Registration No. 2-49887
File No. 811-2454
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. 55 / X /
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 / X /
AMENDMENT N0. 25 / X /
OPPENHEIMER MONEY MARKET FUND, INC.
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(Exact Name of Registrant as Specified in Charter)
3410 South Galena Street, Denver, Colorado 80231
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(Address of Principal Executive Offices)
(303) 671-3200
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(Registrant's Telephone Number)
ANDREW J. DONOHUE, ESQ.
OppenheimerFunds, Inc.
Two World Trade Center, New York, New York 10048-0203
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(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate
box):
/ / Immediately upon filing pursuant to paragraph (b)
/ X / On April 15, 1996, pursuant to paragraph (b)
/ / On _________________, pursuant to paragraph (a)(1)
/ / 75 days after filing pursuant to paragraph (a)(2)
/ / 60 days after filing pursuant to paragraph (a)(1)
/ / On _________, pursuant to paragraph (a)(2) of
Rule 485
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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, 1995 was filed on March 22, 1996.
<PAGE>
FORM N-1A
OPPENHEIMER MONEY MARKET FUND, INC.
Cross Reference Sheet
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Part A of
Form N-1A
Item No. Prospectus Heading
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1 Front Cover Page
2 Expenses; Brief Overview of the Fund
3 Financial Highlights; Performance of the Fund
4 Front Cover Page; How the Fund is Managed -- Organization and
History; Investment Objective and Policies
5 How the Fund is Managed; Back Cover; Expenses
6 How the Fund is Managed -- Organization and History; The
Transfer Agent; Dividends, Capital Gains and Taxes
7 Shareholder Account Rules and Policies; How to Buy Shares; How
to Exchange Shares; How to Sell Shares
8 How to Sell Shares; Special Investor Services
9 *
Part B of
Form N-1A
Item No. Statement of Additional Information Heading
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10 Back Cover
11 Back Cover
12 *
13 Investment Objective and Policies; Other Investment Techniques
and Strategies; Additional Investment Restrictions
14 How the Fund is Managed - Directors and Officers of the Fund
15 How the Fund is Managed - Major Shareholders
16 How the Fund is Managed
17 How the Fund is Managed
18 Additional Information About the Fund
19 Your Investment Account; How to Buy Shares; How to Sell
Shares; How to Exchange Shares
20 Dividends, Capital Gains and Taxes
21 How the Fund is Managed; Additional Information about the
Fund; The Distributor
22 Performance of the Fund
23 Financial Statements
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* Not applicable or negative answer.
<PAGE>
OPPENHEIMER
Money Market Fund, Inc.
Prospectus dated April 15, 1996
Oppenheimer Money Market Fund, Inc. is a no-load "money market"
mutual fund. As its objective, the Fund seeks the maximum current income
that is consistent with stability of principal. The Fund seeks to achieve
this objective by investing in "money market" securities meeting specific
credit quality standards. Please refer to "Investment Objective and
Policies" for more information about the types of securities the Fund
invests in.
An investment in the Fund is neither insured nor guaranteed by the
U.S. Government. While the Fund seeks to maintain a stable net asset
value of $1.00 per share, there can be no assurance that the Fund will be
able to do so.
This Prospectus explains concisely what you should know before
investing in the Fund. Please read this Prospectus carefully and keep it
for future reference. You can find more detailed information about the
Fund in the April 15, 1996, Statement of Additional Information. For a
free copy, call OppenheimerFunds Services, the Fund's Transfer Agent, at
1-800-525-7048, or write to the Transfer Agent at the address on the back
cover. The Statement of Additional Information has been filed with the
Securities and Exchange Commission and is incorporated into this
Prospectus by reference (which means that it is legally part of this
Prospectus).
(OppenheimerFunds logo)
Shares of the Fund are not deposits or obligations of any bank, are not
guaranteed by any bank, are not insured by the FDIC or any other agency,
and involve investment risks, including the possible loss of the principal
amount invested.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>
Contents
ABOUT THE FUND
Expenses
A Brief Overview of the Fund
Financial Highlights
Investment Objective and Policies
How the Fund is Managed
Performance of the Fund
ABOUT YOUR ACCOUNT
How to Buy Shares
Special Investor Services
AccountLink
Automatic Withdrawal and Exchange Plans
Reinvestment Privilege
Retirement Plans
How to Sell Shares
By Mail
By Telephone
By Wire
Checkwriting
How to Exchange Shares
Shareholder Account Rules and Policies
Dividends and Taxes
<PAGE>
ABOUT THE FUND
Expenses
The Fund pays a variety of expenses directly for management of its
assets, administration and other services, and those expenses are
subtracted from the Fund's assets to calculate the Fund's net asset value
per share. All shareholders pay those expenses indirectly. The following
tables are provided to help you understand your direct expenses of
investing in the Fund and your share of the Fund's business operating
expenses that you will bear indirectly. The calculations below are based
on the Fund's expenses during its last fiscal year ended December 31,
1995.
- Shareholder Transaction Expenses are charges you pay when you buy
or sell shares of a mutual fund. The Fund has no sales charges to buy
shares. Please refer to "About Your Account" for more information.
Maximum Sales Charge on Purchases None
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Sales Charge on Reinvested Dividends None
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Redemption Fees None(1)
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Exchange Fee None
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(1) There is a $10 transaction fee for redemptions paid by Federal Funds
wire, but not for redemptions paid by check or by ACH transfer through
AccountLink, or for which checkwriting privileges are used (see "How to
Sell Shares").
- Annual Fund Operating Expenses are paid out of the Fund's assets
and represent the Fund's expenses in operating its business. For example,
the Fund pays management fees to its investment adviser, OppenheimerFunds,
Inc. (which is referred to in this Prospectus as the "Manager"). The
rates of the Manager's fees are set forth in "How the Fund is Managed,"
below. The Fund has other regular expenses for services, such as transfer
agent fees, custodial fees paid to the bank that holds its portfolio
securities, audit fees and legal and other expenses. Those expenses are
detailed in the Fund's Financial Statements in the Statement of Additional
Information.
Management Fees 0.44%
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12b-1 Distribution Plan Fees None
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Other Expenses 0.46%
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Total Fund Operating Expenses 0.90%
The numbers in the table above are projections of the Fund's business
expenses based on the Fund's expenses in the fiscal year ended December
31, 1995. These amounts are shown as a percentage of the average net
assets of the Fund for that year. The actual expenses in future years may
be more or less than the numbers in the chart, depending on a number of
factors, including the actual value of the Fund's assets.
- Examples. To try to show the effect of these expenses on an
investment over time, we have created the hypothetical examples shown
below. Assume that you make a $1,000 investment in shares of the Fund,
and the Fund's annual return is 5%, and that its operating expenses are
the ones shown in the Annual Fund Operating Expenses chart above. If you
were to redeem your shares at the end of each period shown below, your
investment would incur the following expenses by the end of each period
shown:
1 year 3 years 5 years 10 years
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$9 $29 $50 $111
These examples show the effect of expenses on an investment, but are
not meant to state or predict actual or expected costs or investment
returns of the Fund, all of which may be more or less than those shown.
A Brief Overview Of The Fund
Some of the important facts about the Fund are summarized below, with
references to the section of this Prospectus where more complete
information can be found. You should carefully read the entire Prospectus
before making a decision about investing in the Fund. Keep the Prospectus
for reference after you invest, particularly for information about your
account, such as how to sell or exchange shares.
- What Is The Fund's Investment Objective? The Fund's objective is
to seek the maximum current income that is consistent with stability of
principal.
- What Does The Fund Invest In? The Fund invests in high-quality
money market securities. These are short-term highly liquid securities
that meet specific credit quality standards under the Investment Company
Act of 1940. Because of their large denominations, money market
investments are generally unavailable to the smaller investor. The money
market securities the Fund invests in may include U.S. Government
securities, repurchase agreements, certificates of deposit and high
quality commercial paper issued by companies. These and other types of
money market securities are described in "Investment Objective and
Policies" starting on page __.
- Who Manages The Fund? The Fund's investment adviser (the
"Manager") is OppenheimerFunds, Inc., which (including a subsidiary)
manages investment company portfolios having over $50 billion in assets
at March 1, 1996. The Manager is paid an advisory fee by the Fund, based
on its assets. The Fund's portfolio manager, who is employed by the
Manager and who is primarily responsible for the selection of the Fund's
securities, is Carol E. Wolf. The Fund's Board of Directors, elected by
shareholders, oversees the investment adviser and the portfolio manager.
Please refer to "How the Fund is Managed," starting on page __ for more
information about the Manager and its fees.
- How Risky Is The Fund? All investments carry risks to some
degree. Money market funds in general are relatively conservative
investments. The Fund attempts to maintain a stable share price of $1.00,
but there is no guarantee it will do so. While money market securities
are debt securities that may be affected by changes in interest rates,
because of their short maturity and liquidity, their prices are less
sensitive to interest rate changes than longer-term debt securities.
Fluctuations in value of the Fund's securities will not generally result
in gains or losses to the Fund since the Fund usually holds securities to
their maturity. While the Fund is a conservative investment for those
seeking income, liquidity and stability of principal, it is important to
note that the Fund's shares are not guaranteed by the U.S. Government or
insured by the FDIC.
- How Can I Buy Shares? You can buy shares through your dealer or
financial institution, or you can purchase shares directly through the
Distributor by completing an Application or by using Federal Funds wires
or an Automatic Investment Plan under AccountLink. Please refer to "How
to Buy Shares" starting on page __ for more details.
- Will I Pay A Sales Charge To Buy Shares? No. Shares of the Fund
are sold at their net asset value, without sales charge. Normally, the
net asset value is $1.00 per share. There can be no assurance, however,
that the Fund's net asset value will not vary.
- How Can I Sell My Shares? Shares can be redeemed by mail or by
telephone call to the Transfer Agent on any business day, or through your
dealer or by writing a check against your Fund account, or by wire to a
previously designated bank account. Please refer to "How to Sell Shares"
starting on page __. The Fund also offers exchange privileges to other
Oppenheimer funds, described in "How to Exchange Shares" on page __.
- How Has The Fund Performed? The Fund measures its performance by
quoting its "yield" and "compounded effective yield," which measure
historical performance. Those yields can be compared to the yields of
other money market funds. Please remember that past performance does not
guarantee future results.
Financial Highlights
The table on the following pages presents selected financial
information about the Fund, including per share data and expense ratios
and other data based on the Fund's average net assets. This information
has been audited by KPMG Peat Marwick LLP, the Fund's independent
auditors, whose report on the Fund's financial statements for the fiscal
year ended December 31, 1995, is included in the Statement of Additional
Information.
<TABLE>
<CAPTION>
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FINANCIAL HIGHLIGHTS
YEAR ENDED DECEMBER 31,
1995 1994 1993 1992 1991 1990 1989 1988 1987 1986
<S> <C> <C> <C> <C> <C> <C> <C> <C>
<C> <C>
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PER SHARE OPERATING DATA:
Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
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Income from investment operations:
Net investment income and net realized gain .05 .04 .03 .03 .06 .08 .08 .07 .06 .06
Dividends and distributions to shareholders (.05) (.04) (.03) (.03) (.06) (.08) (.08) (.07) (.06) (.06)
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Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
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==============================
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TOTAL RETURN, AT NET ASSET VALUE (1) 5.40% 3.76% 2.71% 3.47% 5.87% 7.99% 8.88%
7.14% 6.38% 6.35%
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RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions) $818 $929 $611 $692 $899 $1,082 $940 $794 $718 $744
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Average net assets (in millions) $855 $804 $653 $811 $1,003 $1,033 $873 $713 $620 $752
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Ratios to average net assets:
Net investment income 5.19% 3.79% 2.65% 3.42% 5.66% 7.66% 8.55% 6.98% 6.04%
6.12%
Expenses 0.90% 0.82% 0.87% 0.88% 0.77% 0.74% 0.78% 0.80% 0.86%
0.77%
<FN>
1. Assumes a hypothetical initial investment on the business day before the
first day of the fiscal period, with all dividends reinvested in additional
shares on the reinvestment date, and redemption at the net asset value
calculated on the last business day of the fiscal period. Total returns are not
annualized for periods of less than one full year.
See accompanying Notes to Financial Statements.
</FN>
</TABLE>
<PAGE>
Investment Objective and Policies
Objective. The Fund invests its assets to seek the maximum current income
that is consistent with stability of principal.
Investment Policies and Strategies. In seeking its objective, the Fund
invests in short-term money market securities meeting quality standards
consistent with Rule 2a-7 under the Investment Company Act of 1940. While
those standards are intended to help the Fund maintain a stable share
value, there can be no assurance that the Fund's net asset value will not
vary from $1.00 per share or that the Fund will achieve its investment
objective.
- Money Market Securities in Which the Fund Invests. The following
is a brief description of the types of money market securities in which
the Fund may invest:
- U.S. Government Securities. These include obligations issued or
guaranteed by the U.S. Government or any of its agencies or
instrumentalities. These may include direct obligations of the U.S.
Treasury, such as Treasury bills, notes and bonds. Other U.S. Government
Securities are supported by the full faith and credit of the United
States, such as pass-through certificates issued by the Government
National Mortgage Association. Others may be supported by the right of
the issuer to borrow from the U.S. Treasury, such as securities of Federal
Home Loan Banks. Others may be supported only by the credit of the
instrumentality, such as obligations of the Federal National Mortgage
Association.
- Bank Obligations and Instruments Secured By Them. These include
time deposits, certificates of deposit and bankers' acceptances. They
must be obligations of a domestic bank with total assets of at least $1
billion or U.S. dollar-denominated obligations of a foreign bank with
total assets of at least U.S. $1 billion. The Fund may also invest in
instruments secured by these types of bank obligations, such as
separately-issued bank debt which is guaranteed by the bank. The term
"bank" includes commercial banks, savings banks, and savings and loan
associations, which may or may not be members of the Federal Deposit
Insurance Corporation ("FDIC"). The term "foreign bank" includes foreign
branches of U.S. banks ( which may be issuers of "Eurodollar" money market
instruments), U.S. branches and agencies of foreign banks (which may be
issuers of "Yankee dollar" instruments), and foreign branches of foreign
banks.
- Commercial Paper. Commercial paper is a short-term, unsecured
promissory note of a domestic or foreign company. The Fund's purchase of
commercial paper is limited to an issuer's direct obligations that at the
time of the Fund's purchase of them are Eligible Securities (defined
below). They also must be rated by at least one Rating Organization (this
term is also defined below) in one of the two highest rating categories
for short-term debt securities. They may also be an issuer's unrated
securities judged by the Manager to be comparable to these other types of
rated securities.
- Corporate Obligations. The Fund may invest in corporate debt
obligations, other than commercial paper, that at the time of the Fund's
purchase of the obligations are Eligible Securities that are rated by at
least one Rating Organization in one of the two highest rating categories
for short-term debt securities. They may include comparable unrated
securities.
- Other Money Market Obligations. The Fund may invest in money
market obligations other than those listed above if they are subject to
repurchase agreements or guaranteed as to their principal and interest by
a domestic bank having total assets in excess of $500 million or by a
corporation whose commercial paper may be purchased by the Fund.
- Board-Approved Money Market Instruments. These are U.S. dollar-
denominated short-term investments that the Fund's Board of Directors
determines present minimal credit risks and which are of "high quality"
as determined by any Rating Organization. They may also include an
instrument that is not rated, if the Board determines that it is of
comparable quality to an instrument that is an "Eligible Security." This
determination is made in light of the restrictions imposed by Rule 2a-7,
described below. Currently, Board-approved instruments in which the Fund
may invest include dollar-denominated obligations of foreign banks payable
in the U.S. or in London, England, floating or variable rate demand notes,
asset-backed securities, and bank loan participation agreements (subject
to restrictions adopted by the Board). The Board may change its
restrictions as to these investments from time to time.
- Interest Rate Risk. The market value of the securities held by the
Fund may be affected by changes in general interest rates. The current
value of debt securities varies inversely with changes in prevailing
interest rates. If interest rates increase after a security is purchased,
that security would normally decline in value. If interest rates decrease
after a security is purchased, its value would rise. However, those
fluctuations in value will not generally result in realized gains or
losses to the Fund since the Fund does not usually intend to dispose of
securities prior to their maturity. A debt security held to maturity is
redeemable by its issuer at full principal value plus accrued interest.
The Fund may dispose of a portfolio security prior to its maturity if the
Fund believes such disposition advisable or if the Fund needs to generate
cash to satisfy redemptions. In such cases, the Fund may realize a
capital gain or loss.
- Portfolio Quality and Diversification. Under Rule 2a-7 of the
Investment Company Act, the Fund uses the amortized cost method to value
its portfolio securities to determine the Fund's net asset value per
share. Rule 2a-7 places restrictions on a money market fund's
investments. Under the Rule, the Fund may purchase only those securities
that the Manager, under Board-approved procedures, has determined have
minimal credit risks and are "Eligible Securities."
An "Eligible Security" is one that has been rated in one of the two
highest short-term rating categories by any two "nationally-recognized
statistical rating organizations" (as defined in the Rule) (these are
referred to as "Rating Organizations"), or, if only one Rating
Organization has rated that security, it must have been rated in one of
the two highest rating categories by that Rating Organization. An unrated
security that is judged by the Manager to be of comparable quality to
"Eligible Securities" rated by Rating Organizations may also be an
"Eligible Security."
Rule 2a-7 permits the Fund to purchase any number of "First Tier
Securities." These are Eligible Securities rated in the highest rating
category for short-term debt obligations by at least two Rating
Organizations, or, if only one Rating Organization has rated a particular
security, by that Rating Organization. Comparable unrated securities may
also be First Tier Securities. Under Rule 2a-7, the Fund may invest only
up to 5% of its assets in "Second Tier Securities," which are Eligible
Securities that are not "First Tier Securities."
In addition to the overall 5% limit on Second Tier Securities, the
Fund may not invest more than (i) 5% of its total assets in the securities
of any one issuer (other than the U.S. Government, its agencies or
instrumentalities) or (ii) 1% of its total assets or $1 million (whichever
is greater) in Second Tier Securities of any one issuer. The Fund's Board
of Directors must approve or ratify the purchase of Eligible Securities
that are unrated or are rated by only one Rating Organization.
Additionally, under Rule 2a-7, the Fund must maintain a dollar-weighted
average portfolio maturity of no more than 90 days, and the maturity of
any single portfolio investment may not exceed 397 days. The Board
regularly reviews reports from the Manager to show the Manager's
compliance with the Fund's procedures and with the Rule.
Appendix A of the Statement of Additional Information contains
descriptions of the rating categories of Rating Organizations. Ratings
at the time of purchase will determine whether securities may be acquired
under the restrictions described above. Subsequent downgrades in ratings
may require the Manager to reassess the credit risks presented by a
security and may require its sale. The rating restrictions described in
this Prospectus do not apply to banks in which the Fund's cash is kept.
- Can the Fund's Investment Objective and Policies Change? The Fund
has an investment objective, described above, as well as investment
policies it follows to try to achieve its objective. Additionally, the
Fund uses certain investment techniques and strategies in carrying out
those investment polices. The Fund's investment policies and techniques
are not "fundamental" unless this Prospectus or the Statement of
Additional Information says that a particular policy is "fundamental."
The Fund's investment objective is a fundamental policy.
Fundamental policies are those that cannot be changed without the
approval of a "majority" of the Fund's outstanding voting shares. The term
"majority" is defined in the Investment Company Act to be a particular
percentage of outstanding voting shares (and this term is explained in the
Statement of Additional Information). The Fund's Board of Directors may
change non-fundamental policies without shareholder approval, although
significant changes will be described in amendments to this Prospectus.
Other Investment Techniques and Strategies. The Fund may also use the
investment techniques and strategies described below. These techniques
involve investment risks. The Statement of Additional Information
contains more information about these practices, including limitations on
their use that are designed to reduce some of the risks.
- Floating Rate/Variable Rate Notes. The Fund may purchase notes
with floating or variable interest rates. Variable rates are adjustable
at stated periodic intervals. Floating rates are adjusted automatically
according to a specified market index for such investments, such as the
prime rate of a bank. If the maturity of these notes is greater than 397
days, they may be purchased if they have a demand feature permitting the
Fund to recover the principal amount of the note on not more than thirty
days' notice at any time, or at specified times not exceeding 397 days.
- Obligations of Foreign Banks and Foreign Branches of U.S. Banks.
Because the Fund may invest in U.S. dollar-denominated securities of (1)
foreign banks that are payable in the U.S. or in London, England and (2)
foreign branches of U.S. banks, the Fund may be subject to additional
investment risks different from those incurred by an investment company
that invests only in debt obligations of domestic branches of U.S. banks.
These risks may include future political and economic developments in the
country in which the bank or branch is located, possible imposition of
withholding taxes on interest income payable on the securities, possible
seizure or nationalization of foreign deposits, the possible establishment
of exchange control regulations or the adoption of other governmental
restrictions that might affect the payment of principal and interest on
those securities. Additionally, not all U.S. and state banking laws and
regulations applicable to domestic banks (relating to maintenance of
reserves, loan limits and financial soundness) apply to foreign branches
of domestic banks, and none of those regulations apply to foreign banks.
- Bank Loan Participation Agreements. Subject to the provisions of
Rule 2a-7 and the Fund's limitation on "illiquid securities" below, the
Fund may invest in bank loan participation agreements that provide the
Fund an undivided interest in a loan made by the issuing bank in the
proportion the Fund's interest bears to the total principal amount of the
loan. The Fund looks to the creditworthiness of the borrower obligated
to make principal and interest payments on the loan.
- Asset-Backed Securities. The Fund may invest in asset-backed
securities, which are fractional interests in pools of consumer loans and
other trade receivables. They are issued by trusts and special purpose
corporations. They are backed by a pool of assets, such as credit card
or auto loan receivables, which are the obligations of a number of
different parties. The income from the underlying pool is passed through
to holders, such as the Fund.
These securities are frequently supported by a credit enhancement,
such as a letter of credit, a guarantee or a preference right. However,
the credit enhancement generally applies to only a fraction of the
security's value. The Fund's investment in those securities is subject
to Rule 2a-7, as described above. A risk of these securities is that the
issuer of the security may have no security interest in the related
collateral.
- Loans of Portfolio Securities. To attempt to increase its income,
the Fund may lend its portfolio securities to brokers, dealers and other
financial institutions. The Fund must receive collateral for such loans,
which are limited to no more than 10% of the value of the Fund's total
assets and are subject to other conditions described in the Statement of
Additional Information. There are some risks in lending securities. The
Fund could experience a delay in receiving additional collateral to secure
a loan, or a delay in recovering the loaned securities. The Fund
presently does not intend to lend its securities, but if it does, the
value of securities loaned is not expected to exceed 5% of the value of
the Fund's total assets.
- Repurchase Agreements. The Fund may enter into repurchase
agreements. In a repurchase transaction, the Fund buys a security and
simultaneously sells it to the vendor for delivery at a future date.
Repurchase agreements must be fully collateralized. However, if the vendor
fails to pay the resale price on the delivery date, the Fund may incur
costs in disposing of the collateral and may experience losses if there
is any delay in its ability to do so. The Fund will not enter into a
repurchase agreement that will cause more than 10% of its net assets to
be subject to repurchase agreements maturing in more than seven days.
There is no limit on the amount of the Fund's net assets that may be
subject to repurchase agreements of seven days or less.
- Illiquid and Restricted Securities. Under the policies and
procedures established by the Fund's Board of Directors, the Manager
determines the liquidity of certain of the Fund's investments. Investments
may be illiquid because of the absence of an active trading market, making
it difficult to value them or dispose of them promptly at an acceptable
price. A restricted security is one that has a contractual restriction on
its resale or which cannot be sold publicly until it is registered under
the Securities Act of 1933. The Fund will not invest more than 10% of its
net assets in illiquid or restricted securities. The Fund's percentage
limitation on these investments does not apply to certain restricted
securities that are eligible for resale to qualified institutional
purchasers.
Other Investment Restrictions. The Fund has other investment restrictions
which are fundamental policies. Under these fundamental policies, the
Fund cannot do any of the following:
- invest more than 5% of its total assets in securities of any issuer
(except the U.S. Government or its agencies or instrumentalities);
- concentrate investments in any particular industry; therefore the
Fund will not purchase the securities of companies in any one industry if
more than 25% of the value of the Fund's total assets would consist of
securities of companies in that industry; except for obligations of
foreign branches of domestic banks, or obligations issued or guaranteed
by foreign banks, the investments set forth in "U.S. Government
Securities" and "Bank Obligations" under "Investment Objective and
Policies" are not included in this limitation;
- make loans, except through the purchase of the types of debt
securities listed under "Investment Objective and Policies" or through
repurchase agreements; the Fund may also lend securities as described
above under "Loans of Portfolio Securities";
- borrow money in excess of 5% of the value of its total assets; the
Fund may borrow only as a temporary measure for extraordinary or
emergency purposes and no assets of the Fund may be pledged, mortgaged or
assigned to secure a debt; and
- invest more than 5% of the value of its total assets in securities
of companies that have operated less than three years, including the
operations of predecessors.
All of the percentage restrictions described above (except those
restricting borrowing money) and elsewhere in this Prospectus apply only
at the time the Fund purchases a security, and the Fund need not dispose
of a security merely because the size of the Fund's assets has changed or
the security has increased in value relative to the size of the Fund.
There are other fundamental policies discussed in the Statement of
Additional Information.
How the Fund is Managed
Organization and History. The Fund was incorporated in Maryland in 1973.
The Fund is a diversified, open-end management investment company.
The Fund is governed by a Board of Directors, which is responsible
for protecting the interests of shareholders under Maryland law. The
Directors meet periodically throughout the year to oversee the Fund's
activities, review its performance, and review the actions of the Manager.
