withdrawals are undesirable because of sales charges on
purchases when made.  Accordingly,  a shareholder  may not maintain an Automatic
Withdrawal Plan while simultaneously making regular purchases.

   1.  Shareholder  Services,  Inc.,  the  Transfer  Agent  of the  Trust,  will
administer  the Automatic  Withdrawal  Plan (the "Plan") as agent for the person
(the "Planholder") who executed the Plan authorization and application submitted
to the Transfer Agent.

   2.  Certificates will not be issued for shares of the Trust purchased for and
held under the Plan,  but the Transfer  Agent will credit all such shares to the
account of the  Planholder on the records of the Trust.  Any share  certificates
now held by the Planholder  may be surrendered  unendorsed to the Transfer Agent
with the Plan application so that the shares  represented by the certificate may
be held under the Plan.  Those shares will be carried on the  Planholder's  Plan
Statement.

   3.  Distributions of capital gains must be reinvested in shares of the Trust,
which will be done at net asset value without a sales  charge.  Dividends may be
paid in cash or reinvested.

   4.  Redemptions of shares in connection  with  disbursement  payments will be
made at the net asset value per share determined on the redemption date.

   5. Checks or ACH payments will be  transmitted  three  business days prior to
the date  selected for receipt of the monthly or quarterly  payment (the date of
receipt is  approximate),  according  to the choice  specified in writing by the
Planholder.

   6. The amount and the  interval of  disbursement  payments and the address to
which  checks are to be mailed may be changed at any time by the  Planholder  on
written notification to the Transfer Agent. The Planholder should allow at least
two weeks' time in mailing such notification  before the requested change can be
put in effect.


                                     A-43

<PAGE>



   7. The  Planholder  may, at any time,  instruct the Transfer Agent by written
notice (in proper form in accordance  with the  requirements of the then current
Prospectus  of the Trust) to redeem  all,  or any part of, the shares held under
the Plan.  In such case,  the  Transfer  Agent will  redeem the number of shares
requested  at the net asset  value per  share in effect in  accordance  with the
Trust's usual  redemption  procedures  and will mail a check for the proceeds of
such redemption to the Planholder.

   8. The Plan may, at any time,  be  terminated  by the  Planholder  on written
notice to the Transfer Agent, or by the Transfer Agent upon receiving directions
to that effect from the Trust.  The Transfer  Agent will also terminate the Plan
upon receipt of evidence  satisfactory to it of the death or legal incapacity of
the Planholder. Upon termination of the Plan by the Transfer Agent or the Trust,
shares  remaining  unredeemed will be held in an  uncertificated  account in the
name   of   the    Planholder,    and   the   account   will   continue   as   a
dividend-reinvestment,   uncertificated   account   unless   and  until   proper
instructions are received from the Planholder,  his executor or guardian,  or as
otherwise appropriate.

   9. For  purposes  of using  shares  held  under the Plan as  collateral,  the
Planholder may request issuance of a portion of his shares in certificated form.
Upon written request from the Planholder,  the Transfer Agent will determine the
number of shares as to which a certificate may be issued, so as not to cause the
withdrawal checks to stop because of exhaustion of uncertificated  shares needed
to continue payments.  Should such uncertificated shares become exhausted,  Plan
withdrawals will terminate.

   10. The Transfer  Agent shall incur no liability  to the  Planholder  for any
action taken or omitted by the Transfer Agent in good faith.

   11. In the event that the Transfer Agent shall cease to act as transfer agent
for the Trust,  the  Planholder  will be deemed to have  appointed any successor
transfer agent to act as his agent in administering the Plan.


                                     A-44

<PAGE>


Investment Advisor and Distributor
Centennial Asset Management Corporation
6803 South Tucson Way
Englewood, Colorado 80112

Sub-Distributor
OppenheimerFunds Distributor, Inc.
PO Box 5254
Denver, Colorado 80217

Transfer Agent and Shareholder Servicing Agent
Shareholder Services, Inc.
P.O. Box 5143
Denver, Colorado 80217
1-800-525-9310

Custodian
Citibank, N.A.
399 Park Avenue
New York, New York 10043

Independent Auditors
Deloitte & Touche LLP
555 Seventeenth Street
Denver, Colorado 80202

Legal Counsel
Myer, Swanson, Adams & Wolf, P.C.
1600 Broadway
Denver, Colorado 80202
















PXO150.001.1097

                                     A-45

<PAGE>


DAILY CASH ACCUMULATION FUND, INC.

                     Supplement dated August 14, 1997 to the
                         Prospectus dated April 25, 1997


This Supplement to the Prospectus  replaces the Supplement dated May 1, 1997 and
changes the Prospectus as follows:

1. The following  paragraphs  are added on page 9 at the end of "How the Fund is
Managed":

      The Board of Directors of the Fund has  determined  that it is in the best
      interest of the Fund's shareholders that the Fund reorganize with and into
      Centennial Money Market Trust. The Board of Directors unanimously approved
      the terms of an Agreement  and Plan of  Reorganization  to be entered into
      between  these  funds (the  "Reorganization  Plan")  and the  transactions
      contemplated (the  transactions are referred to as the  "Reorganization").
      The Board of Directors further determined that the  Reorganization  should
      be submitted to the Fund's shareholders for approval, and recommended that
      shareholders approve the Reorganization.

      Pursuant to the  Reorganization  Plan, (i) substantially all of the assets
      of the Fund would be  exchanged  for  shares of  Centennial  Money  Market
      Trust,  (ii)  these  shares of  Centennial  Money  Market  Trust  would be
      distributed  to the  shareholders  of the Fund,  (iii)  the Fund  would be
      liquidated,  and (iv) the Fund would be dissolved and, in connection  with
      the dissolution,  the outstanding shares of the Fund would be canceled. It
      is expected that the  Reorganization  will be tax-free pursuant to Section
      368(a)(1) of the Internal  Revenue Code of 1986, as amended,  and the Fund
      will  request an  opinion  from the Fund's  independent  auditors  to that
      effect.

      A meeting of the  shareholders has been scheduled for November 18, 1997 to
      vote on the  Reorganization.  Approval of the Reorganization  requires the
      affirmative  vote of the  holders  of a  majority  of the total  number of
      shares  outstanding  and entitled to vote  thereon.  There is no assurance
      that the Fund's  shareholders  will  approve the  Reorganization.  Details
      about the Reorganization  will be contained in a proxy statement and other
      soliciting materials to be sent to the Fund's shareholders of record as of
      September 19, 1997. Persons who become  shareholders of the Fund after the
      record date for the  shareholder  meeting  will not be entitled to vote on
      the Reorganization.
                                                                       Continued



<PAGE>



2. In "Exchange  Privilege"  under  "Exchanges of Shares" on page 15, the fourth
sentence of the third paragraph is replaced by the following:

The  redemption  proceeds of shares of the Fund  acquired by exchange of Class A
shares of an Eligible Fund purchased subject to a CDSC, that are redeemed within
12  months  of the end of the  calendar  month of the  initial  purchase  of the
exchanged shares (18 months for shares purchased prior to May 1, 1997),  will be
subject to the CDSC as described in the prospectus of that other Eligible Fund.

3. The  section  captioned  "Exchanges  of  Shares"  is  revised  by adding  the
following after the sub-section captioned "Telephone Instructions" on page 16:

Shareholder  Transactions by Fax.  Beginning May 30, 1997,  requests for certain
account  transactions  may be sent to the  Transfer  Agent by fax  (telecopier).
Please  call   1-800-525-7048  for  information  about  which  transactions  are
included.  Transaction  requests  submitted by fax are subject to the same rules
and restrictions as written and telephone requests described in this Prospectus.



August 14, 1997                                                      PS0140.002


<PAGE>


Daily Cash Accumulation Fund, Inc.

Prospectus dated April 25, 1997

Daily Cash Accumulation  Fund, Inc. is a no-load "money market" mutual fund that
seeks the maximum  current  income that is consistent  with low capital risk and
the  maintenance  of  liquidity.  The Fund seeks to achieve  this  objective  by
investing in "money market" securities meeting specified quality standards.

     An  investment  in the Fund is neither  insured nor  guaranteed by the U.S.
Government.  While the Fund seeks to  maintain a stable net asset value of $1.00
per share,  there can be no  assurance  that the Fund will be able to do so. See
"Investment Objective and Policies."

         Shares of the Fund may be purchased  directly from dealers having sales
agreements  with the Fund's  Distributor and also are offered to participants in
Automatic  Purchase and  Redemption  Programs (the  "Programs")  established  by
certain  brokerage  firms with which the Fund's  Distributor  has  entered  into
agreements  for that purpose.  See "How to Buy Shares,"  below for more details.
Program participants should also read the description of the Program provided by
their broker.

         This  Prospectus   explains  concisely  what  you  should  know  before
investing in the Fund.  Please read this  Prospectus  carefully  and keep it for
future reference.  You can find more detailed  information about the Fund in the
April 25,  1997  Statement  of  Additional  Information.  For a free copy,  call
Shareholder  Services,  Inc., the Fund's Transfer Agent,  at  1-800-525-9310  or
write to the Transfer  Agent at the address on the back cover.  The Statement of
Additional   Information  has  been  filed  with  the  Securities  and  Exchange
Commission and is incorporated  into this  Prospectus by reference  (which means
that it is legally part of this Prospectus).

Shares  of the  Fund  are not  deposits  or  obligations  of any  bank,  are not
guaranteed by any bank, and are not insured by the F.D.I.C.  or any other agency
and involve investment risks including the possible loss of the principal amount
invested.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE  COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.




<PAGE>



Contents

                  ABOUT THE FUND

                  Expenses
                  Financial Highlights
                  Investment Objective and Policies
                  How the Fund Is Managed
                  Performance of the Fund

                  ABOUT YOUR ACCOUNT

                  How to Buy Shares
                      Purchases Through Automatic Purchase and Redemption
                      Programs
                      Direct Purchases
                           Payment by Check
                           Payment by Federal Funds Wire
                           Guaranteed Payment
                           Automatic Investment Plan
                      General
                      Service Plan

                  How to Sell Shares

                      Program Participants
                      Shares of the Fund Owned Directly
                           Regular Redemption Procedure
                           Expedited Redemption Procedure
                           Check Writing
                           Telephone Redemptions
                           Automatic Withdrawal Plan
                           General Information on Redemptions
                           Distributions from Retirement Plans

                  Exchanges of Shares
                  Retirement Plans
                  Dividends, Distributions and Taxes





<PAGE>



ABOUT THE FUND

Expenses

The  following  tables set forth the fees that an investor in the Fund might pay
and the expenses paid by the Fund during the Fund's  fiscal year ended  December
31, 1996.

         o  Shareholder Transaction Expenses

Maximum Sales Charge on Purchases
     (as a % of Offering price)                               None
- -------------------------------------------------------------------
Maximum Sales Charge on Reinvested Dividends                  None
- -------------------------------------------------------------------
Redemption Fee                                                None(1)
- -------------------------------------------------------------------
Exchange Fee                                                  None

(1) There is a $10 transaction  fee for redemptions  paid by Federal Funds wire,
but not for redemptions paid by check.

         o  Annual Fund Operating Expenses
(as a percentage of average annual net assets)

Management Fees (after expense assumption)                    0.36%
- -------------------------------------------------------------------
12b-1 Service Plan Fees                                       0.20%
- -------------------------------------------------------------------
Other Expenses                                                0.11%
- -------------------------------------------------------------------
Total Fund Operating Expenses
(after expense assumption)                                   0.67%

         The purpose of these  tables is to assist an investor in  understanding
the various  costs and expenses  that an investor in the Fund will bear directly
(shareholder   transaction  expenses)  and  indirectly  (annual  fund  operating
expenses).  "Other  Expenses"  includes  such expenses as custodial and transfer
agent fees and audit, legal and other business operating expenses,  but excludes
extraordinary  expenses.  The Annual Fund Operating  Expenses shown are net of a
voluntary  expense  assumption  undertaking  by the Fund's  investment  manager,
Centennial   Asset  Management   Corporation   (the  "Manager").   Without  such
assumption,  "Management  Fees" and "Total Fund Operating  Expenses"  would have
been 0.37% and 0.68% of average net assets, respectively. The expense assumption
undertaking is

                                                        -3-

<PAGE>



described in "The Manager and Its  Affiliates"  in the  Statement of  Additional
Information  and may be  withdrawn or amended at any time.  For further  details
concerning  expenses,  see  the  Fund's  financial  statements  included  in the
Statement of Additional Information.

         o Example.  The following example applies the operating  expenses shown
in the table expenses to a hypothetical  $1,000 investment in shares of the Fund
over the time periods  shown  below,  assuming a 5% annual rate of return on the
investment  and also  assuming  that the shares are  redeemed at the end of each
stated  period.  The  amounts  shown  below  are the  cumulative  costs  of such
hypothetical $1,000 investment for the periods shown.

  1 year                3 years               5 years               10 years
  ------                -------               -------               --------
  $7                    $21                   $37                   $83

         This example shows the effect of expenses on an investment in the Fund,
but is not meant to predict  actual or expected  costs or investment  returns of
the Fund, all of which may be more or less than those shown.

Financial Highlights

The table on the following page presents  selected  financial  information about
the Fund including per share data and expense ratios and other data based on the
Fund's  average  net assets.  This  information  has been  audited by Deloitte &
Touche LLP independent auditors, whose report on the financial statements of the
Fund for the fiscal year ended December 31, 1996 is included in the Statement of
Additional Information.


                                                        -4-

<PAGE>

FINANCIAL HIGHLIGHTS


<TABLE>
<CAPTION>

                                            Year Ended December 31,
                                            ---------------------------------------------------------------------------------------
                                            1996     1995     1994     1993     1992    1991     1990     1989      1988      1987
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                                        <C>       <C>     <C>      <C>     <C>       <C>     <C>       <C>      <C>      <C>
PER SHARE OPERATING DATA:
Net asset value, beginning of period        $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00   $1.00     $1.00    $1.00
- -----------------------------------------------------------------------------------------------------------------------------------
Income from investment operations -
net investment income and net realized
 gain                                         .05      .05      .04      .03      .03      .06      .08      .08      .07      .06

Dividends and distributions to shareholders  (.05)    (.05)    (.04)    (.03)    (.03)    (.06)    (.08)    (.08)    (.07)    (.06)
- -----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period              $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00
                                            ---------------------------------------------------------------------------------------
                                            ---------------------------------------------------------------------------------------

- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE(1)          4.93%    5.47%    3.77%    2.69%    3.54%    5.87%    7.93%    8.94%   7.18%     6.51%
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions)    $3,602   $3,524   $2,958   $3,589   $4,061   $5,208   $5,025   $4,920   $3,128   $2,555
- -----------------------------------------------------------------------------------------------------------------------------------
Average net assets (in millions)           $3,591   $3,379   $3,378   $3,940   $4,760   $5,434   $4,849   $4,112   $2,809   $2,541
- -----------------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets:
Net investment income                        4.82%    5.32%    3.64%    2.67%    3.50%    5.64%    7.61%    8.58%    7.01%    6.10%

Expenses, before voluntary
 reimbursement by the Manager                0.68%    0.71%    0.74%    0.74%    0.70%     0.67%    0.68%   0.71%    0.77%    0.78%

Expenses, net of voluntary
 reimbursement by the Manager                0.67%     N/A     0.73%     N/A       N/A      N/A      N/A      N/A      N/A      N/A

</TABLE>


1.  Assumes a  hypothetical  initial  investment  on the business day before the
first day of the fiscal  period,  with all  dividends  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.  Total returns are not
annualized for periods of less than one full year. Total returns reflect changes
in net investment income only.



<PAGE>



Investment Objective and Policies

Objective  and  Policies.  The Fund is a no-load  "money  market" fund. It is an
open-end,  diversified management investment company incorporated in Maryland in
1981. It was originally  organized as a Delaware corporation in 1972. The Fund's
objective  is to seek the maximum  current  income that is  consistent  with low
capital risk and maintenance of liquidity. The value of the Fund's shares is not
insured  or  guaranteed  by any  government  agency.  However,  shares  held  in
brokerage  accounts  could be eligible for coverage by the  Securities  Investor
Protection  Corporation  for losses arising from the insolvency of the brokerage
firm.  The Fund's  shares may be purchased at their net asset value,  which will
remain fixed at $1.00 per share except under  extraordinary  circumstances  (see
"Determination  of Net Asset  Value Per Share" in the  Statement  of  Additional
Information for further information).  There can be no assurance,  however, that
the  Fund's  net asset  value  will not vary or that the Fund will  achieve  its
investment  objective.  In  seeking  its  objective,  the Fund may invest in the
securities discussed below. The Fund's investment policies and practices are not
"fundamental"  policies  (as  defined  below)  unless  a  particular  policy  is
identified  as  fundamental.  The Board may change non-  fundamental  investment
policies without  shareholder  approval.  The Fund's  investment  objective is a
fundamental policy.

Securities in Which the Fund Invests.  The following is a brief  description  of
the types of securities in which the Fund may invest:

     o U.S. Government Securities.  The Fund may invest in obligations issued or
guaranteed by the U.S.  Government or any of its agencies or  instrumentalities,
maturing in twelve months or less from the date of purchase.

     o Bank Obligations and Instruments Secured Thereby.  The Fund may invest in
time deposits,  certificates  of deposit,  bankers'  acceptances  and other bank
obligations if they are obligations of: (1) any U.S. bank having total assets at
least  equal to $1  billion,  or (2) any  foreign  bank,  if such bank has total
assets  at least  equal  to U.S.  $1  billion.  The  Fund  may  also  invest  in
instruments secured by such obligations. Such foreign obligations or instruments
must be payable  in U.S.  dollars  and mature in twelve  months or less from the
date of  purchase.  For  purposes  of this  section,  the term  "bank"  includes
commercial  banks,  savings banks, and savings and loan  associations.  The term
"foreign bank"

                                                        -5-

<PAGE>



includes foreign  branches of U.S. banks (issuers of "Eurodollar"  instruments),
U.S.  branches  and  agencies  of foreign  banks  (issuers  of  "Yankee  dollar"
instruments)  and foreign  branches of foreign banks.  The ratings  restrictions
described below do not apply to banks in which the Fund's cash is kept.

     o Commercial Paper and Certain Debt Obligations. The Fund may invest in any
"Eligible   Security"   permissible  under  Rule  2a-7  (discussed  below).  The
securities must mature in 12 months from the date of purchase,  have been called
for redemption by the issuer if the redemption is effective  within one year, or
mature within one year in  accordance  with the  provisions of that Rule.  These
securities  include  commercial  paper  maturing in nine months or less from the
date of  purchase,  variable  and  floating  rate notes or master  demand  notes
(described in "Investment Objective and Policies" in the Statement of Additional
Information), and other securities discussed below.

     o  Floating  Rate/Variable  Rate  Notes.  Some of the  notes  the  Fund may
purchase  may have  variable  or floating  interest  rates.  Variable  rates are
adjustable at stated periodic intervals of no more than one year. Floating rates
are  automatically  adjusted  according  to a  specified  market  rate  for such
investments,  such as the prime rate of a bank, or the 90 day U.S. Treasury bill
rate. The Fund may purchase these obligations if they have a remaining  maturity
of one year or less;  if their  maturity is greater  than one year,  they may be
purchased  if they have a demand  feature  that  permits the Fund to recover the
principal amount of the underlying security at specified intervals not exceeding
one year and upon no more than 30 days' notice.  Such obligations may be secured
by bank letters of credit or other credit  support  arrangements.  See "Floating
Rate/Variable  Rate Obligations" in the Statement of Additional  Information for
more details.

     o Other Obligations.  The Fund may invest in obligations,  other than those
listed above,  if accompanied by a guarantee of principal and interest or letter
of credit,  provided that the guarantee or letter of credit is that of a bank or
corporation  whose  certificates of deposit or commercial paper may otherwise be
purchased by the Fund. Such obligations and guarantees must be due within twelve
months  or less  from the  date of  purchase.  Also,  the  Fund  may  invest  in
obligations of the types listed above that mature in more than twelve months, if
they are  purchased  subject to  repurchase  agreements  calling for delivery in
twelve months or less.

                                                        -6-

<PAGE>



     o  Board-Approved  Instruments.  The Fund may invest in obligations,  other
than those discussed above,  approved by the Fund's Board of Directors and which
are  in  accordance  with  the  Fund's   investment   objective,   policies  and
restrictions.  One such type of obligation  which the Board has approved is bank
loan  participation  agreements,   described  under  "Investment  Objective  and
Policies" in the Statement of Additional Information.

Ratings of Securities. Under Rule 2a-7 of the Investment Company Act of 1940, as
amended (the "Investment  Company Act"), the Fund uses the amortized cost method
to value its  portfolio  securities  to determine the Fund's net asset value per
share. Rule 2a-7 places restrictions on a money market fund's investments. Under
the Rule,  the Fund may purchase  only those  securities  that the Manager under
procedures approved by the Fund's Board of Directors has determined have minimal
credit risk and are "Eligible Securities," as defined below.

         An "Eligible  Security" is (a) one that has received a rating in one of
the two highest  short-term rating categories by any two  "nationally-recognized
statistical   rating   organizations"   (as   defined  in  the  Rule)   ("Rating
Organizations"), or, if only one Rating Organization has rated that security, by
that  Rating  Organization,  or (b) an  unrated  security  that is judged by the
Manager  to  be  of  comparable   quality  to  investments  that  are  "Eligible
Securities" rated by Rating Organizations. The Rule permits the Fund to purchase
"First Tier  Securities,"  which are  Eligible  Securities  rated in the highest
rating  category  for  short-term  debt  obligations  by  at  least  two  Rating
Organizations,  or,  if only one  Rating  Organization  has  rated a  particular
security, by that Rating Organization,  or comparable unrated securities.  Under
the  Rule,  the Fund may  invest  only up to 5% of its  assets in  "Second  Tier
Securities," which are Eligible Securities that are not "First Tier Securities."
In addition to the overall 5% limit on Second Tier Securities,  the Fund may not
invest more than (i) 5% of its total assets in the  securities of any one issuer
(other than the U.S. Government,  its agencies or  instrumentalities) or (ii) 1%
of its  total  assets or $1  million  (whichever  is  greater)  in  Second  Tier
Securities of any one issuer.  Under current provisions of Rule 2a-7, the Fund's
Board must  approve or ratify  the  purchase  of  Eligible  Securities  that are
unrated or are rated by only one Rating Organization.  Additionally,  under Rule
2a-7, the Fund must maintain a dollar-weighted  average portfolio maturity of no
more than 90 days, and the maturity of any single  portfolio  investment may not
exceed 397 days. Some of the Fund's existing investment

                                                        -7-

<PAGE>



restrictions  (which  are  fundamental  policies  that  may be  changed  only by
shareholder  vote) are more  restrictive  than the  provisions of Rule 2a-7. For
example,  as a matter of fundamental policy, the Fund may not invest in any debt
instrument  having  a  maturity  in  excess  of one  year  from  the date of the
investment.  The Fund's Board has adopted procedures under Rule 2a-7 pursuant to
which  the Board has  delegated  to the  Manager  certain  responsibilities,  in
accordance  with  the  Rule,  of  conforming  the  Fund's  investments  with the
requirements of the Rule and those procedures.

         Appendix  A  to  the  Statement  of  Additional   Information  contains
descriptions of the rating  categories of Rating  Organizations.  Ratings at the
time of purchase will  determine  whether  securities  may be acquired under the
above restrictions.  Subsequent  downgrades in ratings may require reassessments
of the credit risk  presented by a security and may require its sale. The rating
restrictions  described  in this  Prospectus  do not apply to banks in which the
Fund's cash is kept. See "Ratings of  Securities"  in "Investment  Objective and
Policies" in the Statement of Additional Information for further details.

Other Investment Techniques and Strategies. The Fund may also use the investment
techniques  and  strategies   described   below.  The  Statement  of  Additional
Information contains more information about some of these practices.

         o Obligations of Foreign Banks. The Fund's investment in obligations of
foreign banks (which  obligations,  as described above,  must be payable in U.S.
dollars), may involve the following considerations not typically associated with
the  obligations  of domestic  banks:  (i) exchange  control  regulations;  (ii)
availability of information  about the issuer;  (iii) differences in accounting,
auditing and financial reporting standards and government  regulation;  (iv) the
possibility  of  expropriation  or  confiscatory  taxation,  political or social
instability  or  diplomatic  developments;   (v)  the  differences  between  the
economies of the United  States and the  applicable  foreign  country;  and (vi)
greater  difficulties  in  commencing a lawsuit  against the issuer of a foreign
security than against a U.S. issuer.  The Fund will not invest in obligations of
foreign  banks  which will cause more than 25% of the Fund's net assets to be so
invested.

     o Repurchase  Agreements.  The Fund may acquire securities that are subject
to repurchase  agreements in order to generate income while providing liquidity.
The Fund's repurchase agreements

                                                        -8-

<PAGE>



will comply with the collateral  requirements  of Rule 2a-7. If the vendor fails
to pay the agreed upon  repurchase  price on the delivery date, the Fund's risks
may include any costs of disposing  of the  collateral,  and any loss  resulting
from any delay in foreclosing on the collateral.  The Fund will not enter into a
repurchase  agreement  that will cause more than 10% of the Fund's net assets at
the time of purchase  to be subject to  repurchase  agreements  maturing in more
than seven  days.  There is no limit on the amount of the Fund's net assets that
may be subject to  repurchase  agreements  maturing  in seven days or less.  See
"Repurchase  Agreements" in "Investment Objective and Policies" in the Statement
of Additional Information for more details.

         o Illiquid and Restricted Securities. Under the policies and procedures
established  by the  Fund's  Board of  Directors,  the  Manager  determines  the
liquidity  of certain of the Fund's  investments.  Investments  may be  illiquid
because of the absence of an active trading market, making it difficult to value
them or dispose of them promptly at an acceptable  price. A restricted  security
is one that has a contractual  restriction on its resale or which cannot be sold
publicly until it is registered  under the Securities Act of 1933. The Fund will
not purchase or otherwise acquire any security if, as a result, more than 10% of
its net assets  would be invested in  securities  that are illiquid by virtue of
the  absence of a readily  available  market or because of legal or  contractual
restrictions on resale.  The Fund's  percentage  limitation on these investments
does not apply to certain restricted  securities that are eligible for resale to
qualified  institutional  purchasers.  The Manager monitors holdings of illiquid
securities  on an ongoing  basis and at times the Fund may be  required  to sell
some holdings to maintain adequate  liquidity.  The Fund may invest up to 25% of
its net assets in restricted securities,  subject to the above 10% limitation on
illiquid  securities.  For further  information,  see "Illiquid  and  Restricted
Securities"  in  "Investment   Objective  and  Policies"  in  the  Statement  of
Additional Information.

         o Investment Restrictions. The Fund has certain investment restrictions
which,  together  with  its  investment  objective,   are  fundamental  policies
changeable  only by the vote of a  "majority  of the Fund's  outstanding  voting
securities"  (as defined in the  Investment  Company Act).  See the Statement of
Additional Information. Under some of those restrictions, the Fund cannot do any
of the following:


                                                        -9-

<PAGE>



         o make  loans,  except  through  the  purchase  of the  kinds  of  debt
securities described above;  repurchase  agreements are not considered loans for
purposes of this restriction; the Fund may also lend its portfolio securities as
described in the Statement of Additional Information;
         o borrow  money in  excess of 10% of the  value of its  assets;  it may
borrow only as a temporary measure for extraordinary or emergency  purposes;  no
assets of the Fund may be pledged, mortgaged or assigned to secure a debt;
         o invest more than 5% of the value of its total assets in securities of
any one issuer, not including government or government agency securities;
         o purchase more than 10% of the  outstanding  non-voting  securities or
more than 10% of the total debt securities of any one issuer;
         o invest in any debt instrument having a maturity in excess of one year
from the date of the investment or, in the case of a debt instrument  subject to
a  repurchase  agreement  or  called  for  redemption,  having a  repurchase  or
redemption date more than one year from the date of the investment; or
         o  concentrate  investments  to the  extent of 25% of its assets in any
industry; however, there is no limitation as to investment in obligations issued
by domestic banks or savings and loan  associations  (for this purpose,  foreign
branches of domestic  banks are not  considered  to be  "domestic  banks") or in
obligations issued by the U.S. Government or its agencies or instrumentalities.

         Unless the Prospectus states that a percentage  restriction  applies on
an ongoing basis, it applies only at the time the Fund makes an investment,  and
the Fund need not sell securities to meet the percentage  limits if the value of
the  investment  increases  in  proportion  to the size of the Fund.  Additional
investment  restrictions  are listed in "Other  Investment  Restrictions" in the
Statement of Additional Information.

How the Fund is Managed

Organization   and  History.   The  Fund's   Board  of  Directors   has  overall
responsibility  for the  management  of the  Fund  under  the  laws of  Maryland
governing  the  responsibilities  of directors.  "Directors  and Officers of the
Fund" in the Statement of Additional Information identifies the Fund's Directors
and officers and provides  information  about them.  Subject to the authority of
the Board of Directors, the Manager is responsible for the day-to-day management
of the Fund's business, supervises the investment

                                                       -10-

<PAGE>



operations  of the Fund and the  composition  of its portfolio and furnishes the
Fund advice and recommendations with respect to investments, investment policies
and the  purchase and sale of  securities,  pursuant to an  Investment  Advisory
Agreement with the Fund (the "Agreement").

         The  Fund's  shares  are  of  one  class,  are   transferable   without
restriction,  and have  equal  rights  and  privileges.  Each  share of the Fund
entitles  the  holder  to one  vote  per  share  (and a  fractional  vote  for a
fractional share) on matters submitted to a shareholder vote, and to participate
pro rata in dividends and distributions  and in the net distributable  assets of
the Fund on  liquidation.  The Directors may divide or combine the shares into a
greater or lesser number of shares without  thereby  changing the  proportionate
beneficial  interest  in the Fund.  Shares of the Fund  have  equal  liquidation
rights as to the assets of the Fund.  When issued,  shares of the Fund are fully
paid and nonassessable,  and have no preemptive or conversion rights.  Under the
provisions of the Fund's By-Laws and as permitted by Maryland law, the Fund does
not anticipate holding annual meetings.

The Manager and Its  Affiliates.  The  Manager,  a  wholly-owned  subsidiary  of
OppenheimerFunds,  Inc.,  has  operated  as an  investment  adviser  since 1978.
OppenheimerFunds,  Inc. is owned by  Oppenheimer  Acquisition  Corp.,  a holding
company  owned in part by  senior  management  of  OppenheimerFunds,  Inc.,  and
ultimately  controlled  by  Massachusetts  Mutual Life  Insurance  Company.  The
Manager and its  affiliates  currently  advise U.S.  investment  companies  with
assets aggregating over $60 billion as of March 31, 1997, and having more than 3
million shareholder accounts.

         o Fees and  Expenses.  The  management  fee is  payable  monthly to the
Manager  under the terms of the  Agreement  and is computed on the net assets of
the Fund as of the close of business  each day at the  following  annual  rates:
0.450% of the first $500 million of net assets; 0.425% of the next $500 million;
0.400% of the next $500 million;  0.375% of the next $500 million; 0.350% of the
next $500  million;  0.325% of the next  $500  million;  0.300% of the next $500
million;  0.275% of the next $500 million; and 0.250% of net assets in excess of
$4 billion.  The Fund's  management  fee for its last fiscal year ended December
31, 1996 was 0.36% (after expense  assumption by the Manager).  See "The Manager
and Its Affiliates" in the Statement of Additional Information for more complete
information about the Agreement, including a discussion of expense arrangements,
exculpation provisions and portfolio transactions.

                                                       -11-

<PAGE>



         o The  Custodian.  The Custodian of the assets of the Fund is Citibank,
N.A. The Manager and its affiliates  presently have banking  relationships  with
the  Custodian.  See  "The  Manager  and Its  Affiliates"  in the  Statement  of
Additional  Information  for further  information.  The Fund's cash  balances in
excess of $100,000 held by the  Custodian  are not protected by Federal  deposit
insurance.  Such  uninsured  balances  may at times be  substantial.  The rating
restrictions under Rule 2a-7 described under "Investment Objective and Policies"
do not apply to banks in which the Fund's cash is kept.

         o The Transfer  Agent.  Shareholder  Services,  Inc.,  a subsidiary  of
OppenheimerFunds,  Inc., acts as Transfer Agent and shareholder  servicing agent
for the Fund and other mutual funds advised by the Manager on an at-cost  basis.
The fees to the Transfer  Agent do not include  payments for any services of the
type paid or to be paid, by the Fund to the Distributor and to Recipients  under
the Service Plan. Shareholders should direct any inquiries regarding the Fund to
the Transfer Agent at the address and toll-free  phone number on the back cover.
Program  participants  should direct any  inquiries  regarding the Fund to their
broker.

Performance of the Fund

Yield.  From time to time the "yield"  and  "compounded  effective  yield" of an
investment  in the Fund may be  advertised.  Both  yield  figures  are  based on
historical   earnings  per  share  and  are  not  intended  to  indicate  future
performance. The "yield" of the Fund is the income generated by an investment in
the Fund over a seven day period,  which is then  "annualized."  In annualizing,
the  amount of income  generated  by the  investment  during  that seven days is
assumed  to be  generated  each  week over a 52 week  period,  and is shown as a
percentage of the  investment.  The "compounded  effective  yield" is calculated
similarly,  but the  annualized  income  earned by an  investment in the Fund is
assumed to be reinvested.  The  "compounded  effective  yield" will therefore be
slightly   higher  than  the  yield   because  of  the  effect  of  the  assumed
reinvestment.  From time to time the Manager may voluntarily assume a portion of
the Fund's  expenses  (which may result in a reduction of the  management  fee),
thereby  lowering the overall  expense ratio per share and increasing the Fund's
yield  and  total  return  during  the  time  such  expenses  are  assumed.  See
"Performance  of the Fund" in the Statement of Additional  Information  for more
information about the methods of calculating these yields.


                                                       -12-

<PAGE>



ABOUT YOUR ACCOUNT

How to Buy Shares

The Fund's shares may be purchased at their offering  price,  which is net asset
value per share without  sales charge.  The net asset value will remain fixed at
$1.00 per share, except under extraordinary circumstances. See "Determination of
Net Asset  Value Per  Share" in the  Statement  of  Additional  Information  for
further details.  There can be no guarantee that the Fund will maintain a stable
net asset value of $1.00 per share. Centennial Asset Management Corporation (the
"Distributor"),  may in its sole  discretion  accept  or  reject  any  order for
purchase of the Fund's shares.  OppenheimerFunds  Distributor,  Inc. ("OFDI") an
affiliate  of the  Distributor,  acts as the  sub-distributor  for the Fund (the
"Sub-Distributor").

         The minimum  initial  investment  is $500  ($2,500 if by Federal  Funds
wire),  except as otherwise described in this Prospectus.  Subsequent  purchases
must be in amounts of $25 or more, and may be made through authorized dealers or
brokers by  forwarding  payment to the  Distributor  at P.O.  Box 5143,  Denver,
Colorado  80217 with the name(s) of all account  owners,  the account number and
the name of the Fund. The minimum initial and subsequent  purchase  requirements
are waived on purchases made by reinvesting  dividends from any of the "Eligible
Funds"  listed in "Dividend  Reinvestment  in Another  Fund" in the Statement of
Additional  Information or by  reinvesting  distributions  from unit  investment
trusts for which reinvestment  arrangements have been made with the Distributor.
Under an Automatic Investment Plan, military allotment plan, 403(b)(7) custodial
plan or payroll  deduction plan,  initial and subsequent  investments must be at
least $25. No share certificates will be issued unless specifically requested by
an investor or the dealer or broker.

         The Fund intends to be as fully invested as practicable to maximize its
yield.  Therefore,  dividends will accrue on newly-  purchased shares only after
the Distributor  accepts the purchase order at its address in Denver,  Colorado,
on a day the New  York  Stock  Exchange  (the  "Exchange")  is open (a  "regular
business day"),  under one of the methods of purchasing  shares described below.
The  purchase  will be made at the net asset  value  next  determined  after the
Distributor accepts the purchase order.


                                                       -13-

<PAGE>



         The Fund's net asset value per share is  determined  twice each regular
business  day, at 12:00 Noon and the close of the  Exchange  that day,  which is
normally 4:00 P.M.,  but may be earlier on some days (all  references to time in
this  Prospectus  mean New York time), by dividing the net assets of the Fund by
the total number of its shares  outstanding.  The Fund's Board of Directors  has
established  procedures for valuing the Fund's assets,  using the amortized cost
method as  described  in  "Determination  of Net Asset  Value Per  Share" in the
Statement of Additional Information.

Purchases Through Automatic Purchase and Redemption Programs. Shares of the Fund
are available under Automatic Purchase and Redemption  Programs  ("Programs") of
broker-dealers  that have entered into  agreements with the Distributor for that
purpose.  Broker-dealers  whose clients participate in such Programs will invest
the "free cash balances" in such client's  Program account in shares of the Fund
selected  as the  primary  Fund by the  client  for the  program  account.  Such
purchases will be made by the  broker-dealer  under the procedures  described in
"Guaranteed   Payment,"   below.   The  Program  may  have  minimum   investment
requirements  established by the  broker-dealer.  The description of the Program
provided by the broker-dealer should be consulted for details, and all questions
about investing in, exchanging or redeeming Fund shares through a Program should
be directed to the broker-dealer.

Direct  Purchases.  An investor may directly purchase shares of the Fund through
any  dealer  which  has  a  sales   agreement   with  the   Distributor  or  the
Sub-Distributor.  There are two ways to make a direct initial investment, either
(1) complete a Centennial Funds New Account Application and mail it with payment
to the  Distributor  at P.O. Box 5143,  Denver,  Colorado 80217 (if no dealer is
named in the Application,  the  Sub-Distributor  will act as the dealer), or (2)
order the shares  through your dealer or broker.  Purchases  made by Application
should have a check  enclosed,  or payment may be made by one of the alternative
means described below.

     o Payment by Check.  Orders for shares  purchased by check in U.S.  dollars
drawn on a U.S.  bank will begin to be effected on the regular  business  day on
which the check (and a purchase application,  if the account is new) is accepted
by the  Distributor.  Dividends  will  begin to accrue on such  shares  the next
regular business day after the purchase order is accepted. For other checks, the
shares  will not be  purchased  until the  Distributor  is able to  convert  the
purchase payment to Federal Funds, and

                                                       -14-

<PAGE>



dividends will begin to accrue on such shares on the next regular business day.

     o  Payment  by  Federal  Funds  Wire.  Shares  may be  purchased  by direct
shareholders  by Federal Funds wire.  The minimum  investment by wire is $2,500.
The   investor   must  first  call  the   Distributor's   Wire   Department   at
1-800-852-8457,  to notify the Distributor of the transmittal of the wire and to
order the shares.  The investor's  bank must wire the Federal Funds to Citibank,
N.A., ABA No. 0210- 0008-9,  for credit to Concentration  Account No. 3723-2796,
for further credit to Daily Cash Accumulation Fund, Inc.  (Custodian Account No.
349-294).

         The wire must state the  investor's  name.  Shares will be purchased on
the  regular  business  day on which  the  Federal  Funds  are  received  by the
Custodian  prior to the close of the Exchange,  which is normally 4:00 P.M., but
may be earlier on some days and the  Distributor  has  received and accepted the
investor's  notification  of the wire order prior to the close of the  Exchange.
Those  shares will be  purchased  at the net asset value next  determined  after
receipt of the Federal Funds and the order.  Dividends on newly purchased shares
will begin to accrue on the purchase date if the Federal Funds and order for the
purchase are received and accepted by 12:00 Noon. Dividends will begin to accrue
on the next  regular  business day if the Federal  Funds and purchase  order are
received  and accepted  between  12:00 Noon and the close of the  Exchange.  The
investor  must  also  send the  Distributor  a  completed  Application  when the
purchase order is placed to establish a new account.

     o Automatic  Investment  Plan.  Direct investors may purchase shares of the
Fund  automatically.  Automatic  Investment  Plans  may be used to make  regular
monthly investments ($25 minimum) from the investor's account at a bank or other
financial  institution.  To establish an Automatic  Investment  Plan from a bank
account,  a check  (minimum  $25) for the initial  purchase  must  accompany the
Application.  Shares purchased by Automatic Investment Plan payments are subject
to the redemption  restrictions for recent  purchases  described in "How to Sell
Shares." The amount of the Automatic  Investment  Plan payment may be changed or
the  automatic  investments  may be  terminated  at any time by  writing  to the
Transfer Agent. A reasonable  period  (approximately  15 days) is required after
receipt of such  instructions  to implement them. The Fund reserves the right to
amend,  suspend or discontinue  offering Automatic  Investment Plans at any time
without prior notice.

                                                       -15-

<PAGE>



     o  Guaranteed  Payment.  Broker-dealers  with  sales  agreements  with  the
Distributor  (including  broker-dealers who have made special  arrangements with
the  Distributor  for purchases for Program  accounts) may place purchase orders
with the Distributor for purchases of the Fund's shares prior to 12:00 Noon on a
regular  business  day,  and the  order  will be  effected  at net  asset  value
determined at 12:00 Noon that day if the  broker-dealer  guarantees that payment
for such shares in Federal Funds will be received by the Fund's  Custodian prior
to 2:00 P.M.,  on the same day.  Dividends  will begin to accrue on the purchase
date. If an order is received  between 12:00 Noon and the close of the Exchange,
which is  normally  4:00  P.M.,  on a regular  business  day,  with the  broker-
dealer's  guarantee  that  payment  for such  shares in  Federal  Funds  will be
received  by the  Fund's  Custodian  by the  close of the  Exchange  on the next
regular business day, the order will be effected at the close of the Exchange on
the day the order is received, and dividends on such shares will begin to accrue
on the next regular  business day after the Federal Funds are  received.  If the
broker-dealer  guarantees that the Federal Funds payment will be received by the
Fund's  Custodian  by 2:00 P.M. on a regular  business  day on which an order is
placed for shares  after 12:00 Noon,  the order will be effected at the close of
the Exchange that day and  dividends  will begin to accrue on such shares on the
purchase date.

General.  Dealers and brokers who process orders for the Fund's shares on behalf
of their customers may charge a fee for this service. That fee can be avoided by
purchasing  shares  directly  from  the  Fund.  The  Distributor,  in  its  sole
discretion,  may accept or reject any order for purchases of the Fund's  shares.
The sale of shares will be suspended during any period when the determination of
net asset value is  suspended,  and may be  suspended  by the Board of Directors
whenever the Board judges it in the best interest of the Fund to do so.

Service Plan.  The Fund has adopted a service plan (the "Plan") under Rule 12b-1
of the  Investment  Company Act  pursuant to which the Fund will  reimburse  the
Distributor  for all or a portion of its costs  incurred in connection  with the
personal  service  and  maintenance  of  accounts  that  hold Fund  shares.  The
Distributor  will use all the fees received from the Fund to reimburse  dealers,
brokers,  banks, or other institutions  ("Recipients") each month or quarter for
providing  personal  service and  maintenance of accounts that hold Fund shares.
The services to be provided by Recipients under the Plan include,  but shall not
be limited to, the following:  answering  routine inquiries from the Recipient's
customers

                                                       -16-

<PAGE>



concerning  the  Fund,  providing  such  customers  with  information  on  their
investment in Fund shares,  assisting in the  establishment  and  maintenance of
accounts or sub-accounts  in the Fund,  making the Fund's  investment  plans and
dividend  payment options  available,  and providing such other  information and
customer  liaison services and the maintenance of accounts as the Distributor or
the Fund may reasonably  request.  Plan payments by the Fund to the  Distributor
will be made  monthly  or  quarterly  in the  amount of the lesser of: (i) 0.20%
annually  of the net asset  value of the Fund,  computed as of the close of each
business day or (ii) the  Distributor's  actual  distribution  expenses for that
quarter of the type approved by the Board.  Any unreimbursed  expenses  incurred
for any quarter by the  Distributor  may not be recovered in later periods.  The
Plan has the effect of increasing  annual expenses of the Fund by up to 0.20% of
average  annual  net  assets  from  what its  expenses  would  otherwise  be. In
addition,  the  Manager  may,  under  the  Plan,  from time to time from its own
resources  (which may include  the  profits  derived  from the  advisory  fee it
receives  from  the  Fund),   make  payments  to  Recipients  for  distribution,
administrative  and accounting  services  performed by  Recipients.  For further
details, see "Service Plan" in the Statement of Additional Information.

How to Sell Shares

Program  Participants.  A Program  participant  may sell (redeem)  shares in the
Program by writing  checks as described  below,  or by contacting  the dealer or
broker. A Program  participant may also arrange for "Expedited  Redemptions," as
described below, only through the dealer or broker.

Shares of the Fund Owned  Directly.  Shares of the Fund  owned by a  shareholder
directly  (not through a Program) (a "direct  shareholder"),  may be redeemed in
the following ways:

     o Regular Redemption Procedure.  To redeem some or all shares in an account
(whether or not represented by certificates) under the Fund's regular redemption
procedure,  a direct  shareholder must send the following to the Transfer Agent,
Shareholder Services,  Inc., P.O. Box 5143, Denver, Colorado 80217 [send courier
or express  mail  deliveries  to 10200 E. Girard  Avenue,  Building  D,  Denver,
Colorado 80231]:  (1) a written request for redemption  signed by all registered
owners exactly as the shares are registered, including fiduciary titles, if any,
and  specifying  the account number and the dollar amount or number of shares to
be redeemed; (2) a guarantee of the signatures of all registered

                                                       -17-

<PAGE>



owners on the redemption  request or on the endorsement on the share certificate
or  accompanying  stock power,  by a U.S. bank,  trust company,  credit union or
savings association, or a foreign bank having a U.S. correspondent bank, or by a
U.S.  registered  dealer  or  broker  in  securities,  municipal  securities  or
government  securities,  or by a U.S. national securities  exchange,  registered
securities association or clearing agency; (3) any share certificates issued for
any of the shares to be redeemed;  and (4) any additional documents which may be
required by the Transfer Agent for redemption by  corporations,  partnerships or
other organizations, executors, administrators, trustees, custodians, guardians,
or from Individual Retirement Accounts ("IRAs") or other retirement plans, or if
the redemption is requested by anyone other than the shareholder(s) of record. A
signature  guarantee  is not  required  for  redemptions  of  $50,000  or  less,
requested  by and  payable  to all  shareholders  of  record,  to be sent to the
address of record for that  account.  Transfers of shares are subject to similar
requirements.

         To  avoid  delay  in  redemptions  or  transfers,  shareholders  having
questions about these requirements  should contact the Transfer Agent in writing
or by calling  1-800-525-9310 before submitting a request. From time to time the
Transfer  Agent in its  discretion  may waive any or  certain  of the  foregoing
requirements in particular  cases.  Redemption or transfer  requests will not be
honored until the Transfer Agent receives all required documents in proper form.

     o Expedited  Redemption  Procedure.  In addition to the regular  redemption
procedure set forth above,  direct shareholders whose shares are not represented
by certificates may arrange to have redemption  proceeds of $2,500 or more wired
in Federal Funds to a designated  commercial bank if the bank is a member of the
Federal  Reserve  wire  system.  To place a wire  redemption  request,  call the
Transfer Agent at 1-800-852-8457. The account number of the designated financial
institution  and the bank ABA number must be supplied to the  Transfer  Agent on
the Application or dealer  settlement  instructions  establishing the account or
may be  added to  existing  accounts  or  changed  only by  signature-guaranteed
instructions  to the  Transfer  Agent  from all  shareholders  of  record.  Such
redemption  requests may be made by telephone,  wire or written  instructions to
the Transfer  Agent.  The wire for the  redemption  proceeds of shares  redeemed
prior to 12:00 Noon normally will be  transmitted  by the Transfer  Agent to the
shareholder's designated bank account on the day the shares are redeemed (or, if
that day is

                                                       -18-

<PAGE>



not a bank business day, on the next bank business day).  Shares  redeemed prior
to 12:00 Noon do not earn  dividends on the  redemption  date.  The wire for the
redemption  proceeds of shares redeemed  between 12:00 Noon and the close of the
Exchange, which is normally 4:00 P.M., but may be earlier on some days, normally
will be transmitted by the Transfer Agent to the  shareholder's  designated bank
account on the next bank  business  day after the  redemption.  Shares  redeemed
between  12:00  Noon  and  the  close  of the  Exchange  earn  dividends  on the
redemption date. There is a $10 fee for each wire. See "Purchase, Redemption and
Pricing  of Shares" in the  Statement  of  Additional  Information  for  further
details.

     o Check Writing.  Upon request,  the Transfer Agent will provide any direct
shareholder  of the  Fund  or any  Program  participant  whose  shares  are  not
represented by certificates  with forms of drafts  ("checks")  payable through a
bank selected by the Fund (the "Bank").  Checks may be made payable to the order
of anyone in any amount  not less than  $250,  and will be subject to the Bank's
rules and regulations  governing checks.  Program  participants'  checks will be
payable from the primary  account  designated  by the Program  participant.  The
Transfer Agent will arrange for checks written by  shareholders to be honored by
the Bank after  obtaining  a specimen  signature  card from the  shareholder(s).
Program  participants  should arrange for check writing through their brokers or
dealers.  If a check is presented for an amount  greater than the account value,
it will not be honored.  Shareholders of joint accounts may elect to have checks
honored with a single signature.  Checks issued for one Fund account must not be
used if the  shareholder's  account has been  transferred to a new account or if
the account number or  registration  has changed.  Shares  purchased by check or
Automatic  Investment Plan payments within the prior 10 days may not be redeemed
by check  writing.  A check that would require the  redemption of some or all of
the shares so purchased is subject to non-payment.  The Bank will present checks
to the Fund to redeem shares to cover the amount of the check. Checks may not be
presented  for cash payment at the offices of the Bank or the Fund's  Custodian.
This limitation does not affect the use of checks for the payment of bills or to
obtain cash at other banks.  The Fund reserves the right to amend,  suspend,  or
discontinue check writing privileges at any time without prior notice.

     o Telephone  Redemptions.  Direct shareholders of the Fund may redeem their
shares by  telephone  by calling  the  Transfer  Agent at  1-800-852-8457.  This
procedure for telephone redemptions is not

                                                       -19-

<PAGE>



available to Program  participants.  Proceeds of telephone  redemptions  will be
paid by check payable to the shareholder(s) of record and sent to the address of
record for the account.  Telephone  redemptions are not available within 30 days
of a change of the address of record. Up to $50,000 may be redeemed by telephone
in any seven day  period.  The  Transfer  Agent may record any calls.  Telephone
redemptions may not be available if all lines are busy, and  shareholders  would
have to use the Fund's regular redemption  procedure described above.  Telephone
redemption privileges are not available for newly-purchased (within the prior 10
days) shares or for shares  represented by  certificates.  Telephone  redemption
privileges apply automatically to each shareholder and the dealer representative
of record unless the Transfer Agent receives  cancellation  instructions  from a
shareholder of record. If an account has multiple owners, the Transfer Agent may
rely on the instructions of any one owner.

     o Automatic  Withdrawal Plan. Direct shareholders of the Fund can authorize
the Transfer Agent to redeem shares  (minimum $50)  automatically  on a monthly,
quarterly semi-annual or annual basis under an Automatic Withdrawal Plan. Shares
will be  redeemed  as of the  close of The New  York  Stock  Exchange,  which is
normally  4:00 P.M.  (but may be earlier on some days),  three days prior to the
date requested by the  shareholder  for receipt of the payment.  The Fund cannot
guarantee  receipt of payment on the date  requested  and  reserves the right to
amend,  suspend or  discontinue  offering  such Plans at any time without  prior
notice.   Required   minimum   distributions   from   OppenheimerFunds-sponsored
retirement plans may not be arranged on this basis. For further details, see the
"Automatic   Withdrawal  Plan  Provisions,"  Appendix  B  to  the  Statement  of
Additional Information.

General  Information  on  Redemptions.  Payment  for  redeemed  shares  is  made
ordinarily  in cash and  forwarded  within  seven days of the  Transfer  Agent's
receipt  of  redemption  instructions  in  proper  form,  except  under  unusual
circumstances as determined by the SEC. For accounts registered in the name of a
broker-dealer,  payment  will be  forwarded  within  three  business  days.  The
Transfer Agent may delay  forwarding a redemption  check for recently  purchased
shares only until the purchase payment has cleared, which may take up to 10 days
or more from the  purchase  date.  Such delay may be avoided if the  shareholder
arranges telephone or written assurance  satisfactory to the transfer agent from
the bank on which the purchase  payment was drawn,  or by  purchasing  shares by
Federal Funds wire as described above. Under the Internal Revenue Code of

                                                       -20-

<PAGE>



1986,  as amended (the  "Internal  Revenue  Code"),  the Fund may be required to
impose  "back-up"  withholding  of  Federal  income  tax at the rate of 31% from
dividends  and  distributions  the  Fund  may  make if the  shareholder  has not
furnished  the  Fund a  certified  taxpayer  identification  number  or has  not
complied with the provisions of the Internal  Revenue Code relating to reporting
dividends. The Fund makes no charge for redemption of shares. Dealers or brokers
may  charge  a fee for  handling  redemption  transactions  but  such fee can be
avoided by requesting the  redemption  directly by the Fund through the Transfer
Agent.  Under certain  circumstances,  proceeds of  redemptions of shares of the
Fund  acquired  by  exchange  of shares of  Eligible  Funds that were  purchased
subject to a "contingent  deferred sales charge"  ("CDSC") may be subject to the
CDSC (see "Exchange Privilege" below).

Distributions   from  Retirement   Plans.   Requests  for   distributions   from
OppenheimerFunds-sponsored  Individual  Retirement Accounts ("IRAs"),  403(b)(7)
custodial plans, or pension or profit-sharing  plans of direct  shareholders for
which the Manager or its affiliates act as sponsors should be addressed to "Bank
of Boston, c/o Shareholder  Services,  Inc." at the above address,  and must (i)
state the reason for the  distribution,  (ii) state the owner's awareness of tax
penalties  if  the   distribution  is  premature,   and  (iii)  conform  to  the
requirements  of the plan and the Fund's  requirements  for regular  redemptions
discussed   above.   Participants   (other   than   self-employed   persons)  in
OppenheimerFunds-sponsored  pension  or  profit-sharing  plans may not  directly
request  redemption of their accounts.  The employer or plan  administrator must
sign the  request.  Distributions  from such  plans are  subject  to  additional
requirements  under the Internal Revenue Code, and certain documents  (available
from the Transfer Agent) must be completed before the distribution may be made.

         Distributions   from  retirement   plans  are  subject  to  withholding
requirements  under the Internal Revenue Code, and IRS Form W-4P (available from
the  Transfer   Agent)  must  be  submitted  to  the  Transfer  Agent  with  the
distribution request, or the distribution may be delayed. Unless the shareholder
has provided the Transfer Agent with a certified tax identification  number, the
Internal Revenue Code requires that tax be withheld from any distribution,  even
if the shareholder elects not to have tax withheld.  The Trustee,  the Fund, the
Manager,  the  Distributor  and the Transfer Agent assume no  responsibility  to
determine whether a distribution satisfies the conditions of applicable tax laws
and will not be responsible for any penalties assessed.

                                                       -21-

<PAGE>



Exchanges of Shares

Exchange Privilege. Shares of the Fund held under a Program may be exchanged for
shares of Centennial Money Market Trust, Centennial Government Trust, Centennial
Tax Exempt Trust, Centennial California Tax Exempt Trust and Centennial New York
Tax Exempt Trust if available for sale in the  shareholder's  state of residence
only by  instructions  of the  broker.  Shares  of the Fund may,  under  certain
conditions,  be exchanged by direct  shareholders  for Class A shares of certain
"Eligible  Funds" which are listed in the Statement of  Additional  Information.
Direct  shareholders may also obtain a list of the Eligible Funds by calling the
transfer  agent at  1-800-525-9310.  The list of Eligible  Funds may change from
time to time.

         Shares of the Fund and of the other Eligible Funds may be exchanged, if
all of the  following  conditions  are met: (1) shares of the fund  selected for
exchange are available for sale in the shareholder's state of residence; (2) the
respective  prospectuses  of the funds  whose  shares  are to be  exchanged  and
acquired  offer the Exchange  Privilege  to the  investor;  (3)  newly-purchased
shares (by initial or subsequent investment) are held in an account for at least
seven days prior to the  exchange;  and (4) the aggregate net asset value of the
shares  surrendered  for  exchange  into a new  account is at least equal to the
minimum investment requirements of the fund whose shares are to be acquired.

         In addition to the conditions  stated above,  shares of the Fund may be
exchanged  by direct  shareholders  for shares of any Money  Market  Fund at net
asset  value.  A list of the Money  Market  Funds  appears in the  Statement  of
Additional  Information.  Shares of any Money Market Fund  (including  the Fund)
purchased  without a sales charge may be exchanged for shares of Eligible  Funds
offered with a sales charge upon payment of the sales charge (or, if applicable,
may be used to purchase shares of Eligible Funds subject to a CDSC);  and shares
of the Fund acquired by  reinvestment  of dividends and  distributions  from any
Eligible Fund (except  Oppenheimer  Cash  Reserves) or from any unit  investment
trust for which  reinvestment  arrangements  have been made with the Distributor
may be  exchanged  at net asset  value  for  shares of any  Eligible  Fund.  The
redemption proceeds of shares of the Fund acquired by exchange of Class A shares
of an Eligible Fund  purchased  subject to a CDSC,  that are redeemed  within 18
months of the end of the calendar month of the initial purchase of the exchanged
shares, will be subject to the CDSC as described in the prospectus of that other
Eligible Fund.

                                                       -22-

<PAGE>



In  determining  whether the CDSC is payable,  shares of the fund not subject to
the CDSC are redeemed  first,  including  shares  purchased by  reinvestment  of
dividends  and capital gains  distributions  from any Eligible Fund or shares of
the fund  acquired by exchange of shares of Eligible  Funds on which a front-end
sales  charge was paid or  credited,  and then other  shares are redeemed in the
order of purchase.

How to  Exchange  Shares.  An  exchange  may be made by direct  shareholders  by
submitting an Exchange  Authorization Form to the Transfer Agent,  signed by all
registered  owners.  In addition,  direct  shareholders of the Fund may exchange
shares of the Fund for Class A shares of any Eligible Fund by telephone exchange
instructions to the Transfer Agent by a shareholder or the dealer representative
of record for an  account.  The Fund may  modify,  suspend or  discontinue  this
exchange  privilege  at any time.  Although the Fund will attempt to provide you
with notice  whenever  reasonably  able to do so, it may impose these changes at
anytime.  The Fund  reserves  the right to  reject  multiple  exchange  requests
submitted by a shareholder or dealer.  Exchange requests must be received by the
Transfer  Agent by the close of the  Exchange  on a regular  business  day to be
effected  that day. The number of shares  exchanged  may be less than the number
requested if the number  requested would include shares subject to a restriction
cited above or shares  covered by a  certificate  that is not tendered with such
request.  Only the shares  available for exchange  without  restriction  will be
exchanged.

