CENTENNIAL NEW YORK TAX EXEMPT TRUST, 497, 1994-11-03

CENTENNIAL NEW YORK TAX EXEMPT TRUST
497, 1994-11-03

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A.G. Edwards
Investments Since 1887

UltraAsset

The Preferred Account for Select Investors

Centennial New York Tax Exempt Trust

1995 Prospectus

Managed and Distributed by

Centennial Asset
Management Corporation

<PAGE>

UltraAsset Account

Summary Description

The UltraAsset Account Program (UAA) of A.G. Edwards & Sons, Inc.
(AGE) offers integrated financial services by linking together four
components:

(1) the Securities Account, which is a conventional AGE securities
margin account;

(2) the Investment Fund, which consists of your choice of no-load
money market funds (the Funds);

(3) the VISA Gold Account, which is a VISA Gold check/card account
maintained by Bank One, N.A., Columbus, Ohio (Bank One); and

(4) monthly portfolio valuation reports and gain and loss summary.

Free cash balances (i.e., any cash that may be withdrawn or
transferred out of the Securities Account without creating an interest
charge or a need for additional margin) held in the Securities Account of
persons establishing a UAA are invested in either Centennial Money Market
Trust, a no-load money market fund (the Money Market Trust), Centennial
Tax Exempt Trust, a no-load, short-term tax-exempt securities fund (the
Tax Exempt Trust), Centennial Government Trust, a no-load, short-term
government securities fund (the Government Trust) or in Centennial America
Fund, L.P., a no-load government securities money market fund for foreign
investors. In addition, residents of California and New York are offered
the option of investing in Centennial California Tax Exempt Trust and
Centennial New York Tax Exempt Trust, respectively (the State Tax Exempt
Funds).

AGE charges a fee for the UAA services to partially defray the costs
of maintaining and servicing the UAA, including Bank One's processing
charges that AGE will pay. AGE will make no commission or other charge
in connection with the purchase or redemption of Fund shares. The Funds
pay investment advisory fees and incur certain administrative and
operational expenses, as do other mutual funds. The client will pay AGE's
normal brokerage fees for securities transactions in the Securities
Account and will pay interest on margin loans made in the Account. In
addition, Bank One may impose certain charges in the VISA Gold Account.

An AGE client may subscribe to the UAA financial service by
depositing a minimum of $20,000 in any combination of cash and/or
securities in the Securities Account. AGE may alter or waive conditions
on which a UAA may be established, either with respect to services
generally or to special groups or limited categories of individuals. AGE
may change the annual service fee at any time upon 10 days' notice to
participants. Both AGE and Bank One have the right to reject any
application to open a UAA and to terminate a UAA for any reason. The
following pages describe the principal attributes of each UAA component.

This description of the UAA is a brochure and is not a prospectus,
and must be accompanied by the current prospectus of Centennial Money
Market Trust, Centennial Tax Exempt Trust, Centennial Government Trust,
Centennial America Fund, L.P., or the State Tax Exempt Funds. The
prospectus describes in detail the Fund's objective, investment policies,
risks, fees and other matters of interest. Please read the attached
prospectus carefully before you invest or send money.

Securities Account
The Securities Account, the primary component of the UAA, is a
conventional margin account maintained by AGE, which the client may use
to purchase and sell securities and options on margin or on a fully paid
basis. All dividends and interest accruing and paid on these securities
will be held pending use in accordance with the agreements between AGE and
the client. The interest rates charged for margin loans range from 3/4%
to 2 1/2% above the rate charged by New York City banks to brokers to
finance clients' margin transactions. The maximum loan value of
marginable common stocks is presently 50% of their current value. AGE
will maintain the Securities Account in accordance with and subject to all
then applicable federal and state laws and rules and regulations
promulgated thereunder; the constitution, rules, customs and usages of the
applicable exchange, association, market or clearinghouse; and the customs
and usages of those transacting business on such exchange, market or
clearinghouse. As in the case of a regular margin account, the client
pays AGE's normal brokerage fees for securities transactions in the
Securities Account. Each client will have the same protection with
respect to the Securities Account as any other Securities Account client,
including up to $500,000 from the Securities Investor Protection
Corporation. In addition, each client has an extra $24.5 million worth
of coverage on all securities held by AGE in a UAA, including Fund shares.

The Funds
AGE will automatically invest free cash balances in the Securities
Account in shares of the Money Market Trust, the Tax Exempt Trust, the
Government Trust, Centennial America Fund, L.P., or the appropriate State
Tax Exempt Fund, depending on which Fund the investor selects as the
primary investment. Free cash balances will be automatically invested no
less frequently than weekly in shares of the appropriate Fund at their net
asset value as described below. Dividends will be declared daily on Fund
shares and will be reinvested monthly in additional shares. The investor
may change the primary Fund at any time. The client understands that an
investment in the Fund is not equivalent to a deposit. Although the Fund
strives to maintain a net asset value of $1 per share, the value of a
shareholder's investment may fluctuate as with any investment in
securities. Certificates of the Fund will not be physically issued. For
further information, see "How to Buy Shares" and "Dividends, Distributions
and Tax Information" or "Dividends and Taxes" in the accompanying Fund
prospectus. The Funds' distributor partially reimburses AGE for costs
incurred in distributing Fund shares.

