OPPENHEIMER CASH RESERVES/CO/
497, 1998-05-21
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                        OPPENHEIMER CASH RESERVES
                  Supplement dated May 20, 1998 to the
                   Prospectus dated November 17, 1997


The Prospectus is changed as follows effective June 1, 1998:

1. The second sentence of the first  paragraph  entitled "Class A Shares" in the
section entitled "How to Buy Shares-Classes of Shares" on page 19 is modified to
read as follows:

      However, if Class A shares acquired by exchange of Class A shares of other
      Oppenheimer funds purchased subject to a Class A contingent deferred sales
      charge are redeemed  within 18 months of the end of the calendar  month of
      the initial purchase of the exchanged Class A shares, a Class A contingent
      deferred  sales  charge may be deducted  from the  proceeds.  (A different
      holding period may apply to shares purchased prior to June 1, 1998).

2. A new paragraph entitled  "OppenheimerFunds Internet Web Site" is included in
the section entitled "Special Investor Services" on page 26 as follows:

      OppenheimerFunds  Internet Web Site. Information about the Fund, including
      your  account  balance,  daily  share  prices,  market and Fund  portfolio
      information, may be obtained by visiting the OppenheimerFunds Internet Web
      Site, at the following Internet address:  http://www.oppenheimerfunds.com.
      Additionally,  certain  account  transactions  may  be  requested  by  any
      shareholder  listed in the  registration  on an  account as well as by the
      dealer  representative  of record,  through a special  section of that Web
      Site.  To access  that  section of the Web Site,  you must first  obtain a
      personal   identification  number  ("PIN")  by  calling   OppenheimerFunds
      PhoneLink at  1-800-533-3310.  If you do not wish to have Internet account
      transactions capability for your account, please call our customer service
      representatives  at  1-800-525-7048.  To find out more  information  about
      Internet transactions and procedures, please visit the Web Site.

May 20, 1998                                                PS0760.006


<PAGE>


                          OPPENHEIMER CASH RESERVES
                     Supplement dated May 20, 1998 to the
         Statement of Additional Information dated November 17, 1997


This  Supplement  to  the  Statement  of  Additional  Information  replaces  the
Supplement  dated  February  2, 1998 and  changes the  Statement  of  Additional
Information as follows:

1. Effective  June 1, 1998,  the sixth  sentence of the second  paragraph in the
section  entitled  "How to  Exchange  Shares"  on page 28 is  revised to read as
follows:

      However, if Class A shares acquired by exchange of Class A shares of other
      Oppenheimer funds purchased subject to a Class A contingent deferred sales
      charge are redeemed  within 18 months of the end of the calendar  month of
      the initial purchase of the exchanged Class A shares, a Class A contingent
      deferred  sales  charge is imposed on the  redeemed  shares.  (A different
      holding period may apply to shares purchased prior to June 1, 1998).

2. The section entitled  "Dividend  Reinvestment in Another Fund" in the section
"Dividends,  Capital Gains and Taxes" on page 30, is deleted and replaced in its
entirety by the following:

      Dividend Reinvestment in Another Fund.  Shareholders of the Fund may elect
      to reinvest all dividends and/or capital gains  distributions in shares of
      the same  class  of any of the  other  Oppenheimer  funds  listed  in "The
      Oppenheimer  Funds" above. To elect this option, a shareholder must notify
      the Transfer  Agent in writing and either have an existing  account in the
      fund selected for  reinvestment  or must obtain a prospectus for that fund
      and an  application  from the  Distributor  to establish  an account.  The
      investment  in  shares  of the  selected  fund will be made in the case of
      Class B or Class C shares at the net asset  value  per  share,  and in the
      case of Class A shares,  will be made at the public  offering  price (i.e.
      net asset value plus any sales charge that applies) in effect at the close
      of business on the payable date of the dividend or distribution. Dividends
      and/or  distributions  from  shares  of  other  Oppenheimer  funds  may be
      invested in shares of this Fund at net asset value.


May 20, 1998                                                PX0760.005




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