General Information on Exchanges. Shares to be exchanged are redeemed on the day
the Transfer Agent receives an exchange  request in proper form (the "Redemption
Date"), as of the close of the Exchange, which is normally 4:00 P.M., but may be
earlier on some days. Normally,  shares of the fund to be acquired are purchased
on the  Redemption  Date, but such purchases may be delayed by either fund up to
five  business  days if it  determines  that it  would  be  disadvantaged  by an
immediate  transfer  of the  redemption  proceeds.  The  Fund in its  discretion
reserves the right to refuse any exchange request that will disadvantage it.

         The Eligible Funds have different  investment  objectives and policies.
Each of those funds imposes a sales charge on purchases of Class A shares except
the Money Market Funds.  For complete  information,  including sales charges and
expenses,  a prospectus of the fund into which the exchange is being made should
be read prior to an exchange. Dealers and brokers who process exchange orders on

                                                       -23-

<PAGE>



behalf of their customers may charge for their services. Direct shareholders may
avoid those charges by  requesting  the Fund  directly to exchange  shares.  For
Federal tax  purposes,  an exchange is treated as a  redemption  and purchase of
shares.

Telephone Exchanges.  Direct shareholders may place a telephone exchange request
by calling the Transfer Agent at 1-800-852-8457. Telephone exchanges are subject
to the rules described above. By exchanging shares by telephone, the shareholder
is  acknowledging  receipt of a prospectus  of the fund to which the exchange is
made and that for full exchanges, any special account features such as Automatic
Investment Plans,  Automatic  Withdrawal Plans and retirement plan contributions
will be switched  to the new  account  unless the  Transfer  Agent is  otherwise
instructed.  Telephone exchange  privileges  automatically  apply to each direct
shareholder of record and the dealer  representative  of record unless and until
the Transfer Agent receives  written  instructions  from the  shareholder(s)  of
record  canceling  such  privileges.  If an account  has  multiple  owners,  the
Transfer Agent may rely on the instructions of any one owner. Shares acquired by
telephone  exchange  must be  registered  exactly as the account  from which the
exchange was made.  Certificated shares are not eligible for telephone exchange.
If all telephone exchange lines are busy (which might occur, for example, during
periods of substantial market  fluctuations),  shareholders might not be able to
request telephone exchanges and would have to submit written exchange requests.

Telephone Instructions.  The Transfer Agent has adopted reasonable procedures to
confirm that telephone instructions are genuine, by requiring callers to provide
tax  identification  number(s) and other  account data or by using PINs,  and by
confirming such transactions in writing. If the Transfer Agent does not use such
reasonable  procedures,  it  may  be  liable  for  losses  due  to  unauthorized
transactions, but otherwise neither it nor the Fund will be liable for losses or
expenses  arising  out  of  telephone  instructions  reasonably  believed  to be
genuine.  The  Transfer  Agent  reserves  the right to require  shareholders  to
confirm, in writing, telephone exchange or redemption privileges for an account.

Retirement Plans

The Distributor has available for direct shareholders who purchase shares of the
Fund: (i) individual  retirement accounts ("IRAs") including Simplified Employee
Pension Plans (SEP IRAs); (ii)

                                                       -24-

<PAGE>



prototype  pension and  profit-sharing  plans for corporations and self-employed
individuals;  and  (iii)  403(b)(7)  custodial  plans  for  employees  of public
educational  institutions  and  organizations  of the type  described in Section
501(c)(3)  of the  Internal  Revenue  Code.  The minimum  initial  IRA, SEP IRA,
pension or profit-sharing  plan investment is normally $250. The minimum initial
403(b)(7)  plan   investment  is  $25.  For  further   details,   including  the
administrative  fees, the  appropriate  retirement plan should be requested from
the Distributor.  The Fund reserves the right to discontinue offering its shares
to such plans at any time without prior notice.

Dividends, Distributions and Taxes

Dividends and Distributions.  The Fund intends to declare all of its net income,
as defined below, as dividends on each regular business day and to pay dividends
monthly. Dividends will be payable to shareholders as described above in "How to
Buy Shares."  All  dividends  and capital  gains  distributions  for accounts of
Program  participants  are  automatically  reinvested in Fund shares.  Dividends
accumulated  since the prior payment will be  reinvested in full and  fractional
shares at net asset value on the third  Thursday of each  calendar  month.  If a
shareholder  redeems  all  shares  at any time  during a month,  the  redemption
proceeds  include all  dividends  accrued up to the  redemption  date for shares
redeemed  prior to 12:00 Noon,  and include all  dividends  accrued  through the
redemption  date for  shares  redeemed  between  12:00 Noon and the close of the
Exchange. Program participants may receive cash payments by asking the broker to
redeem shares.

         Participants in an A.G. Edwards & Sons, Inc. Cash  Convenience  Account
Program  (other than those whose  account is an Individual  Retirement  Account)
holding shares of the Fund will receive account statements five times a year, at
the end of March,  May,  August,  October and December,  if the only activity in
their account during that period is the automatic reinvestment of dividends.

         Dividends and distributions  payable to direct shareholders of the Fund
will also be automatically  reinvested in shares of the Fund at net asset value,
on the third Thursday of each calendar month,  unless the  shareholder  asks the
Transfer  Agent in  writing to pay  dividends  and  distributions  in cash or to
reinvest them in another  Eligible Fund, as described in "Dividend  Reinvestment
in Another Fund" in the Statement of Additional Information. That notice must be
received prior to the record date for a dividend to

                                                       -25-

<PAGE>



be effective as to that dividend.  Dividends,  distributions and the proceeds of
redemptions of Fund shares  represented by checks returned to the Transfer Agent
by the Postal Service as undeliverable will be reinvested in shares of the Fund,
as promptly as possible  after the return of such check to the Transfer Agent to
enable the investor to earn a return on otherwise idle funds.

         Under the terms of a Program,  a broker-dealer may pay out the value of
some or all of a Program  participant's  Fund shares prior to redemption of such
shares by the Fund. In such cases, the shareholder will be entitled to dividends
on such shares only up to and including  the date of such payment.  Dividends on
such  shares  accruing  between the date of payment and the date such shares are
redeemed by the Trusts will be paid to the broker-dealer.  Program  participants
should discuss these arrangements with their broker-dealer.

         The Fund's net investment  income for dividend purposes consists of all
interest  accrued on  portfolio  assets,  less all expenses of the Fund for such
period.  Distributions  from net realized gains on  securities,  if any, will be
paid at least once each year, and may be made more frequently in compliance with
the Internal  Revenue Code and the  Investment  Company Act.  Long-term  capital
gains,   if  any,  will  be  identified   separately  when  tax  information  is
distributed.  The  Fund  will  not make  any  distributions  from  net  realized
securities  gains unless capital loss carry forwards,  if any, have been used or
have expired. Any net realized capital loss is carried forward to offset against
gains in later years.  To effect its policy of  maintaining a net asset value of
$1.00 per share, the Fund, under certain  circumstances,  may withhold dividends
or make distributions from capital or capital gains.

Tax Status of the Fund's Dividends and  Distributions.  This discussion  relates
solely to Federal tax laws and is not exhaustive. A qualified tax adviser should
be consulted.  Dividends and distributions may be subject to Federal,  state and
local taxation.  See "Tax Status of the Fund's Dividends and  Distributions"  in
the Statement of Additional  Information for a further discussion of tax matters
affecting the Fund and its distributions, as well as a procedure for electing to
reinvest dividends and distributions of any of the Eligible Funds into shares of
the Fund at net asset value.


                                                       -26-

<PAGE>



         Dividends  paid by the Fund derived from net  investment  income or net
short-term capital gains are taxable to shareholders as ordinary income, whether
received   in  cash  or   reinvested,   and  will  not  be   eligible   for  the
dividends-received  deduction  for  corporations.  If the Fund has net  realized
long-term  capital  gains  in a fiscal  year,  it may pay an  annual  "long-term
capital gains  distribution," which will be so identified when paid and when tax
information  is  distributed.  Long-term  gains are taxable to  shareholders  as
long-term  capital gains whether received in cash or reinvested,  and regardless
of how long the  Fund  shares  have  been  held.  For  information  on  "backup"
withholding on dividends, see "General Information on Redemptions," above.

Tax  Status  of the  Fund.  If the Fund  qualifies  as a  "regulated  investment
company"  under the  Internal  Revenue  Code,  it will not be liable for Federal
income  taxes on amounts  paid by it as dividends  and  distributions.  The Fund
qualified  during its last  fiscal  year and  intends to qualify in current  and
future fiscal years,  while  reserving  the right not to qualify.  However,  the
Internal  Revenue  Code  contains a number of  complex  tests  relating  to such
qualification  which the Fund might not meet in any  particular  fiscal year. If
the Fund does not  qualify,  it would be treated for Federal tax  purposes as an
ordinary  corporation  and  receive  no  tax  deduction  for  payments  made  to
shareholders.



                                                       -27-

<PAGE>


No dealer,  broker,  salesperson or any other person has been authorized to give
any  information or to make any  representations  other than those  contained in
this  Prospectus  or the Statement of  Additional  Information,  and if given or
made,  such  information and  representations  must not be relied upon as having
been authorized by the Fund, the  Distributor,  or any affiliate  thereof.  This
Prospectus does not constitute an offer to sell or a solicitation of an offer to
buy any of the  securities  offered hereby in any state to any person to whom it
is unlawful to make such offer in such state.

Investment Advisor and Distributor
Centennial Asset Management Corporation
6803 South Tucson Way
Englewood, Colorado 80112

Sub-Distributor
OppenheimerFunds Distributor, Inc.
P.O. Box 5254
Denver, Colorado 80217
                                                         Daily Cash
Transfer and Shareholder Servicing Agent                 Accumulation Fund, Inc.
Shareholder Services, Inc.
P.O. Box 5143                                            Prospectus
Denver, Colorado 80217-5143
1-800-525-9310                                           Dated April 25, 1997

Custodian of Portfolio Securities
Citibank, N.A.
399 Park Avenue
New York, New York 10043

Independent Auditors
Deloitte & Touche LLP
555 Seventeenth Street
Denver, Colorado 80202

Legal Counsel
Myer, Swanson, Adams & Wolf, P.C.
1600 Broadway
Denver, Colorado 80202






PR0140.002.0497   Printed on recycled paper

<PAGE>


DAILY CASH ACCUMULATION FUND, INC.

6803 South Tucson Way, Englewood, Colorado 80112
1-800-525-9310

Statement of  Additional  Information  dated April 25, 1997,  as revised May 12,
1997

     This Statement of Additional  Information of Daily Cash Accumulation  Fund,
Inc. is not a Prospectus.  This document contains  additional  information about
the Fund and supplements  information in the Prospectus dated April 25, 1997. It
should be read together with the Prospectus, which may be obtained by writing to
Shareholder  Services,  Inc., the Fund's Transfer Agent, P.O. Box 5143,  Denver,
Colorado 80217, or by calling the toll-free number shown above.



Contents                                                                 Page


About the Fund
Investment Objective and Policies...........................................2
Other Investment Restrictions...............................................5
Directors and Officers of the Fund..........................................5
The Manager and Its Affiliates..............................................9
Performance of the Fund....................................................12
Service Plan...............................................................13

About Your Account
Purchase, Redemption and Pricing of Shares.................................13
Dividends and Taxes........................................................14

Financial Information About the Fund
Independent Auditors' Report...............................................17
Financial Statements.......................................................18

Appendices
Appendix A: Description of Securities Ratings.............................A-1
Appendix B: Automatic Withdrawal Plan Provisions..........................B-1
Appendix C: Industry Classifications......................................C-1











<PAGE>



ABOUT THE FUND

Investment Objective and Policies

The  investment  objective  and  policies  of  the  Fund  are  described  in the
Prospectus.  Supplemental  information  about those policies is set forth below.
Certain  capitalized terms used in this Statement of Additional  Information are
defined in the Prospectus.

         The Fund  will not make  investments  with  the  objective  of  seeking
capital  growth.  However,  the value of the securities  held by the Fund may be
affected by changes in general interest rates. Because the current value of debt
securities  varies  inversely  with changes in  prevailing  interest  rates,  if
interest  rates  increase  after a security is  purchased  that  security  would
normally  decline in value.  Conversely,  should interest rates decrease after a
security is purchased,  its value would rise.  However,  those  fluctuations  in
value will not  generally  result in realized  gains or losses to the Fund since
the Fund  does not  usually  intend  to  dispose  of  securities  prior to their
maturity.  A debt  security held to maturity is redeemable by its issuer at full
principal value plus accrued interest.  To a limited degree, the Fund may engage
in  short-term  trading  to  attempt  to take  advantage  of  short-term  market
variations,  or may dispose of a portfolio security prior to its maturity if, on
the basis of a revised credit evaluation of the issuer or other  considerations,
the Fund  believes  such  disposition  advisable or it needs to generate cash to
satisfy redemptions. In such cases, the Fund may realize a capital gain or loss.

Ratings of Securities.  The Prospectus describes "Eligible  Securities" in which
the Fund may invest and indicates that if a security's rating is downgraded, the
Manager and/or the Board may have to reassess the security's  credit risks. If a
security  has ceased to be a First Tier  Security,  the  Manager  will  promptly
reassess  whether the security  continues to present  "minimal credit risks." If
the Manager becomes aware that any Rating Organization has downgraded its rating
of a Second Tier Security or rated an unrated  security below its second highest
rating category,  the Fund's Board of Directors shall promptly  reassess whether
the  security  presents  minimal  credit  risks  and  whether  it is in the best
interests of the Fund to dispose of it; but if the Fund disposes of the security
within five days of the Manager's  learning of the  downgrade,  the Manager will
provide the Board with subsequent notice of such downgrade.  If a security is in
default,  or ceases to be an Eligible  Security,  or is  determined no longer to
present  minimal credit risks,  the Board must determine  whether it would be in
the  best  interests  of the  Fund  to  dispose  of  the  security.  The  Rating
Organizations  currently  designated  as such by the SEC are  Standard  & Poor's
Corporation,  Moody's Investors Service,  Inc., Fitch Investors Services,  Inc.,
Duff and Phelps,  Inc.,  IBCA Limited and its affiliate,  IBCA, Inc. and Thomson
BankWatch,  Inc.  A  description  of the  ratings  categories  of  those  Rating
Organizations is contained in Appendix A.

Floating Rate/Variable Rate Obligations. The Fund may invest in instruments with
floating  or variable  interest  rates.  The  interest  rate on a floating  rate
obligation is based on a stated  prevailing  market rate, such as a bank's prime
rate, the 90-day U.S. Treasury Bill rate, the rate of return on commercial paper
or bank  certificates  of  deposit,  or some  other  standard,  and is  adjusted
automatically  each time such market rate is adjusted.  The  interest  rate on a
variable rate obligation is also based on a stated prevailing market rate but is
adjusted automatically at a specified interval

                                                        -2-

<PAGE>



of no more than one year.  Some variable rate or floating  rate  obligations  in
which the Fund may invest have a demand  feature  entitling the holder to demand
payment at an amount  approximately  equal to  amortized  cost or the  principal
amount thereof plus accrued interest at any time, or at specified  intervals not
exceeding  one year.  These  notes may or may not be backed by bank  letters  of
credit.

         Variable rate demand notes may include  master demand notes,  discussed
below. The Manager, on behalf of the Fund, will consider on an ongoing basis the
creditworthiness of the issuers of the floating and variable rate obligations in
the Fund's portfolio.  There is no limit on the amount of the Fund's assets that
may be invested in floating rate and variable rate obligations.

Repurchase Agreements. In a repurchase transaction, the Fund acquires a security
from, and  simultaneously  resells it to, an approved vendor (a U.S.  commercial
bank or the U.S.  branch of a foreign  bank having total  domestic  assets of at
least $1 billion or a  broker-dealer  with a net capital of at least $50 million
and which has been  designated a primary dealer in government  securities).  The
resale  price  exceeds  the  purchase  price  by  an  amount  that  reflects  an
agreed-upon  interest rate  effective for the period during which the repurchase
agreement is in effect.  The majority of these transactions run from day to day,
and delivery  pursuant to resale typically will occur within one to five days of
the purchase.  Repurchase agreements are considered "loans" under the Investment
Company Act of 1940, as amended (the "Investment Company Act") collateralized by
the underlying  security.  The Fund's repurchase  agreements require that at all
times while the repurchase  agreement is in effect,  the value of the collateral
must equal or exceed the repurchase price to fully  collateralize  the repayment
obligation.  Additionally, the Manager will impose creditworthiness requirements
to confirm that the vendor is financially  sound and will  continuously  monitor
the collateral's value.

Master Demand Notes. A master demand note is a corporate obligation that permits
the investment of  fluctuating  amounts by the Fund at varying rates of interest
pursuant to direct  arrangements  between the Fund, as lender, and the corporate
borrower  that issues the note.  These notes permit daily changes in the amounts
borrowed.  The Fund has the right to increase  the amount  under the note at any
time up to the full amount  provided by the note  agreement,  or to decrease the
amount, and the borrower may repay up to the full amount of the note at any time
without penalty.  Because variable amount master demand notes are direct lending
arrangements  between  the  lender  and  the  borrower,   it  is  not  generally
contemplated that such instruments will be traded.  There is no secondary market
for these notes,  although they are redeemable and thus immediately repayable by
the borrower at face value, plus accrued interest, at any time. Accordingly, the
Fund's  right to redeem is  dependent  on the  ability  of the  borrower  to pay
principal  and  interest  on  demand.  In  evaluating  the  master  demand  note
arrangements,  the Manager  considers the earning  power,  cash flow,  and other
liquidity  ratios of the issuer.  Master demand notes are not typically rated by
credit rating agencies.  If they are not rated, the Fund may invest in them only
if, at the time of an investment, they are Eligible Securities. The Manager will
continuously  monitor  the  borrower's  financial  ability  to  meet  all of its
obligations  because the Fund's liquidity might be impaired if the borrower were
unable to pay principal and interest on demand.

Loans of Portfolio  Securities.  The Fund may lend its  portfolio  securities to
qualified borrowers

                                                        -3-

<PAGE>



(other than in  repurchase  transactions)  to attempt to raise the Fund's income
for liquidity  purposes.  Under applicable  regulatory  requirements  (which are
subject to change),  the loan  collateral  must,  on each business day, at least
equal the market value of the loaned  securities and must consist of cash,  bank
letters of credit or U.S. Government securities, or other cash equivalents which
the Fund is permitted to purchase.  To be acceptable as  collateral,  letters of
credit must  obligate a bank to pay  amounts  demanded by the Fund if the demand
meets  the  terms  of the  letter.  The Fund  receives  an  amount  equal to the
dividends or interest on loaned  securities and also receives one or more of (a)
negotiated  loan fees,  (b) interest on securities  used as  collateral,  or (c)
interest on short-term  debt  securities  purchased  with such loan  collateral;
either type of interest may be shared with the  borrower.  The Fund may also pay
reasonable  finder's,  custodian and  administrative  fees and will not lend its
portfolio securities to any officer,  trustee, employee or affiliate of the Fund
or the Manager.  The terms of the Fund's loans must meet applicable  tests under
the Internal Revenue Code and permit the Fund to reacquire loaned  securities on
five business days' notice or in time to vote on any important matter. After any
loan, the value of the securities  loaned can not exceed 25% of the value of the
Fund's  total  assets.  The Fund  will not  enter  into any  securities  lending
agreements  having a duration of greater than one year. Any securities  received
as collateral  for a loan must mature in 12 months or less.  The Fund  presently
does not intend to lend its portfolio  securities,  but if it does, the value of
securities  loaned  will not  exceed 5% of the value of the Fund's net assets in
the coming year.

Illiquid and Restricted  Securities.  Illiquid  securities in which the Fund may
invest  include  issues  which only may be redeemed by the issuer upon more than
seven days notice or at maturity,  repurchase  agreements  maturing in more than
seven days, fixed time deposits subject to withdrawal  penalties which mature in
more than seven days,  and other  securities  which cannot be sold freely due to
legal or contractual  restrictions  on resale.  Contractual  restrictions on the
resale of illiquid securities might prevent or delay their sale by the Fund at a
time when such  sale  would be  desirable.  Restricted  securities  that are not
illiquid,  in which the Fund may invest,  include  certain  master  demand notes
redeemable on demand,  and short-term  corporate debt instruments  which are not
related to current  transactions of the issuer and therefore are not exempt from
registration as commercial paper, as described in the Prospectus.

Bank  Loan  Participation   Agreements.   The  Fund  may  invest  in  bank  loan
participation agreements, subject to the investment limitation set forth in "The
Fund and Its Investment  Policies - Illiquid and  Restricted  Securities" in the
Prospectus.  These participation  agreements give the Fund an undivided interest
in U.S.  dollar-denominated  loans made by the bank  selling  the  participation
interests, in the proportion that the Fund's participation interest bears to the
total principal amount of the loan. The selling bank may not have any obligation
to the purchaser of the interest  other than to pay to it principal and interest
on the loan if and when  received  by the  selling  bank.  The  Manager  has set
certain  creditworthiness  standards  for  issuers of loan  participations,  and
monitors  their   creditworthiness.   Participation   interests  are  considered
investments in illiquid  securities  (see "Illiquid and Restricted  Securities,"
above). Their value primarily depends upon the creditworthiness of the borrower,
and its ability to pay interest and  principal.  Borrowers  may have  difficulty
making  payments.  If a borrower fails to make  scheduled  interest or principal
payments,  the Fund could  experience a reduction in its income and a decline in
the net asset value of its shares.  Therefore, the loan must be an obligation of
a corporation whose commercial paper or corporate debt

                                                        -4-

<PAGE>



obligations  the Fund may purchase.  The Fund will only  purchase  participation
interests from a bank in whose  obligations the Fund may invest,  and subject to
the  restriction  described  above on investments in illiquid  securities.  Only
loans  which  mature  in one year or less may be the  subject  of  participation
interests.

Other Investment Restrictions

The  Fund's  most  significant  investment  restrictions  are  described  in the
Prospectus.  The following investment restrictions are also fundamental policies
and,  together  with  the  fundamental   investment  policies  and  restrictions
described in the Prospectus,  cannot be changed without the vote of a "majority"
of the Fund's  outstanding  shares.  Under the  Investment  Company Act,  such a
"majority"  vote is defined as the vote of the holders of the lesser  of:(i) 67%
or more of the  shares  present  or  represented  by  proxy  at a  shareholder's
meeting,  if the holders of more than 50% of the outstanding  shares are present
or represented by proxy, or (ii) more than 50% of the outstanding shares.  Under
these additional restrictions, the Fund cannot do any of the following:

         o The Fund cannot  invest in  commodities  or commodity  contracts,  or
invest in interests in oil, gas, or other  mineral  exploration  or  development
programs;
         o The Fund cannot invest in real estate; however, the Fund may purchase
debt  securities  issued by  companies  which invest in real estate or interests
therein;
         o The Fund cannot purchase  securities on margin or make short sales of
         securities;  o The Fund  cannot  invest  in or hold  securities  of any
         issuer if those officers and directors
of the Fund or its adviser who beneficially  own individually  more than 0.5% of
the  securities  of such issuer  together own more than 5% of the  securities of
such issuer;
         o The Fund cannot underwrite securities of other companies;  o The Fund
         cannot invest more than 5% of the value of its total assets
in securities of companies  that have operated less than three years,  including
the operations of predecessors; and
         o The Fund cannot invest in securities of other investment companies.

         Unless the  Prospectus  or this  Statement  of  Additional  Information
states that a percentage  restriction  applies on an ongoing  basis,  it applies
only at the time  the  Fund  makes  an  investment,  and the Fund  need not sell
securities  to  meet  the  percentage  limits  if the  value  of the  investment
increases  in  proportion  to the size of the Fund.  For  purposes of the Fund's
policy  not  to  concentrate  described  in  "Investment  Restrictions"  in  the
Prospectus,  the Fund has adopted,  as a matter of  non-fundamental  policy, the
industry classifications set forth in Appendix C to this Statement of Additional
Information.

Directors and Officers of the Fund

The Fund's Directors and officers and their principal business  affiliations and
occupations  during the past five years are listed below.  Sam Freedman became a
Director of the Fund on June 27, 1996. All of the directors are also trustees or
directors of  Centennial  America  Fund L.P.,  Centennial  Money  Market  Trust,
Centennial Tax Exempt Trust,  Centennial  Government Trust,  Centennial New York
Tax  Exempt  Trust,  Centennial  California  Tax Exempt  Trust (the  "Centennial
Funds"),   Oppenheimer   Cash  Reserves,   Oppenheimer   Champion  Income  Fund,
Oppenheimer Equity Income Fund,

                                                        -5-

<PAGE>



Oppenheimer   Limited-Term   Government  Fund,   Oppenheimer   Integrity  Funds,
Oppenheimer  International Bond Fund,  Oppenheimer High Yield Fund,  Oppenheimer
Main Street Funds,  Inc.,  Oppenheimer  Real Asset Fund,  Oppenheimer  Strategic
Income Fund,  Oppenheimer Strategic Income & Growth Fund,  Oppenheimer Municipal
Fund,  Oppenheimer Total Return Fund, Inc.,  Oppenheimer Variable Account Funds,
Panorama  Series Funds,  Inc.,  and The New York Tax- Exempt  Income Fund,  Inc.
(together with the Centennial Funds, the "Denver  Oppenheimer funds") except for
Ms.  Macaskill  and Mr.  Fossel.  Ms.  Macaskill  and Mr.  Fossel are  Trustees,
Directors or Managing General Partners of all the Denver-based Oppenheimer funds
except Oppenheimer Integrity Funds,  Oppenheimer Strategic Income Fund, Panorama
Series Funds, Inc. and Oppenheimer  Variable Account Funds.  Also, Mr. Fossel is
not a trustee of Centennial  New York  Tax-Exempt  Trust nor a managing  general
partner of Centennial America Fund L.P. Ms. Macaskill is President and Mr. Swain
is Chairman and CEO of the Denver  Oppenheimer funds. All of the officers except
Ms. Warmack,  Ms. Wolf and Mr. Zimmer hold similar  positions as officers of all
the Denver Oppenheimer funds. As of April 7, 1997, the directors and officers of
the  Fund as a  group  owned  of  record  or  beneficially  less  than 1% of its
outstanding shares. The foregoing statement does not reflect ownership of shares
held of record by an employee  benefit  plan for  employees  of the Manager (for
which plan two of the officers listed below, Ms. Macaskill and Mr. Donohue,  are
trustees)  other  than the  shares  beneficially  owned  under  that plan by the
officers of the Fund listed above.

ROBERT G. AVIS, Director; Age 65*
One North Jefferson Ave., St. Louis, Missouri 63103
Vice Chairman of A.G. Edwards & Sons, Inc. (a  broker-dealer)  and A.G. Edwards,
Inc. (its parent holding company);  Chairman of A.G.E. Asset Management and A.G.
Edwards  Trust Company (its  affiliated  investment  adviser and trust  company,
respectively).

WILLIAM A. BAKER, Director; Age 82
197 Desert Lakes Drive, Palm Springs, California 92264
Management Consultant.

CHARLES  CONRAD,  JR.,  Director;  Age 67* 1501 Quail Street,  Newport Beach, CA
92660  Chairman  and CEO of  Universal  Space  Lines,  Inc.  (a  space  services
management company);  formerly Vice President of McDonnell Douglas Space Systems
Co. and associated with the National Aeronautics and Space Administration.

JON S. FOSSEL, Directors, Age 55*
P.O. Box 44, Mead Street, Waccabuc, New York 10597
Member of the Board of Governors of the Investment Company Institute (a national
trade association of investment  companies),  Chairman of the Investment Company
Institute   Education   Foundation;   formerly   Chairman   and  a  director  of
OppenheimerFunds,   Inc.  ("OFI"),  President  and  a  director  of  Oppenheimer
Acquisition   Corp.("OAC"),   OFI's  parent  holding  company,  and  Shareholder
Services,  Inc .("SSI")  and  Shareholder  Financial  Services,  Inc.  ("SFSI"),
transfer agent subsidiaries of OFI.


                                                        -6-

<PAGE>



SAM FREEDMAN, Director; Age 56
4975 Lakeshore Drive, Littleton, Colorado  80123
Formerly  Chairman and Chief  Executive  Officer of  OppenheimerFunds  Services,
Chairman,  Chief  Executive  Officer  and a  director  of SSI,  Chairman,  Chief
Executive and Officer and director of SFSI,  Vice  President and director of OAC
and a director of OFI.

RAYMOND J. KALINOWSKI, Director; Age 67
44 Portland Drive, St. Louis, Missouri 63131
Director of Wave Technologies International,  Inc. (a computer products training
company);  formerly Vice Chairman and a director of A.G.  Edwards,  Inc., parent
holding company of A.G. Edwards & Sons, Inc. (a broker-dealer),  of which he was
a Senior Vice President.

C. HOWARD KAST, Director; Age 75
2552 East Alameda, Denver, Colorado 80209
Formerly Managing Partner of Deloitte, Haskins & Sells (an accounting firm).

ROBERT M. KIRCHNER, Director; Age 75
7500 E. Arapahoe Road, Englewood, Colorado 80112
President of The Kirchner Company (management consultants).

BRIDGET A. MACASKILL, President and Director; Age 48*
President,  Chief Executive  Officer and a Director of OFI and HarbourView Asset
Management  Corporation  ("HarbourView"),  a subsidiary  of OFI;  Chairman and a
director  of SSI and  SFSI.;  President  and a director  of OAC and  Oppenheimer
Partnership  Holdings,  Inc., a holding company subsidiary of OFI; a director of
Oppenheimer Real Asset Management, Inc.; formerly an Executive Vice President of
OFI.

NED M. STEEL, Director; Age 81
3416 South Race Street, Englewood, Colorado 80110
Chartered  Property  and  Casualty  Underwriter;  a director of  Visiting  Nurse
Corporation  of Colorado;  formerly  Senior Vice President and a Director of Van
Gilder Insurance Corp. (insurance brokers).

JAMES C. SWAIN,  Chairman,  Chief Executive  Officer and Director;  Age 63* 6803
South Tucson Way,  Englewood,  Colorado 80112 Vice Chairman of the OFI; formerly
President  and a  director  of  Centennial  Asset  Management  Corporation  (the
"Manager"), and Chairman of the Board of SSI.

DOROTHY G. WARMACK, Vice President and Portfolio Manager; Age 60
Vice President of OFI and the Manager; an officer of other Oppenheimer funds.

CAROL E. WOLF, Vice President and Portfolio Manager; Age 45
Vice President of OFI and the Manager; an officer of other Oppenheimer funds.

ARTHUR J. ZIMMER, Vice President and Portfolio Manger; Age 50
Vice  President  of the OFI and the  Manager;  an officer  of other  Oppenheimer
funds.

                                                        -7-

<PAGE>



ANDREW J. DONOHUE, Vice President and Secretary; Age 46
Executive   Vice   President,   General   Counsel   and  a   Director   of  OFI,
OppenheimerFunds   Distributor,  Inc.  ,  HarbourView,  SSI,  SFSI,  Oppenheimer
Partnership  Holdings,  Inc. and MultiSource  Services,  Inc. (a broker-dealer);
President and a director of the Manager; President and a director of Oppenheimer
Real  Asset  Management,  Inc.;  General  Counsel  of OAC;  an  officer of other
Oppenheimer funds.

GEORGE C. BOWEN, Vice President,  Treasurer and Assistant Secretary; Age 60 6803
Tucson Way,  Englewood,  Colorado  80112 Senior Vice  President and Treasurer of
OFI;  Vice  President and Treasurer of  OppenheimerFunds  Distributor,  Inc. and
HarbourView;  Senior  Vice  President,  Treasurer,  Assistant  Secretary  and  a
director of the  Manager;  President,  Treasurer  and a director  of  Centennial
Capital Corporation; Senior Vice President, Treasurer and Secretary of SSI; Vice
President,  Treasurer  and  Secretary of SFSI;  Treasurer  of OAC;  Treasurer of
Oppenheimer  Partnership  Holdings,   Inc.;  Vice  President  and  Treasurer  of
Oppenheimer Real Asset Management,  Inc.; Chief Executive Officer, Treasurer and
a director of MultiSource Services, Inc. (a broker-dealer);  an officer of other
Oppenheimer funds.

ROBERT G. ZACK, Assistant Secretary; Age 48
Senior Vice President and Associate General Counsel of OFI, Assistant  Secretary
of SSI and SFSI; an officer of other Oppenheimer funds.

ROBERT J. BISHOP, Assistant Treasurer; Age 38
6803 Tucson Way,  Englewood, Colorado 80112
Vice  President  of the  OFI  /Mutual  Fund  Accounting;  an  officer  of  other
Oppenheimer funds; formerly a Fund Controller for OFI.

SCOTT T. FARRAR, Assistant Treasurer; Age 31
6803 Tucson Way,  Englewood, Colorado 80112
Vice President of OFI/Mutual Fund  Accounting;  an officer of other  Oppenheimer
funds; formerly a Fund Controller for OFI.
- -----------------------
      * A director who is an  "interested  person" of the Fund as defined in the
Investment Company Act .

Remuneration of Directors. The officers of the Fund and certain directors of the
Fund (Ms.  Macaskill and Mr. Swain) who are affiliated  with the Manager receive
no salary or fees from the Fund.  Mr.  Fossel did not receive any salary or fees
from the Fund  prior to January 1, 1997.  The  remaining  directors  of the Fund
received the total amounts shown below.  Mr.  Freedman  received no compensation
from the Fund  before  June  27,  1996,  the  date he  became  a  director.  The
compensation  from the Fund was paid during fiscal year ended December 31, 1996.
The compensation from the Denver-based  Oppenheimer funds includes  compensation
received as a director,  trustee,  managing  partner or member of a committee of
the Board of those funds during calendar year 1996.



                                                        -8-

<PAGE>

<TABLE>
<CAPTION>


                                                                                          Total
                                                                                          Compensation
                                                                       Aggregate          From All
                                                                       Compensation       Denver-based
Name                              Position                             from Fund          Oppenheimer funds

<S>                               <C>                                     <C>                <C>
Robert G. Avis                    Director                             $3,409             $58,003

William A. Baker                  Audit and Review                     $4,685             $79,715
                                  Committee, Chairman and
                                  Director

Charles Conrad, Jr.               Audit and Review                     $4,391             $74,717
                                  Committee Member and
                                  Director

Sam Freedman                      Director                             $1,734             $29,502

Raymond J. Kalinowski              Risk Oversight Committee
                                  Member, Director                     $4,359             $74,173

C. Howard Kast                    Risk Oversight Committee
                                  Member, Director                     $4,359             $74,173

Robert M. Kirchner                Audit and Review                     $4,391             $74,717
                                  Committee and
                                  Director

Ned M. Steel                      Director                             $3,409             $58,003
</TABLE>

Major Shareholders. As of April 7, 1997, the only person known by the management
of  the  Fund  to be  the  record  or  beneficial  owner  of 5% or  more  of the
outstanding  shares of the Fund was A.G. Edwards & Sons, Inc.  ("Edwards"),  One
North  Jefferson  Street,  St.  Louis,  MO 63103,  which was the record owner of
3,475,220,498.760  shares (approximately 98.91% of the shares outstanding).  The
Fund has been  informed that the shares held of record by Edwards were owned for
the benefit of its brokerage clients.

The Manager and Its Affiliates

The Manager is a  wholly-owned  subsidiary of  OppenheimerFunds,  Inc.  ("OFI"),
which is wholly-owned by Oppenheimer  Acquisition Corporation ("OAC"), a holding
company controlled by Massachusetts  Mutual Life Insurance Company.  OAC is also
owned by certain of OFI's directors and officers, some of whom may also serve as
officers of the Fund,  and two of whom (Ms.  Macaskill  and Mr.  Swain) serve as
Directors of the Fund.


                                                        -9-

<PAGE>



Investment Advisory Agreement.  The Manager supervises the investment operations
of the Fund and the  composition  of its portfolio and furnishes the Fund advice
and recommendations with respect to investments,  investment  policies,  and the
purchase and sale of  securities  pursuant to an investment  advisory  agreement
(the  "Agreement")  with the Fund,  described in "Management of the Fund" in the
Prospectus.  During the Fund's  fiscal years ended  December 31, 1996,  1995 and
1994, the Fund paid the Manager management fees of $12,933,033,  $12,746,352 and
$11,918,801 respectively, pursuant to the Agreement. The management fees for the
fiscal year ended December 31, 1996 are net of a voluntary expense assumption by
the  Manager  which  reduced the  management  fees for that year in an amount of
$441,801.  In the absence of such voluntary expense  assumption,  the management
fees payable by the Fund would have been $13,374,834.

         The Agreement requires the Manager, at its expense, to provide the Fund
with  adequate  office  space,  facilities  and  equipment  and to  provide  and
supervise the activities of all  administrative  and clerical personnel required
to provide effective  administration for the Fund, including the compilation and
maintenance  of records  with respect to its  operations,  the  preparation  and
filing  of  specified  reports,  and the  composition  of  proxy  materials  and
registration  statements  for  continuous  public  sale of  shares  of the Fund.
Expenses  not  expressly  assumed  by the  Manager  under  the  Agreement  or as
Distributor of the shares of the Fund are paid by the Fund. The Agreement  lists
examples of expenses paid by the Fund,  the major  categories of which relate to
interest,  taxes, fees to unaffiliated directors,  legal,  bookkeeping and audit
expenses,  brokerage,  custodian and transfer  agent  expenses,  stock  issuance
costs,  certain printing costs (excluding the cost of printing  prospectuses for
sales  materials),  registration  fees, and  non-recurring  expenses,  including
litigation.

         The  Agreement  provides  that the Manager will  reimburse the Fund for
annual expenses of the Fund (excluding brokerage commission, taxes, interest and
extraordinary  expenses  such as  litigation)  which  exceed the most  stringent
limits  prescribed by any state in which the Fund's shares are offered for sale.
Due to changes in federal  securities  laws,  such state  regulations  no longer
apply.  During the Fund's last fiscal year,  the Fund's  expenses did not exceed
the most stringent state regulatory limit and the voluntary  undertaking was not
invoked.

         Independently  of the Agreement  with the Fund,  effective  December 1,
1994, the Manager has  voluntarily  agreed to assume the Fund's  expenses to the
level  needed to enable the Fund's  7-day yield  (computed  in  accordance  with
procedures  specified  pursuant  to  regulations  adopted  under the  Investment
Company Act) to at least equal the 7-day yield of Centennial Money Market Trust.
The Manager reserves the right to modify or terminate this voluntary undertaking
at any time without prior notice to investors or shareholders. Prior to December
1, 1994, the Manager voluntarily agreed to waive a portion of the management fee
otherwise  payable to it by the Fund to the extent  necessary to ensure that the
annual management fee of the Fund did not exceed 0.35% of the Fund's average net
assets.

         The Manager  assumes no  responsibility  under the Agreement other than
that which is imposed by law, and shall not be responsible for any action of the
Board of Directors of the Fund in following or declining to follow any advice or
recommendations of the Manager. The Manager shall not be liable for any error of
judgment or mistake of law, or for any loss  suffered by the Fund in  connection
with matters to which the Agreement  relates,  except a loss resulting by reason
of the

                                                       -10-

<PAGE>



Manager's willful misfeasance,  bad faith or gross negligence in the performance
of its duties,  or its reckless  disregard of its obligations and duties,  under
the Agreement.  The Agreement  permits the Manager to act as investment  adviser
for any other person, firm or corporation.

Custodian. The Custodian's responsibilities include safeguarding and controlling
the  Fund's  portfolio   securities  and  handling  the  delivery  of  portfolio
securities to and from the Fund.  The Manager has  represented  to the Fund that
its banking  relationships  between the Manager and the Custodian  have been and
will continue to be unrelated to and unaffected by the relationship  between the
Fund and the  Custodian.  It will be the  practice  of the Fund to deal with the
Custodian in a manner uninfluenced by any banking relationship the Custodian may
have with the Manager or its affiliates.

Transfer Agent. Shareholder Services, Inc. as the Transfer Agent, is responsible
for  maintaining  the Fund's  shareholder  registry and  shareholder  accounting
records, and for shareholder servicing and administrative functions.

Distributor.  Under the General Distributor's Agreement between the Fund and the
Distributor,  the  Distributor  is  the  Fund's  principal  underwriter  in  the
continuous  public  offering of the Fund's shares but is not obligated to sell a
specific number of shares.  Expenses normally  attributable to sales (other than
those  paid  under the  Service  Plan),  including  advertising  and the cost of
printing  and  mailing  prospectuses  (other  than those  furnished  to existing
shareholders), are borne by the Distributor.

Independent  Auditors.  The  independent  auditors  of the Fund audit the Fund's
financial statements and perform other related audit services.  They also act as
auditors  for the  Manager,  OppenheimerFunds,  Inc.,  the  Manager's  immediate
parent,  as  well  as  for  certain  other  funds  advised  by the  Manager  and
OppenheimerFunds, Inc.

Portfolio  Transactions.  Portfolio decisions are based upon the recommendations
and  judgment of the Manager  subject to the overall  authority  of the Board of
Directors.  As most purchases made by the Fund are principal transactions at net
prices,  the Fund incurs  little or no brokerage  costs.  Purchases of portfolio
securities  from  underwriters  include a commission or  concession  paid by the
issuer to the  underwriter,  and purchases from dealers include a spread between
the bid and asked  price.  The Fund's  policy of investing  in  short-term  debt
securities  with  maturities  of less than one year  results  in high  portfolio
turnover. However, since brokerage commissions, if any, are small and securities
are usually held to maturity, high turnover does not have an appreciable adverse
effect upon the net asset value or income of the Fund.

         The Fund seeks to obtain prompt and reliable execution of orders at the
most  favorable  net price.  If  brokers  are used for  portfolio  transactions,
transactions  may be  directed  to brokers  furnishing  execution  and  research
services  deemed by the Manager to be useful or valuable to the  performance  of
its investment advisory functions for the Fund.  Research  information may be in
written form or through direct contact with individuals and includes information
on  particular  companies  and  industries  as  well  as  market,   economic  or
institutional  activity areas. It serves to broaden the scope and supplement the
research activities of the Manager, to make available

                                                       -11-

<PAGE>



additional views for consideration and comparisons, and to enable the Manager to
obtain market  information  for the  valuation of securities  held in the Fund's
portfolio.  The Fund does not  direct  the  handling  of  purchases  or sales of
portfolio  securities,  whether on a principal or agency  basis,  to brokers for
selling  shares of the Fund.  No portfolio  transactions  are handled by brokers
which are affiliated with the Fund or the Manager.

Performance of the Fund

Yield Information. The Fund's current yield is calculated for a seven-day period
of time,  determined in accordance with regulations adopted under the Investment
Company  Act as  follows.  First,  a base period  return is  calculated  for the
seven-day  period by  determining  the net change in the value of a hypothetical
pre-existing  account having one share at the beginning of the seven day period.
The change  includes  dividends  declared on the  original  share and  dividends
declared  on any  shares  purchased  with  dividends  on that  share,  but  such
dividends  are adjusted to exclude any realized or  unrealized  capital gains or
losses  affecting  the  dividends  declared.  Next,  the base  period  return is
multiplied by 365/7 to obtain the current yield to the nearest  hundredth of one
percent.  The compounded effective yield for a seven-day period is calculated by
(a) adding 1 to the base  period  return  (obtained  as  described  above),  (b)
raising the sum to a power equal to 365 divided by 7, and (c) subtracting 1 from
the result.  For the seven days ended  December 31,  1996,  the Fund's yield was
4.86% and its compounded effective yield was 4.98%.

         The  yield  as  calculated  above  may  vary  for  accounts  less  than
approximately  $100 in value  due to the  effect  of  rounding  off  each  daily
dividend to the nearest full cent.  Since the  calculation of yield under either
procedure  described  above does not take into  consideration  any  realized  or
unrealized gains or losses on the Fund's  portfolio  securities which may affect
dividends,  the return on dividends declared during a period may not be the same
on an annualized basis as the yield for that period.

         Yield  information  may be useful to investors in reviewing  the Fund's
performance.  The Fund may make comparisons  between its yield and that of other
investments,  by citing various  indices such as The Bank Rate Monitor  National
Index  (provided by Bank Rate Monitor TM),  which measures the average rate paid
on bank money market  accounts,  NOW accounts and certificates of deposit by the
100 largest banks and thrift  institutions  in the top ten  metropolitan  areas.
However, a number of factors should be considered before using yield information
as a basis for comparison with other  investments.  An investment in the Fund is
not insured.  Its yield is not guaranteed and normally will fluctuate on a daily
basis.   The  yield  for  any  given  past  period  is  not  an   indication  or
representation  by the Fund of future  yields or rates of return on its  shares.
The Fund's yield is affected by portfolio quality,  portfolio maturity,  type of
instruments  held and operating  expenses.  When comparing the Fund's yield with
that of other  investments,  investors  should  understand  that  certain  other
investment  alternatives  such  as  certificates  of  deposit,  U.S.  government
securities,  money market  instruments or bank accounts may provide fixed yields
or yields that may vary above a stated minimum,  and also that bank accounts may
be insured. Certain types of bank accounts may not pay interest when the balance
falls below a specified  level and may limit the number of  withdrawals by check
per month.


                                                       -12-

<PAGE>



Service Plan


The Fund has  adopted  a service  plan  (the  "Plan")  under  Rule  12b-1 of the
Investment  Company Act pursuant to which the Fund is permitted to reimburse the
Distributor  for a portion of its costs  incurred in  connection  with  personal
service and maintenance of shareholder  accounts as described in the Prospectus.
Under the Plan,  the Fund's  Distributor  is  authorized  to  reimburse  certain
securities   dealers  and  other  financial   institutions   and   organizations
("Recipients")  in connection  with the personal  service and the maintenance of
shareholder accounts that hold Fund shares. Payment is made monthly or quarterly
(i) at  the  annual  rate  of  0.20  of  1.0%  (or  such  lesser  amount  as the
disinterested  Directors  may  determine)  of the average net asset value of the
Fund's shares owned beneficially or of record during the month or quarter by the
Recipient or its customers,  or (ii) in an amount equal to the Recipient's total
cost  during  the month of  rendering  personal  service  (including  reasonable
allocations  of  overhead),  whichever  is less.  No  payment  will be made to a
Recipient  for any month during which the average net asset value of Fund shares
held by the Recipient  and its  customers was less than $3 million.  Although no
payments are retained by the  Distributor or the Manager,  Recipients  which are
affiliates of the Manager may receive  payments.  Payments by the Fund under the
Plan for the fiscal year ended  December  31, 1996  totaled  $7,123,026,  all of
which was paid to Edwards. 

         Under the Plan, a Recipient must certify  monthly or quarterly that its
expenses  for  providing  such  services  do not exceed its  administrative  and
sales-related  costs.  A  Recipient  is required  to  reimburse  the Fund if the
aggregate payments it receives during the year exceed its costs as so certified.

         The Plan may continue in effect for a period of more than one year from
the date of its  execution  only so long as  continuance  is  approved  at least
annually  by the Board of  Directors  of the Fund,  including  a majority of the
disinterested  Directors,  by a vote cast in person at a meeting  called for the
purpose of voting on that Agreement.  The Plan  automatically  terminates if (i)
the Fund terminates the Plan, or (ii) a majority of the disinterested  Directors
or the holders of a majority of the  outstanding  voting  securities of the Fund
vote to terminate the Agreement.

         The Plan  provides  that,  as long as the Plan  remains in effect,  the
selection  and  nomination  of  Directors  of the Fund  who are not  "interested
persons" of the Fund shall be committed to the  discretion of the Directors then
in office who are not  "interested  persons"  of the Fund.  However,  others may
participate in such selection and nomination provided that the final decision is
approved by a majority of the incumbent Independent Directors. Finally, the Plan
cannot be amended  without  shareholder  approval as set forth above to increase
materially  the amount of payments to be made and all  material  amendments  are
required  to be  approved  by the vote of the  Board of  Directors  of the Fund,
including a majority of the disinterested Directors, cast in person at a meeting
called for that purpose.

ABOUT YOUR ACCOUNT

Purchase, Redemption and Pricing of Shares


                                                       -13-

<PAGE>



Determination of Net Asset Value Per Share. The net asset value per share of the
Fund's shares is determined  twice each day as of 12:00 Noon and as of the close
of The New York Stock Exchange (the "Exchange") which is normally 4:00 P.M., but
may be earlier on some days, each day the Exchange is open (a "regular  business
day"),  (all  references  to time mean New York time) by dividing the Fund's net
assets  (the total  value of the  Fund's  portfolio  securities,  cash and other
assets less all  liabilities)  by the total  number of shares  outstanding.  The
Exchange's  most recent annual  holiday  schedule  states that it will close New
Year's Day, Presidents' Day, Good Friday,  Memorial Day, Independence Day, Labor
Day,  Thanksgiving  Day and Christmas  Day. The Exchange may also close on other
days.

         The Fund will seek to maintain a net asset value of $1.00 per share for
purchases  and  redemptions.  There can be no assurance  that it will do so. The
Fund operates  under Rule 2a-7 under which the Fund may use the  amortized  cost
method of valuing  its  shares.  The  amortized  cost  method  values a security
initially  at its cost and  thereafter  assumes a constant  amortization  of any
market  discount or premium,  regardless of the impact of  fluctuating  interest
rates on the market value of the security. The method does not take into account
unrealized capital gains or losses.

         The Board of Directors has established  procedures for the valuation of
the Fund's securities,  which provide that money market debt securities that had
a maturity of less than 397 days when  issued that have a remaining  maturity of
60 days or less are valued at cost,  adjusted for  amortization  of premiums and
accretion of discounts.

Redemptions.  The Fund's Board of Directors has the right,  in  conformity  with
applicable  law, to cause the  involuntary  redemption of the shares held in any
account if the  aggregate  net asset  value of such  shares is less than $500 or
such lesser  amount as the Board may decide.  Should the Board elect to exercise
this  right,  it will  establish  the  terms of any  notice  of such  redemption
required to be provided to the shareholder  under the Investment  Company Act or
Maryland  law,  including  any  provision  the Board may establish to enable the
shareholder  to  increase  the  amount of the  investment  to avoid  involuntary
redemption.

Expedited  Redemption  Procedures.  Under  the  Expedited  Redemption  Procedure
available to direct  shareholders  of the Fund, as discussed in the  Prospectus,
the wiring of redemption proceeds may be delayed if the Fund's Custodian bank is
not open for business on a day that the Fund would  normally  authorize the wire
to be made,  which is usually the same day for redemptions  prior to 12:00 Noon,
and the Fund's next regular business day for redemptions  between 12:00 Noon and
the close of the Exchange,  which is normally  4:00 P.M.,  but may be earlier on
some days. In those  circumstances,  the wire will not be transmitted  until the
next bank  business  day on which the Fund is open for business and no dividends
will be paid on the proceeds of redeemed shares waiting transfer by wire.

Dividends and Taxes

Tax Status of the Fund's Dividends and Distributions.  The Federal tax treatment
of the Fund's  dividends and  distributions  to shareholders is explained in the
Prospectus  under the caption  "Dividends,  Distributions  and Taxes." Under the
Internal Revenue Code, the Fund must distribute

                                                       -14-

<PAGE>



by  December  31 each year 98% of its  taxable  investment  income  earned  from
January  1  through  December  31 of that  year,  and 98% of its  capital  gains
realized  from the prior  November 1 through  October 31 of the current year, or
else the Fund must pay an excise tax on the amounts not distributed. While it is
presently   anticipated   that  the   Fund's   distributions   will  meet  those
requirements,  the Fund's Board and Manager might determine in a particular year
that  it  might  be in the  best  interest  of the  Fund's  shareholders  not to
distribute  income or capital gains at the mandated levels and to pay the excise
tax on the  undistributed  amounts,  which would reduce the amount available for
distribution to shareholders.

Dividend Reinvestment in Another Fund. Direct shareholders of the Fund may elect
to reinvest all dividends  and/or  distributions in Class A shares of any of the
other "Eligible Funds" listed below at net asset value without sales charge.  To
elect this option, a shareholder must notify the Transfer Agent in writing,  and
either must have an existing  account in the fund selected for  reinvestment  or
must obtain a  prospectus  for that fund and an  application  from the  Transfer
Agent to  establish  an account.  The  investment  will be made at the net asset
value  per  share  next  determined  on the  payable  date  of the  dividend  or
distribution.

Eligible Funds:

Limited Term New York Municipal Fund*  
Oppenheimer  Bond Fund  
Oppenheimer  Bond Fund for  Growth  
Oppenheimer  California  Municipal  Fund  
Oppenheimer  Capital Appreciation  Fund 
Oppenheimer  Champion  Income  Fund  
Oppenheimer  Developing Markets Fund 
Oppenheimer  Disciplined  Allocation Fund  
Oppenheimer  Disciplined Value Fund
Oppenheimer  Discovery Fund  
Oppenheimer  Enterprise Fund 
Oppenheimer  Equity  Income  Fund  
Oppenheimer  Florida   Municipal  Fund  
Oppenheimer  Fund
Oppenheimer  Global Emerging  Growth Fund  
Oppenheimer  Global Fund  
Oppenheimer  Global Growth & Income Fund 
Oppenheimer  Gold & Special Minerals Fund 
Oppenheimer  Growth Fund  
Oppenheimer  High Yield Fund  
Oppenheimer  Insured  Municipal  Fund
Oppenheimer  Intermediate  Municipal Fund  
Oppenheimer  International  Bond Fund
Oppenheimer  International  Growth  Fund  
Oppenheimer  LifeSpan  Balanced  Fund
Oppenheimer  LifeSpan Growth Fund

                                                       -15-

<PAGE>



Oppenheimer  LifeSpan  Income  Fund  
Oppenheimer  Limited-Term  Government  Fund
Oppenheimer  Main Street Income & Growth Fund 
Oppenheimer  Main Street  California Municipal Fund 
Oppenheimer  Multiple Strategies Fund 
Oppenheimer  Municipal Bond Fund  
Oppenheimer  New Jersey  Municipal Fund 
Oppenheimer  New York Municipal Fund
Oppenheimer  Pennsylvania  Municipal Fund 
Oppenheimer  Quest Capital Value Fund, Inc. 
Oppenheimer  Quest Global Value Fund, Inc. 
Oppenheimer  Quest Growth & Income Value Fund 
Oppenheimer  Quest Officers Value Fund 
Oppenheimer  Quest Opportunity Value Fund 
Oppenheimer  Quest Small Cap Value Fund 
Oppenheimer  Quest Value Fund, Inc.  
Oppenheimer  Real Asset Fund  
Oppenheimer  Strategic  Income & Growth Fund
Oppenheimer  Strategic  Income  Fund   
Oppenheimer  Total  Return  Fund,  Inc.
Oppenheimer  U.S. Government Trust
Oppenheimer  Value Stock Fund 
Oppenheimer  World Bond Fund 
Rochester Fund Municipals 
The New York Tax Exempt Income Fund, Inc.

the following  "Money Market  Funds":
Centennial America Fund L.P.
Centennial California Tax Exempt Trust
Centennial Government Trust
Centennial Money Market Trust
Centennial New  York  Tax  Exempt  Trust
Centennial Tax  Exempt  Trust
Oppenheimer Cash Reserves
Oppenheimer Money Market Fund, Inc.

There is an  initial  sales  charge  on the  purchase  of Class A shares of each
Eligible  Fund  except the Money  Market  Funds  (under  certain  circumstances,
described in the Prospectus, redemption proceeds of Money Market Fund shares may
be subject to a CDSC).

*Shares of the Fund are not  exchangeable  for  shares of Limited  Term New York
Municipal Fund prior to May 1, 1997.


                                                       -16-


<PAGE>

INDEPENDENT AUDITORS' REPORT
Daily Cash Accumulation Fund, Inc.


The Board of Directors and Shareholders of Daily Cash Accumulation Fund, Inc.:

We have audited the accompanying statement of assets and liabilities,  including
the  statement of  investments,  of Daily Cash  Accumulation  Fund,  Inc., as of
December 31, 1996, the related  statement of operations for the year then ended,
the  statements  of changes in net assets for the years ended  December 31, 1996
and  1995,  and the  financial  highlights  for the  period  January  1, 1992 to
December 31, 1996. These financial  statements and financial  highlights are the
responsibility  of the Fund's  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of securities owned at December
31, 1996 by correspondence with the custodian.  An audit also includes assessing
the accounting principles used and significant estimates made by management,  as
well as evaluating the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.

In our opinion,  such  financial  statements  and financial  highlights  present
fairly,  in  all  material  respects,  the  financial  position  of  Daily  Cash
Accumulation  Fund,  Inc., at December 31, 1996, the results of its  operations,
the changes in its net assets,  and the financial  highlights for the respective
stated periods, in conformity with generally accepted accounting principles.