The UAA permits a client to use free cash balances effectively by
having them promptly invested in Fund shares, ensuring full investment of
such funds pending other investments in the Securities Account or payments
of charges incurred in the VISA Gold check/card account. Because AGE may
advance funds on a client's behalf to purchase Fund shares and earn
dividends prior to final collection of checks deposited to the client's
account, it is understood AGE may withhold access to redemption proceeds
of Fund shares purchased with advanced funds until it is satisfied that
all checks deposited to the client's account have been collected. The
Federal Deposit Insurance Corporation, or any other governmental insurance
agency, does not insure the value of Fund shares. However, Fund shares,
like shares of any public issuer held in a brokerage account, are subject
2to the Securities Investor Protection Act, which protects brokerage
clients from losses up to $500,000 arising from the insolvency of their
brokerage firm. Also AGE provides an additional $24.5 million worth of
account protection through a special policy with a major independent
insurance carrier.

Fund shares will be redeemed automatically as necessary to satisfy
debit balances in the Securities Account or amounts owing in the VISA Gold
check/card account and may also be redeemed at the client's request if not
required to satisfy such debit balances as described below.

AGE will make no commission or other charge with respect to the
purchase or redemption of Fund shares. The Funds have been created as
component parts of the UAA and other investment programs and, in view of
the service fee charged UAA participants, investors who seek solely to
invest cash in a money market fund or a short-term, tax-exempt or a
government securities fund and do not wish to use the automatic investment
and other special features of the UAA, should consider other money market,
tax-exempt or government securities funds offered directly to the public
as a more suitable investment. Centennial Asset Management Corporation,
the distributor of the Funds, may add additional investment funds as
components of the UAA in the future.

The Funds constitute only one component of the UAA. Investors should
read the prospectuses of the Funds in conjunction with the UAA Agreement,
which is available from AGE and must be signed by UAA participants.

Automatic Purchases
Once AGE and Bank One accept a UAA, free cash balances at the end of
each week will be invested automatically on the first business day of the
following week in the primary Fund selected by the investor. Free cash
balances arising from certain transactions will be invested automatically
in Fund shares prior to the previously mentioned automatic investment; the
free cash balances from those transactions are as follows: (a) free cash
balances in any amount of $1 or more arising from the sale of securities
will be invested on the next business day following receipt of the
proceeds; and (b) free cash balances arising from a cash deposit or from
other nondividend or interest entries of $500 or more on any one day will
be invested on the next business day following the deposit or entry unless
the deposit is made after the local AGE branch cashiering deadline.
Dividends and interest totaling $500 or more on any one day will be
invested on the next business day. Shares are credited with the dividend
earned on the date of purchase for shares purchased by noon Eastern time
that day. At any time, the client may withdraw any uninvested free cash
balance from the Securities Account by notifying the investment broker by
letter or telephone. For further information, see "How to Buy Shares" and
"Dividends and Taxes" in the accompanying Fund prospectus.

Redemption of Shares
Each Fund must redeem for cash all full and fractional shares of the
Fund subject to the conditions described in its prospectus. The
redemption price is the net asset value per share next determined after
receipt by the transfer agent of proper notice of redemption, in
accordance with either the automatic or manual procedures described below.
If the transfer agent receives the notice from AGE before the
determination of net asset value at noon Eastern time on any day that the
New York Stock Exchange and the Fund's custodian bank are open for
business, the redemption will be effective on such day. Payment of the
redemption proceeds will be made after noon Eastern time on the day the
redemption becomes effective. If AGE receives the notice after noon
Eastern time, the redemption in the UAA will be effective on the next
business day and payment will be made on that day. If an investor redeems
all of the Fund shares in the UAA at any time during a month, the Fund
will pay all dividends accrued to the date of redemption together with the
redemption proceeds. Dividends in UAAs are earned through the day prior
to redemption. For further information, see "How to Redeem Shares" in the
accompanying Fund prospectus.

Automatic Redemptions
Whenever a debit balance arises in the Securities Account created by
activity therein or created by VISA Gold card purchases, cash advances,
or checks written against the VISA Gold Account, AGE will automatically
effect redemptions. Daily debit balances will be satisfied first by any
free cash balances and second by the redemption of Fund shares. Margin
loans will be used to satisfy debits remaining in either the Securities
Account or the VISA Gold Account after the use of the free cash balances
and the redemption of all Fund shares, and the investor may not purchase
shares until all debits and margin loans are satisfied. If Fund shares
are redeemed to satisfy these debits, the investor earns dividends up to
the day AGE makes payment for the UAA.

Manual Redemption
Shareholders may redeem Fund shares directly by submitting a written
request for redemption to AGE, which will submit requests to the Funds'
transfer agent. AGE will ordinarily mail cash proceeds from the manual
redemption of Fund shares to the shareholder. Redemption requests should
not be sent to the Funds or their transfer agent. The redemption request
requires the signatures of all persons in whose name the Securities
Account is established, signed exactly as their names appear on their
statements. In certain instances, additional documents, such as, but not
limited to, trust instruments, death certificates, appointments as
executor or administrator, or certificates of corporate authority, may be
required before redemption may be made.

