OPPENHEIMER GLOBAL FUND
497, 1999-05-12
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                                          OPPENHEIMER GLOBAL FUND
                                    Supplement dated May 1, 1999 to the
                                    Prospectus dated November 17, 1998

The Prospectus is changed as follows:

1. The  following  is added after the second  sentence  of the second  paragraph
under the section titled "Class A Contingent  Deferred Sales Charge" on page 32:
"However,  that commission will not be paid on purchases of shares in amounts of
$1 million or more  (including any right of  accumulation)  by a retirement plan
that pays for the purchase with the redemption proceeds of Class C shares of one
or more Oppenheimer funds held by the Plan for more than one year."

2. The following is added after the tenth  sub-paragraph of the second paragraph
under the section titled "Waivers of Class A Sales Charges" on page 34:

|_|        Dealers,  brokers, banks, or registered investment advisers that have
           entered  into an  agreement  with the  Distributor  to sell shares to
           defined contribution  employee retirement plans for which the dealer,
           broker or investment adviser provides administrative services.
|_|        Retirement plans and deferred  compensation  plans and trusts used to
           fund those plans (including,  for example, plans qualified or created
           under sections 401(a),  401(k), 403(b) or 457 of the Internal Revenue
           Code),  in each case if those  purchases  are made  through a broker,
           agent  or  other  financial   intermediary   that  has  made  special
           arrangements with the Distributor for those purchases.

3. The fourth  sub-paragraph  of the third  paragraph  under the section  titled
"Waivers of Class A Sales Charges" on page 35 is revised to read as follows:

|_|        Shares  purchased  through a  broker-dealer  that has entered  into a
           special   agreement  with  the  Distributor  to  allow  the  broker's
           customers  to  purchase  and pay for  with  the  proceeds  of  shares
           redeemed  in the prior 30 days from a mutual  fund (other than a fund
           managed  by the  Manager  or any of its  subsidiaries)  on  which  an
           initial  sales charge or contingent  deferred  sales charge was paid.
           This waiver also applies to shares purchased by exchange of shares of
           Oppenheimer Money Market Fund,

(continued)
<PAGE>
Inc.  that were  purchased  and paid for in this  manner.  This  waiver  must be
requested  when the  purchase  order is placed for  shares of the Fund,  and the
Distributor may require evidence of qualification for this waiver.

4. The first  sub-paragraph  of the fourth  paragraph  under the section  titled
"Waivers of Class A Sales Charges" on page 35 is revised to read as follows:

|_| To make Automatic  Withdrawal Plan payments that are limited  annually to no
more than 12% of the account value measured at the time the Plan is established,
adjusted annually.

5. The second paragraph under the section titled "Waivers of Class B and Class C
Sales Charges" on page 39 is deleted and replaced with the following:

Waivers for  Redemptions  in Certain  Cases.  The Class B and Class C contingent
deferred sales charges will be waived for redemptions of shares in the following
cases: 

|_| Shares redeemed  involuntarily,  as described in "Shareholder  Account Rules
and Policies," in the Prospectus.

|_| Redemptions from accounts other than Retirement Plans following the death or
disability of the last surviving  shareholder,  including a trustee of a grantor
trust  or  revocable  living  trust  for  which  the  trustee  is also  the sole
beneficiary.  The death or disability  must have occurred  after the account was
established,  and for disability you must provide evidence of a determination of
disability  by  the  Social  Security  Administration. 

|_|  Distributions  from  accounts  for which the  broker-dealer  of record  has
entered into a special agreement with the Distributor  allowing this waiver.

|_|  Redemptions  of Class B shares held by  Retirement  Plans whose records are
maintained on a daily valuation basis by Merrill Lynch or an independent  record
keeper under a contract with Merrill Lynch.

|_|  Redemptions  requested in writing by a  Retirement  Plan sponsor of Class C
shares of an  Oppenheimer  fund in  amounts  of $1  million  or more held by the
Retirement Plan for more than one year, if the redemption  proceeds are invested
in Class A shares  of one or more  Oppenheimer  funds.  

|_| Distributions  from Retirement Plans or other employee benefit plans for any
of the following purposes: (continued)


(1) Following the death or disability (as defined in the Internal  Revenue Code)
of the participant or beneficiary.  The death or disability must occur after the
participant's  account was  established  in an  Oppenheimer  fund.

(2) To return  excess  contributions  made to a  participant's  account. 

(3) To return  contributions made due to a mistake of fact. 

(4) To make hardship withdrawals, as defined in the plan.1

     (5) To make  distributions  required under a Qualified  Domestic  Relations
     Order  or,  in the  case of an  IRA,  a  divorce  or  separation  agreement
     described in Section 71(b) of the Internal  Revenue  Code. 

     (6) To meet the minimum  distribution  requirements of the Internal Revenue
     Code.

     (7) To make "substantially equal periodic payments" as described in Section
     72(t) of the  Internal  Revenue  Code. 

     (8) For loans to  participants  or  beneficiaries.2 

     (9)  On  account  of  the  participant's  separation  from  service.3 

     (10)  Participant-directed  redemptions to purchase shares of a mutual fund
     (other than a fund managed by the Manager or a  subsidiary  of the Manager)
     offered as an investment  option in a Retirement  Plan if the plan has made
     special  arrangements  with the  Distributor.

     (11)  Distributions  made on account of a plan  termination or "in-service"
     distributions,"  if the redemption  proceeds are rolled over directly to an
     OppenheimerFunds-sponsored  IRA.

     (12)  Distributions  from  Retirement  Plans  having  500 or more  eligible
     employees,   but  excluding   distributions  made  because  of  the  Plan's
     elimination as investment  options under the Plan of all of the Oppenheimer
     funds that had been offered.

                                                    (continued)
<PAGE>


     (13) For  distributions  from a  participant's  account  under an Automatic
     Withdrawal Plan after the participant reaches age 59 1/2,  as long as the
     aggregate value of the  distributions  does not exceed 10% of the account's
     value annually (measured from the establishment of the Automatic Withdrawal
     Plan).



May 1, 1999                                                 PS0330.022

- --------
1. This provision does not apply to IRAs.
2. This provision does not apply to loans from 403(b)(7) custodial plans.
3. This provision does not apply to 403(b)(7) custodial plans if the participant
is less than age 55, nor to IRAs.



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