/s/ Deloitte & Touche LLP
- --------------------------------------
DELOITTE & TOUCHE LLP



Denver, Colorado
January 22, 1997



<PAGE>



STATEMENT OF INVESTMENTS December 31, 1996 Daily Cash Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                          Face        Value
                                                         Amount      See Note 1
                                                       ---------    -----------

<S>                                                  <C>             <C>
BANKERS' ACCEPTANCES-0.1%
First National Bank of Boston, 5.30%,
5/2/97 (Cost $4,910,931) .......................     $ 5,000,000     $ 4,910,931
                                                                     -----------


CERTIFICATES OF DEPOSIT-1.6%
DOMESTIC CERTIFICATES OF DEPOSIT-0.4%
LaSalle National Bank:
  5.51%, 4/4/97 ................................       8,000,000       8,000,000
  5.55%, 2/11/97 ...............................       7,000,000       7,000,000
                                                                     -----------
                                                                      15,000,000
                                                                     -----------
YANKEE CERTIFICATES OF DEPOSIT-1.2%
Societe Generale North America, Inc.:
  5.45%, 2/10/97 ...............................       8,000,000       8,000,087
  5.50%, 4/21/97 ...............................       5,000,000       5,000,000
  5.55%, 2/6/97 ................................      10,000,000      10,000,000
  5.62%, 3/25/97 ...............................       8,000,000       8,001,957
  5.92%, 9/17/97 ...............................      10,000,000      10,020,031
                                                                     -----------
                                                                      41,022,075
                                                                     -----------
Total Certificates of Deposit (Cost $56,022,075)                      56,022,075
                                                                     -----------


DIRECT BANK OBLIGATIONS-4.2%
ABN Amro Bank Canada, 5.43%, 1/10/97................  10,000,000       9,986,425
Bayerische Vereinsbank AG, 5.35%, 4/10/97...........   8,150,000       8,030,093
FCC National Bank, 5.55%, 2/14/97...................  10,000,000      10,000,000
First National Bank of Boston:
  5.44%, 1/10/97 ...................................   5,000,000       5,000,000
  5.44%, 1/13/97 ...................................   5,000,000       5,000,000
  5.47%, 2/12/97 ...................................  10,000,000      10,000,000
  5.47%, 2/21/97 ...................................  10,000,000      10,000,000
  5.47%, 4/3/97 ....................................   7,000,000       7,000,000
  5.50%, 3/14/97 ...................................  10,000,000      10,000,000
  5.50%, 3/17/97 ...................................  15,000,000      15,000,000
  5.50%, 4/4/97 ....................................   5,000,000       5,000,000
Huntington National Bank:...........................
  5.35%, 1/2/97 ....................................  10,000,000      10,000,000
  5.35%, 1/8/97 ....................................   7,000,000       7,000,000
  5.53%, 2/3/97 ....................................  15,000,000      15,001,002
</TABLE>


                                                                               3
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                     Face           Value
                                                                     Amount        See Note 1
                                                                   ---------      -----------



<S>                                                             <C>              <C>
DIRECT BANK OBLIGATIONS-4.2% (CONTINUED)
National Westminster Bank of Canada:
  5.36%, 4/7/97 .................................               $  7,000,000     $  6,899,946
  5.40%, 2/18/97 ................................                  5,000,000        4,964,000
Societe Generale North America, Inc.:
  5.30%, 4/11/97 ................................                  5,000,000        4,926,389
  5.38%, 2/7/97 .................................                  7,000,000        6,961,294
                                                                                 ------------
Total Direct Bank Obligations (Cost $150,769,149)                                 150,769,149
                                                                                 ------------


LETTERS OF CREDIT-6.0%
Bank of America NT & SA, guaranteeing commercial paper of:
  Formosa Plastics Corp., USA-Series A, 5.34%, 3/21/97             5,000,000        4,941,408
  Hyundai Motor Finance Co., 5.37%, 4/21/97                        5,000,000        4,917,958
Bank One, Cleveland, guaranteeing commercial paper of:
  Capital One Funding Corp.-Series 1995F, 5.85%, 1/2/97(1)        10,650,000       10,650,000
  Capital One Funding Corp.-Series 1995F, 5.85%, 1/2/97(1)(2)      8,900,000        8,900,000
Barclays Bank PLC, guaranteeing commercial paper of:
  Banco Bradesco S.A.-Grand Cayman Branch:
  Series A, 5.31%, 4/28/97 ............                           11,000,000       10,810,167
  Series A, 5.35%, 4/18/97 ............                            5,000,000        4,920,493
  Series B, 5.33%, 5/20/97 ............                            5,000,000        4,897,101
Banco Real S.A., Grand Cayman Branch:
  Series A, 5.32%, 4/22/97 ............                            5,000,000        4,917,983
  Series A, 5.37%, 4/21/97 ............                           10,000,000        9,835,917
Petroleo Brasileiro, S.A.-Petrobras II:
  Series C, 5.35%, 4/1/97 .............                            5,000,000        4,933,125
  Series C, 5.38%, 4/3/97 .............                            5,000,000        4,931,256
Petroleo Brasileiro, S.A.-Petrobras:
  Series A, 5.30%, 5/5/97 .............                            5,000,000        4,908,722
  Series A, 5.31%, 5/6/97 .............                           15,000,000       14,723,438
  Series A, 5.31%, 5/7/97 .............                            5,000,000        4,907,075
  Series A, 5.37%, 4/7/97 .............                            5,000,000        4,928,400
  Series B, 5.32%, 6/3/97 .............                            5,000,000        4,886,950
  Series B, 5.40%, 4/9/97 .............                           10,000,000        9,853,000
</TABLE>


4
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                Face              Value
                                                               Amount           See Note 1
                                                             -----------        -----------

<S>                                                          <C>                 <C>
LETTERS OF CREDIT-6.0% (CONTINUED)
Bayerische Vereinsbank AG, guaranteeing commercial paper of:
Banco Rio de la Plata S.A.:
  Series A, 5.40%, 1/21/97 ............................      $ 5,000,000         $4,985,000
  Series A, 5.43%, 1/17/97 ............................       10,000,000          9,975,867
  Series A, 5.40%, 1/22/97 ............................        5,000,000          4,984,250
Galicia Funding Corp.:
  Series A, 5.36%, 3/3/97(3)...........................        5,000,000          4,954,589
  Series B, 5.35%, 3/3/97(3)...........................        5,000,000          4,954,674
  Series B, 5.45%, 3/4/97(3)...........................       10,000,000          9,907,000

Credit Suisse, guaranteeing commercial paper of:
  COSCO (Cayman) Co., Ltd., 5.38%, 3/14/97.............       15,000,000          14,838,600

Societe Generale, guaranteeing commercial paper of:
  Girsa Funding Corp., 5.32%, 4/3/97(3)................        9,000,000           8,877,640

  Nacional Financiera, SNC:
    Series A, 5.31%, 2/24/97...........................       20,000,000          19,840,700
    Series A, 5.44%, 1/8/97............................        5,000,000           4,994,711
    Series A, 5.44%, 1/9/97............................        5,000,000           4,993,956
    Series B, 5.33%, 3/3/97............................        5,000,000           4,954,843
                                                                                 -----------
Total Letters of Credit (Cost $217,124,823)............                          217,124,823
                                                                                 -----------


SHORT-TERM NOTES-86.7%
AUTOMOTIVE-0.8%
BMW U.S. Capital Corp.:
  5.31%, 2/24/97    ...................................        10,000,000          9,920,350
  5.32%, 2/20/97    ...................................        20,000,000         19,852,222
                                                                                 -----------
                                                                                  29,772,572
                                                                                 -----------
BANKS-0.7%
Bankers Trust Co., New York, 5.35%, 11/26/97(1)............    10,000,000          9,993,799
CoreStates Capital Corp.:
  5.36%, 6/27/97 ..........................................     5,000,000          4,868,233
  5.47%, 7/14/97(1)........................................     5,000,000          5,000,000
  5.70%, 6/27/97(1)........................................     5,000,000          5,000,000
                                                                                 -----------
                                                                                  24,862,032
                                                                                 -----------

</TABLE>


                                                                               5
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                 Face               Value
                                                                Amount            See Note 1
                                                              ---------          -----------



<S>                                                          <C>                 <C>
BEVERAGES-3.2%
Coca-Cola Enterprises, Inc.:
5.31%, 3/19/97(3) .......................................... $12,000,000         $11,863,453
5.31%, 3/7/97(3) ...........................................  27,000,000          26,739,910
5.32%, 2/26/97(3) ..........................................  15,000,000          14,875,867
5.32%, 2/27/97(3) ..........................................  10,000,000           9,915,767
5.33%, 2/19/97(3) ..........................................  15,000,000          14,891,179
5.34%, 1/31/97(3) ..........................................  17,000,000          16,924,350
5.35%, 3/11/97(3) ..........................................   5,000,000           4,948,729
5.35%, 3/18/97(3) ..........................................   8,000,000           7,909,644
5.35%, 3/24/97(3) ..........................................   7,000,000           6,914,697

                                                                                 -----------
                                                                                 114,983,596
                                                                                 -----------
BROKER/DEALERS-12.5%
CS First Boston, Inc.:
  5.31%, 1/30/97 ............................................   7,000,000          6,970,057
  5.31%, 2/20/97 ............................................  15,000,000         14,889,375
  5.33%, 2/13/97(3) .........................................  25,000,000         24,840,661
  5.35%, 2/12/97(3) .........................................  10,000,000          9,937,642
  5.38%, 3/4/97(1)(4) .......................................  10,000,000         10,000,000
  5.58%, 1/21/97(1)(4) ......................................  10,000,000         10,000,000
Goldman Sachs Group, L.P.:
  5.31%, 3/21/97 ............................................  23,000,000         22,731,992
  5.31%, 5/5/97 .............................................  15,000,000         14,725,650
  5.38%, 3/14/97 ............................................  10,000,000          9,892,400
  5.42%, 1/17/97 ............................................  10,000,000          9,975,911
  5.43%, 1/13/97 ............................................  30,000,000         29,945,700
  5.50%, 4/4/97 .............................................  15,000,000         14,786,875
  8.25%, 1/2/97 .............................................  52,550,000         52,539,173
Merrill Lynch & Co., Inc.:
  5.31%, 2/28/97 ............................................   5,000,000          4,957,225
  5.33%, 1/2/97 .............................................  20,000,000         19,997,036
  5.33%, 1/24/97 ............................................  20,000,000         19,931,894
  5.33%, 3/10/97 ............................................  20,000,000         19,798,644
  5.35%, 1/28/97 ............................................   5,000,000          4,979,937
  5.40%, 1/31/97(1) .........................................  20,000,000         20,000,000
  5.40%, 2/10/97 ............................................  12,000,000         11,928,000
  5.42%, 1/23/97 ............................................  35,000,000         34,884,897
  5.42%, 12/19/97(1) ........................................  15,000,000         14,999,534
  5.43%, 10/24/97(1) ........................................  10,000,000          9,998,378
  5.44%, 1/21/97 ............................................  10,000,000          9,969,778
</TABLE>


6
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                               Face               Value
                                                              Amount            See Note 1
                                                             ---------         -----------

<S>                                                         <C>                <C>
BROKER/DEALERS-12.5% (CONTINUED)
Morgan Stanley Group, Inc.:
  5.26%, 6/27/97(1) ......................................  $36,815,000        $ 36,815,000
  5.41%, 2/3/97 ..........................................   10,000,000           9,950,408
                                                                                -----------
                                                                                449,446,167
                                                                                -----------
BUILDING MATERIALS-0.1%
Compagnie de Saint-Gobain, 5.38%, 4/23/97..................   5,000,000           4,916,311
                                                                                -----------

CHEMICALS-0.2%
Monsanto Co., 5.30%, 1/27/97(3)............................   6,900,000           6,873,588
                                                                                -----------

COMMERCIAL FINANCE-12.3% CIT Group Holdings, Inc.:
  5.31%, 1/24/97 ..........................................  15,000,000          14,949,112
  5.33%, 11/20/97(1) ......................................  15,000,000          14,989,942
  5.35%, 5/1/97(1) ........................................  10,000,000           9,996,244
  5.35%, 6/11/97(1) .......................................  10,000,000           9,994,762
  5.37%, 9/17/97(1) .......................................  20,000,000          19,989,710
  5.67%, 3/1/98(1) ........................................  38,500,000          38,500,000
Countrywide Home Loans:
  5.33%, 1/23/97 ..........................................  24,000,000          23,921,827
  5.33%, 2/19/97 ..........................................   5,000,000           4,963,726
  5.33%, 3/3/97 ...........................................   5,000,000           4,954,843
  5.34%, 1/8/97 ...........................................   9,000,000           8,990,655
  5.34%, 3/12/97 ..........................................   5,000,000           4,948,083
  5.36%, 3/5/97 ...........................................  16,000,000          15,849,920
  5.37%, 3/4/97 ...........................................  10,000,000           9,907,517
FINOVA Capital Corp.:
  5.37%, 2/18/97 ..........................................   3,000,000           2,978,520
  5.37%, 2/24/97 ..........................................  10,000,000           9,919,450
  5.37%, 2/28/97 ..........................................   7,000,000           6,939,326
  5.38%, 1/7/97 ...........................................   8,000,000           7,992,827
  5.38%, 2/20/97 ..........................................   5,000,000           4,962,639
  5.40%, 1/15/97 ..........................................   5,000,000           4,989,500
  5.40%, 2/27/97 ..........................................  32,000,000          31,727,682
  5.43%, 2/26/97 ..........................................  20,000,000          19,831,067
  5.49%, 2/5/97 ...........................................   5,000,000           4,973,312
  5.53%, 1/24/97 ..........................................   5,000,000           4,982,335
  5.68%, 1/17/97 ..........................................   3,000,000           2,992,427
  6.06%, 2/21/97(1) .......................................  15,000,000          15,000,000
</TABLE>



                                                                               7
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                  Face             Value
                                                                 Amount          See Note 1
                                                               ---------         -----------

<S>                                                          <C>                 <C>
COMMERCIAL FINANCE-12.3% (CONTINUED)
Heller Financial, Inc.:
5.41%, 3/17/97 ............................................. $20,000,000         $19,774,479
5.42%, 2/6/97 ..............................................   7,000,000           6,962,060
5.43%, 1/14/97 .............................................  15,000,000          14,970,587
5.45%, 3/20/97 .............................................   5,000,000           4,940,958
5.45%, 3/21/97 .............................................   2,000,000           1,976,081
5.46%, 10/1/97(1) ..........................................  20,000,000          19,997,008
5.46%, 10/10/97(1) .........................................  13,000,000          12,997,991
5.55%, 4/10/97 .............................................   7,000,000           6,893,162
5.55%, 4/2/97 ..............................................   9,500,000           9,366,723
5.59%, 12/18/97(1) .........................................  15,000,000          15,000,000
5.66%, 1/15/97 .............................................  10,000,000          10,000,518
5.69%, 3/28/97(1) ..........................................  20,000,000          20,001,439
                                                                                 -----------
                                                                                 442,126,432
                                                                                 -----------
COMPUTER SOFTWARE-0.3%
First Data Corp.:
  5.37%, 6/10/97 ............................................  5,000,000           4,880,667
  5.40%, 2/25/97 ............................................  5,000,000           4,958,750
                                                                                 -----------
                                                                                   9,839,417
                                                                                 -----------
CONGLOMERATES-1.0%
Mitsubishi International Corp.:

5.34%, 1/8/97 ...............................................  9,500,000           9,490,136
5.43%, 2/7/97 ............................................... 19,000,000          18,893,964
5.44%, 2/14/97 ..............................................  7,800,000           7,748,139
                                                                                  ----------
                                                                                  36,132,239
                                                                                 -----------
CONSUMER FINANCE-3.0%
American Express Corp., 5.32%, 1/3/97 ....................... 15,000,000          14,995,567
Island Finance Puerto Rico, Inc.:
5.32%, 3/11/97 .............................................. 13,700,000          13,560,306
5.34%, 3/24/97 ..............................................  5,100,000           5,037,967
5.36%, 1/15/97 ..............................................  8,000,000           7,983,324
5.39%, 3/25/97 .............................................. 16,500,000          16,294,955
5.44%, 3/20/97 .............................................. 10,000,000           9,882,133
</TABLE>


8
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                 Face               Value
                                                                Amount            See Note 1
                                                               ---------         -----------

<S>                                                          <C>                 <C>
CONSUMER FINANCE-3.0% (CONTINUED)
Sears Roebuck Acceptance Corp.:
  5.31%, 3/3/97 ...........................................  $25,000,000         $ 24,775,063
  5.32%, 3/31/97 ..........................................    9,000,000            8,881,630
  5.43%, 1/16/97 ..........................................    5,000,000            4,988,688
                                                                                 ------------
                                                                                  106,399,633
                                                                                 ------------
DIVERSIFIED FINANCIAL-14.5%
Associates Corp. of North America, 7.28%, 1/2/97 ..........   75,000,000           74,984,833
Ford Motor Credit Co.:
  5.32%, 1/10/97 ..........................................   15,000,000           14,980,050
  5.32%, 1/6/97 ...........................................   24,300,000           24,282,045
  5.32%, 1/8/97 ...........................................   13,600,000           13,585,932
  5.32%, 1/9/97 ...........................................   15,000,000           14,982,267
  5.40%, 1/2/97 ...........................................   75,000,000           74,985,167
  5.57%, 5/12/97(1) .......................................   15,000,000           15,001,935
General Electric Capital Corp.:
  5.31%, 1/15/97 ..........................................   15,000,000           14,969,025
  5.50%, 1/31/97 ..........................................    5,000,000            4,977,083
General Electric Capital Services, 7.12%, 1/2/97 ..........   78,000,000           77,984,573
General Motors Acceptance Corp.:
  5.35%, 1/8/97 ...........................................   21,000,000           20,978,154
  5.35%, 3/3/97 ...........................................    5,000,000            4,954,674
  5.38%, 2/18/97 ..........................................   10,000,000            9,928,267
  5.41%, 4/10/97 ..........................................    5,000,000            5,058,018
  5.41%, 4/7/97 ...........................................   27,975,000           27,569,817
  5.45%, 1/16/97 ..........................................   10,000,000            9,977,292
  5.45%, 2/12/97 ..........................................   13,000,000           12,917,342
  5.45%, 2/12/97 ..........................................   17,000,000           16,891,908
  5.45%, 2/4/97 ...........................................    8,900,000            8,854,190
  5.45%, 2/6/97 ...........................................   10,000,000            9,945,500
  5.45%, 4/21/97(1) .......................................   15,000,000           14,991,777
  5.47%, 2/14/97 ..........................................   18,500,000           18,376,317
  5.48%, 3/11/97 ..........................................    5,000,000            4,947,483
  5.48%, 3/26/97 ..........................................    5,025,000            4,960,747
Household Finance Corp., 5.30%, 2/24/97....................   15,000,000           14,880,750
Transamerica Finance Corp., 5.33%, 3/17/97 ................    5,000,000            4,944,479
                                                                                   ----------
                                                                                  520,909,625
                                                                                  -----------
</TABLE>


                                                                               9
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                               Face       Value
                                                              Amount    See Note 1
                                                            ---------   ---------



<S>                                                       <C>          <C>
ELECTRICAL EQUIPMENT-0.4%
Xerox Corp., 5.30%, 1/10/97 ............................. $15,000,000  $14,980,125
                                                                       -----------
ELECTRONICS-2.3%
Avnet, Inc., 5.34%, 3/14/97 ..............................  5,000,000    4,946,600
Mitsubishi Electric Finance America, Inc.:
  5.32%, 2/21/97(3) ...................................... 10,000,000    9,924,633
  5.33%, 1/30/97(3) ...................................... 16,285,000   16,214,929
  5.35%, 1/15/97(3) ...................................... 10,000,000    9,979,194
  5.36%, 2/5/97(3) ....................................... 25,000,000   24,869,722
  5.37%, 1/3/97(3) ....................................... 16,734,000   16,729,008
                                                                       -----------
                                                                        82,664,086
                                                                       -----------
ENVIRONMENTAL-0.1%
WMX Technologies, Inc., 5.36%, 4/18/97(3).................. 5,000,000    4,920,344
                                                                       -----------

HEALTHCARE/DRUGS-0.1%
Sandoz Corp., 5.30%, 1/23/97(3)............................ 5,000,000    4,983,806
                                                                       -----------

HEALTHCARE/SUPPLIES & SERVICES-0.5%
American Home Products, 5.33%, 1/10/97(3)................. 10,000,000    9,986,675
Sherwood Medical Co., 5.32%, 1/24/97(3).................... 7,000,000    6,976,208
                                                                       -----------
                                                                        16,962,883
                                                                       -----------
INDUSTRIAL SERVICES-0.4%
Atlas Copco AB, 5.30%, 2/24/97(3).........................  5,000,000    4,960,250
PHH Corp., 5.79%, 3/26/97(1).............................. 10,000,000    9,998,653
                                                                       -----------
                                                                        14,958,903
                                                                       -----------
INSURANCE-6.8%
Allstate Life Insurance Co., 5.38%, 1/3/97(1)............. 10,000,000   10,000,000
General American Life Insurance Co., 5.58%, 1/3/97(1)..... 30,000,000   30,000,000
Jackson National Life:
  5.39%, 1/3/97(1) ....................................... 15,000,000   15,000,000
  5.40%, 1/3/97(1) ....................................... 30,000,000   30,000,000
Pacific Mutual Life Insurance Co., 5.57%, 1/2/97(1)(4).....50,000,000   50,000,000
Protective Life Insurance Co., 5.52%, 1/26/97(1)(4)........20,000,000   20,000,000
</TABLE>

10

<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                             Face        Value
                                                            Amount     See Note 1
                                                           ---------   -----------


<S>                                                       <C>         <C>
INSURANCE-6.8% (CONTINUED)
TransAmerica Life Insurance & Annuity Co.:
  5.38%, 10/15/97(1) ..................................   $25,000,000 $ 25,000,000
  5.38%, 8/7/97(1)(4) .................................    25,000,000   25,000,000
  5.38%, 9/30/97(1) ...................................    20,000,000   20,000,000
TransAmerica Occidental Life, 5.38%, 9/29/97(1).........   20,000,000   20,000,000
                                                                       -----------
                                                                       245,000,000
                                                                       -----------
LEASING & FACTORING-0.9%
International Lease Finance Corp.:
  5.30%, 3/7/97 ........................................   10,000,000    9,904,306
  5.33%, 2/3/97 ........................................   13,775,000   13,707,698
  5.33%, 2/7/97 ........................................   10,000,000    9,945,219
                                                                       -----------
                                                                        33,557,223
                                                                       -----------
NONDURABLE HOUSEHOLD GOODS-0.1%
Newell Co., 5.33%, 3/7/97(3).............................   5,000,000    4,951,882
                                                                       -----------

OIL-INTEGRATED-0.3%
Repsol International Finance, 5.35%, 3/28/97.............  10,000,000    9,872,194
                                                                       -----------

SAVINGS & LOANS-0.2%
First Bank FSB, 5.58%, 8/29/97(1)........................   7,000,000    6,999,550
                                                                       -----------

SPECIAL PURPOSE FINANCIAL-23.1%
Asset Backed Capital Finance, Inc.:
  5.45%, 3/12/97(3)                                        15,000,000   14,841,042
  5.48%, 12/15/97(1)(4) .................................  15,000,000   14,994,921
Asset-Securitization Cooperative:
  5.31%, 1/29/97(3) .....................................  10,000,000    9,958,700
  5.31%, 2/18/97(3) .....................................  15,000,000   14,893,867
  5.31%, 2/26/97(3) .....................................  25,000,000   24,793,500
  5.33%, 3/11/97(3) .....................................   7,000,000    6,928,489
  5.33%, 3/17/97(3) .....................................  10,000,000    9,888,958
  5.34%, 3/18/97(3) .....................................  14,200,000   14,039,919
  5.35%, 3/19/97(3) .....................................  10,000,000    9,885,569
</TABLE>


                                                                              11
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                            Face        Value
                                                                           Amount     See Note 1
                                                                         ---------    -----------

<S>                                                                    <C>            <C>
SPECIAL PURPOSE FINANCIAL-23.1% (CONTINUED)
Beta Finance, Inc.:
  5.32%, 5/12/97(1)(3) ............................................... $15,000,000    $15,001,041
  5.35%, 3/17/97(3) ..................................................  10,000,000      9,888,542
  5.35%, 4/17/97(3) ..................................................  15,000,000     14,763,708
Cooperative Association of Tractor Dealers, Inc., 5.50%, 2/4/97 ......   8,200,000      8,157,406
CXC, Inc.:
  5.31%, 2/25/97(3) ..................................................  15,000,000     14,878,313
  5.32%, 1/7/97(3) ...................................................  15,000,000     14,986,700
  5.32%, 3/12/97(3) ..................................................  10,000,000      9,896,556
  5.33%, 1/8/97(3) ...................................................  20,000,000     19,979,272
  5.35%, 1/16/97(3) ..................................................   5,000,000      4,988,854
  5.35%, 2/5/97(3) ...................................................  25,000,000     24,869,965
Falcon Asset Securitization Corp.:
  5.30%, 2/25/97(3) ..................................................  15,000,000     14,878,542
  5.32%, 1/13/97(3) ..................................................  21,000,000     20,962,760
  5.33%, 1/7/97(3) ...................................................  16,000,000     15,985,787
First Deposit Master Trust 1993-3:
  5.32%, 1/24/97(3) ..................................................   5,000,000      4,983,006
  5.32%, 2/24/97(3) ..................................................  12,000,000     11,904,240
  5.32%, 2/26/97(3) ..................................................   5,900,000      5,851,174
  5.32%, 2/27/97(3) ..................................................  17,000,000     16,856,803
  5.35%, 1/21/97(3) ..................................................   9,200,000      9,172,656
  5.35%, 3/20/97(3) ..................................................   5,000,000      4,942,042
  5.65%, 1/9/97(3) ...................................................   5,000,000      4,993,944
Fleet Funding Corp.:
  5.32%, 1/9/97(3) ...................................................  27,026,000     26,994,049
  5.45%, 1/17/97(3) ..................................................  25,000,000     24,939,444
New Center Asset Trust:
  5.35%, 4/1/97 ......................................................  15,000,000     14,799,375
  5.40%, 2/6/97 ......................................................  15,000,000     14,919,000
  5.43%, 1/29/97 .....................................................  25,000,000     24,894,417
  7.30%, 1/2/97 ...................................................... 100,000,000     99,979,722
RACERS Series 1996-MM-12-3, 5.59%, 12/15/97(1)(4) ....................  15,000,000     15,000,000
</TABLE>


12
<PAGE>
STATEMENT OF INVESTMENTS  DECEMBER 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                           Face         Value
                                                                          Amount      See Note 1
                                                                        ---------     -----------


<S>                                                                    <C>           <C>
SPECIAL PURPOSE FINANCIAL-23.1% (CONTINUED)
Sheffield Receivables Corp.:
  5.32%, 1/16/97 ...................................................   $ 7,450,000   $ 7,433,486
  5.32%, 1/16/97(3) ................................................    10,000,000     9,977,833
  5.32%, 1/6/97(3) .................................................    26,160,000    26,140,648
Short Term Card Account Trust 1995-1, Class A1, 5.61%, 1/15/97(1)(4)    15,000,000    15,000,000
Sigma Finance, Inc.:
  5.30%, 5/16/97(3) ................................................     5,000,000     4,900,625
  5.31%, 5/12/97(3) ................................................    10,000,000     9,806,775
  5.31%, 5/14/97(3) ................................................     6,500,000     6,372,486
  5.31%, 5/19/97(3) ................................................     5,000,000     4,898,225
  5.32%, 5/6/97(3) .................................................     5,000,000     4,907,639
  5.33%, 3/3/97(3) .................................................     5,000,000     4,954,843
  5.37%, 4/15/97(3) ................................................    15,000,000    14,767,300
  5.37%, 4/28/97(3) ................................................    21,000,000    20,634,668
  5.37%, 4/8/97(3) .................................................    14,000,000    13,797,432
  5.38%, 1/3/97(3) .................................................    10,000,000     9,997,011
  5.38%, 4/9/97(3) .................................................    24,000,000    23,649,024
  5.44%, 2/28/97(3) ................................................    10,000,000     9,912,356
  5.45%, 1/24/97(3) ................................................     5,000,000     4,982,590
  5.45%, 2/19/97(3) ................................................    15,000,000    14,888,729
SMM Trust:
  1996-B, 5.42%, 8/4/97(4) .........................................    10,000,000    10,000,000
  1996-I, 5.71%, 5/29/97(1)(4) .....................................    10,000,000    10,000,000
  1996-V, 5.98%, 3/26/97(4) ........................................    10,000,000    10,000,000
TIERS Series DCMT 1996-A, 5.64%, 10/15/97(1)(4)............ ........     5,000,000     5,000,000
                                                                                     -----------
                                                                                     831,713,953
                                                                                     -----------
TELECOMMUNICATIONS-TECHNOLOGY-2.9%
GTE Corp., 5.48%, 4/1/97 ............................................    10,000,000     9,863,000
NYNEX Corp.:
  5.32%, 2/21/97 ....................................................    8,000,000     7,939,707
  5.33%, 2/18/97 ....................................................    5,000,000     4,964,467
  5.34%, 1/27/97 ....................................................    5,000,000     4,980,717
  5.34%, 3/6/97 .....................................................   10,000,000     9,905,067
  5.34%, 3/7/97 .....................................................    7,000,000     6,932,508
</TABLE>


                                                                              13
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                                 Face                  Value
                                                                               Amount                See Note 1
                                                                               ---------             -----------



<S>                                                                           <C>                  <C>
TELECOMMUNICATIONS-TECHNOLOGY-2.9% (CONTINUED)
  5.35%, 1/10/97 ...........................................................  $20,000,000          $   19,973,250
  5.35%, 1/24/97 ...........................................................   10,000,000               9,965,819
  5.35%, 3/5/97 ............................................................    5,000,000               4,953,363
  5.42%, 1/13/97 ...........................................................   15,000,000              14,972,900
  5.42%, 1/17/97 ...........................................................    9,400,000               9,377,607
                                                                                                   --------------
                                                                                                      103,828,405
                                                                                                   --------------
Total Short-Term Notes (Cost $3,121,654,966)................................                        3,121,654,966
                                                                                                   --------------


U.S. GOVERNMENT AGENCIES-0.9%
Federal Home Loan Bank, 5.68%, 8/1/97 (Cost $33,982,579)(1) ................    34,000,000             33,982,579
                                                                                                   --------------


FOREIGN GOVERNMENT OBLIGATIONS-1.0%
Bayerische Landesbank Girozentrale, 5.07%, 7/29/97(1) ......................    15,000,000             15,000,000
Westdeutsche Landesbank Girozentrale, guaranteeing commercial paper of:
  Unibanco-Uniao de Bancos Brasileiros SA-Grand Cayman-Series A, 5.37%, 4/7/97   5,000,000              4,928,400

  Comision Federal de Electricidad:

    Series A, 5.31%, 2/18/97 ...............................................    10,000,000              9,929,200
    Series A, 5.36%, 3/11/97 ...............................................     5,000,000              4,948,633
                                                                                                   --------------
Total Foreign Government Obligations (Cost $34,806,233)....                                            34,806,233
                                                                                                   --------------
Total Investments, at Value.................................................         100.5%         3,619,270,756
Liabilities in Excess of Other Assets.......................................          (0.5)         (17,781,686)
                                                                                     -----         --------------

Net Assets..................................................................         100.0%        $3,601,489,070
                                                                                     =====         ==============
</TABLE>


14
<PAGE>
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.




Short-term  notes,  direct bank  obligations and letters of credit are generally
traded on a discount  basis;  the interest rate is the discount rate received by
the Fund at the time of purchase. Other securities normally bear interest at the
rates shown.

1. Floating or variable rate  obligation.  The interest rate,  which is based on
   specific,  or an index  of,  market  interest  rates,  is  subject  to change
   periodically  and is the effective rate on December 31, 1996. This instrument
   may also have a demand  feature which allows the recovery of principal at any
   time,  or at specified  intervals  not  exceeding one year, on up to 30 days'
   notice.  Maturity date shown represents  effective maturity based on variable
   rate and, if applicable, demand feature.
2. Put  obligation  redeemable  at full  face  value on the  date  reported.  3.
Restricted securities, including those issued in exempt transactions without
   registration  under  the  Securities  Act of 1933  (the  Act),  amounting  to
   $881,361,667,  or 24.47% of the Fund's net assets, have been determined to be
   liquid pursuant to guidelines adopted by the Board of Directors.
4. Restricted securities which are considered illiquid, by virtue of the absence
   of a readily available market or because of legal or contractual restrictions
   on resale,  amount to  $194,994,921,  or 5.41% of the Fund's net assets.  The
   Fund may not invest more than 10% of its net assets  (determined  at the time
   of purchase) in illiquid securities.


See accompanying Notes to Financial Statements.


                                                                              15

<PAGE>
STATEMENT OF ASSETS AND  LIABILITIES  December 31, 1996 Daily Cash  Accumulation
Fund, Inc.

<TABLE>
<CAPTION>
ASSETS:
<S>                                                                  <C>
Investments, at value-see accompanying statement .............       $3,619,270,756
Cash .........................................................            4,025,043
Receivables:
  Interest ...................................................            7,239,494
  Shares of capital stock sold ...............................              435,693
Other ........................................................               71,879
                                                                     --------------
    Total assets .............................................        3,631,042,865
                                                                     --------------
LIABILITIES:
Payables and other liabilities:
  Shares of capital stock redeemed ...........................           28,952,775
  Service plan fees ..........................................              235,143
  Dividends ..................................................                8,792
  Directors' fees ............................................                4,452
Other ........................................................              352,633
                                                                     --------------
  Total liabilities ..........................................           29,553,795
                                                                     --------------

NET ASSETS ...................................................       $3,601,489,070
                                                                     ==============

COMPOSITION OF NET ASSETS:
Par value of shares of capital stock .........................       $  360,135,211
Additional paid-in capital ...................................        3,241,216,896
Accumulated net realized gain on investment transactions .....              136,963
                                                                     --------------

NET ASSETS-applicable to 3,601,352,108 shares of capital
  stock outstanding ..........................................       $3,601,489,070
                                                                     ==============
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE
  PER SHARE ..................................................                $1.00
</TABLE>

See accompanying Notes to Financial Statements.

16
<PAGE>
STATEMENT  OF  OPERATIONS  For the Year  Ended  December  31,  1996  Daily  Cash
Accumulation Fund, Inc.

<TABLE>
<CAPTION>
<S>                                                                                          <C>
INVESTMENT INCOME-Interest .............................................................     $ 197,327,796
                                                                                             -------------

EXPENSES:
Management fees-Note 3 .................................................................        13,374,834
Service plan fees-Note 3 ...............................................................         7,123,026
Transfer and shareholder servicing agent fees-Note 3 ...................................         2,910,657
Custodian fees and expenses ............................................................           384,166
Registration and filing fees ...........................................................           342,496
Shareholder reports ....................................................................           273,627
Legal and auditing fees ................................................................            45,581
Directors' fees and expenses ...........................................................            30,738
Insurance expenses .....................................................................            29,160
Other ..................................................................................            11,999
                                                                                             -------------
  Total expenses .......................................................................        24,526,284
  Less reimbursement of expenses by Centennial Asset Management Corporation-Note 3 .....          (441,801)
                                                                                             -------------
  Net expenses .........................................................................        24,084,483
                                                                                             -------------
NET INVESTMENT INCOME ..................................................................       173,243,313

NET REALIZED GAIN ON INVESTMENTS .......................................................             2,534
                                                                                             -------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ...................................     $ 173,245,847
                                                                                             =============
</TABLE>

See accompanying Notes to Financial Statements.

                                                                              17


<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS Daily Cash Accumulation Fund, Inc.

<TABLE>
<CAPTION>
                                                                      Year Ended December 31,
                                                                    1996                   1995
                                                              ---------------        ---------------
OPERATIONS:
<S>                                                           <C>                    <C>
Net investment income .................................       $   173,243,313        $   179,893,318
Net realized gain .....................................                 2,534                664,800
                                                              ---------------        ---------------
Net increase in net assets resulting from operations ..           173,245,847            180,558,118


DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS ...........          (173,245,601)          (180,522,108)

CAPITAL STOCK TRANSACTIONS:
Net increase in net assets resulting from capital stock
  transactions-Note 2 .................................            77,763,723            565,456,928
                                                              ---------------        ---------------

NET ASSETS:
Total increase ........................................            77,763,969            565,492,938
Beginning of period ...................................         3,523,725,101          2,958,232,163
                                                              ---------------        ---------------
End of period .........................................       $ 3,601,489,070        $ 3,523,725,101
                                                              ===============        ===============
</TABLE>

See accompanying Notes to Financial Statements.

18
<PAGE>
FINANCIAL HIGHLIGHTS
Daily Cash Accumulation Fund, Inc.

<TABLE>
<CAPTION>
                                                                    Year Ended December 31,
                                                    1996        1995        1994        1993        1992
                                                    ----        ----        ----        ----        ----
<S>                                               <C>         <C>         <C>         <C>         <C>
PER SHARE OPERATING DATA:
Net asset value, beginning
  of period ...................................    $1.00       $1.00       $1.00       $1.00       $1.00
Income from investment
  operations-net investment
  income and net realized gain ................      .05         .05         .04         .03         .03
Dividends and distributions to shareholders ...     (.05)       (.05)       (.04)       (.03)       (.03)
                                                   -----       -----       -----       -----       -----
Net asset value, end of period ................    $1.00       $1.00       $1.00       $1.00       $1.00
                                                   =====       =====       =====       =====       =====

TOTAL RETURN, AT
  NET ASSET VALUE(1) ..........................     4.93%       5.47%       3.77%       2.69%       3.54%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions) .......   $3,602      $3,524      $2,958      $3,589      $4,061
Average net assets (in millions) ..............   $3,591      $3,379      $3,378      $3,940      $4,760

RATIOS TO AVERAGE NET ASSETS:
Net investment income .........................     4.82%       5.32%       3.64%       2.67%       3.50%
Expenses, before voluntary reimbursement
  by the Manager ..............................     0.68%       0.71%       0.74%       0.74%       0.70%
Expenses, net of voluntary reimbursement
  by the Manager ..............................     0.67%        N/A        0.73%        N/A         N/A
</TABLE>

1.  Assumes a  hypothetical  initial  investment  on the business day before the
    first day of the fiscal period, with all dividends  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.  Total returns are
    not annualized for periods of less than one full year.

See accompanying Notes to Financial Statements.

                                                                              19
<PAGE>
NOTES TO FINANCIAL STATEMENTS Daily Cash Accumulation Fund, Inc.


1. SIGNIFICANT ACCOUNTING POLICIES

Daily Cash Accumulation Fund, Inc. (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  objective  is to seek the  maximum
current income that is consistent  with low capital risk and the  maintenance of
liquidity.  The Fund seeks to achieve  this  objective  by  investing  in "money
market" securities  meeting specified quality  standards.  The Fund's investment
adviser is Centennial Asset Management  Corporation (the Manager),  a subsidiary
of  OppenheimerFunds,  Inc.  (OFI).  The  following is a summary of  significant
accounting policies consistently followed by the Fund.

Investment  Valuation-Portfolio  securities are valued on the basis of amortized
cost, which approximates market value.

Federal  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 to  shareholders.  Therefore,  no federal
income or excise tax provision is required.

Distributions  to  Shareholders-The  Fund intends to declare  dividends from net
investment  income each day the New York Stock Exchange is open for business and
pay such  dividends  monthly.  To effect its policy of  maintaining  a net asset
value of $1.00 per share, the Fund may withhold  dividends or make distributions
of net realized gains.

Other-Investment transactions are accounted for on the
date the  investments  are  purchased or sold (trade date).  Realized  gains and
losses on investments are determined on an identified  cost basis,  which is the
same basis used for federal income tax purposes.

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of income and expenses during the reporting period.  Actual
results could differ from those estimates.


20
<PAGE>

NOTES TO FINANCIAL STATEMENTS (Continued) Daily Cash Accumulation Fund, Inc.


2. CAPITAL STOCK
The Fund has authorized  15,000,000,000 shares of $0.10 par value capital stock.
Transactions in shares of capital stock were as follows:

<TABLE>
<CAPTION>
                                     Year Ended December 31, 1996               Year Ended December 31, 1995
                                 ------------------------------------       ------------------------------------
                                     Shares                Amount               Shares               Amount
                                 --------------       ---------------       --------------       ---------------
<S>                               <C>                 <C>                    <C>                 <C>
Sold ......................       7,263,772,507       $ 7,263,772,507        7,320,626,109       $ 7,320,626,109
Dividends and distributions
reinvested ................         170,695,960           170,695,960          177,673,219           177,673,219
Redeemed ..................      (7,356,704,744)       (7,356,704,744)      (6,932,842,400)       (6,932,842,400)
                                 --------------       ---------------       --------------       ---------------
Net increase ..............          77,763,723       $    77,763,723          565,456,928       $   565,456,928
                                 ==============       ===============       ==============       ===============
</TABLE>


3. 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 a fee of 0.45% on the first
$500  million of average  annual net assets with a  reduction  of 0.025% on each
$500  million  thereafter,  to 0.25% on net assets in excess of $4 billion.  The
Manager has agreed to reimburse the Fund if aggregate  expenses (with  specified
exceptions)  exceed  the  most  stringent  applicable  regulatory  limit on Fund
expenses.

Independently  of the investment  advisory  agreement  with the Fund,  effective
December  1,  1994,  the  Manager  has  voluntarily  agreed to assume the Fund's
expenses to the level needed to enable the Fund's  seven-day  yield (computed in
accordance with procedures  specified pursuant to regulations  adopted under the
Investment  Company  Act of 1940)  to at  least  equal  the  seven-day  yield of
Centennial  Money Market Trust, a related Fund for which the Manager also serves
as investment adviser.

Shareholder  Services,  Inc.  (SSI),  a  subsidiary  of OFI, is the transfer and
shareholder  servicing agent for the Fund, and for other  registered  investment
companies. SSI's total costs of providing such services are allocated ratably to
these companies.

Under an approved plan of  distribution,  the Fund may expend up to 0.20% of its
net assets annually to reimburse certain  securities dealers and other financial
institutions and organizations for costs incurred in distributing Fund shares.

                                                                              21


<PAGE>





                                   APPENDIX A

                        DESCRIPTION OF SECURITIES RATINGS

Below is a description of the two highest rating  categories for Short Term Debt
and  Long   Term   Debt  by  the   "Nationally-Recognized   Statistical   Rating
Organizations" which the Manager evaluates in purchasing securities on behalf of
the Fund. The ratings descriptions are based on information supplied by the
ratings organizations to subscribers.

Short Term Debt Ratings.

Moody's Investors Service, Inc.  ("Moody's"):  The following rating designations
for commercial  paper (defined by Moody's as promissory  obligations  not having
original  maturity  in excess of nine  months),  are  judged  by  Moody's  to be
investment grade, and indicate the relative repayment capacity of rated issuers:

     Prime-1:  Superior  capacity  for  repayment.  Capacity  will  normally  be
          evidenced  by  the  following  characteristics:  (a)  leveling  market
          positions in well- established industries; (b) high rates of return on
          funds  employed;  (c)  conservative   capitalization  structures  with
          moderate  reliance  on debt and  ample  asset  protection;  (d)  broad
          margins  in  earning  coverage  of fixed  financial  charges  and high
          internal cash generation;  and (e) well established  access to a range
          of financial markets and assured sources of alternate liquidity.

     Prime-2: Strong capacity for repayment.  This will normally be evidenced by
          many  of the  characteristics  cited  above  but to a  lesser  degree.
          Earnings trends and coverage ratios, while sound, will be more subject
          to variation. Capitalization characteristics, while still appropriate,
          may be more affected by external conditions. Ample alternate liquidity
          is maintained.

Moody's  ratings for state and municipal  short-term  obligations are designated
"Moody's Investment Grade" ("MIG").  Short-term notes which have demand features
may also be designated as "VMIG". These rating categories are as follows:

          MIG1/VMIG1:  Best  quality.  There is  present  strong  protection  by
               established   cash   flows,   superior   liquidity   support   or
               demonstrated broad-based access to the market for refinancing.

          MIG2/VMIG2: High quality. Margins of protection are ample although not
               so large as in the preceding group.

Standard  &  Poor's  Corporation  ("S&P"):  The  following  ratings  by S&P  for
commercial paper (defined by S&P as debt having an original  maturity of no more
than 365 days) assess the likelihood of payment:

                                       A-1

<PAGE>



         A-1:              Strong  capacity  for timely  payment.  Those  issues
                           determined   to  possess   extremely   strong  safety
                           characteristics  are  denoted  with a plus  sign  (+)
                           designation.

         A-2:              Satisfactory capacity for timely payment.  However,
                           the relative degree of
                           safety is not as high as for issues designated "A-1".

S&P's ratings for Municipal Notes due in three years or less are:

         SP-1:             Very strong or strong  capacity to pay  principal and
                           interest.   Those   issues   determined   to  possess
                           overwhelming safety  characteristics  will be given a
                           plus (+) designation.

         SP-2:             Satisfactory capacity to pay principal and interest.

S&P assigns "dual  ratings" to all  municipal  debt issues that have a demand or
double  feature as part of their  provisions.  The first  rating  addresses  the
likelihood  of repayment of principal and interest as due, and the second rating
addresses  only the demand  feature.  With  short-term  demand debt,  S&P's note
rating  symbols are used with the  commercial  paper symbols (for example,  "SP-
1+/A-1+").

Fitch Investors Service, Inc. ("Fitch"):  Fitch assigns the following short-term
ratings  to debt  obligations  that  are  payable  on  demand  or have  original
maturities  of  generally  up  to  three  years,   including  commercial  paper,
certificates of deposit, medium-term notes, and municipal and investment notes:

         F-1+:             Exceptionally strong credit quality; the strongest
                           degree of assurance for
                           timely payment.

         F-1:              Very  strong  credit  quality;  assurance  of  timely
                           payment is only  slightly  less in degree than issues
                           rated "F-1+".

         F-2:              Good credit quality; satisfactory degree of assurance
                           for timely  payment,  but the margin of safety is not
                           as  great  as for  issues  assigned  "F-1+"  or "F-1"
                           ratings.

Duff & Phelps, Inc. ("Duff & Phelps"):  The following ratings are for commercial
paper (defined by Duff & Phelps as obligations with maturities,  when issued, of
under one year), asset-backed commercial paper, and certificates of deposit (the
ratings cover all obligations of the institution with  maturities,  when issued,
of under one year, including bankers' acceptance and letters of credit):

          Duff 1+: Highest  certainty of timely payment.  Short-term  liquidity,
               including internal operating factors and/or access to alternative
               sources  of funds,  is  outstanding,  and  safety  is just  below
               risk-free U.S. Treasury short-term

                                       A-2

<PAGE>



                           obligations.

         Duff  1: Very high certainty of timely payment.  Liquidity  factors are
               excellent and supported by good fundamental protection factors.
               Risk factors are minor.

         Duff 1-:  High  certainty  of timely  payment.  Liquidity  factors are
               strong and supported by good fundamental protection factors. Risk
               factors are very small.

         Duff  2:  Good  certainty  of timely  payment.  Liquidity  factors  and
               company  fundamentals  are sound.  Although ongoing funding needs
               may  enlarge  total  financing  requirements,  access to  capital
               markets is good. Risk factors are small.

IBCA Limited or its affiliate IBCA Inc. ("IBCA"):  Short-term ratings, including
commercial paper (with maturities up to 12 months), are as follows:

         A1+:              Obligations supported by the highest capacity for
                           timely repayment.

         A1:               Obligations supported by a very strong capacity for
                           timely repayment.

         A2:               Obligations supported by a strong capacity for timely
                           repayment,  although such capacity may be susceptible
                           to  adverse   changes  in  business,   economic,   or
                           financial conditions.

Thomson  BankWatch,  Inc.  ("TBW"):  The following  short-term  ratings apply to
commercial paper, certificates of deposit, unsecured notes, and other securities
having a maturity of one year or less.

         TBW-1:            The highest category;  indicates the degree of safety
                           regarding  timely repayment of principal and interest
                           is very strong.

         TBW-2:            The second highest rating category;  while the degree
                           of safety regarding timely repayment of principal and
                           interest is strong,  the relative degree of safety is
                           not as high as for issues rated "TBW-1".

Long Term Debt Ratings.  These ratings are relevant for securities  purchased by
the Fund with a remaining maturity of 397 days or less, or for rating issuers of
short-term obligations.

Moody's:  Bonds (including municipal bonds) are rated as follows:

     Aaa: Judged  to be the best  quality.  They  carry the  smallest  degree of
          investment risk and are generally referred to as "gilt edge." Interest
          payments  are  protected  by a  large  or by an  exceptionally  stable
          margin, and principal is secure. While the various protective elements
          are likely to change, such

                                       A-3

<PAGE>



          changes  as  can  be  visualized  are  most  unlikely  to  impair  the
          fundamentally strong positions of such issues.

     Aa:  Judged to be of high quality by all standards. Together with the "Aaa"
          group they comprise what are generally known as high-grade bonds. They
          are rated lower than the best bonds because  margins of protection may
          not be as large as in "Aaa"  securities or  fluctuations of protective
          elements may be of greater  amplitude  or there may be other  elements
          present which make the long-term  risks appear somewhat larger than in
          "Aaa" securities.

Moody's  applies  numerical  modifiers  "1",  "2"  and  "3" in its  "Aa"  rating
classification. The modifier "1" indicates that the security ranks in the higher
end of its generic  rating  category;  the  modifier  "2"  indicates a mid-range
ranking; and the modifier "3" indicates that the issue ranks in the lower end of
its generic rating category.

Standard & Poor's:  Bonds (including municipal bonds) are rated as follows:

          AAA: The highest rating assigned by S&P.  Capacity to pay interest and
               repay principal is extremely strong.

          AA:  A strong  capacity to pay interest and repay principal and differ
               from "AAA" rated issues only in small degree.

Fitch:

          AAA: Considered  to be  investment  grade  and of the  highest  credit
               quality.  The obligor has an exceptionally  strong ability to pay
               interest and repay principal, which is unlikely to be affected by
               reasonably foreseeable events.

          AA:  Considered  to be  investment  grade  and  of  very  high  credit
               quality.   The  obligor's  ability  to  pay  interest  and  repay
               principal is very  strong,  although not quite as strong as bonds
               rated  "AAA".  Plus (+) and  minus (-) signs are used in the "AA"
               category to indicate  the  relative  position of a credit  within
               that category.

Because  bonds  rated in the "AAA"  and "AA"  categories  are not  significantly
vulnerable to foreseeable future developments,  short-term debt of these issuers
is generally rated "F-1+".

Duff & Phelps:

          AAA: The highest  credit  quality.  The risk  factors are  negligible,
               being only slightly more than for risk-free U.S. Treasury debt.

          AA:  High credit  quality.  Protection  factors  are  strong.  Risk is
               modest  but may  vary  slightly  from  time to  time  because  of
               economic conditions. Plus (+)

                                       A-4

<PAGE>



          and  minus (-) signs are used in the "AA"  category  to  indicate  the
               relative position of a credit within that category.

IBCA:  Long-term  obligations (with maturities of more than 12 months) are rated
as follows:

          AAA: The lowest  expectation of investment  risk.  Capacity for timely
               repayment of  principal  and  interest is  substantial  such that
               adverse changes in business,  economic,  or financial  conditions
               are unlikely to increase investment risk significantly.

          AA:  A very low expectation for investment  risk.  Capacity for timely
               repayment  of  principal  and  interest is  substantial.  Adverse
               changes  in  business,  economic,  or  financial  conditions  may
               increase investment risk albeit not very significantly.

A plus (+) or minus (-) sign may be  appended  to a long  term  rating to denote
relative status within a rating category.

TBW: TBW issues the following  ratings for  companies.  These ratings assess the
likelihood of receiving  payment of principal and interest on a timely basis and
incorporate  TBW's  opinion as to the  vulnerability  of the  company to adverse
developments,  which may impact the market's perception of the company,  thereby
affecting the marketability of its securities.

         A:                Possesses an  exceptionally  strong balance sheet and
                           earnings   record,   translating  into  an  excellent
                           reputation  and  unquestioned  access to its  natural
                           money markets. If weakness or vulnerability exists in
                           any aspect of the company's business,  it is entirely
                           mitigated by the strengths of the organization.

         A/B:              The  company  is   financially   very  solid  with  a
                           favorable  track  record  and  no  readily   apparent
                           weakness. Its overall risk profile, while low, is not
                           quite as  favorable  as for  companies in the highest
                           rating category.




                                       A-5

<PAGE>



                                   APPENDIX B

                      AUTOMATIC WITHDRAWAL PLAN PROVISIONS

         By requesting an Automatic  Withdrawal Plan, the shareholder  agrees to
the terms and conditions applicable to such plans, as stated below and elsewhere
in the  Application  for such Plans,  and the  Prospectus  and this Statement of
Additional  Information  as they may be  amended  from  time to time by the Fund
and/or the Distributor.  When adopted,  such amendments will automatically apply
to existing Plans.

         Fund shares will be redeemed as necessary to meet withdrawal  payments.
Depending on the amount  withdrawn,  the  investor's  principal may be depleted.
Payments made to shareholders  under such plans may not be considered as a yield
or income on  investment.  Purchases  of  additional  shares  concurrently  with
withdrawals are undesirable because of sales charges on purchases.  Accordingly,
a shareholder may not maintain an Automatic Withdrawal Plan while simultaneously
making regular purchases.

     1. Shareholder  Services,  Inc. (the "Transfer  Agent") will administer the
Automatic   Withdrawal   Plan  (the   "Plan")  as  agent  for  the  person  (the
"Planholder") who executed the Plan  authorization and application  submitted to
the Transfer Agent.

     2.  Certificates  will not be issued for shares of the Funds  purchased for
and held under the Plan,  but the Transfer  Agent will credit all such shares to
the account of the Planholder on the records of the Fund. Any share certificates
now held by the Planholder  may be surrendered  unendorsed to the Transfer Agent
with the Plan application so that the shares  represented by the certificate may
be held under the Plan.  Those shares will be carried on the  Planholder's  Plan
Statement.

     3. Distributions of capital gains must be reinvested in shares of the Fund,
which will be done at net asset value without a sales  charge.  Dividends may be
paid in cash or reinvested.

     4. Redemptions of shares in connection with  disbursement  payments will be
made at the net asset value per share determined on the redemption date.

     5. Checks or ACH payments will be transmitted  three business days prior to
the date  selected for receipt of the monthly or quarterly  payment (the date of
receipt is  approximate),  according  to the choice  specified in writing by the
Planholder.

     6. The amount and the interval of disbursement  payments and the address to
which  checks are to be mailed may be changed at any time by the  Planholder  on
written notification to the Transfer Agent. The Planholder should allow at least
two weeks' time in mailing such notification  before the requested change can be
put into effect.

     7. The Planholder may, at any time,  instruct the Transfer Agent by written
notice (in proper form in accordance with the  requirements of the  then-current
Prospectus of the Fund) to

                                       B-1

<PAGE>



redeem all, or any part of, the shares  held under the Plan.  In such case,  the
Transfer Agent will redeem the number of shares requested at the net asset value
per share in effect in accordance  with the Fund's usual  redemption  procedures
and will mail a check for the proceeds of such redemption to the Planholder.

     8. The Plan may, at any time, be  terminated  by the  Planholder on written
notice to the Transfer Agent, or by the Transfer Agent upon receiving directions
to that effect from the Fund.  the Transfer  Agent will also  terminate the Plan
upon receipt of evidence  satisfactory to it of the death or legal incapacity of
the Planholder.  Upon termination of the Plan by the Transfer Agent or the Fund,
shares  remaining  unredeemed will be held in an  uncertificated  account in the
name   of   the    Planholder,    and   the   account   will   continue   as   a
dividend-reinvestment,   uncertificated   account   unless   and  until   proper
instructions are received from the Planholder,  his executor or guardian,  or as
otherwise appropriate.

     9. For  purposes  of using  shares held under the Plan as  collateral,  the
Planholder may request issuance of a portion of his shares in certificated form.
Upon written request from the Planholder,  the Transfer Agent will determine the
number of shares as to which a certificate may be issued, so as not to cause the
withdrawal checks to stop because of exhaustion of uncertificated  shares needed
to continue payments.  Should such uncertificated shares become exhausted,  Plan
withdrawals will terminate.

     10. The Transfer  Agent shall incur no liability to the  Planholder for any
action taken or omitted by the Transfer Agent in good faith.

     11. In the event that the  Transfer  Agent  shall  cease to act as transfer
agent  for the  Fund,  the  Planholder  will be  deemed  to have  appointed  any
successor transfer agent to act as his agent in administering the Plan.



                                       B-2

<PAGE>



                                   APPENDIX C

                            Industry Classifications


                       Corporate Industry Classifications


Aerospace/Defense  
Air Transportation  
Auto Parts  Distribution  
Automotive 
Bank Holding Companies 
Banks 
Beverages 
Broadcasting 
Broker-Dealers
Building Materials
Cable  Television   
Chemicals  
Commercial  Finance  
Computer  Hardware  
Computer Software
Conglomerates 
Consumer Finance 
Containers 
Convenience Stores 
Department Stores  
Diversified  Financial 
Diversified  Media 
Drug Stores 
Drug  Wholesalers
Durable  Household  Goods  
Education  
Electric  Utilities  
Electrical  Equipment
Electronics 
Energy Services & Producers 
Entertainment/Film 
Environmental 
<PAGE>

Food
Gas Utilities
Gold
Health  Care/Drugs 
Health  Care/Supplies  & Services  
Homebuilders/Real  Estate
Hotel/Gaming   
Industrial   Services   
Insurance 
Leasing  &  Factoring  
Leisure
Manufacturing  
Metals/Mining  
Nondurable  Household Goods 
Oil - Integrated 
Paper
Publishing/Printing  
Railroads  
Restaurants  
Savings  & Loans  
Shipping  
Special Purpose  Financial  
Specialty  Retailing 
Steel  
Supermarkets  
Telecommunications - Technology 
Telephone - Utility 
Textile/Apparel 
Tobacco 
Toys 
Trucking





                                               C-1

<PAGE>


Investment Advisor and Distributor
Centennial Asset Management Corporation
6803 South Tucson Way
Englewood, Colorado 80112

Transfer and Shareholder Servicing Agent
Shareholder Services, Inc.
P.O. Box 5143
Denver, Colorado 80217
1-800 525-9310

Custodian
Citibank, N.A.
399 Park Avenue
New York, New York 10043

Independent Auditors
Deloitte & Touche LLP
555 Seventeenth Street
Denver, Colorado 80202

Legal Counsel
Myer, Swanson, Adams & Wolf, P.C.
1600 Broadway
Denver, Colorado 80202





PX0140.001.0597
<PAGE>

DEAR SHAREHOLDER:


The job of a money market portfolio is to provide liquidity, safety of principal
and a yield that keeps pace with  inflation.  During the fiscal  year ended June
30, 1997, your Centennial Money Market Trust achieved those objectives.

For the fiscal year ended June 30,  1997,  Centennial  Money  Market Trust had a
compounded annual yield of 4.99%. Without  compounding,  the corresponding yield
was 4.87%. The seven-day  annualized yields, with and without  compounding,  for
the year  ended  June 30,  1997 were  5.17%  and  5.04%,  respectively.(1)  It's
important to remember  that an  investment  in the Trust is neither  insured nor
guaranteed by the U.S. government, and there is no assurance that the Trust will
maintain a stable $1.00 share price in the future.

Our strategy is to invest in the  securities  that present  minimal credit risk.
Through our independent credit analysis, we are able to add value, in the way of
additional  yield, by identifying and investing in securities that are improving
credits.  We may invest in  securities  that receive the second  highest  rating
issued  by one  credit  rating  agency,  but that  security  must also have been
assigned the highest rating by at least two other ratings agencies. We invest in
such a "split-rated" security only if it is, in our opinion, an improving credit
and likely to be upgraded.

