OPPENHEIMER DISCOVERY FUND
497, 1994-02-24
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OPPENHEIMER DISCOVERY FUND
Supplement dated February 25, 1994
to the Prospectus dated January 20, 1994

        The section of the Prospectus entitled "Management of the Fund" on
pages 9-10 is amended by replacing the first full paragraph on page 10
with the following paragraph:

               Effective February 25, 1994, Mr. Paul LaRocco, an Assistant
        Vice President of the Manager, serves as the acting Portfolio
        Manager of the Fund, for which he has acted as an associate
        portfolio manager since January, 1993, when he joined the
        Manager.  He also serves as the Portfolio Manager for the
        Capital Appreciation Fund of Oppenheimer Variable Account Funds
        and as acting Portfolio Manager of Oppenheimer Time Fund.  Prior
        to joining the Manager, he was a securities analyst for Columbus
        Circle Investors, an investment adviser, prior to which he was
        an investment analyst for Chicago Title & Trust Company.  For
        more information about the Trustees and Officers of the Fund,
        please refer to "Trustees and Officers" in the Statement of
        Additional Information.

February 25, 1994                                                 PS500


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