OPPENHEIMER CASH RESERVES/CO/
497, 1998-08-25
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                          OPPENHEIMER CASH RESERVES
                   Supplement dated August 25, 1998 to the
         Statement of Additional Information dated November 17, 1997


This  Supplement  to  the  Statement  of  Additional  Information  replaces  the
Supplement  dated  June  15,  1998  and  changes  the  Statement  of  Additional
Information as follows:

1. The fifth  sentence of the section  entitled  "Trustees  and  Officers of the
Fund" on page 8 is modified as follows:

      All of the officers except Ms. Wolf and Mr. Zimmer hold similar positions
      with each of the Denver Oppenheimer funds.

2. The biography for Dorothy  Warmack under the section  entitled  "Trustees and
Officers of the Fund" on page 10 is deleted and replaced with:

      CAROL E. WOLF, Vice President and Portfolio Manager, Age 46
      6803 South Tucson Way, Englewood, Colorado 80112
      Vice President of the Manager and Centennial; an officer of
      other Oppenheimer funds.

      Arthur J. Zimmer, Vice President and Portfolio manger, Age 51
      6803 South Tucson Way, Englewood, Colorado 80112
      Vice President of the Manager and Centennial; an officer of other
      Oppenheimer funds.

3. 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).
                                                      (continued)


<PAGE>


4. 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.

5. The list of  Corporate  Industry  Classifications  (Exhibit B) on page B-1 is
modified by including the following new classification: Asset Backed.


August 25, 1998                                             PX0760.007

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