February 28, 1995
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Attn.: Mr. Frank Donaty, Jr.
Mrs. Patricia P. Williams
Re: Oppenheimer Variable Account Funds/Reg. No. 2-93177, File No.
811-4108
To the Securities and Exchange Commission:
Enclosed for your information and files is a copy of an electronic
("EDGAR") filing made pursuant to Rule 24f-2 of the Investment Company Act
of 1940 (the "1940 Act") on February 27, 1995 on behalf of Oppenheimer
Variable Account Funds accompanied by an opinion of counsel for the
registration of additional shares of the above Fund. The filing fees,
calculated at the rate of 1/29 of 1% of the value of the Fund's shares
sold in excess of the shares redeemed for the fiscal year ended December
31, 1994, in an aggregate amount of $130,712 were wired to the SEC's
account at Mellon Bank on February 21, 1995 (Fed Wire Nos. 2726, 2728 (two
wires), 2730, 2725, 2729 and 2731) and referenced this filing. The Fund
has previously registered an indefinite number of shares pursuant to Rule
24f-2.
The purpose of the Notice is to make definite the registration of
151,084,269 shares of the Oppenheimer Money Fund portfolio, 9,936,582
shares of the Oppenheimer High Income Fund portfolio, 5,002,623 shares of
the Oppenheimer Bond Fund portfolio, 7,912,557 shares of the Oppenheimer
Capital Appreciation Fund portfolio, 2,577,268 shares of the Oppenheimer
Growth Fund portfolio, 9,807,084 shares of the Oppenheimer Multiple
Strategies Fund portfolio, 22,151,454 shares of the Oppenheimer Global
Securities Fund portfolio, and 3,749,500 shares of the Oppenheimer
Strategic Bond Fund portfolio, all in reliance on Rule 24f-2.
Very truly yours,
Katherine P. Feld
Vice President &
Associate Counsel
(212) 323-0252
KPF/gl
Enclosures
cc (w/enclosures): Allan B. Adams, Esq.
Bob Bishop
Gloria LaFond
SEC/6001
<PAGE>
Rule 24f-2 Notice for Oppenheimer Variable Account Funds
3410 South Galena Street, Denver, Colorado 80231
(Registration No. 2-93177, File No. 811-4108)
NOTICE IS HEREBY GIVEN that Oppenheimer Variable Account Funds, having
previously filed in its registration statement a declaration that an
indefinite number of its shares of beneficial interest were being
registered pursuant to Rule 24f-2 of the Investment Company Act of 1940,
now elects to continue such indefinite registration.
(i) This Notice is being filed for the fiscal year ended December 31,
1994 with respect to Oppenheimer Money Fund, Oppenheimer High
Income Fund, Oppenheimer Bond Fund, Oppenheimer Capital
Appreciation Fund, Oppenheimer Growth Fund, Oppenheimer Multiple
Strategies Fund, Oppenheimer Global Securities Fund and Oppenheimer
Strategic Bond Fund.
(ii) Shares which had been registered other than pursuant to this Rule
remaining unsold at the beginning of the above fiscal year were as
follows:
Oppenheimer Money Fund 37,533,853
Oppenheimer High Income Fund -0-
Oppenheimer Bond Fund -0-
Oppenheimer Capital Appreciation Fund -0-
Oppenheimer Growth Fund -0-
Oppenheimer Multiple Strategies Fund -0-
Oppenheimer Global Securities Fund -0-
Oppenheimer Strategic Bond Fund -0-
(iii) Shares registered other than pursuant to this Rule during the above
fiscal year were as follows:
Oppenheimer Money Fund -0-
Oppenheimer High Income Fund -0-
Oppenheimer Bond Fund -0-
Oppenheimer Capital Appreciation Fund -0-
Oppenheimer Growth Fund -0-
Oppenheimer Multiple Strategies Fund -0-
Oppenheimer Global Securities Fund -0-
Oppenheimer Strategic Bond Fund -0-
(iv) The number of shares sold during the above fiscal year for each
portfolio was as follows: (1)
Oppenheimer Money Fund 175,917,558
Oppenheimer High Income Fund 9,936,582
Oppenheimer Bond Fund 5,002,623
Oppenheimer Capital Appreciation Fund 7,912,557
Oppenheimer Growth Fund 2,577,268
Oppenheimer Multiple Strategies Fund 9,807,084
Oppenheimer Global Securities Fund 22,151,454
Oppenheimer Strategic Bond Fund 3,749,500
(v) The number of shares sold during the above fiscal year for each
portfolio in reliance upon registration pursuant to this Rule was
as follows:
Oppenheimer Money Fund 151,084,269
Oppenheimer High Income Fund 9,936,582
Oppenheimer Bond Fund 5,002,623
Oppenheimer Capital Appreciation Fund 7,912,557
Oppenheimer Growth Fund 2,577,268
Oppenheimer Multiple Strategies Fund 9,807,084
Oppenheimer Global Securities Fund 22,151,454
Oppenheimer Strategic Bond Fund 3,749,500
Pursuant to the requirements of the Investment Company Act of 1940, the
undersigned registrant has caused this notice to be signed on its behalf
this 22nd day of February, 1995.