"Directors and Officers of the Fund" in the Statement of Additional
Information names the Directors and provides more information about them
and the officers of the Fund. Although the Fund will not normally hold
annual meetings of its shareholders, it may hold shareholder meetings from
time to time on important matters, and shareholders have the right to call
a meeting to remove a Director or to take other action described in the
Fund's Articles of Incorporation.
The Manager and Its Affiliates. The Fund is managed by the Manager,
OppenheimerFunds, Inc., which is responsible for selecting the Fund's
investments and handles its day-to-day business. The Manager carries out
its duties, subject to the policies established by the Board of Directors,
under an Investment Advisory Agreement that states the Manager's
responsibilities. The agreement sets forth the fees paid by the Fund to
the Manager and describes the expenses that the Fund is responsible to pay
to conduct its business.
The Manager has operated as an investment adviser since 1959. The
Manager (including a subsidiary) currently manages investment companies,
including other Oppenheimer funds, with assets of more than $50 billion
as of March 1, 1996, held in 2.8 million shareholder accounts. The
Manager is owned by Oppenheimer Acquisition Corp., a holding company that
is owned in part by senior officers of the Manager and controlled by
Massachusetts Mutual Life Insurance Company.
- Portfolio Manager. The Manager has designated a Portfolio Manager
as the person principally responsible for the day to day management of the
Fund's portfolio. Carol E. Wolf, a Vice President of the Fund, has been
the principal portfolio manager since November, 1988. Ms. Wolf is also
an officer of Centennial Asset Management Corporation, an investment
adviser subsidiary of the Manager, and is an officer and portfolio manager
of other Oppenheimer funds.
- Fees and Expenses. Under the Investment Advisory Agreement, the
Fund pays the Manager the following annual fees, which decline on
additional assets as the Fund grows: 0.45% of the first $500 million of
aggregate net assets, 0.425% of the next $500 million, 0.40% of the next
$500 million, and 0.375% of net assets in excess of $1.5 billion. The
Fund's management fee for its last fiscal year was 0.44% of the Fund's
average annual net assets.
The Fund pays expenses related to its daily operations, such as
custodian fees, Directors' fees, transfer agency fees, legal and auditing
costs. Those expenses are paid out of the Fund's assets and are not paid
directly by shareholders, but are indirectly borne by shareholders through
their investment. More information about the Investment Advisory Agreement
and the other expenses paid by the Fund is contained in the Statement of
Additional Information.
- The Distributor. The Fund's shares are sold through dealers and
brokers that have a sales agreement with OppenheimerFunds Distributor,
Inc., a subsidiary of the Manager that acts as the Fund's Distributor.
The Distributor also distributes the shares of the other Oppenheimer
funds, and is sub-distributor for funds managed by a subsidiary of the
Manager.
- The Transfer Agent. The Fund's transfer agent is OppenheimerFunds
Services, a division of the Manager, which acts as the shareholder
servicing agent for the Fund and the other Oppenheimer funds on an "at-
cost" basis. It also acts as the shareholder servicing agent for the
other Oppenheimer funds. Shareholders should direct inquiries about their
accounts to the Transfer Agent at the address and toll-free numbers shown
below in this Prospectus and on the back cover.
Performance of the Fund
Explanation of "Yield." The Fund uses the terms "yield" and "compounded
effective yield" to illustrate its performance. This performance
information may be useful to help you see how well your investment has
done and to compare it to other money market funds.
The "yield" of the fund is the income generated by an investment in
the Fund over a seven-day period, which is then "annualized." In
annualizing, the amount of income generated by the investment during that
seven days is assumed to be generated each week over a 52-week period, and
is shown as a percentage of the investment.
The "compounded effective yield" is calculated similarly, but the
annualized income earned by an investment in the Fund is assumed to be
reinvested in additional shares. The "compounded effective yield" will
be slightly higher than the yield because of the effect of the assumed
reinvestment.
It is important to understand that the Fund's yields represent past
performance and should not be considered to be predictions of future
performance. The Fund's investment performance will vary over time,
depending on market conditions, the composition of the portfolio, and
expenses. More detailed information about how yields are calculated is
contained in the Statement of Additional Information, which also contains
information about other ways to measure and compare the Fund's
performance.
ABOUT YOUR ACCOUNT
How to Buy Shares
How Much Must You Invest? You can open a Fund account with a minimum
initial investment of $1,000 and make additional investments at any time
with as little as $25. There are reduced minimum investments under special
investment plans.
With Asset Builder Plans, Automatic Exchange Plans, 403(b)(7)
custodial plans and military allotment plans, you can make initial and
subsequent investments of as little as $25. Subsequent purchases of at
least $25 can be made by telephone through AccountLink.
Under pension and profit-sharing plans and Individual Retirement
Accounts (IRAs), you can make an initial investment of as little as $250
(if your IRA is established under an Asset Builder Plan, the $25 minimum
applies), and subsequent investments may be as little as $25.
There is no minimum investment requirement if you are buying shares
by reinvesting dividends from the Fund or other Oppenheimer funds (a list
of them appears in the Statement of Additional Information, or you can ask
your dealer or call the Transfer Agent), or by reinvesting distributions
from unit investment trusts that have made arrangements with the
Distributor.
- How Are Shares Purchased? You can buy shares several ways --
through any dealer, broker or financial institution that has a sales
agreement with the Distributor, or directly through the Distributor, or
automatically from your bank account through an Asset Builder Plan under
the OppenheimerFunds AccountLink service.
- Buying Shares Through Your Dealer. Your dealer will place your
order with the Distributor on your behalf.
- Buying Shares Through the Distributor. Complete an OppenheimerFunds
New Account Application and return it with a check payable to
"OppenheimerFunds Distributor, Inc." Mail it to P.O. Box 5270, Denver,
Colorado 80217. If you don't list a dealer on the application, the
Distributor will act as your agent in buying the shares.
- Payment by Check. If payment is made by check in U.S. dollars
drawn on a U.S. bank, dividends will begin to accrue on the next regular
business day after the purchase order is accepted by the Distributor.
- Payment by Federal Funds Wire. Shares may be purchased by Federal
Funds wire. The minimum investment is $2,500. You must first call the
Distributor's Wire Department at 1-800-525-7041 to notify the Distributor
of the wire, and to receive further instructions.
- Guaranteed Payment. Broker-dealers that have sales agreements with
the Distributor may place purchase orders for shares on a regular business
day with the Distributor before the close of The New York Stock Exchange,
which is normally 4:00 P.M., but may be earlier on some days, and the
order will be effected that day if the broker-dealer guarantees that the
Fund's custodian bank will receive Federal Funds to pay for the purchase
by 2:00 P.M. on the next regular business day. Dividends will begin to
accrue on shares purchased in this way on the regular business day the
Federal Funds are received by the required time.
- Buying Shares Through OppenheimerFunds AccountLink. You can use
AccountLink to link your Fund account with an account at a U.S. bank or
other financial institution that is an Automated Clearing House (ACH)
member. You can then transmit funds electronically to purchase shares,
or to have the Transfer Agent send redemption proceeds, or to transmit
dividends and distributions to your bank account.
Shares are purchased for your account on AccountLink on the regular
business day the Distributor is instructed by you to initiate the ACH
transfer to buy shares. You can provide those instructions automatically,
under an Asset Builder Plan, described below, or by telephone instructions
using OppenheimerFunds PhoneLink, also described below. You should
request AccountLink privileges on the Application or dealer settlement
instructions used to establish your account. Please refer to
"AccountLink," below for more details.
- Asset Builder Plans. You may purchase shares of the Fund (and up
to four other Oppenheimer funds) automatically each month from your
account at a bank or other financial institution under an Asset Builder
Plan with AccountLink. Details are on the Application and in the
Statement of Additional Information.
- At What Price Are Shares Sold? The Fund's shares may be purchased
at net asset value without sales charge. The net asset value will remain
fixed at $1.00 per share, except under extraordinary circumstances. There
can be no guarantee that the Fund will maintain a stable net asset value
of $1.00 per share.
In most cases the Distributor must receive your order by the time of
day The New York Stock Exchange closes to enable your order to be effected
that day. The close of The New York Stock Exchange is normally 4:00 P.M.,
New York time, but may be earlier on some days (all references to time in
this Prospectus mean New York time). The net asset value is determined
as of that time on each day The New York Stock Exchange is open (which is
a "regular business day"). If you buy shares through a dealer, unless
your dealer uses the "guaranteed payment" procedure described above, the
dealer must receive your order by the close of The New York Stock Exchange
on a regular business day and transmit your order and payment to the
Distributor so that it is received before the Distributor's close of
business that day, which is normally 5:00 P.M. The Distributor may reject
any purchase order for the Fund's shares, in its sole discretion.
Special Investor Services
AccountLink. OppenheimerFunds AccountLink links your Fund account to your
account at your bank or other financial institution to enable you to send
money electronically between those accounts to perform a number of types
of account transactions. These include purchases of shares by telephone
(either through a service representative or by PhoneLink, described
below), automatic investments under Asset Builder Plans, and sending
dividends and distributions or Automatic Withdrawal Plan payments directly
to your bank account. Please refer to the Application for details or call
the Transfer Agent for more information.
AccountLink privileges should be requested on the Application you use
to buy shares, or on your dealer's settlement instructions if you buy your
shares through your dealer. After your account is established, you can
request AccountLink privileges by sending signature-guaranteed
instructions to the Transfer Agent. AccountLink privileges will apply to
each shareholder listed in the registration on your account as well as to
your dealer representative of record unless and until the Transfer Agent
receives written instructions terminating or changing those privileges.
After you establish AccountLink for your account, any change of bank
account information must be made by signature-guaranteed instructions to
the Transfer Agent signed by all shareholders who own the account.
- Using AccountLink to Buy Shares. Purchases may be made by
telephone only after your account has been established. To purchase shares
in amounts up to $250,000 through a telephone representative, call the
Distributor at 1-800-852-8457. The purchase payment will be debited from
your bank account.
- PhoneLink. PhoneLink is the OppenheimerFunds automated telephone
system that enables shareholders to perform a number of account
transactions automatically using a touch-tone phone. PhoneLink may be
used on already-established Fund accounts after you obtain a Personal
Identification Number (PIN), by calling the special PhoneLink number: 1-
800-533-3310.
- Purchasing Shares. You may purchase shares in amounts up to
$100,000 by phone, by calling 1-800-533-3310. You must have established
AccountLink privileges to link your bank account with the Fund, to pay for
these purchases.
- Exchanging Shares. With the OppenheimerFunds exchange privilege,
described below, you can exchange shares automatically by phone from your
Fund account to another Oppenheimer fund account you have already
established by calling the special PhoneLink number. Please refer to "How
to Exchange Shares," below, for details.
- Selling Shares. You can redeem shares by telephone automatically
by calling the PhoneLink number and the Fund will send the proceeds
directly to your AccountLink bank account. Please refer to "How to Sell
Shares," below, for details.
Automatic Withdrawal and Exchange Plans. The Fund has several plans
that enable you to sell shares automatically or exchange them to another
Oppenheimer fund account on a regular basis:
- Automatic Withdrawal Plans. If your Fund account is worth $5,000
or more, you can establish an Automatic Withdrawal Plan to receive
payments of at least $50 on a monthly, quarterly, semi-annual or annual
basis. The checks may be sent to you or sent automatically to your bank
account by AccountLink. You may even set up certain types of withdrawals
of up to $1,500 per month by telephone. You should consult the
Application and Statement of Additional Information for more details.
- Automatic Exchange Plans. You can authorize the Transfer Agent
automatically to exchange an amount you establish in advance for shares
of up to five other Oppenheimer funds on a monthly, quarterly, semi-annual
or annual basis under an Automatic Exchange Plan. The minimum purchase
for each Oppenheimer fund account is $25. These exchanges are subject to
the terms of the exchange privilege, described in "How To Exchange
Shares," below.
Reinvestment Privilege. If you redeem some or all of your Fund shares
that were purchased by reinvesting dividends or by exchanging shares from
another Oppenheimer fund account on which you already paid a sales charge,
you have up to 6 months to reinvest all or part of the redemption proceeds
in Class A shares of other Oppenheimer funds without paying a sales
charge. You must be sure to ask the Distributor for this privilege when
you send your payment. Please consult the Statement of Additional
Information for more details.
Retirement Plans. Fund shares are available as an investment for your
retirement plans. If you participate in a plan sponsored by your employer,
the plan trustee or administrator must make the purchase of shares for
your retirement plan account. The Distributor offers a number of different
retirement plans that can be used by individuals and employers:
- Individual Retirement Accounts including rollover IRAs, for
individuals and their spouses
- 403(b)(7) Custodial Plans for employees of eligible tax-exempt
organizations, such as schools, hospitals and charitable organizations
- SEP-IRAs (Simplified Employee Pension Plans) for small business
owners or people with income from self-employment, including SAR-SEP IRAs
- Pension and Profit-Sharing Plans for self-employed persons and
other employers
- 401(k) Prototype Retirement Plans for businesses
Please call the Distributor for the OppenheimerFunds plan documents,
which contain important information and applications.
How to Sell Shares
You can arrange to take money out of your account by selling
(redeeming) some or all of your shares on any regular business day. Your
shares will be sold at the next net asset value calculated after your
order is received and accepted by the Transfer Agent. The Fund offers you
a number of ways to sell your shares: in writing, by using the Fund's
checkwriting privilege, by wire or by telephone. You can also set up
Automatic Withdrawal Plans to redeem shares on a regular basis, as
described above. If you have questions about any of these procedures, and
especially if you are redeeming shares in a special situation, such as due
to the death of the owner, or from a retirement plan, please call the
Transfer Agent first, at 1-800-525-7048, for assistance.
- Retirement Accounts. To sell shares in an OppenheimerFunds
retirement account in your name, call the Transfer Agent for a
distribution request form. There are special income tax withholding
requirements for distributions from retirement plans and you must submit
a withholding form with your request to avoid delay. If your retirement
plan account is held for you by your employer, you must arrange for the
distribution request to be sent by the plan administrator or trustee.
There are additional details in the Statement of Additional Information.
- Certain Requests Require a Signature Guarantee. To protect you and
the Fund from fraud, certain redemption requests must be in writing and
must include a signature guarantee in the following situations (there may
be other situations also requiring a signature guarantee):
- You wish to redeem more than $50,000 worth of shares and receive
a check
- A redemption check is not payable to all shareholders listed on the
account statement
- A redemption check is not sent to the address of record on your
statement
- Shares are being transferred to a Fund account with a different
owner or name
- Shares are redeemed by someone other than the owners (such as an
Executor)
- Where Can I Have My Signature Guaranteed? The Transfer Agent will
accept a guarantee of your signature by a number of financial
institutions, including: a U.S. bank, trust company, credit union or
savings association, or by a foreign bank that has a U.S. correspondent
bank, or by a U.S. registered dealer or broker in securities, municipal
securities or government securities, or by a U.S. national securities
exchange, a registered securities association or a clearing agency. If you
are signing on behalf of a corporation, partnership or other business, or
as a fiduciary, you must also include your title in the signature.
Selling Shares by Mail. Write a "letter of instructions" that includes:
- Your name
- The Fund's name
- Your Fund account number (from your account statement)
- The dollar amount or number of shares to be redeemed
- Any special payment instructions
- Any share certificates for the shares you are selling,
- The signatures of all registered owners exactly as the account is
registered, and
- Any special requirements or documents requested by the Transfer
Agent to assure proper authorization of the person asking to sell shares.
Use the following address for requests by mail:
OppenheimerFunds Services
P.O. Box 5270
Denver, Colorado 80217
Send courier or Express Mail requests to:
OppenheimerFunds Services
10200 E. Girard Avenue, Building D
Denver, Colorado 80231
Selling Shares by Telephone. You and your dealer representative of record
may also sell your shares by telephone. To receive the redemption price
on a regular business day, your call must be received by the Transfer
Agent by the close of The New York Stock Exchange that day, which is
normally 4:00 P.M., but may be earlier on some days. Shares held in an
OppenheimerFunds retirement plan or under a share certificate may not be
redeemed by telephone.
- To redeem shares through a service representative, call
1-800-852-8457
- To redeem shares automatically on PhoneLink, call 1-800-533-3310
Whichever method you use, you may have a check sent to the address
on the account statement or, if you have linked your Fund account to your
bank account on AccountLink, you may have the proceeds wired to that bank
account.
- Telephone Redemptions Paid by Check. Up to $50,000 may be redeemed
by telephone in any 7-day period. The check must be payable to all owners
of record of the shares and must be sent to the address on the account
statement. This service is not available within 30 days of changing the
address on an account.
- Telephone Redemptions Through AccountLink or By Wire. There are
no dollar limits on telephone redemption proceeds sent to a bank account
designated when you establish AccountLink. Normally the ACH wire to your
bank is initiated on the business day after the redemption. You do not
receive dividends on the proceeds of the shares you redeemed while they
are waiting to be wired.
Selling Shares Through Your Dealer. The Distributor has made arrangements
to repurchase Fund shares from dealers and brokers on behalf of their
customers. Brokers or dealers may charge for that service. Please call
your dealer for more information about this procedure. Please refer to
"Special Arrangements for Repurchase of Shares from Dealers and Brokers"
in the Statement of Additional Information for more details.
Selling Shares by Wire. You may request that redemption proceeds of
$2,500 or more be wired to a previously designated account at a commercial
bank that is a member of the Federal Reserve wire system. The wire will
normally be transmitted on the next bank business day after the redemption
of shares. To place a wire redemption request, call the Transfer Agent
at 1-800-525-7048. There is a $10 fee for each wire.
Checkwriting. To be able to write checks against your Fund account, you
may request that privilege on your account Application or you can contact
the Transfer Agent for signature cards, which must be signed (with a
signature guarantee) by all owners of the account and returned to the
Transfer Agent so that checks can be sent to you to use. Shareholders with
joint accounts can elect in writing to have checks paid over the signature
of one owner.
- Checks can be written to the order of whomever you wish, but may
not be cashed at the Fund's bank or custodian.
- Checkwriting privileges are not available for accounts holding
shares subject to a contingent deferred sales charge.
- Checks must be written for at least $100.
- Checks cannot be paid if they are written for more than your
account value.
- You may not write a check that would require the Fund to redeem
shares that were purchased by check or Asset Builder Plan payments within
the prior 10 days.
- Don't use your checks if you changed your Fund account number.
How to Exchange Shares
Shares of the Fund may be exchanged for Class A shares of other
Oppenheimer funds. When Class A shares acquired by exchange of Class A
shares of other Oppenheimer funds purchased subject to a Class A
contingent deferred sales charge are redeemed within 18 months of the end
of the calendar month of the initial purchase of the exchanged Class A
shares, a contingent deferred sales charge Class A contingent deferred
sales charge may be deducted from the proceeds. That sales charge will
be equal to 1.0% of either (1) of the aggregate net asset value of the
redeemed shares (not including shares purchased by reinvestment of
dividends or capital gain distributions) or (2) the original cost of the
shares, whichever is less. However, the Class A contingent deferred sales
charge will not exceed the aggregate commissions the Distributor paid to
your dealer on all Class A shares of all Oppenheimer funds you purchased
subject to the Class A contingent deferred sales charge. Fund shares
purchased by reinvesting dividends or by exchange of shares from other
Oppenheimer fund accounts on which you paid a sales charge may be
exchanged at net asset value per share at the time of exchange, without
sales charge. However, when you exchange other shares of the Fund for
shares of Oppenheimer funds that have a sales charge, you will be subject
to that charge. To exchange shares, you must meet several conditions:
- Shares of the fund selected for exchange must be available for sale
in your state of residence
- The prospectuses of this Fund and the fund whose shares you want
to buy must offer the exchange privilege
- You must hold the shares you buy when you establish your account
for at least 7 days before you can exchange them; after the account is
open 7 days, you can exchange shares every regular business day
- You must meet the minimum purchase requirements for the fund you
purchase by exchange
- Before exchanging into a fund, you should obtain and read its
prospectus
Shares of a particular class may be exchanged only for shares of the
same class in the other Oppenheimer funds. For example, you can exchange
shares of this Fund only for Class A shares of another fund. In some
cases, sales charges may be imposed on exchange transactions. Please
refer to "How to Exchange Shares" in the Statement of Additional
Information for more details.
Exchanges may be requested in writing or by telephone:
- Written Exchange Requests. Submit an OppenheimerFunds Exchange
Request form, signed by all owners of the account. Send it to the
Transfer Agent at the addresses listed in "How to Sell Shares."
- Telephone Exchange Requests. Telephone exchange requests may be
made either by calling a service representative at 1-800-852-8457 or by
using PhoneLink for automated exchanges, by calling 1-800-533-3310.
Telephone exchanges may be made only between accounts that are registered
with the same name(s) and address. Shares held under certificates may not
be exchanged by telephone.
You can find a list of Oppenheimer funds currently available for
exchange in the Statement of Additional Information or by calling a
service representative at 1-800-525-7048. For tax purposes, exchanges of
shares involve a redemption of the shares of the fund you own and a
purchase of shares of the other fund.
There are certain exchange policies you should be aware of:
- Shares are normally redeemed from one fund and purchased from the
other fund in the exchange transaction on the same regular business day
on which the Transfer Agent receives an exchange request that is in proper
form by the close of The New York Stock Exchange that day, which is
normally 4:00 P.M., but may be earlier on some days. However, either fund
may delay the purchase of shares of the fund you are exchanging into up
to seven days if it determines it would be disadvantaged by a same-day
transfer of the proceeds to buy shares. For example, the receipt of
multiple exchange requests from a dealer in a "market-timing" strategy
might require the disposition of securities at a time or price
disadvantageous to the Fund.
- Because excessive trading can hurt fund performance and harm
shareholders, the Fund reserves the right to refuse any exchange request
that will disadvantage it, or to refuse multiple exchange requests
submitted by a shareholder or dealer.
- The Fund may amend, suspend or terminate the exchange privilege at
any time. Although the Fund will attempt to provide you notice whenever
it is reasonably able to do so, it may impose these changes at any time.
- If the Transfer Agent cannot exchange all the shares you request
because of a restriction cited above, only the shares eligible for
exchange will be exchanged.
Shareholder Account Rules and Policies
- Net Asset Value Per Share of the Fund will remain fixed at $1.00,
except under extraordinary circumstances (see "Determination of Net Asset
Value Per Share" in the Statement of Additional Information for further
information).
- The offering of shares may be suspended during any period in which
the determination of net asset value is suspended, and the offering may
be suspended by the Board of Directors at any time the Board believes it
is in the Fund's best interest to do so.
- Telephone Transaction Privileges for purchases, redemptions or
exchanges may be modified, suspended or terminated by the Fund at any
time. If an account has more than one owner, the Fund and the Transfer
Agent may rely on the instructions of any one owner. Telephone privileges
apply to each owner of the account and the dealer representative of record
for the account unless and until the Transfer Agent receives cancellation
instructions from an owner of the account.
- The Transfer Agent will record any telephone calls to verify data
concerning transactions and has adopted other procedures to confirm that
telephone instructions are genuine, by requiring callers to provide tax
identification numbers and other account data or by using PINs, and by
confirming such transactions in writing. If the Transfer Agent does not
use reasonable procedures it may be liable for losses due to unauthorized
transactions, but otherwise neither the Transfer Agent nor the Fund will
be liable for losses or expenses arising out of telephone instructions
reasonably believed to be genuine. If you are unable to reach the
Transfer Agent during periods of unusual market activity, you may not be
able to complete a telephone transaction and should consider placing your
order by mail.
- Redemption or transfer requests will not be honored until the
Transfer Agent receives all required documents in proper form. From time
to time, the Transfer Agent in its discretion may waive certain of the
requirements for redemptions stated in this Prospectus.
- Dealers that can perform account transactions for their clients by
participating in NETWORKING through the National Securities Clearing
Corporation are responsible for obtaining their clients' permission to
perform those transactions and are responsible to their clients who are
shareholders of the Fund if the dealer performs any transaction
erroneously or improperly.
- Payment for redeemed shares is made ordinarily in cash and
forwarded by check or through AccountLink (as elected by the shareholder
under the redemption procedures described above) within 7 days after the
Transfer Agent receives redemption instructions in proper form, except
under unusual circumstances determined by the Securities and Exchange
Commission delaying or suspending such payments. For accounts registered
in the name of a broker-dealer, payment will be forwarded within 3
business days. The Transfer Agent may delay forwarding a check or
processing a payment via AccountLink for recently purchased shares, but
only until the purchase payment has cleared. That delay may be as much
as 10 days from the date the shares were purchased. That delay may be
avoided if you purchase shares by certified check or arrange to have your
bank provide telephone or written assurance to the Transfer Agent that
your purchase payment has cleared.
- "Backup Withholding" of Federal income tax may be applied at the
rate of 31% from dividends, distributions and redemption proceeds
(including exchanges) if you fail to furnish the Fund a certified Social
Security or Employer Identification Number when you sign your application,
or if you violate Internal Revenue Service regulations on tax reporting
of income.
- The Fund does not charge a redemption fee, but if your dealer or
broker handles your redemption, they may charge a fee. That fee can be
avoided by redeeming your Fund shares directly through the Transfer Agent.
The Fund will charge a $10 transaction fee for sending redemption proceeds
by Federal Funds wire.
- To avoid sending duplicate copies of materials to households, the
Fund will mail only one copy of each annual and semi-annual report to
shareholders having the same last name and address on the Fund's records.
However, each shareholder may call the Transfer Agent at 1-800-525-7048
to ask that copies of those materials be sent personally to that
shareholder.
