<PAGE>
March 1, 1995
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Attn: Mr. Frank Donaty, Jr.
Mrs. Patricia P. Williams
Re: Oppenheimer Integrity Funds
Reg. No. 2-76547, File No. 811-3420
To the Securities and Exchange Commission:
Enclosed for your information and files is a copy of an
electronic ("EDGAR") filing made March 1, 1995 on behalf of
Oppenheimer Integrity Funds. That filing was made pursuant to paragraph
(b) of Rule 485 under the Securities Act of 1933 and shall be effective
when filed, as designated on the facing page of Form N-1A. The filing
included Post-Effective Amendment No. 22 to the registration statement of
Oppenheimer Integrity Funds together with the representation of counsel
required by that Rule. The total filing fee of $200 was wired to the
SEC's account at Mellon Bank on February 17, 1995 (Fed Wire Nos. 1489 and
1503) and referenced this filing.
The purpose of the Amendment is to amend the facing sheet of the
registration statement to register an additional 61,741 Class A shares of
Oppenheimer Value Stock Fund and 660,131 Class A shares of Oppenheimer
Investment Grade Bond Fund, the two series of Oppenheimer Integrity Funds.
Of those amounts, 43,398 Class A shares of Oppenheimer Value Stock Fund
and 633,129 Class A shares of Oppenheimer Investment Grade Bond Fund were
redeemed during the fiscal year ended December 31, 1994, and had not
previously been used for reductions pursuant to paragraph (a) of Rule 24e-
2 or paragraph (e) of Rule 24f-2. The offering price of $15.81 was the
price in effect for Class A shares of Oppenheimer Value Stock Fund, and
the offering price of $10.74 was the price in effect for Class A shares
of Oppenheimer Investment Grade Bond Fund, at the close of business
February 16, 1995.
Very truly yours,
/s/ Katherine P. Feld
Katherine P. Feld
Vice President &
Associate Counsel
(212) 323-0252
KPF/gl
Enclosures
cc (w/attachment): Allan B. Adams, Esq.
Robert Bishop
Gloria LaFond
SEC/285325.24E
<PAGE>
Registration No. 2-76547
File No. 811-3420
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / X /
PRE-EFFECTIVE AMENDMENT NO. __ / /
POST-EFFECTIVE AMENDMENT NO. 22 / X /
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 / /
AMENDMENT NO. / /
OPPENHEIMER INTEGRITY FUNDS
- -------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
3410 South Galena Street, Denver, Colorado 80231
- -------------------------------------------------------------------------
(Address of Principal Executive Offices)
1-303-671-3200
- -------------------------------------------------------------------------
(Registrant's Telephone Number)
ANDREW J. DONOHUE, ESQ.
Oppenheimer Management Corporation
Two World Trade Center, New York, New York 10048-0203
- -------------------------------------------------------------------------
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate
box):
/ X / immediately upon filing pursuant to paragraph (b)
/ / on ________, pursuant to paragraph (b)
/ / 60 days after filing pursuant to paragraph (a)(1)
/ / on ________, pursuant to paragraph (a)(1)
/ / 75 days after filing, pursuant to paragraph (a)(2)
/ / on _______________, pursuant to paragraph (a)(2) of Rule 485
- -----------------------------------------------------------------------
The Registrant has registered an indefinite number of shares under the
Securities Act of 1933 pursuant to Rule 24f-2 promulgated under the
Investment Company Act of 1940. A Rule 24f-2 Notice for the Registrant's
fiscal year ended December 31, 1994 was filed on February 27, 1995.
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
For the registration under the Securities Act of 1933 of shares of
Oppenheimer Integrity Funds, an open-end management investment company.
A. Title and amount of shares being registered (number of shares or other
units):
Additional 61,741 Class A shares of beneficial interest of
Oppenheimer Value Stock Fund.
Additional 660,131 Class A shares of beneficial interest
of Oppenheimer Investment Grade Bond Fund.
