OPPENHEIMER MAIN STREET FUNDS INC
497, 1995-07-26
Previous: INSURED MUNICIPALS INCOME TRUST SERIES 203, 485BPOS, 1995-07-26
Next: SMITH BARNEY SHEARSON NEW JERSEY MUNICIPALS FUND INC, 497, 1995-07-26



<PAGE>

            OPPENHEIMER MAIN STREET CALIFORNIA TAX-EXEMPT FUND
                      Supplement dated July 14, 1995
                  to the Prospectus dated October 1, 1994

The following changes are made to the Prospectus:

1.   The supplement dated January 3, 1995 is replaced by this supplement.

2.   The first sentence of the section captioned "Non-Diversification"
under "Investment Objective and Policies - Investment Policies and
Strategies" on page 7 is amended to read as follows:  

     The Fund is a "non-diversified" mutual fund.

3.   In "How to Buy Shares," the section entitled "Class A Shares" under
"Classes of Shares" on page 13 is changed to read as follows:

     If you buy Class A shares, you may pay an initial sales charge
     on investments up to $1 million. If you purchase Class A shares
     as part of an investment of at least $1 million in shares of one
     or more OppenheimerFunds, you will not pay an initial sales
     charge, but if you sell any of those shares within 18 months of
     buying them, you may pay a contingent deferred sales charge. The
     amount of that sales charge will vary depending on the amount
     you invested. Sales charge rates are described in "Class A
     Shares" below.

4.   In "How to Buy Shares," the section entitled "Which Class of Shares
Should You Choose?" on page 13 is changed by adding a new final sentence
to the second paragraph of that section as follows:

     The discussion below of the factors to consider in purchasing
     a particular class of shares assumes that you will purchase only
     one class of shares and not a combination of shares of different
     classes.

5.   The section captioned "At What Price Are Shares Sold?" under "How to
Buy Shares" on page 15 is amended to change the time of day at which the
net asset value is determined, by revising the second sentence to read as
follows: 

     In most cases, to enable you to receive that day's offering
     price, the Distributor must receive your order by the time of
     day The New York Stock Exchange closes, which is normally 4:00
     P.M., New York time, but may be earlier on some days (all
     references to time in this Prospectus mean "New York time")." 
     The fourth sentence of the section is revised to read as
     follows: "If you buy shares through a dealer, the dealer must
     receive your order by the close of The New York Stock Exchange
     on a regular business day and transmit it to the Distributor so
     that it is received before the Distributor's close of business
     that day, which is normally 5:00 P.M.

6.   In "How to Buy Shares," the first paragraph of the section "Class A
Contingent Deferred Sales Charge" on page 16 is amended by adding a new
second sentence to read as follows:

     Shares of any of the OppenheimerFunds that offers only one class
     of shares that has no designation are considered "Class A
     shares" for this purpose.

7.   In "Reduced Sales Charges for Class A Purchases" on page 17, the
first sentence of the section "Right of Accumulation" is changed to read
as follows:

     To qualify for the lower sales charge rates that apply to larger
     purchases of Class A shares, you and your spouse can add
     together Class A and Class B shares you purchase for your
     individual accounts, or jointly, or for trust or custodial
     accounts on behalf of your children who are minors.

     The first two sentence of the second paragraph of that section are
revised to read as follows:

         Additionally, you can add together current purchases of
     Class A and Class B shares of the Fund and other
     OppenheimerFunds to reduce the sales charge rate that applies
     to current purchases of Class A shares. You can also count Class
     A and Class B shares of OppenheimerFunds you previously
     purchased subject to an initial or contingent deferred sales
     charge to reduce the sales charge rate for current purchases of
     Class A shares, provided that you still hold that investment in
     one of the OppenheimerFunds.

8.   The first sentence of the section entitled "Letter of Intent" on page
17 is revised to read as follows:

     Under a Letter of Intent, if you purchase Class A shares or
     Class A shares and Class B shares of the Fund and other
     OppenheimerFunds during a 13-month period, you can reduce the
     sales charge rate that applies to your purchases of Class A
     shares. The total amount of your intended purchases of both
     Class A and Class B shares will determine the reduced sales
     charge rate for the Class A shares purchased during that period.