VISA Gold Account
Bank One, with which AGE has entered into an agreement for this
purpose, may issue a VISA Gold card and checks to each person who is a UAA
client other than under certain accounts described below under "Group
Plans and Special Accounts." The UAA client may use the VISA Gold card
to purchase merchandise or services at participating establishments or to
obtain cash advances (which a bank may limit to $5,000 per account per
day) from any participating bank or its branch. Any of 362,000 worldwide
bank branches in the VISA system, as well as all establishments accepting
the VISA card, will honor the VISA Gold card. Presently, more than 10
million stores, restaurants and service outlets worldwide honor the VISA
card. You may also obtain cash advances using your VISA Gold card and
personal identification number (PIN) from automated teller machines (ATMs)
displaying the VISA or PLUS logos. A $1 charge is assessed for each ATM
transaction or cash advance. The UAA client may draw checks on the VISA
Gold Account for any purpose. Bank One will impose its normal charges for
stop payment orders and checks that are returned because they have
exceeded the authorization limit described below or for special,
investigative or research services. If a client wishes to stop payment
on a UAA check, verbal requests must be confirmed in writing to AGE and
the bank within 14 days, and the request will not bind AGE or the bank for
a period of four business days after the initial request. Neither AGE nor
the bank will incur any liability for honoring a check within four
business days of the client request. The client understands a stop
payment fee may be charged for this special request.

Neither the VISA Gold card nor the Bank One checks may be used to
purchase securities in the Securities Account or Fund shares. The maximum
amount available (authorization limit) for VISA Gold purchases, cash
advances and Bank One checking for a client's UAA is the total of (a) any
uninvested free cash balances in the Securities Account, (b) the net asset
value of the Fund shares held for the client's UAA, and (c) the available
margin loan value of securities in the Securities Account. Since the
authorization limit depends on the status of cleared checks deposited to
the Securities Account, securities prices, as well as changes in the debit
balance in the Securities Account and the VISA Gold Account, will
fluctuate from day to day. The authorization limit is instantaneously
reduced at the time Bank One is notified of the use of the VISA Gold card,
not at the time the applicable sales draft or cash advance draft is paid.
Fund shares are not redeemed, however, until the item is presented to Bank
One for payment and the request is submitted to AGE for redemption.

Unlike standard credit card procedures under which bills are rendered
monthly and free credit may be extended for a period of up to 25 days
thereafter, Bank One will notify AGE daily of any charges presented
against the VISA Gold Account, whether by use of the VISA Gold card or
checks. AGE will pay Bank One on behalf of its clients from the UAA on
the day AGE receives notice of the debit. AGE will pay for charges in the
following order of priority: first, from free cash balances, if any, held
in the Securities Account pending investment; second, from the proceeds
of redemption of Fund shares; and third (if those sources prove
insufficient), from margin loans made to the client by AGE within the
available margin loan value of the securities in the Securities Account.
AGE will charge interest on any such margin loans. This system provides
for an efficient use of funds since the client will not incur the cost of
a margin loan until all free cash balances and funds invested in Fund
shares are fully used. If charges in an investor's VISA Gold Account are
satisfied by redemption of Fund shares, ownership of the shares will
transfer to AGE as of the date it pays Bank One on behalf of the investor,
and AGE will retain the dividends accruing on the shares between the date
of the payment and the date of redemption. Clients have no unsecured
borrowing privileges in the VISA Gold Account. A client participating in
the UAA program must agree not to exceed the authorization limit. Any
overdraft will be immediately payable by the client to Bank One, which
will impose a charge at an annual rate not to exceed 25% for the time the
overdraft is outstanding.

At its sole discretion, AGE may return a check unpaid if there are
insufficient funds in the account to cover payment. The account will be
subject to additional charges for each returned check. The account may
also be subject to any additional fees charged by a processing bank for
excessive deposits.

Clients who subscribe to a UAA will receive a transaction statement
from AGE that will detail all UAA transactions during the preceding month.
The statement will describe securities and options bought and sold in the
Securities Account, whether on margin or on a fully paid basis, any other
type of transaction effected in the Securities Account, margin interest
charges, if any, Fund shares that were purchased or redeemed, and
dividends on Fund shares. The statement will also show purchases of
merchandise or services with the VISA Gold card, checks drawn against the
VISA Gold Account and cash advances. The Fund will not send confirmations
for automatic purchases and redemption of fund shares.

A client may subscribe to the UAA with the minimum amount of $20,000
in any combination of gross market value of securities, marginable or
nonmarginable, and/or cash. To subscribe, clients must execute a UAA
Agreement with AGE, which includes a Checking Account/VISA Account
Application. AGE, in its discretion, may waive such conditions in special
instances, certain of which are described below under "Group Plans and
Special Accounts." Both AGE and Bank One may terminate any client's UAA
for any reason at any time. AGE may terminate a client's UAA if, at the
expiration date of the client's VISA Gold card, the Securities Account
does not have a value of at least $5,000, including any Fund shares. New
York Stock Exchange rules require that margin accounts maintain a minimum
of $2,000 of equity. Clients may be prohibited from maintaining both a
UAA and a non-UAA account with AGE.