The U.S.  economy is in the midst of one of its best  periods in  decades,  with
growth  in 1997  reaching  an  annual  rate of 4%,  up from  about  2% in  1995.
Unemployment  has fallen to its lowest level since the early  1970s.  Meanwhile,
inflation is dormant, despite the strengthening economy.

As a result,  interest  rates have  remained  under  control.  Although  30-year
Treasury  rates have risen above 7% several times during the past twelve months,
yields on short-term  securities,  such as U.S.  Treasury bills and money market
securities, have hovered closer to 5%.

In  comparison,  the  annual  inflation  rate is  generally  agreed  to be about
2.5%.(2)  That  means  that the  difference  between  money  market  yields  and
inflation is roughly 3 percentage points, twice the normal "spread." Considering
their low level of risk and their  traditional  role as an  alternative to cash,
today's money market fund yields are quite attractive.

On March 25, 1997, the Federal Reserve Board raised short-term interest rates by
0.25%.  Many  market  observers  predicted  the Fed's  attempt  to slow down the
economy,  since the Gross Domestic  Product during the first quarter of 1997 was
growing at a 5.8% annual  rate.  Although  the March action came as no surprise,
the next question was whether the Fed was going to raise interest rates further.
However, the


Fed  often  behaves  unexpectedly.  Many  investors  expected  the Fed to  raise
interest rates another 0.25% at its May 20, 1997 meeting.  Instead, the Fed left
interest rates unchanged, satisfied that the economy was slowing down.

Rather  than try to make such  predictions,  our  strategy  is to  "ladder"  the
portfolio with some securities maturing in a few days, some maturing in a month,
some  maturing  in two  months  and so on.  With  a  relatively  broad  maturity
spectrum,  the  portfolio is less  affected by Fed moves up or down. At the same
time,  the  portfolio  is able to enjoy  higher  income  typically  available on
longer-term money market securities.

Thank you for your confidence in Centennial  Money Market Trust. We look forward
to helping you reach your investment goals in the future.

Sincerely,

/s/ JAMES C. SWAIN
James C. Swain
Chairman
Centennial Money Market Trust


/s/ BRIDGET A. MACASKILL
Bridget A. Macaskill
President
Centennial Money Market Trust

July 22, 1997

1. Compounded yields assume reinvestment of dividends. Past performance does not
   guarantee future results.

2. Data: Labor Dept.


STATEMENT OF INVESTMENTS June 30, 1997
Centennial Money Market Trust

<TABLE>
<CAPTION>
                                                                                Face                 Value
                                                                               Amount             See Note 1
                                                                            ------------        --------------
<S>                                                                         <C>                 <C>
BANKERS' ACCEPTANCES-0.3%
BankBoston, N.A., 5.28%, 8/18/97  . . . . . . . . . . . . . . . . . . . .   $ 18,000,000        $   17,873,280
Barnett Banks, Inc., 5.59%, 11/25/97  . . . . . . . . . . . . . . . . . .     10,000,000             9,771,742
                                                                                                --------------
Total Bankers' Acceptances  . . . . . . . . . . . . . . . . . . . . . . .                           27,645,022
                                                                                                --------------

CERTIFICATES OF DEPOSIT-3.1%
DOMESTIC CERTIFICATES OF DEPOSIT-0.7%
LaSalle National Bank:
  5.46%, 7/1/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .     20,000,000            20,000,000
  5.52%, 7/9/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .     17,000,000            17,000,000
  5.67%, 10/17/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     25,000,000            25,000,000
                                                                                                --------------
                                                                                                    62,000,000
                                                                                                --------------
YANKEE CERTIFICATES OF DEPOSIT-2.4%
ABN Amro Bank, N.V., 5.49%, 7/11/97 . . . . . . . . . . . . . . . . . . .     35,000,000            35,000,191
Deutsche Bank AG, 5.55%, 7/3/97 . . . . . . . . . . . . . . . . . . . . .     10,000,000             9,999,952
Societe Generale:
  5.45%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     25,000,000            25,000,398
  5.68%, 8/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     18,000,000            18,000,206
  5.68%, 8/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     20,000,000            19,999,850
  5.72%, 10/21/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     30,000,000            29,969,410
  5.75%, 12/23/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.75%, 12/23/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     10,000,000            10,000,000
  5.75%, 8/18/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.75%, 8/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.92%, 9/17/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     20,000,000            20,012,065
                                                                                                --------------
                                                                                                   212,982,072
                                                                                                --------------
Total Certificates of Deposit   . . . . . . . . . . . . . . . . . . . . .                          274,982,072
                                                                                                --------------
DIRECT BANK OBLIGATIONS-5.8%
Abbey National North America Corp.:
  5.275%, 8/21/97   . . . . . . . . . . . . . . . . . . . . . . . . . . .     20,000,000            19,850,542
  5.39%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     72,000,000            71,892,339

ABN Amro North America Finance, Inc.:
  5.28%, 7/23/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     50,000,000            49,835,611
  5.37%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     35,000,000            34,947,792
Bank One Dayton N.A., 5.70%, 11/3/97(1) . . . . . . . . . . . . . . . . .     15,000,000            14,997,187

BankBoston, N.A.:
  5.05%, 1/20/98  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.53%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
  5.69%, 8/27/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     30,000,000            30,000,000
  5.69%, 8/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     40,000,000            40,000,000
  5.69%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .     15,000,000            15,000,000
</TABLE>





                                                                               3


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust

<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
DIRECT BANK OBLIGATIONS (CONTINUED)
Bankers Trust Co., New York:
  5.37%, 12/10/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 17,000,000        $   16,998,186
  5.60%, 11/26/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,993,026
  5.66%, 6/9/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,992,249
  5.70%, 10/17/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,999,126
  5.70%, 4/3/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,996,809
  5.71%, 4/15/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             5,000,000
CoreStates Capital Corp., 5.608%, 12/18/97(1) . . . . . . . . . . . . . . . . . . . . . .         13,000,000            12,996,562

FCC National Bank:
  5.60%, 5/8/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,993,336
  5.63%, 8/21/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,999,595
Huntington National Bank, 5.53%, 7/9/97 . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000

National Westminster Bank of Canada:
  5.38%, 7/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          7,000,000             6,998,954
  5.38%, 7/7/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,986,550

Societe Generale North America, Inc.:
  5.39%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,961,072
  5.61%, 9/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,852,737
Westdeutsche Landesbank Girozentrale, 5.58%, 12/22/97 . . . . . . . . . . . . . . . . . .         13,500,000            13,135,905
                                                                                                                    --------------
Total Direct Bank Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                              528,427,578
                                                                                                                    --------------
LETTERS OF CREDIT-3.5%
Bank of America, guaranteeing commercial paper of Formosa Plastics Corp.
  USA-Series B, 5.57%, 10/27/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,543,569

Bank One, Cleveland, guaranteeing commercial paper of Capital One Funding Corp.:
  Series 1995F, 5.63%, 7/13/97(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . . .         10,496,000            10,496,000
  Series 1995F, 5.63%, 7/13/97(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . . .          8,750,000             8,750,000

Barclays Bank PLC, guaranteeing commercial paper of:
  Banco Bradesco SA-Grand Cayman Branch-Series A, 5.58%, 10/21/97   . . . . . . . . . . .         20,000,000            19,652,800
  Banco Bradesco SA-Grand Cayman Branch-Series A, 5.62%, 9/4/97   . . . . . . . . . . . .         20,000,000            19,797,056
  Banco Bradesco SA-Grand Cayman Branch-Series A, 5.65%, 12/1/97  . . . . . . . . . . . .          5,000,000             4,879,937
  Banco Bradesco SA-Grand Cayman Branch-Series B, 5.59%, 12/2/97  . . . . . . . . . . . .         22,000,000            21,473,919
  Banco Bradesco SA-Grand Cayman Branch-Series B, 5.62%, 12/3/97  . . . . . . . . . . . .          5,000,000             4,879,014
  Banco Nacionale de Mexico SA-Series B, 5.64%, 7/8/97  . . . . . . . . . . . . . . . . .         15,000,000            14,983,550
Bayerische Vereinsbank AG, guaranteeing commercial paper of
  Galicia Funding Corp.-Series B, 5.62%, 9/5/97(3)  . . . . . . . . . . . . . . . . . . .         10,000,000             9,896,967
</TABLE>





4


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust

<TABLE>
<CAPTION>
                                                                                                    Face                 Value
                                                                                                   Amount              See Note 1
                                                                                                ------------         --------------
<S>                                                                                             <C>                 <C>
LETTERS OF CREDIT (CONTINUED)
Credit Suisse, guaranteeing commercial paper of:
  CEMEX, S.A. de C.V.-Series A, 5.31%, 8/18/97  . . . . . . . . . . . . . . . . . . . . .       $ 15,000,000        $   14,893,800
  COSCO (Cayman) Co., Ltd., 5.59%, 10/24/97   . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,821,431
  COSCO (Cayman) Co., Ltd., 5.62%, 8/19/97  . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,885,258
  Daewoo International Corp., 5.45%, 7/15/97  . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,980,925
  Daewoo International Corp., 5.60%, 9/9/97   . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,891,111
  Guangdon Enterprises Ltd., 5.67%, 8/19/97   . . . . . . . . . . . . . . . . . . . . . .          6,000,000             5,953,613
  Minmetals Capitals & Securities, Inc., 5.61%, 8/12/97   . . . . . . . . . . . . . . . .         10,000,000             9,934,550
  Pemex Capital, Inc.-Series B, 5.62%, 11/3/97  . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,902,431

Societe Generale, guaranteeing commercial paper of:
  Banco Nacionale de Comercio Exterior, SNC-Series A, 5.61%, 11/25/97   . . . . . . . . .         30,000,000            29,312,775
  Banco Nacionale de Comercio Exterior, SNC-Series A, 5.61%, 12/1/97  . . . . . . . . . .         22,500,000            21,963,544
  Banco Nacionale de Comercio Exterior, SNC-Series B, 5.61%, 12/1/97  . . . . . . . . . .         10,000,000             9,761,575
  Girsa Funding Corp., 5.57%, 7/2/97(3)   . . . . . . . . . . . . . . . . . . . . . . . .          8,200,000             8,198,731
  Nacional Financiera SNC-Series A, 5.60%, 8/20/97  . . . . . . . . . . . . . . . . . . .         10,000,000             9,922,222
  Nacional Financiera SNC-Series A, 5.75%, 8/18/97  . . . . . . . . . . . . . . . . . . .         20,000,000            19,846,667
                                                                                                                    --------------
Total Letters of Credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                              317,621,445
                                                                                                                    --------------
SHORT-TERM Notes-81.4% AUTOMOTIVE-0.9% BMW US Capital Corp.:
  5.60%, 8/20/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,844,444
  5.60%, 8/25/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         65,740,000            65,177,558
                                                                                                                    --------------
                                                                                                                        85,022,002
                                                                                                                    --------------
BANK HOLDING COMPANIES-1.0%
Bankers Trust New York Corp., 5.39%, 7/9/97 . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,982,033
Barnett Banks, Inc., 5.70%, 7/7/97  . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,966,750
CoreStates Capital Corp., 5.61%, 7/14/97(1) . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
Morgan (J.P.) & Co., Inc., 5.38%, 7/9/97  . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,976,089
NationsBank Corp., 5.37%, 7/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,990,602
                                                                                                                    --------------
                                                                                                                        93,915,474
                                                                                                                    --------------
BANKS-2.1%
BankBoston, N.A.:
  5.42%, 8/19/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
  5.69%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000

Bankers Trust Co., New York:
  5.39%, 7/7/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,955,083
  5.69%, 4/23/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,996,837
</TABLE>





                                                                               5


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
BANKS (CONTINUED)
FCC National Bank:
  5.62%, 2/20/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 15,000,000        $   14,995,294
  5.69%, 9/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
  5.87%, 11/10/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         32,000,000            32,008,127
                                                                                                                    --------------
                                                                                                                       186,955,341
                                                                                                                    --------------
BEVERAGES-1.2%
Coca-Cola Enterprises, Inc.:
  5.65%, 7/21/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,921,528
  5.66%, 7/24/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,927,678
  5.67%, 8/5/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,862,187
  5.68%, 7/14/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,979,489
  5.70%, 8/21/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,798,125
                                                                                                                     -------------
                                                                                                                       104,489,007
                                                                                                                     -------------
BROKER/DEALERS-16.3%
Bear Stearns Cos., Inc.:
  5.44%, 5/22/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            18,000,000
  5.47%, 8/1/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.60%, 8/20/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,805,556
  5.60%, 8/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,841,333
  5.61%, 8/27/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,689,112
  5.61%, 8/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,728,850
  5.61%, 9/22/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,767,185
  5.62%, 9/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,719,000
  5.62%, 9/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,852,475
  5.62%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,746,319
  5.63%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         34,000,000            33,930,876
  5.64%, 10/6/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,468,117
  5.66%, 7/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         49,891,000            49,836,197
  5.668%, 4/3/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
  5.677%, 2/9/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,018,858
  5.75%, 4/1/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000            10,000,000

CS First Boston, Inc.:
  5.36%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,973,200
  5.42%, 5/12/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.43%, 6/2/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.43%, 7/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,973,604
  5.60%, 8/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,774,444
  5.617%, 3/13/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            17,000,000
</TABLE>





6


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
BROKER/DEALERS (CONTINUED)
Dean Witter, Discover & Co., 5.888%, 9/29/97(1) . . . . . . . . . . . . . . . . . . . . .       $ 20,000,000        $   20,010,940
Goldman Sachs Group, L.P.:
  5.60%, 9/12/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,602,556
  5.61%, 9/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,612,754
  5.62%, 10/6/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,470,003
  5.62%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,644,847
  5.62%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,730,708
  5.78%, 9/22/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000

Goldman Sachs Group, L.P., Promissory Nts.:
  5.844%, 10/10/97(2)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
  5.87%, 11/10/97(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.88%, 12/12/97(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            35,000,000
  5.89%, 9/4/97(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000

Lehman Brothers Holdings, Inc.:
  5.62%, 11/21/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         28,000,000            27,374,931
  5.63%, 8/22/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,918,678
  5.64%, 7/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,994,517
  5.64%, 9/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,777,533
  5.65%, 7/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,964,687
  5.65%, 7/7/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,976,458
  5.677%, 2/3/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
  5.771%, 6/18/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            35,106,786

Merrill Lynch & Co., Inc.:
  5.28%, 7/3/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,995,600
  5.36%, 7/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,996,239
  5.39%, 7/18/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,961,821
  5.40%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,970,000
  5.40%, 7/9/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,988,000
  5.58%, 10/15/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,671,400
  5.58%, 12/15/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         21,000,000            20,456,415
  5.59%, 12/1/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,524,850
  5.60%, 8/25/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,871,667
  5.60%, 8/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,862,333
  5.62%, 8/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,818,911
  5.62%, 9/3/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,800,178
  5.63%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         27,000,000            26,945,107
  5.648%, 1/8/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,997,449
  5.65%, 7/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,971,750
  5.68%, 10/24/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,998,425
  5.68%, 3/18/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,997,912
</TABLE>





                                                                               7


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                <C>
BROKER/DEALERS (CONTINUED)
Merrill Lynch & Co., Inc. (Continued)
  5.68%, 7/16/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 25,000,000        $   24,940,833
  5.685%, 5/26/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,997,720
  5.70%, 8/12/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13,000,000            12,913,550
  5.70%, 9/19/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
  5.75%, 12/19/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,999,661
Morgan Stanley, Dean Witter, Discover & Co., 5.50%, 3/24/98 . . . . . . . . . . . . . . .         23,744,000            23,744,000
                                                                                                                    --------------
                                                                                                                     1,476,734,345
                                                                                                                    --------------
CHEMICALS-1.1%
Henkel Corp.:
  5.58%, 10/17/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13,000,000            12,782,380
  5.58%, 10/23/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,558,250
  5.58%, 10/24/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,554,375
  5.61%, 9/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,887,800
  5.70%, 10/20/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         29,000,000            28,490,325
                                                                                                                    --------------
                                                                                                                       100,273,130
                                                                                                                    --------------
COMMERCIAL FINANCE-14.2% CIT Group Holdings, Inc.:
  5.58%, 11/20/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         70,000,000            69,980,400
  5.60%, 12/23/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,990,703
  5.60%, 5/22/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,978,936
  5.60%, 8/26/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         65,000,000            64,433,778
  5.625%, 9/17/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,996,126
  5.63%, 7/17/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,949,956
  5.764%, 3/11/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,000,000            11,000,000

Countrywide Home Loans:
  5.57%, 7/1/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            50,000,000
  5.59%, 9/18/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,754,661
  5.60%, 8/13/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,732,444
  5.60%, 8/25/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         69,095,000            68,503,854
  5.61%, 8/27/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,822,350
  5.62%, 8/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,896,967
  5.62%, 8/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,637,822
  5.63%, 8/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,630,922
  5.63%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,491,736

FINOVA Capital Corp.:
  5.30%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,961,217
  5.40%, 7/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,922,667
  5.43%, 7/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,993,212
</TABLE>





8


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
COMMERCIAL FINANCE (CONTINUED)
  5.47%, 7/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 10,000,000        $    9,984,806
  5.47%, 7/16/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,988,604
  5.61%, 10/16/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,749,888
  5.61%, 10/22/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,559,771
  5.61%, 10/30/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         55,000,000            53,962,929
  5.61%, 10/31/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,809,883
  5.61%, 11/21/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         12,000,000            11,732,590
  5.61%, 11/7/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,899,488
  5.63%, 11/25/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,655,163
  5.63%, 8/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,840,483
  5.63%, 9/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,940,572
  5.64%, 11/14/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,573,867
  5.64%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,783,800
  5.65%, 9/12/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,770,861
  5.65%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,744,965
  5.69%, 12/3/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         29,000,000            28,289,540
  5.72%, 8/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,821,250

Heller Financial, Inc.:
  5.71%, 10/1/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,998,488
  5.71%, 10/10/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,998,340
  5.72%, 8/27/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,728,300
  5.73%, 9/9/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,665,750
  5.74%, 11/13/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,461,875
  5.75%, 12/15/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,733,264
  5.75%, 7/16/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,964,063
  5.75%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,636,632
  5.75%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,779,583
  5.80%, 10/9/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         45,000,000            44,275,000
  5.80%, 12/22/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,018,833
  5.831%, 12/18/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            35,000,000
                                                                                                                    --------------
                                                                                                                     1,289,046,339
                                                                                                                    --------------
COMPUTER SOFTWARE-0.8%
First Data Corp.:
  5.58%, 12/16/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,088,600
  5.60%, 9/9/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         24,000,000            23,738,667
  5.605%, 1/27/98   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,444,171
                                                                                                                    --------------
                                                                                                                        74,271,438
                                                                                                                    --------------
</TABLE>





                                                                               9


STATEMENT OF INVESTMENTS June 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
CONGLOMERATES-1.0%
Mitsubishi International Corp.:
  5.55%, 7/3/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 68,850,000        $   68,828,771
  5.60%, 9/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,940,889
  5.61%, 8/20/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,844,167
                                                                                                                    --------------
                                                                                                                        93,613,827
                                                                                                                    --------------
CONSUMER FINANCE-1.2%
Island Finance Puerto Rico, Inc.:
  5.60%, 9/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,881,778
  5.61%, 8/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,843,699
  5.61%, 9/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,803,650
  5.61%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,946,238
  5.62%, 8/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,894,625

Sears Roebuck Acceptance Corp.:
  5.60%, 8/25/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,700,556
  6.20%, 7/1/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             9,000,000
                                                                                                                    --------------
                                                                                                                       110,070,546
                                                                                                                    --------------
DIVERSIFIED FINANCIAL-10.4%
Associates Corp. of North America, 5.65%, 7/14/97 . . . . . . . . . . . . . . . . . . . .         35,000,000            34,928,590
Ford Motor Credit Corp.:
  5.57%, 10/15/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         75,000,000            73,769,958
  5.57%, 10/30/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,063,931
  5.57%, 11/20/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         42,500,000            41,566,251
  5.58%, 12/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,256,000

General Electric Capital Corp.:
  5.37%, 7/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,946,300
  5.40%, 7/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,989,500
  5.57%, 11/20/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,340,883
  5.57%, 11/28/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,419,792
  5.58%, 11/3/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,515,625
  5.59%, 9/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,704,972
  5.60%, 9/10/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,613,444
  5.75%, 7/2/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,992,014

General Electric Capital Services:
  5.36%, 7/16/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,959,800
  5.57%, 11/24/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            48,870,528

General Motors Acceptance Corp.:
  5.31%, 8/6/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         64,000,000            63,659,750
  5.41%, 7/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,964,234
  5.45%, 7/14/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,964,575
  5.60%, 7/29/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,847,556
  5.61%, 12/22/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         23,000,000            22,376,355
</TABLE>





10


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
DIVERSIFIED FINANCIAL (CONTINUED)
  5.63%, 12/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $  6,340,000        $    6,181,359
  5.70%, 12/9/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            48,725,417
  5.73%, 11/18/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         27,000,000            26,398,350
  5.73%, 11/24/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,604,948
  5.75%, 4/21/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,987,616
  6.25%, 7/1/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         46,000,000            46,000,000
Household Finance Corp., 5.59%, 9/15/97 . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,409,944
Prudential Funding Corp., 5.685%, 5/5/98(1) . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,992,873
                                                                                                                    --------------
                                                                                                                       947,050,565
                                                                                                                    --------------
DRUG WHOLESALERS-0.4%
Glaxo Wellcome PLC, 5.60%, 9/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . .         38,000,000            37,574,400
                                                                                                                    --------------

ELECTRONICS-0.8%
Avnet, Inc., 5.66%, 8/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,940,256
Mitsubishi Electric Finance America, Inc.:
  5.63%, 8/20/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,804,514
  5.63%, 9/3/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,949,956
  5.66%, 8/6/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,915,000
  5.67%, 7/23/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,982,675
  5.68%, 8/13/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,938,940
                                                                                                                    --------------
                                                                                                                        68,531,341
                                                                                                                    --------------
HEALTHCARE/SUPPLIES & SERVICES-1.6% AC Acquisition Holding Co.:
  5.61%, 8/15/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,824,688
  5.61%, 8/22/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,854,140

American Home Products Corp.:
  5.62%, 9/10/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,667,483
  5.62%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         45,000,000            44,515,275
  5.63%, 9/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,745,868
                                                                                                                    --------------
                                                                                                                       141,607,454
                                                                                                                    --------------
INDUSTRIAL SERVICES-1.1%
Atlas Copco AB, 5.625%, 8/25/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,957,031
PHH Corp.:
  5.658%, 1/27/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,991,076
  5.658%, 1/27/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         27,000,000            26,996,927
  5.698%, 1/15/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,999,102
                                                                                                                    --------------
                                                                                                                        98,944,136
                                                                                                                    --------------
</TABLE>





                                                                              11


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
INSURANCE-6.7%
Allstate Life Insurance Co., 5.691%, 7/1/97(1)  . . . . . . . . . . . . . . . . . . . . .       $ 40,000,000         $  40,000,000
General American Life Insurance Co., 5.89%, 7/1/97(1) . . . . . . . . . . . . . . . . . .         50,000,000            50,000,000
Jackson National Life Insurance Co.:
  5.71%, 3/1/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            40,000,000
  5.711%, 8/1/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000
Pacific Mutual Life Insurance Co., 5.756%, 7/21/97(1)(2)  . . . . . . . . . . . . . . . .         60,000,000            60,000,000
Protective Life Insurance Co.:
  5.751%, 11/25/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
  5.751%, 4/1/98(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000
  5.841%, 7/21/97(1)(2)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000            10,000,000
Prudential Life Insurance Co., 5.773%, 1/31/00(1) . . . . . . . . . . . . . . . . . . . .        140,000,000           140,000,000
Transamerica Life Insurance & Annuity Co.:
  5.687%, 5/15/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            40,000,000
  5.691%, 10/15/97(1)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            50,000,000
  5.691%, 9/30/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000
  5.735%, 3/22/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         43,000,000            43,000,000
Transamerica Occidental Corp., 5.691%, 9/29/97(1) . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000
                                                                                                                    --------------
                                                                                                                       603,000,000
                                                                                                                    --------------
LEASING & FACTORING-1.9%
American Honda Finance Corp.:
  5.62%, 7/31/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         55,000,000            54,742,417
  5.65%, 7/28/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,915,250
  5.65%, 8/4/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,866,597
  5.812%, 6/16/98(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            15,000,000

International Lease Finance Corp.:
  5.27%, 7/17/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,960,182
  5.27%, 7/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,926,806
The Hertz Corp., 5.60%, 9/2/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,833,400
                                                                                                                    --------------
                                                                                                                       173,244,652
                                                                                                                    --------------
METALS/MINING-0.3% RTZ America, Inc.:
  5.57%, 12/22/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         14,000,000            13,623,097
  5.58%, 12/19/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,549,415
                                                                                                                    --------------
                                                                                                                        30,172,512
                                                                                                                    --------------
</TABLE>





12


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
NONDURABLE HOUSEHOLD GOODS-0.9%
Avon Capital Corp.:
  5.63%, 9/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $  8,000,000        $    7,909,920
  5.63%, 9/29/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,873,325
  5.63%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          8,500,000             8,408,278
  5.64%, 8/28/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,909,133
Newell Co.:
  5.60%, 10/17/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,664,000
  5.60%, 9/19/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,688,889
                                                                                                                    --------------
                                                                                                                        79,453,545
                                                                                                                    --------------
OIL-INTEGRATED-0.4%
Repsol International Finance BV:
  5.39%, 7/15/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,000,000            10,976,943
  5.60%, 12/9/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         24,000,000            23,398,933
                                                                                                                    --------------
                                                                                                                        34,375,876
                                                                                                                    --------------
SAVINGS & LOANS-1.9%
First Bank FSB, 5.658%, 8/29/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,999,606
Great Western Bank FSB:
  5.60%, 8/21/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,801,667
  5.61%, 9/12/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,772,483
  5.61%, 9/17/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,817,675
  5.61%, 9/19/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,688,333
  5.62%, 9/11/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,550,700
Household Bank FSB., 5.71%, 9/19/97(1)  . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
                                                                                                                    --------------
                                                                                                                       173,630,464
                                                                                                                    --------------
SPECIAL PURPOSE FINANCIAL-15.2%
Asset Backed Capital Finance, Inc.:
  5.60%, 11/17/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          5,000,000             4,891,889
  5.60%, 12/26/97(1)(2)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,987,424
  5.65%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,510,000            11,385,356
  5.66%, 3/16/98(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,995,248
  5.66%, 8/1/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         48,000,000            47,766,053
  5.68%, 7/22/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,900,600
  5.687%, 12/15/97(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,994,313
  5.70%, 8/22/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,794,167
</TABLE>





                                                                              13


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
SPECIAL PURPOSE FINANCIAL (CONTINUED)
Asset Backed Securities Investment Trust-Series 1997A, 5.738% 2/16/98(1)(2) . . . . . . .       $ 20,000,000        $   19,998,751
Asset Securitization Cooperative Corp.:
  5.59%, 12/3/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,000,000             9,759,319
  5.60%, 9/18/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         21,000,000            20,741,933
  5.62%, 9/5/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         50,000,000            49,484,833
  5.62%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,676,850
  5.63%, 8/1/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,927,279
Beta Finance, Inc.:
  5.61%, 9/5/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         19,000,000            18,804,585
  5.62%, 9/26/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         14,500,000            14,303,066
  5.62%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         46,000,000            45,504,848
  5.65%, 7/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         23,000,000            22,963,903
Corporate Asset Funding Co., Inc.:
  5.60%, 12/12/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          7,000,000             6,821,422
  5.60%, 8/25/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,700,556
CXC, Inc.:
  5.58%, 9/26/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,595,450
  5.59%, 9/8/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         35,000,000            34,625,004
  5.61%, 9/10/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,668,075
  5.62%, 7/3/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,987,511
  5.62%, 8/15/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,873,550
  5.62%, 9/3/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,750,222
  5.63%, 7/7/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         10,966,000            10,955,710
  5.63%, 7/9/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            29,962,467
  5.67%, 8/14/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         32,000,000            31,779,768
Enterprise Funding Corp.:
  5.61%, 8/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,904,163
  5.62%, 7/14/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,364,000            11,340,937
  5.65%, 7/16/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         17,000,000            16,959,979
  5.67%, 8/15/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         21,482,000            21,329,746
  5.67%, 8/18/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,886,600
Falcon Asset Securitization Corp., 5.60%, 7/28/97(3)  . . . . . . . . . . . . . . . . . .         50,000,000            49,790,000
New Center Asset Trust, 5.27%, 7/28/97  . . . . . . . . . . . . . . . . . . . . . . . . .         25,000,000            24,901,188
Preferred Receivables Funding Corp.:
  5.58%, 10/16/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,751,225
  5.60%, 11/18/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         14,000,000            13,695,111
  5.60%, 9/8/97   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         36,800,000            36,405,013
  5.65%, 12/8/97  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,497,778
</TABLE>





14


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
SPECIAL PURPOSE FINANCIAL (CONTINUED)
Providian Mastertrust 1993-3:
  5.61%, 9/10/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 24,500,000        $   24,228,928
  5.62%, 9/11/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         11,000,000            10,876,360
Racers Series 1996-MM-12-3, 5.687%, 12/15/97(1)(2)  . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
Racers Series 1997-MM-1-1, 5.687%, 1/15/98(1)(2)  . . . . . . . . . . . . . . . . . . . .         38,000,000            37,991,827
Sigma Finance, Inc.:
  5.40%, 7/21/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,955,000
  5.59%, 7/28/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,937,113
  5.60%, 10/15/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13,500,000            13,277,400
  5.60%, 11/17/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          6,000,000             5,870,267
  5.61%, 8/29/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,000,000            14,862,088
  5.62%, 9/10/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         15,600,000            15,427,091
  5.63%, 9/5/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,793,567
  5.64%, 8/28/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,000,000            39,636,533
  5.64%, 9/3/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,000,000             8,909,760
  5.65%, 12/15/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13,000,000            12,659,274
  5.68%, 7/25/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         18,000,000            17,931,840
  5.69%, 11/26/97(3)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,532,156
  5.70%, 8/19/97(3)   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,844,833
SMM Trust 1996-B, 5.738%, 8/4/97(1)(2)  . . . . . . . . . . . . . . . . . . . . . . . . .         20,000,000            20,000,000
SMM Trust 1997-I, 5.687%, 5/29/98(1)(2) . . . . . . . . . . . . . . . . . . . . . . . . .         30,000,000            30,000,000
Tiers Series DCMT 1996-A, 5.717%, 10/15/97(1)(2)  . . . . . . . . . . . . . . . . . . . .         25,000,000            25,000,000
                                                                                                                    --------------
                                                                                                                     1,374,795,929
                                                                                                                    --------------
Total Short-Term Notes  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                            7,376,772,323
                                                                                                                    --------------

U.S. GOVERNMENT AGENCIES-0.9%
Federal Home Loan Bank, 5.67%, 8/1/97(1)  . . . . . . . . . . . . . . . . . . . . . . . .         60,000,000            59,995,504
Student Loan Marketing Assn., 5.82%, 1/23/98  . . . . . . . . . . . . . . . . . . . . . .         20,000,000            19,998,307
                                                                                                                    --------------
Total U.S. Government Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . .                               79,993,811
                                                                                                                    --------------
</TABLE>





                                                                              15


STATEMENT OF INVESTMENTS JUNE 30, 1997 (Continued)
Centennial Money Market Trust


<TABLE>
<CAPTION>
                                                                                                    Face                Value
                                                                                                   Amount             See Note 1
                                                                                                ------------        --------------
<S>                                                                                             <C>                 <C>
FOREIGN GOVERNMENT OBLIGATIONS-1.9%
Bayerische Landesbank Girozentrale, 5.80%, 7/29/97(1) . . . . . . . . . . . . . . . . . .       $ 30,000,000        $   30,000,000
Swedish Export Credit Corp., 5.36%, 7/9/97  . . . . . . . . . . . . . . . . . . . . . . .         45,000,000            44,946,400
Westdeutsche Landesbank Girozentrale, 5.60%, 9/11/97  . . . . . . . . . . . . . . . . . .         50,000,000            49,440,000
Westdeutsche Landesbank Girozentrale, 5.61%, 8/29/97  . . . . . . . . . . . . . . . . . .         25,000,000            24,770,146
Westdeutsche Landesbank Girozentrale, guaranteeing commercial paper of:
  Unibanco-Uniao de Brancos Brasileiros S.A.-Grand Cayman-Series A, 5.61%, 9/8/97   . . .         25,000,000            24,731,187
                                                                                                                    --------------
Total Foreign Government Obligations  . . . . . . . . . . . . . . . . . . . . . . . . . .                              173,887,733
                                                                                                                    --------------
Total Investments, at Value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .               96.9%        8,779,329,984
                                                                                                      ------        --------------
Other Assets Net of Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                3.1           283,636,897
                                                                                                      ------        --------------
Net Assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              100.0%       $9,062,966,881
                                                                                                      ======        ==============
</TABLE>


Short-term notes, bankers'  acceptances,  direct bank obligations and letters of
credit  are  generally  traded on a discount  basis;  the  interest  rate is the
discount  rate received by the Trust at the time of purchase.  Other  securities
normally bear interest at the rates shown.

1.    Floating or variable rate obligation. The interest rate, which is based on
      specific,  or an index of,  market  interest  rates,  is subject to change
      periodically  and is the effective rate on June 30, 1997.  This instrument
      may also have a demand  feature  which allows the recovery of principal at
      any time,  or at specified  intervals  not exceeding one year, on up to 30
      days' notice.  Maturity date shown represents  effective maturity based on
      variable rate and, if applicable, demand feature.

2.    Restricted  securities  which are  considered  illiquid,  by virtue of the
      absence of a readily  available  market or because of legal or contractual
      restrictions on resale,  amount to  $427,213,563,  or 4.71% of the Trust's
      net  assets.  The Trust  may not  invest  more than 10% of its net  assets
      (determined at the time of purchase) in illiquid securities.

3.    Restricted  securities,  including  those  issued in  exempt  transactions
      without registration under the Securities Act of 1933 (the Act), amounting
      to  $1,476,842,989,  or  16.30%  of the  Trust's  net  assets,  have  been
      determined  to be liquid  pursuant to  guidelines  adopted by the Board of
      Trustees.




See accompanying Notes to Financial Statements.





16


STATEMENT OF ASSETS AND LIABILITIES June 30, 1997 Centennial Money Market Trust


<TABLE>
<S>                                                                                                           <C>
ASSETS:
Investments, at value-see accompanying statement  . . . . . . . . . . . . . . . . . . . . . . . . . .         $8,779,329,984
Cash  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                794,723
Receivables:
   Shares of beneficial interest sold   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            373,361,415
   Interest   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             24,187,765
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                 80,687
                                                                                                              --------------
   Total assets   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          9,177,754,574
                                                                                                              --------------

LIABILITIES:
Payables and other liabilities:
   Shares of beneficial interest redeemed   . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             99,776,201
   Dividends  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             13,441,882
   Service plan fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                530,348
   Trustees' fees   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                  4,008
   Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              1,035,254
                                                                                                              --------------
     Total liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            114,787,693
                                                                                                              --------------

NET ASSETS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         $9,062,966,881
                                                                                                              ==============

COMPOSITION OF NET ASSETS:
Paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         $9,062,904,841
Accumulated net realized gain on investment transactions  . . . . . . . . . . . . . . . . . . . . . .                 62,040
                                                                                                              --------------

NET ASSETS-applicable to 9,062,904,841 shares of beneficial
   interest outstanding   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         $9,062,966,881
                                                                                                              ==============

NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE  . . . . . . . . . . . . . . . . . . .                  $1.00
</TABLE>


See accompanying Notes to Financial Statements.





                                                                              17


STATEMENT OF OPERATIONS For the Year Ended June 30, 1997
Centennial Money Market Trust

<TABLE>
<S>                                                                                              <C>
INVESTMENT INCOME-interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        $443,824,705
                                                                                                 ------------

EXPENSES:
Management fees-Note 3  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          32,755,568
Service plan fees-Note 3  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          16,003,021
Transfer and shareholder servicing agent fees-Note 3  . . . . . . . . . . . . . . . . . .           5,938,571
Registration and filing fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           2,077,649
Custodian fees and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             812,579
Shareholder reports . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             774,249
Legal and auditing fees   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              75,976
Tustees' fees and expenses  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              44,237
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              64,846
                                                                                                 ------------

   Total expenses   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          58,546,696
                                                                                                 ------------
Less assumption of expenses by Centennial Asset Management Corp.    . . . . . . . . . . .          (4,890,123)
                                                                                                 ------------
Net Expenses  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          53,656,573
                                                                                                 ------------
NET INVESTMENT INCOME . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         390,168,132
NET REALIZED GAIN ON INVESTMENTS  . . . . . . . . . . . . . . . . . . . . . . . . . . . .              12,890
                                                                                                 ------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  . . . . . . . . . . . . . . . . . .        $390,181,022
                                                                                                 ============
</TABLE>

================================================================================
STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                                       Year Ended June 30,
                                                                              --------------------------------------
                                                                                   1997                     1996
                                                                              --------------          --------------
<S>                                                                           <C>                     <C>
OPERATIONS:
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .         $  390,168,132          $  303,412,547
Net realized gain . . . . . . . . . . . . . . . . . . . . . . . . . .                 12,890                 265,465
                                                                              --------------          --------------
Net increase in net assets resulting from operations  . . . . . . . .            390,181,022             303,678,012

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS . . . . . . . . . . . . .           (390,443,351)           (303,849,237)
BENEFICIAL INTEREST TRANSACTIONS:
Net increase in net assets resulting from beneficial interest
  transactions-Note 2   . . . . . . . . . . . . . . . . . . . . . . .          2,310,345,177           1,940,862,519
                                                                              --------------          --------------
NET ASSETS:
Total increase  . . . . . . . . . . . . . . . . . . . . . . . . . . .          2,310,082,848           1,940,691,294
Beginning of period . . . . . . . . . . . . . . . . . . . . . . . . .          6,752,884,033           4,812,192,739
                                                                              --------------           -------------
End of period   . . . . . . . . . . . . . . . . . . . . . . . . . . .         $9,062,966,881          $6,752,884,033
                                                                              ==============          ==============
</TABLE>


See accompanying Notes to Financial Statements.





18


\FINANCIAL HIGHLIGHTS
Centennial Money Market Trust

<TABLE>
<CAPTION>
                                                                                  Year Ended June 30,
                                                             --------------------------------------------------------
                                                              1997         1996        1995         1994        1993
                                                             -----         ----        ----         ----        -----
<S>                                                          <C>         <C>          <C>          <C>        <C>
PER SHARE OPERATING DATA:
Net asset value, beginning
  of period   . . . . . . . . . . . . . . . . . . . .         $1.00       $1.00        $1.00        $1.00      $1.00
Income from investment
  operations-net investment
  income and net realized gain  . . . . . . . . . . .           .05         .05          .05          .03        .03
Dividends and distributions to shareholders . . . . .          (.05)       (.05)        (.05)        (.03)      (.03)
                                                               ----        ----         ----         ----       ----
Net asset value, end of period  . . . . . . . . . . .         $1.00       $1.00        $1.00        $1.00      $1.00
                                                              =====       =====        =====        =====      =====
TOTAL RETURN, AT
  NET ASSET VALUE(1)  . . . . . . . . . . . . . . . .         4.97%       5.11%        5.21%        2.82%      2.91%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions) . . . . . . .        $9,063      $6,753       $4,812       $2,559     $1,991
Average net assets (in millions)  . . . . . . . . . .        $8,033      $6,077       $3,342       $2,346     $1,701
Ratios to average net assets:
Net investment income   . . . . . . . . . . . . . . .         4.86%       4.99%        5.01%        2.84%      2.82%
Expenses, before voluntary
  assumption by the Manager   . . . . . . . . . . . .         0.73%       0.74%        0.77%        0.81%      0.83%
Expenses, net of voluntary
  assumption by the Manager   . . . . . . . . . . . .         0.67%       0.69%        0.73%        0.76%      0.78%
</TABLE>

1.  Assumes a  hypothetical  initial  investment  on the business day before the
    first day of the fiscal period, with all dividends  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.  Total  returns
    reflect changes in net investment income only.

See accompanying Notes to Financial Statements.





                                                                              19


NOTES TO FINANCIAL STATEMENTS
Centennial Money Market Trust

1. SIGNIFICANT ACCOUNTING POLICIES

Centennial  Money Market Trust (the Trust) is  registered  under the  Investment
Company  Act  of  1940,  as  amended,  as  a  diversified,  open-end  management
investment  company.  The Trust's  investment  objective  is to seek the maximum
current income that is consistent  with low capital risk and the  maintenance of
liquidity.  The Trust seeks to achieve  this  objective  by  investing in "money
market" securities  meeting specified quality standards.  The Trust's investment
adviser is Centennial Asset Management  Corporation (the Manager),  a subsidiary
of  OppenheimerFunds,  Inc.  (OFI).  The  following is a summary of  significant
accounting policies consistently followed by the Trust.

Investment  Valuation-Portfolio  securities are valued on the basis of amortized
cost, which approximates market value.

Repurchase  Agreements-The  Trust requires the custodian to take possession,  to
have  legally  segregated  in the Federal  Reserve  Book Entry System or to have
segregated  within the custodian's  vault, all securities held as collateral for
repurchase agreements. The market value of the underlying securities is required
to be at least 102% of the resale price at the time of  purchase.  If the seller
of the agreement  defaults and the value of the collateral  declines,  or if the
seller  enters  an  insolvency  proceeding,  realization  of  the  value  of the
collateral by the Trust may be delayed or limited.

Federal  Taxes-The  Trust  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 to  shareholders.  Therefore,  no federal
income or excise tax provision is required.

Distributions to  Shareholders-The  Trust intends to declare  dividends from net
investment  income each day the New York stock Exchange is open for business and
pay such  dividends  monthly.  To effect its policy of  maintaining  a net asset
value of $1.00 per share, the Trust may withhold dividends or make distributions
of net realized gains.

Other-Investment  transactions are accounted for on the date the investments are
purchased or sold (trade date).  Realized  gains and losses on  investments  are
determined on an identified cost basis, which is the same basis used for federal
income tax purposes.

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of income and expense during the reporting  period.  Actual
results could differ from those estimates.





20


NOTES TO FINANCIAL STATEMENTS (Continued)
Centennial Money Market Trust


2. SHARES OF BENEFICIAL INTEREST

The Trust has authorized an unlimited number of no par value shares of
beneficial interest. Transactions in shares of beneficial interest were as
follows:
<TABLE>
<CAPTION>
                                       Year Ended June 30, 1997                   Year Ended June 30, 1996
                                  ------------------------------------     -------------------------------------
                                       Shares               Amount             Shares                 Amount
                                  ---------------      ---------------     --------------       ----------------
<S>                              <C>                  <C>                 <C>                   <C>
Sold . . . . . . . . . . . . .    27,792,751,077      $ 27,792,751,077     21,158,638,888       $ 21,158,638,888
Dividends and distributions
  reinvested . . . . . . . . .       378,092,268           378,092,268        297,883,433            297,883,433
Redeemed . . . . . . . . . . .   (25,860,498,168)      (25,860,498,168)   (19,515,659,802)       (19,515,659,802)
                                 ---------------      ----------------    ---------------       ----------------
  Net increase . . . . . . . .     2,310,345,177      $  2,310,345,177      1,940,862,519       $  1,940,862,519
                                 ===============      ================    ===============       ================
</TABLE>


3. MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES

Management  fees paid to the  Manager  were in  accordance  with the  investment
advisory agreement with the Trust which provides for a fee of 0.50% of the first
$250 million of net assets; 0.475% of the next $250 million of net assets; 0.45%
of the next $250  million of net assets;  0.425% of the next $250 million of net
assets; and 0.40% on net assets in excess of $1 billion.  The Manager has agreed
to reimburse the Trust if aggregate expenses (with specified  exceptions) exceed
the lesser of 1.5% of the first $30 million of average  annual net assets of the
trust, plus 1% of average annual net assets in excess of $30 million;  or 25% of
the total annual investment income of the Trust.

Independently of the investment advisory agreement,  the Manager has voluntarily
agreed to waive a portion of the management  fee otherwise  payable to it by the
Trust to the extent necessary to: (a) permit the Trust to have a seven-day yield
equal to that of Daily Cash  Accumulation  Fund, Inc., and (b) to reduce,  on an
annual basis,  the management fee paid on the average net assets of the Trust in
excess of $1 billion  from 0.40% to: 0.40% of average net assets in excess of $1
billion but less than $1.25  billion;  0.375% of average net assets in excess of
$1.25 billion but less than $1.50 billion; 0.35% of average net assets in excess
of $1.50  billion but less than $2 billion;  and 0.325% of average net assets in
excess of $2 billion.  This undertaking became effective as of December 1, 1991,
and may be modified or terminated by the Manager at any time.





                                                                              21


NOTES TO FINANCIAL STATEMENTS (Continued)
Centennial Money Market Trust


Shareholder  Services,  Inc.  (SSI),  a  subsidiary  of OFI, is the transfer and
shareholder  servicing agent for the Trust, and for other registered  investment
companies. SSI's total costs of providing such services are allocated ratably to
these companies.

Under an  approved  service  plan,  the Trust may  expend up to 0.20% of its net
assets  annually to reimburse  certain  securities  dealers and other  financial
institutions and organizations for costs incurred in distributing Trust shares.





22


INDEPENDENT AUDITORS' REPORT
Centennial Money Market Trust

The Board of Trustees and Shareholders
of Centennial Money Market Trust:

We have audited the accompanying statement of assets and liabilities,  including
the statement of  investments,  of Centennial  Money Market Trust as of June 30,
1997,  the  related  statement  of  operations  for the  year  then  ended,  the
statements  of changes in net assets for the years ended June 30, 1997 and 1996,
and the financial highlights for the period July 1, 1992 to June 30, 1997. These
financial  statements  and financial  highlights are the  responsibility  of the
Trust's  Management.  Our  responsibility  is to  express  an  opinion  on these
financial statements and financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of securities owned at June 30,
1997 by correspondence with the custodian.  An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion,  such  financial  statements  and financial  highlights  present
fairly,  in all material  respects,  the financial  position of Centennial Money
Market Trust at June 30, 1997, the results of its operations, the changes in its
net assets, and the financial  highlights for the respective stated periods,  in
conformity with generally accepted accounting principles.

                                        DELOITTE & TOUCHE LLP

                                        Denver, Colorado
                                        July 22, 1997

================================================================================

FEDERAL INCOME TAX INFORMATION (Unaudited)
Centennial Money Market Trust


In early 1998, shareholders will receive information regarding all dividends and
distributions  paid to them by the Trust during calendar year 1997.  Regulations
of the U.S. Treasury  Department require the Trust to report this information to
the Internal Revenue Service.

None of the  dividends  paid by the Trust  during the fiscal year ended June 30,
1997 are eligible for the corporate dividend-received deduction.

The  foregoing  information  is  presented to assist  shareholders  in reporting
distributions  received from the Trust to the Internal Revenue Service.  Because
of the complexity of the federal  regulations  which may affect your  individual
tax  return  and the many  variations  in state and local  tax  regulations,  we
recommend that you consult your tax adviser for specific guidance.





                                                                              23


CENTENNIAL MONEY MARKET TRUST

       Officers and Trustees
       James C. Swain, Chairman
         and Chief Executive Officer
       Bridget A. Macaskill, Trustee and President
       Robert G. Avis, Trustee
       William A. Baker, Trustee
       Charles Conrad, Jr., Trustee
       Jon S. Fossel, Trustee
       Sam Freedman, Trustee
       Raymond J. Kalinowski, Trustee
       C. Howard Kast, Trustee
       Robert M. Kirchner, Trustee
       Ned M. Steel, Trustee
       George C. Bowen, Vice President, Treasurer
         and Assistant Secretary
       Andrew J. Donohue, Vice President
         and Secretary
       Dorothy G. Warmack, Vice President
       Carol E. Wolf, Vice President
       Arthur J. Zimmer, Vice President
       Robert J. Bishop, Assistant Treasurer
       Scott T. Farrar, Assistant Treasurer
       Robert G. Zack, Assistant Secretary

       Investment Adviser and Distributor
       Centennial Asset Management Corporation

       Transfer and Shareholder Servicing Agent
       Shareholder Services, Inc.

       Custodian of Portfolio Securities
       Citibank, N.A.

       Independent Auditors
       Deloitte & Touche LLP

       Legal Counsel
       Myer, Swanson, Adams & Wolf, P.C.

       This is a copy of a report to  shareholders  of  Centennial  Money Market
       Trust.  This report must be preceded or  accompanied  by a Prospectus  of
       Centennial  Money Market Trust. For material  information  concerning the
       Trust, see the Prospectus.

       For shareholder servicing call:
       1-800-525-9310 (in U.S.)
       303-768-3200 (outside U.S.)

       Or write:
       Shareholder Services, Inc.
       P.O. Box 5143
       Denver, CO  80217-5143

RA0150.001.0697           [RECYCLED LOGO] Printed on recycled paper


1997 ANNUAL REPORT

CENTENNIAL
MONEY MARKET
TRUST
JUNE 30, 1997




24
<PAGE>


                       DAILY CASH ACCUMULATION FUND, INC.

           Officers and Directors
           James C. Swain, Chairman and Chief Executive Officer
           Bridget A. Macaskill, Director and President
           Robert G. Avis, Director
           William A. Baker, Director
           Charles Conrad, Jr., Director
           Jon S. Fossel, Director
           Sam Freedman, Director
           Raymond J. Kalinowski, Director
           C. Howard Kast, Director
           Robert M. Kirchner, Director
           Ned M. Steel, Director
           George C. Bowen, Vice President, Treasurer and Assistant Secretary
           Andrew J. Donohue, Vice President and Secretary
           Dorothy G. Warmack, Vice President
           Carol E. Wolf, Vice President
           Arthur J. Zimmer, Vice President
           Robert J. Bishop, Assistant Treasurer
           Scott T. Farrar, Assistant Treasurer
           Robert G. Zack, Assistant Secretary

           Investment Adviser And Distributor
           Centennial Asset Management Corporation

           Transfer and Shareholder Servicing Agent
           Shareholder Services, Inc.

           Custodian of Portfolio Securities
           Citibank, N.A.

           Independent Auditors
           Deloitte & Touche LLP

           Legal Counsel
           Myer, Swanson, Adams & Wolf, P.C.

           This is a copy of a report to shareholders of Daily Cash Accumulation
           Fund,  Inc.  This  report  must  be  preceded  or  accompanied  by  a
           Prospectus  of  Daily  Cash  Accumulation  Fund,  Inc.  For  material
           information concerning the Fund, see the Prospectus.

           For shareholder servicing call:
           1-800-525-9310 (in U.S.)
           303-671-3200 (outside U.S.)

           Or write:
           Shareholder Services, Inc.
           P.O. Box 5143
           Denver, CO 80217-5143



RA0140.001.1296     [Recycled Paper Logo]    Printed on recycled paper

<PAGE>   2
DEAR SHAREHOLDER:


The second half of 1996 was a period of uncertainty in the fixed income markets,
largely  due to  investor  fears  of  rapid  economic  growth  and  accelerating
inflation.  The 30-year  Treasury  rates rose above 7% in the second quarter and
remained  relatively  unchanged until the end of the third quarter.  That's when
negative  investor  sentiment  that led to the market  downturn in June and July
began to subside.

The swing away from  inflationary  fears  seemed  complete  in October  with the
release of economic  indicators  showing a firm dollar,  low  inflation and slow
growth.  When the Federal  Reserve  responded to these  indicators  with another
decision to leave rates alone,  it appeared that concerns about rapid growth had
been overblown,  and interest rates fell in response.  The status quo outcome of
the  presential  election  also aided the decline in rates,  and the bond market
experienced one of the most substantial post-election rallies in recent history.
With continued,  substainable  non-inflationary growth of around 2% to 2.5%, and
long-term  rates at their lowest  levels since April,  the economy seems to have
settled into a comfortable path of neither too little nor too much growth.

This decline in long-term Treasury rates over the past few months has caused the
return on money  market  instruments  to decline  marginally,  but the  positive
inflationary situation has helped to keep yields relatively strong. Money market
fund yields are usually between three and five  percentage  points less than the
yields on long-term  bonds,  and typically one percentage point above inflation.
Assuming that the annual inflation rate is about 2.5%, money market yields would
normally  be about  3.5%,  while  longer-term  yields  might be as high as 5.5%.
However,  the difference  between money market yields and inflation is currently
greater  than  this  formula  would  suggest.   Part  of  the  reason  for  this
irregularity is the successful way in which the Federal Reserve Board has fought
inflation.

As we head  into  1997,  money  market  funds  continue  to be a  highly  liquid
opportunity to earn steady income while protecting  principal.  This year, money
market funds turned out to be a good investment  choice for the  income-oriented
investor.

For the twelve months ended December 31, 1996, the Fund's compounded  annualized
yield was 4.94%.  Without  compounding,  the corresponding  yield was 4.82%. The
seven-day  annualized  yields with and without  compounding on December 31, 1996
were 4.98% and 4.86%,  respectively.(1)  <PAGE> 3 An  investment  in the Fund is
neither insured nor guaranteed by the U.S. government, and there is no assurance
that the Fund will maintain a stable $1.00 share price in the future.

Thank you for your  confidence  in Daily Cash  Accumulation  Fund,  Inc. We look
forward to helping you reach your investment goals in the future.

Sincerely,


/s/ James C. Swain
- --------------------
James C. Swain


<PAGE>



Chairman
Daily Cash Accumulation Fund, Inc.



/s/ Bridget A. Macaskill
- ------------------------
Bridget A. Macaskill
President
Daily Cash Accumulation Fund, Inc.

January 22, 1997



1. Compounded yields assume  reinvestment of dividends.  Past performance is not
indicative of future results.

<PAGE>   4
STATEMENT OF INVESTMENTS December 31, 1996 Daily Cash Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                          Face        Value
                                                         Amount      See Note 1
                                                       ---------    -----------

<S>                                                  <C>             <C>
BANKERS' ACCEPTANCES-0.1%
First National Bank of Boston, 5.30%,
5/2/97 (Cost $4,910,931) .......................     $ 5,000,000     $ 4,910,931
                                                                     -----------


CERTIFICATES OF DEPOSIT-1.6%
DOMESTIC CERTIFICATES OF DEPOSIT-0.4%
LaSalle National Bank:
  5.51%, 4/4/97 ................................       8,000,000       8,000,000
  5.55%, 2/11/97 ...............................       7,000,000       7,000,000
                                                                     -----------
                                                                      15,000,000
                                                                     -----------
YANKEE CERTIFICATES OF DEPOSIT-1.2%
Societe Generale North America, Inc.:
  5.45%, 2/10/97 ...............................       8,000,000       8,000,087
  5.50%, 4/21/97 ...............................       5,000,000       5,000,000
  5.55%, 2/6/97 ................................      10,000,000      10,000,000
  5.62%, 3/25/97 ...............................       8,000,000       8,001,957
  5.92%, 9/17/97 ...............................      10,000,000      10,020,031
                                                                     -----------
                                                                      41,022,075
                                                                     -----------
Total Certificates of Deposit (Cost $56,022,075)                      56,022,075
                                                                     -----------


DIRECT BANK OBLIGATIONS-4.2%
ABN Amro Bank Canada, 5.43%, 1/10/97................  10,000,000       9,986,425
Bayerische Vereinsbank AG, 5.35%, 4/10/97...........   8,150,000       8,030,093
FCC National Bank, 5.55%, 2/14/97...................  10,000,000      10,000,000
First National Bank of Boston:
  5.44%, 1/10/97 ...................................   5,000,000       5,000,000
  5.44%, 1/13/97 ...................................   5,000,000       5,000,000
  5.47%, 2/12/97 ...................................  10,000,000      10,000,000
  5.47%, 2/21/97 ...................................  10,000,000      10,000,000
  5.47%, 4/3/97 ....................................   7,000,000       7,000,000
  5.50%, 3/14/97 ...................................  10,000,000      10,000,000
  5.50%, 3/17/97 ...................................  15,000,000      15,000,000
  5.50%, 4/4/97 ....................................   5,000,000       5,000,000
Huntington National Bank:...........................
  5.35%, 1/2/97 ....................................  10,000,000      10,000,000
  5.35%, 1/8/97 ....................................   7,000,000       7,000,000
  5.53%, 2/3/97 ....................................  15,000,000      15,001,002
</TABLE>


                                                                               3
<PAGE>   5
STATEMENT OF INVESTMENTS  December 31, 1996 (continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                      Face           Value
                                                                     Amount        See Note 1
                                                                   ---------      -----------



<S>                                                             <C>              <C>
DIRECT BANK OBLIGATIONS-4.2% (CONTINUED)
National Westminster Bank of Canada:
  5.36%, 4/7/97 .................................               $  7,000,000     $  6,899,946
  5.40%, 2/18/97 ................................                  5,000,000        4,964,000
Societe Generale North America, Inc.:
  5.30%, 4/11/97 ................................                  5,000,000        4,926,389
  5.38%, 2/7/97 .................................                  7,000,000        6,961,294
                                                                                 ------------
Total Direct Bank Obligations (Cost $150,769,149)                                 150,769,149
                                                                                 ------------


LETTERS OF CREDIT-6.0%
Bank of America NT & SA, guaranteeing commercial paper of:
  Formosa Plastics Corp., USA-Series A, 5.34%, 3/21/97             5,000,000        4,941,408
  Hyundai Motor Finance Co., 5.37%, 4/21/97                        5,000,000        4,917,958
Bank One, Cleveland, guaranteeing commercial paper of:
  Capital One Funding Corp.-Series 1995F, 5.85%, 1/2/97(1)        10,650,000       10,650,000
  Capital One Funding Corp.-Series 1995F, 5.85%, 1/2/97(1)(2)      8,900,000        8,900,000
Barclays Bank PLC, guaranteeing commercial paper of:
  Banco Bradesco S.A.-Grand Cayman Branch:
  Series A, 5.31%, 4/28/97 ............                           11,000,000       10,810,167
  Series A, 5.35%, 4/18/97 ............                            5,000,000        4,920,493
  Series B, 5.33%, 5/20/97 ............                            5,000,000        4,897,101
Banco Real S.A., Grand Cayman Branch:
  Series A, 5.32%, 4/22/97 ............                            5,000,000        4,917,983
  Series A, 5.37%, 4/21/97 ............                           10,000,000        9,835,917
Petroleo Brasileiro, S.A.-Petrobras II:
  Series C, 5.35%, 4/1/97 .............                            5,000,000        4,933,125
  Series C, 5.38%, 4/3/97 .............                            5,000,000        4,931,256
Petroleo Brasileiro, S.A.-Petrobras:
  Series A, 5.30%, 5/5/97 .............                            5,000,000        4,908,722
  Series A, 5.31%, 5/6/97 .............                           15,000,000       14,723,438
  Series A, 5.31%, 5/7/97 .............                            5,000,000        4,907,075
  Series A, 5.37%, 4/7/97 .............                            5,000,000        4,928,400
  Series B, 5.32%, 6/3/97 .............                            5,000,000        4,886,950
  Series B, 5.40%, 4/9/97 .............                           10,000,000        9,853,000
</TABLE>


4


<PAGE>



<PAGE>   6
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                Face              Value
                                                               Amount           See Note 1
                                                             -----------        -----------

<S>                                                          <C>                 <C>
LETTERS OF CREDIT-6.0% (CONTINUED)
Bayerische Vereinsbank AG, guaranteeing commercial paper of:
Banco Rio de la Plata S.A.:
  Series A, 5.40%, 1/21/97 ............................      $ 5,000,000         $4,985,000
  Series A, 5.43%, 1/17/97 ............................       10,000,000          9,975,867
  Series A, 5.40%, 1/22/97 ............................        5,000,000          4,984,250
Galicia Funding Corp.:
  Series A, 5.36%, 3/3/97(3)...........................        5,000,000          4,954,589
  Series B, 5.35%, 3/3/97(3)...........................        5,000,000          4,954,674
  Series B, 5.45%, 3/4/97(3)...........................       10,000,000          9,907,000

Credit Suisse, guaranteeing commercial paper of:
  COSCO (Cayman) Co., Ltd., 5.38%, 3/14/97.............       15,000,000          14,838,600

Societe Generale, guaranteeing commercial paper of:
  Girsa Funding Corp., 5.32%, 4/3/97(3)................        9,000,000           8,877,640

  Nacional Financiera, SNC:
    Series A, 5.31%, 2/24/97...........................       20,000,000          19,840,700
    Series A, 5.44%, 1/8/97............................        5,000,000           4,994,711
    Series A, 5.44%, 1/9/97............................        5,000,000           4,993,956
    Series B, 5.33%, 3/3/97............................        5,000,000           4,954,843
                                                                                 -----------
Total Letters of Credit (Cost $217,124,823)............                          217,124,823
                                                                                 -----------


SHORT-TERM NOTES-86.7%
AUTOMOTIVE-0.8%
BMW U.S. Capital Corp.:
  5.31%, 2/24/97    ...................................        10,000,000          9,920,350
  5.32%, 2/20/97    ...................................        20,000,000         19,852,222
                                                                                 -----------
                                                                                  29,772,572
                                                                                 -----------
BANKS-0.7%
Bankers Trust Co., New York, 5.35%, 11/26/97(1)............    10,000,000          9,993,799
CoreStates Capital Corp.:
  5.36%, 6/27/97 ..........................................     5,000,000          4,868,233
  5.47%, 7/14/97(1)........................................     5,000,000          5,000,000
  5.70%, 6/27/97(1)........................................     5,000,000          5,000,000
                                                                                 -----------
                                                                                  24,862,032
                                                                                 -----------

</TABLE>


                                                                               5
<PAGE>   7
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                 Face               Value
                                                                Amount            See Note 1
                                                              ---------          -----------



<S>                                                          <C>                 <C>
BEVERAGES-3.2%
Coca-Cola Enterprises, Inc.:
5.31%, 3/19/97(3) .......................................... $12,000,000         $11,863,453
5.31%, 3/7/97(3) ...........................................  27,000,000          26,739,910
5.32%, 2/26/97(3) ..........................................  15,000,000          14,875,867
5.32%, 2/27/97(3) ..........................................  10,000,000           9,915,767
5.33%, 2/19/97(3) ..........................................  15,000,000          14,891,179
5.34%, 1/31/97(3) ..........................................  17,000,000          16,924,350
5.35%, 3/11/97(3) ..........................................   5,000,000           4,948,729
5.35%, 3/18/97(3) ..........................................   8,000,000           7,909,644
5.35%, 3/24/97(3) ..........................................   7,000,000           6,914,697
                                                                                 -----------
                                                                                 114,983,596
                                                                                 -----------
BROKER/DEALERS-12.5%
CS First Boston, Inc.:
  5.31%, 1/30/97 ............................................   7,000,000          6,970,057
  5.31%, 2/20/97 ............................................  15,000,000         14,889,375
  5.33%, 2/13/97(3) .........................................  25,000,000         24,840,661
  5.35%, 2/12/97(3) .........................................  10,000,000          9,937,642
  5.38%, 3/4/97(1)(4) .......................................  10,000,000         10,000,000
  5.58%, 1/21/97(1)(4) ......................................  10,000,000         10,000,000
Goldman Sachs Group, L.P.:
  5.31%, 3/21/97 ............................................  23,000,000         22,731,992
  5.31%, 5/5/97 .............................................  15,000,000         14,725,650
  5.38%, 3/14/97 ............................................  10,000,000          9,892,400
  5.42%, 1/17/97 ............................................  10,000,000          9,975,911
  5.43%, 1/13/97 ............................................  30,000,000         29,945,700
  5.50%, 4/4/97 .............................................  15,000,000         14,786,875
  8.25%, 1/2/97 .............................................  52,550,000         52,539,173
Merrill Lynch & Co., Inc.:
  5.31%, 2/28/97 ............................................   5,000,000          4,957,225
  5.33%, 1/2/97 .............................................  20,000,000         19,997,036
  5.33%, 1/24/97 ............................................  20,000,000         19,931,894
  5.33%, 3/10/97 ............................................  20,000,000         19,798,644
  5.35%, 1/28/97 ............................................   5,000,000          4,979,937
  5.40%, 1/31/97(1) .........................................  20,000,000         20,000,000
  5.40%, 2/10/97 ............................................  12,000,000         11,928,000
  5.42%, 1/23/97 ............................................  35,000,000         34,884,897
  5.42%, 12/19/97(1) ........................................  15,000,000         14,999,534
  5.43%, 10/24/97(1) ........................................  10,000,000          9,998,378
  5.44%, 1/21/97 ............................................  10,000,000          9,969,778
</TABLE>


6
<PAGE>   8
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                               Face               Value
                                                              Amount            See Note 1
                                                             ---------         -----------



<PAGE>



<S>                                                         <C>                <C>
BROKER/DEALERS-12.5% (CONTINUED)
Morgan Stanley Group, Inc.:
  5.26%, 6/27/97(1) ......................................  $36,815,000        $ 36,815,000
  5.41%, 2/3/97 ..........................................   10,000,000           9,950,408
                                                                                -----------
                                                                                449,446,167
                                                                                -----------
BUILDING MATERIALS-0.1%
Compagnie de Saint-Gobain, 5.38%, 4/23/97..................   5,000,000           4,916,311
                                                                                -----------

CHEMICALS-0.2%
Monsanto Co., 5.30%, 1/27/97(3)............................   6,900,000           6,873,588
                                                                                -----------

COMMERCIAL FINANCE-12.3% CIT Group Holdings, Inc.:
  5.31%, 1/24/97 ..........................................  15,000,000          14,949,112
  5.33%, 11/20/97(1) ......................................  15,000,000          14,989,942
  5.35%, 5/1/97(1) ........................................  10,000,000           9,996,244
  5.35%, 6/11/97(1) .......................................  10,000,000           9,994,762
  5.37%, 9/17/97(1) .......................................  20,000,000          19,989,710
  5.67%, 3/1/98(1) ........................................  38,500,000          38,500,000
Countrywide Home Loans:
  5.33%, 1/23/97 ..........................................  24,000,000          23,921,827
  5.33%, 2/19/97 ..........................................   5,000,000           4,963,726
  5.33%, 3/3/97 ...........................................   5,000,000           4,954,843
  5.34%, 1/8/97 ...........................................   9,000,000           8,990,655
  5.34%, 3/12/97 ..........................................   5,000,000           4,948,083
  5.36%, 3/5/97 ...........................................  16,000,000          15,849,920
  5.37%, 3/4/97 ...........................................  10,000,000           9,907,517
FINOVA Capital Corp.:
  5.37%, 2/18/97 ..........................................   3,000,000           2,978,520
  5.37%, 2/24/97 ..........................................  10,000,000           9,919,450
  5.37%, 2/28/97 ..........................................   7,000,000           6,939,326
  5.38%, 1/7/97 ...........................................   8,000,000           7,992,827
  5.38%, 2/20/97 ..........................................   5,000,000           4,962,639
  5.40%, 1/15/97 ..........................................   5,000,000           4,989,500
  5.40%, 2/27/97 ..........................................  32,000,000          31,727,682
  5.43%, 2/26/97 ..........................................  20,000,000          19,831,067
  5.49%, 2/5/97 ...........................................   5,000,000           4,973,312
  5.53%, 1/24/97 ..........................................   5,000,000           4,982,335
  5.68%, 1/17/97 ..........................................   3,000,000           2,992,427
  6.06%, 2/21/97(1) .......................................  15,000,000          15,000,000
</TABLE>



                                                                               7
<PAGE>   9
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                  Face             Value
                                                                 Amount          See Note 1
                                                               ---------         -----------

<S>                                                          <C>                 <C>
COMMERCIAL FINANCE-12.3% (CONTINUED)
Heller Financial, Inc.:
5.41%, 3/17/97 ............................................. $20,000,000         $19,774,479
5.42%, 2/6/97 ..............................................   7,000,000           6,962,060
5.43%, 1/14/97 .............................................  15,000,000          14,970,587
5.45%, 3/20/97 .............................................   5,000,000           4,940,958
5.45%, 3/21/97 .............................................   2,000,000           1,976,081
5.46%, 10/1/97(1) ..........................................  20,000,000          19,997,008
5.46%, 10/10/97(1) .........................................  13,000,000          12,997,991
5.55%, 4/10/97 .............................................   7,000,000           6,893,162
5.55%, 4/2/97 ..............................................   9,500,000           9,366,723
5.59%, 12/18/97(1) .........................................  15,000,000          15,000,000
5.66%, 1/15/97 .............................................  10,000,000          10,000,518
5.69%, 3/28/97(1) ..........................................  20,000,000          20,001,439
                                                                                 -----------
                                                                                 442,126,432
                                                                                 -----------
COMPUTER SOFTWARE-0.3%
First Data Corp.:
  5.37%, 6/10/97 ............................................  5,000,000           4,880,667
  5.40%, 2/25/97 ............................................  5,000,000           4,958,750
                                                                                 -----------
                                                                                   9,839,417
                                                                                 -----------
CONGLOMERATES-1.0%
Mitsubishi International Corp.:
5.34%, 1/8/97 ...............................................  9,500,000           9,490,136
5.43%, 2/7/97 ............................................... 19,000,000          18,893,964
5.44%, 2/14/97 ..............................................  7,800,000           7,748,139
                                                                                  ----------
                                                                                  36,132,239
                                                                                 -----------
CONSUMER FINANCE-3.0%
American Express Corp., 5.32%, 1/3/97 ....................... 15,000,000          14,995,567
Island Finance Puerto Rico, Inc.:
5.32%, 3/11/97 .............................................. 13,700,000          13,560,306
5.34%, 3/24/97 ..............................................  5,100,000           5,037,967
5.36%, 1/15/97 ..............................................  8,000,000           7,983,324
5.39%, 3/25/97 .............................................. 16,500,000          16,294,955
5.44%, 3/20/97 .............................................. 10,000,000           9,882,133
</TABLE>


8
<PAGE>   10
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                 Face               Value
                                                                Amount            See Note 1
                                                               ---------         -----------

<S>                                                          <C>                 <C>
CONSUMER FINANCE-3.0% (CONTINUED)
Sears Roebuck Acceptance Corp.:
  5.31%, 3/3/97 ...........................................  $25,000,000         $ 24,775,063
  5.32%, 3/31/97 ..........................................    9,000,000            8,881,630
  5.43%, 1/16/97 ..........................................    5,000,000            4,988,688
                                                                                 ------------
                                                                                  106,399,633
                                                                                 ------------
DIVERSIFIED FINANCIAL-14.5%
Associates Corp. of North America, 7.28%, 1/2/97 ..........   75,000,000           74,984,833
Ford Motor Credit Co.:
  5.32%, 1/10/97 ..........................................   15,000,000           14,980,050
  5.32%, 1/6/97 ...........................................   24,300,000           24,282,045
  5.32%, 1/8/97 ...........................................   13,600,000           13,585,932
  5.32%, 1/9/97 ...........................................   15,000,000           14,982,267


<PAGE>



  5.40%, 1/2/97 ...........................................   75,000,000           74,985,167
  5.57%, 5/12/97(1) .......................................   15,000,000           15,001,935
General Electric Capital Corp.:
  5.31%, 1/15/97 ..........................................   15,000,000           14,969,025
  5.50%, 1/31/97 ..........................................    5,000,000            4,977,083
General Electric Capital Services, 7.12%, 1/2/97 ..........   78,000,000           77,984,573
General Motors Acceptance Corp.:
  5.35%, 1/8/97 ...........................................   21,000,000           20,978,154
  5.35%, 3/3/97 ...........................................    5,000,000            4,954,674
  5.38%, 2/18/97 ..........................................   10,000,000            9,928,267
  5.41%, 4/10/97 ..........................................    5,000,000            5,058,018
  5.41%, 4/7/97 ...........................................   27,975,000           27,569,817
  5.45%, 1/16/97 ..........................................   10,000,000            9,977,292
  5.45%, 2/12/97 ..........................................   13,000,000           12,917,342
  5.45%, 2/12/97 ..........................................   17,000,000           16,891,908
  5.45%, 2/4/97 ...........................................    8,900,000            8,854,190
  5.45%, 2/6/97 ...........................................   10,000,000            9,945,500
  5.45%, 4/21/97(1) .......................................   15,000,000           14,991,777
  5.47%, 2/14/97 ..........................................   18,500,000           18,376,317
  5.48%, 3/11/97 ..........................................    5,000,000            4,947,483
  5.48%, 3/26/97 ..........................................    5,025,000            4,960,747
Household Finance Corp., 5.30%, 2/24/97....................   15,000,000           14,880,750
Transamerica Finance Corp., 5.33%, 3/17/97 ................    5,000,000            4,944,479
                                                                                   ----------
                                                                                  520,909,625
                                                                                  -----------
</TABLE>


                                                                               9
<PAGE>   11
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                               Face       Value
                                                              Amount    See Note 1
                                                            ---------   ---------



<S>                                                       <C>          <C>
ELECTRICAL EQUIPMENT-0.4%
Xerox Corp., 5.30%, 1/10/97 ............................. $15,000,000  $14,980,125
                                                                       -----------
ELECTRONICS-2.3%
Avnet, Inc., 5.34%, 3/14/97 ..............................  5,000,000    4,946,600
Mitsubishi Electric Finance America, Inc.:
  5.32%, 2/21/97(3) ...................................... 10,000,000    9,924,633
  5.33%, 1/30/97(3) ...................................... 16,285,000   16,214,929
  5.35%, 1/15/97(3) ...................................... 10,000,000    9,979,194
  5.36%, 2/5/97(3) ....................................... 25,000,000   24,869,722
  5.37%, 1/3/97(3) ....................................... 16,734,000   16,729,008
                                                                       -----------
                                                                        82,664,086
                                                                       -----------
ENVIRONMENTAL-0.1%
WMX Technologies, Inc., 5.36%, 4/18/97(3).................. 5,000,000    4,920,344
                                                                       -----------

HEALTHCARE/DRUGS-0.1%
Sandoz Corp., 5.30%, 1/23/97(3)............................ 5,000,000    4,983,806
                                                                       -----------

HEALTHCARE/SUPPLIES & SERVICES-0.5%
American Home Products, 5.33%, 1/10/97(3)................. 10,000,000    9,986,675
Sherwood Medical Co., 5.32%, 1/24/97(3).................... 7,000,000    6,976,208
                                                                       -----------
                                                                        16,962,883
                                                                       -----------
INDUSTRIAL SERVICES-0.4%
Atlas Copco AB, 5.30%, 2/24/97(3).........................  5,000,000    4,960,250
PHH Corp., 5.79%, 3/26/97(1).............................. 10,000,000    9,998,653
                                                                       -----------
                                                                        14,958,903
                                                                       -----------
INSURANCE-6.8%
Allstate Life Insurance Co., 5.38%, 1/3/97(1)............. 10,000,000   10,000,000
General American Life Insurance Co., 5.58%, 1/3/97(1)..... 30,000,000   30,000,000
Jackson National Life:
  5.39%, 1/3/97(1) ....................................... 15,000,000   15,000,000
  5.40%, 1/3/97(1) ....................................... 30,000,000   30,000,000
Pacific Mutual Life Insurance Co., 5.57%, 1/2/97(1)(4).....50,000,000   50,000,000
Protective Life Insurance Co., 5.52%, 1/26/97(1)(4)........20,000,000   20,000,000
</TABLE>

10
<PAGE>   12
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                             Face        Value
                                                            Amount     See Note 1
                                                           ---------   -----------


<S>                                                       <C>         <C>
INSURANCE-6.8% (CONTINUED)
TransAmerica Life Insurance & Annuity Co.:
  5.38%, 10/15/97(1) ..................................   $25,000,000 $ 25,000,000
  5.38%, 8/7/97(1)(4) .................................    25,000,000   25,000,000
  5.38%, 9/30/97(1) ...................................    20,000,000   20,000,000
TransAmerica Occidental Life, 5.38%, 9/29/97(1).........   20,000,000   20,000,000
                                                                       -----------
                                                                       245,000,000
                                                                       -----------
LEASING & FACTORING-0.9%
International Lease Finance Corp.:
  5.30%, 3/7/97 ........................................   10,000,000    9,904,306
  5.33%, 2/3/97 ........................................   13,775,000   13,707,698
  5.33%, 2/7/97 ........................................   10,000,000    9,945,219
                                                                       -----------
                                                                        33,557,223
                                                                       -----------
NONDURABLE HOUSEHOLD GOODS-0.1%
Newell Co., 5.33%, 3/7/97(3).............................   5,000,000    4,951,882
                                                                       -----------

OIL-INTEGRATED-0.3%
Repsol International Finance, 5.35%, 3/28/97.............  10,000,000    9,872,194
                                                                       -----------

SAVINGS & LOANS-0.2%
First Bank FSB, 5.58%, 8/29/97(1)........................   7,000,000    6,999,550
                                                                       -----------

SPECIAL PURPOSE FINANCIAL-23.1%
Asset Backed Capital Finance, Inc.:


<PAGE>



  5.45%, 3/12/97(3)                                        15,000,000   14,841,042
  5.48%, 12/15/97(1)(4) .................................  15,000,000   14,994,921
Asset-Securitization Cooperative:
  5.31%, 1/29/97(3) .....................................  10,000,000    9,958,700
  5.31%, 2/18/97(3) .....................................  15,000,000   14,893,867
  5.31%, 2/26/97(3) .....................................  25,000,000   24,793,500
  5.33%, 3/11/97(3) .....................................   7,000,000    6,928,489
  5.33%, 3/17/97(3) .....................................  10,000,000    9,888,958
  5.34%, 3/18/97(3) .....................................  14,200,000   14,039,919
  5.35%, 3/19/97(3) .....................................  10,000,000    9,885,569
</TABLE>


                                                                              11
<PAGE>   13
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                            Face        Value
                                                                           Amount     See Note 1
                                                                         ---------    -----------

<S>                                                                    <C>            <C>
SPECIAL PURPOSE FINANCIAL-23.1% (CONTINUED)
Beta Finance, Inc.:
  5.32%, 5/12/97(1)(3) ............................................... $15,000,000    $15,001,041
  5.35%, 3/17/97(3) ..................................................  10,000,000      9,888,542
  5.35%, 4/17/97(3) ..................................................  15,000,000     14,763,708
Cooperative Association of Tractor Dealers, Inc., 5.50%, 2/4/97 ......   8,200,000      8,157,406
CXC, Inc.:
  5.31%, 2/25/97(3) ..................................................  15,000,000     14,878,313
  5.32%, 1/7/97(3) ...................................................  15,000,000     14,986,700
  5.32%, 3/12/97(3) ..................................................  10,000,000      9,896,556
  5.33%, 1/8/97(3) ...................................................  20,000,000     19,979,272
  5.35%, 1/16/97(3) ..................................................   5,000,000      4,988,854
  5.35%, 2/5/97(3) ...................................................  25,000,000     24,869,965
Falcon Asset Securitization Corp.:
  5.30%, 2/25/97(3) ..................................................  15,000,000     14,878,542
  5.32%, 1/13/97(3) ..................................................  21,000,000     20,962,760
  5.33%, 1/7/97(3) ...................................................  16,000,000     15,985,787
First Deposit Master Trust 1993-3:
  5.32%, 1/24/97(3) ..................................................   5,000,000      4,983,006
  5.32%, 2/24/97(3) ..................................................  12,000,000     11,904,240
  5.32%, 2/26/97(3) ..................................................   5,900,000      5,851,174
  5.32%, 2/27/97(3) ..................................................  17,000,000     16,856,803
  5.35%, 1/21/97(3) ..................................................   9,200,000      9,172,656
  5.35%, 3/20/97(3) ..................................................   5,000,000      4,942,042
  5.65%, 1/9/97(3) ...................................................   5,000,000      4,993,944
Fleet Funding Corp.:
  5.32%, 1/9/97(3) ...................................................  27,026,000     26,994,049
  5.45%, 1/17/97(3) ..................................................  25,000,000     24,939,444
New Center Asset Trust:
  5.35%, 4/1/97 ......................................................  15,000,000     14,799,375
  5.40%, 2/6/97 ......................................................  15,000,000     14,919,000
  5.43%, 1/29/97 .....................................................  25,000,000     24,894,417
  7.30%, 1/2/97 ...................................................... 100,000,000     99,979,722
RACERS Series 1996-MM-12-3, 5.59%, 12/15/97(1)(4) ....................  15,000,000     15,000,000
</TABLE>


12
<PAGE>   14
STATEMENT OF INVESTMENTS  DECEMBER 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                           Face         Value
                                                                          Amount      See Note 1
                                                                        ---------     -----------


<S>                                                                    <C>           <C>
SPECIAL PURPOSE FINANCIAL-23.1% (CONTINUED)
Sheffield Receivables Corp.:
  5.32%, 1/16/97 ...................................................   $ 7,450,000   $ 7,433,486
  5.32%, 1/16/97(3) ................................................    10,000,000     9,977,833
  5.32%, 1/6/97(3) .................................................    26,160,000    26,140,648
Short Term Card Account Trust 1995-1, Class A1, 5.61%, 1/15/97(1)(4)    15,000,000    15,000,000
Sigma Finance, Inc.:
  5.30%, 5/16/97(3) ................................................     5,000,000     4,900,625
  5.31%, 5/12/97(3) ................................................    10,000,000     9,806,775
  5.31%, 5/14/97(3) ................................................     6,500,000     6,372,486
  5.31%, 5/19/97(3) ................................................     5,000,000     4,898,225
  5.32%, 5/6/97(3) .................................................     5,000,000     4,907,639
  5.33%, 3/3/97(3) .................................................     5,000,000     4,954,843
  5.37%, 4/15/97(3) ................................................    15,000,000    14,767,300
  5.37%, 4/28/97(3) ................................................    21,000,000    20,634,668
  5.37%, 4/8/97(3) .................................................    14,000,000    13,797,432
  5.38%, 1/3/97(3) .................................................    10,000,000     9,997,011
  5.38%, 4/9/97(3) .................................................    24,000,000    23,649,024
  5.44%, 2/28/97(3) ................................................    10,000,000     9,912,356
  5.45%, 1/24/97(3) ................................................     5,000,000     4,982,590
  5.45%, 2/19/97(3) ................................................    15,000,000    14,888,729
SMM Trust:
  1996-B, 5.42%, 8/4/97(4) .........................................    10,000,000    10,000,000
  1996-I, 5.71%, 5/29/97(1)(4) .....................................    10,000,000    10,000,000
  1996-V, 5.98%, 3/26/97(4) ........................................    10,000,000    10,000,000
TIERS Series DCMT 1996-A, 5.64%, 10/15/97(1)(4)............ ........     5,000,000     5,000,000
                                                                                     -----------
                                                                                     831,713,953
                                                                                     -----------
TELECOMMUNICATIONS-TECHNOLOGY-2.9%
GTE Corp., 5.48%, 4/1/97 ............................................    10,000,000     9,863,000
NYNEX Corp.:
  5.32%, 2/21/97 ....................................................    8,000,000     7,939,707
  5.33%, 2/18/97 ....................................................    5,000,000     4,964,467
  5.34%, 1/27/97 ....................................................    5,000,000     4,980,717
  5.34%, 3/6/97 .....................................................   10,000,000     9,905,067
  5.34%, 3/7/97 .....................................................    7,000,000     6,932,508
</TABLE>


                                                                              13
<PAGE>   15
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.



<TABLE>
<CAPTION>
                                                                                 Face                  Value
                                                                               Amount                See Note 1
                                                                               ---------             -----------



<S>                                                                           <C>                  <C>


<PAGE>



TELECOMMUNICATIONS-TECHNOLOGY-2.9% (CONTINUED)
  5.35%, 1/10/97 ...........................................................  $20,000,000          $   19,973,250
  5.35%, 1/24/97 ...........................................................   10,000,000               9,965,819
  5.35%, 3/5/97 ............................................................    5,000,000               4,953,363
  5.42%, 1/13/97 ...........................................................   15,000,000              14,972,900
  5.42%, 1/17/97 ...........................................................    9,400,000               9,377,607
                                                                                                   --------------
                                                                                                      103,828,405
                                                                                                   --------------
Total Short-Term Notes (Cost $3,121,654,966)................................                        3,121,654,966
                                                                                                   --------------


U.S. GOVERNMENT AGENCIES-0.9%
Federal Home Loan Bank, 5.68%, 8/1/97 (Cost $33,982,579)(1) ................    34,000,000             33,982,579
                                                                                                   --------------


FOREIGN GOVERNMENT OBLIGATIONS-1.0%
Bayerische Landesbank Girozentrale, 5.07%, 7/29/97(1) ......................    15,000,000             15,000,000
Westdeutsche Landesbank Girozentrale, guaranteeing commercial paper of:
  Unibanco-Uniao de Bancos Brasileiros SA-Grand Cayman-Series A, 5.37%, 4/7/97   5,000,000              4,928,400

  Comision Federal de Electricidad:
    Series A, 5.31%, 2/18/97 ...............................................    10,000,000              9,929,200
    Series A, 5.36%, 3/11/97 ...............................................     5,000,000              4,948,633
                                                                                                   --------------
Total Foreign Government Obligations (Cost $34,806,233)....                                            34,806,233
                                                                                                   --------------
Total Investments, at Value.................................................         100.5%         3,619,270,756
Liabilities in Excess of Other Assets.......................................          (0.5)         (17,781,686)
                                                                                     -----         --------------

Net Assets..................................................................         100.0%        $3,601,489,070
                                                                                     =====         ==============
</TABLE>


14
<PAGE>   16
STATEMENT OF INVESTMENTS  December 31, 1996 (Continued)  Daily Cash Accumulation
Fund, Inc.




Short-term  notes,  direct bank  obligations and letters of credit are generally
traded on a discount  basis;  the interest rate is the discount rate received by
the Fund at the time of purchase. Other securities normally bear interest at the
rates shown.

1. Floating or variable rate  obligation.  The interest rate,  which is based on
   specific,  or an index  of,  market  interest  rates,  is  subject  to change
   periodically  and is the effective rate on December 31, 1996. This instrument
   may also have a demand  feature which allows the recovery of principal at any
   time,  or at specified  intervals  not  exceeding one year, on up to 30 days'
   notice.  Maturity date shown represents  effective maturity based on variable
   rate and, if applicable, demand feature.
2. Put  obligation  redeemable  at full  face  value on the  date  reported.  3.
Restricted securities, including those issued in exempt transactions without
   registration  under  the  Securities  Act of 1933  (the  Act),  amounting  to
   $881,361,667,  or 24.47% of the Fund's net assets, have been determined to be
   liquid pursuant to guidelines adopted by the Board of Directors.
4. Restricted securities which are considered illiquid, by virtue of the absence
   of a readily available market or because of legal or contractual restrictions
   on resale,  amount to  $194,994,921,  or 5.41% of the Fund's net assets.  The
   Fund may not invest more than 10% of its net assets  (determined  at the time
   of purchase) in illiquid securities.


See accompanying Notes to Financial Statements.


                                                                              15

<PAGE>   17
STATEMENT OF ASSETS AND  LIABILITIES  December 31, 1996 Daily Cash  Accumulation
Fund, Inc.

<TABLE>
<CAPTION>
ASSETS:
<S>                                                                  <C>
Investments, at value-see accompanying statement .............       $3,619,270,756
Cash .........................................................            4,025,043
Receivables:
  Interest ...................................................            7,239,494
  Shares of capital stock sold ...............................              435,693
Other ........................................................               71,879
                                                                     --------------
    Total assets .............................................        3,631,042,865
                                                                     --------------

LIABILITIES:
Payables and other liabilities:
  Shares of capital stock redeemed ...........................           28,952,775
  Service plan fees ..........................................              235,143
  Dividends ..................................................                8,792
  Directors' fees ............................................                4,452
Other ........................................................              352,633
                                                                     --------------
  Total liabilities ..........................................           29,553,795
                                                                     --------------

NET ASSETS ...................................................       $3,601,489,070
                                                                     ==============

COMPOSITION OF NET ASSETS:
Par value of shares of capital stock .........................       $  360,135,211
Additional paid-in capital ...................................        3,241,216,896
Accumulated net realized gain on investment transactions .....              136,963
                                                                     --------------

NET ASSETS-applicable to 3,601,352,108 shares of capital
  stock outstanding ..........................................       $3,601,489,070
                                                                     ==============
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE
  PER SHARE ..................................................                $1.00
</TABLE>

See accompanying Notes to Financial Statements.

16
<PAGE>   18
STATEMENT  OF  OPERATIONS  For the Year  Ended  December  31,  1996  Daily  Cash
Accumulation Fund, Inc.

<TABLE>
<CAPTION>
<S>                                                                                          <C>
INVESTMENT INCOME-Interest .............................................................     $ 197,327,796
                                                                                             -------------

EXPENSES:
Management fees-Note 3 .................................................................        13,374,834


<PAGE>



Service plan fees-Note 3 ...............................................................         7,123,026
Transfer and shareholder servicing agent fees-Note 3 ...................................         2,910,657
Custodian fees and expenses ............................................................           384,166
Registration and filing fees ...........................................................           342,496
Shareholder reports ....................................................................           273,627
Legal and auditing fees ................................................................            45,581
Directors' fees and expenses ...........................................................            30,738
Insurance expenses .....................................................................            29,160
Other ..................................................................................            11,999
                                                                                             -------------
  Total expenses .......................................................................        24,526,284
  Less reimbursement of expenses by Centennial Asset Management Corporation-Note 3 .....          (441,801)
                                                                                             -------------
  Net expenses .........................................................................        24,084,483
                                                                                             -------------
NET INVESTMENT INCOME ..................................................................       173,243,313

NET REALIZED GAIN ON INVESTMENTS .......................................................             2,534
                                                                                             -------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ...................................     $ 173,245,847
                                                                                             =============
</TABLE>

See accompanying Notes to Financial Statements.

                                                                              17
<PAGE>   19
STATEMENTS OF CHANGES IN NET ASSETS Daily Cash Accumulation Fund, Inc.

<TABLE>
<CAPTION>
                                                                      Year Ended December 31,
                                                                    1996                   1995
                                                              ---------------        ---------------
OPERATIONS:
<S>                                                           <C>                    <C>
Net investment income .................................       $   173,243,313        $   179,893,318
Net realized gain .....................................                 2,534                664,800
                                                              ---------------        ---------------
Net increase in net assets resulting from operations ..           173,245,847            180,558,118


DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS ...........          (173,245,601)          (180,522,108)

CAPITAL STOCK TRANSACTIONS:
Net increase in net assets resulting from capital stock
  transactions-Note 2 .................................            77,763,723            565,456,928
                                                              ---------------        ---------------

NET ASSETS:
Total increase ........................................            77,763,969            565,492,938
Beginning of period ...................................         3,523,725,101          2,958,232,163
                                                              ---------------        ---------------
End of period .........................................       $ 3,601,489,070        $ 3,523,725,101
                                                              ===============        ===============
</TABLE>

See accompanying Notes to Financial Statements.

18
<PAGE>   20
FINANCIAL HIGHLIGHTS
Daily Cash Accumulation Fund, Inc.

<TABLE>
<CAPTION>
                                                                    Year Ended December 31,
                                                    1996        1995        1994        1993        1992
                                                    ----        ----        ----        ----        ----
<S>                                               <C>         <C>         <C>         <C>         <C>
PER SHARE OPERATING DATA:
Net asset value, beginning
  of period ...................................    $1.00       $1.00       $1.00       $1.00       $1.00
Income from investment
  operations-net investment
  income and net realized gain ................      .05         .05         .04         .03         .03
Dividends and distributions to shareholders ...     (.05)       (.05)       (.04)       (.03)       (.03)
                                                   -----       -----       -----       -----       -----
Net asset value, end of period ................    $1.00       $1.00       $1.00       $1.00       $1.00
                                                   =====       =====       =====       =====       =====

TOTAL RETURN, AT
  NET ASSET VALUE(1) ..........................     4.93%       5.47%       3.77%       2.69%       3.54%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions) .......   $3,602      $3,524      $2,958      $3,589      $4,061
Average net assets (in millions) ..............   $3,591      $3,379      $3,378      $3,940      $4,760

RATIOS TO AVERAGE NET ASSETS:
Net investment income .........................     4.82%       5.32%       3.64%       2.67%       3.50%
Expenses, before voluntary reimbursement
  by the Manager ..............................     0.68%       0.71%       0.74%       0.74%       0.70%
Expenses, net of voluntary reimbursement
  by the Manager ..............................     0.67%        N/A        0.73%        N/A         N/A
</TABLE>

1.  Assumes a  hypothetical  initial  investment  on the business day before the
    first day of the fiscal period, with all dividends  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.  Total returns are
    not annualized for periods of less than one full year.

See accompanying Notes to Financial Statements.

                                                                              19
<PAGE>
 NOTES TO FINANCIAL STATEMENTS Daily Cash Accumulation Fund, Inc.


1. SIGNIFICANT ACCOUNTING POLICIES

Daily Cash Accumulation Fund, Inc. (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  objective  is to seek the  maximum
current income that is consistent  with low capital risk and the  maintenance of
liquidity.  The Fund seeks to achieve  this  objective  by  investing  in "money
market" securities  meeting specified quality  standards.  The Fund's investment
adviser is Centennial Asset Management  Corporation (the Manager),  a subsidiary
of  OppenheimerFunds,  Inc.  (OFI).  The  following is a summary of  significant
accounting policies consistently followed by the Fund.

Investment  Valuation-Portfolio  securities are valued on the basis of amortized
cost, which approximates market value.

Federal  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 to  shareholders.  Therefore,  no federal
income or excise tax provision is required.

Distributions  to  Shareholders-The  Fund intends to declare  dividends from net
investment  income each day the New York Stock Exchange is open for business and
pay such  dividends  monthly.  To effect its policy of  maintaining  a net asset
value of $1.00 per share, the Fund may withhold dividends or make distributions


<PAGE>



of net realized gains.

Other-Investment transactions are accounted for on the
date the  investments  are  purchased or sold (trade date).  Realized  gains and
losses on investments are determined on an identified  cost basis,  which is the
same basis used for federal income tax purposes.

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of income and expenses during the reporting period.  Actual
results could differ from those estimates.


20
<PAGE>   22

NOTES TO FINANCIAL STATEMENTS (Continued) Daily Cash Accumulation Fund, Inc.


2. CAPITAL STOCK
The Fund has authorized  15,000,000,000 shares of $0.10 par value capital stock.
Transactions in shares of capital stock were as follows:

<TABLE>
<CAPTION>
                                     Year Ended December 31, 1996               Year Ended December 31, 1995
                                 ------------------------------------       ------------------------------------
                                     Shares                Amount               Shares               Amount
                                 --------------       ---------------       --------------       ---------------
<S>                               <C>                 <C>                    <C>                 <C>
Sold ......................       7,263,772,507       $ 7,263,772,507        7,320,626,109       $ 7,320,626,109
Dividends and distributions
reinvested ................         170,695,960           170,695,960          177,673,219           177,673,219
Redeemed ..................      (7,356,704,744)       (7,356,704,744)      (6,932,842,400)       (6,932,842,400)
                                 --------------       ---------------       --------------       ---------------
Net increase ..............          77,763,723       $    77,763,723          565,456,928       $   565,456,928
                                 ==============       ===============       ==============       ===============
</TABLE>


3. 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 a fee of 0.45% on the first
$500  million of average  annual net assets with a  reduction  of 0.025% on each
$500  million  thereafter,  to 0.25% on net assets in excess of $4 billion.  The
Manager has agreed to reimburse the Fund if aggregate  expenses (with  specified
exceptions)  exceed  the  most  stringent  applicable  regulatory  limit on Fund
expenses.

Independently  of the investment  advisory  agreement  with the Fund,  effective
December  1,  1994,  the  Manager  has  voluntarily  agreed to assume the Fund's
expenses to the level needed to enable the Fund's  seven-day  yield (computed in
accordance with procedures  specified pursuant to regulations  adopted under the
Investment  Company  Act of 1940)  to at  least  equal  the  seven-day  yield of
Centennial  Money Market Trust, a related Fund for which the Manager also serves
as investment adviser.

Shareholder  Services,  Inc.  (SSI),  a  subsidiary  of OFI, is the transfer and
shareholder  servicing agent for the Fund, and for other  registered  investment
companies. SSI's total costs of providing such services are allocated ratably to
these companies.

Under an approved plan of  distribution,  the Fund may expend up to 0.20% of its
net assets annually to reimburse certain  securities dealers and other financial
institutions and organizations for costs incurred in distributing Fund shares.

                                                                              21
<PAGE>   23

INDEPENDENT AUDITORS' REPORT
Daily Cash Accumulation Fund, Inc.


The Board of Directors and Shareholders of Daily Cash Accumulation Fund, Inc.:

We have audited the accompanying statement of assets and liabilities,  including
the  statement of  investments,  of Daily Cash  Accumulation  Fund,  Inc., as of
December 31, 1996, the related  statement of operations for the year then ended,
the  statements  of changes in net assets for the years ended  December 31, 1996
and  1995,  and the  financial  highlights  for the  period  January  1, 1992 to
December 31, 1996. These financial  statements and financial  highlights are the
responsibility  of the Fund's  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of securities owned at December
31, 1996 by correspondence with the custodian.  An audit also includes assessing
the accounting principles used and significant estimates made by management,  as
well as evaluating the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.

In our opinion,  such  financial  statements  and financial  highlights  present
fairly,  in  all  material  respects,  the  financial  position  of  Daily  Cash
Accumulation  Fund,  Inc., at December 31, 1996, the results of its  operations,
the changes in its net assets,  and the financial  highlights for the respective
stated periods, in conformity with generally accepted accounting principles.



DELOITTE & TOUCHE LLP



Denver, Colorado
January 22, 1997



22
<PAGE>


FEDERAL INCOME TAX INFORMATION (Unaudited) Daily Cash Accumulation Fund, Inc.


In early 1997, shareholders will receive information regarding all dividends and
distributions paid to them by the Fund during calendar year 1996. Regulations of
the U.S. Treasury  Department require the Fund to report this information to the
Internal Revenue Service.

None of the dividends paid by the Fund during the fiscal year ended December 31,
1996 are eligible for the corporate dividend-received deduction.

The  foregoing  information  is  presented to assist  shareholders  in reporting
distributions received from the Fund to the Internal Revenue Service. Because of
the complexity of the federal  regulations  which may affect your individual tax
return and the many variations in state and local tax regulations,  we recommend
that you consult your tax adviser for specific guidance.gulations,  we recommend
that you consult your tax adviser for specific guidance.

<PAGE>


Daily Cash Accumulation Fund, Inc.                     1997 Semi-Annual Report

       Officers and Directors
       James C. Swain, Chairman and Chief
         Executive Officer
       Bridget A. Macaskill, Director and
         President
       Robert G. Avis, Director
       William A. Baker, Director
       Charles Conrad, Jr., Director
       Jon S. Fossel, Director
       Sam Freedman, Director
       Raymond J. Kalinowski, Director
       C. Howard Kast, Director                        Daily Cash
       Robert M. Kirchner, Director
       Ned M. Steel, Director                          Accumulation
       George C. Bowen, Vice President, Treasurer      Fund, Inc.
         and Assistant Secretary
       Andrew J. Donohue, Vice President and           June 30, 1997
         Secretary
       Dorothy G. Warmack, Vice President
       Carol E. Wolf, Vice President
       Arthur J. Zimmer, Vice President
       Robert J. Bishop, Assistant Treasurer
       Scott T. Farrar, Assistant Treasurer
       Robert G. Zack, Assistant Secretary

       Investment Adviser And Distributor
       Centennial Asset Management Corporation

       Transfer and Shareholder Servicing Agent
       Shareholder Services, Inc.

       Custodian of Portfolio Securities
       Citibank, N.A.

       Independent Auditors
       Deloitte & Touche LLP

       Legal Counsel
       Myer, Swanson, Adams & Wolf, P.C.

       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 Daily  Cash  Accumulation
       Fund, Inc. This report must be preceded or accompanied by a Prospectus of
       Daily Cash Accumulation  Fund, Inc. For material  information  concerning
       the Fund, see the Prospectus.

       For shareholder servicing call:
       1-800-525-9310 (in U.S.)
       303-768-3200 (outside U.S.)

       Or write:
       Shareholder Services, Inc.
       P.O. Box 5143
       Denver, CO 80217-5143



<PAGE>

Dear Shareholder:

The job of a money market fund is to provide liquidity,  safety of principal and
a yield  that keeps pace with  inflation.  During the six months  ended June 30,
1997, your Daily Cash Accumulation Fund, Inc. achieved those objectives.

For the six months ended June 30, 1997, Daily Cash Accumulation Fund, Inc. had a
compounded  annualized yield of 5.05%.  Without  compounding,  the corresponding
yield was 4.93%. The seven-day  annualized yields, with and without compounding,
for the six months ended June 30, 1997 were 5.17% and 5.04%, respectively.1 It's
important  to remember  that an  investment  in the Fund is neither  insured nor
guaranteed by the U.S. government,  and there is no assurance that the Fund will
maintain a stable $1.00 share price in the future.

Our strategy is to invest in the  securities  that present  minimal credit risk.
Through our independent credit analysis,  we are able to add value in the way of
additional  yield, by identifying and investing in securities that are improving
credits.  We may invest in  securities  that receive the second  highest  rating
issued  by one  credit  rating  agency,  but that  security  must also have been
assigned the highest rating by at least two other ratings agencies. We invest in
such a "split-rated" security only if it is, in our opinion, an improving credit
and likely to be upgraded.

The U.S.  economy is in the midst of one of its best  periods in  decades,  with
growth  in 1997  reaching  an  annual  rate of 4%,  up from  about  2% in  1995.
Unemployment  has fallen to its lowest level since the early  1970s.  Meanwhile,
inflation is dormant, despite the strengthening economy.

As a result,  interest  rates have  remained  under  control.  Although  30-year
Treasury  rates have risen above 7% several times during the past twelve months,
yields on short-term  securities,  such as U.S.  Treasury bills and money market
securities, have hovered closer to 5%.

In comparison,  the annual inflation rate is generally agreed to be about 2.5%.2
That means that the  difference  between  money market  yields and  inflation is
roughly 3 percentage  points,  twice the normal "spread."  Considering their low
level of risk and their  traditional  role as an  alternative  to cash,  today's
money market fund yields are quite attractive.

On March 25, 1997, the Federal Reserve Board raised short-term interest rates by
0.25%.  Many  market  observers  predicted  the Fed's  attempt  to slow down the
economy,  since the Gross Domestic  Product during the first quarter of 1997 was
growing at a 5.8% annual  rate.  Although  the March action came as no surprise,
the next question was whether the Fed was going to raise interest rates further.
However, the Fed often behaves unexpectedly.  Many investors expected the Fed to
raise interest rates another 0.25% at its May 20, 1997 meeting. Instead, the Fed
left interest rates unchanged, satisfied that the economy was slowing down.

Rather  than try to make such  predictions,  our  strategy  is to  "ladder"  the
portfolio with some securities maturing in a few days, some maturing in a month,
some  maturing  in two  months  and so on.  With  a  relatively  broad  maturity
spectrum,  the  portfolio is less  affected by Fed moves up or down. At the same
time, the portfolio is able to enjoy <PAGE>


higher income typically available on longer-term money market securities.

Thank you for your  confidence  in Daily Cash  Accumulation  Fund,  Inc. We look
forward to helping you reach your investment goals in the future.


Sincerely,


/s/ James C. Swain
James C. Swain
Chairman
Daily Cash Accumulation Fund, Inc.




/s/ Bridget A. Macaskill
Bridget A. Macaskill
President
Daily Cash Accumulation Fund, Inc.


July 22, 1997


1. Compounded  yields assume  reinvestment of dividends.  An "annualized"  yield
   assumes that the actual six-month performance is replicated for a full year.
   Past performance does not guarantee future results.
2. Data: Labor Dept.


2
<PAGE>


Statement of Investments June 30, 1997 (Unaudited)
Daily Cash Accumulation Fund, Inc.


                                                       Face             Value
                                                      Amount         See Note 1
                                                   ------------     ------------
Bankers' Acceptances-0.6% BankBoston, N.A.:
 5.28%, 8/18/97...............................     $  7,000,000     $  6,950,720
 5.60%, 10/24/97..............................        5,000,000        4,910,555
Societe Generale, 5.64%, 10/15/97.............        8,000,000        7,867,147
                                                                    ------------
Total Bankers' Acceptances....................                        19,728,422
                                                                    ------------
Certificates of Deposit-3.6%
Domestic Certificates of Deposit-0.6%
LaSalle National Bank:
 5.46%, 7/1/97................................        5,000,000        5,000,000
 5.52%, 7/9/97................................        8,000,000        8,000,000
 5.53%, 7/2/97................................       10,000,000       10,000,000
                                                                    ------------
                                                                      23,000,000
                                                                    ------------
Yankee Certificates of Deposit-2.9%
ABN Amro Bank, N.V., 5.49%, 7/11/97...........       15,000,000       15,000,082
Deutsche Bank AG, 5.55%, 7/14/97..............       10,000,000       10,000,035
Societe Generale:
 5.68%, 8/21/97...............................        7,000,000        7,000,081
 5.68%, 8/21/97...............................       10,000,000        9,999,925
 5.72%, 10/21/97..............................       10,000,000        9,989,803
 5.75%, 12/23/97..............................       15,000,000       15,000,000
 5.75%, 12/23/97..............................       15,000,000       15,000,000
 5.75%, 8/8/97................................       10,000,000       10,000,000
 5.92%, 9/17/97...............................       10,000,000       10,006,032
                                                                    ------------
                                                                     101,995,958
                                                                    ------------
Total Certificates of Deposit.................                       124,995,958

Direct Bank Obligations-4.6%
Abbey National North America Corp.:
 5.275%, 8/21/97..............................       10,000,000        9,925,271
 5.39%, 7/11/97...............................       10,000,000        9,985,014
ABN Amro North America Finance, Inc.:
 5.28%, 7/23/97...............................       10,000,000        9,967,122
 5.37%, 7/11/97...............................       15,000,000       14,997,625
BankBoston, N.A.:
 5.53%, 7/11/97...............................       10,000,000       10,000,000
 5.69%, 8/29/97...............................       10,000,000       10,000,000
 5.69%, 9/8/97................................        5,000,000        5,000,000
Bankers Trust Co., New York:
 5.37%, 12/10/97(1)...........................        8,000,000        7,999,147


                                                                               3
<PAGE>


Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                     Face             Value
                                                                    Amount         See Note 1
                                                                 -----------     --------------
<S>                                                              <C>             <C>
Direct Bank Obligations (Continued)
Bankers Trust Co., New York: (Continued)
 5.60%, 11/26/97(1)...........................................   $10,000,000     $    9,997,210
 5.66%, 6/9/98(1).............................................     8,000,000          7,996,352
FCC National Bank, 5.60%, 5/8/98(1)...........................    10,000,000          9,996,668
Societe Generale North America, Inc.:
 5.39%, 7/14/97...............................................    15,000,000         14,970,804
 5.59%, 12/10/97..............................................     8,000,000          7,798,760
 5.60%, 9/8/97................................................    25,000,000         24,731,667
 5.61%, 9/2/97................................................    10,000,000          9,901,825
                                                                                 ---------------
Total Direct Bank Obligations.................................                      163,247,465
                                                                                 ---------------
Letters of Credit-6.3%
ABN Amro Bank, N.V., guaranteeing commercial paper of:
 Formosa Plastics Corp. USA-Series A:
  5.60%, 8/26/97..............................................    10,000,000          9,912,889
  5.60%, 9/22/97..............................................     5,000,000          4,935,444
  5.63%, 8/28/97..............................................    15,000,000         14,863,942
Bank of America NT & SA, guaranteeing commercial paper of:
 Hyundai Motor Finance Co., 5.38%, 7/7/97.....................     5,000,000          4,995,517
Bank One, Cleveland, guaranteeing commercial paper of:
 Capital One Funding Corp.-Series 1995F:
  5.63%, 7/13/97(1)(2)........................................    10,404,000         10,404,000
  5.63%, 7/13/97(1)(2)........................................     8,750,000          8,750,000
Barclays Bank PLC, guaranteeing commercial paper of:
 Banco Bradesco SA-Grand Cayman Branch:
  Series A, 5.65%, 12/1/97....................................     5,000,000          4,881,212
  Series A, 5.69%, 12/3/97....................................    13,000,000         12,681,518
  Series B, 5.62%, 12/3/97....................................     5,000,000          4,879,014
Barclays Bank PLC, guaranteeing commercial paper of:
 Banco Nacionale de Mexico SA-Series B, 5.63%, 7/1/97.........    10,000,000         10,000,000
Bayerische Vereinsbank AG, guaranteeing commercial paper of:
 Galicia Funding Corp.-Series A:
  5.63%, 9/5/97(3)............................................    10,000,000          9,896,783
  5.65%, 12/5/97(3)...........................................    13,000,000         12,681,421
Credit Suisse, guaranteeing commercial paper of:
 CEMEX, S.A. de C.V.-Series A, 5.31%, 8/18/97.................     5,000,000          4,964,600
 CEMEX, S.A. de C.V.-Series B, 5.61%, 8/22/97.................    17,000,000         16,862,243
 CEMEX, S.A. de C.V.-Series B, 5.68%, 8/19/97.................     5,750,000          5,706,016
 COSCO (Cayman) Co., Ltd., 5.59%, 10/24/97....................     5,000,000          4,910,715
 Daewoo International Corp., 5.45%, 7/15/97...................     6,000,000          5,987,283
 Daewoo International Corp., 5.60%, 9/9/97....................    10,000,000          9,891,111
</TABLE>

4
<PAGE>

Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                               Face             Value
                                                                              Amount         See Note 1
                                                                           -----------     --------------
<S>                                                                        <C>             <C>
Letters of Credit (Continued)
 Guangdon Enterprises Ltd., 5.67%, 8/19/97..............................   $ 5,000,000     $    4,961,412
 Minmetals Capitals & Securities, Inc., 5.61%, 8/12/97..................     5,000,000          4,967,275
 Pemex Capital, Inc.-Series A, 5.28%, 7/14/97...........................    25,000,000         24,952,388
 Pemex Capital, Inc.-Series B, 5.62%, 11/3/97...........................     5,000,000          4,902,431
Societe Generale, guaranteeing commercial paper of:
 Banco Nacionale de Comercio Exterior, SNC-Series A, 5.61%, 11/25/97         5,000,000          4,885,463
 Banco Nacionale de Comercio Exterior, SNC-Series B, 5.61%, 12/1/97.....    10,000,000          9,761,575
 Nacional Financiera SNC-Series A, 5.75%, 8/18/97.......................    10,000,000          9,923,333
                                                                                           --------------
Total Letters of Credit.................................................                      221,557,585
                                                                                           --------------
Short-Term Notes-80.3% Automotive-1.4% BMW US Capital Corp.:
 5.60%, 8/20/97.........................................................    20,000,000         19,844,444
 5.60%, 8/25/97.........................................................    10,000,000          9,914,444
 5.62%, 8/26/97.........................................................    10,425,000         10,333,862
 5.65%, 8/5/97..........................................................    10,000,000          9,945,069
                                                                                           --------------
                                                                                               50,037,819
                                                                                           --------------
Bank Holding Companies-2.2%
Bankers Trust New York Corp., 5.39%, 7/9/97.............................    25,000,000         24,970,056
Barnett Banks, Inc., 5.70%, 7/7/97......................................    15,000,000         14,985,750
CoreStates Capital Corp., 5.61%, 7/14/97(1).............................     5,000,000          5,000,000
Morgan (J.P.) & Co., Inc., 5.38%, 7/9/97................................    10,000,000          9,988,044
NationsBank Corp., 5.37%, 7/8/97........................................    16,000,000         15,983,293
Norwest Corp., 7.70%, 11/15/97..........................................     5,000,000          5,031,092
                                                                                           --------------
                                                                                               75,958,235
                                                                                           --------------
Beverages-0.3%
Coca-Cola Enterprises, Inc.:
 5.66%, 7/24/97(3)......................................................     5,000,000          4,981,919
 5.68%, 7/14/97(3)......................................................     5,000,000          4,989,744
                                                                                           --------------
                                                                                                9,971,663
                                                                                           --------------
Broker/Dealers-15.0%
Bear Stearns Cos., Inc.:
 5.42%, 10/16/97(1).....................................................     5,000,000          4,999,386
 5.43%, 4/21/98(1)......................................................     5,000,000          4,999,916
 5.44%, 5/22/98(1)......................................................     7,000,000          7,000,000
 5.60%, 8/20/97.........................................................    10,000,000          9,922,222
 5.61%, 8/27/97.........................................................    15,000,000         14,866,762
 5.61%, 8/28/97.........................................................    10,000,000          9,909,617
</TABLE>


                                                                               5
<PAGE>


Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                    Face            Value
                                                   Amount         See Note 1
                                                 -----------     ------------
<S>                                              <C>             <C>
Broker/Dealers (Continued)
Bear Stearns Cos., Inc.: (Continued)
 5.61%, 9/22/97...............................   $ 7,000,000     $  6,909,461
 5.62%, 9/2/97................................    15,000,000       14,852,475
 5.62%, 9/4/97................................    10,000,000        9,898,528
 5.63%, 7/14/97...............................    16,000,000       15,967,471
 5.64%, 10/6/97...............................    15,000,000       14,772,050
 5.66%, 7/8/97................................    18,000,000       17,980,190
 5.677%, 2/9/98(1)............................     5,000,000        5,006,286
CS First Boston, Inc.:
 5.36%, 7/11/97...............................     5,000,000        4,992,556
 5.42%, 5/12/98(1)............................     5,000,000        5,000,000
 5.43%, 6/2/98(1).............................     5,000,000        5,000,000
 5.617%, 3/13/98(1)...........................     8,000,000        8,000,000
Goldman Sachs Group, L.P.:
 5.60%, 9/12/97...............................    15,000,000       14,829,667
 5.61%, 9/10/97...............................    15,000,000       14,834,037
 5.62%, 10/6/97...............................    10,000,000        9,848,572
 5.62%, 9/4/97................................    15,000,000       14,847,792
 Promissory Nts., 5.844%, 10/10/97(2).........     6,000,000        6,000,000
 Promissory Nts., 5.87%, 11/10/97(2)..........    10,000,000       10,000,000
 Promissory Nts., 5.88%, 12/12/97(2)..........    15,000,000       15,000,000
 Promissory Nts., 5.89%, 9/4/97(2)............    10,000,000       10,000,000
Lehman Brothers Holdings, Inc.:
 5.62%, 11/21/97..............................    10,000,000        9,776,761
 5.63%, 8/22/97...............................     5,000,000        4,959,339
 5.64%, 9/10/97...............................    20,000,000       19,777,533
 5.65%, 7/10/97...............................    10,000,000        9,985,875
 5.65%, 7/7/97................................    10,000,000        9,990,583
 5.677%, 2/3/98(1)............................    10,000,000       10,000,000
 5.771%, 6/18/98(1)...........................    10,000,000       10,030,510
Merrill Lynch & Co., Inc.:
 5.28%, 7/3/97................................     5,000,000        4,998,533
 5.36%, 7/2/97................................    10,000,000        9,998,511
 5.40%, 7/9/97................................     5,000,000        4,994,000
 5.58%, 10/29/97..............................    20,000,000       19,628,000
 5.58%, 12/15/97..............................     9,000,000        8,767,035
 5.60%, 8/29/97...............................     5,000,000        4,954,111
 5.63%, 7/14/97...............................    28,000,000       27,943,074
 5.648%, 1/8/98(1)............................    15,000,000       14,998,469
 5.65%, 7/10/97...............................    10,000,000        9,985,875
 5.68%, 10/24/97(1)...........................    10,000,000        9,999,370
 5.68%, 3/18/98(1)............................     5,000,000        4,999,304
</TABLE>

