OPPENHEIMER DISCOVERY FUND
Supplement dated January 3, 1995 to the
Prospectus dated April 1, 1994
The Prospectus is amended as follows:
1. The supplement dated September 19, 1994 to the Prospectus is replaced
by this supplement.
2. The fourth paragraph under the caption "Management of the Fund" on
page 10 is deleted in its entirety and replaced with the following: "Jay
W. Tracey III is the Portfolio Manager of the Fund, and became the
Portfolio Manager and the person principally responsible for the day-to-
day management of the Fund's portfolio on September 19, 1994. He is also
a Vice President of the Manager. From February 1994 through September
1994, Mr. Tracey was a Managing Director of Buckingham Capital Management,
prior to which he was Portfolio Manager of the Fund and Oppenheimer Time
Fund and a Vice President of the Manager. Prior to that, he was a Senior
Vice President of Founders Asset Management, Inc. (a mutual fund adviser),
prior to which he was a securities analyst and portfolio manager for
Berger Associates, Inc. (investment adviser). For more information about
the Fund's other Officers and Trustees, see 'Trustees and Officers' in the
Statement of Additional Information."
3. The section entitled "Alternative Sales Arrangements" is amended to
change the time of day at which the net asset value is determined, by
revising the first sentence of the fifth paragraph of that section, on
page 12, to read as follows: "The net asset value per share of each class
is determined as of the close of The New York Stock Exchange each day the
Exchange is open, which is normally 4:00 P.M., New York time, but may be
earlier on some days (all references in this Prospectus to time mean `New
York time'), by dividing the value of the Fund's net assets attributable
to that class by the number of shares of that class outstanding." The
first and second sentences of the sixth paragraph of that section are
revised to read as follows: "In most cases, to enable you to receive that
day's offering price, the Distributor must receive your order by the time
of day The New York Stock Exchange closes, which is normally 4:00 P.M.,
but may be earlier on some days. If you buy shares through a dealer, the
dealer must receive your order by the close of The New York Stock Exchange
on a regular business day and transmit it to the Distributor so that it
is received before the Distributor's close of business that day, which is
normally 5:00 P.M."
(continued)
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4. The second sentence of the first paragraph of the section entitled
"Class A Shares" on page 12 is amended to read as follows: "The offering
price is determined as of the close of The New York Stock Exchange on each
regular business day."
5. The ninth sentence of the first paragraph under the heading
"AccountLink" on page 18 is revised to read as follows: "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 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. The proceeds of ACH
transfers are normally received by the Fund three 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."
6. The first paragraph of the section entitled "Telephone Redemptions"
on page 20 is amended by revising the sixth sentence to read as follows:
"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."
7. The second sentence of the section entitled "Repurchase" on page 22
is amended to read as follows: "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 customer prior to the time the Exchange closes (normally, that
is 4:00 P.M., but may be earlier on some days) and the order was
transmitted to and received by the Distributor prior to its close of
business that day (normally 5:00 P.M.)."
8. The first paragraph of the section entitled "How To Exchange Shares"
on page 23 is amended by revising the fourth sentence to read as follows:
"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."
January 3, 1995 PS500
<PAGE>
OPPENHEIMER DISCOVERY FUND
Supplement dated January 3, 1995 to the
Statement of Additional Information dated April 1, 1994
1. The supplement dated September 19, 1994 is replaced by this
supplement.
2. The following is added on page 16 under the heading "Trustees and
Officers":
JAY W. TRACEY III, Portfolio Manager
Vice President of the Manager; portfolio manager of other
OppenheimerFunds; from February 1994 through September 1994, he was
a Managing Director of Buckingham Capital Management, prior to which
he was Portfolio Manager and Vice President of the Fund and other
OppenheimerFunds and a Vice President of the Manager. Before that,
he was Senior Vice President of Founders Asset Management, Inc. (a
mutual fund adviser), prior to which he was a securities analyst and
portfolio manager for Berger Associates, Inc. (investment adviser).
3. The biography of Mr. LaRocco on page 16 under the heading "Trustees
and Officers" is replaced by the following:
PAUL LAROCCO, Associate Portfolio Manager
Assistant Vice President of the Manager; an Associate Portfolio
Manager of Oppenheimer Time Fund and Portfolio Manager of Oppenheimer
Variable Account Funds-Capital Appreciation Fund; formerly Acting
Portfolio Manager of the Fund; previously a Securities Analyst with
Columbus Circle Investors, prior to which he was an Investment
Analyst for Chicago Title & Trust Co.
3. The first sentence of the section entitled "Determination of Net
Asset Values Per Share" under "Purchase, Redemption and Pricing of
Shares" on page 19 is amended to read as follows, and a new second
sentence is added to that section as follows: "The net asset values
per share of Class A, Class B and Class Y shares of the Fund are
determined as of the close of business of The New York Stock Exchange
on each day that the Exchange is open by dividing the Fund's net
assets attributable to a class by the number of shares of that class
that are 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).
January 3, 1995 SAI500.0195
