OPPENHEIMER MAIN STREET FUNDS INC
497, 1995-08-29
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                     OPPENHEIMER MAIN STREET INCOME & GROWTH FUND
                       Supplement dated August 15, 1995 to the 
                           Prospectus dated October 1, 1994

The following change is made to the Prospectus:

1.    In "How the Fund is Managed" the section entitled "Portfolio Manager"
on page 11 is changed to read as follows:

           The portfolio manager of the Fund is Robert C. Doll, Jr.  He
      became the person principally responsible for the day-to-day
      management of the Fund's portfolio on July 15, 1995.  He is an
      Executive Vice-President and Director of Equity Investments of the
      Manager.  Mr. Doll is also the portfolio manager of Oppenheimer
      Target Fund and Oppenheimer Growth Fund.  For more information about
      the Fund's other officers and directors, see "Directors and Officers
      of the Fund" in the Statement of Additional Information.



August 15, 1995                                            PS0700.007

<PAGE>

                     OPPENHEIMER MAIN STREET INCOME & GROWTH FUND
                           Supplement dated August 15, 1995
           to the Statement of Additional Information dated October 1, 1994

The Statement of Additional Information is amended as follows:

1.    The section entitled "Trustees and Officers of the Fund" is hereby
amended by deleting the reference to John L. Wallace and by inserting the
following:

      Robert Doll, Jr., Vice President and Portfolio Manager
      Executive Vice President and Director of Equity Investments of the
      Manager; an officer and Portfolio Manager of other OppenheimerFunds.


August 15, 1995                                              PX0700.004


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