Dividends and Taxes
Dividends. The Fund declares dividends from net investment income and
pays those dividends to shareholders monthly as of a date selected by the
Board of Directors. To effect its policy of maintaining a net asset value
of $1.00 per share, under certain circumstances, the Fund may withhold
dividends or make distributions from capital or capital gains. The Fund
intends to be as fully invested as practicable to maximize its yield.
Therefore, dividends will accrue on newly-purchased shares only after the
purchase order is accepted by the Distributor, as described in "How to Buy
Shares."
Capital Gains. The Fund may make distributions annually in December out
of any net short-term or long-term capital gains, and the Fund may make
supplemental distributions of dividends and capital gains following the
end of its fiscal year. Long-term capital gains will be separately
identified in the tax information the Fund sends you after the end of the
year. Short-term capital gains are treated as dividends for tax purposes.
Because the Fund normally holds its investments to maturity, normally the
Fund will not pay any capital gains distributions.
Distribution Options. When you open your account, specify on your
application how you want to receive your distributions. For
OppenheimerFunds retirement accounts, all distributions are reinvested.
For other accounts, you have four options:
- Reinvest All Distributions in the Fund. You can elect to reinvest
all dividends and long-term capital gains distributions in additional
shares of the Fund.
- Reinvest Long-Term Capital Gains Only. You can elect to reinvest
long-term capital gains in the Fund while receiving dividends by check or
sent to your bank account on AccountLink.
- Receive All Distributions in Cash. You can elect to receive a check
for all dividends and long-term capital gains distributions or have them
sent to your bank on AccountLink.
- Reinvest Your Distributions in Another Oppenheimer Fund Account.
You can reinvest all distributions in another Oppenheimer fund account you
have established.
Taxes. If your account is not a tax-deferred retirement account, you
should be aware of the following tax implications of investing in the
Fund. Dividends paid from short-term capital gains and net investment
income are taxable as ordinary income. Long-term capital gains are
taxable as long-term capital gains when distributed to shareholders. It
does not matter how long you held your shares. Distributions are subject
to federal income tax and may be subject to state or local taxes. Your
distributions are taxable when paid, whether you reinvest them in
additional shares or take them in cash. Every year the Fund will send you
and the IRS a statement showing the amount of each taxable distribution
you received in the previous year.
- Taxes on Transactions. Share redemptions, including redemptions
for exchanges, are subject to capital gains tax. A capital gain or loss
is the difference, if any, between the price you paid for the shares and
the price you received when you sold them. Because the Fund's share price
will normally remain fixed at $1.00 per share, it is unlikely under normal
circumstances that you will realize a capital gain or loss on selling your
shares (but there can be no assurance that the Fund's share price will not
vary).
- Returns of Capital. In certain cases distributions made by the
Fund may be considered a non-taxable return of capital to shareholders.
If that occurs, it will be identified in notices to shareholders. A non-
taxable return of capital may reduce your tax basis in your Fund shares.
This information is only a summary of certain federal tax information
about your investment. More information is contained in the Statement of
Additional Information, and in addition you should consult with your tax
adviser about the effect of an investment in the Fund on your particular
tax situation.
<PAGE>
APPENDIX A
Special Sales Charge Arrangements for Shareholders of the Fund
Who Were Shareholders of the Former Quest for Value Funds
The initial and contingent sales charge rates and waivers for Class
A, Class B and Class C shares of the Fund described elsewhere in this
Prospectus are modified as described below for those shareholders of (i)
Quest for Value Fund, Inc., Quest for Value Growth and Income Fund, Quest
for Value Opportunity Fund, Quest for Value Small Capitalization Fund and
Quest for Value Global Equity Fund, Inc. on November 24, 1995, when
OppenheimerFunds, Inc. became the investment adviser to those funds, and
(ii) Quest for Value U.S. Government Income Fund, Quest for Value
Investment Quality Income Fund, Quest for Value Global Income Fund, Quest
for Value New York Tax-Exempt Fund, Quest for Value National Tax-Exempt
Fund and Quest for Value California Tax-Exempt Fund when those funds
merged into various Oppenheimer funds on November 24, 1995. The funds
listed above are referred to in this Prospectus as the "Former Quest for
Value Funds." The waivers of initial and contingent deferred sales
charges described in this Appendix apply to shares of the Fund (i)
acquired by such shareholder pursuant to an exchange of shares of one of
the Oppenheimer funds that was one of the Former Quest for Value Funds or
(ii) received by such shareholder pursuant to the merger of any of the
Former Quest for Value Funds into an Oppenheimer fund on November 24,
1995.
Class A Sales Charges
- - Reduced Class A Initial Sales Charge Rates for Certain Former Quest
Shareholders
- - Purchases by Groups and Associations. The following table sets forth
the initial sales charge rates for Class A shares purchased by members of
"Associations" formed for any purpose other than the purchase of
securities if that Association purchased shares of any of the Former Quest
for Value Funds or received a proposal to purchase such shares from OCC
Distributors prior to November 24, 1995.
<TABLE>
<CAPTION>
Front-End Front-End
Sales Sales Commission
Charge Charge as
as a as a Percentage
Number of Percentage Percentage of
Eligible Employees of Offering of Amount Offering
or Members Price Invested Price
<S> <C> <C> <C>
9 or fewer 2.50% 2.56% 2.00%
At least 10 but not
more than 49 2.00% 2.04% 1.60%
</TABLE>
For purchases by Associations having 50 or more eligible employees
or members, there is no initial sales charge on purchases of Class A
shares, but those shares are subject to the Class A contingent deferred
sales charge described on page __ of this Prospectus.
Purchases made under this arrangement qualify for the lower of the
sales charge rate in the table based on the number of members of an
Association or the sales charge rate that applies under the Rights of
Accumulation described above in the Prospectus. Individuals who qualify
under this arrangement for reduced sales charge rates as members of
Associations also may purchase shares for their individual or custodial
accounts at these reduced sales charge rates, upon request to the Fund's
Distributor.
- - Special Class A Contingent Deferred Sales Charge Rates
The contingent deferred sales charge applicable to Class A shares of the
Fund has been waived with respect to those shares of the Fund issued in
the reorganization on November 24, 1995 for shares of Quest for Value
California Tax-Exempt Fund. Class A shares of the Fund purchased by
exchange of shares of other Oppenheimer funds that were acquired as a
result of the merger of Former Quest for Value Funds into those
Oppenheimer funds, and which shares were subject to a Class A contingent
deferred sales charge prior to November 24, 1995 will be subject to a
contingent deferred sales charge at the following rates: if they are
redeemed within 18 months of the end of the calendar month in which they
were purchased, at a rate equal to 1.0% if the redemption occurs within
12 months of their initial purchase and at a rate of 0.50 of 1.0% if the
redemption occurs in the subsequent six months. Class A shares of any of
the Former Quest Fund for Value Funds purchased without an initial sales
charge on or before November 22, 1995 will continue to be subject to the
applicable contingent deferred sales charge in effect as of that date as
set forth in the then-current prospectus for such fund.
- - Waiver of Class A Sales Charges for Certain Shareholders
Class A shares of the Fund purchased by the following investors are not
subject to any Class A initial or contingent deferred sales charges:
- Shareholders of the Fund who were shareholders of the AMA Family
of Funds on February 28, 1991 and who acquired shares of any of the Former
Quest for Value Funds by merger of a portfolio of the AMA Family of Funds.
- Shareholders of the Fund who acquired shares of any Former Quest
for Value Fund by merger of any of the portfolios of the Unified Funds.
- - Waiver of Class A Contingent Deferred Sales Charge in Certain
Transactions
The Class A contingent deferred sales charge will not apply to redemptions
of Class A shares of the Fund purchased by the following investors who
were shareholders of any Former Quest for Value Fund:
- Investors who purchased Class A shares from a dealer that is or was
not permitted to receive a sales load or redemption fee imposed on a
shareholder with whom that dealer has a fiduciary relationship under the
Employee Retirement Income Security Act of 1974 and regulations adopted
under that law.
Class A, Class B and Class C Contingent Deferred Sales Charge Waivers
- - Waivers for Redemptions of Shares Purchased Prior to March 6, 1995
In the following cases, the contingent deferred sales charge will be
waived for redemptions of Class A, B or C shares of the Fund acquired by
merger of a Former Quest for Value Fund into the Fund or by exchange from
an Oppenheimer fund that was a Former Quest for Value Fund or into which
such fund merged, if those shares were purchased prior to March 6, 1995
in connection with: (i) withdrawals under an automatic withdrawal plan
holding only either Class B or C shares if the annual withdrawal does not
exceed 10% of the initial value of the account, and (ii) liquidation of
a shareholder's account if the aggregate net asset value of shares held
in the account is less than the required minimum value of such accounts.
- - Waivers for Redemptions of Shares Purchased on or After March 6, 1995
but Prior to November 24, 1995.
In the following cases, the contingent deferred sales charge will be
waived for redemptions of Class A, B or C shares of the Fund acquired by
merger of a Former Quest for Value Fund into the Fund or by exchange from
an Oppenheimer fund that was a Former Quest For Value Fund or into which
such fund merged, if those shares were purchased on or after March 6,
1995, but prior to November 24, 1995: (1) redemptions following the death
or disability of the shareholder(s) (as evidenced by a determination of
total disability by the U.S. Social Security Administration);
(2) withdrawals under an automatic withdrawal plan (but only for Class B
or C shares) where the annual withdrawals do not exceed 10% of the initial
value of the account; and (3) liquidation of a shareholder's account if
the aggregate net asset value of shares held in the account is less than
the required minimum account value. A shareholder's account will be
credited with the amount of any contingent deferred sales charge paid on
the redemption of any Class A, B or C shares of the Fund described in this
section if within 90 days after that redemption, the proceeds are invested
in the same Class of shares in this Fund or another Oppenheimer fund.
<PAGE>
Oppenheimer Money Market Fund, Inc.
3410 South Galena Street
Denver, Colorado 80231
Investment Adviser
OppenheimerFunds, Inc.
Two World Trade Center
New York, New York 10048-0203
Distributor
OppenheimerFunds Distributor, Inc.
Two World Trade Center
New York, New York 10048-0203
Transfer and Shareholder Servicing Agent
OppenheimerFunds Services
P.O. Box 5270
Denver, Colorado 80217
1-800-525-7048
Custodian of Portfolio Securities
Citibank, N.A.
399 Park Avenue
New York, New York 10043
Independent Auditors
KPMG Peat Marwick LLP
707 Seventeenth Street
Denver, Colorado 80202
Legal Counsel
Gordon Altman Butowsky Weitzen
Shalov & Wein
114 West 47th Street
New York, New York 10036
No dealer, broker, salesperson or any other person has been authorized to
give any information or to make any representations other than those
contained in this Prospectus or the Statement of Additional Information,
and if given or made, such information and representations must not be
relied upon as having been authorized by the Fund, OppenheimerFunds, Inc.,
OppenheimerFunds Distributor, Inc. or any affiliate thereof. This
Prospectus does not constitute an offer to sell or a solicitation of an
offer to buy any of the securities offered hereby in any state to any
person to whom it is unlawful to make such offer in such state.
PR0200.001.0496
<PAGE>
Oppenheimer Money Market Fund, Inc.
3410 South Galena Street, Denver, Colorado 80231
1-800-525-7048
Statement of Additional Information dated April 15, 1996
This Statement of Additional Information of Oppenheimer Money Market
Fund, Inc. is not a Prospectus. This document contains additional
information about the Fund and supplements information in the Prospectus
dated April 15, 1996. It should be read together with the Prospectus,
which may be obtained by writing to the Fund's Transfer Agent,
OppenheimerFunds Services, at P.O. Box 5270, Denver, Colorado 80217 or by
calling the Transfer Agent at the toll-free number shown above.
Contents
Page
About the Fund
Investment Objective and Policies
Investment Policies and Strategies
Other Investment Techniques and Strategies
Other Investment Restrictions
How the Fund is Managed
Organization and History
Directors and Officers of the Fund
The Manager and Its Affiliates
Performance of the Fund
About Your Account
How To Buy Shares
How To Sell Shares
How To Exchange Shares
Dividends and Taxes
Additional Information About the Fund
Appendix A: Description of Securities Ratings A-1
Appendix B: Industry Classifications B-1
Financial Information About the Fund
Independent Auditors' Report
Financial Statements
<PAGE>
ABOUT THE FUND
Investment Objective and Policies
Investment Policies and Strategies. The investment objective and
policies of the Fund are described in the Prospectus. Set forth below is
supplemental information about those policies and the types of securities
in which the Fund may invest, as well as the strategies the Fund may use
to try to achieve its objective. Certain capitalized terms used in this
Statement of Additional Information have the same meaning as those terms
have in the Prospectus.
The Fund's objective is to seek high current income (consistent with
stability of principal) and the Fund will not make investments with the
objective of seeking capital growth. However, the value of the securities
held by the Fund may be affected by changes in general interest rates.
Because the current value of debt securities varies inversely with changes
in prevailing interest rates, if interest rates increase after a security
is purchased, that security would normally decline in value. Conversely,
should interest rates decrease after a security is purchased, its value
would rise. However, those fluctuations in value will not generally
result in realized gains or losses to the Fund since the Fund does not
usually intend to dispose of securities prior to their maturity. A debt
security held to maturity is redeemable by its issuer at full principal
value plus accrued interest. To a limited degree, the Fund may engage in
short-term trading to attempt to take advantage of short-term market
variations, or may dispose of a portfolio security prior to its maturity
if, on the basis of a revised credit evaluation of the issuer or other
considerations, the Fund believes such disposition advisable or it needs
to generate cash to satisfy redemptions. In such cases, the Fund may
realize a capital gain or loss.
- Ratings of Securities. The prospectus describes "Eligible
Securities" in which the Fund may invest and indicates that if a
security's rating is downgraded, the Manager and/or the Board may have to
reassess the security's credit risk. If a security has ceased to be a
First Tier Security, OppenheimerFunds, Inc. (the "Manager") will promptly
reassess whether the security continues to present "minimal credit risk."
If the Manager becomes aware that any Rating Organization has downgraded
its rating of a Second Tier Security or rated an unrated security below
its second highest rating category, the Fund's Board of Directors shall
promptly reassess whether the security presents minimal credit risk and
whether it is in the best interests of the Fund to dispose of it; but if
the Fund disposes of the security within five days of the Manager
learning of the downgrade, the Manager will provide the Board with
subsequent notice of such downgrade. If a security is in default, or
ceases to be an Eligible Security, or is determined no longer to present
minimal credit risks, the Board must determine whether it would be in the
best interests of the Fund to dispose of the security. The Rating
Organizations currently designated as such by the Securities and Exchange
Commission are Standard & Poor's Corporation, Moody's Investors Service,
Inc., Fitch Investors Services, Inc., Duff and Phelps, Inc., IBCA Limited
and its affiliate, IBCA, Inc., and Thomson BankWatch, Inc. A discussion
of the ratings categories of those Rating Organizations is contained in
Appendix A to this Statement of Additional Information.
- U.S. Government Securities. U.S. Government Securities are
obligations issued or guaranteed by the U.S. Government or its agencies
or instrumentalities and include Treasury Bills (which mature within one
year of the date they are issued) and Treasury Notes and Bonds (which are
issued with longer maturities). All Treasury securities are backed by
the full faith and credit of the United States. U.S. Government agencies
and instrumentalities that issue or guarantee securities include, but are
not limited to, the Federal Housing Administration, Farmers Home
Administration, Export-Import Bank of the United States, Small Business
Administration, Government National Mortgage Association, General Services
Administration, Bank for Cooperatives, Federal Home Loan Banks, Federal
Home Loan Mortgage Corporation, Federal Intermediate Credit Banks, Federal
Land Banks, Maritime Administration, the Tennessee Valley Authority and
the District of Columbia Armory Board.
Securities issued or guaranteed by U.S. Government agencies and
instrumentalities are not always supported by the full faith and credit
of the United States. Some, such as securities issued by the Federal Home
Loan Banks, are backed by the right of the agency or instrumentality to
borrow from the Treasury. Others, such as securities issued by the
Federal National Mortgage Association ("Fannie Mae"), are supported only
by the credit of the instrumentality and not by the Treasury. If the
securities are not backed by the full faith and credit of the United
States, the owner of the securities must look principally to the agency
issuing the obligation for repayment and may not be able to assert a claim
against the United States in the event that the agency or instrumentality
does not meet its commitment.
Among the U.S. Government Securities that may be purchased by the
Fund are "mortgage-backed securities" of Fannie Mae, Government National
Mortgage Association ("Ginnie Mae") and the Federal Home Loan Mortgage
Association ("Freddie Mac"). These mortgage-backed securities include
"pass-through" securities and "participation certificates"; both types of
securities are similar, in that they represent pools of mortgages that are
assembled by a vendor who sells interests in the pool. Payments of
principal and interest by individual mortgagors are "passed through" to
the holders of the interests in the pool. Another type of mortgage-backed
securities is the "collateralized mortgage obligation," which is similar
to a conventional bond and is secured by groups of individual mortgages.
Timely payment of principal and interest on Ginnie Mae pass-throughs is
guaranteed by the full faith and credit of the United States. Freddie Mac
and Fannie Mae are both instrumentalities of the U.S. Government, but
their obligations are backed by the credit of the instrumentality, and not
by the full faith and credit of the United States.
- Time Deposits. The Fund may invest in fixed time deposits, which
are non-negotiable deposits in a bank for a specified period of time at
a stated interest rate. They may or may not be subject to withdrawal
penalties. However, the Fund's investment in time deposits that are
subject to penalties (other than time deposits maturing in less than 7
days) is subject to the 10% investment limitation for investing in
illiquid securities, set forth in "Investment Objective and Policies" in
the Prospectus.
- Floating Rate/Variable Rate Obligations. The Fund may invest in
instruments with floating or variable interest rates. The interest rate
on a floating rate obligation is based on a stated prevailing market rate,
such as a bank's prime rate, the 91-day U.S. Treasury Bill rate, the rate
of return on commercial paper or bank certificates of deposit, or some
other standard. The rate on the investment is adjusted automatically each
time the market rate is adjusted. The interest rate on a variable rate
obligation is also based on a stated prevailing market rate but is
adjusted automatically at a specified interval of not less than one year.
Some variable rate or floating rate obligations in which the Fund may
invest have a demand feature entitling the holder to demand payment of an
amount approximately equal to the amortized cost of the instrument or the
principal amount of the instrument plus accrued interest at any time, or
at specified intervals not exceeding one year. These notes may or may not
be backed by bank letters of credit.
Variable rate demand notes may include master demand notes, which are
obligations that permit the Fund to invest fluctuating amounts in a note.
The amount may change daily without penalty, pursuant to direct
arrangements between the Fund, as the note purchaser, and the issuer of
the note. The interest rates on these notes fluctuate from time to time.
The issuer of this type of obligation normally has a corresponding right
in its discretion, after a given period, to prepay the outstanding
principal amount of the obligation plus accrued interest. The issuer must
give a specified number of days' notice to the holders of those
obligations. Generally, the changes in the interest rate on those
securities reduce the fluctuation in their market value. As interest
rates decrease or increase, the potential for capital appreciation or
depreciation is less than that for fixed-rate obligations having the same
maturity.
Because these types of obligations are direct lending arrangements
between the note purchaser and issuer of the note, these instruments
generally will not be traded. Generally, there is no established
secondary market for these types of obligations, although they are
redeemable from the issuer at face value. Accordingly, where these
obligations are not secured by letters of credit or other credit support
arrangements, the Fund's right to redeem them is dependent on the ability
of the note issuer to pay principal and interest on demand. These types
of obligations usually are not rated by credit rating agencies. The Fund
may invest in obligations that are not rated only if the Manager
determines at the time of investment that the obligations are of
comparable quality to the other obligations in which the Fund may invest.
The Manager, on behalf of the Fund, will monitor the creditworthiness of
the issuers of the floating and variable rate obligations in the Fund's
portfolio on an ongoing basis.
- Insured Bank Obligations. The Federal Deposit Insurance
Corporation ("FDIC") insures the deposits of banks and savings and loan
associations (collectively referred to as "banks") up to $100,000 per
investor. Within the limits set forth in the Prospectus, the Fund may
purchase bank obligations that are fully insured as to principal by the
FDIC. To remain fully insured as to principal, these investments must
currently be limited to $100,000 per bank. If the principal amount and
accrued interest together exceed $100,000, then the accrued interest in
excess of that $100,000 will not be insured.
- Bank Loan Participation Agreements. The Fund may invest in bank
loan participation agreements, subject to the investment limitation set
forth in "Investment Objective and Policies" in the Prospectus as to
investments in illiquid securities, and to the provisions of Rule 2a-7 of
the Investment Company Act of 1940. Participation agreements provide the
Fund an undivided interest in a loan made by the bank issuing the
participation interest in the proportion that the Fund's participation
interest bears to the total principal amount of the loan. Under this type
of arrangement, the issuing bank may have no obligation to the Fund other
than to pay principal and interest on the loan if and when received by the
bank. Thus, the Fund must look to the creditworthiness of the borrower,
which is obligated to make payments of principal and interest on the loan.
If the borrower fails to pay scheduled principal or interest payments, the
Fund may experience a reduction in income.
Other Investment Techniques and Strategies
- Repurchase Agreements. In a repurchase transaction, the Fund
acquires a security from, and simultaneously resells it to, an approved
vendor for delivery on an agreed-upon future date. An "approved vendor"
may be a U.S. commercial bank, the U.S. branch of a foreign bank, or a
broker-dealer which has been designated a primary dealer in government
securities, which must meet the credit requirements set forth by the
Fund's Board of Directors from time to time. The resale price exceeds the
purchase price by an amount that reflects an agreed-upon interest rate
effective for the period during which the repurchase agreement is in
effect. The majority of these transactions run from day to day, and
delivery pursuant to the resale typically will occur within one to five
days of the purchase. Repurchase agreements are considered "loans" under
the Investment Company Act, collateralized by the underlying security.
The Fund's repurchase agreements require that at all times while the
repurchase agreement is in effect, the collateral's value must equal or
exceed the repurchase price to fully collateralize the repayment
obligation. Additionally, the Manager will impose creditworthiness
requirements to confirm that the vendor is financially sound and will
continuously monitor the collateral's value.
- Loans of Portfolio Securities. The Fund may lend its portfolio
securities subject to the restrictions stated in the Prospectus. Under
applicable regulatory requirements (which are subject to change), the loan
collateral must, on each business day, at least equal the market value of
the loaned securities and must consist of cash, bank letters of credit,
U.S. Government securities or other cash equivalents in which the Fund is
permitted to invest. To be acceptable as collateral, letters of credit
must obligate a bank to pay amounts demanded by the Fund if the demand
meets the terms of the letter. Such terms and the issuing bank must be
satisfactory to the Fund. In a portfolio securities lending transaction,
the Fund receives from the borrower an amount equal to the interest paid
or the dividends declared on the loaned securities during the term of the
loan as well as the interest on the collateral securities, less any
finders', custodian, administrative or other fees the Fund pays in
connection with the loan. The Fund may share the interest it receives on
the collateral securities with the borrower as long as it realizes at
least a minimum amount of interest required by the lending guidelines
established by its Board of Directors. The Fund will not lend its
portfolio securities to any officer, trustee, employee or affiliate of the
Fund or its Manager. The terms of the Fund's loans must meet certain
tests under the Internal Revenue Code and permit the Fund to reacquire
loaned securities on five business days notice or in time to vote on any
important matter.
- Illiquid and Restricted Securities. Illiquid securities in which
the Fund may invest include issues which only may be redeemed by the
issuer upon more than seven days notice or at maturity, repurchase
agreements maturing in more than seven days, fixed time deposits subject
to withdrawal penalties which mature in more than seven days, and other
securities that cannot be sold freely due to legal or contractual
restrictions on resale. Contractual restrictions on the resale of
illiquid securities might prevent or delay their sale by the Fund at a
time when such sale would be desirable. Restricted securities that are
not illiquid in which the Fund may invest, include certain master demand
notes redeemable on demand, and short-term corporate debt instruments that
are not related to current transactions of the issuer and therefore are
not exempt from registration as commercial paper.
Other Investment Restrictions
The Fund's most significant investment restrictions are set forth in
the Prospectus. There are additional investment restrictions that the Fund
must follow that are also fundamental policies. Fundamental policies and
the Fund's investment objective cannot be changed without the vote of a
"majority" of the Fund's outstanding voting securities. Under the
Investment Company Act, such a "majority" vote is defined as the vote of
the holders of the lesser of: (1) 67% or more of the shares present or
represented by proxy at a shareholder meeting, if the holders of more than
50% of the outstanding shares are present, or (2) more than 50% of the
outstanding shares.
Under these additional restrictions, the Fund cannot:
(1) invest in commodities or commodity contracts or invest in
interests in oil, gas, or other mineral exploration or mineral development
programs;
(2) invest in real estate (however, the Fund may purchase commercial
paper issued by companies which invest in real estate or interests
therein);
(3) purchase securities on margin or make short sales of securities;
(4) invest in or hold securities of any issuer if those officers and
directors of the Fund or its adviser who beneficially own individually
more than 1/2 of 1% of the securities of such issuer together own more
than 5% of the securities of such issuer;
(5) underwrite securities of other companies; or
(6) invest in securities of other investment companies.
For purposes of the Fund's policy not to concentrate in securities
of issuers as described in "Other Investment Restrictions" in the
Prospectus, the Fund has adopted the industry classifications set forth
in Appendix B to this Statement of Additional Information. This is not
a fundamental policy.
