<PAGE>
Rule 24f-2 Notice for Oppenheimer Fund
Two World Trade Center, New York, New York 10048-0203
(Registration No. 2-14586, File No. 811-847)
NOTICE IS HEREBY GIVEN that Oppenheimer Fund having previously filed
by post-effective amendment of its registration statement a declaration
that an indefinite number of its securities were being registered pursuant
to Rule 24f-2 of the Investment Company Act of 1940, now elects to
continue such indefinite registration.
(i) This Notice is being filed for the fiscal year ended June 30,
1994.
(ii) 39,792,088 Class A shares which had been registered other than
pursuant to this Rule remained unsold at the beginning of the
above fiscal year.
(iii) 1,917,645 Class A shares were registered other than pursuant
to this Rule during the above fiscal year.
(iv) The number of shares sold during the above fiscal year was as
follows (1):
Shares
------
Class A 3,600,642
Class C 29,766
(v) The number of shares sold during the above fiscal year in
reliance upon registration pursuant to this Rule was as follows:
Shares
------
Class A 2,701,648
Class C 29,766
Pursuant to the requirements of the Investment Company Act of 1940,
the undersigned registrant has caused this notice to be signed on its
behalf this 29th day of August, 1994.
Oppenheimer Fund
By _____________________________________
Robert G. Zack, Assistant Secretary
- ----------------
[FN]
(1) The calculation of the aggregate sales price is made pursuant to Rule
24f-2 of the Investment Company Act of 1940, as follows:
<TABLE>
<CAPTION>
Value of Value of Filing
Shares Sold Shares Redeemed Net Fee
----------- --------------- --- ------
<S> <C> <C> <C> <C>
Class A $40,066,745 $(29,469,211) $10,597,534 $ 0*
Class C $ 323,590 $( 18,622) $ 304,968 $105**
* Using 1,715,881 Class A shares previously registered valued at
$10,597,534. Class A shares previously registered remaining unsold at
June 30, 1994 total 39,993,852.
** Calculated as 1/29 of 1% of net sales.
</TABLE>
<PAGE>
GORDON ALTMAN BUTOWSKY WEITZEN SHALOV & WEIN
114 West 47th Street
New York, NY 10036
Tel. No. 212-626-0800
August 29, 1994
Oppenheimer Fund
Two World Trade Center
New York, New York 10048-0203
Ladies and Gentlemen:
In connection with the public offering of shares of beneficial
interest, no par value, of Oppenheimer Fund (the "Fund"), we have examined
such records and documents and have made such further investigation and
examination as we deemed necessary for the purpose of this opinion.
It is our opinion that the shares the registration of which is
made definite by the accompanying Rule 24f-2 Notice of the Fund were
legally issued, fully paid and non-assessable by the Fund to the extent
set forth in its Prospectus forming part of its Registration Statement
under the Securities Act of 1933, as amended.
We hereby consent to the filing of this opinion with said
Notice.
Very truly yours,
Gordon Altman Butowsky
Weitzen Shalov & Wein