6
<PAGE>

Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                            Face             Value
                                                                           Amount         See Note 1
                                                                        -----------     --------------
<S>                                                                     <C>             <C>
Broker/Dealers (Continued)
 5.68%, 7/16/97......................................................   $20,000,000     $   19,952,667
 5.685%, 5/26/98(1)..................................................     8,000,000          7,998,927
 5.70%, 8/12/97......................................................     5,000,000          4,966,750
 5.75%, 12/19/97(1)..................................................    15,000,000         14,999,774
 Morgan Stanley, Dean Witter, Discover & Co., 5.50%, 3/24/98.........    28,900,000         28,900,000
                                                                                        --------------
                                                                                           528,041,989
                                                                                        --------------
Chemicals-0.2%
Henkel Corp., 5.61%, 9/11/97(3)......................................     6,185,000          6,115,604
                                                                                        --------------
Commercial Finance-16.9%
CIT Group Holdings, Inc.:
 5.58%, 11/20/97(1)..................................................    15,000,000         14,995,578
 5.60%, 5/22/98(1)...................................................    15,000,000         14,990,973
 5.60%, 8/26/97......................................................    10,000,000          9,912,889
 5.625%, 9/17/97(1)..................................................    20,000,000         19,996,901
 5.63%, 7/17/97......................................................    10,000,000          9,974,978
 5.764%, 3/11/98(1)..................................................    38,500,000         38,500,000
Countrywide Home Loans:
 5.57%, 7/1/97.......................................................    15,000,000         15,000,000
 5.57%, 7/9/97.......................................................    32,000,000         31,960,391
 5.59%, 9/18/97......................................................    20,000,000         19,754,661
 5.61%, 8/27/97......................................................    10,000,000          9,911,175
 5.62%, 8/14/97......................................................    10,000,000          9,931,311
 5.62%, 8/26/97......................................................    75,000,000         74,343,556
FINOVA Capital Corp.:
 5.30%, 7/14/97......................................................     5,000,000          4,990,431
 5.40%, 7/1/97.......................................................    10,000,000         10,000,000
 5.40%, 7/21/97......................................................     5,000,000          4,985,000
 5.43%, 7/10/97......................................................     5,000,000          4,993,212
 5.44%, 7/7/97.......................................................    10,000,000          9,990,775
 5.47%, 7/11/97......................................................    10,000,000          9,984,806
 5.47%, 7/16/97......................................................     5,000,000          4,988,604
 5.61%, 10/30/97.....................................................    15,000,000         14,717,162
 5.61%, 11/21/97.....................................................     8,000,000          7,821,727
 5.61%, 11/7/97......................................................     5,000,000          4,899,487
 5.62%, 11/10/97.....................................................     5,000,000          4,896,967
 5.63%, 12/4/97......................................................    15,000,000         14,634,050
 5.63%, 8/21/97......................................................    10,000,000          9,920,242
 5.64%, 11/14/97.....................................................    13,000,000         12,723,013
 5.64%, 9/8/97.......................................................    10,000,000          9,891,900
 5.65%, 9/19/97......................................................    15,000,000         14,811,667
 5.69%, 12/11/97.....................................................    20,000,000         19,484,739
</TABLE>

                                                                               7
<PAGE>

Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                 Face            Value
                                                                Amount         See Note 1
                                                             -----------     ------------
<S>                                                          <C>             <C>
Commercial Finance (Continued)
Heller Financial, Inc.:
 5.71%, 10/1/97(1)    ....................................   $20,000,000     $ 19,998,992
 5.71%, 10/10/97(1)   ....................................    13,000,000       12,999,281
 5.72%, 8/27/97    .......................................    15,000,000       14,864,150
 5.73%, 9/9/97  ..........................................    15,000,000       14,832,875
 5.74%, 11/13/97   .......................................    15,000,000       14,677,125
 5.75%, 12/15/97   .......................................     9,000,000        8,759,938
 5.75%, 7/16/97    .......................................    10,000,000        9,976,042
 5.75%, 9/4/97  ..........................................    10,000,000        9,896,181
 5.75%, 9/8/97  ..........................................     7,000,000        6,922,854
 5.80%, 10/9/97    .......................................    20,000,000       19,677,778
 5.80%, 12/22/97   .......................................    15,000,000       14,579,500
 5.831%, 12/18/97(1)  ....................................    15,000,000       15,000,000
                                                                             ------------
                                                                              595,190,911
                                                                             ------------
Computer Software-0.6%
First Data Corp.:
 5.58%, 12/16/97   .......................................    15,000,000       14,609,400
 5.605%, 1/27/98   .......................................     8,000,000        7,738,433
                                                                             ------------
                                                                               22,347,833
                                                                             ------------
Conglomerates-0.5%
Mitsubishi International Corp.:
 5.60%, 9/15/97    .......................................     9,800,000        9,684,142
 5.61%, 8/20/97    .......................................    10,000,000        9,922,083
                                                                             ------------
                                                                               19,606,225
                                                                             ------------
Consumer Finance-1.9%
Island Finance Puerto Rico, Inc.:
 5.60%, 9/10/97    .......................................     6,000,000        5,933,733
 5.61%, 8/25/97    .......................................    10,000,000        9,914,292
 5.61%, 8/29/97    .......................................     8,000,000        7,926,447
Sears Roebuck Acceptance Corp.:
 5.60%, 8/25/97    .......................................    10,000,000        9,914,444
 6.20%, 7/1/97  ..........................................    31,800,000       31,800,000
                                                                             ------------
                                                                               65,488,916
                                                                             ------------
Diversified Financial-7.0%
Associates Corp. of North America, 5.65%, 7/14/97   ......    15,000,000       14,969,396
Ford Motor Credit Corp., 5.57%, 11/20/97   ...............    30,000,000       29,340,883
General Electric Capital Corp.:
 5.37%, 7/10/97    .......................................    10,000,000        9,986,575
 5.40%, 7/8/97  ..........................................    10,000,000        9,989,500
 5.57%, 11/28/97   .......................................    25,000,000       24,419,792
</TABLE>


8
<PAGE>


Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                 Face           Value
                                                                Amount        See Note 1
                                                             -----------     ------------
<S>                                                          <C>             <C>
Diversified Financial (Continued)
 5.59%, 9/15/97...........................................   $25,000,000     $ 24,704,972
 5.75%, 7/2/97............................................    25,000,000       24,996,007
General Electric Capital Services, 5.36%, 7/16/97.........     7,000,000        6,984,367
General Motors Acceptance Corp.:
 5.31%, 8/6/97............................................    31,000,000       30,835,150
 5.41%, 7/15/97...........................................     8,000,000        7,983,169
 5.45%, 7/14/97...........................................     7,000,000        6,986,224
 5.61%, 12/22/97..........................................     7,000,000        6,810,195
 5.73%, 11/18/97..........................................    15,000,000       14,665,750
 5.73%, 11/24/97..........................................     8,000,000        7,814,093
 5.75%, 4/21/98(1)........................................    15,000,000       14,993,808
Prudential Funding Corp., 5.685%, 5/5/98(1)...............    10,000,000        9,997,964
                                                                             ------------
                                                                              245,477,845
                                                                             ------------
Electronics-2.6%
Avnet, Inc.:
 5.55%, 8/6/97............................................    10,000,000        9,943,400
 5.67%, 7/14/97...........................................    10,000,000        9,979,525
Mitsubishi Electric Finance America, Inc.:
 5.63%, 8/20/97...........................................    10,000,000        9,921,806
 5.63%, 9/3/97(3).........................................    35,000,000       34,649,689
 5.65%, 8/27/97(3)........................................     7,000,000        6,937,379
 5.66%, 8/6/97(3).........................................    13,825,000       13,746,624
 5.67%, 7/23/97(3)........................................     5,000,000        4,982,675
                                                                             ------------
                                                                               90,161,098
                                                                             ------------
Healthcare/Supplies & Services-1.3%
American Home Products Corp.:
 5.62%, 9/8/97(3).........................................    25,000,000       24,730,708
 5.63%, 7/14/97(3)........................................     9,871,000        9,850,932
 5.63%, 9/3/97(3).........................................    10,000,000        9,899,911
                                                                             ------------
                                                                               44,481,551
                                                                             ------------
Industrial Services-0.5%
Atlas Copco AB, 5.625%, 8/25/97(3)........................     5,000,000        4,957,031
PHH Corp.:
 5.658%, 1/27/98(1).......................................     5,000,000        4,999,091
 5.698%, 1/15/98(1).......................................     8,000,000        7,999,577
                                                                             ------------
                                                                               17,955,699
                                                                             ------------
</TABLE>

                                                                               9
<PAGE>

Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                        Face           Value
                                                                       Amount        See Note 1
                                                                    -----------     ------------
<S>                                                                 <C>             <C>
Insurance-8.7%
Allstate Life Insurance Co., 5.691%, 7/1/97(1)...................   $10,000,000     $ 10,000,000
General American Life Insurance Co., 5.89%, 7/1/97(1)............    30,000,000       30,000,000
Jackson National Life Insurance Co.:
 5.71%, 3/1/98(1)................................................    30,000,000       30,000,000
 5.711%, 8/1/98(1)...............................................    15,000,000       15,000,000
Pacific Mutual Life Insurance Co., 5.756%, 7/21/97(1)(2).........    30,000,000       30,000,000
Protective Life Insurance Co.:
 5.751%, 4/1/98(1)...............................................    10,000,000       10,000,000
 5.841%, 7/21/97(1)(2)...........................................    20,000,000       20,000,000
 5.773%, 1/31/00(1)..............................................    60,000,000       60,000,000
TransAmerica Life Insurance & Annuity Co.:
 5.687%, 5/15/98(1)..............................................    10,000,000       10,000,000
 5.691%, 10/15/97(1).............................................    25,000,000       25,000,000
 5.691%, 8/7/97(1)...............................................    25,000,000       25,000,000
 5.691%, 9/30/97(1)..............................................    20,000,000       20,000,000
TransAmerica Occidental Corp., 5.691%, 9/29/97(1)................    20,000,000       20,000,000
                                                                                    ------------
                                                                                     305,000,000
                                                                                    ------------
Leasing & Factoring-1.9%
American Honda Finance Corp.:
 5.62%, 7/31/97..................................................    25,000,000       24,882,917
 5.65%, 8/4/97...................................................    10,000,000        9,946,639
 5.812%, 6/16/98(1)..............................................     5,000,000        5,000,000
International Lease Finance Corp.:
 5.27%, 7/17/97..................................................     8,000,000        7,981,262
 5.27%, 7/21/97..................................................    10,000,000        9,970,722
The Hertz Corp., 5.60%, 9/2/97...................................     8,000,000        7,921,600
                                                                                    ------------
                                                                                      65,703,140
                                                                                    ------------
Manufacturing-0.1%
Rexam PLC, 5.67%, 8/12/97(3).....................................     2,535,000        2,518,231
                                                                                    ------------
Metals/Mining-0.4% RTZ America, Inc.:
 5.57%, 12/22/97(3)..............................................     5,500,000        5,351,931
 5.58%, 12/19/97(3)..............................................     8,000,000        7,787,960
                                                                                    ------------
                                                                                      13,139,891
                                                                                    ------------
</TABLE>


10
<PAGE>


Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                                   Face            Value
                                                                                  Amount         See Note 1
                                                                                -----------     ------------
<S>                                                                             <C>             <C>
Nondurable Household Goods-1.0%
Avon Capital Corp.:
 5.63%, 9/8/97(3)............................................................   $ 8,000,000     $  7,913,673
 5.64%, 8/28/97(3)...........................................................    23,000,000       22,791,007
Newell Co., 5.60%, 10/17/97(3)...............................................     5,000,000        4,916,000
                                                                                                ------------
                                                                                                  35,620,680
                                                                                                ------------
Oil-Integrated-0.4%
Repsol International Finance BV, 5.35%, 7/1/97...............................    15,000,000       15,000,000
                                                                                                ------------
Savings & Loans-1.7%
First Bank FSB, 5.658%, 8/29/97(1)...........................................     7,000,000        6,999,889
Great Western Bank FSB:
 5.61%, 9/17/97..............................................................     7,000,000        6,914,915
 5.62%, 8/27/97..............................................................    35,000,000       34,688,954
 5.62%, 9/11/97..............................................................    10,000,000        9,887,800
                                                                                                ------------
                                                                                                  58,491,558
                                                                                                ------------
Special Purpose Financial-15.1%
Asset Backed Capital Finance, Inc.:
 5.60%, 11/17/97(3)..........................................................     4,000,000        3,913,511
 5.65%, 7/8/97(3)............................................................    17,400,000       17,380,884
 5.66%, 3/16/98(1)(2)........................................................     5,000,000        4,998,416
 5.67%, 12/1/97(3)...........................................................    23,200,000       22,640,938
 5.687%, 12/15/97(1)(2)......................................................    15,000,000       14,997,563
Asset Backed Securities Investment Trust-Series 1997A, 5.738% 2/16/98(1)(2)      15,000,000       14,999,063
Asset Securitization Cooperative Corp.:
 5.63%, 8/4/97(3)............................................................    10,000,000        9,946,828
 5.64%, 7/7/97(3)............................................................    55,000,000       54,948,300
Beta Finance, Inc.:
 5.61%, 9/5/97(3)............................................................     9,000,000        8,907,435
 5.62%, 9/26/97(3)...........................................................    12,000,000       11,837,020
 5.62%, 9/8/97(3)............................................................     8,000,000        7,913,827
Corporate Asset Funding Co., Inc.:
 5.60%, 12/12/97(3)..........................................................    18,000,000       17,540,800
 5.60%, 8/25/97(3)...........................................................    15,000,000       14,871,667
CXC, Inc.:
 5.59%, 9/8/97(3)............................................................    15,000,000       14,839,288
 5.62%, 11/17/97(3)..........................................................     5,000,000        4,891,503
 5.62%, 7/3/97(3)............................................................    10,000,000        9,996,878
 5.62%, 8/15/97(3)...........................................................     7,000,000        6,950,825
 5.62%, 9/3/97(3)............................................................    20,000,000       19,800,178
 5.63%, 7/9/97(3)............................................................    10,000,000        9,987,489
</TABLE>

                                                                              11
<PAGE>

Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                   Face            Value
                                                                  Amount         See Note 1
                                                               -----------     -------------
<S>                                                            <C>             <C>
Special Purpose Financial (Continued)
Enterprise Funding Corp.:
 5.61%, 8/11/97(3)..........................................   $10,000,000     $   9,936,108
 5.64%, 8/28/97(3)..........................................    20,097,000        19,914,385
 5.65%, 12/10/97(3).........................................    10,000,000         9,745,750
 5.65%, 7/16/97(3)..........................................     8,000,000         7,981,167
Falcon Asset Securitization Corp.:
 5.60%, 7/28/97(3)..........................................    38,400,000        38,238,720
 5.67%, 8/18/97(3)..........................................    10,800,000        10,718,352
New Center Asset Trust, 5.27%, 7/28/97......................    20,000,000        19,920,950
Preferred Receivables Funding Corp.:
 5.40%, 7/10/97.............................................     5,375,000         5,367,744
 5.62%, 8/28/97.............................................    10,350,000        10,256,287
RACERS:
 Series 1996-MM-12-3, 5.687%, 12/15/97(1)(2)................    15,000,000        15,000,000
 Series 1997-MM-1-1, 5.687%, 1/15/98(1)(2)..................    12,000,000        11,997,414
Sigma Finance, Inc.:
 5.60%, 10/15/97(3).........................................    13,000,000        12,785,644
 5.60%, 12/4/97(3)..........................................     3,000,000         2,927,200
 5.61%, 8/27/97(3)..........................................     6,500,000         6,442,264
 5.62%, 9/10/97(3)..........................................    15,000,000        14,833,742
 5.64%, 8/28/97(3)..........................................    10,000,000         9,909,133
 5.68%, 7/25/97(3)..........................................    13,000,000        12,950,773
 5.69%, 11/26/97(3).........................................     5,000,000         4,883,039
 5.70%, 8/19/97(3)..........................................    10,000,000         9,922,417
SMM Trust 1996-B, 5.738%, 8/4/97(1)(2)......................    10,000,000        10,000,000
SMM Trust 1997-I, 5.687%, 5/29/98(1)(2).....................    10,000,000        10,000,000
TIERS Series DCMT 1996-A, 5.717%, 10/15/97(1)(2)............     5,000,000         5,000,000
                                                                               -------------
                                                                                 530,093,502
                                                                               -------------
Specialty Retailing-0.6%
St. Michael Finance Ltd., 5.61%, 9/11/97....................    22,000,000        21,753,160
                                                                               -------------
Total Short-Term Notes......................................                   2,818,155,550
                                                                               -------------
U.S. Government Obligations-1.3%
Federal Home Loan Bank, 5.67%, 8/1/97(1)....................    34,000,000        33,997,453
Student Loan Marketing Assn., 5.82%, 1/23/98................    10,000,000         9,999,153
                                                                               -------------
Total U.S. Government Obligations (Cost $43,996,606)........                      43,996,606
                                                                               -------------
</TABLE>


12
<PAGE>


Statement  of  Investments  June 30,  1997  (Unaudited)  (Continued)  Daily Cash
Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                            Face              Value
                                                                           Amount           See Note 1
                                                                        ------------      --------------
<S>                                                                     <C>               <C>
Foreign Government Obligations-0.9%
Bayerische Landesbank Girozentrale, 5.80%, 7/29/97(1)...............    $ 15,000,000      $   15,000,000
Swedish Export Credit Corp., 5.36%, 7/9/97..........................      15,000,000          14,982,133
                                                                                          --------------
Total Foreign Government Obligations................................                          29,982,133
                                                                                          --------------
Municipal Bonds and Notes-0.1%
Virginia Housing Development Authority Series 1997-A-STEM 11, 5.85%,
 12/30/97...........................................................       5,000,000           4,998,647
                                                                                          --------------
Total Investments, at Value.........................................            97.6%      3,426,662,366
Other Assets Net of Liabilities.....................................             2.4          84,564,549
                                                                        ------------      --------------
Net Assets..........................................................           100.0%     $3,511,226,915
                                                                        ============      ==============
</TABLE>

Short-term notes, bankers'  acceptances,  direct bank obligations and letters of
credit  are  generally  traded on a discount  basis;  the  interest  rate is the
discount  rate  received by the Fund at the time of purchase.  Other  securities
normally  bear  interest  at the rates  shown.  1.  Floating  or  variable  rate
obligation. The interest rate, which is based on
   specific,  or an index  of,  market  interest  rates,  is  subject  to change
   periodically  and is the effective rate on June 30, 1997. This instrument may
   also have a demand  feature  which  allows the  recovery of  principal at any
   time,  or at specified  intervals  not  exceeding one year, on up to 30 days'
   notice.  Maturity date shown represents  effective maturity based on variable
   rate and, if applicable, demand feature.
2. Restricted securities which are considered illiquid, by virtue of the absence
   of a readily available market or because of legal or contractual restrictions
   on resale,  amount to  $197,146,456,  or 5.61% of the Fund's net assets.  The
   Fund may not invest more than 10% of its net assets  (determined  at the time
   of purchase) in illiquid securities.
3. Restricted securities,  including those issued in exempt transactions without
   registration  under  the  Securities  Act of 1933  (the  Act),  amounting  to
   $607,255,287,  or 17.29% of the Fund's net assets, have been determined to be
   liquid pursuant to guidelines adopted by the Board of Directors.


See accompanying Notes to Financial Statements.
                                                                              13
<PAGE>

Statement  of Assets  and  Liabilities  June 30,  1997  (Unaudited)  Daily  Cash
Accumulation Fund, Inc.


<TABLE>
<S>                                                                             <C>
ASSETS:
Investments, at value-see accompanying statement.............................   $3,426,662,366
Cash.........................................................................          422,403
Receivables:
 Shares of capital stock sold................................................      109,823,219
 Interest....................................................................        9,973,808
 Other.......................................................................          362,050
                                                                                --------------
  Total assets...............................................................    3,547,243,846
                                                                                --------------
LIABILITIES:
Payables and other liabilities:
 Shares of capital stock redeemed............................................       29,590,330
 Dividends...................................................................        5,237,092
 Transfer and shareholder servicing agent fees...............................          534,261
 Service plan fees...........................................................          206,544
 Other.......................................................................          448,704
                                                                                --------------
  Total liabilities..........................................................       36,016,931
                                                                                --------------
NET ASSETS...................................................................   $3,511,226,915
                                                                                ==============
COMPOSITION OF NET ASSETS:
Par value of shares of capital stock.........................................   $  351,106,706
Additional paid-in capital...................................................    3,159,960,353
Accumulated net realized gain on investment transactions.....................          159,856
                                                                                --------------
NET ASSETS-applicable to 3,511,067,059 shares of capital stock outstanding...   $3,511,226,915
                                                                                ==============
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE...............   $         1.00
                                                                                ==============
</TABLE>



See accompanying Notes to Financial Statements.
14
<PAGE>

Statement of Operations For the Six Months Ended June 30, 1997 (Unaudited) Daily
Cash Accumulation Fund, Inc.


<TABLE>
<S>                                                                                   <C>
INVESTMENT INCOME:
Interest...........................................................................    $ 97,897,308
                                                                                       ------------
EXPENSES:
Management fees-Note 3.............................................................       6,569,757
Service plan fees-Note 3...........................................................       3,477,939
Transfer and shareholder servicing agent fees-Note 3...............................       2,157,975
Shareholder reports................................................................         367,033
Legal and auditing fees............................................................          25,806
Custodian fees and expenses........................................................         139,130
Registration and filing fees.......................................................          19,356
Directors' fees and expenses.......................................................          10,831
Other..............................................................................           8,039
                                                                                       ------------
Total expenses.....................................................................      12,775,866
Less assumption of expenses by Centennial Asset Management Corporation-Note 3......        (956,999)
                                                                                       ------------
Net expenses.......................................................................      11,818,867
                                                                                       ------------
NET INVESTMENT INCOME..............................................................      86,078,441
NET REALIZED GAIN ON INVESTMENTS...................................................          22,893
                                                                                       ------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS...............................    $ 86,101,334
                                                                                       ============
</TABLE>


See accompanying Notes to Financial Statements.
                                                                              15
<PAGE>


Statements of Changes in Net Assets
Daily Cash Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                        Six Months Ended
                                                                          June 30, 1997          Year Ended
                                                                           (Unaudited)        December 31, 1996
                                                                         ---------------      -----------------
<S>                                                                      <C>                  <C>
OPERATIONS:
Net investment income.................................................    $   86,078,441       $  173,243,313
Net realized gain.....................................................            22,893                2,534
                                                                          --------------       --------------
Net increase in net assets resulting from operations..................        86,101,334          173,245,847

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS...........................       (86,078,441)        (173,245,601)

CAPITAL STOCK TRANSACTIONS:
Net increase (decrease) in net assets resulting from capital stock
 transactions-Note 2..................................................       (90,285,048)          77,763,723
                                                                          --------------       --------------
NET ASSETS:
Total increase (decrease).............................................       (90,262,155)          77,763,969
Beginning of period...................................................     3,601,489,070        3,523,725,101
                                                                          --------------       --------------
End of period.........................................................    $3,511,226,915       $3,601,489,070
                                                                          ==============       ==============
</TABLE>



See accompanying Notes to Financial Statements.

16
<PAGE>

Financial Highlights
Daily Cash Accumulation Fund, Inc.


<TABLE>
<CAPTION>
                                                                                  Year Ended December 31,
                                                                   ------------------------------------------------------
                                                   Six Months
                                                 Ended June 30,
                                                1997 (Unaudited)     1996       1995       1994       1993       1992
                                                ------------------ ---------- ---------- ---------- ---------- ----------
<S>                                             <C>                <C>        <C>        <C>        <C>        <C>
PER SHARE OPERATING DATA:
Net asset value, beginning
 of period.....................................   $    1.00         $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00
Income from investment
 operations-net investment
 income and net realized gain..................         .02            .05        .05        .04        .03        .03
Dividends and distributions to
 shareholders..................................        (.02)          (.05)      (.05)      (.04)      (.03)      (.03)
                                                  ---------         ------     ------     ------     ------     ------
Net asset value, end of period.................   $    1.00         $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00
                                                  =========         ======     ======     ======     ======     ======
TOTAL RETURN, AT
 NET ASSET VALUE(1)............................        2.44%          4.93%      5.47%      3.77%      2.69%      3.54%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions)........   $   3,511         $3,602     $3,524     $2,958     $3,589     $4,061
Average net assets (in millions)...............   $   3,546         $3,591     $3,379     $3,378     $3,940     $4,760
Ratios to average net assets:
Net investment income..........................        4.90%(2)       4.82%      5.32%      3.64%      2.67%      3.50%
Expenses, before voluntary
 assumption by the Manager.....................        0.73%(2)       0.68%      0.71%      0.74%      0.74%      0.70%
Expenses, net of voluntary
 assumption by the Manager.....................        0.67%(2)       0.67%      N/A        0.73%      N/A        N/A
</TABLE>

1. Assumes a  hypothetical  initial  investment  on the  business day before the
   first day of the fiscal period,  with all dividends  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.  Total returns are
   not annualized for periods of less than one full year.  Total returns reflect
   changes in net investment income only.
2. Annualized.

See accompanying Notes to Financial Statements.
                                                                              17
<PAGE>


Notes to Financial Statements (Unaudited)
Daily Cash Accumulation Fund, Inc.

1. Significant Accounting Policies

Daily Cash Accumulation Fund, Inc. (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  objective  is to seek the  maximum
current income that is consistent  with low capital risk and the  maintenance of
liquidity.  The Fund seeks to achieve  this  objective  by  investing  in "money
market" securities  meeting specified quality  standards.  The Fund's investment
adviser is Centennial Asset Management  Corporation (the Manager),  a subsidiary
of  OppenheimerFunds,  Inc.  (OFI).  The  following is a summary of  significant
accounting policies consistently followed by the Fund.

Investment  Valuation-Portfolio  securities are valued on the basis of amortized
cost, which approximates market value.

Federal  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 to  shareholders.  Therefore,  no federal
income or excise tax provision is required.

Distributions  to  Shareholders-The  Fund intends to declare  dividends from net
investment  income each day the New York Stock Exchange is open for business and
pay such  dividends  monthly.  To effect its policy of  maintaining  a net asset
value of $1.00 per share, the Fund may withhold  dividends or make distributions
of net realized gains.

Other-Investment  transactions are accounted for on the date the investments are
purchased or sold (trade date).  Realized  gains and losses on  investments  are
determined on an identified cost basis, which is the same basis used for federal
income tax purposes.

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of income and expenses during the reporting period.  Actual
results could differ from those estimates.


18
<PAGE>


Notes to Financial Statements (Unaudited) (Continued)
Daily Cash Accumulation Fund, Inc.

2. Capital Stock

The Fund has  authorized  15 billion  shares of $0.10 par value  capital  stock.
Transactions in shares of capital stock were as follows:



<TABLE>
<CAPTION>
                                   Six Months Ended June 30, 1997             Year Ended December 31, 1996
                              ----------------------------------------- -----------------------------------------
                                    Shares               Amount               Shares               Amount
                              -------------------- -------------------- -------------------- --------------------
<S>                           <C>                  <C>                  <C>                  <C>
Sold.........................     3,494,880,002     $   3,494,880,002       7,263,772,507     $   7,263,772,507
Dividends and distributions
  reinvested.................        79,091,318            79,091,318         170,695,960           170,695,960
Redeemed.....................    (3,664,256,368)       (3,664,256,368)     (7,356,704,744)       (7,356,704,744)
                               ----------------     -----------------    ----------------     -----------------
Net increase (decrease)......       (90,285,048)    $     (90,285,048)         77,763,723     $      77,763,723
                               ================     =================    ================     =================
</TABLE>

3. 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 a fee of 0.45% of the first
$500 million of net assets;  0.425% of the next $500 million;  0.40% of the next
$500 million;  0.375% of the next $500 million;  0.35% of the next $500 million;
0.325% of the next $500 million;  0.30% of the next $500 million;  0.275% of the
next $500 million; and 0.25% of net assets in excess of $4 billion.

Independent  of the  investment  advisory  agreement  with the  Fund,  effective
December  1,  1994,  the  Manager  has  voluntarily  agreed to assume the Fund's
expenses to the level needed to enable the Fund's  seven-day  yield (computed in
accordance with procedures  specified pursuant to regulations  adopted under the
Investment  Company  Act of 1940)  to at  least  equal  the  seven-day  yield of
Centennial  Money Market Trust, a related Fund for which the Manager also serves
as investment adviser.

Shareholder  Services,  Inc.  (SSI),  a  subsidiary  of OFI, is the transfer and
shareholder  servicing agent for the Fund, and for other  registered  investment
companies. SSI's total costs of providing such services are allocated ratably to
these companies.

Under an approved plan of  distribution,  the Fund may expend up to 0.20% of its
net assets annually to reimburse certain  securities dealers and other financial
institutions and organizations for costs incurred in distributing Fund shares.

4. Subsequent Event

On June 24, 1997, the Board of Directors  approved the  reorganization  of Daily
Cash Accumulation Fund with and into Centennial Money Market Trust. Shareholders
of Daily  Cash  Accumulation  Fund  will be asked to  approve  a  reorganization
whereby  shareholders  of Daily Cash  Accumulation  Fund would receive shares of
Centennial  Money  Market  Trust  and  Daily  Cash  Accumulation  Fund  would be
liquidated.  If  shareholder  approval  is  received,  it is  expected  that the
reorganization will occur on or about November 21, 1997.


<PAGE>

Pro Forma Combining Statements

The pro  forma  financial  statements  contained  herein  reflect  the  proposed
reorganization  of Daily Cash  Accumulation  Fund, Inc. ("Daily Cash Fund") with
and  into   Centennial   Money  Market  Trust  ("Money  Market  Trust")  whereby
substantially all of the assets of Daily Cash Fund would be transferred to Money
Market Trust in exchange for shares of beneficial interest of Money Market Trust
which would then be distributed to  shareholders  of Daily Cash Fund in complete
liquidation of Daily Cash Fund.  Daily Cash Fund would then be  de-registered as
an investment company under the Investment Company Act of 1940, as amended,  and
dissolved.   In  connection  with  the  dissolution  of  Daily  Cash  Fund,  all
outstanding shares of Daily Cash Fund would be canceled.

Concerning  the periods and the content of the pro forma  financial  statements,
the pro forma Statements of Assets and Liabilities as of June 30, 1997, reflects
what the  combined  balance  sheet  would  have been if the  reorganization  had
occurred on that date. Footnote disclosure for the pro forma Statement of Assets
and  Liabilities  reflects  beneficial  interest  transactions  that  would have
occurred as a result of the reorganization.  The Statement of Operations for the
one year period ended June 30, 1997,  reflects what combined income and expenses
would have been for that period after making  certain  adjustments  for expenses
and expense  assumptions.  Each of these pro forma adjustments (in the Statement
of Operations) is reflected in a footnote which explains why the entry was made.
The  Statement  of  Investments  as of June 30,  1997,  reflects  what  combined
security positions would have been at that point in time.

<TABLE>
<CAPTION>
Pro  Forma  Combining  Statements  of  Assets  and  Liabilities  June  30,  1997
(Unaudited) Centennial Money Market Trust and Daily Cash Accumulation Fund, Inc.


                                                                                                                    Pro Forma
                                                                Centennial       Daily Cash                         Combined
                                                                Money Market     Accumulation     ProForma          Centennial Money
                                                                Trust            Fund, Inc.(1)    Adjustments       Market Trust
                                                                --------------------------------------------------------------------
ASSETS:
<S>                                                             <C>              <C>              <C>                <C>
Investments, at value                                           $8,779,329,984   $3,426,662,366                      $12,205,992,350
Cash                                                                   794,723          422,403                            1,217,126
Receivables:
   Interest                                                         24,187,765        9,973,808                           34,161,573
   Shares of beneficial interest/capital stock sold                373,361,415      109,823,219                          483,184,634
Other                                                                   80,687          362,050                              442,737
                                                                --------------------------------------------------------------------
  Total assets                                                   9,177,754,574    3,547,243,846                       12,724,998,420
                                                                --------------------------------------------------------------------
LIABILITIES:
Payables and other liabilities:
   Dividends                                                        13,441,882        5,237,092                           18,678,974
   Shares of beneficial interest/capital stock redeemed             99,776,201       29,590,330                          129,366,531
   Trustees'/directors' fees                                             4,008                -                                4,008
   Transfer and shareholder servicing agent fees                             -          534,261                              534,261
   Service plan fees                                                   530,348          206,544                              736,892
   Other                                                             1,035,254          448,704                            1,483,958
                                                                --------------------------------------------------------------------
      Total liabilities                                            114,787,693       36,016,931                          150,804,624
                                                                --------------------------------------------------------------------
NET ASSETS                                                      $9,062,966,881   $3,511,226,915                      $12,574,193,796
                                                                ====================================================================
COMPOSITION OF NET ASSETS:
Par value of shares of capital stock                            $            0   $  351,106,706   $(351,106,706)(2)  $             0
Paid-in capital                                                  9,062,904,841    3,159,960,353     351,106,706 (2)   12,573,971,900
Accumulated net realized gain on investment transactions                62,040          159,856                              221,896
                                                                --------------------------------------------------------------------
NET ASSETS                                                      $9,062,966,881   $3,511,226,915   $           0      $12,574,193,796
                                                                ====================================================================
Net Asset Value, Redemption Price and Offering Price
Per Share

Net asset value, redemption price and offering price
per share (based on net assets of $9,062,966,881,
$3,511,226,915, and $12,574,193,796 and 9,062,904,841,
3,511,067,059 and 12,573,971,900 shares of beneficial
interest outstanding for Centennial Money Market Trust,
Daily Cash Accumulation Fund, Inc. and Combined Centennial
Money Market Trust, respectively)                                        $1.00            $1.00                                $1.00


(1)  Daily Cash Accumulation Fund, Inc. shares will be exchanged for Centennial
Money Market Trust shares.

(2) Par value of shares of capital stock is not in effect for  Centennial  Money
Market Trust.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

Pro Forma  Combining  Statements of Operations  For The Year Ended June 30, 1997
(Unaudited) Centennial Money Market Trust and Daily Cash Accumulation Fund, Inc.


                                                                                                                    Pro Forma
                                                                Centennial       Daily Cash                         Combined
                                                                Money Market     Accumulation     ProForma          Centennial Money
                                                                Trust            Fund, Inc.(3)    Adjustments       Market Trust
                                                                --------------------------------------------------------------------
<S>                                                             <C>              <C>              <C>                   <C>
INVESTMENT INCOME - Interest                                    $443,824,705     $195,668,809     $                     $639,493,514
                                                                --------------------------------------------------------------------
EXPENSES:
Management fees                                                   32,755,568       13,220,242       (6,511,620)(1)        39,464,190
Service plan fees                                                 16,003,021        7,006,330                             23,009,351
Transfer and shareholder servicing agent fees                      5,938,571        3,498,241                              9,436,812
Custodian fees and expenses                                          812,579          474,114                              1,286,693
Legal and auditing fees                                               75,976           48,195          (45,195)(2)            78,976
Shareholder reports                                                  774,249          592,412         (125,000)(2)         1,241,661
Trustees/directors' fees and expenses                                 44,237           29,877          (26,877)(2)            47,237
Registration and filing fees(3)                                    2,077,649          288,795                              2,366,444
Other                                                                 64,846           21,128                                 85,974
                                                                --------------------------------------------------------------------
   Total expenses                                                 58,546,696       25,179,334       (6,708,692)           77,017,338
                                                                --------------------------------------------------------------------
Less assumption of expenses by Centennial Asset
Management Corp.                                                  (4,890,123)      (1,398,800)       6,288,923 (4)                 -
                                                                --------------------------------------------------------------------
Net expenses                                                      53,656,573       23,780,534         (419,769)           77,017,338
                                                                -------------------------------------------------------------------
NET INVESTMENT INCOME                                            390,168,132      171,888,275          419,769           562,476,176
                                                                --------------------------------------------------------------------
REALIZED GAIN ON INVESTMENTS                                          12,890            7,131                                 20,021
                                                                --------------------------------------------------------------------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS                                       $390,181,022     $171,895,406     $    419,769          $562,496,197
                                                                ====================================================================

(1)  Calculated  in  accordance  with  the  investment   advisory  agreement  of
Centennial Money Market Trust (0.50% on the first $250 million of the net assets
with a reduction of 0.025% on each $250  million  thereafter  to $1.50  billion,
0.35% on net  assets in excess of $1.50  billion  but less than $2  billion  and
0.325% on net assets in excess of $2  billion.)  The Manager has agreed to amend
its Investment  Advisory  Agreement  with Money Market Trust to incorporate  the
voluntary  fee  waiver  into  the  management  fee upon  the  completion  of the
Reorganization.

(2) Elimination of duplicate expense.

(3)  Does  not  include  the   registration  and  filing  fees  for  Daily  Cash
Accumulation Fund, Inc. for the filing of additional shares acquired through the
merger.

(4)  Expense assumption is not in effect.
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
PRO FORMA COMBINING STATEMENT OF INVESTMENTS June 30, 1997(Unaudited) Centennial
Money Market Trust and Daily Cash Accumulation Fund, Inc.

                                                            FACE AMOUNT                                VALUE
                                            ----------------------------------------  ----------------------------------------------
                                            Centennial      Daily Cash                Centennial     Daily Cash
                                            Money Market    Accumulation Combined     Money Market   Accumulation  Combined
                                            Trust           Fund, Inc.   Pro Forma    Trust          Fund, Inc.    Pro Forma
===================================================================================================================================
BANKERS' ACCEPTANCES - 0.4%
- -----------------------------------------------------------------------------------------------------------------------------------
BankBoston, N.A.:
<S>                                         <C>             <C>          <C>          <C>            <C>            <C>
5.28%, 8/18/97                              $ 18,000,000    $ 7,000,000  $ 25,000,000 $   17,873,280 $    6,950,720 $    24,824,000
5.60%, 10/24/97                                 --            5,000,000     5,000,000       --            4,910,555       4,910,555
- -----------------------------------------------------------------------------------------------------------------------------------
Barnett Banks, Inc., 5.59%, 11/25/97          10,000,000       --          10,000,000      9,771,742       --             9,771,742
- -----------------------------------------------------------------------------------------------------------------------------------
Societe Generale, 5.64%, 10/15/97               --            8,000,000     8,000,000       --            7,867,147       7,867,147
                                                                                      ---------------------------------------------

Total Bankers' Acceptances                                                                27,645,022     19,728,422      47,373,444

===================================================================================================================================
CERTIFICATES OF DEPOSIT - 3.2%
- -----------------------------------------------------------------------------------------------------------------------------------
DOMESTIC CERTIFICATES OF DEPOSIT - 0.7%
- -----------------------------------------------------------------------------------------------------------------------------------
LaSalle National Bank:
5.46%, 7/1/97                                 20,000,000      5,000,000    25,000,000     20,000,000      5,000,000      25,000,000
5.52%, 7/9/97                                 17,000,000      8,000,000    25,000,000     17,000,000      8,000,000      25,000,000
5.67%, 10/17/97                               25,000,000       --          25,000,000     25,000,000       --            25,000,000
5.53%, 7/2/97                                   --           10,000,000    10,000,000       --           10,000,000      10,000,000
                                                                                      -------------------------------------------
                                                                                          62,000,000     23,000,000      85,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
YANKEE CERTIFICATES OF DEPOSIT - 2.5%
- ---------------------------------------------------------------------------------------------------------------------------------
ABN Amro North America Finance, Inc.,
5.49%, 7/11/97                                35,000,000     15,000,000    50,000,000     35,000,191     15,000,082      50,000,273
- ---------------------------------------------------------------------------------------------------------------------------------
Deutsche Bank AG, 5.55%, 7/3/97               10,000,000       --          10,000,000      9,999,952       --             9,999,952
- ---------------------------------------------------------------------------------------------------------------------------------
Deutsche Bank AG, 5.55%, 7/14/97                --           10,000,000    10,000,000       --           10,000,035      10,000,035
- ---------------------------------------------------------------------------------------------------------------------------------
Societe Generale:
5.45%, 7/14/97                                25,000,000       --          25,000,000     25,000,398       --            25,000,398
5.68%, 8/21/97                                18,000,000      7,000,000    25,000,000     18,000,206      7,000,081      25,000,287
5.68%, 8/21/97                                20,000,000     10,000,000    30,000,000     19,999,850      9,999,925      29,999,775
5.72%, 10/21/97                               30,000,000     10,000,000    40,000,000     29,969,410      9,989,803      39,959,213
5.75%, 12/23/97                               15,000,000     15,000,000    30,000,000     15,000,000     15,000,000      30,000,000
5.75%, 12/23/97                               10,000,000     15,000,000    25,000,000     10,000,000     15,000,000      25,000,000
5.75%, 8/18/97                                15,000,000       --          15,000,000     15,000,000       --            15,000,000
5.75%, 8/8/97                                 15,000,000     10,000,000    25,000,000     15,000,000     10,000,000      25,000,000
5.92%, 9/17/97                                20,000,000     10,000,000    30,000,000     20,012,065     10,006,032      30,018,097
                                                                                      -------------------------------------------
                                                                                         212,982,072    101,995,958     314,978,030
                                                                                      -------------------------------------------

Total Certificates of Deposit                                                            274,982,072    124,995,958     399,978,030

=================================================================================================================================
DIRECT BANK OBLIGATIONS - 5.5%
- ---------------------------------------------------------------------------------------------------------------------------------
Abbey National North America Corp.:
5.275%, 8/21/97                               20,000,000     10,000,000    30,000,000     19,850,542      9,925,271      29,775,813
5.39%, 7/11/97                                72,000,000     10,000,000    82,000,000     71,892,339      9,985,014      81,877,353
- ---------------------------------------------------------------------------------------------------------------------------------
ABN Amro North America Finance, Inc.:
5.28%, 7/23/97                                50,000,000     10,000,000    60,000,000     49,835,611      9,967,122      59,802,733
5.37%, 7/11/97                                35,000,000     15,000,000    50,000,000     34,947,792     14,977,625      49,925,417
- ---------------------------------------------------------------------------------------------------------------------------------
Bank One Dayton N.A., 5.70%, 11/3/97(1)       15,000,000       --          15,000,000     14,997,187       --            14,997,187
- ---------------------------------------------------------------------------------------------------------------------------------
BankBoston, N.A.:
5.05%, 1/20/98                                15,000,000       --          15,000,000     15,000,000       --            15,000,000
5.53%, 7/11/97                                15,000,000     10,000,000    25,000,000     15,000,000     10,000,000      25,000,000
5.69%, 8/27/97                                30,000,000       --          30,000,000     30,000,000       --            30,000,000
5.69%, 8/29/97                                40,000,000     10,000,000    50,000,000     40,000,000     10,000,000      50,000,000
5.69%, 9/8/97                                 15,000,000      5,000,000    20,000,000     15,000,000      5,000,000      20,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Bankers Trust Co., New York:
5.37%, 12/10/97(1)                            17,000,000      8,000,000    25,000,000     16,998,186      7,999,147      24,997,333
5.60%, 11/26/97(1)                            25,000,000     10,000,000    35,000,000     24,993,026      9,997,210      34,990,236
5.66%, 6/9/98(1)                              17,000,000      8,000,000    25,000,000     16,992,249      7,996,352      24,988,601
5.70%, 10/17/97(1)                            10,000,000       --          10,000,000      9,999,126       --             9,999,126
5.70%, 4/3/98(1)                              10,000,000       --          10,000,000      9,996,809       --             9,996,809
5.71%, 4/15/98(1)                              5,000,000       --           5,000,000      5,000,000       --             5,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
CoreStates Capital Corp., 5.608%,
12/18/97(1)                                   13,000,000       --          13,000,000     12,996,562       --            12,996,562
- ---------------------------------------------------------------------------------------------------------------------------------
FCC National Bank:
5.60%, 5/8/98(1)                              20,000,000     10,000,000    30,000,000     19,993,336      9,996,668      29,990,004
5.63%, 8/21/97(1)                             20,000,000       --          20,000,000     19,999,595       --            19,999,595
- ---------------------------------------------------------------------------------------------------------------------------------
Huntington National Bank, 5.53%, 7/9/97       15,000,000       --          15,000,000     15,000,000       --           15,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
National Westminster Bank of Canada:
5.38%, 7/2/97                                  7,000,000       --           7,000,000      6,998,954       --             6,998,954
5.38%, 7/7/97                                 15,000,000       --          15,000,000     14,986,550       --            14,986,550
- ---------------------------------------------------------------------------------------------------------------------------------
Societe Generale North America, Inc.:
5.39%, 7/14/97                                20,000,000     15,000,000    35,000,000     19,961,072     14,970,804      34,931,876
5.60%, 9/8/97                                   --           25,000,000    25,000,000       --           24,731,667      24,731,667
5.61%, 9/2/97                                 15,000,000     10,000,000    25,000,000     14,852,737      9,901,825      24,754,562
5.59%, 12/10/97                                 --            8,000,000     8,000,000       --            7,798,760       7,798,760
- ---------------------------------------------------------------------------------------------------------------------------------
Westdeutsche Landesbank Girozentrale,
5.58%, 12/22/97                               13,500,000       --          13,500,000     13,135,905       --            13,135,905
                                                                                      -------------------------------------------

Total Direct Bank Obligations                                                            528,427,578    163,247 465     691,675,043

=================================================================================================================================
LETTERS OF CREDIT - 4.3%
- ---------------------------------------------------------------------------------------------------------------------------------
ABN Amro Bank, N.V., guaranteeing
commercial paper of: Formosa Plastics
Corp. USA-Series A:
5.60%, 8/26/97                                  --           10,000,000    10,000,000       --            9,912,889       9,912,889
5.60%, 9/22/97                                  --            5,000,000     5,000,000       --            4,935,444       4,935,444
5.63%, 8/28/97                                  --           15,000,000    15,000,000       --           14,863,942      14,863,942
- ---------------------------------------------------------------------------------------------------------------------------------
Bank of America, guaranteeing commercial
paper of Formosa Plastics Corp. USA-
Series B, 5.57%, 10/27/97                     25,000,000       --          25,000,000     24,543,569       --            24,543,569
- ---------------------------------------------------------------------------------------------------------------------------------
Bank of America NT & SA, guaranteeing
commercial paper of:  Hyundai Motor
Finance Co., 5.38%, 7/7/97                      --            5,000,000     5,000,000       --            4,995,517       4,995,517
- ---------------------------------------------------------------------------------------------------------------------------------
Bank One, Cleveland, guaranteeing
commercial paper of:  Capital One
Funding Corp.:
Series 1995F, 5.63%, 7/13/97(1)(2)            10,496,000     10,404,000    20,900,000     10,496,000     10,404,000      20,900,000
Series 1995F, 5.63%, 7/13/97(1)(2)             8,750,000      8,750,000    17,500,000      8,750,000      8,750,000      17,500,000
- ---------------------------------------------------------------------------------------------------------------------------------
Barclays Bank PLC, guaranteeing
commercial paper of:
Banco Bradesco SA-Grand Cayman Branch-
Series A, 5.58%, 10/21/97                     20,000,000       --          20,000,000     19,652,800       --            19,652,800
Banco Bradesco SA-Grand Cayman Branch-
Series A, 5.62%, 9/4/97                       20,000,000       --          20,000,000     19,797,056       --            19,797,056
Banco Bradesco SA-Grand Cayman Branch-
Series A, 5.65%, 12/1/97                       5,000,000      5,000,000    10,000,000      4,879,937      4,881,212       9,761,149
Banco Bradesco SA-Grand Cayman Branch,
Series A, 5.69%, 12/3/97                        --           13,000,000    13,000,000       --           12,681,518      12,681,518
Banco Bradesco SA-Grand Cayman Branch-
Series B, 5.59%, 12/2/97                      22,000,000       --          22,000,000     21,473,919       --            21,473,919
Banco Bradesco SA-Grand Cayman Branch-
Series B, 5.62%, 12/3/97                       5,000,000      5,000,000    10,000,000      4,879,014      4,879,014       9,758,028
Banco Nacionale de Mexico SA-Series B,
5.64%, 7/8/97                                 15,000,000       --          15,000,000     14,983,550       --            14,983,550
Banco Nacionale de Mexico SA-Series B,
5.63%, 7/1/97                                   --           10,000,000    10,000,000       --           10,000,000      10,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Bayerische Vereinsbank AG, guaranteeing
commercial paper of:  Galicia Funding
Corp.-
Series B, 5.62%, 9/5/97(3)                    10,000,000       --          10,000,000      9,896,967      --              9,896,967
Series A, 5.63%, 9/5/97(3)                      --           10,000,000    10,000,000       --            9,896,783       9,896,783
Series A, 5.65%, 12/5/97(3)                     --           13,000,000    13,000,000       --           12,681,421      12,681,421
- ---------------------------------------------------------------------------------------------------------------------------------
Credit Suisse, guaranteeing commercial
paper of:
CEMEX, S.A. de C.V.-Series A, 5.31%,
8/18/97                                       15,000,000      5,000,000    20,000,000     14,893,800      4,964,600      19,858,400
CEMEX, S.A. de C.V.-Series B, 5.61%,
8/22/97                                         --           17,000,000    17,000,000       --           16,862,243      16,862,243
CEMEX, S.A. de C.V.-Series B, 5.68%,
8/19/97                                         --            5,750,000     5,750,000       --            5,706,016       5,706,016
COSCO (Cayman) Co., Ltd., 5.59%,
10/24/97                                      10,000,000      5,000,000    15,000,000      9,821,431      4,910,715      14,732,146
COSCO (Cayman) Co., Ltd., 5.62%,
8/19/97                                       15,000,000       --          15,000,000     14,885,258      --             14,885,258
Daewoo International Corp., 5.45%,
7/15/97                                        9,000,000      6,000,000    15,000,000      8,980,925      5,987,283      14,968,208
Daewoo International Corp., 5.60%,
9/9/97                                        10,000,000     10,000,000    20,000,000      9,891,111      9,891,111      19,782,222
Guangdon Enterprises Ltd., 5.67%, 8/19/97      6,000,000      5,000,000    11,000,000      5,953,613      4,961,412      10,915,025
Minmetals Capitals & Securities, Inc.,
5.61%, 8/12/97                                10,000,000      5,000,000    15,000,000      9,934,550      4,967,275      14,901,825
Pemex Capital, Inc.-Series B, 5.62%,
11/3/97                                        5,000,000      5,000,000    10,000,000      4,902,431      4,902,431       9,804,862
Pemex Capital, Inc.-Series A, 5.28%,
7/14/97                                         --           25,000,000    25,000,000       --           24,952,388      24,952,388
- ---------------------------------------------------------------------------------------------------------------------------------
Societe Generale, guaranteeing
commercial paper of:
Banco Nacionale de Comercio Exterior,
SNC-Series A, 5.61%, 11/25/97                 30,000,000      5,000,000    35,000,000     29,312,775      4,885,463      34,198,238
Banco Nacionale de Comercio Exterior,
SNC-Series A, 5.61%, 12/1/97                  22,500,000        --         22,500,000     21,963,544       --            21,963,544
Banco Nacionale de Comercio Exterior,
SNC-Series B, 5.61%, 12/1/97                  10,000,000     10,000,000    20,000,000      9,761,575      9,761,575      19,523,150
Girsa Funding Corp., 5.57%, 7/2/97(3)          8,200,000       --           8,200,000      8,198,731       --             8,198,731
Nacional Financiera SNC-Series A,
5.60%, 8/20/97                                10,000,000       --          10,000,000      9,922,222       --             9,922,222
Nacional Financiera SNC-Series A,
5.75%, 8/18/97                                20,000,000       --          20,000,000     19,846,667       --            19,846,667
Nacional Financiera SNC-Series A,
5.75%, 8/18/97                                  --           10,000,000    10,000,000       --            9,923,333       9,923,333
                                                                                      -------------------------------------------

Total Letters of Credit                                                                  317,621,445    221,557,585     539,179,030

=================================================================================================================================
SHORT-TERM NOTES - 81.1%
- ---------------------------------------------------------------------------------------------------------------------------------
AUTOMOTIVE - 1.1% BMW US Capital Corp.:
5.60%, 8/20/97                                20,000,000     20,000,000    40,000,000     19,844,444     19,844,444      39,688,888
5.60%, 8/25/97                                65,740,000     10,000,000    75,740,000     65,177,558      9,914,444      75,092,002
5.62%, 8/26/97                                  --           10,425,000    10,425,000       --           10,333,862      10,333,862
5.65%, 8/5/97                                   --           10,000,000    10,000,000       --            9,945,069       9,945,069
                                                                                      -------------------------------------------
                                                                                          85,022,002     50,037,819     135,059,821
- ---------------------------------------------------------------------------------------------------------------------------------
BANK HOLDING COMPANIES - 1.4%
Bankers Trust New York Corp., 5.39%,
7/9/97                                        15,000,000     25,000,000    40,000,000     14,982,033     24,970,056      39,952,089
- ---------------------------------------------------------------------------------------------------------------------------------
Barnett Banks, Inc., 5.70%, 7/7/97            35,000,000     15,000,000    50,000,000     34,966,750     14,985,750      49,952,500
- ---------------------------------------------------------------------------------------------------------------------------------
CoreStates Capital Corp., 5.61%,
7/14/97(1)                                    15,000,000      5,000,000    20,000,000     15,000,000      5,000,000      20,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Morgan (J.P.) & Co., Inc., 5.38%, 7/9/97      20,000,000     10,000,000    30,000,000     19,976,089      9,988,044      29,964,133
- ---------------------------------------------------------------------------------------------------------------------------------
NationsBank Corp., 5.37%, 7/8/97               9,000,000     16,000,000    25,000,000      8,990,602     15,983,293      24,973,895
- ---------------------------------------------------------------------------------------------------------------------------------
Norwest Corp., 7.70%, 11/15/97                  --            5,000,000     5,000,000       --            5,031,092       5,031,092
                                                                                      -------------------------------------------
                                                                                          93,915,474     75,958,235     169,873,709
- ---------------------------------------------------------------------------------------------------------------------------------
BANKS - 1.5%
- ---------------------------------------------------------------------------------------------------------------------------------
BankBoston, N.A.:
5.42%, 8/19/97                                25,000,000       --          25,000,000     25,000,000       --            25,000,000
5.69%, 9/4/97                                 30,000,000       --          30,000,000     30,000,000       --            30,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Bankers Trust Co., New York:
5.39%, 7/7/97                                 50,000,000       --          50,000,000     49,955,083       --            49,955,083
5.69%, 4/23/98(1)                             10,000,000       --          10,000,000      9,996,837       --             9,996,837
- ---------------------------------------------------------------------------------------------------------------------------------
FCC National Bank:
5.62%, 2/20/98(1)                             15,000,000       --          15,000,000     14,995,294       --            14,995,294
5.69%, 9/11/97                                25,000,000       --          25,000,000     25,000,000       --            25,000,000
5.87%, 11/10/97                               32,000,000       --          32,000,000     32,008,127       --            32,008,127
                                                                                      -------------------------------------------
                                                                                         186,955,341       --           186,955,341
- ---------------------------------------------------------------------------------------------------------------------------------
BEVERAGES - 0.9% Coca-Cola Enterprises, Inc.:
5.65%, 7/21/97(3)                             25,000,000       --          25,000,000     24,921,528       --            24,921,528
5.66%, 7/24/97(3)                             20,000,000      5,000,000    25,000,000     19,927,678      4,981,919      24,909,597
5.67%, 8/5/97(3)                              25,000,000       --          25,000,000     24,862,187       --            24,862,187
5.68%, 7/14/97(3)                             10,000,000      5,000,000    15,000,000      9,979,489      4,989,744      14,969,233
5.70%, 8/21/97(3)                             25,000,000       --          25,000,000     24,798,125       --            24,798,125
                                                                                      -------------------------------------------
                                                                                         104,489,007      9,971,663     114,460,670
- ---------------------------------------------------------------------------------------------------------------------------------
BROKER/DEALERS - 15.9%
Bear Stearns Cos., Inc.:
5.42%, 10/16/97(1)                              --            5,000,000     5,000,000       --            4,999,386       4,999,386
5.43%, 4/21/98(1)                               --            5,000,000     5,000,000       --            4,999,916       4,999,916
5.44%, 5/22/98(1)                             18,000,000      7,000,000    25,000,000     18,000,000      7,000,000      25,000,000
5.47% 8/1/97(1)                               20,000,000       --          20,000,000     20,000,000       --            20,000,000
5.60%, 8/20/97                                25,000,000     10,000,000    35,000,000     24,805,556      9,922,222      34,727,778
5.60%, 8/4/97                                 30,000,000       --          30,000,000     29,841,333       --            29,841,333
5.61%, 8/27/97                                35,000,000     15,000,000    50,000,000     34,689,112     14,866,762      49,555,874
5.61%, 8/28/97                                30,000,000     10,000,000    40,000,000     29,728,850      9,909,617      39,638,467
5.61%, 9/22/97                                18,000,000      7,000,000    25,000,000     17,767,185      6,909,461      24,676,646
5.62%, 9/11/97                                25,000,000       --          25,000,000     24,719,000       --            24,719,000
5.62%, 9/2/97                                 15,000,000     15,000,000    30,000,000     14,852,475     14,852,475      29,704,950
5.62%, 9/4/97                                 25,000,000     10,000,000    35,000,000     24,746,319      9,898,528      34,644,847
5.63%, 7/14/97                                34,000,000     16,000,000    50,000,000     33,930,876     15,967,471      49,898,347
5.64%, 10/6/97                                35,000,000     15,000,000    50,000,000     34,468,117     14,772,050      49,240,167
5.66%, 7/8/97                                 49,891,000     18,000,000    67,891,000     49,836,197     17,980,190      67,816,387
5.668%, 4/3/98(1)                             15,000,000       --          15,000,000     15,000,000       --            15,000,000
5.677%, 2/9/98(1)                             15,000,000      5,000,000    20,000,000     15,018,858      5,006,286      20,025,144
5.75%, 4/1/98(1)                              10,000,000       --          10,000,000     10,000,000       --            10,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
CS First Boston, Inc.:
5.36%, 7/11/97                                18,000,000      5,000,000    23,000,000     17,973,200      4,992,556      22,965,756
5.42%, 5/12/98(1)                             20,000,000      5,000,000    25,000,000     20,000,000      5,000,000      25,000,000
5.43%, 6/2/98(1)                              20,000,000      5,000,000    25,000,000     20,000,000      5,000,000      25,000,000
5.43%, 7/8/97(3)                              25,000,000       --          25,000,000     24,973,604       --            24,973,604
5.60%, 8/28/97                                25,000,000       --          25,000,000     24,774,444       --            24,774,444
5.617%, 3/13/98(1)                            17,000,000      8,000,000    25,000,000     17,000,000      8,000,000      25,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Dean Witter, Discover & Co., 5.888%,
9/29/97                                       20,000,000       --          20,000,000     20,010,940       --            20,010,940
- ---------------------------------------------------------------------------------------------------------------------------------
Goldman Sachs Group, L.P.:
5.60%, 9/12/97                                35,000,000     15,000,000    50,000,000     34,602,556     14,829,667      49,432,223
5.61%, 9/10/97                                35,000,000     15,000,000    50,000,000     34,612,754     14,834,037      49,446,791
5.62%, 10/6/97                                35,000,000     10,000,000    45,000,000     34,470,003      9,848,572      44,318,575
5.62%, 9/4/97                                 35,000,000     15,000,000    50,000,000     34,644,847     14,847,792      49,492,639
5.62%, 9/8/97                                 25,000,000       --          25,000,000     24,730,708       --            24,730,708
5.78%, 9/22/97                                30,000,000       --          30,000,000     30,000,000       --            30,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Goldman Sachs Group, L.P.,
Promissory Nts.:
5.844%, 10/10/97(2)                           15,000,000      6,000,000    21,000,000     15,000,000      6,000,000      21,000,000
5.87%, 11/10/97(2)                            20,000,000     10,000,000    30,000,000     20,000,000     10,000,000      30,000,000
5.88%, 12/12/97(2)                            35,000,000     15,000,000    50,000,000     35,000,000     15,000,000      50,000,000
5.89%, 9/4/97(2)                              20,000,000     10,000,000    30,000,000     20,000,000     10,000,000      30,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Lehman Brothers Holdings, Inc.:
5.62%, 11/21/97                               28,000,000     10,000,000    38,000,000     27,374,931      9,776,761      37,151,692
5.63%, 8/22/97                                10,000,000      5,000,000    15,000,000      9,918,678      4,959,339      14,878,017
5.64%, 7/2/97                                 35,000,000       --          35,000,000     34,994,517       --            34,994,517
5.64%, 9/10/97                                20,000,000     20,000,000    40,000,000     19,777,533     19,777,533      39,555,066
5.65%, 7/10/97                                25,000,000     10,000,000    35,000,000     24,964,687      9,985,875      34,950,562
5.65%, 7/7/97                                 25,000,000     10,000,000    35,000,000     24,976,458      9,990,583      34,967,041
5.677%, 2/3/98(1)                             15,000,000     10,000,000    25,000,000     15,000,000     10,000,000      25,000,000
5.771%, 6/18/98(1)                            35,000,000     10,000,000    45,000,000     35,106,786     10,030,510      45,137,296
- ---------------------------------------------------------------------------------------------------------------------------------
Merrill Lynch & Co., Inc.:
5.28%, 7/3/97                                 15,000,000      5,000,000    20,000,000     14,995,600      4,998,533      19,994,133
5.36%, 7/2/97                                 25,000,000     10,000,000    35,000,000     24,996,239      9,998,511      34,994,750
5.39%, 7/18/97                                15,000,000       --          15,000,000     14,961,821       --            14,961,821
5.40%, 7/11/97                                20,000,000       --          20,000,000     19,970,000       --            19,970,000
5.40%, 7/9/97                                 10,000,000      5,000,000    15,000,000      9,988,000      4,994,000      14,982,000
5.58%, 10/15/97                               20,000,000       --          20,000,000     19,671,400       --            19,671,400
5.58%, 10/29/97                                 --           20,000,000    20,000,000       --           19,628,000      19,628,000
5.58%, 12/15/97                               21,000,000      9,000,000    30,000,000     20,456,415      8,767,035      29,223,450
5.59%, 12/1/97                                20,000,000       --          20,000,000     19,524,850       --            19,524,850
5.60%, 8/25/97                                15,000,000       --          15,000,000     14,871,667       --            14,871,667
5.60%, 8/29/97                                15,000,000      5,000,000    20,000,000     14,862,333      4,954,111      19,816,444
5.62%, 8/28/97                                20,000,000       --          20,000,000     19,818,911       --            19,818,911
5.62%, 9/3/97                                 20,000,000       --          20,000,000     19,800,178       --            19,800,178
5.63%, 7/14/97                                27,000,000     28,000,000    55,000,000     26,945,107     27,943,074      54,888,181
5.648%, 1/8/98(1)                             25,000,000     15,000,000    40,000,000     24,997,449     14,998,469      39,995,918
5.65%, 7/10/97                                20,000,000     10,000,000    30,000,000     19,971,750      9,985,875      29,957,625
5.68%, 10/24/97(1)                            25,000,000     10,000,000    35,000,000     24,998,425      9,999,370      34,997,795
5.68%, 3/18/98(1)                             15,000,000      5,000,000    20,000,000     14,997,912      4,999,304      19,997,216
5.68%, 7/16/97                                25,000,000     20,000,000    45,000,000     24,940,833     19,952,667      44,893,500
5.685%, 5/26/98(1)                            17,000,000      8,000,000    25,000,000     16,997,720      7,998,927      24,996,647
5.70%, 8/12/97                                13,000,000      5,000,000    18,000,000     12,913,550      4,966,750      17,880,300
5.70%, 9/19/97(1)                             20,000,000       --          20,000,000     20,000,000       --            20,000,000
5.75%, 12/19/97(1)                            35,000,000     15,000,000    50,000,000     34,999,661     14,999,774      49,999,435
- ---------------------------------------------------------------------------------------------------------------------------------
Morgan Stanley, Dean Witter, Discover &
Co., 5.50%, 3/24/98                           23,744,000     28,900,000    52,644,000     23,744,000     28,900,000      52,644,000
                                                                                      -------------------------------------------
                                                                                       1,476,734,345    528,041,989   2,004,776,334