Oppenheimer Variable Account Funds
By______________________________
Robert G. Zack, Assistant Secretary
_____________
(1) The calculation of the aggregate sales price is made pursuant to Rule
24f-2 of the Investment Company Act of 1940. Based upon an actual
aggregate sales price for which securities of each portfolio were sold
during the previous fiscal year as shown below, reduced by an actual
aggregate redemption price of securities of each portfolio of the issuer
redeemed during such previous fiscal year as shown below, the filing fee
(calculated at the rate of 1/29 of 1%) is as indicated below.
<PAGE>
<TABLE>
<CAPTION>
Difference
Between Value
Value of of Shares Sold
Value of Shares and Value of
Shares Sold Redeemed Shares Redeemed Fee
<S> <C> <C> <C>
Oppenheimer Money Fund $175,917,558 ($151,084,269) $24,833,289 $ -0- (1)
Oppenheimer High Income
Fund $81,477,904 ($75,726,156) $ 5,751,748 $1,984
Oppenheimer Bond Fund $ 56,466,171 ($30,950,944) $25,515,227 $8,798
Oppenheimer Capital
Appreciation Fund $173,453,586 ($114,272,197) $59,181,389 $20,407
Oppenheimer Growth Fund $45,230,951 ($ 38,999,875) $ 6,231,076 $ 2,149
Oppenheimer Multiple
Strategies Fund $ 84,443,396 ($ 37,006,732) $47,436,664 $16,357
Oppenheimer Global
Securities Fund $336,310,887 ($112,426,012) $223,884,875 $77,202
Oppenheimer Strategic Bond
Fund $ 18,415,292 ($ 7,350,665) $11,064,627 $ 3,815
<FN> Total Fee $130,712
________________
(1)Using 24,833,289 shares previously registered valued at $24,833,289. Share previously registered remaining unsold at
December 31, 1994 total 12,700,564.
</TABLE>
SEC/6001
<PAGE>
MYER, SWANSON, ADAMS & WOLF, P.C.
Attorney At Law
The Colorado State Bank Building
1600 Broadway - Suite 1850
Denver, Colorado 80202-4918
Telephone (303) 866-9800
Facsimile (303) 866-9818
February 22, 1995
Oppenheimer Variable Account Funds
3410 South Galena Street
Denver, Colorado 80231
Gentlemen:
In connection with the public offering of the no par value shares of
Oppenheimer Variable Account Funds, a business trust organized under the
laws of the Commonwealth of Massachusetts (the "Trust"), as counsel for
the Trust, we have examined such records and documents and have made such
further investigation and examination as we deem necessary for the purpose
of this opinion.
As of the end of its fiscal year, the Trust was composed of eight separate
series, the Oppenheimer Money Fund, Oppenheimer Bond Fund, Oppenheimer
Growth Fund, Oppenheimer Global Securities Fund, Oppenheimer High Income
Fund, Oppenheimer Multiple Strategies Fund, Oppenheimer Strategic Bond
Fund, and Oppenheimer Capital Appreciation Fund. Each series sells its
shares separately to separate accounts offered by various life insurance
companies pursuant to separate registration statements and prospectuses.
We are advised that during the year ending December 31, 1994, the
following shares of beneficial interest in each series of the Trust were
sold in reliance on the registration of an indefinite number of shares
pursuant to Rule 24f-2 of the Investment Company Act of 1940:
Oppenheimer Oppenheimer Oppenheimer
Money Fund Bond Fund Growth Fund
151,084,269 5,002,623 2,577,268
Oppenheimer High Oppenheimer Capital Oppenheimer Multiple
Income Fund Appreciation Fund Strategies Fund
9,936,582 7,912,557 9,807,084
Oppenheimer Global Oppenheimer Strategic
Securities Fund Bond Fund
22,151,454 3,749.500
It is our opinion that the said shares of beneficial interest in each
series sold by the Trust in reliance on Rule 24f-2 of the Investment
Company Act of 1940 are legally issued and, subject to the matters
mentioned in the next paragraph, fully paid and nonassessable by the
Trust.
Under Massachusetts law, shareholders of the Trust may, under certain
circumstances, be held personally liable as partners for the obligations
of the Trust. The Declaration of Trust does, however, contain an express
disclaimer of shareholder liability for acts or obligations of the Trust
and requires that notice of such disclaimer be given in each agreement,
obligation, or instrument entered into or executed by the Trust or the
Trustees. The Declaration of Trust provides for indemnification out of
the trust property of any shareholder held personally liable for the
obligations of the Trust. The Declaration of Trust also provides that the
Trust shall, upon request, assume the defense of any claim made against
any shareholder for any act or obligation of the Trust and satisfy any
judgment thereon.
Sincerely,
/s/ Allan B. Adams
Allan B. Adams
of MYER, SWANSON, ADAMS & WOLF, P.C.