OPPENHEIMER MAIN STREET CALIFORNIA MUNICIPAL FUND
Supplement dated July 26, 2000 to the
Prospectus dated December 22, 1999
The Prospectus is changed as follows:
1. The supplement dated June 30, 2000 is replaced with this supplement.
2. On February 29, 2000, the Board of Directors of Oppenheimer Main Street
Funds, Inc. on behalf of Main Street California Municipal Fund
approved, subject to the approval by shareholders of the Fund, an
Agreement and Plan of Reorganization (the "Plan") with Oppenheimer
California Municipal Fund pursuant to which the Fund would be
reorganized with and into Oppenheimer California Municipal Fund. A
proxy statement will be sent to shareholders of the Fund.
3. Effective April 1, 2000, the Manager withdrew its voluntary undertaking
to limit its management fees to a maximum annual rate of 0.40%.
Accordingly, the last three sentences in the paragraph under the table
entitled "Annual Fund Operating Expenses" on page 6 are removed.
4. The second sentence of the first paragraph in the section entitled
"Class A Contingent Deferred Sales Charge" on page 17 is
revised to read as follows:
The Distributor pays dealers of record commissions in an amount equal
to 0.50% of purchases of $1 million or more (other than by retirement
plans, which are not permitted in the Fund).
July 26, 2000 PS0725.016