How the Fund is Managed
Organization and History. As a Maryland corporation, the Fund is not
required to hold, and does not plan to hold, regular annual meetings of
shareholders. The Fund will hold meetings when required to do so by the
Investment Company Act or other applicable law, or when a shareholder
meeting is called by the Directors or upon proper request of the
shareholders. The Directors will call a meeting of shareholders to vote
on the removal of a Director upon the written request of the record
holders of 10% of its outstanding shares. In addition, if the Directors
receive a request from at least 10 shareholders (who have been
shareholders for at least six months) holding shares of the Fund valued
at $25,000 or more or holding at least 1% of the Fund's outstanding
shares, whichever is less, stating that they wish to communicate with
other shareholders to request a meeting to remove a Director, the
Directors will then either make the Fund's shareholder list available to
the applicants or mail their communication to all other shareholders at
the applicants' expense, or the Directors may take such other action as
set forth under Section 16(c) of the Investment Company Act.
Directors and Officers of the Fund. The Fund's Directors and officers
and their principal occupations and business affiliations during the past
five years are listed below. The address of each Director and officer is
Two World Trade Center, New York, New York 10048-0203, unless another
address is listed below. All of the Directors are also trustees or
directors of Oppenheimer Target Fund, Oppenheimer Fund, Oppenheimer Global
Fund, Oppenheimer Growth Fund, Oppenheimer Enterprise Fund, Oppenheimer
Discovery Fund, Oppenheimer Global Growth & Income Fund, Oppenheimer
Global Emerging Growth Fund, Oppenheimer Gold & Special Minerals Fund,
Oppenheimer Tax-Free Bond Fund, Oppenheimer New York Tax-Exempt Fund,
Oppenheimer California Tax-Exempt Fund, Oppenheimer Multi-State Tax-Exempt
Trust, Oppenheimer Asset Allocation Fund, Oppenheimer U.S. Government
Trust, Oppenheimer Multi-Sector Income Trust and Oppenheimer Multi-
Government Trust (the "New York-based Oppenheimer funds"). Messrs. Spiro,
Bishop, Bowen, Donohue, Farrar and Zack, who are officers of the Fund,
respectively hold the same offices with the other New York-based
OppenheimerFunds as with the Fund. As of April 1, 1996, the Directors and
officers of the Fund as a group owned less than 1% of the outstanding
shares of the Fund. That statement does not include ownership of shares
held of record by an employee benefit plan for employees of the Manager
(one of the Directors and officers of the Fund listed below, Ms.
Macaskill, and one of the officers, Mr. Donohue, are trustees of that
plan, other than the shares beneficially owned under that plan by the
officers of the Fund listed below.
Leon Levy, Chairman of the Board of Directors; Age: 70
31 West 52nd Street, New York, New York 10019
General Partner of Odyssey Partners, L.P. (investment partnership)
and Chairman of Avatar Holdings, Inc. (real estate development).
Robert G. Galli, Director;* Age: 62
Vice Chairman of the Manager and Vice President and Counsel of
Oppenheimer Acquisition Corp., the Manager's parent holding company;
formerly he held the following positions: Executive Vice President
and General Counsel of the Manager and the OppenheimerFunds
Distributor, Inc. (the "Distributor"); a director of the Manager and
the Distributor, Vice President and a director of HarbourView Asset
Management Corporation ("HarbourView") and Centennial Asset
Management Corporation ("Centennial"), investment adviser
subsidiaries of the Manager, a director of Shareholder Financial
Services, Inc. ("SFSI") and Shareholder Services, Inc. ("SSI"),
transfer agent subsidiaries of the Manager, an officer of other
Oppenheimer funds.
Benjamin Lipstein, Director; Age: 72
591 Breezy Hill Road, Hillsdale, New York 12529
Professor Emeritus of Marketing, Stern Graduate School of Business
Administration, New York University; a director of Sussex Publishers,
Inc. (Publishers of Psychology Today and Mother Earth News) and of
Spy Magazine, L.P.
Bridget A. Macaskill, President and Director;* Age 47
President, Chief Executive Officer and a Director of the Manager;
Chairman and a Director of SSI, President and a Director of OAC and
HarbourView; and a Director of Oppenheimer Partnership Holdings,
Inc., a holding company subsidiary of the Manager; formerly an
Executive Vice President of the Manager.
Elizabeth B. Moynihan, Director; Age: 66
801 Pennsylvania Avenue, N.W., Washington, DC 20004
Author and architectural historian; a trustee of the Freer Gallery
of Art (Smithsonian Institution), the Institute of Fine Arts (New
York University), National Building Museum; a member of the Trustees
Council, Preservation League of New York State; a member of the Indo-
U.S. Sub-Commission on Education and Culture.
_____________________
* A Director who is an "interested person" of the Fund as defined in the
Investment Company Act.
Kenneth A. Randall, Director; Age: 68
6 Whittaker's Mill, Williamsburg, Virginia 23185
A director of Dominion Resources, Inc. (electric utility holding
company), Dominion Energy, Inc. (electric power and oil & gas
producer), Enron-Dominion Cogen Corp. (cogeneration company), Kemper
Corporation (insurance and financial services company), and Fidelity
Life Association (mutual life insurance company); formerly Chairman
of the Board of ICL, Inc. (information systems), and President and
Chief Executive Officer of The Conference Board, Inc. (international
and economic and business research).
Edward V. Regan, Director; Age: 65
40 Park Avenue, New York, New York 10016
Chairman of Municipal Assistance Corporation for the City of New
York; President of Jerome Levy Economics Institute; a member of the
U.S. Competitiveness Policy Council; a director of GranCare, Inc.
(healthcare provider); formerly New York State Comptroller and a
trustee of the New York State and Local Retirement Fund.
Russell S. Reynolds, Jr., Director; Age: 64
200 Park Avenue, New York, New York 10166
Founder Chairman of Russell Reynolds Associates, Inc. (executive
recruiting); Chairman of Directors Publication, Inc. (consulting and
publishing); a trustee of Mystic Seaport Museum, International House,
Greenwich Hospital and Greenwich Historical Society.
Sidney M. Robbins, Director; Age: 84
50 Overlook Road, Ossining, New York 10562
Chase Manhattan Professor Emeritus of Financial Institutions,
Graduate School of Business, Columbia University; Visiting Professor
of Finance, University of Hawaii; a director of The Korea Fund, Inc.
(closed-end investment company); a member of the Board of Advisors,
Olympus Private Placement Fund, L.P.; Professor Emeritus of Finance,
Adelphi University.
Donald W. Spiro, Vice Chairman and Director;* Age: 70
Chairman Emeritus and a director of the Manager; formerly Chairman
of the Manager and the Distributor.
Pauline Trigere, Director; Age: 83
498 Seventh Avenue, New York, New York 10018
Chairman and Chief Executive Officer of Trigere, Inc. (design and
sale of women's fashions).
Clayton K. Yeutter, Director; Age: 65
1325 Merrie Ridge Road, McLean, Virginia 22101
Of Counsel to Hogan & Hartson (a law firm); a director of B.A.T.
Industries, Ltd. (tobacco and financial services), Caterpillar, Inc.
(machinery), ConAgra, Inc. (food and agricultural products), Farmers
Insurance Company (insurance), FMC Corp. (chemicals and machinery),
_____________________
* A Director who is an "interested person" of the Fund as defined in the
Investment Company Act.
and Texas Instruments, Inc. (electronics); formerly (in descending
chronological order) Counsellor to the President (Bush) for Domestic
Policy, Chairman of the Republican National Committee, Secretary of
the U.S. Department of Agriculture, and U.S. Trade Representative.
Carol E. Wolf, Vice President and Portfolio Manager; Age: 44
3410 South Galena Street, Denver, Colorado 80231
Vice President of the Manager and Centennial; an officer of other
Oppenheimer funds.
Andrew J. Donohue, Secretary; Age: 45
Executive Vice President and General Counsel of the Manager and the
Distributor; an officer of other Oppenheimer funds; President and a
director of Centennial; formerly Senior Vice President and Associate
General Counsel of the Manager and the Distributor, prior to which
he was a partner in Kraft & McManimon (a law firm), an officer of
First Investors Corporation (a broker-dealer) and First Investors
Management Company, Inc. (broker-dealer and investment adviser), and
a director and an officer of First Investors Family of Funds and
First Investors Life Insurance Company.
George C. Bowen, Treasurer; Age: 59
3410 South Galena Street, Denver, Colorado 80231
Senior Vice President and Treasurer of the Manager; Vice President
and Treasurer of the Distributor and HarbourView; Senior Vice
President, Treasurer, Assistant Secretary and a director of
Centennial; Vice President, Secretary and Treasurer of SSI and SFSI;
an officer of other Oppenheimer funds.
Robert G. Zack, Assistant Secretary; Age: 47
Senior Vice President and Associate General Counsel of the Manager;
Assistant Secretary of SSI and SFSI; an officer of other Oppenheimer
funds.
Robert J. Bishop, Assistant Treasurer; Age: 37
3410 South Galena Street, Denver, Colorado 80231
Assistant Vice President of the Manager/Mutual Fund Accounting; an
officer of other Oppenheimer funds; formerly a Fund Controller for
the Manager, prior to which he was an Accountant for Yale &
Seffinger, P.C., an accounting firm and previously an Accountant and
Commissions Supervisor for Stuart James Company, Inc., a broker-
dealer.
Scott Farrar, Assistant Treasurer; Age: 30
3410 South Galena Street, Denver, Colorado 80231
Assistant Vice President of the Manager/Mutual Fund Accounting; an
officer of other Oppenheimer funds; formerly a Fund Controller for
the Manager, prior to which he was an International Mutual Fund
Supervisor for Brown Brothers Harriman & Co., a bank, and previously
a Senior Fund Accountant for State Street Bank & Trust Company.
- Remuneration of Trustees. The officers of the Fund are affiliated
with the Manager. They and the Directors of the Fund who are affiliated
with the Manager (Ms. Macaskill and Messrs. Galli and Spiro) receive no
salary or fee from the Fund. The Directors of the Fund (excluding Ms.
Macaskill and Messrs. Galli and Spiro) received the total amounts shown
below from the Fund, during its fiscal year ended December 31, 1995, and
from all 17 of the New York-based Oppenheimer funds (including the Fund)
listed in the first paragraph of this section (and from Oppenheimer Time
Fund, Oppenheimer Global Environment Fund and Oppenheimer Mortgage Income
Fund, which ceased operations following the acquisition of their assets
by certain other Oppenheimer funds), for services in the positions shown
in the chart below.
The Fund has adopted a retirement plan that provides for payment to
a retired Trustee of up to 80% of the average compensation paid during
that Trustee's five years of service in which the highest compensation was
received. A Trustee must serve in that capacity for any of the New York-
based OppenheimerFunds for at least 15 years to be eligible for the
maximum payment. Because each Trustee's retirement benefits will depend
on the amount of the Trustee's future compensation and length of service,
the amount of those benefits cannot be determined at this time, nor can
the Fund estimate the number of years of credited service that will be
used to determine those benefits. No payments have been made by the Fund
under the plan as of December 31, 1994.
<TABLE>
<CAPTION>
Aggregate Retirement Benefits Total Compensation
Compensation Accrued as Part From All
Name and from of Fund New York-based
Position Fund Expenses OppenheimerFunds1
<S> <C> <C> <C>
Leon Levy $11,128 $23,553 $141,000
Chairman and
Trustee
Benjamin Lipstein $ 6,803 $14,399 $ 86,200
Study Committee
Member and Trustee
Elizabeth B. Moynihan $ 6,803 $14,399 $ 86,800
Study Committee
Member3 and Trustee
Kenneth A. Randall $ 6,187 $13,096 $ 78,400
Audit Committee
Member and Trustee
Edward V. Regan $ 5,429 $11,492 $ 68,800
Audit Committee
Member and Trustee
Russell S. Reynolds, Jr. $ 4,111 $ 8,703 $ 52,100
Trustee
Sidney M. Robbins $ 9,636 $20,396 $122,100
Study Committee
Chairman, Audit
Committee Vice-Chairman
and Trustee
Pauline Trigere $ 4,111 $ 8,703 $ 52,100
Trustee
Clayton K. Yeutter $ 4,111 $ 8,703 $ 52,100
Trustee
<FN>
______________________
1 For the 1995 calendar year.
</TABLE>
- Major Shareholders. As of March 29, 1996, no person owned of
record or was known by the Fund to own beneficially 5% or more of the
Fund's outstanding shares.
The Manager and Its Affiliates. The Manager is wholly-owned by
Oppenheimer Acquisition Corp. ("OAC"), a holding company controlled by
Massachusetts Mutual Life Insurance Company. OAC is also owned in part
by certain of the Manager's directors and officers, some of whom also
serve as officers of the Fund, and one of whom (Mr. Spiro) serves as
Director of the Fund.
The Manager and the Fund have a Code of Ethics. It is designed to
detect and prevent improper personal trading by certain employees,
including portfolio managers, that would compete with or take advantage
of the Fund's portfolio transactions. Compliance with the Code of Ethics
is carefully monitored and strictly enforced by the Manager.
- The Investment Advisory Agreement. The investment advisory
agreement between the Manager and the Fund requires the Manager, at its
expense, to provide the Fund with adequate office space, facilities and
equipment, and to provide and supervise the activities of all
administrative and clerical personnel required to provide effective
administration for the Fund, including the compilation and maintenance of
records with respect to its operations, the preparation and filing of
specified reports, and composition of proxy materials and registration
statements for continuous public sale of shares of the Fund.
Expenses not expressly assumed by the Manager under the advisory
agreement or by the Distributor under the General Distributor's Agreement
are paid by the Fund. The advisory agreement lists examples of expenses
paid by the Fund. The major categories relate to interest, taxes, fees
to certain Directors, legal and audit expenses, custodian and transfer
agent expenses, share issuance costs, certain printing and registration
costs and non-recurring expenses, including litigation costs.
Under the advisory agreement, the Manager guarantees that the total
expenses of the Fund in any calendar year, exclusive of taxes, interest
and any brokerage fees, shall not exceed, and the Manager undertakes to
pay or refund to the Fund any amount by which such expenses shall exceed,
the lesser of (a) 1% of the average annual net assets of the Fund, or (b)
25% of the total annual investment income of the Fund. The payment of the
management fee at the end of any month will be reduced so that at no time
will there be any accrued but unpaid liability under this expense
limitation. During the fiscal years ended December 31, 1993, 1994 and
1995 the Fund paid management fees of $2,901,415, $3,540,849 and
$3,759,621, respectively, to the Manager pursuant to the advisory
agreement.
The advisory agreement provides that the Manager is not liable for
any loss sustained by reason of the adoption of any investment policy or
the purchase, sale or retention of any security on its recommendation,
whether or not such recommendation shall have been based on its own
investigation and research or upon investigation and research by any other
individual, firm or corporation, if such recommendation was made, and such
other individual, firm or corporation was selected with due care and in
good faith. However, the Manager is not excused from liability for its
willful misfeasance, bad faith or gross negligence in the performance of
its duties, or its reckless disregard of its obligations and duties under
the advisory agreement. The advisory agreement permits the Manager to act
as investment adviser for any other person, firm or corporation and to use
the name "Oppenheimer" in connection with other investment companies for
which it may act as investment adviser or general distributor. If the
Manager shall no longer act as investment adviser to the Fund, the right
of the Fund to use the name "Oppenheimer" as part of its name may be
withdrawn.
- The Distributor. Under its General Distributor's Agreement with
the Fund, the Distributor acts as the Fund's principal underwriter in the
continuous public offering of the Fund's shares but is not obligated to
sell a specific number of shares. Expenses normally attributable to
sales, including advertising and the cost of printing and mailing
prospectuses, other than those furnished to existing shareholders, are
borne by the Distributor.
- The Transfer Agent. OppenheimerFunds Services, the Fund's Transfer
Agent, is responsible for maintaining the Fund's shareholder registry and
shareholder accounting records, and for shareholder servicing and
administrative functions.
- Portfolio Transactions. Portfolio decisions are based upon
recommendations and judgment of the Manager subject to the overall
authority of the Board of Directors. As most purchases made by the Fund
are principal transactions at net prices, the Fund incurs little or no
brokerage costs. The Fund deals directly with the selling or purchasing
principal or market maker without incurring charges for the services of
a broker on its behalf unless it is determined that a better price or
execution may be obtained by using the services of a broker. Purchases
of portfolio securities from underwriters include a commission or
concession paid by the issuer to the underwriter, and purchases from
dealers include a spread between the bid and asked prices.
The Fund seeks to obtain prompt execution of orders at the most
favorable net price. If dealers are used for portfolio transactions,
transactions may be directed to dealers for their execution and research
services. The research services provided by a particular broker may be
useful only to one or more of the advisory accounts of the Manager and its
affiliates, and investment research received for the commissions of those
other accounts may be useful both to the Fund and one or more of such
other accounts. Such research, which may be supplied by a third party at
the instance of a broker, includes information and analyses on particular
companies and industries as well as market or economic trends and
portfolio strategy, receipt of market quotations for portfolio
evaluations, information systems, computer hardware and similar products
and services. If a research service also assists the Manager in a non-
research capacity (such as bookkeeping or other administrative functions),
then only the percentage or component that provides assistance to the
Manager in the investment decision-making process may be paid in
commission dollars.
The research services provided by brokers broaden the scope and
supplement the research activities of the Manager, by making available
additional views for consideration and comparisons, and enabling the
Manager to obtain market information for the valuation of securities held
in the Fund's portfolio or being considered for purchase.
Sales of shares of the Fund and/or the other investment companies
managed by the Manager or distributed by the Distributor may, subject to
applicable rules covering the Distributor's activities in this area, also
be considered as a factor in the direction of transactions to dealers, but
only in conformity with the price, execution and other considerations and
practices discussed above. Those other investment companies may also give
similar consideration relating to the sale of the Fund's shares. No
portfolio transactions will be handled by any securities dealer affiliated
with the Manager. The Fund's policy of investing in short-term debt
securities with maturity of less than one year results in high portfolio
turnover. However, since brokerage commissions, if any, are small, high
turnover does not have an appreciable adverse effect upon the income of
the Fund.
Performance of the Fund
- Yield. The Fund's current yield is determined in accordance with
regulations adopted under the Investment Company Act. Yield is calculated
for a seven-day period of time as follows. First, a base period return
is calculated for the seven-day period by determining the net change in
the value of a hypothetical pre-existing account having one share at the
beginning of the seven-day period. The change includes dividends declared
on the original share and dividends declared on any shares purchased with
dividends on that share, but such dividends are adjusted to exclude any
realized or unrealized capital gains or losses affecting the dividends
declared. Next, the base period return is multiplied by 365/7 to obtain
the current yield to the nearest hundredth of one percent. The compounded
effective yield for a seven-day period is calculated by (a) adding 1 to
the base period return (obtained as described above), (b) raising the sum
to a power equal to 365 divided by 7, and (c) subtracting 1 from the
result. The Fund's "current yield" for the seven days ended December 31,
1995, was 5.09% and its "compounded effective yield" was 5.22%.
The yield as calculated above may vary for accounts less than
approximately $100 in value due to the effect of rounding off each daily
dividend to the nearest full cent. Since the calculation of yield under
either procedure described above does not take into consideration any
realized or unrealized gains or losses on the Fund's portfolio securities
which may affect dividends, the return on dividends declared during a
period may not be the same on an annualized basis as the yield for that
period.
- Other Performance Comparisons. Yield information may be useful to
investors in reviewing the Fund's performance. The Fund may make
comparisons between its yield and that of other investments, by citing
various indices such as The Bank Rate Monitor National Index (provided by
Bank Rate Monitor) which measures the average rate paid on bank money
market accounts, NOW accounts and certificates of deposits by the 100
largest banks and thrifts in the top ten metro areas. However, a number
of factors should be considered before using yield information as a basis
for comparison with other investments. An investment in the Fund is not
insured. Its yield is not guaranteed and normally will fluctuate on a
daily basis. The yield for any given past period is not an indication or
representation by the Fund of future yields or rates of return on its
shares. The Fund's yield is affected by portfolio quality, portfolio
maturity, type of instruments held and operating expenses. When comparing
the Fund's yield with that of other investments, investors should
understand that certain other investment alternatives such as certificates
of deposit, U.S. government securities, money market instruments or bank
accounts may provide fixed yields or may vary above a stated minimum, and
may be insured or guaranteed.
From time to time, the Fund may include in its advertisements and
sales literature performance information about the Fund cited in other
newspapers and periodicals, such as The New York Times, which may include
performance quotations from other sources.
From time to time, the Fund's Manager may publish rankings or ratings
of the Manager (or the Transfer Agent) or the investor services provided
by them to shareholders of the Oppenheimer funds, other than performance
rankings of the Oppenheimer funds themselves. Those ratings or rankings
of investor/shareholder services by third parties may compare the services
of the Oppenheimer funds to those of other mutual fund families selected
by the rating or ranking services and may be based on the opinions of the
rating or ranking service itself, based on its research or judgment, or
based on surveys of investors, brokers, shareholders or others.
About Your Account
How to Buy Shares
Determination of Net Asset Value Per Share. The net asset value per
share of the Fund is determined as of the close of business of The New
York Stock Exchange (the "Exchange") on each day that the Exchange is
open, by dividing the value of the Fund's net assets by the total number
of shares outstanding. The Exchange normally closes at 4:00 P.M., New
York time, but may close earlier on some days (for example, in case of
weather emergencies or on days falling before a holiday). The Exchange's
most recent annual announcement (which is subject to change) states that
it will close on New Year's Day, Presidents' Day, Good Friday, Memorial
Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. It
may also close on other days.
The Fund will seek to maintain a net asset value of $1.00 per share
for purchases and redemptions. There can be no assurance that it will do
so. Under Rule 2a-7, the Fund may use the amortized cost method of
valuing its shares. Under the amortized cost method, a security is valued
initially at its cost and its valuation assumes a constant amortization
of any premium or accretion of
a discount, regardless of the impact of fluctuating interest rates on the
market value of the security. The method does not take into account
unrealized capital gains or losses.
The Fund's Board of Directors has established procedures intended to
stabilize the Fund's net asset value at $1.00 per share. If the Fund's
net asset value per share were to deviate from $1.00 by more than 0.5%,
Rule 2a-7 requires the Board promptly to consider what action, if any,
should be taken. If the Directors find that the extent of any such
deviation may result in material dilution or other unfair effects on
shareholders, the Board will take whatever steps it considers appropriate
to eliminate or reduce such dilution or unfair effects, including, without
limitation, selling portfolio securities prior to maturity, shortening the
average portfolio maturity, withholding or reducing dividends, reducing
the outstanding number of Fund shares without monetary consideration, or
calculating net asset value per share by using available market
quotations.
As long as it uses Rule 2a-7, the Fund must abide by certain
conditions described in the prospectus. Some of those conditions relate
to portfolio management and require the Fund to: (i) maintain a dollar-
weighted average portfolio maturity not in excess of 90 days; (ii) limit
its investments, including repurchase agreements, to those instruments
which are denominated in U.S. dollars, and which are rated in one of the
two highest short-term rating categories by at least two "nationally-
recognized statistical rating organizations" ("NRSROs"), as defined in
Rule 2a-7, or by only one NRSRO if only one NRSRO has rated the security;
an instrument that is not rated must be of comparable quality as
determined by the Board; and (iii) not purchase any instruments with a
remaining maturity of more than 397 days. Under Rule 2a-7, the maturity
of an instrument is generally considered to be its stated maturity (or in
the case of an instrument called for redemption, the date on which the
redemption payment must be made), with special exceptions for certain
variable rate demand and floating rate instruments. Repurchase agreements
and securities loan agreements are, in general, treated as having a
maturity equal to the period scheduled until repurchase or return, or if
subject to demand, equal to the notice period.
While the amortized cost method provides certainty in valuation,
there may be periods during which the value of an instrument as determined
by the amortized cost method is higher or lower than the price the Fund
would receive if it sold the instrument. During periods of declining
interest rates, the daily yield on shares of the Fund may tend to be lower
(and net investment income and daily dividends higher) than a like
computation made by a fund with identical investments utilizing a method
of valuation based upon market prices or estimates of market prices for
its portfolio. Thus, if the use of amortized cost by the Fund resulted
in a lower aggregate portfolio value on a particular day, a prospective
investor in the Fund would be able to obtain a somewhat higher yield than
would result from investment in a fund utilizing only market values, and
existing shareholders in the Fund would receive less investment income
than if the Fund were priced at market value. Conversely, during periods
of rising interest rates, the daily yield on Fund shares will tend to be
higher and its aggregate value lower than that of a portfolio priced at
market value. A prospective investor would receive a lower yield than
from an investment in a portfolio priced at market value, while existing
investors in the Fund would receive more investment income than if the
Fund were priced at market value.
AccountLink. When shares are purchased through AccountLink, each purchase
must be at least $25.00. Shares will be purchased on the regular business
day the Distributor is instructed to initiate the Automated Clearing House
transfer to buy shares. Dividends will begin to accrue on shares
purchased by the proceeds of ACH transfers on the business day the Fund
receives Federal Funds for the purchase through the ACH system before the
close of The New York Stock Exchange. The Exchange normally closes at
4:00 P.M., but may close earlier on certain days. If Federal Funds are
received on a business day after the close of the Exchange, the shares
will be purchased and dividends will begin to accrue on the next regular
business day. The proceeds of ACH transfers are normally received by the
Fund 3 days after the transfers are initiated. The Distributor and the
Fund are not responsible for any delays in purchasing shares resulting
from delays in ACH transmissions.
Asset Builder Plans. To establish an Asset Builder Plan from a bank
account, a check (minimum $25) for the initial purchase must accompany the
application. Shares purchased by Asset Builder Plan payments from bank
accounts are subject to the redemption restrictions for recent purchases
described in "How To Sell Shares," in the Prospectus. Asset Builder Plans
also enable shareholders of the Fund to use those accounts for monthly
automatic purchases of shares of up to four other Oppenheimer funds.
There is a front-end sales charge on the purchase of certain
Oppenheimer funds. An application should be obtained from the
Distributor, completed and returned, and a prospectus of the selected
fund(s) should be obtained from the Distributor or your financial advisor
before initiating Asset Builder payments. The amount of the Asset Builder
investment may be changed or the automatic investments may be terminated
at any time by writing to the Transfer Agent. A reasonable period
(approximately 15 days) is required after the Transfer Agent's receipt of
such instructions to implement them. The Fund reserves the right to
amend, suspend, or discontinue offering such plans at any time without
prior notice.
- The Oppenheimer Funds. The Oppenheimer funds are those mutual
funds for which the Distributor acts as the distributor or the sub-
Distributor and include the following:
Oppenheimer Tax-Free Bond Fund
Oppenheimer California Tax-Exempt Fund
Oppenheimer Intermediate Tax-Exempt Fund
Oppenheimer Insured Tax-Exempt Fund
Oppenheimer Main Street California Tax-Exempt Fund
Oppenheimer Florida Tax-Exempt Fund
Oppenheimer New Jersey Tax-Exempt Fund
Oppenheimer New York Tax-Exempt Fund
Oppenheimer Pennsylvania Tax-Exempt Fund
Oppenheimer Fund
Oppenheimer Discovery Fund
Oppenheimer Target Fund
Oppenheimer Growth Fund
Oppenheimer Equity Income Fund
Oppenheimer Value Stock Fund
Oppenheimer Asset Allocation Fund
Oppenheimer Total Return Fund, Inc.
Oppenheimer Main Street Income & Growth Fund
Oppenheimer High Yield Fund
Oppenheimer Champion Income Fund
Oppenheimer Bond Fund
Oppenheimer International Bond Fund
Oppenheimer U.S. Government Trust
Oppenheimer Limited-Term Government Fund
Oppenheimer Global Fund
Oppenheimer Global Emerging Growth Fund
Oppenheimer Global Growth & Income Fund
Oppenheimer Gold & Special Minerals Fund
Oppenheimer Strategic Income Fund
Oppenheimer Bond Fund
Oppenheimer Strategic Income & Growth Fund
Oppenheimer Enterprise Fund
Oppenheimer Quest Growth & Income Value Fund
Oppenheimer Quest Officers Value Fund
Oppenheimer Quest Opportunity Value Fund
Oppenheimer Quest Small Cap Value Fund
Oppenheimer Quest Global Value Fund, Inc.
Rochester Fund Municipals*
Rochester Fund Series - The Bond Fund for Growth*
Rochester Portfolio Series - Limited-Term New York Municipal
Fund*
____________________
*Shares of the Fund are not presently exchangeable for shares of these
funds.
and, the following "Money Market Funds":
Oppenheimer Money Market Fund, Inc.
Oppenheimer Cash Reserves
Centennial Money Market Trust
Centennial Tax Exempt Trust
Centennial Government Trust
Centennial New York Tax Exempt Trust
Centennial California Tax Exempt Trust
Centennial America Fund, L.P.
Daily Cash Accumulation Fund, Inc.
How to Sell Shares
Information on how to sell shares of the Fund is stated in the
Prospectus. The information below supplements the terms and conditions for
redemptions set forth in the Prospectus.
- Checkwriting. When a check is presented to the Bank for clearance,
the Bank will ask the Fund to redeem a sufficient number of full and
fractional shares in the shareholder's account to cover the amount of the
check. This enables the shareholder to continue receiving dividends on
those shares until the check is presented to the Fund. Checks may not be
presented for payment at the offices of the Bank or the Fund's Custodian.
This limitation does not affect the use of checks for the payment of bills
or to obtain cash at other banks. The Fund reserves the right to amend,
suspend or discontinue offering checkwriting privileges at any time
without prior notice.
- Selling Shares by Wire. The wire of redemptions proceeds may be
delayed if the Fund's custodian bank is not open for business on a day
when the Fund would normally authorize the wire to be made, which is
usually the Fund's next regular business day following the redemption.
In those circumstances, the wire will not be transmitted until the next
bank business day on which the Fund is open for business. No dividends
will be paid on the proceeds of redeemed shares awaiting transfer by wire.
Distributions From Retirement Plans. Requests for distributions from
OppenheimerFunds-sponsored IRAs, 403(b)(7) custodial plans, 401(k) plans
or pension or profit-sharing plans should be addressed to "Director,
OppenheimerFunds Retirement Plans," c/o the Transfer Agent at its address
listed in "How To Sell Shares" in the Prospectus or on the back cover of
this Statement of Additional Information. The request must: (i) state the
reason for the distribution; (ii) state the owner's awareness of tax
penalties if the distribution is premature; and (iii) conform to the
requirements of the plan and the Fund's other redemption requirements.
Participants (other than self-employed persons) in OppenheimerFunds-
sponsored pension or profit-sharing plans may not directly request
redemption of their accounts. The employer or plan administrator must
sign the request.
Distributions from pension and profit sharing plans are subject to
special requirements under the Internal Revenue Code and certain documents
(available from the Transfer Agent) must be completed before the
distribution may be made. Distributions from retirement plans are subject
to withholding requirements under the Internal Revenue Code, and IRS Form
W-4P (available from the Transfer Agent) must be submitted to the Transfer
Agent with the distribution request, or the distribution may be delayed.
Unless the shareholder has provided the Transfer Agent with a certified
tax identification number, the Internal Revenue Code requires that tax be
withheld from any distribution even if the shareholder elects not to have
tax withheld. The Fund, the Manager, the Distributor, the Director and
the Transfer Agent assume no responsibility to determine whether a
distribution satisfies the conditions of applicable tax laws and will not
be responsible for any tax penalties assessed in connection with a
distribution.
Special Arrangements for Repurchase of Shares from Dealers and Brokers.
The Distributor is the Fund's agent to repurchase its shares from
authorized dealers or brokers. The repurchase price per share will be the
net asset value next computed after the Distributor receives the order
placed by the dealer or broker, except that if the Distributor receives
a repurchase order from a dealer or broker after the close of The New York
Stock Exchange on a regular business day, it will be processed at that
day's net asset value if the order was received by the dealer or broker
from its customers prior to the time the Exchange closes (normally, that
is 4:00 P.M., but may be earlier on some days) and if the order was
transmitted to and received by the Distributor prior to its close of
business that day (normally 5:00 P.M.). Ordinarily, for accounts redeemed
by a broker-dealer under this procedure, payment will be made within three
business days after the shares have been redeemed upon the Distributor's
receipt of the required redemption documents in proper form, with the
signature(s) of the registered owner(s) guaranteed on the redemption
document as described in the Prospectus.
Automatic Withdrawal and Exchange Plans. Investors owning shares of the
Fund valued at $5,000 or more can authorize the Transfer Agent to redeem
shares (minimum $50) automatically on a monthly, quarterly, semi-annual
or annual basis under an Automatic Withdrawal Plan. Shares will be
redeemed three business days prior to the date requested by the
shareholder for receipt of the payment. Automatic withdrawals of up to
$1,500 per month may be requested by telephone if payments are to be made
by check payable to all shareholders of record and sent to the address of
record for the account (and if the address has not been changed within the
prior 30 days). Required minimum distributions from OppenheimerFunds-
sponsored retirement plans may not be arranged on this basis. Payments
are normally made by check, but shareholders having AccountLink privileges
(see "How To Buy Shares") may arrange to have Automatic Withdrawal Plan
payments transferred to the bank account designated on the
OppenheimerFunds New Account Application or signature-guaranteed
instructions. The Fund cannot guarantee receipt of a payment on the date
requested and reserves the right to amend, suspend or discontinue offering
such plans at any time without prior notice.
By requesting an Automatic Withdrawal or Exchange Plan, the
shareholder agrees to the terms and conditions applicable to such plans,
as stated below and in the provisions of the OppenheimerFunds Application
relating to such Plans, as well as the Prospectus. These provisions may
be amended from time to time by the Fund and/or the Distributor. When
adopted, such amendments will automatically apply to existing Plans.
- Automatic Exchange Plans. Shareholders can authorize the Transfer
Agent (on the OppenheimerFunds Application or signature-guaranteed
instructions) to exchange a pre-determined amount of shares of the Fund
for shares (of the same class) of other Oppenheimer funds automatically
on a monthly, quarterly, semi-annual or annual basis under an Automatic
Exchange Plan. The minimum amount that may be exchanged to each other
fund account is $25. Exchanges made under these plans are subject to the
restrictions that apply to exchanges as set forth in "How to Exchange
Shares" in the Prospectus and below in this Statement of Additional
Information.
- Automatic Withdrawal Plans. Fund shares will be redeemed as
necessary to meet withdrawal payments. Shares acquired without a sales
charge will be redeemed first and shares acquired with reinvested
dividends and capital gains distributions will be redeemed next, followed
by shares acquired with a sales charge, to the extent necessary to make
withdrawal payments. Depending upon the amount withdrawn, the investor's
principal may be depleted. Payments made under withdrawal plans should
not be considered as a yield or income on your investment.
The Transfer Agent will administer the investor's Automatic
Withdrawal Plan (the "Plan") as agent for the investor (the "Planholder")
who executed the Plan authorization and application submitted to the
Transfer Agent. The Transfer Agent and the Fund shall incur no liability
to the Planholder for any action taken or omitted by the Transfer Agent
in good faith to administer the Plan. Certificates will not be issued for
shares of the Fund purchased for and held under the Plan, but the Transfer
Agent will credit all such shares to the account of the Planholder on the
records of the Fund. Any share certificates held by a Planholder may be
surrendered unendorsed to the Transfer Agent with the Plan application so
that the shares represented by the certificate may be held under the Plan.
For accounts subject to Automatic Withdrawal Plans, distributions of
capital gains must be reinvested in shares of the Fund, which will be done
at net asset value without a sales charge. Dividends on shares held in
the account may be paid in cash or reinvested.
Redemptions of shares needed to make withdrawal payments will be made
at the net asset value per share determined on the redemption date.
Checks or AccountLink payments of the proceeds of Plan withdrawals will
normally be transmitted three business days prior to the date selected for
receipt of the payment (receipt of payment on the date selected cannot be
guaranteed), according to the choice specified in writing by the
Planholder.
The amount and the interval of disbursement payments and the address
to which checks are to be mailed or AccountLink payments are to be sent
may be changed at any time by the Planholder by writing to the Transfer
Agent. The Planholder should allow at least two weeks' time in mailing
such notification for the requested change to be put in effect. The
Planholder may, at any time, instruct the Transfer Agent by written notice
(in proper form in accordance with the requirements of the then-current
Prospectus of the Fund) to redeem all, or any part of, the shares held
under the Plan. In that case, the Transfer Agent will redeem the number
of shares requested at the net asset value per share in effect in
accordance with the Fund's usual redemption procedures and will mail a
check for the proceeds to the Planholder.
The Plan may be terminated at any time by the Planholder by writing
to the Transfer Agent. A Plan may also be terminated at any time by the
Transfer Agent upon receiving directions to that effect from the Fund.
The Transfer Agent will also terminate a Plan upon receipt of evidence
satisfactory to it of the death or legal incapacity of the Planholder.
Upon termination of a Plan by the Transfer Agent or the Fund, shares that
have not been redeemed from the account will be held in uncertificated
form in the name of the Planholder, and the account will continue as a
dividend-reinvestment, uncertificated account unless and until proper
instructions are received from the Planholder or his or her executor or
guardian, or other authorized person.
To use shares held under the Plan as collateral for a debt, the
Planholder may request issuance of a portion of the shares in certificated
form. Upon written request from the Planholder, the Transfer Agent will
determine the number of shares for which a certificate may be issued
without causing the withdrawal checks to stop because of exhaustion of
uncertificated shares needed to continue payments. However, should such
uncertificated shares become exhausted, Plan withdrawals will terminate.
If the Transfer Agent ceases to act as transfer agent for the Fund,
the Planholder will be deemed to have appointed any successor transfer
agent to act as agent in administering the Plan.
How To Exchange Shares
As stated in the Prospectus, shares of a particular class of
Oppenheimer funds having more than one class of shares may be exchanged
only for shares of the same class of other Oppenheimer funds. All of the
other Oppenheimer funds offer Class A, B and C shares except Centennial
Money Market Trust, Centennial Tax Exempt Trust, Centennial Government
Trust, Centennial New York Tax Exempt Trust, Centennial America Fund, L.P.
and Daily Cash Accumulation Fund, Inc., which only offers Class A shares,
and Oppenheimer Main Street California Tax-Exempt Fund, which only offers
Class A and Class B shares. A list of funds showing which funds offer
which classes may be obtained by calling the Distributor at 1-800-525-
7048.
Class A shares of Oppenheimer funds may be exchanged at net asset
value for shares of any Money Market Fund. Shares of any Money Market
Fund purchased without a sales charge may be exchanged for shares of
Oppenheimer funds offered with a sales charge upon payment of the sales
charge (or, if applicable, may be used to purchase shares of Oppenheimer
funds subject to a contingent deferred sales charge).
Shares of this Fund acquired by reinvestment of dividends or
distributions from any other of the Oppenheimer funds (other than
Oppenheimer Cash Reserves) or from any unit investment trust for which
reinvestment arrangements have been made with the Distributor may be
exchanged at net asset value for shares of any of the Oppenheimer funds.
However, shares of Oppenheimer Money Market Fund, Inc. purchased with the
redemption proceeds of shares of other mutual funds (other than funds
managed by the Manager or its subsidiaries) redeemed within the 12 months
prior to that purchase may subsequently be exchanged for shares of other
Oppenheimer funds without being subject to an initial or contingent
deferred sales charge, whichever is applicable. To qualify for that
privilege, the investor or the investor's dealer must notify the
Distributor of eligibility for this privilege at the time the shares of
Oppenheimer Money Market Fund, Inc. are purchased, and, if requested, must
supply proof of entitlement to this privilege. No contingent deferred
sales charge is imposed on exchanges of shares of any class purchased
subject to a contingent deferred sales charge. However, when Class A
shares acquired by exchange of Class A shares of other Oppenheimer funds
purchased subject to a Class A contingent deferred sales charge are
redeemed within 18 months of the end of the calendar month of the initial
purchase of the exchanged Class A shares, the Class A contingent deferred
sales charge is imposed on the redeemed shares.
The Fund reserves the right to reject telephone or written exchange
requests submitted in bulk by anyone on behalf of 10 or more accounts. The
Fund may accept requests for exchanges of up to 50 accounts per day from
representatives of authorized dealers that qualify for this privilege. In
connection with any exchange request, the number of shares exchanged may
be less than the number requested if the exchange or the number requested
would include shares subject to a restriction cited in the Prospectus or
this Statement of Additional Information or would include shares covered
by a share certificate that is not tendered with the request. In those
cases, only the shares available for exchange without restriction will be
exchanged.
When exchanging shares by telephone, a shareholder must either have
an existing account in, or obtain and acknowledge receipt of a prospectus
of, the fund to which the exchange is to be made. For full or partial
exchanges of an account made by telephone, any special account features
such as Asset Builder Plans, Automatic Withdrawal Plans and retirement
plan contributions will be switched to the new account unless the Transfer
Agent is instructed otherwise. If all telephone lines are busy (which
might occur, for example, during periods of substantial market
fluctuations), shareholders might not be able to request exchanges by
telephone and would have to submit written exchange requests.
Shares to be exchanged are redeemed on the regular business day the
Transfer Agent receives an exchange request in proper form (the
"Redemption Date"). Normally, shares of the fund to be acquired are
purchased on the Redemption Date, but such purchases may be delayed by
either fund up to five business days if it determines that it would be
disadvantaged by an immediate transfer of the redemption proceeds. The
Fund reserves the right, in its discretion, to refuse any exchange request
that may disadvantage it (for example, if the receipt of multiple exchange
requests from a dealer might require the disposition of portfolio
securities at a time or at a price that might be disadvantageous to the
Fund).
The different Oppenheimer funds available for exchange have different
investment objectives, policies and risks, and a shareholder should assure
that the Fund selected is appropriate for his or her investment and should
be aware of the tax consequences of an exchange. For Federal income tax
purposes, an exchange transaction is treated as a redemption of shares of
one fund and a purchase of shares of another. "Reinvestment Privilege,"
above, discusses some of the tax consequences of reinvestment of
redemption proceeds in such cases. The Fund, the Distributor, and the
Transfer Agent are unable to provide investment, tax or legal advice to
a shareholder in connection with an exchange request or any other
investment transaction.
Dividends and Taxes
Tax Status of the Fund's Dividends and Distributions. The Federal tax
treatment of the Fund's dividends and capital gains distributions is
explained in the Prospectus under the caption "Dividends and Taxes."
Under the Internal Revenue Code, by December 31 each year, the Fund must
distribute 98% of its taxable investment income earned from January 1
through December 31 of that year and 98% of its capital gains realized in
the period from November 1 of the prior year through October 31 of the
current year, or else the Fund must pay an excise tax on the amounts not
distributed. While it is presently anticipated that the Fund will meet
those requirements, the Fund's Board of Directors and the Manager might
determine in a particular year that it would be in the best interest of
shareholders for the Fund not to make such distributions at the required
levels and to pay the excise tax on the undistributed amounts. That would
reduce the amount of income or capital gains available for distribution
to shareholders.
Dividends, distributions and the proceeds of the redemption of Fund
shares represented by checks returned to the Transfer Agent by the Postal
Service as undeliverable will be invested in shares of the Fund as
promptly as possible after the return of such checks to the Transfer
Agent, in order to enable the investor to earn a return on otherwise idle
funds.
Dividend Reinvestment in Another Fund. Shareholders of the Fund may
elect to reinvest all dividends and/or capital gains distributions in
shares of the same class of any of the other Oppenheimer funds listed
above under "How to Exchange Shares," at net asset value without sales
charge. To elect this option, a shareholder must notify the Transfer
Agent in writing and must either have an existing account in the fund
selected for reinvestment or must obtain a prospectus for that fund and
an application from the Distributor to establish an account. The
investment will be made at the net asset value per share in effect at the
close of business on the payable date of the dividend or distribution.
Dividends and/or distributions from shares of other Oppenheimer funds may
be invested in shares of this Fund on the same basis.
Additional Information About the Fund
The Custodian. Citibank, N.A. is the Custodian of the Fund's assets. The
Custodian's responsibilities include safeguarding and controlling the
Fund's portfolio securities and handling the delivery of such securities
to and from the Fund. The Manager has represented to the Fund that the
Manager's banking relationships with the Custodian have been and will
continue to be unrelated to and unaffected by the relationship between the
Fund and the Custodian. It will be the practice of the Fund to deal with
the Custodian in a manner uninfluenced by any banking relationship the
Custodian may have with the Manager and its affiliates. The Fund's cash
balances with the Custodian in excess of $100,000 are not protected by
Federal deposit insurance. Those uninsured balances at times may be
substantial.
Independent Auditors. The independent auditors of the Fund audit the
Fund's financial statements and perform other related audit services.
They also act as auditors for certain other funds advised by the Manager
and its affiliates.
<PAGE>
INDEPENDENT AUDITORS' REPORT
==========================================================
======================
The Board of Directors and Shareholders of Oppenheimer Money Market Fund, Inc.:
We have audited the accompanying statements of investments and assets and
liabilities of Oppenheimer Money Market Fund, Inc. as of December 31, 1995, and
the related statement of operations for the year then ended, the statements of
changes in net assets for each of the years in the two-year period then ended
and the financial highlights for each of the years in the ten-year period then
ended. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1995, by correspondence with the custodian. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Oppenheimer Money Market Fund, Inc. as of December 31, 1995, the results of its
operations for the year then ended, the changes in its net assets for each of
the years in the two-year period then ended, and the financial highlights for
each of the years in the ten-year period then ended, in conformity with
generally accepted accounting principles.
KPMG PEAT MARWICK LLP
Denver, Colorado
January 22, 1996
<PAGE>
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------
STATEMENT OF INVESTMENTS December 31, 1995
FACE VALUE
AMOUNT SEE NOTE 1
<S> <C> <C> <C>
==========================================================
==========================================================
========
BANKERS' ACCEPTANCES - 0.6%
- ----------------------------------------------------------------------------------------------------------------------------
CoreStates Bank, N.A., 5.63%, 1/19/96 (Cost $5,076,317) $ 5,090,647 $ 5,076,317
==========================================================
==========================================================
========
CERTIFICATES OF DEPOSIT - 2.4%
- ----------------------------------------------------------------------------------------------------------------------------
DOMESTIC CERTIFICATES OF DEPOSIT - 0.6%
- ----------------------------------------------------------------------------------------------------------------------------
LaSalle National Bank, 5.40%, 7/5/96 5,000,000 5,000,000
- ----------------------------------------------------------------------------------------------------------------------------
YANKEE CERTIFICATES OF DEPOSIT - 1.8%
- ----------------------------------------------------------------------------------------------------------------------------
Sanwa Bank Ltd., 5.67%, 1/10/96 5,000,000 4,999,881
-----------------------------------------------------------------------------------------------------------------
Societe Generale, 5.86%, 1/22/96 10,000,000 10,000,000
----------------
14,999,881
----------------
Total Certificates of Deposit (Cost $19,999,881) 19,999,881
==========================================================
==========================================================
========
DIRECT BANK OBLIGATIONS - 13.0%
- ----------------------------------------------------------------------------------------------------------------------------
Abbey National North America Corp., 5.69%, 2/1/96 5,000,000 4,975,501
-----------------------------------------------------------------------------------------------------------------
ABN Amro North America Finance, Inc.:
5.45%, 1/12/96 12,000,000 11,980,016
5.55%, 4/29/96 5,000,000 4,908,271
5.61%, 4/25/96 5,000,000 4,910,396
5.71%, 1/24/96 5,000,000 4,981,760
-----------------------------------------------------------------------------------------------------------------
Colorado National Bank of Denver, 5.918%, 4/17/96(1) 5,000,000 4,999,704
-----------------------------------------------------------------------------------------------------------------
FCC National Bank, 5.85%, 3/4/96(1) 4,000,000 4,001,351
-----------------------------------------------------------------------------------------------------------------
First National Bank of Boston:
5.53%, 5/20/96 5,000,000 5,000,000
5.77%, 1/16/96 5,000,000 5,000,000
5.78%, 1/4/96 5,000,000 5,000,000
5.88%, 10/30/96 5,000,000 5,000,000
5.75%, 5/31/96(1) 5,000,000 5,000,000
-----------------------------------------------------------------------------------------------------------------
Huntington National Bank, 6.15%, 3/4/96(1) 5,000,000 5,002,313
-----------------------------------------------------------------------------------------------------------------
National Westminster Bank of Canada:
5.65%, 1/26/96 5,000,000 4,980,382
5.70%, 2/2/96 5,000,000 4,974,667
-----------------------------------------------------------------------------------------------------------------
NationsBank of Texas, 5.50%, 6/28/96 5,000,000 5,000,000
-----------------------------------------------------------------------------------------------------------------
Shawmut Bank of Connecticut, N.A.:
5.68%, 6/24/96(1) 5,000,000 4,999,825
5.75%, 6/10/96(1) 5,000,000 4,999,281
5.75%, 6/17/96(1) 5,000,000 5,000,000
5.895%, 5/10/96(1) 5,000,000 5,000,000
----------------
Total Direct Bank Obligations (Cost $105,713,467) 105,713,467
==========================================================
==========================================================
========
LETTERS OF CREDIT - 4.2%
- ----------------------------------------------------------------------------------------------------------------------------
Barclays Bank PLC, guaranteeing commercial paper of:
Banco Real, S.A.-Grand Cayman Branch, 5.63%, 4/18/96 5,000,000 4,915,550
Petroleo Brasileiro, S.A.-Petrobras, 5.40%, 6/7/96 10,000,000 9,763,000
Petroleo Brasileiro, S.A.-Petrobras, 5.52%, 5/20/96 5,000,000 4,892,667
-----------------------------------------------------------------------------------------------------------------
Credit Suisse, guaranteeing commercial paper of:
Daewoo International Corp., 5.70%, 2/20/96 10,000,000 9,920,833
Queensland Alumina Limited, 5.67%, 2/16/96 5,000,000 4,963,775
----------------
Total Letters of Credit (Cost $34,455,825) 34,455,825
</TABLE>
5 Oppenheimer Money Market Fund, Inc.
<PAGE>
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------
STATEMENT OF INVESTMENTS (Continued)
FACE VALUE
AMOUNT SEE NOTE 1
<S> <C> <C> <C>
==========================================================
==========================================================
========
SHORT-TERM NOTES - 72.3%
- ----------------------------------------------------------------------------------------------------------------------------
BANKS - 6.0%
-----------------------------------------------------------------------------------------------------------------
Barnett Banks, Inc., 6.10%, 1/5/96 5,000,000 4,996,611
-----------------------------------------------------------------------------------------------------------------
Chemical Banking Corp.:
5.22%, 6/27/96 10,000,000 9,735,472
5.70%, 1/19/96 15,000,000 14,957,250
-----------------------------------------------------------------------------------------------------------------
CoreStates Capital Corp.:
5.64%, 1/22/96 5,000,000 4,983,550
5.71%, 2/15/96 5,000,000 4,964,312
5.72%, 1/17/96 5,000,000 4,987,289
6.10%, 5/15/96(1) 4,250,000 4,256,864
----------------
48,881,348
- ----------------------------------------------------------------------------------------------------------------------------
BEVERAGES - 0.6%
-----------------------------------------------------------------------------------------------------------------
Coca-Cola Enterprises, Inc., 5.67%-5.68%, 2/20/96(2) 5,000,000 4,960,555
- ----------------------------------------------------------------------------------------------------------------------------
BROKER/DEALERS - 11.8%
-----------------------------------------------------------------------------------------------------------------
CS First Boston, Inc., 5.70%, 1/26/96 5,000,000 4,980,208
-----------------------------------------------------------------------------------------------------------------
Dean Witter, Discover & Co., 5.895%, 11/15/96(1) 10,000,000 10,015,178
-----------------------------------------------------------------------------------------------------------------
Lehman Brothers Holdings, Inc., 6.25%, 1/2/96 20,000,000 19,996,528
-----------------------------------------------------------------------------------------------------------------
Merrill Lynch & Co., Inc.:
5.65%, 3/29/96 5,000,000 4,930,944
5.68%-5.70%, 2/29/96 10,000,000 9,906,747
5.70%-5.72%, 1/31/96 10,000,000 9,952,500
6.02%, 9/19/96(1) 5,000,000 5,000,000
-----------------------------------------------------------------------------------------------------------------
Morgan Stanley Group, Inc., 5.53%, 9/30/96(1) 31,800,000 31,800,000
----------------
96,582,105
- ----------------------------------------------------------------------------------------------------------------------------
COMMERCIAL FINANCE - 12.3%
-----------------------------------------------------------------------------------------------------------------
CIT Group Holdings, Inc.:
5.55%, 11/18/96(1) 5,000,000 4,995,625
5.70%, 3/1/96 5,000,000 4,952,500
5.95%, 1/12/96(1) 5,000,000 4,999,955
6.027%, 1/10/96(3) 10,000,000 10,000,000
-----------------------------------------------------------------------------------------------------------------
FINOVA Capital Corp.:
5.72%-5.97%, 1/31/96 5,000,000 4,976,167
5.85%-5.90%, 1/30/96 5,000,000 4,976,236
5.87%, 4/26/96(1) 5,000,000 5,000,000
5.90%, 1/29/96 5,000,000 4,977,056
5.90%, 2/5/96 5,000,000 4,971,319
6.40%, 1/3/96 10,700,000 10,696,195
-----------------------------------------------------------------------------------------------------------------
Heller Financial, Inc.:
5.52%, 3/12/96 5,000,000 4,945,567
5.75%, 10/7/96(1) 5,000,000 5,000,000
5.75%, 4/5/96 5,000,000 4,924,132
5.78%, 1/31/96 5,000,000 4,975,917
5.78%, 2/28/96 5,000,000 4,953,439
5.80%, 4/29/96 5,000,000 4,904,139
5.957%, 8/28/96(1) 10,000,000 10,000,000
----------------
100,248,247
</TABLE>
6 Oppenheimer Money Market Fund, Inc.
<PAGE>
<TABLE>
<CAPTION>
FACE VALUE
AMOUNT SEE NOTE 1
<S> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------
CONGLOMERATES - 4.9%
-----------------------------------------------------------------------------------------------------------------
Mitsubishi International Corp.:
5.41%, 6/18/96(2) 2,700,000 2,631,428
5.58%, 3/15/96 5,000,000 4,942,650
5.76%, 1/23/96 5,540,000 5,520,499
5.76%, 1/24/96 13,100,000 13,051,750
5.76%, 1/25/96 5,000,000 4,980,783
5.78%, 1/31/96 5,000,000 4,975,917
-----------------------------------------------------------------------------------------------------------------
Pacific Dunlop Holdings, Inc., guaranteed by Pacific
Dunlop Ltd., 5.70%, 2/29/96(2) 3,952,000 3,915,082
----------------
40,018,109
- ----------------------------------------------------------------------------------------------------------------------------
CONSUMER FINANCE - 2.7%
-----------------------------------------------------------------------------------------------------------------
Beneficial Corp., 5.26%, 2/1/96(1) 5,000,000 5,000,000
-----------------------------------------------------------------------------------------------------------------
Island Finance Puerto Rico, Inc.:
5.67%, 2/22/96 5,000,000 4,958,111
5.71%, 2/29/96 12,200,000 12,085,832
----------------
22,043,943
- ----------------------------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIAL - 6.0%
-----------------------------------------------------------------------------------------------------------------
Ford Motor Credit Co., 5.67%, 2/21/96 10,000,000 9,919,675
-----------------------------------------------------------------------------------------------------------------
General Electric Capital Corp., 5.46%, 5/7/96 15,000,000 14,710,017
-----------------------------------------------------------------------------------------------------------------
General Motors Acceptance Corp.:
5.47%, 8/19/96(1) 5,000,000 4,999,819
5.50%, 5/13/96(1) 5,000,000 5,001,429
6.05%, 1/2/96 10,000,000 9,998,319
-----------------------------------------------------------------------------------------------------------------
Toyota Motor Credit Corp., 5.20%, 1/12/96(1) 4,360,000 4,359,083
----------------
48,988,342
- ----------------------------------------------------------------------------------------------------------------------------
ELECTRIC UTILITIES - 1.0%
-----------------------------------------------------------------------------------------------------------------
Central & Southwest Corp., 5.71%, 2/16/96 8,000,000 7,941,682
- ----------------------------------------------------------------------------------------------------------------------------
ELECTRICAL EQUIPMENT - 1.8%
-----------------------------------------------------------------------------------------------------------------
Xerox Corp., 5.72%, 1/11/96 15,000,000 14,976,167
- ----------------------------------------------------------------------------------------------------------------------------
ELECTRONICS - 0.6%
-----------------------------------------------------------------------------------------------------------------
Mitsubishi Electric Finance America, Inc., 5.32%, 6/19/96 5,000,000 4,874,389
- ----------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTAL - 1.0%
-----------------------------------------------------------------------------------------------------------------
WMX Technologies, Inc., 5.32%, 9/10/96(2) 8,000,000 7,700,898
- ----------------------------------------------------------------------------------------------------------------------------
HEALTHCARE/SUPPLIES & SERVICES - 3.5%
-----------------------------------------------------------------------------------------------------------------
A.H. Robins Co., Inc., guaranteed by American Home
Products, 5.71%, 2/7/96(2) 5,000,000 4,970,657
-----------------------------------------------------------------------------------------------------------------
American Home Food Products, Inc., guaranteed by
American Home Products:
5.72%, 1/29/96(2) 13,600,000 13,539,495
5.72%, 1/30/96(2) 5,500,000 5,474,657
-----------------------------------------------------------------------------------------------------------------
American Home Products, 5.72%, 1/30/96(2) 5,000,000 4,976,961
----------------
28,961,770
- ----------------------------------------------------------------------------------------------------------------------------
INSURANCE - 3.3%
-----------------------------------------------------------------------------------------------------------------
General American Life Insurance Co., 6%, 1/6/96(2)(3) 20,000,000 20,000,000
-----------------------------------------------------------------------------------------------------------------
TransAmerica Life Insurance & Annuity Co., 5.95%,
1/6/1996(2)(3) 7,000,000 7,000,000
----------------
27,000,000
- ----------------------------------------------------------------------------------------------------------------------------
LEASING & FACTORING - 0.6%
-----------------------------------------------------------------------------------------------------------------
International Lease Finance Corp., 5.70%, 1/19/96 5,000,000 4,985,750
- ----------------------------------------------------------------------------------------------------------------------------
MANUFACTURING - 2.4%
-----------------------------------------------------------------------------------------------------------------
Hanson Finance (UK) PLC, guaranteed by Hanson PLC:
5.70%, 2/5/96 5,000,000 4,972,292
5.71%, 1/24/96 15,000,000 14,945,279
----------------
19,917,571
</TABLE>
7 Oppenheimer Money Market Fund, Inc.
<PAGE>
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------
STATEMENT OF INVESTMENTS (Continued)
FACE VALUE
AMOUNT SEE NOTE 1
<S> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------
NONDURABLE HOUSEHOLD GOODS - 0.6%
-----------------------------------------------------------------------------------------------------------------
Colgate-Palmolive Co., 5.37%, 6/24/96(2) 5,000,000 4,869,358
- ----------------------------------------------------------------------------------------------------------------------------
SAVINGS & LOANS - 4.6%
-----------------------------------------------------------------------------------------------------------------
Great Western Bank FSB:
5.70%, 2/5/96 5,000,000 4,972,292
5.72%-5.74%, 1/22/96 7,500,000 7,474,800
5.72%-5.75%, 1/29/96 5,500,000 5,475,531
5.74%, 1/25/96 5,000,000 4,980,867
5.74%, 1/26/96 10,000,000 9,960,139
-----------------------------------------------------------------------------------------------------------------
Household Bank FSB, 5.89%, 9/27/96(1) 5,000,000 4,999,566
----------------
37,863,195
- ----------------------------------------------------------------------------------------------------------------------------
SPECIAL PURPOSE FINANCIAL - 5.4%
-----------------------------------------------------------------------------------------------------------------
Cooperative Association of Tractor Dealers, Inc.:
5.64%, 1/16/96 5,100,000 5,088,015
5.67%, 3/27/96 8,200,000 8,088,833
5.67%, 3/8/96 5,200,000 5,145,127
5.70%, 4/5/96 3,100,000 3,053,371
5.75%, 2/2/96 2,000,000 1,989,778
-----------------------------------------------------------------------------------------------------------------
Madison Funding Corp.:
5.70%, 1/22/96 16,000,000 15,943,253
5.77%-5.95%, 1/10/96 5,000,000 4,992,787
----------------
44,301,164
- ----------------------------------------------------------------------------------------------------------------------------
SPECIALTY RETAILING - 2.0%
-----------------------------------------------------------------------------------------------------------------
St. Michael Finance, Ltd., guaranteed by Marks & Spencer PLC:
5.63%, 1/31/96 10,150,000 10,102,380
5.70%, 2/12/96 6,000,000 5,960,100
----------------
16,062,480
- ----------------------------------------------------------------------------------------------------------------------------
TELECOMMUNICATIONS-TECHNOLOGY - 1.2%
-----------------------------------------------------------------------------------------------------------------
NYNEX Corp.:
5.70%-5.73%, 2/12/96 5,000,000 4,966,750
5.74%, 1/31/96 5,000,000 4,976,083
----------------
9,942,833
----------------
Total Short-Term Notes (Cost $591,119,906) 591,119,906
==========================================================
==========================================================
========
U.S. GOVERNMENT OBLIGATIONS - 4.0%
- ----------------------------------------------------------------------------------------------------------------------------
Export-Import Bank:
6.32%, 1/2/96(1)(2) 629,358 632,592
6.32%, 1/2/96(1)(2) 514,554 517,198
-----------------------------------------------------------------------------------------------------------------
Small Business Administration, 10.38%, 1/2/96(3) 509,934 550,840
-----------------------------------------------------------------------------------------------------------------
Student Loan Marketing Assn., guaranteeing commercial
paper of:
New Hampshire Higher Education Loan Corp.,
Commercial Paper Nts.:
Series 1995A, 5.72%, 1/12/96 4,411,000 4,403,291
Series 1995A, 6%, 1/5/96 2,203,000 2,201,531
Secondary Market Services, Inc., Education Loan
Revenue Nts.:
Series-1995A, 5.72%-5.75%, 1/12/96 13,166,000 13,142,934
Series-1995A, 5.77%, 1/19/96 11,156,000 11,124,038
----------------
Total U.S. Government Obligations (Cost $32,572,424) 32,572,424
</TABLE>
8 Oppenheimer Money Market Fund, Inc.
<PAGE>
<TABLE>
<CAPTION>
FACE VALUE
AMOUNT SEE NOTE 1
<S> <C> <C> <C>
==========================================================
==========================================================
========
FOREIGN GOVERNMENT OBLIGATIONS - 3.0%
- ----------------------------------------------------------------------------------------------------------------------------
New South Wales Treasury Corp., guaranteed by the
State of New South Wales, Commonwealth of Australia,
5.45%, 1/11/96 3,000,000 2,995,458
-----------------------------------------------------------------------------------------------------------------
Swedish Export Credit Corp., supported by Kingdom of
Sweden, 5.68%, 1/16/96 5,000,000 4,988,167
-----------------------------------------------------------------------------------------------------------------
Westdeutsche Landesbank Girozentrale supported by
Federal Republic of Germany, guaranteeing commercial
paper of:
Unibanco-Unaio de Brancos Brasileiros S.A.-Grand Cayman:
5.58%, 4/4/96 5,000,000 4,927,150
5.66%, 4/12/96 7,000,000 6,887,743
5.66%, 4/15/96 5,000,000 4,849,067
----------------
Total Foreign Government Obligations (Cost $24,647,585) 24,647,585
==========================================================
==========================================================
========
REPURCHASE AGREEMENT - 0.5%
- ----------------------------------------------------------------------------------------------------------------------------
Repurchase agreement with PaineWebber, Inc., 5.93%, dated 12/29/95, to
be repurchased at $4,052,689 on 1/2/96, collateralized by Government
National Mortgage Assn. Participation Nts., 7%-8%, 8/15/23-11/15/25,
with a value of $2,787,252, and Federal National Mortgage Assn.
Participation Nts., 7.50%, 3/1/24, with a value of $1,627,820
(Cost $4,050,000) 4,050,000 4,050,000
-----------------------------------------------------------------------------------------------------------------
TOTAL INVESTMENTS, AT VALUE 100.0% 817,635,405
-----------------------------------------------------------------------------------------------------------------
OTHER ASSETS NET OF LIABILITIES 0.0 292,305
-------------- ------------------
NET ASSETS 100.0% $817,927,710
==============
==================
<FN>
Short-term notes, bankers' acceptances, direct bank obligations and
letters of credit are generally traded on a discount basis; the
interest rate is the discount rate received by the Fund at the time of
purchase. Other securities normally bear interest at the rates shown.
1. Variable rate security. The interest rate, which is based on
specific, or an index of, market interest rates, is subject to change
periodically and is the effective rate on December 31, 1995.
2. Security issued in an exempt transaction, without registration
under the Securities Act of 1933 (the Act). The securities are carried
at amortized cost, and amount to $81,188,881, or 9.93% of the Fund's
net assets. Pursuant to guidelines adopted by the Board of Directors,
these securities are determined to be liquid.
3. Floating or variable rate obligation maturing in more than one
year. The interest rate, which is based on specific, or an index of,
market interest rates, is subject to change periodically and is the
effective rate on December 31, 1995. This instrument may also have a
demand feature which allows the recovery of principal at any time, or
at specified intervals not exceeding one year, on up to 30 days'
notice. Maturity date shown represents effective maturity based on
variable rate and, if applicable, demand feature.
See accompanying Notes to Financial Statements.
</FN>
</TABLE>
9 Oppenheimer Money Market Fund, Inc.
<PAGE>
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES December 31, 1995
<S> <C> <C>
==========================================================
==========================================================
====
ASSETS Investments, at value - see accompanying statement $817,635,405
--------------------------------------------------------------------------------------------------
Cash 5,464,842
--------------------------------------------------------------------------------------------------
Receivables:
Shares of capital stock sold 33,414,520
Interest and principal paydowns 1,662,363
--------------------------------------------------------------------------------------------------
Other 115,521
-------------
Total assets 858,292,651
==========================================================
==========================================================
====
LIABILITIES Payables and other liabilities:
Shares of capital stock redeemed 39,723,859
Directors' fees 179,410
Shareholder reports 174,782
Dividends 177,437
Transfer and shareholder servicing agent fees 87,307
Other 22,146
-------------
Total liabilities 40,364,941
==========================================================
==========================================================
====
NET ASSETS $817,927,710
-------------
-------------
==========================================================
==========================================================
====
COMPOSITION OF Par value of shares of capital stock $ 81,793,720
NET ASSETS -------------------------------------------------------------------------------------------------
Additional paid-in capital 736,143,480
--------------------------------------------------------------------------------------------------
Accumulated net realized loss on investment transactions (9,490)
-------------
Net assets - applicable to 817,937,200 shares of capital
stock outstanding $817,927,710
-------------
-------------
==========================================================
==========================================================
====
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE
$1.00
</TABLE>
See accompanying Notes to Financial Statements.
10 Oppenheimer Money Market Fund, Inc.
<PAGE>
<TABLE>
<CAPTION>
STATEMENT OF OPERATIONS For the Year Ended December 31, 1995
<S> <C> <C>
==========================================================
==========================================================
====
INVESTMENT INCOME Interest $52,074,805
EXPENSES Management fees - Note 3 3,759,621
--------------------------------------------------------------------------------------------------
Transfer and shareholder servicing agent fees - Note 3 2,965,169
--------------------------------------------------------------------------------------------------
Shareholder reports 524,397
--------------------------------------------------------------------------------------------------
Registration and filing fees 124,687
--------------------------------------------------------------------------------------------------
Directors' fees and expenses 86,647
--------------------------------------------------------------------------------------------------
Custodian fees and expenses 66,156
--------------------------------------------------------------------------------------------------
Legal and auditing fees 57,389
--------------------------------------------------------------------------------------------------
Insurance expenses 36,048
--------------------------------------------------------------------------------------------------
Other 83,910
-------------
Total expenses 7,704,024
==========================================================
==========================================================
====
NET INVESTMENT INCOME 44,370,781
==========================================================
==========================================================
====
NET REALIZED GAIN ON INVESTMENTS 639,389
==========================================================
==========================================================
====
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
$45,010,170
------------
------------
</TABLE>
See accompanying Notes to Financial Statements.
11 Oppenheimer Money Market Fund, Inc.
<PAGE>
<TABLE>
<CAPTION>
STATEMENTS OF CHANGES IN NET ASSETS
YEAR ENDED DECEMBER 31,
1995 1994
<S> <C> <C> <C>
==========================================================
==========================================================
=====
OPERATIONS Net investment income $ 44,370,781 $ 30,443,600
---------------------------------------------------------------------------------------------------
Net realized gain (loss) 639,389 (51,539)
--------------------------------
Net increase in net assets resulting
from operations 45,010,170 30,392,061
==========================================================
==========================================================
=====
DIVIDENDS AND DISTRIBUTIONS
TO SHAREHOLDERS (44,968,631) (30,443,600)
==========================================================
==========================================================
=====
CAPITAL STOCK Net increase (decrease) in net assets resulting from
TRANSACTIONS capital stock transactions - Note 2 (111,066,422) 317,726,707
==========================================================
==========================================================
=====
NET ASSETS Total increase (decrease) (111,024,883) 317,675,168
---------------------------------------------------------------------------------------------------
Beginning of period 928,952,593 611,277,425
-------------------------------
End of period $817,927,710 $928,952,593
-------------------------------
-------------------------------
</TABLE>
See accompanying Notes to Financial Statements.
12 Oppenheimer Money Market Fund, Inc.
<PAGE>
<TABLE>
<CAPTION>
------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
YEAR ENDED DECEMBER 31,
1995 1994 1993 1992 1991 1990 1989 1988 1987 1986
<S> <C> <C> <C> <C> <C> <C> <C> <C>
<C> <C>
==========================================================
==========================================================
================
PER SHARE OPERATING DATA:
Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
- ------------------------------------------------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income and net realized gain .05 .04 .03 .03 .06 .08 .08 .07 .06 .06
Dividends and distributions to shareholders (.05) (.04) (.03) (.03) (.06) (.08) (.08) (.07) (.06) (.06)
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
==========================================================
==============================
==========================================================
==========================================================
================
TOTAL RETURN, AT NET ASSET VALUE (1) 5.40% 3.76% 2.71% 3.47% 5.87% 7.99% 8.88%
7.14% 6.38% 6.35%
==========================================================
==========================================================
================
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions) $818 $929 $611 $692 $899 $1,082 $940 $794 $718 $744
- ------------------------------------------------------------------------------------------------------------------------------------
Average net assets (in millions) $855 $804 $653 $811 $1,003 $1,033 $873 $713 $620 $752
- ------------------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets:
Net investment income 5.19% 3.79% 2.65% 3.42% 5.66% 7.66% 8.55% 6.98% 6.04%
6.12%
Expenses 0.90% 0.82% 0.87% 0.88% 0.77% 0.74% 0.78% 0.80% 0.86%
0.77%
<FN>
1. Assumes a hypothetical initial investment on the business day before the
first day of the fiscal period, with all dividends reinvested in additional
shares on the reinvestment date, and redemption at the net asset value
calculated on the last business day of the fiscal period. Total returns are not
annualized for periods of less than one full year.
See accompanying Notes to Financial Statements.
</FN>
</TABLE>
13 Oppenheimer Money Market Fund, Inc.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
==========================================================
======================
1. SIGNIFICANT ACCOUNTING POLICIES
Oppenheimer Money Market Fund, Inc. (the Fund) is registered under the
Investment Company Act of 1940, as amended, as a diversified, open-end
management investment company. The Fund's investment objective is to seek the
maximum current income that is consistent with stability of principal. The
Fund's investment advisor is OppenheimerFunds, Inc. (the Manager). The following
is a summary of significant accounting policies consistently followed by the
Fund.
- --------------------------------------------------------------------------------
INVESTMENT VALUATION. Portfolio securities are valued on the basis of
amortized cost, which approximates market value.
- --------------------------------------------------------------------------------
REPURCHASE AGREEMENTS. The Fund requires the custodian to take possession, to
have legally segregated in the Federal Reserve Book Entry System or to have
segregated within the custodian's vault, all securities held as collateral for
repurchase agreements. The market value of the underlying securities is required
to be at least 102% of the resale price at the time of purchase. If the seller
of the agreement defaults and the value of the collateral declines, or if the
seller enters an insolvency proceeding, realization of the value of the
collateral by the Fund may be delayed or limited.
- --------------------------------------------------------------------------------
FEDERAL TAXES. The Fund intends to continue to comply with provisions of the
Internal Revenue Code applicable to regulated investment companies and to
distribute all of its taxable income to shareholders. Therefore, no federal
income or excise tax provision is required.
- --------------------------------------------------------------------------------
DIRECTORS' FEES AND EXPENSES. The Fund has adopted a nonfunded retirement plan
for the Fund's independent directors. Benefits are based on years of service and
fees paid to each director during the years of service. During the year ended
December 31, 1995, a provision of $18,528 was made for the Fund's projected
benefit obligations, and a payment of $2,280 was made to a retired director,
resulting in an accumulated liability of $144,180 at December 31, 1995.
- --------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS. The Fund intends to declare dividends from net
investment income each day the New York Stock Exchange is open for business and
pay such dividends monthly. To effect its policy of maintaining a net asset
value of $1.00 per share, the Fund may withhold dividends or make distributions
of net realized gains.
- --------------------------------------------------------------------------------
OTHER. Investment transactions are accounted for on the date the investments are
purchased or sold (trade date). Realized gains and losses on investments are
determined on an identified cost basis, which is the same basis used for federal
income tax purposes.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of income and expenses during the reporting period.
Actual results could differ from those estimates.
14 Oppenheimer Money Market Fund, Inc.
<PAGE>
==========================================================
======================
2. CAPITAL STOCK
The Fund has authorized 5,000,000,000 shares of $.10 par value capital stock.
Transactions in shares of capital stock were as follows:
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, YEAR ENDED DECEMBER 31,
1995 1994
------------------------------- ---------------------------------
SHARES AMOUNT SHARES AMOUNT
<S> <C> <C> <C> <C>
--------------------------------------------------------------------------------------------
Sold 1,772,666,521 $1,772,666,521 1,884,595,724 $1,884,595,724
Dividends and
distributions
reinvested 42,507,860 42,507,860 28,594,376 28,594,376
Redeemed (1,926,240,803) (1,926,240,803) (1,595,463,393) (1,595,463,393)
--------------- --------------- --------------- ---------------
Net increase
(decrease) (111,066,422) $ (111,066,422) 317,726,707 $ 317,726,707
=============== ===============
=============== ===============
</TABLE>
==========================================================
======================
3. MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES
Management fees paid to the Manager were in accordance with the investment
advisory agreement with the Fund which provides for a fee of .45% on the first
$500 million of average annual net assets with a reduction of .025% on each $500
million thereafter, to .375% on net assets in excess of $1.5 billion. The
Manager has agreed to reimburse the Fund if aggregate expenses (with specified
exceptions) exceed the lesser of 1% of average annual net assets of the Fund or
25% of the total annual investment income of the Fund.
OppenheimerFunds Services (OFS), a division of the Manager, is the transfer and
shareholder servicing agent for the Fund, and for other registered investment
companies. OFS's total costs of providing such services are allocated ratably to
these companies.
Appendix A: Description of Securities Ratings
Below is a description of the two highest rating categories for Short Term
Debt and Long Term Debt by the "Nationally-Recognized Statistical Rating
Organizations" which the Manager evaluates in purchasing securities on
behalf of the Fund. The ratings descriptions are based on information
supplied by the ratings organizations to subscribers.
Short Term Debt Ratings.
Moody's Investors Service, Inc. ("Moody's"): The following rating
designations for commercial paper (defined by Moody's as promissory
obligations not having original maturity in excess of nine months), are
judged by Moody's to be investment grade, and indicate the relative
repayment capacity of rated issuers:
Prime-1: Superior capacity for repayment. Capacity will normally be
evidenced by the following characteristics: (a) leveling market positions
in well-established industries; (b) high rates of return on funds
employed; (c) conservative capitalization structures with moderate
reliance on debt and ample asset protection; (d) broad margins in earning
coverage of fixed financial charges and high internal cash generation; and
(e) well established access to a range of financial markets and assured
sources of alternate liquidity.
Prime-2: Strong capacity for repayment. This will normally be evidenced
by many of the characteristics cited above but to a lesser degree.
Earnings trends and coverage ratios, while sound, will be more subject to
variation. Capitalization characteristics, while still appropriate, may
be more affected by external conditions. Ample alternate liquidity is
maintained.
Moody's ratings for state and municipal short-term obligations are
designated "Moody's Investment Grade" ("MIG"). Short-term notes which
have demand features may also be designated as "VMIG". These rating
categories are as follows:
MIG1/VMIG1: Best quality. There is present strong protection by
established cash flows, superior liquidity support or demonstrated
broadbased access to the market for refinancing.
MIG2/VMIG2: High quality. Margins of protection are ample although not
so large as in the preceding group.
Standard & Poor's Corporation ("S&P"): The following ratings by S&P for
commercial paper (defined by S&P as debt having an original maturity of
no more than 365 days) assess the likelihood of payment:
A-1: Strong capacity for timely payment. Those issues determined to
possess extremely strong safety characteristics are denoted with a
plus sign (+) designation.
A-2: Satisfactory capacity for timely payment. However, the relative
degree of safety is not as high as for issues designated "A-1".
S&P's ratings for Municipal Notes due in three years or less are:
SP-1: Very strong or strong capacity to pay principal and interest.
Those issues determined to possess overwhelming safety characteristics
will be given a plus (+) designation.
SP-2: Satisfactory capacity to pay principal and interest.
S&P assigns "dual ratings" to all municipal debt issues that have a demand
or double feature as part of their provisions. The first rating addresses
the likelihood of repayment of principal and interest as due, and the
second rating addresses only the demand feature. With short-term demand
debt, S&P's note rating symbols are used with the commercial paper symbols
(for example, "SP-1+/A-1+").
Fitch Investors Service, Inc. ("Fitch"): Fitch assigns the following
short-term ratings to debt obligations that are payable on demand or have
original maturities of generally up to three years, including commercial
paper, certificates of deposit, medium-term notes, and municipal and
investment notes:
F-1+: Exceptionally strong credit quality; the strongest degree of
assurance for timely payment.
F-1: Very strong credit quality; assurance of timely payment is only
slightly less in degree than issues rated "F-1+".
F-2: Good credit quality; satisfactory degree of assurance for timely
payment, but the margin of safety is not as great as for issues
assigned "F-1+" or "F-1" ratings.
Duff & Phelps, Inc. ("Duff & Phelps"): The following ratings are for
commercial paper (defined by Duff & Phelps as obligations with maturities,
when issued, of under one year), asset-backed commercial paper, and
certificates of deposit (the ratings cover all obligations of the
institution with maturities, when issued, of under one year, including
bankers' acceptance and letters of credit):
Duff 1+: Highest certainty of timely payment. Short-term liquidity,
including internal operating factors and/or access to alternative sources
of funds, is outstanding, and safety is just below risk-free U.S. Treasury
short-term obligations.
Duff 1: Very high certainty of timely payment. Liquidity factors are
excellent and supported by good fundamental protection factors. Risk
factors are minor.
Duff 1-: High certainty of timely payment. Liquidity factors are strong
and supported by good fundamental protection factors. Risk factors are
very small.
Duff 2: Good certainty of timely payment. Liquidity factors and company
fundamentals are sound. Although ongoing funding needs may enlarge total
financing requirements, access to capital markets is good. Risk factors
are small.
IBCA Limited or its affiliate IBCA Inc. ("IBCA"): Short-term ratings,
including commercial paper (with maturities up to 12 months), are as
follows:
A1+: Obligations supported by the highest capacity for timely repayment.
A1: Obligations supported by a very strong capacity for timely repayment.
A2: Obligations supported by a strong capacity for timely repayment,
although such capacity may be susceptible to adverse changes in
business, economic, or financial conditions.
Thomson BankWatch, Inc. ("TBW"): The following short-term ratings apply
to commercial paper, certificates of deposit, unsecured notes, and other
securities having a maturity of one year or less.
TBW-1: The highest category; indicates the degree of safety regarding
timely repayment of principal and interest is very strong.
TBW-2: The second highest rating category; while the degree of safety
regarding timely repayment of principal and interest is strong, the
relative degree of safety is not as high as for issues rated "TBW-1".
Long Term Debt Ratings.
These ratings are relevant for securities purchased by the Fund with a
remaining maturity of 397 days or less, or for rating issuers of short-
term obligations.
Moody's: Bonds (including municipal bonds) are rated as follows:
Aaa: Judged to be the best quality. They carry the smallest degree of
investment risk and are generally referred to as "gilt edge."
Interest payments are protected by a large or by an exceptionally
stable margin, and principal is secure. While the various protective
elements are likely to change, such changes as can be visualized are
most unlikely to impair the fundamentally strong positions of such
issues.
Aa: Judged to be of high quality by all standards. Together with the
"Aaa" group they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in "Aaa" securities or fluctuations
of protective elements may be of greater amplitude or there may be
other elements present which make the long-term risks appear somewhat
larger than in "Aaa" securities.
Moody's applies numerical modifiers "1", "2" and "3" in its "Aa" rating
classification. The modifier "1" indicates that the security ranks in the
higher end of its generic rating category; the modifier "2" indicates a
mid-range ranking; and the modifier "3" indicates that the issue ranks
in the lower end of its generic rating category.
Standard & Poor's: Bonds (including municipal bonds) are rated as
follows:
AAA: The highest rating assigned by S&P. Capacity to pay interest and
repay principal is extremely strong.
AA: A strong capacity to pay interest and repay principal and differ from
"AAA" rated issues only in small degree.
Fitch:
AAA: Considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and
repay principal, which is unlikely to be affected by reasonably
foreseeable events.
AA: Considered to be investment grade and of very high credit quality.
The obligor's ability to pay interest and repay principal is very
strong, although not quite as strong as bonds rated "AAA". Plus (+)
and minus (-) signs are used in the "AA" category to indicate the
relative position of a credit within that category.
Because bonds rated in the "AAA" and "AA" categories are not significantly
vulnerable to foreseeable future developments, short-term debt of these
issuers is generally rated "F-1+".
Duff & Phelps:
AAA: The highest credit quality. The risk factors are negligible, being
only slightly more than for risk-free U.S. Treasury debt.
AA: High credit quality. Protection factors are strong. Risk is modest
but may vary slightly from time to time because of economic
conditions. Plus (+) and minus (-) signs are used in the "AA"
category to indicate the relative position of a credit within that
category.
IBCA: Long-term obligations (with maturities of more than 12 months) are
rated as follows:
AAA: The lowest expectation of investment risk. Capacity for timely
repayment of principal and interest is substantial such that adverse
changes in business, economic, or financial conditions are unlikely
to increase investment risk significantly.
AA: A very low expectation for investment risk. Capacity for timely
repayment of principal and interest is substantial. Adverse changes
in business, economic, or financial conditions may increase
investment risk albeit not very significantly.
A plus (+) or minus (-) sign may be appended to a long term rating
to denote relative status within a rating category.
TBW: TBW issues the following ratings for companies. These ratings
assess the likelihood of receiving payment of principal and interest on
a timely basis and incorporate TBW's opinion as to the vulnerability of
the company to adverse developments, which may impact the market's
perception of the company, thereby affecting the marketability of its
securities.
A: Possesses an exceptionally strong balance sheet and earnings record,
translating into an excellent reputation and unquestioned access to
its natural money markets. If weakness or vulnerability exists in
any aspect of the company's business, it is entirely mitigated by the
strengths of the organization.
A/B: The company is financially very solid with a favorable track record
and no readily apparent weakness. Its overall risk profile, while
low, is not quite as favorable as for companies in the highest rating
category.
<PAGE>
Appendix B: Industry Classifications
Aerospace/Defense
Air Transportation
Auto Parts Distribution
Automotive
Bank Holding Companies
Banks
Beverages
Broadcasting
Broker-Dealers
Building Materials
Cable Television
Chemicals
Commercial Finance
Computer Hardware
Computer Software
Conglomerates
Consumer Finance
Containers
Convenience Stores
Department Stores
Diversified Financial
Diversified Media
Drug Stores
Drug Wholesalers
Durable Household Goods
Education
Electric Utilities
Electrical Equipment
Electronics
Energy Services & Producers
Entertainment/Film
Environmental
Food
Gas Transmission
Gas Utilities
Gold
Health Care/Drugs
Health Care/Supplies & Services
Homebuilders/Real Estate
Hotel/Gaming
Industrial Services
Insurance
Leasing & Factoring
Leisure
Manufacturing
Metals/Mining
Nondurable Household Goods
Oil - Integrated
Paper
Publishing/Printing
Railroads
Restaurants
Savings & Loans
Shipping
Special Purpose Financial
Specialty Retailing
Steel
Supermarkets
Telecommunications - Technology
Telephone - Utility
Textile/Apparel
Tobacco
Toys
Trucking
<PAGE>
Investment Adviser
OppenheimerFunds, Inc.
Two World Trade Center
New York, New York 10048-0203
Distributor
OppenheimerFunds Distributor, Inc.
Two World Trade Center
New York, New York 10048-0203
Transfer and Shareholder Servicing Agent
OppenheimerFunds Services
P.O. Box 5270
Denver, Colorado 80217
1-800-525-7048
Custodian of Portfolio Securities
Citibank, N.A.
399 Park Avenue
New York, New York 10043
Independent Auditors
KPMG Peat Marwick LLP
707 Seventeenth Street
Denver, Colorado 80202
Legal Counsel
Gordon Altman Butowsky Weitzen
Shalov & Wein
114 West 47th Street
New York, New York 10036
<PAGE>
OPPENHEIMER MONEY MARKET FUND, INC.
FORM N-IA
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
---------------------------------
(a) Financial Statements
1. Financial Highlights - (See Part A) - Filed herewith.
2. Independent Auditors' Report - (See Part B) - Filed
herewith.
3. Statement of Investments - (See Part B) - Filed herewith.
4. Statement of Assets and Liabilities - (See Part B) - Filed
herewith.
5. Statement of Operations - (See Part B) - Filed herewith.
6. Statements of Changes in Net Assets - (See Part B) - Filed
herewith.
7. Notes to Financial Statements - (See Part B) - Filed
herewith.
(b) Exhibits
--------
1. (i) Articles of Incorporation of Registrant dated December 13,
1973: Previously, filed with the Registration Statement
of the Registrant on Form S-5, refiled with Registrant's
Post-Effective Amendment No. 55, 4/27/95, pursuant to Item
102 of Regulation S-T, and incorporated herein by
reference.
(ii) Articles of Amendment of Articles of Incorporation dated
April 10, 1974: Previously filed with Post-Effective
Amendment No. 3 to the Registration Statement of the
Registrant, refiled with Registrant's Post-Effective
Amendment No. 55, 4/27/95, pursuant to Item 102 of
Regulation S-T, and incorporated herein by reference.
(iii) Articles of Amendment of Articles of Incorporation dated
July 9, 1975. Previously filed with Post-Effective
Amendment No. 9 to the Registration Statement of the
Registrant, refiled with Registrant's Post-Effective
Amendment No. 55, 4/27/95, pursuant to Item 102 of
Regulation S-T, and incorporated herein by reference.
(iv) Articles of Amendment of Articles of Incorporation dated
December 13, 1979: Previously filed with Post-Effective
Amendment No. 42 of the Registrant's Registration
Statement, 4/28/88, refiled with Registrant's Post-
Effective Amendment No. 55, 4/27/95, pursuant to Item 102
of Regulation S-T, and incorporated herein by reference.
(v) Articles of Amendment of Articles of Incorporation dated
May 22, 1980: Previously filed with Post-Effective
Amendment No. 42 of the Registrant's Registration
Statement, 4/28/88, refiled with Registrant's Post-
Effective Amendment No. 55, 4/27/95, pursuant to Item 102
of Regulation S-T, and incorporated herein by reference.
(vi) Articles of Amendment of Articles of Incorporation dated
June 16, 1980: Previously filed with Post-Effective
Amendment No. 42 of the Registrant's Registration
Statement, 4/28/88, refiled with Registrant's Post-
Effective Amendment No. 55, 4/27/95, pursuant to Item 102
of Regulation S-T, and incorporated herein by reference.
(vii) Articles of Amendment of Articles of Incorporation dated
July 2, 1981: Previously filed with Post-Effective
Amendment No. 26 to the Registration Statement of the
Registrant, refiled with Registrant's Post-Effective
Amendment No. 55, 4/27/95, pursuant to Item 102 of
Regulation S-T, and incorporated herein by reference.
(viii) Articles of Amendment of Articles of Incorporation dated
February 23, 1982: Previously filed with Post-Effective
Amendment No. 27 to the Registration Statement of the
Registrant, refiled with Registrant's Post-Effective
Amendment No. 55, 4/27/95, pursuant to Item 102 of
Regulation S-T, and incorporated herein by reference.
(ix) Articles of Amendment of Articles of Incorporation dated
August 30, 1982: Previously filed with Post-Effective
Amendment No. 42 to the Registrant's Registration
Statement, 4/28/88, refiled with Registrant's Post-
Effective Amendment No. 55, 4/27/95, pursuant to Item 102
of Regulation S-T, and incorporated herein by reference.
2. Re-stated By-Laws of Registrant dated August 6, 1987:
Previously filed with Post-Effective Amendment No. 42 to the
Registrant's Registration Statement, 4/28/88, refiled with
Registrant's Post-Effective Amendment No. 55, 4/27/95, pursuant
to Item 102 of Regulation S-T, and incorporated herein by
reference.
3. Not applicable.
4. Specimen Stock Certificate: Filed with Registrant's Post-
Effective Amendment No. 55, 4/27/95, pursuant to Item 102 of
Regulation S-T, and incorporated herein by reference.
5. Investment Advisory Agreement dated October 22, 1990:
Previously filed with Post-Effective Amendment No. 45 to the
Registrant's Registration Statement, 3/1/91, refiled with
Registrant's Post-Effective Amendment No. 55, 4/27/95, pursuant
to Item 102 of Regulation S-T, and incorporated herein by
reference.
6. (i) General Distributor's Agreement dated December 10, 1992:
Previously filed with Post-Effective Amendment No. 50 to
Registrant's Registration Statement, 4/22/93, refiled with
Registrant's Post-Effective Amendment No. 55, 4/27/95,
pursuant to Item 102 of Regulation S-T, and incorporated
herein by reference.
(ii) Form of Oppenheimer Funds Distributor, Inc. Dealer
Agreement: Filed with Post-Effective Amendment No. 14 to
the Registration Statement of Oppenheimer Main Street
Funds, Inc. (Reg. No. 33-17850), 9/30/94, and incorporated
herein by reference.
(iii) Form of Oppenheimer Funds Distributor, Inc. Broker
Agreement: Filed with Post-Effective Amendment No. 14 to
the Registration Statement of Oppenheimer Main Street
Funds, Inc. (Reg. No. 33-17850), 9/30/94, and incorporated
herein by reference.
(iv) Form of Oppenheimer Funds Distributor, Inc. Agency
Agreement: Filed with Post-Effective Amendment No. 14 to
the Registration Statement of Oppenheimer Main Street
Funds, Inc. (Reg. No. 33-17850), 9/30/94, and incorporated
herein by reference.
(v) Oppenheimer Funds Distributor, Inc., Broker Agreement with
Newbridge Securities dated October 1, 1986: Previously
filed with Post-Effective Amendment No.25 to the
Registration Statement of Oppenheimer Growth Fund (Reg. No.
2-45272), refiled with Post-Effective Amendment No. 45
of Oppenheimer Growth Fund (Reg. No. 2-45272), 8/22/94,
pursuant to Item 102 of Regulation S-T, and incorporated
herein by reference.
7. Not applicable.
8. (i) Custodian Agreement dated April 16, 1974: Previously filed
with Post-Effective Amendment No. 42 to the Registrant's
Registration Statement, 4/28/88, refiled with Registrant's
Post-Effective Amendment No. 55, 4/27/95, pursuant to Item
102 of Regulation S-T, and incorporated herein by
reference.
(ii) Amendment to Custodian Agreement dated December 15, 1975:
Previously filed with Post-Effective Amendment No. 42 to
the Registrant's Registration Statement, 4/28/88, refiled
with Registrant's Post-Effective Amendment No. 55, 4/27/95,
pursuant to Item 102 of Regulation S-T, and incorporated
herein by reference.
(iii) Amendment to Custodian Agreement dated March, 1978:
Previously filed with Post-Effective Amendment No. 42 to
the Registrant's Registration Statement, 4/28/88, refiled
with Registrant's Post-Effective Amendment No. 55, 4/27/95,
pursuant to Item 102 of Regulation S-T, and incorporated
herein by reference.
(iv) Amendment to Custodian Agreement dated August 13, 1980:
Previously filed with Post-Effective Amendment No. 42 to
the Registrant's Registration Statement, 4/28/88, refiled
with Registrant's Post-Effective Amendment No. 55, 4/27/95,
pursuant to Item 102 of Regulation S-T, and incorporated
herein by reference.
(v) Amendment to Custodian Agreement dated September 28, 1984:
Previously filed with Post-Effective Amendment No. 42 to
the Registrant's Registration Statement, 4/28/88, refiled
with Registrant's Post-Effective Amendment No. 55, 4/27/95,
pursuant to Item 102 of Regulation S-T, and incorporated
herein by reference.
9. Not applicable.
10. Opinion and Consent of Counsel dated 2/28/74: Previously filed
with Registrant's Registration Statement, refiled with
Registrant's Post-Effective Amendment No. 55, 4/27/95, pursuant
to Item 102 of Regulation S-T, and incorporated herein by
reference.
11. Independent Auditors' Consent: Filed herewith.
12. Not applicable.
13. Not applicable.
14. (i) Form of Individual Retirement Account Trust Agreement:
Previously filed with Post-Effective Amendment No. 21 to
the Registration Statement of Oppenheimer U.S. Government
Trust (File No. 2-76645), 8/25/93, and incorporated herein
by reference.
(ii) Form of Standardized and Non-Standardized Profit Sharing
and Money Purchase Pension Plan for self-employed persons
and corporations: Previously filed with Post-Effective
Amendment No. 3 to the Registration Statement of
Oppenheimer Global Growth & Income Fund (File No. 33-
33799), 1/31/92 and refiled with Post-Effective Amendment
No. 7 to the Registration Statement of Oppenheimer Global
Growth & Income Fund (Reg. No. 33-33799), 12/1/94,
pursuant to Item 102 of Regulation S-T, and incorporated
herein by reference.
(iii) Form of Tax Sheltered Retirement Plan and Custody
Agreement for employees of public schools and tax-exempt
organizations: Previously filed with Post-Effective
Amendment No. 47 to the Registration Statement of
Oppenheimer Growth Fund (File No. 2-45272), 10/21/94, and
incorporated herein by reference.
(iv) Form of Simplified Employee Pension IRA: Previously filed
with Post-Effective Amendment No. 15 to the Registration
Statement of Oppenheimer Mortgage Income Fund (Reg. No.
33-6614), 1/19/95, and incorporated herein by reference.
(v) Form of Prototype 401(k) Plan: Filed with Post-Effective
Amendment No. 7 to the Registration Statement of
Oppenheimer Strategic Income & Growth Fund (Reg. No. 33-
47378), 9/28/95, and incorporated herein by reference.
15. Not applicable.
16. Performance Data computation schedule: Filed herewith.
17. Financial Data Schedule: Filed herewith.
18. Oppenheimer Funds Multiple Class Plan under Rule 18f-3 dated
10/24/95: Filed with Post-Effective Amendment No. 2 to the
Registration Statement of Oppenheimer California Tax-Exempt
Fund (Reg. No. 33-23566), 11/1/95, and incorporated herein by
reference.
-- Board Resolutions and Powers of Attorney: Filed herewith
(Bridget A. Macaskill); others previously filed with
Registrant's Post-Effective Amendment No. 52, 4/29/94, and
incorporated herein by reference.
Item 25. Persons Controlled by or under Common Control with Registrant
-------------------------------------------------------------
None
Item 26. Number of Holders of Securities
-------------------------------
Number of Record
Holders as of
Title of Class April __, 1996
-------------- ----------------
Capital Stock, par value $.10
Item 27. Indemnification
---------------
Reference is made to the provisions of Article SEVENTH of
Registrant's Articles of Incorporation, previously filed as an exhibit to
this Registration Statement, incorporated herein by reference, and to
Section 2-418 of the Maryland General Corporation Law.
Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and
controlling persons of Registrant pursuant to the foregoing provisions or
otherwise, Registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public
policy as expressed in the Securities Act of 1933 and is, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by Registrant of expenses incurred or
paid by a director, officer or controlling person of Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person, Registrant will, unless in the
opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question
whether such indemnification by it is against public policy as expressed
in the Securities Act of 1933 and will be governed by the final
adjudication of such issue.
Item 28. Business and Other Connections of Investment Adviser
- -------- ----------------------------------------------------
(a) OppenheimerFunds, Inc. is the investment adviser of the
Registrant; it and certain subsidiaries and affiliates act in the same
capacity to other registered investment companies as described in Parts
A and B hereof and listed in Item 28(b) below.
(b) There is set forth below information as to any other business,
profession, vocation or employment of a substantial nature in which each
officer and director of OppenheimerFunds, Inc. is, or at any time during
the past two fiscal years has been, engaged for his/her own account or in
the capacity of director, officer, employee, partner or trustee.
<TABLE>
<CAPTION>
Name & Current Position Other Business and Connections with
OppenheimerFunds, Inc. During the Past Two Years
- --------------------------- -------------------------------
<S> <C>
Mark Anson, Formerly Vice President of
Vice President Equity Derivatives at Salomon
Brothers, Inc.
Lawrence Apolito,
Vice President None.
Victor Babin,
Senior Vice President None.
Robert J. Bishop,
Assistant Vice President Treasurer of the Oppenheimer Funds
(listed below); previously a Fund
Controller for OppenheimerFunds,
Inc. (the "Manager").
Bruce Bartlett,
Vice President Vice President and Portfolio
Manager of Oppenheimer Total Return
Fund, Inc., Oppenheimer Main Street
Funds, Inc. and Oppenheimer
Variable Account Funds; formerly a
Vice President and Senior Portfolio
Manager at First of America
Investment Corp.
Susan Burton, None.
Assistant Vice President
George Bowen,
Senior Vice President & Treasurer Treasurer of the New York-based
Oppenheimer Funds; Vice President,
Secretary and Treasurer of the
Denver-based Oppenheimer Funds.
Vice President and Treasurer of
OppenheimerFunds Distributor, Inc.
(the "Distributor") and HarbourView
Asset Management Corporation
("HarbourView"), an investment
adviser subsidiary of the Manager;
Senior Vice President, Treasurer,
Assistant Secretary and a director
of Centennial Asset Management
Corporation ("Centennial"), an
investment adviser subsidiary of
the Manager; Vice President,
Treasurer and Secretary of
Shareholder Services, Inc. ("SSI")
and Shareholder Financial Services,
Inc. ("SFSI"), transfer agent
subsidiaries of the Manager;
President, Treasurer and Director
of Centennial Capital Corporation;
Vice President and Treasurer of
Main Street Advisers.
Michael A. Carbuto,
Vice President Vice President and Portfolio
Manager of Centennial California
Tax Exempt Trust, Centennial New
York Tax Exempt Trust and
Centennial Tax Exempt Trust; Vice
President of Centennial.
Ruxandra Chivu, None.
Assistant Vice President
Lynn Coluccy,
Vice President Formerly Vice President / Director
of Internal Audit of the Manager.
O. Leonard Darling,
Executive Vice President Formerly Co-Director of Fixed
Income for State Street Research &
Management Co.
Robert A. Densen,
Senior Vice President None.
Robert Doll, Jr.,
Executive Vice President Vice President and Portfolio
Manager of Oppenheimer Growth Fund,
Oppenheimer Variable Account Funds;
Senior Vice President and Portfolio
Manager of Oppenheimer Strategic
Income & Growth Fund; Vice
President of Oppenheimer Quest
Value Fund, Inc., Oppenheimer Quest
Officers Value Fund, Oppenheimer
Quest For Value Funds and
Oppenheimer Quest Global Value
Fund, Inc.
John Doney,
Vice President Vice President and Portfolio
Manager of Oppenheimer Equity
Income Fund.
Andrew J. Donohue,
Executive Vice President
& General Counsel Secretary of the New York-based
Oppenheimer Funds; Vice President
of the Denver-based Oppenheimer
Funds; Executive Vice President,
Director and General Counsel of the
Distributor; President and a
Director of Cetennial; formerly
Senior Vice President and Associate
General Counsel of the Manager and
the Distributor.
George Evans,
Vice President Vice President and Portfolio
Manager of Oppenheimer Global
Emerging Growth Fund.
Scott Farrar,
Assistant Vice President Assistant Treasurer of the
Oppenheimer Funds; previously a
Fund Controller for the Manager.
Katherine P. Feld,
Vice President and Secretary Vice President and Secretary of
OppenheimerFunds Distributor, Inc.;
Secretary of HarbourView, Main
Street Advisers, Inc. and
Centennial; Secretary, Vice
President and Director of
Centennial Capital Corp.
Ronald H. Fielding,
Senior Vice President Chairman of the Board and Director
of Rochester Fund Distributors,
Inc. ("RFD"); President and
Director of Fielding Management
Company, Inc. ("FMC"); President
and Director of Rochester Capital
Advisors, Inc. ("RCAI"); President
and Director of Rochester Fund
Services, Inc. ("RFS"); President
and Director of Rochester Tax
Managed Fund, Inc.; Vice President
and Portfolio Manager of Rochester
Fund Municipals and Rochester
Portfolio Series - Limited Term New
York Municipal Fund.
Jon S. Fossel,
Chairman of the Board and Director Director of OAC, the Manager's
parent holding company; President,
CEO and a director of HarbourView;
a director of SSI and SFSI;
President, Director, Trustee, and
Managing General Partner of the
Denver-based Oppenheimer Funds;
President and Chairman of the Board
of Main Street Advisers, Inc.;
formerly Chief Executive Officer of
the Manager.
John Fortuna, None.
Assistant Vice President
Robert G. Galli,
Vice Chairman Trustee of the New York-based
Oppenheimer Funds; Vice President
and Counsel of OAC; formerly he
held the following positions: a
director of the Distributor, Vice
President and a director of
HarbourView and Centennial, a
director of SFSI and SSI, an
officer of other Oppenheimer Funds
and Executive Vice President &
General Counsel of the Manager and
the Distributor.
Linda Gardner,
Assistant Vice President None.
Ginger Gonzalez,
Vice President Formerly 1st Vice President /
Director of Creative Services for
Shearson Lehman Brothers.
Mildred Gottlieb,
Assistant Vice President Formerly served as a Strategy
Consultant for the Private Client
Division of Merrill Lynch.
Caryn Halbrecht,
Vice President Vice President and Portfolio
Manager of Oppenheimer Insured Tax-
Exempt Fund and Oppenheimer
Intermediate Tax Exempt Fund; an
officer of other Oppenheimer Funds;
formerly Vice President of Fixed
Income Portfolio Management at
Bankers Trust.
Barbara Hennigar,
President and Chief Executive
Officer of OppenheimerFunds
Services, a division of the Manager President and Director of SFSI.
Dorothy Hirshman, None.
Assistant Vice President
Alan Hoden,
Vice President None.
Merryl Hoffman,
Vice President None.
Scott T. Huebl,
Assistant Vice President None.
Jane Ingalls,
Assistant Vice President Formerly a Senior Associate with
Robinson, Lake/Sawyer Miller.
Bennett Inkeles,
Assistant Vice President Formerly employed by Doremus &
Company, an advertising agency.
Ronald Jamison, Formerly Vice President and
Vice President Associate General Counsel at
Prudential Securities, Inc.
Frank Jennings,
Vice President Portfolio Manager of Oppenheimer
Global Growth & Income Fund.
Formerly a Managing Director of
Global Equities at Paine Webber's
Mitchell Hutchins division.
Stephen Jobe,
Vice President None.
Heidi Kagan,
Assistant Vice President None.
Avram Kornberg,
Vice President Formerly a Vice President with
Bankers Trust.
Paul LaRocco,
Assistant Vice President Portfolio Manager of Oppenheimer
Variable Account Funds; Associate
Portfolio Manager of Oppenheimer
Discovery Fund. Formerly a
Securities Analyst for Columbus
Circle Investors.
Mitchell J. Lindauer,
Vice President None.
Loretta McCarthy,
Executive Vice President None.
Bridget Macaskill,
President, Chief Executive Officer
and Director President, Director and Trustee of
the New York-based and the Denver-
based Oppenheimer funds; President
and a Director of OAC, HarbourView
and Oppenheimer Partnership
Holdings, Inc.; Director of Main
Street Advisers, Inc.; Chairman and
Director of SSI.
Timothy Martin, Formerly Vice President, Mortgage
Assistant Vice President Trading, at S.N. Phelps & Co.,
Salomon Brothers, and Kidder Peabody.
Sally Marzouk,
Vice President None.
Marilyn Miller,
Vice President Formerly a Director of marketing
for TransAmerica Fund Management
Company.
Robert J. Milnamow,
Vice President Vice President and Portfolio
Manager of Oppenheimer Main Street
Funds, Inc. Formerly a Portfolio
Manager with Phoenix Securities
Group.
Denis R. Molleur,
Vice President None.
Kenneth Nadler,
Vice President None.
David Negri,
Vice President Vice President and Portfolio
Manager of Oppenheimer Variable
Account Funds, Oppenheimer
Strategic Income Fund, Oppenheimer
Strategic Income & Growth Fund; an
officer of other Oppenheimer Funds.
Barbara Niederbrach,
Assistant Vice President None.
Robert A. Nowaczyk,
Vice President None.
Robert E. Patterson,
Senior Vice President Vice President and Portfolio
Manager of Oppenheimer Main Street
Funds, Inc., Oppenheimer Multi-
State Tax-Exempt Trust, Oppenheimer
Tax-Exempt Fund, Oppenheimer
California Tax-Exempt Fund,
Oppenheimer New York Tax-Exempt
Fund and Oppenheimer Tax-Free Bond
Fund; Vice President of The New
York Tax-Exempt Income Fund, Inc.;
Vice President of Oppenheimer
Multi-Sector Income Trust.
Tilghman G. Pitts III,
Executive Vice President
and Director Chairman and Director of the
Distributor.
Jane Putnam,
Vice President Associate Portfolio Manager of
Oppenheimer Growth Fund; Vice
President and Portfolio Manager of
Oppenheimer Target Fund and
Oppenheimer Variable Account Funds.
Formerly Senior Investment Officer
and Portfolio Manager with Chemical
Bank.
Russell Read,
Vice President Formerly an International Finance
Consultant for Dow Chemical.
Thomas Reedy,
Vice President Vice President of Oppenheimer
Multi-Sector Income Trust and
Oppenheimer Multi-Government Trust;
an officer of other Oppenheimer
Funds; formerly a Securities
Analyst for the Manager.
David Robertson,
Vice President None.
Adam Rochlin,
Vice President Formerly a Product Manager for
Metropolitan Life Insurance
Company.
Michael S. Rosen
Vice President Vice President of RFS; President
and Director of RFD; Vice President
and Director of FMC; Vice President
and director of RCAI; General
Partner of RCA; Vice President and
Director of Rochester Tax Managed
Fund Inc.; Vice President and
Portfolio Manager of Rochester Fund
Series - The Bond Fund For Growth.
David Rosenberg,
Vice President Vice President and Portfolio
Manager of Oppenheimer Limited-Term
Government Fund, Oppenheimer U.S.
Government Trust and Oppenheimer
Integrity Funds. Formerly Vice
President and Senior Portfolio
Manager for Delaware Investment
Advisors.
Richard H. Rubinstein,
Vice President Vice President and Portfolio
Manager of Oppenheimer Asset
Allocation Fund, Oppenheimer Fund
and Oppenheimer Variable Account
Funds; an officer of other
Oppenheimer Funds; formerly Vice
President and Portfolio
Manager/Security Analyst for
Oppenheimer Capital Corp., an
investment adviser.
Lawrence Rudnick,
Vice President Formerly Vice President of Dollar
Dry Dock Bank.
James Ruff,
Executive Vice President None.
Ellen Schoenfeld,
Assistant Vice President None.
Diane Sobin,
Vice President Vice President and Portfolio
Manager of Oppenheimer Gold &
Special Minerals Fund, Oppenheimer
Total Return Fund, Inc. Oppenheimer
Main Street Funds, Inc. and
Oppenheimer Variable Account Funds;
formerly a Vice President and
Senior Portfolio Manager for Dean
Witter InterCapital, Inc.
Nancy Sperte,
Executive Vice President None.
Donald W. Spiro,
Chairman Emeritus and Director Vice Chairman and Trustee of the
New York-based Oppenheimer Funds;
formerly Chairman of the Manager
and the Distributor.
Arthur Steinmetz,
Senior Vice President Vice President and Portfolio
Manager of Oppenheimer Strategic
Income Fund, Oppenheimer Strategic
Income & Growth Fund; an officer of
other Oppenheimer Funds.
Ralph Stellmacher,
Senior Vice President Vice President and Portfolio
Manager of Oppenheimer Champion
Income Fund and Oppenheimer High
Yield Fund; an officer of other
Oppenheimer Funds.
John Stoma,
Vice President Formerly Vice President of Pension
Marketing with Manulife Financial.
James C. Swain,
Vice Chairman of the Board Chairman, CEO and Trustee, Director
or Managing Partner of the Denver-
based Oppenheimer Funds; President
and a Director
of Centennial; formerly President
and Director of OAMC, and Chairman
of the Board of SSI.
James Tobin,
Vice President None.
Jay Tracey,
Vice President Vice President of the Manager; Vice
President and Portfolio Manager of
Oppenheimer Discovery Fund,
Oppenheimer Global Emerging Growth
Fund and Oppenheimer Enterprise
Fund. Formerly Managing Director
of Buckingham Capital Management.
Gary Tyc,
Vice President, Assistant
Secretary and Assistant Treasurer Assistant Treasurer of the
Distributor and SFSI.
Jeffrey Van Giesen,
Vice President Formerly employed by Kidder Peabody
Asset Management.
Ashwin Vasan,
Vice President Vice President and Portfolio
Manager of Oppenheimer Multi-Sector
Income Trust, Oppenheimer Multi-
Government Trust and Oppenheimer
International Bond Fund; an officer
of other Oppenheimer Funds.
Valerie Victorson,
Vice President None.
Dorothy Warmack,
Vice President Vice President and Portfolio
Manager of Daily Cash Accumulation
Fund, Inc., Oppenheimer Cash
Reserves, Oppenheimer Variable
Account Funds, Centennial America
Fund, L.P., Centennial Government
Trust and Centennial Money Market
Trust; Vice President of
Centennial.
Jerry Webman, Director of New York-based
Senior Vice President tax-exempt fixed income
Oppenheimer Funds; Formerly
Managing Director and Chief
Fixed Income Strategist at
Prudential Mutual Funds.
Christine Wells,
Vice President None.
William L. Wilby,
Senior Vice President Vice President and Portfolio
Manager of Oppenheimer Variable
Account Funds, Oppenheimer Global
Fund and Oppenheimer Global Growth
& Income Fund; Vice President of
HarbourView; an officer of other
Oppenheimer Funds.
Carol Wolf,
Vice President Vice President and Portfolio
Manager of Oppenheimer Money Market
Fund, Inc., Centennial America
Fund, L.P., Centennial Government
Trust, Centennial Money Market
Trust and Daily Cash Accumulation
Fund, Inc.; Vice President of
Oppenheimer Multi-Sector Income
Trust; Vice President of
Centennial.
Robert G. Zack,
Senior Vice President and
Assistant Secretary Associate General Counsel of the
Manager; Assistant Secretary of the
Oppenheimer Funds; Assistant
Secretary of SSI, SFSI; an officer
of other Oppenheimer Funds.
Eva A. Zeff,
Assistant Vice President An officer of certain Oppenheimer
Funds; formerly a Securities
Analyst for the Manager.
Arthur J. Zimmer,
Vice President Vice President and Portfolio
Manager of Oppenheimer Variable
Account Funds, Centennial America
Fund, L.P., Centennial Government
Trust, Centennial Money Market
Trust and Daily Cash Accumulation
Fund, Inc.; Vice President of
Oppenheimer Multi-Sector Income
Trust; Vice President of
Centennial; an officer of other
Oppenheimer Funds.
</TABLE>
The Oppenheimer Funds include the New York-based Oppenheimer Funds and
the Denver-based Oppenheimer Funds set forth below:
New York-based Oppenheimer Funds
- --------------------------------
Oppenheimer Asset Allocation Fund
Oppenheimer California Tax-Exempt Fund
Oppenheimer Discovery Fund
Oppenheimer Enterprise Fund
Oppenheimer Global Emerging Growth Fund
Oppenheimer Global Fund
Oppenheimer Global Growth & Income Fund
Oppenheimer Gold & Special Minerals Fund
Oppenheimer Growth Fund
Oppenheimer International Growth Fund
Oppenheimer Money Market Fund, Inc.
Oppenheimer Multi-Government Trust
Oppenheimer Multi-Sector Income Trust
Oppenheimer Multi-State Tax-Exempt Trust
Oppenheimer New York Tax-Exempt Fund
Oppenheimer Fund
Oppenheimer Quest Global Value Fund, Inc.
Oppenheimer Quest Value Fund, Inc.
Oppenheimer Quest for Value Funds
Oppenheimer Target Fund
Oppenheimer Tax-Free Bond Fund
Oppenheimer U.S. Government Trust
Denver-based Oppenheimer Funds
- ------------------------------
Oppenheimer Cash Reserves
Centennial America Fund, L.P.
Centennial California Tax Exempt Trust
Centennial Government Trust
Centennial Money Market Trust
Centennial New York Tax Exempt Trust
Centennial Tax Exempt Trust
Daily Cash Accumulation Fund, Inc.
The New York Tax-Exempt Income Fund, Inc.
Oppenheimer Champion Income Fund
Oppenheimer Equity Income Fund
Oppenheimer High Yield Fund
Oppenheimer Integrity Funds
Oppenheimer International Bond Fund
Oppenheimer Limited-Term Government Fund
Oppenheimer Main Street Funds, Inc.
Oppenheimer Strategic Funds Trust
Oppenheimer Strategic Income & Growth Fund
Oppenheimer Tax-Exempt Fund
Oppenheimer Total Return Fund, Inc.
Oppenheimer Variable Account Funds
Rochester-based Funds
- ---------------------
Bond Fund Series - Oppenheimer Bond Fund For
Growth
Rochester Fund Municipals
Rochester Portfolio Series - Limited Term
New York Municipal Fund
The address of OppenheimerFunds, Inc., the New York-based Oppenheimer
Funds, OppenheimerFunds Distributor, Inc., HarbourView Asset Management
Corp., Oppenheimer Partnership Holdings, Inc., and Oppenheimer Acquisition
Corp. is Two World Trade Center, New York, New York 10048-0203.
The address of the Denver-based Oppenheimer Funds, Shareholder
Financial Services, Inc., Shareholder Services, Inc., OppenheimerFunds
Services, Centennial Asset Management Corporation, Centennial Capital
Corp., and Main Street Advisers, Inc. is 3410 South Galena Street, Denver,
Colorado 80231.
The address of the Rochester-based funds is 350 Linden Oaks,
Rochester, New York 14625-2807.
Item 29. Principal Underwriter
- -------- ---------------------
(a) OppenheimerFunds Distributor, Inc. is the Distributor of
Registrant's shares. It is also the Distributor of each of the other
registered open-end investment companies for which OppenheimerFunds, Inc.
is the investment adviser, as described in Part A and B of this
Registration Statement and listed in Item 28(b) above.
(b) The directors and officers of the Registrant's principal
underwriter are:
<TABLE>
<CAPTION>
Positions and
Name & Principal Positions & Offices Offices with
Business Address with Underwriter Registrant
- ---------------- ------------------- -------------
<S> <C> <C>
Christopher Blunt Vice President None
6 Baker Avenue
Westport, CT 06880
George Clarence Bowen+ Vice President & Treasurer Vice President
and Treasurer
of the NY-based
Oppenheimer
funds / Vice
President,
Secretary and
Treasurer of
the Denver-
based Oppen-
heimer funds
Julie Bowers Vice President None
21 Dreamwold Road
Scituate, MA 02066
Peter W. Brennan Vice President None
1940 Cotswold Drive
Orlando, FL 32825
Mary Ann Bruce* Senior Vice President - None
Financial Institution Div.
Robert Coli Vice President None
12 Whitetail Lane
Bedminster, NJ 07921
Ronald T. Collins Vice President None
710-3 E. Ponce DeLeon Ave.
Decatur, GA 30030
Bill Coughlin Vice President None
1400 Laurel Avenue
Apt. W710
Minneapolis, MN 55403
Mary Crooks+ Vice President None
Paul Delli-Bovi Vice President None
750 West Broadway
Apt. 5M
Long Beach, NY 11561
Andrew John Donohue* Executive Vice Secretary of
President & Director the New York-
based Oppen-
heimer funds /
Vice President
of the Denver-
based Oppen-
heimer funds
Wendy H. Ehrlich Vice President None
4 Craig Street
Jericho, NY 11753
Kent Elwell Vice President None
41 Craig Place
Cranford, NJ 07016
John Ewalt Vice President None
2301 Overview Dr. NE
Tacoma, WA 98422
Katherine P. Feld* Vice President & Secretary None
Mark Ferro Vice President None
43 Market Street
Breezy Point, NY 11697
Ronald H. Fielding++ Vice President None
Reed F. Finley Vice President - None
1657 Graefield Financial Institution Div.
Birmingham, MI 48009
Wendy Fishler* Vice President - None
Financial Institution Div.
Ronald R. Foster Senior Vice President - None
11339 Avant Lane Eastern Division Manager
Cincinnati, OH 45249
Patricia Gadecki Vice President None
6026 First Ave. South,
Apt. 10
St. Petersburg, FL 33707
Luiggino Galleto Vice President None
10239 Rougemont Lane
Charlotte, NC 28277
Mark Giles Vice President - None
5506 Bryn Mawr Financial Institution Div.
Dallas, TX 75209
Ralph Grant* Vice President/National None
Sales Manager - Financial
Institution Div.
Sharon Hamilton Vice President None
720 N. Juanita Ave. - #1
Redondo Beach, CA 90277
Carla Jiminez Vice President None
609 Chimney Bluff Drive
Mt. Pleasant, SC 29464
Mark D. Johnson Vice President None
7512 Cromwell Dr. Apt 1
Clayton, MO 63105
Michael Keogh* Vice President None
Richard Klein Vice President None
4011 Queen Avenue South
Minneapolis, MN 55410
Ilene Kutno* Assistant Vice President None
Wayne A. LeBlang Senior Vice President - None
23 Fox Trail Director Eastern Div.
Lincolnshire, IL 60069
Dawn Lind Vice President - None
7 Maize Court Financial Institution Div.
Melville, NY 11747
James Loehle Vice President None
30 John Street
Cranford, NJ 07016
Laura Mulhall* Senior Vice President - None
Director of Key Accounts
Charles Murray Vice President None
50 Deerwood Drive
Littleton, CO 80127
Joseph Norton Vice President None
1550 Bryant Street
San Francisco, CA 94103
Patrick Palmer Vice President None
958 Blue Mountain Cr.
West Lake Village, CA 91362
Randall Payne Vice President - None
1307 Wandering Way Dr. Financial Institution Div.
Charlotte, NC 28226
Gayle Pereira Vice President None
2707 Via Arboleda
San Clemente, CA 92672
Charles K. Pettit Vice President None
22 Fall Meadow Dr.
Pittsford, NY 14534
Bill Presutti Vice President None
19 Spinnaker Way
Portsmouth, NH 03801
Tilghman G. Pitts, III* Chairman & Director None
Elaine Puleo* Vice President - None
Financial Institution Div.
Minnie Ra Vice President - None
109 Peach Street Financial Institution Div.
Avenel, NJ 07001
Ian Robertson Vice President None
4204 Summit Wa
Marietta, GA 30066
Michael S. Rosen++ Vice President None
James Ruff* President None
Timothy Schoeffler Vice President None
3118 N. Military Road
Arlington, VA 22207
Mark Schon Vice President None
10483 E. Corrine Dr.
Scottsdale, AZ 85259
Michael Sciortino Vice President None
785 Beau Chene Dr.
Mandeville, LA 70448
James A. Shaw Vice President - None
5155 West Fair Place Financial Institution Div.
Littleton, CO 80123
Robert Shore Vice President - None
26 Baroness Lane Financial Institution Div.
Laguna Niguel, CA 92677
Peggy Spilker Vice President - None
2017 N. Cleveland, #2 Financial Institution Div.
Chicago, IL 60614
Michael Stenger Vice President None
C/O America Building
30 East Central Pkwy
Suite 1008
Cincinnati, OH 45202
George Sweeney Vice President None
1855 O'Hara Lane
Middletown, PA 17057
Scott McGregor Tatum Vice President None
7123 Cornelia Lane
Dallas, TX 75214
David G. Thomas Vice President - None
111 South Joliet Circle Financial Institution Div.
#304
Aurora, CO 80112
Philip St. John Trimble Vice President None
2213 West Homer
Chicago, IL 60647
Gary Paul Tyc+ Assistant Treasurer None
Mark Stephen Vandehey+ Vice President None
Gregory K. Wilson Vice President None
2 Side Hill Road
Westport, CT 06880
* Two World Trade Center, New York, NY 10048-0203
+ 3410 South Galena St., Denver, CO 80231
++ 350 Linden Oaks, Rochester, NY 14625-2807
</TABLE>
(c) Not applicable.
Item 30. Location of Accounts and Records
--------------------------------
The accounts, books and other documents required to be maintained by
Registrant pursuant to Section 31(a) of the Investment Company Act
and rules promulgated thereunder are in possession of
OppenheimerFunds, Inc. at its offices at 3410 South Galena Street,
Denver, Colorado 80231.
Item 31. Management Services
-------------------
Not applicable.
Item 32. Undertakings
------------
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
<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 11th day of April, 1996.
OPPENHEIMER MONEY MARKET FUND, INC.
By: /s/ Bridget A. Macaskill*
----------------------------------------
Bridget A. Macaskill, President
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:
<TABLE>
<CAPTION>
Signatures Title Date
- ---------- ----- ----
<S> <C> <C>
/s/ Leon Levy* Chairman of the
- -------------- Board of Trustees April 11, 1996
Leon Levy
/s/ Donald W. Spiro* Trustee April 11, 1996
- --------------------
Donald W. Spiro
/s/ George Bowen* Chief Financial
- ----------------- and Accounting
George Bowen Officer April 11, 1996
/s/ Robert G. Galli* Trustee April 11, 1996
- -------------------
Robert G. Galli
/s/ Benjamin Lipstein* Trustee April 11, 1996
- ----------------------
Benjamin Lipstein
/s/ Bridget A. Macaskill President, April 11, 1996
- ------------------------ Principal Executive
Officer and Trustee
/s/ Elizabeth B. Moynihan* Trustee April 11, 1996
- --------------------------
Elizabeth B. Moynihan
/s/ Kenneth A. Randall* Trustee April 11, 1996
- -----------------------
Kenneth A. Randall
/s/ Edward V. Regan* Trustee April 11, 1996
- --------------------
Edward V. Regan
/s/ Russell S. Reynolds, Jr.* Trustee April 11, 1996
- -----------------------------
Russell S. Reynolds, Jr.
/s/ Sidney M. Robbins* Trustee April 11, 1996
- ----------------------
Sidney M. Robbins
/s/ Pauline Trigere* Trustee April 11, 1996
- --------------------
Pauline Trigere
/s/ Clayton K. Yeutter* Trustee April 11, 1996
- -----------------------
Clayton K. Yeutter
*By: /s/ Robert G. Zack
- --------------------------------
Robert G. Zack, Attorney-in-Fact
</TABLE>
<PAGE>
OPPENHEIMER MONEY MARKET FUND, INC.
Registration No. 2-49887
Post-Effective Amendment No. 55
EXHIBIT INDEX
Exhibit No.
24(b)(11) Independent Auditors' Consent
24(b)(16) Performance Data Calculation Schedule
24(b)(17) Financial Data Schedule
-- Power of Attorney for Bridget A. Macaskill
INDEPENDENT AUDITORS' CONSENT
The Board of Trustees
Oppenheimer Money Market Fund, Inc.:
We consent to the use of our report dated January 22, 1996 included herein
and to the reference to our Firm under the heading "Financial Highlights"
in Part A of the registration statement.
/s/ KPMG Peat Marwick LLP
- -------------------------
KPMG Peat Marwick LLP
Denver, Colorado
April 10, 1996
Oppenheimer Money Market Fund, Inc.
Exhibit 24(b)(16) to Form N-1A
Performance Data Computation Schedule
1. YIELD AND EFFECTIVE YIELD FOR 7-DAY PERIOD ENDED 12/31/95:
Calculations of the Fund's "Yield" and "Compounded Effective Yield" set
forth in the section entitled "Yield Information" in the Statement of
Additional Information were made as follows:
Date Daily Accrual Per Share (in $)
12/25/95 .0001378
12/26/95 .0001385
12/27/95 .0001390
12/28/95 .0001384
12/29/95 .0001408
12/30/95 .0001408
12/31/95 .0001408
Seven Day
Total: .0009761
Current Yield: $0.0009761/7 x 365 = 5.09%
365/7
Effective Yield: (.0009761 + 1) - 1 = 5.22%
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000074673
<NAME> OPPENHEIMER MONEY MARKET FUND, INC.
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 817635405
<INVESTMENTS-AT-VALUE> 817635405
<RECEIVABLES> 35076883
<ASSETS-OTHER> 115521
<OTHER-ITEMS-ASSETS> 5464842
<TOTAL-ASSETS> 858292651
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 40364941
<TOTAL-LIABILITIES> 40364941
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 817937200
<SHARES-COMMON-STOCK> 817937200
<SHARES-COMMON-PRIOR> 929003622
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (9490)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 817927710
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 52074805
<OTHER-INCOME> 0
<EXPENSES-NET> 7704024
<NET-INVESTMENT-INCOME> 44370781
<REALIZED-GAINS-CURRENT> 639389
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 45010170
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 44968631
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 1772666521
<NUMBER-OF-SHARES-REDEEMED> 1926240803
<SHARES-REINVESTED> 42507860
<NET-CHANGE-IN-ASSETS> (111024883)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (51029)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 3759621
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 7704024
<AVERAGE-NET-ASSETS> 855000000
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> .05
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> .05
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> .90
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes
and appoints Andrew J. Donohue or Robert G. Zack, and each of them, her
true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for her and in her capacity as a trustee
of OPPENHEIMER MONEY MARKET FUND, INC., a Massachusetts business trust
(the "Fund"), to sign on her behalf any and all Registration Statements
(including any post-effective amendments to Registration Statements) under
the Securities Act of 1933, the Investment Company Act of 1940 and any
amendments and supplements thereto, and other documents in connection
thereunder, and to file the same, with all exhibits thereto, and other
documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of
them, full power and authority to do and perform each and every act and
thing requisite and necessary to be done in and about the premises, as
fully as to all intents and purposes as she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and
agents, and each of them, may lawfully do or cause to be done by virtue
hereof.
Dated this 5th day of October, 1995.
/s/ Bridget A. Macaskill
- ------------------------
Bridget A. Macaskill
