OPPENHEIMER DISCOVERY FUND
Supplement dated February 11, 1999 to the
Prospectus dated January 28, 1999
The Prospectus is amended as follows:
1. The following is added after the paragraph captioned "How Can I Buy
Class C Shares?" on page 21:
Who Can Buy Class Y Shares? Class Y shares are sold at net asset value
per share without sales charge directly to certain institutional
investors that have special agreements with the Distributor for this
purpose. They may include insurance companies, registered investment
companies and employee benefit plans. For example, Massachusetts Mutual
Life Insurance Company, an affiliate of the Manager, may purchase Class
Y shares of the Fund and other Oppenheimer funds (as well as Class Y
shares of funds advised by MassMutual) for asset allocation programs,
investment companies or separate investment accounts it sponsors and
offers to its customers. Individual investors are not able to buy Class
Y shares directly.
An institutional investor that buys Class Y shares for its
customers' accounts may impose charges on those accounts. The procedures
for buying, selling, exchanging and transferring the Fund's other
classes of shares and the special account features available to
investors buying those other classes of shares do not apply to Class Y
shares. An exception is that the time those orders must be received by
the Distributor or its agents or by the Transfer Agent is the same for
Class Y as for other share classes. However, those instructions must be
submitted by the institutional investor, not by its customers for whose
benefit the shares are held.
February 11, 1999 PS0500.014
