SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)
Rocky Mountain Chocolate Factory, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
774678403
(CUSIP Number)
Check the following box if a fee /__ /
is being paid with this statement
(A fee is not required only if the filing person: (1) has a
previous statement on file reporting beneficial
ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule
13d-7.)
* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form
with respect to the subject class of securities, and for
any subsequent amendment containing
information which would alter the disclosures provided in
a prior cover page.
The information required in the remainder of this cover page shall
not be deemed to be "filed" for the purpose
of Section 18 of the Securities Exchange Act of 1934 ("Act") of
otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
(Continued on following pages)
Page 1 of 7 Pages
<PAGE>
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Cusip No. 774678403 13G Page 2 of 7 Pages
- ---------------------------- -------------------------
- -------------------------------------------------------------------
1. NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OppenheimerFunds, Inc.
I.R.S. NO. 13-2527171
- -------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
A / /
B / X /
- -------------------------------------------------------------------
3. SEC USE ONLY
- -------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Colorado
- -------------------------------------------------------------------
NUMBER OF 5. SOLE VOTING POWER
SHARES 0
BENEFICIALLY -----------------------------------------------
OWNED BY 6. SHARED VOTING POWER
EACH 0
REPORTING -----------------------------------------------
PERSON WITH 7. SOLE DISPOSITIVE POWER
0
-----------------------------------------------
8. SHARED DISPOSITIVE POWER
350,000
- -------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
350,000
- -------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES *
- -------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.8%
- -------------------------------------------------------------------
12. TYPE OF REPORTING PERSON
IA
- -------------------------------------------------------------------
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
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Cusip No. 774678403 13G Page 3 of 7 Pages
- ---------------------------- -------------------------
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1. NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oppenheimer Discovery Fund
I.R.S. NO. 22-2725700
- -------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
A / /
B / X /
- -------------------------------------------------------------------
3. SEC USE ONLY
- -------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
- -------------------------------------------------------------------
NUMBER OF 5. SOLE VOTING POWER
SHARES 200,000
BENEFICIALLY -----------------------------------------------
OWNED BY 6. SHARED VOTING POWER
EACH 0
REPORTING -----------------------------------------------
PERSON WITH 7. SOLE DISPOSITIVE POWER
0
-----------------------------------------------
8. SHARED DISPOSITIVE POWER
200,000
- -------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
200,000
- -------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES *
- -------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.8%
- -------------------------------------------------------------------
12. TYPE OF REPORTING PERSON
IV
- -------------------------------------------------------------------
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
Check the following box if a fee
is being paid with this statement / /
Item 1(a) Name of Issuer:
Rocky Mountain Chocolate Factory, Inc.
Item 1(b) Address of Issuer's Principal Executive
Offices:
265 Turner Drive
Box 2408
Durango, CO 81301
Item 2(a) Name of Person Filing:
OppenheimerFunds, Inc.
Item 2(b) Address of Principal Business Office:
Two World Trade Center, Suite 3400, New
York, New York 10048-0203
Item 2(c) Citizenship:
Inapplicable
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
774678403
Item 3(e) X Investment Adviser registered under
Section 203 of the Investment
Advisers Act of 1940
Item 4(a) Amount Beneficially Owned: 350,000
shares
Item 4(b) Percent of Class: 11.8%
Item 4(c)(i) Sole Power to vote or to direct the vote
- - 0
Item 4(c)(ii) Shared power to vote or to direct the
vote - 0
Item 4(c)(iii) Sole power to dispose or to direct the
disposition of - 0
Item 4(c)(iv) Shared power to dispose or to direct the
disposition of - 350,000 shares
Item 5 Ownership to Five Percent or Less of a
Class:
If this statement is being filed to
report the fact that as of the date hereof, the
reporting person has ceased to be the
beneficial owner of more than 5% of the
class of securities, check the following:
Item 6 Ownership of More than Five Percent on
Behalf of Another Person:
See Exhibit A hereto.
Item 7 Identification and Classification of the
Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding
Company:
Inapplicable
Item 8 Identification and Classification of
Members of the Group:
Inapplicable
Item 9 Notice of Dissolution of Group:
Inapplicable
Item 10 Certification:
By signing below, I certify that, to the
best of my knowledge and belief, the
securities referred to above were
acquired in the ordinary course of business and
were not acquired for the purpose of and
do not have the effect of changing or
influencing the control of the issuer of
such securities and were not acquired in
connection with or as a participant in
any transaction having such purpose or
effect.
SIGNATURE After reasonable inquiry and to the best
of my knowledge and belief, I certify
that the information set forth in this
statement is true, complete and correct.
Date: February 9, 1996
Signature: /s/ Merryl Hoffman
_ _ _ _ _ _ _ _ _ _ _
Name/Title: Merryl Hoffman, Vice President
<PAGE>
EXHIBIT A
The Board of Directors or Trustees of the registered
investment companies managed by
OppenheimerFunds, Inc. ("OFI") and owning shares of the issuer can
direct the disposition of dividends
received by such funds and can dispose of such securities.
Additionally, OFI shares the power to dispose of
such securities with the Board of Directors or Trustees of such
funds; however, the Board of Directors or
Trustees of such fund has delegated these responsibilities to OFI
as the fund's investment advisor under its
investment advisory agreement. OFI has an interest relating to
five (5%) percent or more of such securities
as disclosed on Page 2 hereof, by virtue of the interest of five
percent (5%) or more of such securities by
Oppenheimer Discovery Fund, as disclosed on page 3 hereof. OFI
disclaims ownership of such securities,
except as expressly stated herein.
<PAGE>
EXHIBIT B
The undersigned investment company hereby acknowledges and
agrees that a report on Schedule 13G being
filed by OppenheimerFunds, Inc. on or about the date hereof,
relating to the Common Stock of Rocky
Mountain Chocolate Factory, Inc., is filed on behalf of the
undersigned.
Dated: February 9, 1996
OPPENHEIMER DISCOVERY FUND
By: /s/ Robert G. Zack
___________________________________
Robert G. Zack
Assistant Secretary
SEC/Rocky3.13G