Clients subscribing to the UAA may be liable for the unauthorized use
of their VISA Gold card in an amount up to $50. The owner of the VISA
Gold card will not be liable for any unauthorized use that occurs after
Bank One has been notified verbally or in writing of loss, theft or
possible unauthorized use of the card. If Fund shares are redeemed due
to the unauthorized use of the VISA Gold card, the shares will be
reinstated as if never sold and AGE will indemnify the Fund against any
losses caused. If a VISA Gold card is lost or stolen, the UAA client
should report the loss immediately by calling the UAA Service Center at
(800) 825-1822 during normal business hours or by placing a collect call
to Bank One at (614) 248-4242 after business hours.

Portfolio Management Reports
Clients subscribing to a UAA will receive several portfolio
management reports. These include monthly portfolio valuation reports
that give an overall picture of assets in the UAA, and a monthly gain and
loss summary that reports all securities sold during the year and
indicates whether the client incurred a gain or loss on the transaction.
AGE prepares these reports for the client's convenience and does not
intend for them to replace official documentation, such as trade
confirmations, account statements and Form(s) 1099, which the client
should retain for tax purposes. Clients should consult their tax advisors
for income tax record keeping requirements.

Group Plans and Special Accounts
AGE may modify the conditions of the UAA for certain group plans and
limited categories of individuals, typically by providing for a cash
securities account instead of a margin account or by providing for limited
use of the VISA Gold Account. In the case of group or special accounts,
the regular minimum may be waived. Such participants may be charged a
higher service fee than that charged to other participants in the program.

General
Investors should be aware that the checking feature of the UAA is
intended to provide clients with easy access to the assets in their
accounts and that the UAA is not a bank account.

From time to time, certain state administrative agencies have raised
questions whether the operation of a UAA-type program constitutes banking
under the laws of their state. In addition, legislation has been proposed
in certain states, which, if enacted, could require a modification of the
UAA in those states. Neither AGE nor any of the Funds is a bank and they
believe that the operation of the UAA does not constitute banking under
the laws of any state. Final adverse rulings in any state that the UAA
constitutes unauthorized banking therein or the adoption of legislation
by any state affecting the UAA could force the Funds to liquidate shares
for residents in such state or to cease offering their shares in such
state as part of the UAA.

UltraAsset Account is proprietary to A.G. Edwards & Sons, Inc.

Investors should carefully read the accompanying Fund prospectus.

<PAGE>

A.G. Edwards
Investments Since 1887

-----------
Cash
Convenience
Account
-----------

Centennial New York Tax Exempt Trust

1995 Prospectus

Managed and Distributed by

Centennial Asset
Management Corporation

<PAGE>

Cash Convenience Account

The Cash Convenience Account Program (CCA) of A.G. Edwards & Sons,
Inc. (AGE) offers a conventional AGE securities account (the Securities
Account) linked to a no-load money market mutual fund (the Fund), and if
desired, check writing redemption procedures (Check Writing). (A client
must request Check Writing on a separate Check Writing Privilege
Authorization and Specimen Signature Form.)

An AGE client may subscribe to a CCA program by depositing a minimum
of $2,500 of free cash balance (that is, any cash that may be withdrawn
from the Securities Account without resulting in interest charges) in the
Securities Account. This free cash balance must be available with no
unsettled transactions reducing the available cash balance to less than
$2,500 at the time the CCA begins operation. After the client has met this
initial requirement, AGE will automatically invest subsequent free cash
balances of $250 or more resulting from securities sales, additional cash
deposits, and interest or dividends held in the account, or any other free
cash balance that may be withdrawn from the Securities Account without
resulting in a debit balance in Fund shares at their current net asset
value at least once a week (Automatic Purchase Order). AGE will redeem
Fund shares, if available, at net asset value to satisfy debit balances
in the Securities Account (Automatic Redemption Order).

AGE will make no commission or other transaction charge in connection
with the purchase or redemption of Fund shares. The Fund pays investment
advisory fees and incurs certain administrative and operational expenses,
as do other mutual funds. The client will pay AGE's normal brokerage fees
for securities transactions in the Securities Account.

AGE may alter or waive conditions on which a CCA may be established,
either with respect to services generally or to certain individuals or
groups. AGE has the right to reject any request or application to open
a CCA and to terminate a CCA for any reason. The following pages describe
the principal attributes of each CCA component.

This description of the CCA program is a brochure and is not a
prospectus, and must be accompanied by the current prospectus of the
selected Fund. The prospectus describes in detail the Fund's objective,
investment policies, risks, fees and other matters of interest. Please
read the attached prospectus carefully before you invest or send money.

Securities Account
The Securities Account is a conventional account maintained by AGE,
which the client may use to purchase and sell securities. AGE will
maintain the Securities Account pursuant to the rules and regulations of
the Securities and Exchange Commission, the Board of Governors of the
Federal Reserve System, the New York Stock Exchange and the National
Association of Securities Dealers, Inc., as well as the policies of AGE.
The client pays AGE's normal brokerage fees for securities transactions
in the Securities Account. If securities transactions are to occur on
margin, the client must sign an AGE Client's Agreement. Certain
additional account documents may be required to open a Securities Account
depending on the type of entity and/or type of transactions to occur.
Each month in which there is activity in the Securities Account, other
than money market fund dividends, AGE will send a statement detailing
cash, securities and Fund transactions in the Securities Account during
the preceding period. If no activity other than money market fund
dividends occurs, AGE will send a statement at least quarterly. Neither
AGE nor the Fund must send confirmations on each transaction in which Fund
shares are purchased or redeemed for the CCA. The statement will describe
the transactions in the Fund during the preceding period. You should
carefully review the statement and bring any discrepancies immediately to
the attention of AGE.