9.   In the section entitled "Waivers of Class A Sales Charges" on page
17, the following changes are made:

     The first sentence of the first paragraph is replaced by a new
introductory paragraph set forth below and the list of circumstances
describing the sales charge waivers follows a new initial sentence:

     -- Waivers of Class A Sales Charges. The Class A sales charges
     are not imposed in the circumstances described below. There is
     an explanation of this policy in "Reduced Sales Charges" in the
     Statement of Additional Information.

         Waivers of Initial and Contingent Deferred Sales Charges for
     Certain Purchasers. Class A shares purchased by the following
     investors are not subject to any Class A sales charges:

     The second paragraph is replaced by the following:

         Waivers of Initial and Contingent Deferred Sales Charges in
     Certain Transactions. Class A shares issued or purchased in the
     following transactions are not subject to Class A sales charges:

         - shares issued in plans of reorganization, such as mergers,
     asset acquisitions and exchange offers, to which the Fund is a
     party
         - shares purchased by the reinvestment of dividends or other
     distributions reinvested from the Fund or other OppenheimerFunds
     (other than Oppenheimer Cash Reserves) or unit investment trusts
     for which reinvestment arrangements have been made with the
     Distributor
         - shares purchased and paid for with the proceeds of shares
     redeemed in the prior 12 months from a mutual fund (other than
     a fund managed by the Manager or any of its subsidiaries) on
     which an initial sales charge or contingent deferred sales
     charge was paid (this waiver also applies to shares purchased
     by exchange of shares of Oppenheimer Money Market Fund, Inc.
     that were purchased and paid for in this manner); 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.

10.  In the section entitled "Reinvestment Privilege" on page 20, the
first two sentences are revised to read as follows:

     If you redeem some or all of your Class A or B shares of the
     Fund, you have up to 6 months to reinvest all or part of the
     redemption proceeds in Class A shares of the Fund or other
     OppenheimerFunds without paying a sales charge. This privilege
     applies to Class A shares that you purchased subject to an
     initial sales charge and to Class A or B shares on which you
     paid a contingent deferred sales charge when you redeemed them. 

11.  The second sentence of the section captioned "Selling Shares by
Telephone" under "How to Sell Shares" on page 21 is revised to read as
follows: 

     To receive the redemption price on a regular business day, your
     call must be received by the Transfer Agent by the close of The
     New York Stock Exchange that day, which is normally 4:00 P.M.,
     but may be earlier on some days.

12.  The section captioned "How To Exchange Shares" on page 22 is amended
by revising the first sentence in the first "bulleted" paragraph following
"Telephone Exchange Requests" to read as two sentences as follows: 

     Shares are normally redeemed from one fund and purchased from
     the other fund in the exchange transaction on the same regular
     business day on which the Transfer Agent receives an exchange
     request that is in proper form by the close of The New York
     Stock Exchange that day, which is normally 4:00 P.M., but may
     be earlier on some days.  However, either fund may delay the
     purchase of shares of the fund you are exchanging into if it
     determines it would be disadvantaged by a same-day transfer of
     the proceeds to buy shares.

13.  The first sentence of the section captioned "Net Asset Value Per
Share" under "Shareholder Account Rules and Policies" on page 22 is
revised to read as follows: 

     Net asset value per share is determined for each class of shares
     as of the close of The New York Stock Exchange on each regular
     business day by dividing the value of the Fund's net assets
     attributable to a class by the number of shares of that class
     that are outstanding.






July 14, 1995                                          PS0725.002

<PAGE>

            OPPENHEIMER MAIN STREET CALIFORNIA TAX-EXEMPT FUND
                   Supplement dated July 14, 1995 to the
         Statement of Additional Information dated October 1, 1994

The Statement of Additional Information is amended as follows:

1.  The Supplement dated January 3, 1995 is replaced by this supplement.

2.  The first sentence of the section entitled "Determination of Net Asset
Value Per Share" under "How To Buy Shares" on page 30 is amended to read
as follows, and a new second sentence is added to that section as follows:


    The net asset values per share of Class A and Class B shares of the
    Fund are determined as of the close of business of The New York Stock
    Exchange (the "NYSE") on each day that the NYSE is open by dividing
    the Fund's net assets attributable to a class by the number of shares
    of that class that are outstanding.  The NYSE normally closes at 4:00
    P.M., New York time, but may close earlier on some days (for example,
    in case of weather emergencies or on days falling before a holiday).

