OPPENHEIMER GOVERNMENT SECURITIES FUND /CO/
497, 1994-02-25
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                                  OPPENHEIMER GOVERNMENT SECURITIES FUND

                                    Supplement dated February 23, 1994 
                                 to the Prospectus dated February 1, 1994

        The Prospectus is amended to disclose the following changes, each of
which will take effect on the dates indicated:

        1.     On or about May 1, 1994, the Fund's name (which appears on the
front and back cover) will become "Oppenheimer Limited-Term Government
Fund."  

        2.     The first paragraph under "The Fund and Its Investment Policies"
on page 6 is amended by adding the following at the end of that paragraph: 
The Fund has adopted a non-fundamental policy, effective May 1, 1994, to
maintain an effective dollar-weighted average portfolio maturity of not
more than three years under normal circumstances.  In calculating
maturity, the Fund will consider various factors, including anticipated
payments of principal.  

        3.     The sales charge/commission table for Class A shares on page 12
is revised to add the following for Class A shares sold on or after April
1, 1994:
                                     Front-End
                    Front-End        Sales Charge
                    Sales Charge as  as Approximate   Commission as     
                    Percentage of    Percentage of     Percentage of
Amount of Purchase  Offering Price   Amount Invested   Offering Price


Less than $100,000   3.50%            3.63%              3.00%


$100,000 or more but 
less than $250,000   3.00%           3.09%                2.50%


$250,000 or more but 
less than $500,000   2.50%           2.56%                2.00%


$500,000 or more but 
less than $1 million  2.00%          2.04%                1.50%


$1 million or more   None*           None*                None*

*See "Class A Contingent Deferred Sales Charge," below.

     4.  The Class B contingent deferred sales charge table appearing on
page 16 is revised to add the following for Class B shares redeemed on or
after April 1, 1994:

Year(s) Since End of Month In            Contingent Deferred Sales Charge on
Which Purchase Order Was Accepted        Redemptions In That Year (as % of 
                                         Gross Redemption Proceeds)

0-1                                                              4.0%
1-2                                                              3.0%
2-3                                                              2.0%
3-4                                                              2.0%
4-5                                                              1.0%
5 or more                                                        None
















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February 23, 1994                                                            
           


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