(logo)OPPENHEIMERFUNDS
Robert G. Zack OppenheimerFunds, Inc.
Senior Vice PresidTwo World Trade Center, 34th Floor
Associate General CounseNew York, NY 10048-0203
212 323-2000 Fax 212 323-0558
March 5, 1998
Securities and Exchange Commission
Mail Stop 0-7, Filer Support
6432 General Green Way
Alexandria, VA 22312
Re: Oppenheimer Total Return Fund, Inc.
Reg. No. 2-11052; File No. 811-490
To the Securities and Exchange Commission:
An electronic filing was made under the Securities Act of 1933 (the "1933
Act") and the Investment Company Act of 1940 (the "1940 Act") on behalf of
Oppenheimer Total Return Fund, Inc. (the "Fund") on February 27, 1998 (accession
number 0000045147-98-000002). The filing consisted of documents comprising
Post-Effective Amendment No. 80 to the Fund's 1933 Act Registration Statement on
Form N-1A and Amendment No. 37 to its 1940 Act Registration Statement (the
"Amendment").
Pursuant to Rule 477 of the 1933 Act , we are hereby requesting the
withdrawal of the Amendment filing. The reason for the withdrawal is that the
filing was incorrectly marked as Post- Effective Amendment No. 79 to the Fund's
1933 Act Registration Statement on Form N-1A and Amendment No. 36 to its 1940
Act Registration Statement. It should have been marked as Post- Effective
Amendment No. 80 to the Fund's 1933 Act Registration Statement on Form N-1A and
Amendment No. 37 to its 1940 Act Registration Statement. We will file an
amendment reflecting the correct Post-Effective Amendment numbers today..
If you have any questions regarding this filing, please contact Kathleen
Ives, Esq. at (303) 768-3331.
Sincerely yours,
/s/ Robert G. Zack
--------------------------------
Robert G. Zack
Assistant Secretary of the
Registrant