3.  The section entitled "AccountLink" under "How To Buy Shares" on page
30 is revised by replacing the text after the second sentence with the
following:  

    Dividends will begin to accrue on shares purchased by the proceeds of
    ACH transfers on the business day the Fund receives Federal Funds for
    the purchase through the ACH system before the close of the NYSE.  The
    NYSE normally closes at 4:00 P.M., but may close earlier on certain
    days.  If Federal Funds are received on a business day after the close
    of the NYSE, the shares will be purchased and dividends will begin to
    accrue on the next regular business day.  The proceeds of ACH
    transfers are normally received by the Fund three days after the
    transfers are initiated.  The Distributor and the Fund are not
    responsible for any delays in purchasing shares resulting from delays
    in ACH transmissions.

4.  In the section entitled "Letters of Intent" on page 32, the first
three sentence of the first paragraph in that section are replaced by the
following:

    A Letter of Intent (referred to as a "Letter") is an investor's
    statement in writing to the Distributor of the intention to
    purchase Class A shares or Class A and Class B shares of the Fund
    (and other OppenheimerFunds) during a 13-month period (the "Letter
    of Intent period"), which may, at the investor's request, include
    purchases made up to 90 days prior to the date of the Letter.  The
    Letter states the investor's intention to make the aggregate
    amount of purchases of shares which, when added to the investor's
    holdings of shares of those funds, will equal or exceed the amount
    specified in the Letter.  Purchases made by reinvestment of
    dividends or distributions of capital gains and purchases made at
    net asset value without sales charge do not count toward
    satisfying the amount of the Letter.  A Letter enables an investor
    to count the Class A and Class B shares purchased under the Letter
    to obtain the reduced sales charge rate on purchases of Class A
    shares of the Fund (and other OppenheimerFunds) that applies under
    the Right of Accumulation to current purchases of Class A shares.

5.  In the section entitled "Terms of Escrow that Apply to Letters of
Intent" on pages 33 and 34, item 5 of that section is replaced by the
following:

    5.  The shares eligible for purchase under the Letter (or the
    holding of which may be counted toward completion of a Letter)
    include (a) Class A shares sold with a front-end sales charge or
    subject to a Class A contingent deferred sales charge, (b) Class
    B shares acquired subject to a contingent deferred sales charge,
    and (c) Class A or B shares acquired by reinvestment of dividends
    and distributions or acquired in exchange for either (i) Class A
    shares of one of the other OppenheimerFunds that were acquired
    subject to a Class A initial or contingent deferred sales charge
    or (ii) Class B shares of one of the other OppenheimerFunds that
    were acquired subject to a contingent deferred sales charge.

6.  In the section entitled "Special Arrangements for Repurchase of Shares
from Dealers and Brokers" on page 36, the second and third sentences of
that section are revised to read as follows:

    The repurchase price per share will be the net asset value next
    computed after the Distributor receives the order placed by the
    dealer or broker, except that if the Distributor receives a
    repurchase order from a dealer or broker after the close of the
    NYSE on a regular business day, it will be processed at that day's
    net asset value if the order was received by the dealer or broker
    from its customer prior to the time the NYSE closes (normally,
    that is 4:00 P.M., but may be earlier on some days) and the order
    was transmitted to and received by the Distributor prior to its
    close of business that day (normally 5:00 P.M.).  Ordinarily, for
    accounts redeemed by a broker-dealer under this procedure, payment
    will be made within three business days after the shares have been
    redeemed upon the Distributor's receipt the required redemption
    documents in proper form, with the signature(s) of the registered
    owners guaranteed on the redemption document as described in the
    Prospectus.

7.  In the section entitled "How To Exchange Shares" on page 38, the
second full paragraph is changed by adding new third and fourth sentences
as follows:

    However, shares of Oppenheimer Money Market Fund, Inc. purchased
    with the redemption proceeds of shares of other mutual funds
    (other than funds managed by the Manager or its subsidiaries)
    redeemed within the 12 months prior to that purchase may
    subsequently be exchanged for shares of other OppenheimerFunds
    without being subject to an initial or contingent deferred sales
    charge, whichever is applicable.  To qualify for that privilege,
    the investor or the investor's dealer must notify the Distributor
    of eligibility for this privilege at the time the shares of
    Oppenheimer Money Market Fund, Inc. are purchased, and, if
    requested, must supply proof of entitlement to this privilege.





July 14, 1995                                                   PX0725.002



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission