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Rule 24f-2 Notice for Oppenheimer Cash Reserves
3410 South Galena Street, Denver, CO 80231
(Registration No. 33-23223, 811-5582)
NOTICE IS HEREBY GIVEN that Oppenheimer Cash Reserves having previously
filed in its registration statement a declaration that an indefinite
number of its shares of beneficial interest were being registered pursuant
to Rule 24f-2 of the Investment Company Act of 1940, now elects to
continue such indefinite registration.
(i) This Notice is being filed for the fiscal year ended December 31,
1993.
(ii) Shares registered other than pursuant to this Rule that remained
unsold at the beginning of the above fiscal year were as follows:
Class A Shares: 0
Class B Shares: 0
Class C Shares: 0
(iii) Shares registered other than pursuant to this Rule during the above
fiscal year were as follows:
Class A Shares: 26,468,952
Class B Shares: 0
Class C Shares: 0
(iv) The number of shares sold during the above fiscal year were as
follows: (1)
Class A Shares: 157,166,333
Class B Shares: 2,347,484*
Class C Shares: 1,000**
(v) Shares sold during the above fiscal year in reliance upon
registration pursuant to this Rule were as follows:
Class A Shares: 157,166,333
Class B Shares: 2,347,484*
Class C Shares: 1,000**
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* For the period from August 17, 1993 (inception of offering) to December
31, 1993.
** For the period from December 1, 1993 (inception of offering) to
December 31, 1993.
(1) The calculation of the aggregate sales price is made pursuant to Rule
24f-2 of the Investment Company Act of 1940. Based upon an actual
aggregate sales price for which such securities were sold during the
previous fiscal year as shown below, reduced by an actual redemption price
of securities of the issuer redeemed during such previous fiscal year as
shown below, the filing fee is indicated below. Shares redeemed in excess
of shares sold during the fiscal year ended December 31, 1993 to be re-
registered pursuant to Rule 24e-2 total 19,727,280 for Class A.
Difference
Value of Between Value
Value of Shares Sold & Value Filing
Shares Sold Redeemed Redeemed Fee
Class A $157,166,333 ($176,893,613) ($19,727,280) $ 0
Class B $ 2,347,484 ($ 1,721,115) $ 626,369 $216
Class C $ 1,000 $ 0 $ 1,000 $ 1
Total $217
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Pursuant to the requirements of the Investment Company Act of 1940, the
undersigned registrant has caused this notice to be signed on its behalf
this 25th day of February, 1994.
Oppenheimer Cash Reserves
By /s/ Robert G. Zack
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Robert G. Zack, Assistant Secretary
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MYER, SWANSON & ADAMS, P.C.
Attorney At Law
The Colorado State Bank Building
1600 Broadway - Suite 1850
Denver, Colorado 80202-4918
Telephone (303) 866-9800
Facsimile (303) 866-9818
February 23, 1994
Oppenheimer Cash Reserves
3410 South Galena Street
Denver, Colorado 80231
Gentlemen:
In connection with the public offering of the no par value Class A, Class
B and Class C shares of Oppenheimer Cash Reserves (formerly Centennial
Cash Reserves), a business trust organized under the laws of the
Commonwealth of Massachusetts (the "Trust"), as counsel for the Trust, we
have examined such records and documents and have made such further
investigation and examination as we deem necessary for the purposes of
this opinion.
We are advised that during the fiscal year ended December 31, 1993, the
following shares of Class A, Class B and Class C shares of beneficial
interest in the Trust were sold in reliance on the registration of an
indefinite number of shares pursuant to Rule 24f-2 of the Investment
Company Act of 1940.
Class A shares: 157,166,333
Class B shares: 2,347,484
Class C shares: 1,000
It is our opinion that the said shares of beneficial interest sold by the
Trust in reliance on Rule 24f-2 of the Investment Company Act of 1940 are
legally issued and, subject to the matters mentioned in the next
paragraph, fully paid and nonassessable by the Trust.
Under Massachusetts law, shareholders of the Trust may, under certain
circumstances, be held personally liable as partners for the obligations
of the Trust. The Declaration of Trust does, however, contain an express
disclaimer of shareholder liability for acts or obligations of the Trust
and requires that notice of such disclaimer be given in each agreement,
obligation, or instrument entered into or executed by the Trust or the
Trustees. The Declaration of Trust provides for indemnification out of
the trust property of any shareholder held personally liable for the
obligations of the Trust. The Declaration of Trust also provides that the
Trust shall, upon request, assume the defense of any claim made against
any shareholder for any act or obligation of the Trust and satisfy any
judgment thereon.
Sincerely,
/s/ Allan B. Adams
Allan B. Adams
of MYER, SWANSON & ADAMS, P.C.