OPPENHEIMER LIMITED-TERM GOVERNMENT FUND
Supplement Dated April 20, 1995 to the
Prospectus Dated February 1, 1995
The Prospectus is amended as follows:
1. The supplement dated March 31, 1995, to the Prospectus is
corrected and replaced by this supplement.
2. Under "Expenses" on page 3, the chart "Shareholder
Transaction Expenses" is amended by deleting the references to
the $5.00 fee for "Exchanges" and inserting "None" on that
line under the headings for Class A Shares, Class B Shares and
Class C Shares; existing footnote 3 is deleted from that chart.
A new line, entitled "Redemption Fee" is added to the chart
with the word "None" under the headings for Class A, B and C
shares, with a reference to a new footnote (3) after each, and
the footnote is added under the chart as follows: "(3) There is
a $10 transaction fee for redemptions paid by Federal Funds
wire, but not for redemptions paid by check or by ACH wire
through AccountLink, or for which checkwriting privileges are
used (see 'How To Sell Shares')."
3. Under "How Long Do You Expect to Hold Your Investment?" in
"How to Buy Shares" on page 16, the third paragraph replaced by
the following:
For investors who invest $500,000 or more, in most
cases Class A shares will be the more advantageous
choice, no matter how long you intend to hold your
shares. For that reason, the Distributor normally
will not accept purchase orders of $500,000 or more
for Class B shares from a single investor. For
similar reasons, the Distributor normally will not
accept purchase orders of $1 million or more for
Class C shares from a single investor.
4. Under "Waivers of Class A Sales Charges" in "Reduced Sales
Charges for Class A Share Purchases," the first sentence in
the first full paragraph of that subsection on page 20 is
amended by adding a new section (d) after section (c) as
follows:
. . . . or (d) purchased and paid for with the
proceeds of shares redeemed in the prior 12 months
from a mutual fund on which an initial sales charge
or contingent deferred sales charge was paid (other
than a fund managed by the Manager or any of its
affiliates) (this waiver must be requested when the
purchase order is placed for your shares of the
Fund, and the Distributor may require evidence of
your qualification for this waiver).
5. A new final paragraph is added to "Distribution and
Service Plan for Class B Shares" on page 22 as follows:
[continued]
The Fund's Board of Trustees has determined
that it is in the best interest of the Fund's
shareholders to adopt a new Distribution and Service
Plan for Class B shares to compensate the
Distributor for its services and costs in
distributing Class B shares and servicing accounts.
Under the new plan, the Distributor would be
compensated with a fixed fee (0.25% of average
annual net assets, which is the maximum rate under
the current Plan). The new plan is not expected to
increase Fund expenses materially under normal
circumstances. Distribution costs in excess of the
fee will be borne by the Distributor. Details about
the proposed plan will be contained in a proxy
statement to be sent to the Fund's shareholders of
record as of April 13, 1995, the record date for the
shareholder meeting to vote on the proposed plan.
6. A new final paragraph is added to "Distribution and
Service Plan for Class C Shares" on page 23 as follows:
The Fund's Board of Trustees has determined
that it is in the best interest of the Fund's
shareholders to adopt a new Distribution and Service
Plan for Class C shares to compensate the
Distributor for its services and costs in
distributing Class C shares and servicing accounts.
Under the new plan, the Distributor would be
compensated with a fixed fee (0.25% of average
annual net assets, which is the maximum rate under
the current Plan). The new plan is not expected to
increase Fund expenses materially under normal
circumstances. Distribution costs in excess of the
fee will be borne by the Distributor. Details about
the proposed plan will be contained in a proxy
statement to be sent to the Fund's shareholders of
record as of April 13, 1995, the record date for the
shareholder meeting to vote on the proposed plan.
7. Under "Reinvestment Privilege" on page 24, the second
sentence is revised to read as follows: "This privilege applies
only to redemptions of Class A shares, or to the redemptions of
Class B shares of the Fund that you purchased by reinvesting
dividends or distributions or on which you paid a contingent
deferred sales charge when you redeemed them."
8. Under the subheading "Telephone Redemptions Through
AccountLink or By Wire," the last sentence of the second
paragraph of that subsection, which appears on page 26, is
revised to read: "There is a $10 fee for each Federal Funds
wire."
9. Under "Checkwriting" on page 26, the last paragraph in
that subsection is deleted.
10. The second and third sentences in the first paragraph of
"How To Exchange Shares" on page 26 are deleted.
April 20, 1995