- ---------------------------------------------------------------------------------------------------------------------------------
CHEMICALS - 0.8% Henkel Corp.:
5.58%, 10/17/97(3)                            13,000,000       --          13,000,000     12,782,380       --            12,782,380
5.58%, 10/23/97                               25,000,000       --          25,000,000     24,558,250       --            24,558,250
5.58%, 10/24/97(3)                            25,000,000       --          25,000,000     24,554,375       --            24,554,375
5.61%, 9/11/97(3)                             10,000,000      6,185,000    16,185,000      9,887,800      6,115,604      16,003,404
5.70%, 10/20/97(3)                            29,000,000       --          29,000,000     28,490,325       --            28,490,325
                                                                                      -------------------------------------------
                                                                                         100,273,130      6,115,604     106,388,734
- ---------------------------------------------------------------------------------------------------------------------------------
COMMERCIAL FINANCE - 15.0% CIT Group Holdings, Inc.:
5.58%, 11/20/97(1)                            70,000,000     15,000,000    85,000,000     69,980,400     14,995,578      84,975,978
5.60%, 12/23/97(1)                            25,000,000       --          25,000,000     24,990,703       --            24,990,703
5.60%, 5/22/98(1)                             35,000,000     15,000,000    50,000,000     34,978,936     14,990,973      49,969,909
5.60%, 8/26/97                                65,000,000     10,000,000    75,000,000     64,433,778      9,912,889      74,346,667
5.625%, 9/17/97(1)                            25,000,000     20,000,000    45,000,000     24,996,126     19,996,901      44,993,027
5.63%, 7/17/97                                20,000,000     10,000,000    30,000,000     19,949,956      9,974,978      29,924,934
5.764%, 3/11/98(1)                            11,000,000     38,500,000    49,500,000     11,000,000     38,500,000      49,500,000
- ---------------------------------------------------------------------------------------------------------------------------------
Countrywide Home Loans:
5.57%, 7/1/97                                 50,000,000     15,000,000    65,000,000     50,000,000     15,000,000      65,000,000
5.57%, 7/9/97                                   --           32,000,000    32,000,000       --           31,960,391      31,960,391
5.59%, 9/18/97                                20,000,000     20,000,000    40,000,000     19,754,661     19,754,661      39,509,322
5.60%, 8/13/97                                40,000,000       --          40,000,000     39,732,444       --            39,732,444
5.60%, 8/25/97                                69,095,000       --          69,095,000     68,503,854       --            68,503,854
5.61%, 8/27/97                                20,000,000     10,000,000    30,000,000     19,822,350      9,911,175      29,733,525
5.62%, 8/14/97                                15,000,000     10,000,000    25,000,000     14,896,967      9,931,311      24,828,278
5.62%, 8/26/97                                  --           75,000,000    75,000,000       --           74,343,556      74,343,556
5.62%, 8/28/97                                40,000,000       --          40,000,000     39,637,822       --            39,637,822
5.63%, 8/29/97                                40,000,000       --          40,000,000     39,630,922       --            39,630,922
5.63%, 9/4/97                                 50,000,000       --          50,000,000     49,491,736       --            49,491,736
- ---------------------------------------------------------------------------------------------------------------------------------
FINOVA Capital Corp.:
5.30%, 7/14/97                                20,000,000      5,000,000    25,000,000     19,961,217      4,990,431      24,951,648
5.40%, 7/1/97                                   --           10,000,000    10,000,000       --           10,000,000      10,000,000
5.40%, 7/21/97                                25,000,000      5,000,000    30,000,000     24,922,667      4,985,000      29,907,667
5.43%, 7/10/97                                 5,000,000      5,000,000    10,000,000      4,993,212      4,993,212       9,986,424
5.44%, 7/7/97                                   --           10,000,000    10,000,000       --            9,990,775       9,990,775
5.47%, 7/11/97                                10,000,000     10,000,000    20,000,000      9,984,806      9,984,806      19,969,612
5.47%, 7/16/97                                 5,000,000      5,000,000    10,000,000      4,988,604      4,988,604       9,977,208
5.61%, 10/16/97                               15,000,000       --          15,000,000     14,749,888       --            14,749,888
5.61%, 10/22/97                               25,000,000       --          25,000,000     24,559,771       --            24,559,771
5.61%, 10/30/97                               55,000,000     15,000,000    70,000,000     53,962,929     14,717,162      68,680,091
5.61%, 10/31/97                               10,000,000       --          10,000,000      9,809,883       --             9,809,883
5.61%, 11/21/97                               12,000,000      8,000,000    20,000,000     11,732,590      7,821,727      19,554,317
5.61%, 11/7/97                                 5,000,000      5,000,000    10,000,000      4,899,488      4,899,487       9,798,975
5.62%, 11/10/97                                 --            5,000,000     5,000,000       --            4,896,967       4,896,967
5.63%, 11/25/97                               15,000,000       --          15,000,000     14,655,163       --            14,655,163
5.63%, 8/21/97                                20,000,000     10,000,000    30,000,000     19,840,483      9,920,242      29,760,725
5.63%, 9/15/97                                 5,000,000       --           5,000,000      4,940,572       --             4,940,572
5.63%, 12/4/97                                  --           15,000,000    15,000,000       --           14,634,050      14,634,050
5.64%, 11/14/97                               20,000,000     13,000,000    33,000,000     19,573,867     12,723,013      32,296,880
5.64%, 9/8/97                                 20,000,000     10,000,000    30,000,000     19,783,800      9,891,900      29,675,700
5.65%, 9/12/97                                20,000,000       --          20,000,000     19,770,861       --            19,770,861
5.65%, 9/4/97                                 25,000,000       --          25,000,000     24,744,965       --            24,744,965
5.65%, 9/19/97                                  --           15,000,000    15,000,000       --           14,811,667      14,811,667
5.69%, 12/3/97                                29,000,000       --          29,000,000     28,289,540       --            28,289,540
5.69%, 12/11/97                                 --           20,000,000    20,000,000       --           19,484,739      19,484,739
5.72%, 8/15/97                                25,000,000       --          25,000,000     24,821,250       --            24,821,250
- ---------------------------------------------------------------------------------------------------------------------------------
Heller Financial, Inc.:
5.71%, 10/1/97(1)                             30,000,000     20,000,000    50,000,000     29,998,488     19,998,992      49,997,480
5.71%, 10/10/97(1)                            30,000,000     13,000,000    43,000,000     29,998,340     12,999,281      42,997,621
5.72%, 8/27/97                                30,000,000     15,000,000    45,000,000     29,728,300     14,864,150      44,592,450
5.73%, 9/9/97                                 30,000,000     15,000,000    45,000,000     29,665,750     14,832,875      44,498,625
5.74%, 11/13/97                               25,000,000     15,000,000    40,000,000     24,461,875     14,677,125      39,139,000
5.75%, 12/15/97                               10,000,000      9,000,000    19,000,000      9,733,264      8,759,938      18,493,202
5.75%, 7/16/97                                15,000,000     10,000,000    25,000,000     14,964,063      9,976,042      24,940,105
5.75%, 9/4/97                                 35,000,000     10,000,000    45,000,000     34,636,632      9,896,181      44,532,813
5.75%, 9/8/97                                 20,000,000      7,000,000    27,000,000     19,779,583      6,922,854      26,702,437
5.80%, 10/9/97                                45,000,000     20,000,000    65,000,000     44,275,000     19,677,778      63,952,778
5.80%, 12/22/97                               35,000,000     15,000,000    50,000,000     34,018,833     14,579,500      48,598,333
5.831%, 12/18/97(1)                           35,000,000     15,000,000    50,000,000     35,000,000     15,000,000      50,000,000
                                                                                      -------------------------------------------
                                                                                       1,289,046,339    595,190,911   1,884,237,250
- ---------------------------------------------------------------------------------------------------------------------------------
COMPUTER SOFTWARE - 0.8% First Data Corp.:
5.58%, 12/16/97                               35,000,000     15,000,000    50,000,000     34,088,600     14,609,400      48,698,000
5.60%, 9/9/97                                 24,000,000       --          24,000,000     23,738,667       --            23,738,667
5.605%, 1/27/98                               17,000,000      8,000,000    25,000,000     16,444,171      7,738,433      24,182,604
                                                                                      -------------------------------------------
                                                                                          74,271,438     22,347,833      96,619,271
- ---------------------------------------------------------------------------------------------------------------------------------
CONGLOMERATES - 0.9% Mitsubishi International Corp.:
5.55%, 7/3/97                                 68,850,000       --          68,850,000     68,828,771       --            68,828,771
5.60%, 9/15/97                                 5,000,000      9,800,000    14,800,000      4,940,889      9,684,142      14,625,031
5.61%, 8/20/97                                20,000,000     10,000,000    30,000,000     19,844,167      9,922,083      29,766,250
                                                                                      -------------------------------------------
                                                                                          93,613,827     19,606,225     113,220,052
- ---------------------------------------------------------------------------------------------------------------------------------
CONSUMER FINANCE - 1.4%
Island Finance Puerto Rico, Inc.:
5.60%, 9/10/97                                  --            6,000,000     6,000,000       --            5,933,733       5,933,733
5.60%, 9/15/97                                10,000,000       --          10,000,000      9,881,778       --             9,881,778
5.61%, 8/25/97                                  --           10,000,000    10,000,000       --            9,914,292       9,914,292
5.61%, 8/29/97                                17,000,000      8,000,000    25,000,000     16,843,699      7,926,447      24,770,146
5.61%, 9/2/97                                 20,000,000       --          20,000,000     19,803,650       --            19,803,650
5.61%, 9/8/97                                  5,000,000       --           5,000,000      4,946,238       --             4,946,238
5.62%, 8/15/97                                15,000,000       --          15,000,000     14,894,625       --            14,894,625
- ---------------------------------------------------------------------------------------------------------------------------------
Sears Roebuck Acceptance Corp.:
5.60%, 8/25/97                                35,000,000     10,000,000    45,000,000     34,700,556      9,914,444      44,615,000
6.20%, 7/1/97                                  9,000,000     31,800,000    40,800,000      9,000,000     31,800,000      40,800,000
                                                                                      -------------------------------------------
                                                                                         110,070,546     65,488,916     175,559,462

- ---------------------------------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIAL - 9.5%
Associates Corp. of North America,
5.65%, 7/14/97                                35,000,000     15,000,000    50,000,000     34,928,590     14,969,396      49,897,986
- ---------------------------------------------------------------------------------------------------------------------------------
Ford Motor Credit Corp.:
5.57%, 10/15/97                               75,000,000       --          75,000,000     73,769,958       --            73,769,958
5.57%, 10/30/97                               50,000,000       --          50,000,000     49,063,931       --            49,063,931
5.57%, 11/20/97                               42,500,000     30,000,000    72,500,000     41,566,251     29,340,883      70,907,134
5.58%, 12/8/97                                30,000,000       --          30,000,000     29,256,000       --            29,256,000
- ---------------------------------------------------------------------------------------------------------------------------------
General Electric Capital Corp.:
5.37%, 7/10/97                                40,000,000     10,000,000    50,000,000     39,946,300      9,986,575      49,932,875
5.40%, 7/8/97                                 10,000,000     10,000,000    20,000,000      9,989,500      9,989,500      19,979,000
5.57%, 11/20/97                               30,000,000       --          30,000,000     29,340,883       --            29,340,883
5.57%, 11/28/97                               25,000,000     25,000,000    50,000,000     24,419,792     24,419,792      48,839,584
5.58%, 11/3/97                                25,000,000       --          25,000,000     24,515,625       --            24,515,625
5.59%, 9/15/97                                25,000,000     25,000,000    50,000,000     24,704,972     24,704,972      49,409,944
5.60%, 9/10/97                                35,000,000       --          35,000,000     34,613,444       --            34,613,444
5.75%, 7/2/97                                 50,000,000     25,000,000    75,000,000     49,992,014     24,996,007      74,988,021
- ---------------------------------------------------------------------------------------------------------------------------------
General Electric Capital Services:
5.36%, 7/16/97                                18,000,000      7,000,000    25,000,000     17,959,800      6,984,367      24,944,167
5.57%, 11/24/97                               50,000,000       --          50,000,000     48,870,528       --            48,870,528
- ---------------------------------------------------------------------------------------------------------------------------------
General Motors Acceptance Corp.:
5.31%, 8/6/97                                 64,000,000     31,000,000    95,000,000     63,659,750     30,835,150      94,494,900
5.41%, 7/15/97                                17,000,000      8,000,000    25,000,000     16,964,234      7,983,169      24,947,403
5.45%, 7/14/97                                18,000,000      7,000,000    25,000,000     17,964,575      6,986,224      24,950,799
5.60%, 7/29/97                                35,000,000       --          35,000,000     34,847,556       --            34,847,556
5.61%, 12/22/97                               23,000,000      7,000,000    30,000,000     22,376,355      6,810,195      29,186,550
5.63%, 12/8/97                                 6,340,000       --           6,340,000      6,181,359       --             6,181,359
5.70%, 12/9/97                                50,000,000       --          50,000,000     48,725,417       --            48,725,417
5.73%, 11/18/97                               27,000,000     15,000,000    42,000,000     26,398,350     14,665,750      41,064,100
5.73%, 11/24/97                               17,000,000      8,000,000    25,000,000     16,604,948      7,814,093      24,419,041
5.75%, 4/21/98(1)                             30,000,000     15,000,000    45,000,000     29,987,616     14,993,808      44,981,424
6.25%, 7/1/97                                 46,000,000       --          46,000,000     46,000,000       --            46,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Household Finance Corp., 5.59%,
9/15/97                                       50,000,000       --          50,000,000     49,409,944       --            49,409,944
- ---------------------------------------------------------------------------------------------------------------------------------
Prudential Funding Corp., 5.685%,
5/5/98(1)                                     35,000,000     10,000,000    45,000,000     34,992,873      9,997,964      44,990,837
                                                                                      -------------------------------------------
                                                                                         947,050,565    245,477,845   1,192,528,410
- ---------------------------------------------------------------------------------------------------------------------------------
DRUG WHOLESALERS - 0.3%
Glaxo Wellcome PLC, 5.60%, 9/11/97            38,000,000       --          38,000,000     37,574,400       --            37,574,400
- ---------------------------------------------------------------------------------------------------------------------------------
ELECTRONICS - 1.3% Avnet, Inc.:
5.66%, 8/8/97                                 10,000,000       --          10,000,000      9,940,256       --             9,940,256
5.55%, 8/6/97                                   --           10,000,000    10,000,000       --            9,943,400       9,943,400
5.67%, 7/14/97                                  --           10,000,000    10,000,000       --            9,979,525       9,979,525
- ---------------------------------------------------------------------------------------------------------------------------------
Mitsubishi Electric Finance America, Inc.:
5.63%, 8/20/97                                25,000,000     10,000,000    35,000,000     24,804,514      9,921,806      34,726,320
5.63%, 9/3/97(3)                               5,000,000     35,000,000    40,000,000      4,949,956     34,649,689      39,599,645
5.65%, 8/27/97(3)                               --            7,000,000     7,000,000       --            6,937,379       6,937,379
5.66%, 8/6/97(3)                              15,000,000     13,825,000    28,825,000     14,915,000     13,746,624      28,661,624
5.67%, 7/23/97(3)                              5,000,000      5,000,000    10,000,000      4,982,675      4,982,675       9,965,350
5.68%, 8/13/97(3)                              9,000,000       --           9,000,000      8,938,940       --             8,938,940
                                                                                      -------------------------------------------
                                                                                          68,531,341     90,161,098     158,692,439
- ---------------------------------------------------------------------------------------------------------------------------------
HEALTHCARE/SUPPLIES & SERVICES - 1.5% AC Acquisition Holding Co.:
5.61%, 8/15/97(3)                             25,000,000       --          25,000,000     24,824,688       --            24,824,688
5.61%, 8/22/97                                18,000,000       --          18,000,000     17,854,140       --            17,854,140
- ---------------------------------------------------------------------------------------------------------------------------------
American Home Products Corp.:
5.62%, 9/10/97(3)                             30,000,000       --          30,000,000     29,667,483       --            29,667,483
5.62%, 9/8/97(3)                              45,000,000     25,000,000    70,000,000     44,515,275     24,730,708      69,245,983
5.63%, 7/14/97(3)                               --            9,871,000     9,871,000       --            9,850,932       9,850,932
5.63%, 9/3/97(3)                                --           10,000,000    10,000,000       --            9,899,911       9,899,911
5.63%, 9/4/97                                 25,000,000       --          25,000,000     24,745,868       --            24,745,868
                                                                                      -------------------------------------------
                                                                                         141,607,454     44,481,551     186,089,005
- ---------------------------------------------------------------------------------------------------------------------------------
INDUSTRIAL SERVICES - 0.9%
Atlas Copco AB, 5.625%, 8/25/97(3)             5,000,000      5,000,000    10,000,000      4,957,031      4,957,031       9,914,062
- ---------------------------------------------------------------------------------------------------------------------------------
PHH Corp.:
5.658%, 1/27/98(1)                            50,000,000      5,000,000    55,000,000     49,991,076      4,999,091      54,990,167
5.658%, 1/27/98(1)                            27,000,000       --          27,000,000     26,996,927       --            26,996,927
5.698%, 1/15/98(1)                            17,000,000      8,000,000    25,000,000     16,999,102      7,999,577      24,998,679
                                                                                      -------------------------------------------
                                                                                          98,944,136     17,955,699     116,899,835
- ---------------------------------------------------------------------------------------------------------------------------------
INSURANCE - 7.2%
Allstate Life Insurance Co., 5.691%,
7/1/17(1)                                     40,000,000     10,000,000    50,000,000     40,000,000     10,000,000      50,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
General American Life Insurance Co.,
5.89%, 7/1/97(1)                              50,000,000     30,000,000    80,000,000     50,000,000     30,000,000      80,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Jackson National Life Insurance Co.:
5.71%, 3/1/98(1)                              40,000,000     30,000,000    70,000,000     40,000,000     30,000,000      70,000,000
5.711%, 8/1/98(1)                             30,000,000     15,000,000    45,000,000     30,000,000     15,000,000      45,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Pacific Mutual Life Insurance Co.,
5.756%, 7/21/97(1)(2)                         60,000,000     30,000,000    90,000,000     60,000,000     30,000,000      90,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Protective Life Insurance Co.:
5.751%, 11/25/97(1)                           25,000,000       --          25,000,000     25,000,000       --            25,000,000
5.751%, 4/1/98(1)                             15,000,000     10,000,000    25,000,000     15,000,000     10,000,000      25,000,000
5.773%, 1/31/00(1)                              --           60,000,000    60,000,000       --           60,000,000      60,000,000
5.841%, 7/21/97(1)(2)                         10,000,000     20,000,000    30,000,000     10,000,000     20,000,000      30,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Prudential Life Insurance Co.,
5.773%, 1/31/00(1)                           140,000,000       --         140,000,000    140,000,000      --            140,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
TransAmerica Life Insurance & Annuity
Co.:
5.687%, 5/15/98(1)                            40,000,000     10,000,000    50,000,000     40,000,000     10,000,000      50,000,000
5.691%, 8/7/97(1)                               --           25,000,000    25,000,000       --           25,000,000      25,000,000
5.691%, 10/15/97(1)                           50,000,000     25,000,000    75,000,000     50,000,000     25,000,000      75,000,000
5.691%, 9/30/97(1)                            30,000,000     20,000,000    50,000,000     30,000,000     20,000,000      50,000,000
5.735%, 3/22/98(1)                            43,000,000       --          43,000,000     43,000,000       --            43,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
TransAmerica Occidental Corp., 5.691%,
9/29/97(1)                                    30,000,000     20,000,000    50,000,000     30,000,000     20,000,000      50,000,000
                                                                                      -------------------------------------------
                                                                                         603,000,000    305,000,000     908,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
LEASING & FACTORING - 1.9% American Honda Finance Corp.:
5.62%, 7/31/97                                55,000,000     25,000,000    80,000,000     54,742,417     24,882,917      79,625,334
5.65%, 7/28/97                                20,000,000       --          20,000,000     19,915,250       --            19,915,250
5.65%, 8/4/97                                 25,000,000     10,000,000    35,000,000     24,866,597      9,946,639      34,813,236
5.812%, 6/16/98(1)                            15,000,000      5,000,000    20,000,000     15,000,000      5,000,000      20,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
International Lease Finance Corp.:
5.27%, 7/17/97                                17,000,000      8,000,000    25,000,000     16,960,182      7,981,262      24,941,444
5.27%, 7/21/97                                25,000,000     10,000,000    35,000,000     24,926,806      9,970,722      34,897,528
- ---------------------------------------------------------------------------------------------------------------------------------
The Hertz Corp., 5.60%, 9/2/97                17,000,000      8,000,000    25,000,000     16,833,400      7,921,600      24,755,000
                                                                                      -------------------------------------------
                                                                                         173,244,652     65,703,140     238,947,792
- ---------------------------------------------------------------------------------------------------------------------------------
MANUFACTURING - 0.0%
Rexam PLC, 5.67%, 8/12/97(3)                    --            2,535,000     2,535,000       --            2,518,231       2,518,231
- ---------------------------------------------------------------------------------------------------------------------------------
METALS/MINING - 0.3% RTZ America, Inc.:
5.57%, 12/22/97(3)                            14,000,000      5,500,000    19,500,000     13,623,097      5,351,931      18,975,028
5.58%, 12/19/97(3)                            17,000,000      8,000,000    25,000,000     16,549,415      7,787,960      24,337,375
                                                                                      -------------------------------------------
                                                                                          30,172,512     13,139,891      43,312,403
- ---------------------------------------------------------------------------------------------------------------------------------
NONDURABLE HOUSEHOLD GOODS - 0.9% Avon Capital Corp.:
5.63%, 9/11/97(3)                              8,000,000       --           8,000,000      7,909,920       --             7,909,920
5.63%, 9/29/97(3)                              9,000,000       --           9,000,000      8,873,325       --             8,873,325
5.63%, 9/8/97(3)                               8,500,000      8,000,000    16,500,000      8,408,278      7,913,673      16,321,951
5.64%, 8/28/97(3)                             10,000,000     23,000,000    33,000,000      9,909,133     22,791,007      32,700,140
- ---------------------------------------------------------------------------------------------------------------------------------
Newell Co.:
5.60%, 10/17/97(3)                            20,000,000      5,000,000    25,000,000     19,664,000      4,916,000      24,580,000
5.60%, 9/19/97(3)                             25,000,000       --          25,000,000     24,688,889       --            24,688,889
                                                                                      -------------------------------------------
                                                                                          79,453,545     35,620,680     115,074,225
- ---------------------------------------------------------------------------------------------------------------------------------
OIL-INTEGRATED - 0.4% Repsol International Finance BV:
5.35%, 7/1/97                                   --           15,000,000    15,000,000       --           15,000,000      15,000,000
5.39%, 7/15/97                                11,000,000       --          11,000,000     10,976,943       --            10,976,943
5.60%, 12/9/97                                24,000,000       --          24,000,000     23,398,933       --            23,398,933
                                                                                      -------------------------------------------
                                                                                          34,375,876     15,000,000      49,375,876
- ---------------------------------------------------------------------------------------------------------------------------------
SAVINGS & LOANS - 1.8%
First Bank FSB, 5.658%, 8/29/97(1)            25,000,000      7,000,000    32,000,000     24,999,606      6,999,889      31,999,495
- ---------------------------------------------------------------------------------------------------------------------------------
Great Western Bank FSB:
5.60%, 8/21/97                                25,000,000       --          25,000,000     24,801,667       --            24,801,667
5.61%, 9/12/97                                20,000,000       --          20,000,000     19,772,483       --            19,772,483
5.61%, 9/17/97                                15,000,000      7,000,000    22,000,000     14,817,675      6,914,915      21,732,590
5.61%, 9/19/97                                25,000,000       --          25,000,000     24,688,333       --            24,688,333
5.62%, 9/11/97                                40,000,000     10,000,000    50,000,000     39,550,700      9,887,800      49,438,500
5.62%, 8/27/97                                  --           35,000,000    35,000,000       --           34,688,954      34,688,954
- ---------------------------------------------------------------------------------------------------------------------------------
Household Bank FSB., 5.71%, 9/19/97(1)        25,000,000       --          25,000,000     25,000,000       --            25,000,000
                                                                                      -------------------------------------------
                                                                                         173,630,464     58,491,558     232,122,022
- ---------------------------------------------------------------------------------------------------------------------------------
SPECIAL PURPOSE FINANCIAL - 15.2% Asset Backed Capital Finance, Inc.:
5.60%, 11/17/97(3)                             5,000,000      4,000,000     9,000,000      4,891,889      3,913,511       8,805,400
5.60%, 12/26/97(1)(2)                         40,000,000       --          40,000,000     39,987,424       --            39,987,424
5.65%, 7/8/97(3)                                --           17,400,000    17,400,000       --           17,380,884      17,380,884
5.65%, 9/8/97                                 11,510,000       --          11,510,000     11,385,356       --            11,385,356
5.66%, 3/16/98(1)(2)                          15,000,000      5,000,000    20,000,000     14,995,248      4,998,416      19,993,664
5.66%, 8/1/97(3)                              48,000,000       --          48,000,000     47,766,053       --            47,766,053
5.67%, 12/1/97(3)                               --           23,200,000    23,200,000       --           22,640,938      22,640,938
5.68%, 7/22/97(3)                             30,000,000       --          30,000,000     29,900,600       --            29,900,600
5.687%, 12/15/97(1)(2)                        35,000,000     15,000,000    50,000,000     34,994,313     14,997,563      49,991,876
5.70%, 8/22/97(3)                             25,000,000       --          25,000,000     24,794,167       --            24,794,167
- ---------------------------------------------------------------------------------------------------------------------------------
Asset Backed Securities Investment
Trust-Series 1997A, 5.738%, 2/16/98(1)(2)     20,000,000     15,000,000    35,000,000     19,998,751     14,999,063      34,997,814
- ---------------------------------------------------------------------------------------------------------------------------------
Asset Securitization Cooperative Corp.:
5.59%, 12/3/97(3)                             10,000,000       --          10,000,000      9,759,319       --             9,759,319
5.60%, 9/18/97(3)                             21,000,000       --          21,000,000     20,741,933       --            20,741,933
5.62%, 9/5/97(3)                              50,000,000       --          50,000,000     49,484,833       --            49,484,833
5.62%, 9/8/97(3)                              30,000,000       --          30,000,000     29,676,850       --            29,676,850
5.63%, 8/1/97(3)                              15,000,000       --          15,000,000     14,927,279       --            14,927,279
5.63%, 8/4/97(3)                                --           10,000,000    10,000,000       --            9,946,828       9,946,828
5.64%, 7/7/97(3)                                --           55,000,000    55,000,000       --           54,948,300      54,948,300
- ---------------------------------------------------------------------------------------------------------------------------------
Beta Finance, Inc.:
5.61%, 9/5/97(3)                              19,000,000      9,000,000    28,000,000     18,804,585      8,907,435      27,712,020
5.62%, 9/26/97(3)                             14,500,000     12,000,000    26,500,000     14,303,066     11,837,020      26,140,086
5.62%, 9/8/97(3)                              46,000,000      8,000,000    54,000,000     45,504,848      7,913,827      53,418,675
5.65%, 7/11/97(3)                             23,000,000       --          23,000,000     22,963,903       --            22,963,903
- ---------------------------------------------------------------------------------------------------------------------------------
Corporate Asset Funding Co., Inc.:
5.60%, 12/12/97(3)                             7,000,000     18,000,000    25,000,000      6,821,422     17,540,800      24,362,222
5.60%, 8/25/97(3)                             35,000,000     15,000,000    50,000,000     34,700,556     14,871,667      49,572,223
- ---------------------------------------------------------------------------------------------------------------------------------
CXC, Inc.:
5.58%, 9/26/97(3)                             30,000,000       --          30,000,000     29,595,450       --            29,595,450
5.59%, 9/8/97(3)                              35,000,000     15,000,000    50,000,000     34,625,004     14,839,288      49,464,292
5.61%, 9/10/97(3)                             30,000,000       --          30,000,000     29,668,075       --            29,668,075
5.62%, 7/3/97(3)                              40,000,000     10,000,000    50,000,000     39,987,511      9,996,878      49,984,389
5.62%, 8/15/97(3)                             18,000,000      7,000,000    25,000,000     17,873,550      6,950,825      24,824,375
5.62%, 9/3/97(3)                              25,000,000     20,000,000    45,000,000     24,750,222     19,800,178      44,550,400
5.62%, 11/17/97(3)                              --            5,000,000     5,000,000       --            4,891,503       4,891,503
5.63%, 7/7/97(3)                              10,966,000       --          10,966,000     10,955,710       --            10,955,710
5.63%, 7/9/97(3)                              30,000,000     10,000,000    40,000,000     29,962,467      9,987,489      39,949,956
5.67%, 8/14/97(3)                             32,000,000       --          32,000,000     31,779,768       --            31,779,768
- ---------------------------------------------------------------------------------------------------------------------------------
Enterprise Funding Corp.:
5.61%, 8/11/97(3)                             15,000,000     10,000,000    25,000,000     14,904,163      9,936,108      24,840,271
5.62%, 7/14/97(3)                             11,364,000       --          11,364,000     11,340,937       --            11,340,937
5.65%, 7/16/97(3)                             17,000,000      8,000,000    25,000,000     16,959,979      7,981,167      24,941,146
5.67%, 8/15/97(3)                             21,482,000       --          21,482,000     21,329,746       --            21,329,746
5.67%, 8/18/97(3)                             15,000,000       --          15,000,000     14,886,600       --            14,886,600
5.64%, 8/28/97(3)                               --           20,097,000    20,097,000       --           19,914,385      19,914,385
5.65%, 12/10/97(3)                              --           10,000,000    10,000,000       --            9,745,750       9,745,750

- ---------------------------------------------------------------------------------------------------------------------------------
Falcon Asset Securitization Corp.:
5.60%, 7/28/97(3)                             50,000,000     38,400,000    88,400,000     49,790,000     38,238,720      88,028,720
5.67%, 8/18/97(3)                               --           10,800,000    10,800,000       --           10,718,352      10,718,352
- ---------------------------------------------------------------------------------------------------------------------------------
New Center Asset Trust, 5.27%, 7/28/97        25,000,000     20,000,000    45,000,000     24,901,188     19,920,950      44,822,138
- ---------------------------------------------------------------------------------------------------------------------------------
Preferred Receivables Funding Corp.:
5.40%, 7/10/97                                  --            5,375,000     5,375,000       --            5,367,744       5,367,744
5.58%, 10/16/97                               15,000,000       --          15,000,000     14,751,225       --            14,751,225
5.60%, 11/18/97                               14,000,000       --          14,000,000     13,695,111       --            13,695,111
5.60%, 9/8/97                                 36,800,000       --          36,800,000     36,405,013       --            36,405,013
5.62%, 8/28/97                                  --           10,350,000    10,350,000       --           10,256,287      10,256,287
5.65%, 12/8/97                                20,000,000       --          20,000,000     19,497,778       --            19,497,778
- ---------------------------------------------------------------------------------------------------------------------------------
Providian MasterTrust 1993-3:
5.61%, 9/10/97(3)                             24,500,000       --          24,500,000     24,228,928       --            24,228,928
5.62%, 9/11/97(3)                             11,000,000       --          11,000,000     10,876,360       --            10,876,360
- ---------------------------------------------------------------------------------------------------------------------------------
RACERS Series 1996-MM-12-3, 5.687%,
12/15/97(1)(2)                                25,000,000     15,000,000    40,000,000     25,000,000     15,000,000      40,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
RACERS Series 1997-MM-1-1, 5.687%,
1/15/98(1)(2)                                 38,000,000     12,000,000    50,000,000     37,991,827     11,997,414      49,989,241
- ---------------------------------------------------------------------------------------------------------------------------------
Sigma Finance, Inc.:
5.40%, 7/21/97(3)                             15,000,000       --          15,000,000     14,955,000       --            14,955,000
5.59%, 7/28/97(3)                             15,000,000       --          15,000,000     14,937,113       --            14,937,113
5.60%, 10/15/97(3)                            13,500,000     13,000,000    26,500,000     13,277,400     12,785,644      26,063,044
5.60%, 11/17/97(3)                             6,000,000       --           6,000,000      5,870,267       --             5,870,267
5.60%, 12/4/97(3)                               --            3,000,000     3,000,000       --            2,927,200       2,927,200
5.61%, 8/27/97(3)                               --            6,500,000     6,500,000       --            6,442,264       6,442,264
5.61%, 8/29/97(3)                             15,000,000       --          15,000,000     14,862,088       --            14,862,088
5.62%, 9/10/97(3)                             15,600,000     15,000,000    30,600,000     15,427,091     14,833,742      30,260,833
5.63%, 9/5/97(3)                              20,000,000       --          20,000,000     19,793,567       --            19,793,567
5.64%, 8/28/97(3)                             40,000,000     10,000,000    50,000,000     39,636,533      9,909,133      49,545,666
5.64%, 9/3/97(3)                               9,000,000       --           9,000,000      8,909,760       --             8,909,760
5.65%, 12/15/97(3)                            13,000,000       --          13,000,000     12,659,274       --            12,659,274
5.68%, 7/25/97(3)                             18,000,000     13,000,000    31,000,000     17,931,840     12,950,773      30,882,613
5.69%, 11/26/97(3)                            20,000,000      5,000,000    25,000,000     19,532,156      4,883,039      24,415,195
5.70%, 8/19/97 (3)                            20,000,000     10,000,000    30,000,000     19,844,833      9,922,417      29,767,250
- ---------------------------------------------------------------------------------------------------------------------------------
SMM Trust 1996-B, 5.738%, 8/4/97(1)(2)        20,000,000     10,000,000    30,000,000     20,000,000     10,000,000      30,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
SMM Trust 1997-I, 5.687%, 5/29/98(1)(2)       30,000,000     10,000,000    40,000,000     30,000,000     10,000,000      40,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
TIERS Series DCMT 1996-A, 5.717%,
10/15/97(1)(2)                                25,000,000      5,000,000    30,000,000     25,000,000      5,000,000      30,000,000
                                                                                      -------------------------------------------
                                                                                       1,374,795,929    530,093,502   1,904,889,431
- ---------------------------------------------------------------------------------------------------------------------------------
SPECIALTY RETAILING - 0.2%
- ---------------------------------------------------------------------------------------------------------------------------------
St. Michael Finance Ltd., 5.61%, 9/11/97        --           22,000,000    22,000,000       --           21,753,160      21,753,160
                                                                                      -------------------------------------------

Total Short-Term Notes                                                                 7,376,772,323  2,818,155,550  10,194,927,873

===================================================================================================================================
U.S. GOVERNMENT AGENCIES - 1.0%
- ---------------------------------------------------------------------------------------------------------------------------------
Federal Home Loan Bank, 5.67%, 8/1/97(1)      60,000,000     34,000,000    94,000,000     59,995,504     33,997,453      93,992,957
- ---------------------------------------------------------------------------------------------------------------------------------
Student Loan Marketing Assn., 5.82%, 1/23/98  20,000,000     10,000,000    30,000,000     19,998,307      9,999,153      29,997,460
                                                                                      -------------------------------------------

Total U.S. Government Obligations                                                         79,993,811     43,996,606     123,990,417

===================================================================================================================================
FOREIGN GOVERNMENT OBLIGATIONS - 1.6%
- ---------------------------------------------------------------------------------------------------------------------------------
Bayerische Landesbank Girozentrale, 5.80%,
7/29/97(1)                                    30,000,000     15,000,000    45,000,000     30,000,000     15,000,000      45,000,000
- ---------------------------------------------------------------------------------------------------------------------------------
Swedish Export Credit Corp., 5.36%, 7/9/97    45,000,000     15,000,000    60,000,000     44,946,400     14,982,133      59,928,533
- ---------------------------------------------------------------------------------------------------------------------------------
Westdeutsche Landesbank Girozentrale,
5.60%, 9/11/97                                50,000,000       --          50,000,000     49,440,000       --            49,440,000
- ---------------------------------------------------------------------------------------------------------------------------------
Westdeutsche Landesbank Girozentrale,
5.61%, 8/29/97                                25,000,000       --          25,000,000     24,770,146       --            24,770,146
- ---------------------------------------------------------------------------------------------------------------------------------
Westdeutsche Landesbank Girozentrale,
guaranteeing commercial paper of:
Unibanco-Uniao de Brancos Brasileiros
S.A.-Grand Cayman-Series A, 5.61%, 9/8/97     25,000,000       --          25,000,000     24,731,187       --            24,731,187
                                                                                      -------------------------------------------

Total Foreign Government Obligations                                                     173,887,733     29,982,133     203,869,866

===================================================================================================================================
MUNICIPAL BONDS AND NOTES - 0.0%
- ---------------------------------------------------------------------------------------------------------------------------------
Virginia Housing Development Authority
Series 1997 A-STEM 11, 5.85%, 12/30/97          --            5,000,000     5,000,000       --            4,998,647       4,998,647
- ---------------------------------------------------------------------------------------------------------------------------------
TOTAL INVESTMENTS, AT VALUE                     96.9%          97.6%         97.1%     8,779,329,984  3,426,662,366  12,205,992,350
- ---------------------------------------------------------------------------------------------------------------------------------
OTHER ASSETS NET OF LIABILITIES                  3.1            2.4           2.9        283,636,897     84,564,549     368,201,446
                                           ----------------------------------------------------------------------------------------

NET ASSETS                                     100.0%         100.0%        100.0%    $9,062,966,881 $3,511,226,915 $12,574,193,796
                                           ======================================================================================

</TABLE>

Short-term notes, bankers' acceptances, direct bank obligations and letters of
credit are generally traded on a discount basis; the interest rate is the
discount rate received by the Trust/Fund at the time of purchase. Other
securities normally bear interest at the rates shown.

1. Floating or variable rate  obligation.  The interest rate,  which is based on
specific,  or  an  index  of,  market  interest  rates,  is  subject  to  change
periodically  and is the effective  rate on June 30, 1997.  This  instrument may
also have a demand  feature  which allows the recovery of principal at any time,
or at specified  intervals  not  exceeding  one year,  on up to 30 days' notice.
Maturity date shown represents effective maturity based on variable rate and, if
applicable,  demand  feature.  2.  Restricted  securities  which are  considered
illiquid,  by virtue of the absence of a readily  available market or because of
legal or contractual restrictions on resale, amount to $624,360,019, or 4.97% of
the combined net assets. The Trust/ Fund may not invest more than 10% of its net
assets  (determined  at  the  time  of  purchase)  in  illiquid  securities.  3.
Restricted  securities,  including those issued in exempt  transactions  without
registration  under  the  Securities  Act  of  1933  (the  Act),   amounting  to
$2,084,098,276, or 16.57% of the combined net assets, have been determined to be
liquid pursuant to guidelines adopted by the Board of Trustees/Directors.

<PAGE>

Centennial
Money Market Trust

Prospectus dated October 1, 1997

Centennial Money Market Trust is a no-load "money market" mutual fund that seeks
the maximum  current  income that is  consistent  with low capital  risk and the
maintenance of liquidity. The Trust seeks to achieve this objective by investing
in "money market" securities meeting specified quality standards.  These include
U.S.  Treasury bills,  commercial  paper, bank certificates of deposit and other
marketable  short-term debt  instruments  (issued by the U.S.  Government or its
agencies,  or by  corporations or banks) maturing in or called for redemption in
one year or less.  Shares of the Trust  are sold at net  asset  value  without a
sales charge.

      An investment in the Trust is neither  insured nor  guaranteed by the U.S.
Government.  While the Trust seeks to maintain a stable net asset value of $1.00
per share, there can be no assurance that the Trust will be able to do so.

      Shares of the Trust may be  purchased  directly  from  brokers  or dealers
having sales  agreements  with the Trust's  Distributor  and also are offered to
participants  in Automatic  Purchase and  Redemption  Programs (the  "Programs")
established by certain  brokerage  firms with which the Trust's  Distributor has
entered  into  agreements  for that  purpose  (See  "How to Buy  Shares"  in the
Appendix).  The information in this Prospectus  should be read together with the
information  in  the  Appendix  which  is  part  of  this  Prospectus.   Program
participants  should also read the description of the Program  provided by their
broker.

      This Prospectus  explains  concisely what you should know before investing
in the  Trust.  Please  read this  Prospectus  carefully  and keep it for future
reference. You can find more detailed information about the Trust in the October
1, 1997 Statement of Additional  Information.  For a free copy, call Shareholder
Services,  Inc., the Trust's Transfer Agent, at  1-800-525-9310  or write to the
Transfer  Agent at the address on the back cover.  The  Statement of  Additional
Information  has been filed with the Securities  and Exchange  Commission and is
incorporated  into this Prospectus by reference  (which means that it is legally
part of this Prospectus).

Shares  of the Trust  are not  deposits  or  obligations  of any  bank,  are not
guaranteed by any bank, are not insured by the F.D.I.C.  or any other agency and
involve  investment  risks,  including the possible loss of the principal amount
invested.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE  COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.




<PAGE>



Contents

            ABOUT THE TRUST
            Expenses
            Financial Highlights
            Investment Objective and Policies
            Other Investment Restrictions
            Performance of the Trust

            APPENDIX
            How the Trusts are Managed
            How to Buy Shares
               Purchases Through Automatic Purchase and Redemption
                 Programs

               Direct Purchases
                 Payment by Check
                 Payment by Federal Funds Wire
                 Guaranteed Payment
                 Automatic Investment Plans
               Service Plan
             How to Sell Shares
               Program Participants
               Direct Shareholders
                 Regular Redemption Procedure
                 Expedited Redemption Procedure
                 Checkwriting
                 Telephone Redemptions
                 Automatic Withdrawal Plans
               Distributions from Retirement Plans Holding Shares of
                 Government Trust and Money Market Trust

               General Information on Redemptions
             Exchanges of Shares
             Retirement Plans
             Dividends, Distributions and Taxes

                                     -3-

<PAGE>



ABOUT THE TRUST

Expenses

The following  table sets forth the fees that an investor in the Trust might pay
and the expenses paid by the Trust during its fiscal year ended June 30, 1997.

     o Shareholder Transaction Expenses

Maximum Sales Charge on Purchases
   (as a percentage of offering price)                      None
- --------------------------------------------------------
Maximum Sales Charge on Reinvested Dividends                None
- --------------------------------------------------------
Redemption Fee                                              None(1)
- --------------------------------------------------------
Exchange Fee                                                None

(1) There is a $10 transaction  fee for redemptions  paid by Federal Funds wire,
but not for redemptions paid by check.

      o Annual Trust Operating Expenses
      (as a percentage of average net assets)

Management Fees (after waiver)                              0.35%
- --------------------------------------------------------
12b-1 Plan Fees                                             0.20%
- --------------------------------------------------------
Other Expenses                                              0.12%
- --------------------------------------------------------
Total Trust Operating Expenses                              0.67 %
(after waiver)

      The purpose of this table is to assist an investor  in  understanding  the
various  costs and  expenses  that an investor  in the Trust will bear  directly
(Shareholder   Transaction  Expenses)  or  indirectly  (Annual  Trust  Operating
Expenses).  "Other  Expenses"  includes  such expenses as custodial and transfer
agent fees, audit and legal and other business operating expenses,  but excludes
extraordinary  expenses.  The  Annual  Trust  Operating  Expenses  are  net of a
voluntary waiver by the Trust's investment manager,  Centennial Asset Management
Corporation (the "Manager").  Without such waiver,  "Management Fees" and "Total
Fund Operating Expense" would have been 0.41% and 0.73% of average net assets,

                                     -4-

<PAGE>



respectively.  The  voluntary  waiver is  described  in in "The  Manager and Its
Affiliates" in the Appendix to this  Prospectus  and in  "Investment  Management
Services" in the  Statement of  Additional  Information  and may be withdrawn or
amended at any time. For further  details,  see "The Manager and It's Affiliates
Fees  and  Expenses"  and  the  Trust's  financial  statements  included  in the
Statement of Additional Information.

      o Example.  To try to show the effect of these  expenses on an  investment
over time, we have created the hypothetical example shown below. Assume that you
make a $1,000  investment in shares of the Trust,  and the Trust's annual return
is 5%, and that its  operating  expenses  are the ones shown in the Annual Trust
Operating  Expenses chart above. If you were to redeem your shares at the end of
each period shown below,  your investment would incur the following  expenses by
the end of each period shown.

            1 year        3 years      5 years       10 years
            ------        -------      -------       --------
            $7            $21          $37           $83

      This example  shows the effect of expenses on an  investment in the Trust,
but is not meant to predict  actual or expected  costs or investment  returns of
the Trust, all of which may be more or less than those shown.

Financial Highlights

The table on the following page presents  selected  information about the Trust,
including per share data and expense  ratios and other data based on the Trust's
average net assets.  This information has been audited by Deloitte & Touche LLP,
independent auditors,  whose report on the financial statements of the Trust for
the fiscal year ended June 30, 1997 is included in the  Statement of  Additional
Information.



                                     -5-

                                       
<PAGE>


Financial Highlights
Centennial Money Market Trust
<TABLE>
<CAPTION>


                                             Year Ended June 30,
                                             1997     1996    1995      1994      1993     1992     1991   1990   1989   1988
==============================================================================================================================
Per Share Operating Data:
<S>                                          <C>      <C>      <C>      <C>      <C>      <C>      <C>    <C>    <C>    <C>  
Net asset value, beginning of period          $1.00    $1.00    $1.00    $1.00    $1.00    $1.00   $1.00  $1.00  $1.00  $1.00
- ------------------------------------------------------------------------------------------------------------------------------
Income from investment operations - net
investment income and net realized gain         .05      .05      .05      .03      .03      .04     .07    .08    .08    .06
Dividends and distributions to shareholders    (.05)    (.05)    (.05)    (.03)    (.03)    (.04)   (.07)  (.08)  (.08)  (.06)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period                $1.00    $1.00    $1.00    $1.00    $1.00    $1.00   $1.00  $1.00  $1.00  $1.00
                                             =================================================================================

==============================================================================================================================
Total Return, at Net Asset Value(1)            4.97%    5.11%    5.21%    2.82%    2.91%    4.73%  7.31%  8.32%  8.33%  6.29%
==============================================================================================================================
Ratios/Supplemental Data:
Net assets, end of period (in millions)      $9,063   $6,753   $4,812   $2,559   $1,991   $1,270   $539   $470   $333   $231
- ------------------------------------------------------------------------------------------------------------------------------
Average net assets (in millions)             $8,033   $6,077   $3,342   $2,346   $1,701     $821   $495   $422   $272   $212
- ------------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets:
Net investment income                          4.86%    4.99%    5.01%    2.84%    2.82%    4.31%  6.66%  7.82%  8.24%  6.16%
Expenses, before voluntary assumption 
or reimbursement by the Manager                0.73%    0.74%    0.77%    0.81%    0.83%    0.81%  0.84%  0.84%  0.90%  0.98%
Expenses, net of voluntary assumption 
or reimbursement by the Manager                0.67%    0.69%    0.73%    0.76%    0.78%    0.69%  N/A    N/A    N/A    N/A
</TABLE>

1.  Assumes a hypothetical initial investment on the business day before the 
first day of the fiscal period, with all dividends 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.  Total returns reflect
changes in net investment income only.



<PAGE>



Investment Objective and Policies

Objective.  The Trust is a  no-load  "money  market"  fund.  It is an  open-end,
diversified  management investment company organized as a Massachusetts business
trust in 1979.  The Trust's  investment  objective  is to seek  maximum  current
income  that  is  consistent  with  low  capital  risk  and the  maintenance  of
liquidity.  The  value of Trust  shares  is not  insured  or  guaranteed  by any
government agency.  However, shares held in brokerage accounts would be eligible
for  coverage  by the  Securities  Investor  Protection  Corporation  for losses
arising from the  insolvency of the brokerage  firm.  The Trust's  shares may be
purchased at their net asset  value,  which will remain fixed at $1.00 per share
except under extraordinary  circumstances (see "Determination of Net Asset Value
Per Share" in the Statement of Additional  Information for further information).
There can be no  assurance,  however,  that the Trust's net asset value will not
vary or that the Trust will achieve its investment objective.

Ratings of Securities. Under Rule 2a-7 of the Investment Company Act of 1940, as
amended (the "Investment Company Act"), the Trust uses the amortized cost method
to value its  portfolio  securities to determine the Trust's net asset value per
share. Rule 2a-7 places restrictions on a money market fund's investments. Under
the Rule, the Trust may purchase only those  securities that the Manager,  under
procedures  approved by the  Trust's  Board of  Trustees,  has  determined  have
minimal credit risk and are "Eligible Securities" as defined below.

      An "Eligible Security" is (a) one that has received a rating in one of the
two  highest  short-term  rating  categories  by any two  "nationally-recognized
statistical   rating   organizations"   (as   defined  in  the  Rule)   ("Rating
Organizations") or, if only one Rating Organization has rated that security,  by
that  Rating  Organization,  or (b) an  unrated  security  that is judged by the
Manager  to  be  of  comparable   quality  to  investments  that  are  "Eligible
Securities"  rated by  Rating  Organizations.  The  Rule  permits  the  Trust to
purchase "First Tier  Securities,"  which are Eligible  Securities  rated in the
highest rating category for short-term  debt  obligations by at least two Rating
Organizations  or,  if only  one  Rating  Organization  has  rated a  particular
security, by that Rating Organization,  or comparable unrated securities.  Under
the Rule,  the Trust may  invest  only up to 5% of its  assets in  "Second  Tier
Securities," which are Eligible Securities that are not "First Tier Securities."
In addition to the overall 5% limit

                                     -6-

<PAGE>



on Second  Tier  Securities,  the Trust may not  invest  more than (i) 5% of its
total  assets  in  the  securities  of any  one  issuer  (other  than  the  U.S.
Government, its agencies or instrumentalities) or (ii) 1% of its total assets or
$1 million  (whichever is greater) in Second Tier  Securities of any one issuer.
Under the current  provisions  of Rule 2a-7,  the Trust's  Board must approve or
ratify the purchase of Eligible Securities that are unrated or rated by only one
Rating  Organization.  Additionally,  under Rule 2a-7, the Trust must maintain a
dollar-weighted  average  portfolio  maturity  of no more  than 90 days  and the
remaining  maturity of any single portfolio  investment may not exceed 397 days.
Some of the Trust's  existing  investment  restrictions  (which are  fundamental
policies that may be changed only by shareholder vote) are more restrictive than
the provisions of Rule 2a-7. For example, as a matter of fundamental policy, the
Trust may not invest in any debt  instrument  having a maturity in excess of one
year from the date of the investment.  Under the current provisions of Rule 2a-7
the Trust's Board has adopted  procedures  under Rule 2a-7 pursuant to which the
Board has delegated to the Manager certain responsibilities,  in accordance with
the Rule, of conforming the Trust's  investments  with the  requirements  of the
Rule and those procedures.

      Exhibit A of the Statement of Additional  Information contains information
on the  rating  categories  of  Rating  Organizations.  Ratings  at the  time of
purchase  will  determine  whether  securities  may be acquired  under the above
restrictions.  Subsequent downgrades in ratings may require reassessments of the
credit risk  presented by a security  and may require its sale.  See "Ratings of
Securities"  in  "Investment   Objective  and  Policies"  in  the  Statement  of
Additional Information for further details.

Investment  Policies  and  Strategies.   The  Trust's  investment  policies  and
practices  are not  "fundamental"  policies  as  defined  in  "Other  Investment
Restrictions" unless a particular policy is identified as fundamental. The Board
may change non-fundamental investment policies without shareholder approval. The
Trust's investment  objective is a fundamental policy. In seeking its objective,
the  Trust  may  invest  in the  type of  securities  listed  below  and use the
following strategies:

      o U.S. Government  Securities.  The Trust may invest in obligations issued
or  guaranteed  by the U.S.  Government  or its  agencies or  instrumentalities,
maturing in twelve months or less from the date of purchase.


                                     -7-

<PAGE>



      o Bank  Obligations and Instruments  Secured By Them. The Trust may invest
in U.S.  dollar-denominated  certificates of deposit,  bankers'  acceptances and
other bank  obligations  if they are  obligations  of: (1) any U.S.  bank having
total assets at least equal to $1 billion or (2) any foreign  bank, if such bank
has total  assets at least  equal to U.S.  $1  billion.  No more than 25% of the
Trust's  assets will be invested in  securities  issued by foreign  banks.  That
limitation  does not apply to  securities  issued by  foreign  branches  of U.S.
banks.  Investments in securities issued by foreign banks or foreign branches of
U.S. banks subject the Trust to certain additional  investment risks,  including
future political and economic developments of the country in which the branch is
located,  possible  imposition  of  withholding  taxes on income  payable on the
securities,  possible  seizure of foreign  deposits,  establishment  of exchange
control restrictions,  or other government regulation.  While domestic banks are
subject to federal and/or state laws and regulations  which, among other things,
require  specific  levels of  reserves to be  maintained,  not all of those laws
apply to foreign branches of domestic banks or domestic branches or subsidiaries
of foreign  banks.  For  purposes  of this  section,  the term  "bank"  includes
commercial banks, savings banks and savings and loan associations.

      o Commercial Paper and Certain Debt  Obligations.  The Trust may invest in
commercial  paper maturing in nine months or less from the date of purchase,  or
in variable rate notes, variable rate master demand notes or master demand notes
(described in "Investment Objective and Policies" in the Statement of Additional
Information)  that  meet the  requirements  of Rule  2a-7.  The  Trust  may also
purchase debt obligations  which are Eligible  Securities and that either mature
within  twelve  months  from  the  date of  purchase  or have  been  called  for
redemption by the issuer, with such redemption to be effective within one year.

      o Other Obligations.  The Trust may purchase  obligations other than those
listed above if they are:  (i)  guaranteed  as to principal  and interest by the
U.S.  Government  or one of its  agencies,  or by a bank  or  corporation  whose
certificates  of deposit or  commercial  paper may otherwise be purchased by the
Trust (such guaranteed obligations must be due within twelve months or less from
the date of  purchase),  or (ii) subject to  repurchase  agreements  calling for
delivery in twelve months or less.

      o  Floating  Rate/Variable  Rate  Notes.  Some of the  notes the Trust may
purchase may have variable or floating interest rates.