Each client will have the same protection with respect to the
Securities Account as any other Securities Account client, including up
to $500,000 from the Securities Investor Protection Corporation. In
addition, each client has an extra $24.5 million worth of coverage on all
securities held by AGE in a CCA, including Fund shares.

The Fund
Upon meeting the requirement of $2,500 in free cash balance with no
unsettled transactions in the Securities Account, AGE will automatically
invest the initial free cash balance and subsequent free cash balances of
$250 or more on the first business day of the following week in shares of
Centennial Money Market Trust, Centennial Tax Exempt Trust, Centennial
Government Trust, Centennial America Fund, L.P. or Daily Cash
Accumulation Fund, Inc. depending on which Fund the investor selects as
the primary investment. In addition, residents of California and New York
are offered the option of investing in a state tax-exempt fund for their
particular state. AGE may offer additional funds through CCA in the
future. An investor may change the primary Fund by notifying his or her
AGE investment broker.

Each Fund declares dividends daily, which post monthly to the
Securities Account in the form of additional shares. For further
information, see "How to Buy Shares" and "Dividends, Distributions and Tax
Information" or "Dividends and Taxes" in the accompanying Fund prospectus.

The Fund's distributor partially reimburses AGE for costs incurred
in distributing Fund shares.

Automatic Purchase Orders
After the initial investment of $2,500 or more, AGE will
automatically invest at least once a week free cash balances of $250 or
more resulting from sales, additional cash deposits and interest or
dividends in the Securities Account in Fund shares designated as the
primary Fund at their current net asset value. The purchase price for
shares will be the net asset value per share determined after the Fund's
receipt of an Automatic Purchase Order. At any time, the client may
withdraw uninvested free cash balances from the Securities Account by
notifying the AGE investment broker. Dividends are earned on the day
following investment through the date of request for redemption.

Manual Purchase Orders
Free cash balances in excess of $10,000 may be invested by manual
purchase order request on the day after funds become available for
withdrawal. Manual purchase orders entered prior to 2 p.m. Central time
(10 a.m. Central time on Friday) will be completed at 3 p.m. Central time
on the day of request, provided the Federal Reserve wire system is in
operation.

New cash deposits in excess of $10,000 may be invested by manual
purchase order two business days after receipt providing the deposit is
received prior to the local AGE branch cashiering deadline. Dividends are
earned on the day following investment through the date of request for
redemption.

Automatic Redemption Orders
Fund shares will be redeemed at net asset value to satisfy debit
balances in the Securities Account. Redemption for payment of a
securities purchase will be effected at net asset value at 3 p.m. Central
time on the day preceding settlement date of the purchase. Redemption for
other activity resulting in a net debit balance in the Securities Account
will be effected at net asset value at 3 p.m. Central time on the day
after the entry is posted to the Securities Account. Dividends are earned
on the day following investment through the date of request for
redemption.

To override an Automatic Redemption Order, a free cash balance
sufficient to cover the amount of the Automatic Redemption Order must be
entered to the Securities Account before the AGE cashiering deadline two
days preceding settlement date of securities purchases, or on the day of
posting other entries generating a debit balance.

AGE reserves the right to redeem all Fund shares if the net asset
value of the shares in a CCA amounts to less than $250.

Manual Redemption
Fund shares can be redeemed at net asset value on the shareholder's
request on any business day. Proceeds from redemption orders entered
before 2 p.m. Central time will be available for withdrawal from the
Securities Account on the next business day on which the Federal Reserve
wire system is in operation.

Check Writing
A client may write checks in amounts of $250 or more if checks are
requested by a signed separate Check Writing Privilege Authorization and
Specimen Signature Form. The amount available for checks will be the
total net asset value of Fund shares in the CCA. AGE will automatically
redeem Fund shares to pay the bank through which checks are paid on behalf
of the account.

Termination
A client may terminate the CCA at any time by notifying AGE in
writing. However, the principals of the account will remain responsible
for any charges to the CCA arising before or after termination. AGE
reserves the right to terminate the CCA at any time with or without
notice.

<PAGE>

A.G. Edwards
Investments Since 1887

Total Asset

The One Account for Today's Investor

Centennial New York Tax Exempt Trust

1995 Prospectus

Managed and Distributed by

Centennial Asset
Management Corporation

<PAGE>

Total Asset Account

Summary Description

The Total Asset Account Program (TAA) of A.G. Edwards & Sons, Inc.
(AGE) offers integrated financial services by linking together three
components:

(1) the Securities Account, which is a conventional AGE securities
margin account;

(2) the Investment Fund, which consists of your choice of no-load
money market funds (the Funds); and

(3) the VISA Account, which is a VISA check/card account maintained
by Bank One, N.A., Columbus, Ohio (Bank One).

Free cash balances (i.e., any cash that may be withdrawn or
transferred out of the Securities Account without creating an interest
charge or a need for additional margin) held in the Securities Account of
persons establishing a TAA are invested in either Centennial Money Market
Trust, a no-load money market fund (the Money Market Trust), Centennial
Tax Exempt Trust, a no-load, short-term tax-exempt securities fund (the
Tax Exempt Trust), Centennial Government Trust, a no-load, short-term
government securities fund (the Government Trust) or in Centennial America
Fund, L.P., a no-load government securities money market fund for foreign
investors. In addition, residents of California and New York are offered
the option of investing in Centennial California Tax Exempt Trust and
Centennial New York Tax Exempt Trust, respectively (the State Tax Exempt
Funds).

