OPPENHEIMER FUND
Supplement dated June 13, 1997 to the
Prospectus dated October 25, 1996
The Prospectus is changed as follows:
1. This Prospectus Supplement replaces the Fund's Prospectus
supplement dated May 1, 1997.
2. The following is added as the first paragraph under the heading "How To Buy
Shares --How Much Must You Invest?" on page 25:
Shares of the Fund are not available for sale to new investors, including
shares purchased by exchange from other Oppenheimer funds, lump-sum
purchases, and purchases under an Asset Builder Plan (described on page 26)
or by reinvestment of dividends or distributions from other Oppenheimer
funds, or under the "Reinvestment Privilege" (described on pages 37 and 38).
Existing Fund shareholders may purchase additional Fund shares through
subsequent investments or reinvestment of Fund dividends or distributions,
until such time as the reorganization of the Fund with and into Oppenheimer
Multiple Strategies Fund may close. The foregoing is subject to the right of
the Fund and the Distributor, in their complete discretion, to modify or
terminate the terms of this offer at any time without prior notice. The
remaining sections of this Prospectus are hereby amended to conform to the
terms of this offer.
3. The first footnote under the "Shareholder Transaction Expenses" table on page
3 is replaced with the following:
(1) If you invest $1 million or more ($500,000 or more for purchases by
"Retirement Plans", as defined in "Class A Contingent Deferred Sales Charge"
on page 28) in Class A shares, you may have to pay a sales charge of up to
1% if you sell your shares within 12 calendar months (18 months for shares
purchased prior to May 1, 1997) from the end of the calendar month during
which you purchased those shares. See "How to Buy Shares - Buying Class A
Shares", below.
4. The following paragraphs are added at the end of "How the Fund is Managed"
on page 18:
The Board of Trustees of Oppenheimer Fund (referred to as the "Fund") has
determined that it is in the best interest of the Fund's shareholders that
the Fund reorganize with and into Oppenheimer Multiple Strategies Fund
("Multiple Strategies Fund"). The Board unanimously approved the terms of an
agreement and plan of reorganization to be entered into between these funds
(the "reorganization plan") and
(continued)
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the transactions contemplated (the transactions are referred to as the
"reorganization"). The Board further determined that the reorganization
should be submitted to the Fund's shareholders for approval, and recommended
that shareholders approve the reorganization.
Pursuant to the reorganization plan, (i) substantially all of the assets of
the Fund would be exchanged for shares of Multiple Strategies Fund, (ii)
these shares of Multiple Strategies Fund would be distributed to the
shareholders of the Fund, (iii) the Fund would be liquidated, and (iv) the
outstanding shares of the Fund would be cancelled. It is expected that the
reorganization will be tax-free, pursuant to Section 368(a)(1) of the
Internal Revenue Code of 1986, as amended, and the Fund will request an
opinion of tax counsel to that effect.
A meeting of the shareholders of the Fund is scheduled for June 17,
1997 to vote on the reorganization. Approval of the reorganization requires
the affirmative vote of a majority of the outstanding shares of the Fund
(the term "majority" is defined in the Investment Company Act as a special
majority. It is also explained in the Statement of Additional Information).
There is no assurance that the Fund's shareholders will approve the
reorganization. Details about the proposed reorganization will be contained
in a proxy statement and other soliciting materials to be sent on or about
April 30, 1997, to the Fund's shareholders of record as of April 11, 1997.
Persons who become shareholders of the Fund after the record date for the
shareholder meeting will not be entitled to vote on the reorganization.
5. The second sentence in "Class A Shares" under "Classes of Shares" on page 23
is replaced by the following:
If you purchase Class A shares as part of an investment of at least $1
million ($500,000 for Retirement Plans) in shares of one or more Oppenheimer
funds, you will not pay an initial sales charge, but if you sell any of
those shares within 12 months of buying them (18 months if the shares were
purchased prior to May 1, 1997), you may pay a contingent deferred sales
charge.
6. The following sentence is added to the end of "Which Class of Shares
Should You Choose? - How Does It Affect Payments To My Broker?" on page 25:
The Distributor may pay additional periodic compensation from its own
resources to securities dealers or financial institutions based upon the
value of shares of the Fund owned by the dealer or financial institution for
its own account or for its customers.
(continued)
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7. The following fourth sub-paragraph is added to "Buying Class A Shares - Class
A Contingent Deferred Sales Charge" on page 28:
o Purchases by a retirement plan qualified under section 401(a) if the
retirement plan has total plan assets of $500,000 or more.
8. The first sentence in the second paragraph of "Buying Class A Shares - Class
A Contingent Deferred Sales Charge" on page 28 is replaced by the following:
The Distributor pays dealers of record commission on those purchases in an
amount equal to (i) 1.0% for non-Retirement Plan accounts, and (ii) for
Retirement Plan accounts, 1.0% of the first $2.5 million, plus 0.50% of the
next $2.5 million, plus 0.25% of purchases over $5 million, calculated on a
calendar year basis.
9. In the third paragraph of "Buying Class A Shares - Class A Contingent
Deferred Sales Charge" on page 28, the first sentence is replaced by the
following:
If you redeem any of those shares purchased prior to May 1, 1997, within 18
months of the end of the calendar month of their purchase, a contingent
deferred sales charge (called the "Class A contingent deferred sales
charge") may be deducted from the redemption proceeds. A Class A contingent
deferred sales charge may be deducted from the redemption proceeds of any of
those shares purchased on or after May 1, 1997 that are redeemed within 12
months of the end of the calendar month of their purchase.
10. The third sentence of the second paragraph of "Reduced Sales Charges for
Class A Share Purchases - Right of Accumulation" on page 29 is replaced by the
following:
The Distributor will add the value, at current offering price, of the shares
you previously purchased and currently own to the value of current purchases
to determine the sales charge rate that applies.
11. The third sub-paragraph in "Waivers of the Class A Contingent Deferred Sales
Charge for Certain Redemptions" on page 32 is replaced by the following:
o if, at the time of purchase of shares (prior to May 1, 1997) the
dealer agreed in writing to accept the dealer's portion of the sales
commission in installments of 1/18th of the commission per month (and no
further commission will be payable if the shares are redeemed within 18
months of purchase);
(continued)
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o if, at the time of purchase of shares (on or after May 1, 1997) the
dealer agrees in writing to accept the dealer's portion of the sales
commission in installments of 1/12th of the commission per month (and no
further commission will be payable if the shares are redeemed within 12
months of purchase);
12. The following sub-paragraphs are added at the end of "Waivers of the Class A
Contingent Deferred Sales Charge for Certain Redemptions" on page 32:
o for distributions from Retirement Plans having 500 or more eligible
participants, except distributions due to termination of all of the
Oppenheimer funds as an investment option under the Plan; and
o for distributions from 401(k) plans sponsored by broker-dealers that
have entered into a special agreement with the Distributor allowing this
waiver.
13. The following sentence is added to the end of the fifth paragraph in
"Distribution and Service Plans for Class B and Class C Shares" on page 35:
If a dealer has a special agreement with the Distributor, the Distributor
will pay the Class B service fee and the asset-based sales charge to the
dealer quarterly in lieu of paying the sales commission and service fee
advance at the time of purchase.
14. The following is added as a new penultimate sentence to the sixth paragraph
of "Distribution and Service Plans for Class B and Class C shares" on page 35:
If a dealer has a special agreement with the Distributor, the Distributor
shall pay the Class C service fee and asset-based sales charge to the dealer
quarterly in lieu of paying the sales commission and service fee advance at
the time of purchase.
15. The introductory phrase in the fifth sub-paragraph of "Waivers for
Redemptions of Shares in Certain Cases" in "Waivers of Class B and Class C Sales
Charges" on page 36 is replaced with the following and a new sub-section (6) is
added as follows:
o distributions from OppenheimerFunds prototype 401(k) plans and from
certain Massachusetts Mutual Life Insurance Company prototype 401(k)
plans . . . (6) for loans to participants or beneficiaries.
(continued)
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16. The following sub-paragraph is added at the end of "Waivers for Redemptions
of Shares in Certain Cases" in "Waivers of Class B and Class C Sales Charges" on
page 36:
o Distributions from 401(k) plans sponsored by broker-dealers that have
entered into a special agreement with the Distributor allowing this waiver.
17. The section captioned "Special Investor Services" is revised by adding the
following after the sub-section captioned "PhoneLink" on page 37:
Shareholder Transactions by Fax. Beginning May 30, 1997, requests for
certain account transactions may be sent to the Transfer Agent by fax
(telecopier). Please call 1-800-525-7048 for information about which
transactions are included. Transaction requests submitted by fax are subject
to the same rules and restrictions as written and telephone requests
described in this Prospectus.
June 13, 1997 PS0400.008
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