                                     -8-

<PAGE>



Variable rates are adjustable at stated  periodic  intervals of no more than one
year. Floating rates are automatically  adjusted according to a specified market
rate for such investments,  such as the prime rate of a bank, or the 90 day U.S.
Treasury  bill rate.  The Trust may purchase  these  obligations  if they have a
remaining  maturity of one year or less;  if their  maturity is greater than one
year, they may be purchased if they have a demand feature that permits the Trust
to  recover  the  principal  amount  of the  underlying  security  at  specified
intervals not  exceeding  one year and upon no more than 30 days'  notice.  Such
obligations  may be secured by bank  letters of credit or other  credit  support
arrangements.  See "Floating Rate/Variable Rate Obligations" in the Statement of
Additional Information for more details.

      o Board Approved Instruments.  The Trust may invest in obligations,  other
than those discussed above,  approved by the Trust's Board of Trustees and which
are  in  accordance  with  the  Trust's  investment   objective,   policies  and
restrictions.

      o Illiquid  and  Restricted  Securities.  The Trust will not  purchase  or
otherwise acquire any security if, as a result,  more than 10% of its net assets
would be invested in securities  that are illiquid by virtue of the absence of a
readily  available  market or because of legal or  contractual  restrictions  on
resale.  This policy  includes  certificates of deposit of $100,000 or less of a
domestic bank (including  commercial  banks,  savings banks and savings and loan
associations)  having total assets of less than $1 billion,  if such certificate
of deposit is fully  insured as to  principal by the Federal  Deposit  Insurance
Corporation.  This policy does not limit purchases of: (i) restricted securities
eligible for resale to qualified institutional  purchasers pursuant to Rule 144A
under the  Securities  Act of 1933 that are determined to be liquid by the Board
of  Trustees  or  by  the  Manager  under  Board-approved  guidelines,  or  (ii)
commercial paper that may be sold without  registration under Section 3(a)(3) or
Section 4(2) of the Securities Act of 1933.  Such  guidelines  take into account
trading  activity for such securities and the  availability of reliable  pricing
information,  among  other  factors.  If there is a lack of trading  interest in
particular Rule 144A securities, the Trust's holdings of those securities may be
illiquid. If due to changes in relative value, more than 10% of the value of the
Trust's net assets  consist of illiquid  securities,  the Manager would consider
appropriate  steps to protect  the  Trust's  maximum  flexibility.  There may be
undesirable delays in selling illiquid  securities at prices  representing their
fair value. The Trust may

                                     -9-

<PAGE>



invest up to 25% of its net  assets in  restricted  securities,  subject  to the
above 10% limitation on illiquid  securities.  The Manager  monitors  holding of
illiquid  securities  on an ongoing basis and at times the Trust may be required
to sell some  holdings  to  maintain  adequate  liquidity.  Illiquid  securities
include  repurchase  agreements  maturing  in more than seven  days,  or certain
participation  interests  other than those with puts  exercisable  within  seven
days.

      o Repurchase Agreements. The Trust may acquire securities that are subject
to repurchase  agreements in order to generate income while providing liquidity.
The  Trust's  repurchase  agreements  will be  fully  collateralized  under  the
requirements of Rule 2a-7. If the vendor fails to pay the agreed-upon repurchase
price on the delivery date, the Trust's risks may include any costs of disposing
of the  collateral,  and any loss resulting from any delay in foreclosing on the
collateral. The Trust will not enter into a repurchase agreement that will cause
more than 10% of the Trust's net assets at the time of purchase to be subject to
repurchase agreements maturing in more than seven days. There is no limit on the
amount of the Trust's net assets  that may be subject to  repurchase  agreements
maturing  in seven days or less.  See  "Repurchase  Agreements"  in  "Investment
Objective  and Policies" in the  Statement of  Additional  Information  for more
details.

Other Investment Restrictions

The  Trust  has  certain  investment   restrictions  which,  together  with  its
investment objective, are fundamental policies, which can be changed only by the
vote of a "majority" (as defined in the  Investment  Company Act) of the Trust's
outstanding  voting  securities.  Under  some of those  restrictions,  the Trust
cannot:

      o invest more than 5% of the value of its total  assets in the  securities
of  any  one  issuer  (other  than  the  U.S.  Government  or  its  agencies  or
instrumentalities);

      o purchase more than 10% of the outstanding  non-voting securities or more
than 10% of the total debt securities of any one issuer;

      o  concentrate  investments  to the  extent  of 25% of its  assets  in any
industry; however, there is no limitation as to investment in obligations issued
by banks,  savings and loan associations or the U.S. Government and its agencies
or instrumentalities;

                                     -10-

<PAGE>



      o invest in any debt  instrument  having a maturity  in excess of one year
from the date of the investment or, in the case of a debt instrument  subject to
a  repurchase  agreement  or  called  for  redemption,  having a  repurchase  or
redemption date more than one year from the date of the investment;

      o  borrow  money  except  as a  temporary  measure  for  extraordinary  or
emergency  purposes,  and then only up to 10% of the market value of the Trust's
assets; the Trust will not make any investment when such borrowing exceeds 5% of
the value of its  assets;  no assets of the Trust may be pledged,  mortgaged  or
assigned to secure a debt;

      o invest more than 5% of the value of its total  assets in  securities  of
companies that have operated less than three years,  including the operations of
predecessors; or

      o make loans,  except the Trust may: (i) purchase  debt  securities,  (ii)
purchase debt  securities  subject to repurchase  agreements,  or (iii) lend its
securities as described in the Statement of Additional Information.

Unless the Prospectus states that a percentage restriction applies continuously,
it applies  only at the time the Trust makes an  investment,  and the Trust need
not sell securities to meet the percentage limits if the value of the investment
increases  in  proportion  to the  size  of  the  Trust.  Additional  investment
restrictions are contained in "Other  Investment  Restrictions" in the Statement
of Additional Information.

Performance of the Trust

Explanation of Yield.  From time to time, the "yield" and "compounded  effective
yield" of an investment in the Trust may be  advertised.  Both yield figures are
based on historical  earnings per share and are not intended to indicate  future
performance.  The "yield" of the Trust is the income  generated by an investment
in  the  Trust  over  a  seven-day  period,   which  is  then  "annualized."  In
annualizing,  the amount of income generated by the investment during that seven
days is assumed to be generated each week over a 52 week period, and is shown as
a percentage of the investment.  The "compounded  effective yield" is calculated
similarly,  but the  annualized  income  earned by an investment in the Trust is
assumed to be reinvested.  The "compounded  effective  yield"  therefore will be
slightly higher than the yield because of the effect of the

                                     -11-

<PAGE>



assumed  reinvestment.  From time to time the Manager may  voluntarily  assume a
portion of the Trust's expenses (which may include the management fee),  thereby
lowering the overall  expense ratio per share and  increasing  the Trust's yield
during  the time such  expenses  are  assumed.  See "Yield  Information"  in the
Statement of Additional Information for additional information about the methods
of calculating these yields.

                                     -12-

<PAGE>



APPENDIX

This  Appendix is part of the  Prospectuses  of  Centennial  Money  Market Trust
("Money  Market  Trust"),  Centennial  Tax Exempt Trust ("Tax Exempt Trust") and
Centennial  Government Trust ("Government  Trust"), each of which is referred to
in this Appendix  individually as a "Trust" and  collectively are referred to as
the "Trusts."  Unless  otherwise  indicated,  the  information  in this Appendix
applies to each Trust.

How the Trusts are Managed

Organization  and  History.  The Board of  Trustees  of each  Trust has  overall
responsibility  for the management of that Trust under the laws of Massachusetts
governing the  responsibilities  of trustees of business  trusts.  "Trustees and
Officers" in the Statement of Additional Information identifies the trustees and
officers and provides  information  about them.  Subject to the authority of the
Board, the Trusts' investment manager,  Centennial Asset Management  Corporation
(the  "Manager"),  is responsible for the day-to-day  management of each Trust's
business, supervises the investment operations of each Trust and the composition
of its  portfolio  and  furnishes  the Trusts  advice and  recommendations  with
respect  to  investments,  investment  policies  and the  purchase  and  sale of
securities,  pursuant to an Investment  Advisory  Agreement  (collectively,  the
"Agreements")  with each Trust.  Each of the Agreements sets forth the fees paid
by the Trust to the Manager and the expenses  that the Trust is  responsible  to
pay.

      The Trusts' shares are of one class, are transferrable without restriction
and have equal rights and  privileges.  Each share of each Trust  represents  an
interest  in that Trust  equal to the  interest of each other share of the Trust
and  entitles  the  holder to one vote per share  (and a  fractional  vote for a
fractional  share) on matters  submitted to a shareholder vote. The Trustees may
divide or combine the shares into a greater or lesser  number of shares  without
thereby changing the proportionate  beneficial  interest in the Trust. Shares do
not have  cumulative  voting rights or  conversion,  preemptive or  subscription
rights.  Shares of each Trust have equal liquidation  rights as to the assets of
that Trust.  (Each  Trust's  Board of Trustees is empowered to issue  additional
classes or series of shares of that Trust,  which may have  separate  assets and
liabilities.)

     The Trusts will not normally hold annual meetings of the shareholders.  The
Trusts may hold shareholder meetings from time

                                     A-1

<PAGE>



to time on important  matters and shareholders  have the right to call a meeting
to remove a Trustee or take other action  described in the Declaration of Trust.
Under certain  principles  governing  business trusts,  shareholders may be held
personally liable as "partners" for the Trust's  obligations.  However, the risk
of a  shareholder  incurring  any  financial  loss is limited to the  relatively
remote  circumstances in which the Trust is unable to meet its obligations.  See
"Additional Information" in the Statement of Additional Information for details.

The Manager and Its  Affiliates.  The  Manager,  a  wholly-owned  subsidiary  of
OppenheimerFunds,  Inc.  ("OFI"),  has operated as an  investment  advisor since
1978. The Manager and its affiliates  currently advise U.S. investment companies
with assets  aggregating  over $70 billion as of June 30, 1997,  and having more
than  3  million  shareholder  accounts.  OFI is  wholly  owned  by  Oppenheimer
Acquisition  Corp., a holding company owned in part by senior  management of OFI
and  the  Manager,  and  ultimately  controlled  by  Massachusetts  Mutual  Life
Insurance  Company,  a mutual life insurance  company which also advises pension
plans and investment companies.

      o Fees and Expenses.  The management fee is payable monthly to the Manager
under the terms of each Trust's  Agreement and is computed on the average annual
net assets of the  respective  Trust as of the close of business  each day.  The
annual  rates  applicable  to Money  Market  Trust and  Government  Trust are as
follows:  0.50% of the first $250 million of net assets; 0.475% of the next $250
million of net assets;  0.45% of the next $250 million of net assets;  0.425% of
the next $250  million  of net  assets;  and 0.40% of net assets in excess of $1
billion.  Independently  of Money  Market  Trust's  Agreement,  the  Manager has
voluntarily agreed to waive a portion of the management fee otherwise payable to
it to the extent necessary to: (a) permit Money Market Trust to have a seven day
yield at least equal to that of Daily Cash  Accumulation  Fund, Inc., and (b) to
reduce, on an annual basis, the management fee paid on the average net assets of
the Trust in excess of $1 billion  from 0.40% to: 0.40% of average net assets in
excess of $1 billion but less than $1.25  billion;  0.375% of average net assets
in excess of $1.25  billion  but less than $1.50  billion;  0.35% of average net
assets in excess  of $1.50  billion  but less  than $2  billion;  and  0.325% of
average net assets in excess of $2 billion. This undertaking became effective as
of December 1, 1991, and may be modified or terminated by the Manager any time.


                                     A-2

<PAGE>



      The Board of  Directors  of Daily Cash  Accumulation  Fund,  Inc., a money
market  fund for which  the  Manager  also  serves as  investment  adviser,  has
proposed that  shareholders of that fund consider and vote upon a reorganization
of that fund with and into Money  Market  Trust.  A meeting of  shareholders  of
Daily Cash  Accumulation  Fund,  Inc. is scheduled for November 18, 1997 to vote
upon  the   proposed   reorganization.   In   connection   with   the   proposed
reorganization, the Manager has agreed that if the reorganization is approved by
shareholders  of Daily Cash  Accumulation  Fund, Inc. and  implemented,  it will
amend its  Investment  Advisory  Agreement with Money Market Trust to include as
additional  breakpoints  in the fee  schedule  those  breakpoints  which are now
included in the Manager's  voluntary  undertaking  described above.  There is no
assurance that shareholders of Daily Cash  Accumulation  Fund, Inc. will approve
the proposed  reorganization or that the reorganization will be implemented.  If
the reorganization is not implemented, the Manager will not amend its Investment
Advisory  Agreement  with Money  Market  Trust and this  prospectus  will not be
supplemented to reflect that fact.

      The annual rates  applicable to Tax Exempt Trust are as follows:  0.50% of
the first $250  million of net  assets;  0.475% of the next $250  million of net
assets;  0.45% of the next $250  million of net assets;  0.425% of the next $250
million of net assets;  0.40% of the next $250 million of net assets;  0.375% of
the next $250  million  of net  assets;  0.35% of the next $500  million  of net
assets and 0.325% of net assets in excess of $2 billion. Furthermore,  under Tax
Exempt  Trust's  Agreement,  when the value of Tax Exempt  Trust's net assets is
less than $1.5  billion,  the annual fee payable to the Manager shall be reduced
by $100,000  based on average net assets  computed daily and paid monthly at the
annual  rates,  but in no event  shall the  annual  fee be less than $0. See the
Statement  of  Additional  Information  for  an  explanation  of  the  Manager's
reimbursement  arrangement  for  the  Trusts  set  forth  in  their  Agreements.
"Investment  Management  Services" in the  Statement of  Additional  Information
contains more complete information about the Agreements,  including a discussion
of expense  arrangements,  and a description of the  exculpation  provisions and
portfolio transactions.

      o The  Custodian.  The  Custodian of the assets of the Trusts is Citibank,
N.A. The Manager and its affiliates  presently have banking  relationships  with
the  Custodian.  See  "Additional  Information"  in the  Statement of Additional
Information  for further  information.  Each Trust's cash  balances in excess of
$100,000 held

                                     A-3

<PAGE>



by the Custodian are not protected by Federal deposit insurance.  Such uninsured
balances may at times be substantial.  The foregoing rating  restrictions  under
Rule 2a-7 described  under  "Investment  Objective and Policies" do not apply to
banks in which a Trust's cash is kept.

      o The Transfer  Agent.  Shareholder  Services,  Inc., a subsidiary of OFI,
acts as Transfer Agent and  shareholder  servicing  agent for the Trusts and the
other mutual funds advised by the Manager,  on an at-cost basis. The fees to the
Transfer Agent do not include  payments for any services of the type paid, or to
be paid, by the Trusts to the  Distributor  and to Recipients  under the Service
Plan (see  "Service  Plan").  Direct  shareholders  should  direct any inquiries
regarding the Trusts to the Transfer  Agent at the address and  toll-free  phone
number on the back  cover.  Program  participants  should  direct any  inquiries
regarding the Trust to their broker.

How to Buy Shares

Shares of each Trust may be  purchased  at their  offering  price,  which is net
asset value per share,  without  sales  charge.  The net asset value will remain
fixed  at  $1.00  per  share,  except  under  extraordinary  circumstances  (see
"Determination  of Net Asset  Value Per Share" in the  Statement  of  Additional
Information for further details).  There can be no guarantee that any Trust will
maintain  a stable  net  asset  value  of  $1.00  per  share.  Centennial  Asset
Management  Corporation,  which also acts as the distributor for each Trust (and
in  that  capacity  is  referred  to as the  "Distributor"),  may  in  its  sole
discretion  accept  or  reject  any order  for  purchase  of a  Trust's  shares.
OppenheimerFunds  Distributor,  Inc. ("OFDI"),  an affiliate of the Distributor,
acts as the sub-distributor for each Trust (the "Sub-Distributor").

      The minimum initial  investment is $500 ($2,500 if by Federal Funds wire),
except as otherwise described in this Prospectus.  Subsequent  purchases must be
in amounts of $25 or more, and may be made through authorized dealers or brokers
or by forwarding payment to the Distributor at P.O. Box 5143,  Denver,  Colorado
80217,  with the name(s) of all account owners,  the account number and the name
of the Trust.  The minimum  initial and  subsequent  purchase  requirements  are
waived on purchases  made by  reinvesting  dividends  from any of the  "Eligible
Funds" listed in "Exchange of Shares" in the Statement of Additional Information
or  by  reinvesting   distributions   from  unit  investment  trusts  for  which
reinvestment

                                     A-4

<PAGE>



arrangements have been made with the Distributor.  Under an Automatic Investment
Plan or military allotment plan,  initial and subsequent  investments must be at
least $25. No share certificates will be issued unless specifically requested in
writing by an investor or the dealer or broker.

      Each Trust intends to be as fully  invested as practicable to maximize its
yield.  Therefore,  dividends will accrue on newly-  purchased shares only after
the Distributor accepts the purchase order at its address in Colorado,  on a day
the New York Stock Exchange is open (a "regular business day"), under one of the
methods of purchasing  shares  described below. The purchase will be made at the
net asset value next  determined  after the  Distributor  accepts  the  purchase
order.

      Each  Trust's net asset value per share is  determined  twice each regular
business  day, at 12:00 Noon and the close of The New York Stock  Exchange  that
day,  which  is  normally  4:00  P.M.,  but may be  earlier  on some  days  (all
references to time in this  Prospectus  mean New York time), by dividing the net
assets of the Trust by the total number of its shares outstanding.  Each Trust's
Board of Trustees has  established  procedures  for valuing the Trust's  assets,
using the  amortized  cost method as  described in  "Determination  of Net Asset
Value Per Share" in the Statement of Additional Information.

      Dealers and brokers who process  orders for a Trust's  shares on behalf of
their  customers may charge a fee for this  service.  That fee can be avoided by
purchasing  shares  directly  from  a  Trust.  The  Distributor,   in  its  sole
discretion,  may accept or reject any order for purchases of the Trust's shares.
The sale of shares will be suspended during any period when the determination of
net asset  value is  suspended,  and may be  suspended  by the Board of Trustees
whenever the Board judges it in the best interest of a Trust to do so.

Purchases Through  Automatic  Purchase and Redemption  Programs.  Shares of each
Trust  are  available   under   Automatic   Purchase  and  Redemption   Programs
("Programs")  of  broker-dealers  that have  entered  into  agreements  with the
Distributor for that purpose.  Broker-dealers  whose clients participate in such
Programs will invest the "free cash balances" of such client's  Program  account
in shares of the Trust  selected  as the  primary  Trust by the  client  for the
Program  account.  Such  purchases will be made by the  broker-dealer  under the
procedures described in "Guaranteed Payment,"

                                     A-5

<PAGE>



below. The Program may have minimum investment  requirements  established by the
broker-dealer.  The  description  of the Program  provided by the  broker-dealer
should  be  consulted  for  details,  and  all  questions  about  investing  in,
exchanging or redeeming  shares of a Trust through a Program  should be directed
to the broker-dealer.

Direct Purchases.  An investor (who is not a Program participant,  but instead a
"Direct  Shareholder")  may directly  purchase  shares of the Trusts through any
broker  or  dealer  which  has a sales  agreement  with the  Distributor  or the
Sub-Distributor.  There are two ways to make a direct initial investment: either
(1) complete a Centennial Funds New Account Application and mail it with payment
to the  Distributor  at P.O. Box 5143,  Denver,  Colorado 80217 (if no dealer is
named in the Application,  the  Sub-Distributor  will act as the dealer), or (2)
order the shares  through your dealer or broker.  Purchases  made by Application
should have a check  enclosed,  or payment may be made by one of the alternative
means described below.

      o Payment by Check.  Orders for shares  purchased by check in U.S. dollars
drawn on a U.S.  bank will be effected on the regular  business day on which the
check (and the purchase  application,  if the account is new) is accepted by the
Distributor.  Dividends  will begin to accrue on such  shares  the next  regular
business day after the purchase order is accepted.  For other checks, the shares
will not be  purchased  until the  Distributor  is able to convert the  purchase
payment to Federal  Funds,  and dividends will begin to accrue on such shares on
the next regular business day.

      o Payment by Federal Funds Wire.  Shares of each Trust may be purchased by
Direct  Shareholders  by Federal Funds wire.  The minimum  investment by wire is
$2,500.  You must first call the Distributor's Wire Department at 1-800-852-8457
to notify the Distributor of the wire and to receive further  instructions.  The
investor's  bank  must  wire  the  Federal  Funds  to  Citibank,  N.A.,  ABA No.
0210-0008-9, for credit to Concentration Account No. 3737-5674 (Centennial Money
Market  Trust or  Centennial  Tax Exempt  Trust) or  Concentration  Account  No.
3741-9796  (Centennial  Government  Trust),  for further credit to the following
account  numbers for the respective  Trust:  (i)  Centennial  Money Market Trust
Custodian Account No. 099920, (ii) Centennial Government Trust Custodian Account
No. 099975, or (iii) Centennial Tax Exempt Trust Custodian Account No. 099862.

      The wire must state the investor's name.  Shares will be

                                     A-6

<PAGE>



purchased on the regular business day on which the Federal Funds are received by
Citibank,  N.A.  (the  "Custodian")  prior to the  close  of The New York  Stock
Exchange  (which is normally  4:00 P.M. but may be earlier on some days) and the
Distributor  has received and accepted the investor's  notification  of the wire
order prior to the close of The New York Stock  Exchange.  Those  shares will be
purchased at the net asset value next  determined  after  receipt of the Federal
Funds and the order. Dividends on newly purchased shares will begin to accrue on
the purchase  date if the Federal  Funds and order for the purchase are received
and accepted by 12:00 Noon.  Dividends  will begin to accrue on the next regular
business day if the Federal  Funds and purchase  order are received and accepted
between  12:00 Noon and the close of The New York Stock  Exchange.  The investor
must also send the Distributor a completed  Application  when the purchase order
is placed to establish a new account.

      o  Guaranteed  Payment.  Broker-dealers  with  sales  agreements  with the
Distributor  (including  broker-dealers who have made special  arrangements with
the  Distributor  for purchases for Program  accounts) may place purchase orders
with the  Distributor for purchases of a Trust's shares prior to 12:00 Noon on a
regular  business  day,  and the order will be  effected  at the net asset value
determined at 12:00 Noon that day if the  broker-dealer  guarantees that payment
for such shares in Federal Funds will be received by the Trust's Custodian prior
to 2:00 P.M. on the same day.  Dividends  on such shares will begin to accrue on
the purchase  date. If an order is received  between 12:00 Noon and the close of
The New York Stock Exchange  (which is normally 4:00 P.M., but may be earlier on
some days) with the  broker-dealer's  guarantee  that payment for such shares in
Federal  Funds will be  received by the  Trust's  Custodian  by the close of the
Exchange on the next  regular  business  day,  the order will be effected at the
close of the  Exchange on the day the order is received,  and  dividends on such
shares will begin to accrue on the next regular  business day the Federal  Funds
are received by the required  time.  If the  broker-dealer  guarantees  that the
Federal Funds payment will be received by the Trust's  Custodian by 2:00 P.M. on
a regular  business day on which an order is placed for shares after 12:00 Noon,
the order will be effected at the close of the Exchange  that day and  dividends
will begin to accrue on such shares on the purchase date.

     o Automatic  Investment  Plans.  Direct  investors may purchase shares of a
Trust  automatically.  Automatic  Investment  Plans may be used to make  regular
monthly investments ($25 minimum) from the

                                     A-7

<PAGE>



investor's  account at a bank or other  financial  institution.  To establish an
Automatic  Investment  Plan from a bank account,  a check  (minimum $25) for the
initial purchase must accompany the  application.  Shares purchased by Automatic
Investment Plan payments are subject to the redemption  restrictions  for recent
purchases  described  in "How to  Sell  Shares."  The  amount  of the  Automatic
Investment Plan payment may be changed or the automatic  investments  terminated
at any time by writing to the Transfer Agent. A reasonable period (approximately
15 days) is required after receipt of such  instructions  to implement them. The
Trusts reserve the right to amend,  suspend,  or discontinue  offering Automatic
Investment Plans at any time without prior notice.

Service  Plan.  Each Trust has adopted a Service  Plan (the  "Plan")  under Rule
12b-1 of the  Investment  Company Act pursuant to which the Trust will reimburse
the  Distributor  for all or a portion of its costs incurred in connection  with
the personal  service and  maintenance  of accounts that hold Trust shares.  The
Distributor will use all the fees received from the Trust to compensate dealers,
brokers, banks, or other financial institutions  ("Recipients") each quarter for
providing  personal  service and maintenance of accounts that hold Trust shares.
The services to be provided by Recipients under each Plan include, but shall not
be limited to, the following:  answering  routine inquiries from the Recipient's
customers  concerning the Trust,  providing  such customers with  information on
their investment in Trust shares, assisting in the establishment and maintenance
of accounts or sub- accounts in the Trust,  making the Trust's  investment plans
and dividend payment options available, and providing such other information and
customer  liaison services and the maintenance of accounts as the Distributor or
the Trust may reasonably request.  Plan payments by the Trust to the Distributor
will be made  quarterly  in the  amount  of the  lesser  of:  (i)  0.05%  (0.20%
annually) of the net asset value of the Trust,  computed as of the close of each
business day or (ii) the  Distributor's  actual  distribution  expenses for that
quarter of the type approved by the Board.  Each Trust may make monthly payments
to the Distributor  (and the Distributor to Recipients) in any month where Trust
assets  held by a  Recipient  for itself or on behalf of its  customers  in that
month exceed $200 million. Any unreimbursed expenses incurred for any quarter by
the Distributor  may not be recovered in later periods.  The Plan has the effect
of increasing annual expenses of each Trust by up to 0.20% of average annual net
assets from what its expenses would otherwise be. In addition,  the Manager may,
under the Plan, from time to time from its own resources (which may

                                     A-8

<PAGE>



include the profits  derived from the advisory fee it receives from the Trusts),
make payments to Recipients  for  distribution,  administrative  and  accounting
services performed by Recipients. For further details, see "Service Plan" in the
Statement of Additional Information.

How to Sell Shares

Program Participants.  A Program participant may redeem shares in the Program by
writing  checks as described  below,  or by contacting  the dealer or broker.  A
Program  participant may also arrange for "Expedited  Redemptions," as described
below, only through his or her dealer or broker.

Direct Shareholders.  Those shareholders whose ownership of shares of the Trusts
is direct  rather than through a Program,  may redeem  shares by either  regular
redemption procedures or by expedited redemption procedures.

      o Regular Redemption Procedure. To redeem some or all shares in an account
(whether  or  not  represented  by  certificates)   under  the  Trust's  regular
redemption  procedures,  a Direct  Shareholder  must send the  following  to the
Transfer Agent for the Trust, Shareholder Services, Inc., P.O. Box 5143, Denver,
Colorado  80217  [send  courier or express  mail  deliveries  to 10200 E. Girard
Avenue,  Building  D,  Denver,  Colorado  80231]:  (1)  a  written  request  for
redemption signed by all registered owners exactly as the shares are registered,
including  fiduciary  titles,  if any, and specifying the account number and the
dollar  amount  or  number of shares  to be  redeemed;  (2) a  guarantee  of the
signatures  of  all  registered  owners  on  the  redemption  request  or on the
endorsement on the share  certificate  or  accompanying  stock power,  by a U.S.
bank,  trust  company,  credit union or savings  association,  or a foreign bank
having a U.S.  correspondent  bank, or by a U.S.  registered dealer or broker in
securities, municipal securities or government securities, or by a U.S. national
securities exchange,  registered securities  association or clearing agency; (3)
any share certificates issued for any of the shares to be redeemed;  and (4) any
additional  documents which may be required by the Transfer Agent for redemption
by corporations, partnerships or other organizations, executors, administrators,
trustees, custodians, guardians, or from Individual Retirement Accounts ("IRAs")
or other  retirement  plans,  or if the  redemption is requested by anyone other
than the  shareholder(s)  of record.  A signature  guarantee is not required for
redemptions of $50,000 or less, requested by and

                                     A-9

<PAGE>



payable to all shareholders of record,  to be sent to the address of record for
that account. Transfers of shares are subject to similar requirements.

      To avoid delay in redemptions or transfers,  shareholders having questions
about these  requirements  should  contact the  Transfer  Agent in writing or by
calling  1-800-525-9310  before  submitting  a  request.  From  time to time the
Transfer  Agent in its  discretion  may waive any or  certain  of the  foregoing
requirements in particular  cases.  Redemption or transfer  requests will not be
honored until the Transfer Agent receives all required documents in proper form.

      o Expedited  Redemption  Procedure.  In addition to the regular redemption
procedure set forth above,  Direct Shareholders whose shares are not represented
by certificates may arrange to have redemption  proceeds of $2,500 or more wired
in Federal Funds to a designated  commercial bank if the bank is a member of the
Federal  Reserve  wire  system.  To place a wire  redemption  request,  call the
Transfer Agent at 1-800-852-8457. The account number of the designated financial
institution  and the bank ABA number must be supplied to the  Transfer  Agent on
the Application or dealer  settlement  instructions  establishing the account or
may be  added to  existing  accounts  or  changed  only by  signature-guaranteed
instructions  to the  Transfer  Agent  from all  shareholders  of  record.  Such
redemption  requests may be made by telephone,  wire or written  instructions to
the Transfer  Agent.  The wire for the  redemption  proceeds of shares  redeemed
prior to 12:00 Noon normally will be  transmitted  by the Transfer  Agent to the
shareholder's designated bank account on the day the shares are redeemed (or, if
that day is not a bank  business  day, on the next bank  business  day).  Shares
redeemed prior to 12:00 Noon do not earn  dividends on the redemption  date. The
wire for the redemption  proceeds of shares redeemed  between 12:00 Noon and the
close of The New York Stock  Exchange  (which is normally 4:00 P.M.,  but may be
earlier on some days)  normally will be transmitted by the Transfer Agent to the
shareholder's  designated  bank account on the next bank  business day after the
redemption.  Shares  redeemed  between  12:00 Noon and the close of the Exchange
earn dividends on the redemption date. See "Purchase,  Redemption and Pricing of
Shares" in the Statement of Additional Information for further details.

      o Checkwriting.  Upon request,  the Transfer Agent will provide any Direct
Shareholder  of the  Trusts or any  Program  participant  whose  shares  are not
represented by certificates, with

                                     A-10

<PAGE>



forms of drafts  ("checks")  payable  through a bank  selected by the Trust (the
"Bank").  Checks  may be made  payable  to the order of anyone in any amount not
less  than  $250,  and will be  subject  to the  Bank's  rules  and  regulations
governing checks.  Program participants' checks will be payable from the primary
account designated by the Program  participant.  The Transfer Agent will arrange
for  checks  written  by Direct  Shareholders  to be  honored  by the Bank after
obtaining  a  specimen   signature   card  from  the   shareholder(s).   Program
participants must arrange for Checkwriting  through their brokers or dealers. If
a check is presented for an amount greater than the account  value,  it will not
be honored. Shareholders of joint accounts may elect to have checks honored with
a single signature.  Checks issued for one Trust account must not be used if the
shareholder's  account has been  transferred  to a new account or if the account
number or  registration  has  changed.  Shares  purchased  by check or Automatic
Investment  Plan  payments  within  the  prior  10 days may not be  redeemed  by
Checkwriting. A check that would require redemption of some or all of the shares
so  purchased is subject to  non-payment.  When a check is presented to the Bank
for clearance,  the Bank will request the Trust to redeem a sufficient number of
full and fractional shares in the  shareholders'  account to cover the amount of
the check. This enables the shareholder to continue receiving dividends on those
shares until the check is  presented  to the Trust.  Checks may not be presented
for cash  payment at the  offices  of the Bank or the  Trust's  Custodian.  This
limitation  does not  affect  the use of checks  for the  payment of bills or to
obtain cash at other banks. The Trust reserves the right to amend,  suspend,  or
discontinue Checkwriting privileges at any time without prior notice.

      By choosing the Checkwriting  privilege,  whether you do so by signing the
Account  Application  or by  completing a  Checkwriting  card,  the  individuals
signing (1) represent that they are either the registered owner(s) of the shares
of the Trust, or are an officer,  general partner, trustee or other fiduciary or
agent,  as  applicable,  duly  authorized  to act on behalf  of such  registered
owner(s); (2) authorize the Trust, its Transfer Agent and any bank through which
the Trust's drafts ("checks") are payable (the "Bank"),  to pay all checks drawn
on the Trust account of such  person(s) and to effect a redemption of sufficient
shares  in that  account  to cover  payment  of such  checks;  (3)  specifically
acknowledge(s)  that if you choose to permit a single  signature on checks drawn
against joint accounts,  or accounts for corporations,  partnerships,  trusts or
other entities, the signature of any one signatory on a check will be sufficient
to authorize payment of

                                     A-11

<PAGE>



that check and redemption  from an account even if that account is registered in
the names of more than one person or even if more than one authorized  signature
appears on the  Checkwriting  card or the  Application,  as applicable;  and (4)
understand(s)  that the  Checkwriting  privilege may be terminated or amended at
any time by the Trust and/or the Bank and neither  shall incur any liability for
such  amendment  or  termination  or for  effecting  redemptions  to pay  checks
reasonably  believed to be genuine,  or for returning or not paying checks which
have not been accepted for any reason.

      o  Telephone  Redemptions.  Direct  Shareholders  of the Trusts may redeem
their shares by telephone by calling the Transfer Agent at 1-800-852-8457.  This
procedure for telephone  redemptions  is not available to Program  participants.
Proceeds  of  telephone  redemptions  will  be  paid  by  check  payable  to the
shareholder(s)  of record and sent to the  address  of record  for the  account.
Telephone  redemptions  are not  available  within  30 days of a  change  of the
address of record. Up to $50,000 may be redeemed by telephone,  in any seven day
period. The Transfer Agent may record any calls.  Telephone  redemptions may not
be  available  if all lines are busy,  and  shareholders  would  have to use the
Trusts' regular  redemption  procedures  described above.  Telephone  redemption
privileges  are not  available  for  newly-purchased  (within the prior 10 days)
shares  or  for  shares  represented  by  certificates.   Telephone   redemption
privileges  apply  automatically  to each  Direct  Shareholder  and  the  dealer
representative  of  record  unless  the  Transfer  Agent  receives  cancellation
instructions  from a shareholder of record.  If an account has multiple  owners,
the Transfer Agent may rely on the instructions of any one owner.

      o  Automatic  Withdrawal  Plan.  Direct  Shareholders  of the  Trusts  can
authorize the Transfer Agent to redeem shares (minimum $50)  automatically  on a
monthly,  quarterly,  semi-annual or annual basis under an Automatic  Withdrawal
Plan.  Shares will be  redeemed  as of the close of The New York Stock  Exchange
(which is normally 4:00 P.M.,  but may be earlier on some days) three days prior
to the date requested by the shareholder for receipt of the payment.  The Trusts
cannot guarantee  receipt of payment on the date requested and reserve the right
to amend,  suspend or  discontinue  offering such Plan at any time without prior
notice.   Required   minimum   distributions   from   OppenheimerFunds-sponsored
retirement plans may not be arranged on this basis. For further details, see the
"Automatic Withdrawal Plan Provisions" included as Exhibit C in the Statement of
Additional Information.


                                     A-12

<PAGE>



Distributions from Retirement Plans Holding Shares of Government Trust and Money
Market  Trust.   Requests  for  distributions  from   OppenheimerFunds-sponsored
Individual  Retirement Accounts ("IRAs"),  403(b)(7) custodial plans, or pension
or  profit-sharing  plans of Direct  Shareholders  for which the  Manager or its
affiliates  act  as  sponsors  should  be  addressed  to  "Bank  of  Boston  c/o
Shareholder  Services,  Inc." at the address listed on the cover,  and must: (i)
state the  reason for  distribution;  (ii) state the  owner's  awareness  of tax
penalties  if  the   distribution  is  premature;   and  (iii)  conform  to  the
requirements of the plan and the Trust's  requirements  for regular  redemptions
discussed   above.   Participants   (other   than   self-employed   persons)  in
OppenheimerFunds-sponsored  pension  or  profit-sharing  plans may not  directly
request  redemption of their accounts.  The employer or plan  administrator must
sign the  request.  Distributions  from such  plans are  subject  to  additional
requirements  under the Internal Revenue Code and certain  documents  (available
from the Transfer Agent) must be completed  before the distribution may be made.
Distributions  from  retirement  plans are subject to  withholding  requirements
under  the  Internal  Revenue  Code of  1986,  as  amended,  and IRS  Form  W-4P
(available from the Transfer Agent) must be submitted to the Transfer Agent with
the  distribution  request,  or the  distribution  may be  delayed.  Unless  the
shareholder has provided the Transfer Agent with a certified tax  identification
number,  the  Internal  Revenue  Code  requires  that tax be  withheld  from any
distribution  even if the  shareholder  elects  not to have  tax  withheld.  The
Trustee,  the Trusts, the Manager, the Distributor and the Transfer Agent assume
no responsibility  to determine whether a distribution  satisfies the conditions
of applicable tax laws and will not be responsible for any penalties assessed.

General  Information on Redemptions.  The redemption price will be the net asset
value per share of the applicable Trust next determined after the receipt by the
Transfer Agent of a request in proper form. Under certain unusual circumstances,
the Board of Trustees of a Trust may involuntarily redeem small accounts (valued
at less than $500).  Should the Board elect to exercise this right,  it may also
fix, in accordance  with the Investment  Company Act, the  requirements  for any
notice to be given to the  shareholders  in question (not less than 30 days), or
may set  requirements  for  permission to allow the  shareholder to increase the
investment so that the shares would not be involuntarily  redeemed. The Board of
Trustees of a Trust may also  involuntarily  redeem shares in amounts sufficient
to reimburse the Trust or the  Distributor for any loss due to cancellation of a
share purchase order. Under the Internal

                                     A-13

<PAGE>



Revenue  Code,  the Trusts may be required  to impose  "backup"  withholding  of
Federal  income  tax  at  the  rate  of  31%  from  any  taxable  dividends  and
distributions  (including  exchanges) the Trust may make if the  shareholder has
not furnished the Trust with a certified taxpayer  identification  number or has
not complied with provisions of the Internal  Revenue Code relating to reporting
dividends.

      Payment  for  redeemed  shares is made  ordinarily  in cash and  forwarded
within seven days of the Transfer Agent's receipt of redemption  instructions in
proper form, except under unusual  circumstances as determined by the Securities
and Exchange Commission. For accounts registered in the name of a broker-dealer,
payment will be forwarded  within three  business  days.  The Transfer Agent may
delay forwarding a redemption check for recently purchased shares only until the
purchase  check  has  cleared,  which  may take up to 10 or more  days  from the
purchase date. Such delay may be avoided if the shareholder  arranges  telephone
or written  assurance  satisfactory to the Transfer Agent from the bank on which
the purchase  payment was drawn, or by purchasing  shares by Federal Funds wire,
as described above. The Trust makes no charge for redemption. Dealers or brokers
may  charge  a fee for  handling  redemption  transactions,  but such fee can be
avoided by Direct Shareholders by requesting the redemption directly through the
Transfer  Agent.  Under  certain  circumstances,  the proceeds of  redemption of
shares of a Trust  acquired by  exchange  of shares of Eligible  Funds that were
purchased subject to a contingent  deferred sales charge ("CDSC") may be subject
to the CDSC (see "Exchange Privilege" below).

Exchanges of Shares

Exchange  Privilege.  Shares of each of the Trusts  held under  Programs  may be
exchanged for shares of Centennial  Money Market  Trust,  Centennial  Government
Trust,  Centennial Tax Exempt Trust,  Centennial California Tax Exempt Trust and
Centennial New York Tax Exempt Trust if available for sale in the  shareholder's
state of residence only by instructions of the broker.

      Shares of the Trusts may, under certain conditions, be exchanged by Direct
Shareholders  for Class A shares of  certain  Oppenheimer  funds.  A list of the
Oppenheimer funds currently  available for exchange is included in the Statement
of Additional  Information.  That list can change from time to time.  (The funds
included on the list are collectively referred to as "Eligible Funds"). There is
an initial sales charge on the purchase of Class

                                     A-14

<PAGE>



A shares of each  Eligible Fund except the Money Market Funds (as defined in the
Statement of  Additional  Information).  Under certain  circumstances  described
below, redemption proceeds of Money Market Fund shares may be subject to a CDSC.

      Shares of the Trusts and of the other  Eligible  Funds may be exchanged at
net asset value,  if all of the following  conditions are met: (1) shares of the
fund selected for exchange are available for sale in the shareholder's  state of
residence;  (2) the respective  prospectuses of the funds whose shares are to be
exchanged  and  acquired  offer the  Exchange  Privilege  to the  investor;  (3)
newly-purchased  shares (by  initial or  subsequent  investment)  are held in an
account for at least seven days prior to the exchange; and (4) the aggregate net
asset  value of the shares  surrendered  for  exchange  into a new account is at
least equal to the minimum investment  requirements of the fund whose shares are
to be acquired.

      In addition to the conditions  stated above,  shares of Eligible Funds may
be exchanged  for shares of any Money  Market  Fund;  shares of any Money Market
Fund held by Direct  Shareholders  (including  the Trusts)  purchased  without a
sales charge may be exchanged for shares of Eligible  Funds offered with a sales
charge  upon  payment of the sales  charge (or,  if  applicable,  may be used to
purchase  shares of  Eligible  Funds  subject to a CDSC);  and shares of a Trust
acquired by reinvestment of dividends and distributions  from any Eligible Fund,
except  Oppenheimer  Cash Reserves,  or from any unit investment trust for which
reinvestment arrangements have been made with the Distributor or Sub-Distributor
may be  exchanged  at net asset  value  for  shares of any  Eligible  Fund.  The
redemption  proceeds of shares of a Trust acquired by exchange of Class A shares
of an Eligible Fund  purchased  subject to a CDSC,  that are redeemed  within 12
months of the end of the calendar month of the initial purchase of the exchanged
shares,  (18 months for shares purchased prior to May 1, 1997),  will be subject
to the CDSC as described  in the  prospectus  of that other  Eligible  Fund.  In
determining whether the CDSC is payable,  shares of the Trust not subject to the
CDSC are redeemed first, including shares purchased by reinvestment of dividends
and capital  gains  distributions  from any Eligible Fund or shares of the Trust
acquired  by exchange  of shares of  Eligible  Funds on which a front-end  sales
charge was paid or credited,  and then other shares are redeemed in the order of
purchase.

How to Exchange Shares.  An exchange may be made by Direct

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Shareholders by submitting an Exchange Authorization Form to the Transfer Agent,
signed by all registered owners. In addition,  Direct Shareholders of the Trusts
may  exchange  shares of a Trust for shares of any  Eligible  Fund by  telephone
exchange  instructions  to the  Transfer  Agent by a  shareholder  or the dealer
representative  of record for an  account.  The Trusts  may  modify,  suspend or
discontinue this exchange privilege at any time. Although the Trust will attempt
to provide you notice  whenever  reasonably  able to do so, it may impose  these
changes at any time.  The Trusts  reserve the right to reject  written  requests
submitted in bulk on behalf of more than one account.  Exchange requests must be
received by the Transfer  Agent by the close of The New York Stock Exchange on a
regular business day to be effected that day. The number of shares exchanged may
be less than the number  requested if the number  requested would include shares
subject to a restriction  cited above or shares covered by a certificate that is
not tendered with such request.  Only the shares  available for exchange without
restriction will be exchanged.

Telephone Exchanges.  Direct Shareholders may place a telephone exchange request
by calling the Transfer Agent at 1-800-852-8457. Telephone exchange calls may be
recorded by the Transfer  Agent.  Telephone  exchanges  are subject to the rules
described  above.  By  exchanging  shares  by  telephone,   the  shareholder  is
acknowledging  receipt of a prospectus of the fund to which the exchange is made
and that for full or partial  exchanges,  any special  account  features such as
Automatic  Investment  Plans,  Automatic  Withdrawal  Plans and retirement  plan
contributions  will be switched to the new account  unless the Transfer Agent is
otherwise instructed.  Telephone exchange privileges automatically apply to each
Direct Shareholder of record and the dealer  representative of record unless and
until the Transfer Agent  receives  written  instructions  from a shareholder of
record  canceling  such  privileges.  If an account  has  multiple  owners,  the
Transfer Agent may rely on the instructions of any one owner.

Telephone Instructions. Shares acquired by telephone exchange must be registered
exactly as the account from which the exchange was made. Certificated shares are
not eligible for telephone  exchange.  If all telephone  exchange lines are busy
(which  might  occur,  for  example,   during  periods  of  substantial   market
fluctuations), shareholders might not be able to request telephone exchanges and
would have to submit written exchange  requests.  The Transfer Agent has adopted
procedures concerning telephone transactions including confirming that telephone
instructions are genuine by requiring

                                     A-16

<PAGE>



callers to provide tax  identification  number(s)  and other  account data or by
using PINs, and by recording calls and confirming such  transactions in writing.
If the Transfer Agent does not use reasonable  procedures,  it may be liable for
losses due to unauthorized transactions,  but otherwise neither it nor any Trust
will be liable for losses or  expenses  arising  out of  telephone  instructions
reasonably  believed to be genuine.  The  Transfer  Agent  reserves the right to
require shareholders to confirm, in writing,  telephone  transaction  privileges
for an account.

General Information on Exchanges. Shares to be exchanged are redeemed on the day
the Transfer Agent receives an exchange  request in proper form (the "Redemption
Date"),  as of the close of The New York Stock Exchange  (which is normally 4:00
P.M., but may be earlier some days). Normally, shares of the fund to be acquired
are  purchased on the  Redemption  Date,  but such  purchases  may be delayed by
either  fund up to  seven  business  days if it  determines  that  it  would  be
disadvantaged by an immediate transfer of the redemption proceeds. Each Trust in
its  discretion  reserves  the right to refuse any  exchange  request  that will
disadvantage it.

      The Eligible Funds have different investment objectives and policies. Each
of those funds  imposes a sales charge on purchases of Class A shares except the
Money  Market  Funds.  For complete  information,  including  sales  charges and
expenses,  a prospectus of the fund into which the exchange is being made should
be read prior to an exchange. Dealers and brokers who process exchange orders on
behalf of their customers may charge for their services. Direct Shareholders may
avoid those charges by requesting  the Trust  directly to exchange  shares.  For
Federal tax  purposes,  an exchange is treated as a  redemption  and purchase of
shares.

Shareholder  Transactions by Fax. Requests for certain account  transactions may
be sent to the Transfer Agent by fax  (telecopier).  Please call  1-800-525-7048
for information  about which  transactions  are included.  Transaction  requests
submitted by fax are subject to the same rules and  restrictions  as written and
telephone requests described in this Prospectus.

Retirement Plans

The  Distributor  has available for Direct  Shareholders  who purchase shares of
Government  Trust and Money Market Trust:  (i)  individual  retirement  accounts
(IRAs),  including  Simplified Employee Pension Plans (SEP IRAs); (ii) prototype
pension and profit-sharing plans

                                     A-17

<PAGE>



for  corporations and  self-employed  individuals;  and (iii) Section  403(b)(7)
custodial   plans  for  employees  of  public   educational   institutions   and
organizations of the type described in Section 501(c)(3) of the Internal Revenue
Code.  The  minimum  initial  IRA,  SEP  IRA,  pension  or  profit-sharing  plan
investment is normally $250. The minimum  initial  403(b)(7) plan  investment is
$25. For further  details,  including the  administrative  fees, the appropriate
retirement plan should be requested from the  Distributor.  Retirement plans are
not available to Direct  Shareholders  who purchase  shares of Tax Exempt Trust.
The Trusts reserve the right to discontinue  offering their shares to such plans
at any time without prior notice.

Dividends, Distributions and Taxes

This  discussion  relates  solely to Federal tax laws and is not  exhaustive.  A
qualified tax advisor should be consulted.  Dividends and  distributions  may be
subject to Federal,  state and local  taxation.  Information  about the possible
applicability of the Alternative Minimum Tax to Tax Exempt Trust's dividends and
distributions  is  contained  in  "Investment  Objective  and  Policies  Private
Activity Municipal Securities" in the Statement of Additional Information of Tax
Exempt Trust. The Appendix to the Statement of Additional Information contains a
further discussion of tax matters affecting the Trusts and their distributions.

Dividends  and  Distributions.  Each Trust  intends  to  declare  all of its net
income,  as defined below, as dividends on each regular  business day and to pay
dividends monthly.  Dividends will be payable to shareholders as described above
in "How To Buy Shares."  Dividends  accumulated  since the prior payment will be
reinvested in full and fractional  shares of the  respective  Trust at net asset
value on the third Thursday of each calendar month. If a shareholder redeems all
shares at any time during a month, the redemption proceeds include all dividends
accrued up to the redemption  date for shares  redeemed prior to 12:00 Noon, and
include all dividends  accrued  through the redemption  date for shares redeemed
between  12:00  Noon  and the  close  of The New York  Stock  Exchange.  Program
participants may receive cash payments by asking the broker to redeem shares.

       All dividends and capital gains distributions for the accounts of Program
participants  are  automatically  reinvested in  additional  shares of the Trust
selected.  Dividends and  distributions  payable to Direct  Shareholders  of the
Trusts will

                                     A-18

<PAGE>



also be automatically  reinvested in shares of the respective Trust at net asset
value, on the third Thursday of each calendar month, unless the shareholder asks
the Transfer Agent in writing to pay dividends and  distributions  in cash or to
reinvest them in another  Eligible Fund, as described in "Dividend  Reinvestment
in Another Fund" in the Statement of Additional Information. That notice must be
received  prior to the record  date for a dividend  to be  effective  as to that
dividend.  Dividends,  distributions  and the proceeds of  redemptions  of Trust
shares  represented  by checks  returned  to the  Transfer  Agent by the  Postal
Service as undeliverable  will be reinvested in shares of the respective  Trust,
as promptly as possible  after the return of such check to the Transfer Agent to
enable the investor to earn a return on otherwise idle funds.

      Participants  in an A.G.  Edwards & Sons,  Inc. Cash  Convenience  Account
Program  (other than those whose  account is an Individual  Retirement  Account)
holding  shares of Tax Exempt Trust or  Government  Trust will  receive  account
statements  five times a year,  at the end of March,  May,  August,  October and
December,  if the only  activity  in their  account  during  that  period is the
automatic reinvestment of dividends.

      Under the terms of a  Program,  a  broker-dealer  may pay out the value of
some or all of a Program  participant's Trust shares prior to redemption of such
shares  by the  Trust.  In such  cases,  the  shareholder  will be  entitled  to
dividends  on such shares  only up to and  including  the date of such  payment.
Dividends on such shares accruing  between the date of payment and the date such
shares are  redeemed  by the Trusts will be paid to the  broker-dealer.  Program
participants should discuss these arrangements with their broker-dealer.

      A Trust's net  investment  income for  dividend  purposes  consists of all
interest  accrued on portfolio  assets,  less all expenses of the Trust for such
period.  Distributions  from net realized gains on  securities,  if any, will be
paid at least once each year, and may be made more frequently in compliance with
the Internal  Revenue Code and the  Investment  Company Act.  Long-term  capital
gains,   if  any,  will  be  identified   separately  when  tax  information  is
distributed.  No Trust will make any distributions from net realized  securities
gains  unless  capital  loss  carry  forwards,  if any,  have  been used or have
expired. Receipt of tax-exempt income must be reported on the taxpayer's Federal
income tax  return.  To effect its policy of  maintaining  a net asset  value of
$1.00 per share, each Trust, under certain circumstances, may withhold

                                     A-19

<PAGE>



dividends or make  distributions from capital or capital gains. The Statement of
Additional  Information  describes how dividends and  distributions  received by
Direct  Shareholders  of the Trusts may be  reinvested in shares of any Eligible
Fund at net asset value.

Tax  Status  of Money  Market  Trust's  and  Government  Trust's  Dividends  and
Distributions. Dividends paid by these Trusts derived from net investment income
or net short-term  capital gains are taxable to shareholders as ordinary income,
whether  received  in cash or  reinvested.  If  either  Trust  has net  realized
long-term  capital  gains  in a fiscal  year,  it may pay an  annual  "long-term
capital gains  distribution," which will be so identified when paid and when tax
information is distributed.  Long-term capital gains are taxable to shareholders
as long-term capital gains,  whether received in cash or reinvested,  regardless
of how long Trust shares have been held.  Income from  securities  issued by the
U.S.  Government  may be exempt from  income  taxation  by various  states.  The
Government Trust will advise shareholders of the percentage of its income earned
on federal  obligations.  Rules vary by state regarding the state  taxability of
dividends paid by either Trust. You should consult your tax advisor to determine
proper tax treatment of dividends paid by the Trusts.

Tax Status of Tax Exempt Trust's Dividends and Distributions. This Trust intends
to qualify  under the  Internal  Revenue  Code  during  each  fiscal year to pay
"exempt-interest  dividends" to its  shareholders  and did so qualify during its
last  fiscal  year.   Exempt-interest  dividends  which  are  derived  from  net
investment income earned by the Trust on Municipal Securities will be excludable
from  gross  income  of  shareholders  for  Federal  income  tax  purposes.  Net
investment  income  includes  the  allocation  of  amounts  of  income  from the
Municipal  Securities  in the  portfolio of the Trust which is  excludable  from
gross income for Federal individual income tax purposes, less expenses. Expenses
are accrued  daily.  This  allocation  will be made by the use of one designated
percentage  applied  uniformly to all income  dividends made during the calendar
year.  Such  designation  will normally be made following the end of each fiscal
year as to income  dividends  paid in the prior year.  The  percentage of income
designated as tax-exempt  may  substantially  differ from the  percentage of the
Trust's  income that was  tax-exempt  for a given period.  Although from time to
time a portion of the exempt-interest dividends paid by the Trust may be an item
of tax preference for shareholders  subject to the alternative  minimum tax, all
of the dividends (excluding distributions) paid by the Trust during the calendar
year ended

                                     A-20

<PAGE>



December 31, 1996 were exempt from Federal  income taxes.  The net amount of any
income on Municipal  Securities  subject to the alternative  minimum tax will be
identified  when tax  information is  distributed  by the Trust.  The Trust will
report  annually to  shareholders  the percentage of interest income it received
during the preceding year on Municipal Securities.  Receipt of tax-exempt income
must be  reported on the  taxpayer's  Federal  income tax  return.  Shareholders
receiving  Social  Security  benefits  should  be  aware  that   exempt-interest
dividends  are a factor in  determining  whether  such  benefits  are subject to
Federal income tax.

      A Trust  shareholder  treats a dividend  as a receipt of  ordinary  income
(whether paid in cash or  reinvested  in additional  shares) if derived from net
interest  income  earned by the Trust from one or more of: (i)  certain  taxable
temporary  investments  (such as  certificates  of  deposit,  commercial  paper,
obligations  of the U.S.  government,  its  agencies or  instrumentalities,  and
repurchase agreements), (ii) income from securities loans, or (iii) an excess of
net short-term  capital gains over net long-term  capital losses.  Additionally,
all or a portion of the Trust's exempt-interest  dividends may be a component of
the "adjusted  current  earnings"  preference  item under the Federal  corporate
alternative minimum tax.

      Under the Internal  Revenue Code,  interest on loans to purchase shares of
the Trust may not be deducted for Federal tax purposes. In addition, under rules
used by the Internal  Revenue  Service for  determining  when borrowed funds are
deemed used for the purpose of purchasing  or carrying  particular  assets,  the
purchase  of  shares  of the  Trust  may be  considered  to have  been made with
borrowed funds even though the borrowed funds are not directly  traceable to the
purchase of shares.  Furthermore,  under Section 147(a) of the Internal  Revenue
Code,  persons  who are  "substantial  users" (or  persons  related  thereto) of
facilities  financed  by  industrial   development  bonds  or  Private  Activity
Municipal Securities should refer to "Private Activity Municipal  Securities" in
the Statement of Additional  Information  of Tax Exempt Trust and should consult
their own tax advisors before  purchasing  shares.  No  investigation  as to the
users of the facilities financed by such bonds is made by the Tax Exempt Trust.

Tax  Status of the  Trusts.  If a Trust  qualifies  as a  "regulated  investment
company"  under the  Internal  Revenue  Code,  it will not be liable for Federal
income taxes on amounts paid by it as dividends  and  distributions.  Each Trust
qualified during its last fiscal

                                     A-21

<PAGE>



year and  intends to qualify in the  current  and  future  fiscal  years,  while
reserving the right not to qualify.  However, the Internal Revenue Code contains
a number of complex tests relating to such  qualification that a Trust might not
meet in any  particular  year. If a Trust does not qualify,  it would be treated
for Federal tax purposes as an ordinary corporation and receive no tax deduction
for payments made to shareholders.  Tax Exempt Trust would then be unable to pay
"exempt-interest  dividends" as discussed  before.  Dividends  paid by any Trust
will not be eligible for the dividends-received deduction for corporations.  For
information as to "backup"  withholding on taxable  dividends,  see "How to Sell
Shares," above.

                                     A-22

<PAGE>


No dealer,  broker,  salesperson or any other person has been authorized to give
any  information or to make any  representations  other than those  contained in
this  Prospectus  or Statement of Additional  Information,  and if given or made
such  information  and  representations  must not be relied  upon as having been
authorized  by  the  respective  Trust,  the  Manager,  the  Distributor  or any
affiliate  thereof.  This  Prospectus  does not constitute an offer to sell or a
solicitation  of an offer to buy any of the  securities  offered  hereby  in any
state to any person to whom it is unlawful to make such offer in such state.


Investment Advisor and Distributor
Centennial Asset Management Corporation
6803 South Tucson Way
Englewood, Colorado 80112

Sub-Distributor
OppenheimerFunds Distributor, Inc.
P.O. Box 5254
Denver, Colorado 80217

Transfer Agent and Shareholder Servicing Agent
Shareholder Services, Inc.
P.O. Box 5143
Denver, Colorado 80217
1-800-525-9310                                        Centennial
                                                      Money Market Trust
Custodian of Portfolio Securities
Citibank, N.A.
399 Park Avenue                                       Prospectus
New York, New York 10043
                                                      Dated October 1, 1997
Independent Auditors
Deloitte & Touche LLP
555 Seventeenth Street
Denver, Colorado 80202

Legal Counsel
Myer, Swanson, Adams & Wolf, P.C.
1600 Broadway
Denver, Colorado 80202


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