AGE charges a fee for the TAA services to partially defray the costs
of maintaining and servicing the TAA, including Bank One's processing
charges that AGE will pay. AGE will make no commission or other charge
in connection with the purchase or redemption of Fund shares. The Funds
pay investment advisory fees and incur certain administrative and
operational expenses, as do other mutual funds. The client will pay AGE's
normal brokerage fees for securities transactions in the Securities
Account and will pay interest on margin loans made in the Account. In
addition, Bank One may impose certain charges in the VISA Account.

An AGE client may subscribe to the TAA financial service by
depositing a minimum of $10,000 in any combination of cash and/or
securities in the Securities Account. AGE may alter or waive conditions
on which a TAA may be established, either with respect to services
generally or to special groups or limited categories of individuals. AGE
may change the annual service fee at any time on 10 days' notice to
participants. Both AGE and Bank One have the right to reject any
application to open a TAA and to terminate a TAA for any reason. The
following pages describe the principal attributes of each TAA component.

This description of the TAA is a brochure and is not a prospectus,
and must be accompanied by the current prospectus of Centennial Money
Market Trust, Centennial Tax Exempt Trust, Centennial Government Trust,
Centennial America Fund, L.P., or the State Tax Exempt Funds. The
prospectus describes in detail the Fund's objective, investment policies,
risks, fees and other matters of interest. Please read the attached
prospectus carefully before you invest or send money.

Securities Account
The Securities Account, the primary component of the TAA, is a
conventional margin account maintained by AGE, which the client may use
to purchase and sell securities and options on margin or on a fully paid
basis. All dividends and interest accruing and paid on these securities
will be held pending use in accordance with the agreements between AGE and
the client. The interest rates charged for margin loans range from 3/4%
to 2 1/2% above the rate charged by New York City banks to brokers to
finance clients' margin transactions. The maximum loan value of
marginable common stocks is presently 50% of their current value. AGE
will maintain the Securities Account in accordance with and subject to all
then applicable federal and state laws and rules and regulations
promulgated thereunder; the constitution, rules, customs and usages of the
applicable exchange, association, market or clearinghouse; and the customs
and usages of those transacting business on such exchange, market or
clearinghouse. As in the case of a regular margin account, the client
pays AGE's normal brokerage fees for securities transactions in the
Securities Account. Each client will have the same protection with
respect to the Securities Account as any other Securities Account client,
including up to $500,000 from the Securities Investor Protection
Corporation. In addition, each client has an extra $24.5 million worth
of coverage on all securities held by AGE in a TAA, including Fund shares.

The Funds
AGE will automatically invest free cash balances in the Securities
Account in shares of the Money Market Trust, the Tax Exempt Trust, the
Government Trust, Centennial America Fund, L.P., or the appropriate
State Tax Exempt Fund, depending on which Fund the investor selects as the
primary investment. Free cash balances will be invested automatically no
less frequently than weekly in shares of the appropriate Fund at its net
asset value as described below. Dividends will be declared daily on Fund
shares and will be reinvested monthly in additional shares. The investor
may change the primary Fund at any time. The client understands that an
investment in the Fund is not equivalent to a deposit. Although the Fund
strives to maintain a net asset of $1 per share, the value of a
shareholder's investment may fluctuate as with any investment in
securities. Certificates of the Fund will not be physically issued. For
further information, see "How to Buy Shares" and "Dividends, Distributions
and Tax Information" or "Dividends and Taxes" in the accompanying Fund
prospectus. The Funds' distributor partially reimburses AGE for costs
incurred in distributing Fund shares.

The TAA permits a client to use free cash balances effectively by
having them promptly invested in Fund shares, ensuring full investment of
such funds pending other investments in the Securities Account or payments
of charges incurred in the VISA check/card account. Because AGE may
advance funds on a client's behalf to purchase Fund shares and earn
dividends prior to final collection of checks deposited to the client's
account, it is understood AGE may withhold access to redemption proceeds
of Fund shares purchased with advanced funds until it is satisfied that
all checks deposited to the client's account have been collected. The
Federal Deposit Insurance Corporation, or any other governmental insurance
agency, does not insure the value of Fund shares. However, Fund shares,
like shares of any public issuer held in a brokerage account, are subject
to the Securities Investor Protection Act, which protects brokerage
clients from losses up to $500,000 arising from the insolvency of their
brokerage firm. AGE also provides an additional $24.5 million worth of
account protection through a special policy with a major independent
insurance carrier.

Fund shares will be redeemed automatically as necessary to satisfy
debit balances in the Securities Account or amounts owing in the VISA
check/card account and may also be redeemed at the client's request if not
required to satisfy such debit balances as described below.

