PANORAMA SERIES FUND INC
497, 2000-06-27
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                           PANORAMA SERIES FUND, INC.
                             Total Return Portfolio

                      Supplement dated June 26, 2000 to the
                          Prospectus dated May 1, 2000


      The Prospectus is revised by deleting the paragraph  captioned  "Portfolio
Managers"  under the section  captioned "How the Portfolio is Managed" on page 9
and replacing it with the following:

      |X|  Portfolio  Managers.  The  portfolio  managers of the  Portfolio are
Patrick  Bisbey,  David  Dalzell  and  John  Kowalik.   They  are  the  persons
primarily   responsible  for  the  day-to-day  management  of  the  Portfolio's
investments.  Messrs.  Bisbey and Dalzell  became  portfolio  managers on March
1, 2000,  and Mr.  Kowalik  became a portfolio  manager on June 26,  2000.  Mr.
Bisbey is a Managing  Director and Manager of Trading and Portfolio  Operations
(since June, 1992) of Trinity Investment  Management  Corporation  ("Trinity"),
a  wholly-owned  subsidiary  of the  Manager's  immediate  parent,  Oppenheimer
Acquisition  Corp.  Mr.  Dalzell is a research  analyst and trader with Trinity
(since  November,  1985),  prior to which he was a  financial  consultant  with
Merrill  Lynch  Pierce  Fenner  & Smith  Incorporated  and a trader  for  First
Chicago  Trading  Consultants.  Mr.  Kowalik is a Senior Vice  President of the
Manager.  Prior to joining the Manager in July 1998,  he was Managing  Director
and senior  portfolio  manager for Prudential  Investments  Global Fixed Income
Group.  Each is a Vice President of the Company.


  June 26, 2000                                                  PANPS.012

<PAGE>

                           PANORAMA SERIES FUND, INC.
                        Supplement dated June 26, 2000 to the
                Statement of Additional Information dated May 1, 2000


      The Statement of Additional Information is revised as follows:

1.      The  Supplement  dated  June 6,  2000  to the  Statement  of  Additional
        Information dated May 1, 2000 is replaced by this supplement.

        The  first  sentence  of the  biography  of  George  Evans on page 40 is
        deleted and replaced with the following:

      George  Evans,  Vice  President and  Portfolio  Manager of  International
      Growth Fund/VA, Age: 40
      Two World Trade Center, New York, NY 10048-0203

2.      The  first  sentence  of the  biography  of Alan  Gilston  on page 40 is
        deleted and replaced with the following:

      Alan Gilston,  Vice President and Portfolio Manager of the Small Cap stock
      component  and the  International  stock  component  of  LifeSpan  Capital
      Appreciation  Portfolio  and LifeSpan  Balanced  Portfolio,  and Portfolio
      Manager of the  Value/Growth  and  Growth/Income  stock  components of the
      LifeSpan Portfolios, Age: 41

3.    The first  sentence  of the  biography  of John S.  Kowalik  on page 40 is
      deleted and replaced with the following:

      John Kowalik, Vice President and Portfolio Manager of Government
      Securities Portfolio, Total Return Portfolio and Portfolio Manager of
      the Short-Term Bonds and Government/Corporate Bonds components of the
      LifeSpan Portfolios,
      Age: 42

4.    The biographies for Messrs. Antos, Libera, Strathearn and White on pages
      39, 40 and 41 are hereby deleted.


      June 26, 2000                                      PANPX.013



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