B. Proposed aggregate offering price to the public of the shares being
registered:
$976,125 based upon the offering price of $15.81 per Class A share
of Oppenheimer Value Stock Fund at February 16, 1995(1).
$7,089,807 based upon the offering price of $10.74 per Class A
share of Oppenheimer Investment Grade Bond Fund at February 16,
1995.
C. Amount of filing fee pursuant to Rule 24e-2:
$200
_______________
(1)The calculation of the maximum aggregate offering price is made pursuant
to Rule 24e-2 of the Investment Company Act of 1940.
-- Oppenheimer Value Stock Fund. The total number of Class A shares
sold during the previous fiscal year ended December 31, 1994 was
1,880,960. No redeemed or repurchased shares have been used for
reductions pursuant to paragraph (a) of Rule 24e-2 in any previous filing
of Post-Effective Amendments during the current fiscal year; 1,924,358
shares were used for reductions pursuant to paragraph (c) of Rule 24f-2.
The amount of redeemed or repurchased shares being used for such reduction
in this amendment is 43,398.
-- Oppenheimer Investment Grade Bond Fund. The total number of Class
A shares sold during the previous fiscal year ended December 31, 1994 was
1,071,379. No redeemed or repurchased shares have been used for
reductions pursuant to paragraph (a) of Rule 24e-2 in any previous filing
of Post-Effective Amendments during the current fiscal year; 1,704,508
shares were used for reductions pursuant to paragraph (c) of Rule 24f-2.
The amount of redeemed or repurchased shares being used for such reduction
in this amendment is 633,129.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and/or the
Investment Company Act of 1940, the Registrant certifies that it meets all
the requirements for effectiveness of this Registration Statement pursuant
to Rule 485(b) under the Securities Act of 1933 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of New York and State of New York
on the 27th day of February, 1995.
OPPENHEIMER INTEGRITY FUNDS
By: /s/ James C. Swain*
----------------------------------------
James C. Swain, Chairman
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in
the capacities on the dates indicated:
Signatures Title Date
- ---------- ----- ----
/s/ James C. Swain* Chairman of the
- ------------------ Board of Trustees February 27, 1995
James C. Swain
/s/ Jon S. Fossel* Chief Executive
- -------------------- Officer and February 27, 1995
Jon S. Fossel Trustee
/s/ George C. Bowen* Chief Financial
- ------------------- and Accounting February 27, 1995
George C. Bowen Officer
/s/ Robert G. Avis* Trustee February 27, 1995
- ------------------
Robert G. Avis
/s/ William A. Baker* Trustee February 27, 1995
- --------------------
William A. Baker
/s/ Charles Conrad, Jr.* Trustee February 27, 1995
- -----------------------
Charles Conrad, Jr.
/s/ Raymond J. Kalinowski* Trustee February 27, 1995
- -------------------------
Raymond J. Kalinowski
/s/ C. Howard Kast* Trustee February 27, 1995
- ------------------
C. Howard Kast
/s/ Robert M. Kirchner* Trustee February 27, 1995
- ----------------------
Robert M. Kirchner
/s/ Ned M. Steel* Trustee February 27, 1995
- ----------------
Ned M. Steel
*By: /s/ Robert G. Zack
- --------------------------------
Robert G. Zack, Attorney-in-Fact
<PAGE>
February 27, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
Re: Oppenheimer Integrity Funds
Reg. No. 2-76547, File No. 811-3420
Written Representation of Counsel
To the Securities and Exchange Commission:
Pursuant to paragraph (e) of Rule 485 under the Securities Act
of 1933, and in connection with an Amendment on Form N-1A which is Post-
Effective Amendment No. 22 to the 1933 Act Registration Statement of the
above Fund, the undersigned counsel, who prepared such Amendment, hereby
represents to the Commission for filing with such Amendment that said
Amendment does not contain disclosures which would render it ineligible
to become effective pursuant to paragraph (b) of said Rule 485.
Very truly yours,
/s/ Katherine P. Feld
Katherine P. Feld
Vice President &
Associate Counsel
KPF/gl
SEC/285325.24E