AGE will make no commission or other charge with respect to the
purchase or redemption of Fund shares. The Funds have been created as
component parts of the TAA and other investment programs and, in view of
the service fee charged TAA participants, investors who seek solely to
invest cash in a money market fund or a short-term, tax-exempt or a
government securities fund and do not wish to use the automatic investment
and other special features of the TAA, should consider other money market,
tax-exempt or government securities funds offered directly to the public
as a more suitable investment. Centennial Asset Management Corporation,
the distributor of the Funds, may add additional investment funds as
components of the TAA in the future.

The Funds constitute only one component of the TAA. Investors should
read the prospectuses of the Funds in conjunction with the TAA Agreement,
which is available from AGE and must be signed by TAA participants.

Automatic Purchases
Once AGE and Bank One accept a TAA, free cash balances at the end of
each week will be invested automatically on the first business day of the
following week in the primary Fund selected by the investor. Free cash
balances arising from certain transactions will be invested automatically
in Fund shares prior to the previously mentioned automatic investment; the
free cash balances from those transactions are as follows: (a) free cash
balances in any amount of $1 or more arising from the sale of securities
will be invested on the next business day following receipt of the
proceeds; and (b) free cash balances arising from a cash deposit or from
other nondividend or interest entries of $500 or more on any one day will
be invested on the next business day following the deposit or entry unless
the deposit is made after the local AGE branch cashiering deadline.
Dividends and interest totaling $500 or more on any one day will be
invested on the next business day. Shares are credited with the dividend
earned on the date of purchase for shares purchased by noon Eastern time
that day. At any time, the client may withdraw any uninvested free cash
balance from the Securities Account by notifying the investment broker by
letter or telephone. For further information, see "How to Buy Shares" and
"Dividends and Taxes" in the accompanying Fund prospectus.

Redemption of Shares
Each Fund must redeem for cash all full and fractional shares of the
Fund subject to the conditions described in its prospectus. The
redemption price is the net asset value per share next determined after
receipt by the transfer agent of proper notice of redemption, in
accordance with either the automatic or manual procedures described below.
If the transfer agent receives the notice from AGE before the
determination of net asset value at noon Eastern time on any day that the
New York Stock Exchange and the Fund's custodian bank are open for
business, the redemption will be effective on that day. Payment of the
redemption proceeds will be made after noon Eastern time on the day the
redemption becomes effective. If AGE receives the notice after noon
Eastern time, the redemption in the TAA will be effective on the next
business day and payment will be made on that day. If an investor redeems
all of the Fund shares in the TAA at any time during a month, the Fund
will pay all dividends accrued to the date of redemption together with the
redemption proceeds. Dividends in TAAs are earned through the day prior
to redemption. For further information, see "How to Redeem Shares" in the
accompanying Fund prospectus.

Automatic Redemptions
Whenever a debit balance arises in the Securities Account created by
activity therein or created by VISA card purchases, cash advances, or
checks written against the VISA Account, AGE will automatically effect
redemptions. Daily debit balances will be satisfied first by any free
cash balances and second by the redemption of Fund shares. Margin loans
will be used to satisfy debits remaining in either the Securities Account
or the VISA Account after the use of the free cash balances and the
redemption of all Fund shares, and the investor may not purchase shares
until all debits and margin loans are satisfied. If Fund shares are
redeemed to satisfy these debits, the investor earns dividends up to the
day AGE makes payment for the TAA.

VISA Account
Bank One, with which AGE has entered into an agreement for this
purpose, may issue a VISA card and checks to each person who is a TAA
client other than under certain accounts described below under "Group
Plans and Special Accounts." The TAA client may use the VISA card to
purchase merchandise or services at participating establishments or to
obtain cash advances (which a bank may limit to $5,000 per account per
day) from any participating bank or its branch. Any of 362,000 worldwide
bank branches in the VISA system, as well as all establishments accepting
the VISA card, will honor the VISA card. Presently, more than 10 million
stores, restaurants and service outlets worldwide honor the VISA card.
You may also obtain cash advances using your VISA card and personal
identification number (PIN) from automated teller machines (ATMs)
displaying the VISA or PLUS logos. A $1 charge is assessed for each ATM
transaction or cash advance. The TAA client may draw checks on the VISA
Account for any purpose. Bank One will impose its normal charges for stop
payment orders and checks that are returned because they have exceeded the
authorization limit described below or for special, investigative or
research services. If a client wishes to stop payment on a TAA check,
verbal requests must be confirmed in writing to AGE and the bank within
14 days, and the request will not bind AGE or the bank for a period of
four business days after the initial request. Neither AGE nor the bank
will incur any liability for honoring a check within four business days
of the client request. The client understands a stop payment fee may be
charged for this special request

Neither the VISA card nor the Bank One checks may be used to purchase
securities in the Securities Account or Fund shares. The maximum amount
available (authorization limit) for VISA purchases, cash advances and Bank
One checking for a client's TAA is the total of (a) any uninvested free
cash balances in the Securities Account, (b) the net asset value of the
Fund shares held for the client's TAA, and (c) the available margin loan
value of securities in the Securities Account. Since the authorization
limit depends on the status of cleared checks deposited to the Securities
Account, securities prices, as well as changes in the debit balance in the
Securities Account and the VISA Account, will fluctuate from day to day.
The authorization limit is instantaneously reduced at the time Bank One
is notified of the use of the VISA card, not at the time the applicable
sales draft or cash advance draft is paid. Fund shares are not redeemed,
however, until the item is presented to Bank One for payment and the
request is submitted to AGE for redemption.

