OPPENHEIMER TOTAL RETURN FUND, INC.
Supplement dated January 1, 2001 to the
Prospectus dated April 28, 2000
The Prospectus is changed as follows:
1. The first and second paragraphs of the section entitled "Dividends,
Capital Gains And Taxes" on page 28 are revised as follows:
DIVIDENDS. The Fund intends to declare dividends separately for each class of
shares from net investment income on an annual basis. The Fund intends to pay
dividends to shareholders in December on a date selected by the Board of
Directors.
Dividends and other distributions paid on Class A and Class Y
shares will generally be higher than dividends for Class B, Class C and
Class N shares, which normally have higher expenses than Class A and
Class Y. The Fund has no fixed dividend rate and cannot guarantee that
it will pay any dividends or other distributions.
January 1, 2001 PS0420.017
