<PAGE>
August 18, 1995
SUPPLEMENT TO THE PROSPECTUS
DATED NOVEMBER 1, AS SUPPLEMENTED
FEBRUARY 1, 1995 AND JUNE 28, 1995 OF THE
QUEST FOR VALUE OFFICERS FUND
On August 17, 1995, Quest for Value Advisors, Quest for Value Distributors,
their parent Oppenheimer Capital, and Oppenheimer Management Corporation ("OMC")
entered into an Acquisition Agreement for the sale to OMC of certain mutual fund
assets of Quest for Value Advisors and Quest for Value Distributors including
the contracts relating to certain Quest for Value funds and the use of the name
"Quest for Value". If the proposed transaction is concluded, Quest for Value
Advisors plans to change its name to OpCap Advisors. The Acquisition Agreement
contemplates, subject to shareholder approval, that the Officers Fund will enter
into an investment management agreement with OMC and that OMC will enter into a
Subadvisory Agreement with Quest for Value Advisors so that the fund will
continue to be managed by a portfolio manager of Quest for Value Advisors. The
Board of Directors of the Quest for Value Funds has approved the proposed
transaction and will recommend that shareholders approve the proposed
transaction at special meetings of shareholders expected to be held in November
1995.
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August 18, 1995
SUPPLEMENT TO THE PROSPECTUS
DATED DECEMBER 1, 1994 OF THE
QUEST FOR VALUE TAX EXEMPT FUNDS
On August 17, 1995, Quest for Value Advisors, Quest for Value Distributors,
their parent Oppenheimer Capital, and Oppenheimer Management Corporation ("OMC")
entered into an Acquisition Agreement for the sale to OMC of certain mutual fund
assets of Quest for Value Advisors and Quest for Value Distributors including
the contracts relating to certain Quest for Value funds and the use of the name
"Quest for Value". The Acquisition Agreement contemplates that the National Tax
Exempt Fund, the California Tax Exempt Fund and the New York Tax Exempt Fund be
reorganized, subject to approval by the shareholders of those funds, into funds
managed by OMC, the Oppenheimer Tax Free Bond Fund, the Oppenheimer California
Tax Exempt Fund and the Oppenheimer New York Tax Exempt Fund, respectively. The
Board of Directors of the Quest for Value Funds has approved the proposed
transaction and will recommend that shareholders approve the proposed
transaction at special meetings of shareholders expected to be held in November
1995.
<PAGE>
August 18, 1995
SUPPLEMENT TO THE PROSPECTUS
DATED MARCH 1, 1995, AS REVISED
JUNE 30, 1995 OF THE
QUEST FOR VALUE FUNDS
On August 17, 1995, Quest for Value Advisors, Quest for Value Distributors,
their parent Oppenheimer Capital, and Oppenheimer Management Corporation ("OMC")
entered into an Acquisition Agreement for the sale to OMC of certain mutual fund
assets of Quest for Value Advisors and Quest for Value Distributors including
the contracts relating to certain Quest for Value funds and the use of the name
"Quest for Value". If the proposed transaction is concluded, Quest for Value
Advisors plans to change its name to OpCap Advisors. The Acquisition Agreement
contemplates, subject to shareholder approval, that each of the Quest for Value,
Growth and Income, Opportunity, Small Capitalization and Global Equity Funds
will enter into an investment management agreement with OMC and that OMC will
enter into a Subadvisory Agreement with Quest for Value Advisors so that those
funds will continue to be managed by portfolio managers of Quest for Value
Advisors. It is proposed that the Investment Quality Income Fund, Global Income
Fund and U.S. Government Income Fund be reorganized into the Oppenheimer Bond
Fund, the Oppenheimer Strategic Income Fund and the Oppenheimer U.S. Government
Trust, respectively, funds managed by Oppenheimer Management Corporation,
subject to approval by the shareholders of those Quest Funds. The Board of
Directors of the Quest for Value Funds has approved the proposed transaction and
will recommend that shareholders approve the proposed transaction at special
meetings of shareholders expected to be held in November 1995.