Unlike standard credit card procedures under which bills are rendered
monthly and free credit may be extended for a period of up to 25 days
thereafter, Bank One will notify AGE daily of any charges presented
against the VISA Account, whether by use of the VISA card or checks. AGE
will pay Bank One on behalf of its clients from the TAA on the day AGE
receives notice of the debit. AGE will pay for charges in the following
order of priority: first, from free cash balances, if any, held in the
Securities Account pending investment; second, from the proceeds of
redemption of Fund shares; and third (if those sources prove
insufficient), from margin loans made to the client by AGE within the
available margin loan value of the securities in the Securities Account.
AGE will charge interest on any such margin loans. This system provides
for an efficient use of funds since the client will not incur the cost of
a margin loan until all free cash balances and funds invested in Fund
shares are fully used. If charges in an investor's VISA Account are
satisfied by redemption of Fund shares, ownership of the shares will
transfer to AGE as of the date it pays Bank One on behalf of the investor,
and AGE will retain dividends accruing on the shares between the date of
the payment and the date of redemption. Clients have no unsecured
borrowing privileges in the VISA Account. A client participating in the
TAA program must agree not to exceed the authorization limit. Any
overdraft will be immediately payable by the client to Bank One, which
will impose a charge at an annual rate not to exceed 25% for the time the
overdraft is outstanding.

Clients who subscribe to a TAA will receive a transaction statement
from AGE that will detail all TAA transactions during the preceding month.
The statement will describe securities and options bought and sold in the
Securities Account, whether on margin or on a fully paid basis, any other
type of transaction effected in the Securities Account, margin interest
charges, if any, Fund shares that were purchased or redeemed, and
dividends on Fund shares. The statement will also show purchases of
merchandise or services with the VISA card, checks drawn against the VISA
Account and cash advances. The Fund will not send confirmations for
automatic purchases and redemption of fund shares.

A client may subscribe to the TAA with the minimum amount of $10,000
in any combination of gross market value of securities, marginable or
nonmarginable, and/or cash. To subscribe, clients must execute a TAA
Agreement with AGE, which includes a Checking Account/VISA Account
Application. AGE, in its discretion, may waive such conditions in special
instances, certain of which are described below under "Group Plans and
Special Accounts." Both AGE and Bank One may terminate any client's TAA
for any reason at any time. AGE may terminate a client's TAA if, at the
expiration date of the client's VISA card, the Securities Account does not
have a value of at least $5,000, including any Fund shares. New York
Stock Exchange rules require that margin accounts maintain a minimum of
$2,000 of equity. Clients may be prohibited from maintaining both a TAA
and a non-TAA account with AGE.

Clients subscribing to the TAA may be liable for the unauthorized use
of their VISA card in an amount up to $50. The owner of the VISA card
will not be liable for any unauthorized use that occurs after Bank One has
been notified verbally or in writing of loss, theft or possible
unauthorized use of the card. If Fund shares are redeemed due to the
unauthorized use of the VISA card, the shares will be reinstated as if
never sold and AGE will indemnify the Fund against any losses caused. If
a VISA card is lost or stolen, the TAA client should report the loss
immediately by calling the TAA Service Center at (800) 677-8380 during
normal business hours or by placing a collect call to Bank One at (614)
248-4242 after business hours.

Group Plans and Special Accounts
AGE may modify the conditions of the TAA for certain group plans and
limited categories of individuals, typically by providing for a cash
securities account instead of a margin account or by providing for limited
use of the VISA Account. In the case of group or special accounts, the
regular minimum may be waived. Such participants may be charged a higher
service fee than that charged to other participants in the program.

General
Investors should be aware that the checking feature of the TAA is
intended to provide clients with easy access to the assets in their
accounts and that the TAA is not a bank account.

From time to time, certain state administrative agencies have raised
questions whether the operation of a TAA-type program constitutes banking
under the laws of their state. In addition, legislation has been proposed
in certain states, which, if enacted, could require a modification of the
TAA in those states. Neither AGE nor any of the Funds is a bank and they
believe that the operation of the TAA does not constitute banking under
the laws of any state. Final adverse rulings in any state that the TAA
constitutes unauthorized banking therein or the adoption of legislation
by any state affecting the TAA could force the Funds to liquidate shares
for residents in such state or to cease offering their shares in such
state as part of the TAA.

Total Asset Account is proprietary to A.G. Edwards & Sons, Inc.

Investors should carefully read the accompanying Fund prospectus.

<PAGE>

Centennial New York Tax Exempt Trust
3410 South Galena Street, Denver, Colorado 80231
1-800-525-9310

Centennial New York Tax Exempt Trust (the "Trust") is a no-load
"money-market" mutual fund with the investment objective of seeking the
maximum current income exempt from Federal, New York State and New York
City income taxes for individual investors that is consistent with
preservation of capital. The Trust seeks to achieve this objective by
investing in municipal obligations meeting specified quality standards,
the income from which is tax-exempt as described above. Normally, the
Trust will invest at least 80% of its assets in U.S. dollar-denominated,
high quality tax-exempt municipal obligations. See "The Trust and Its
Investment Policies."

An investment in the Trust is neither insured nor guaranteed by the
U.S. Government. Shares of the Trust are not deposits or obligations of
any bank, are not guaranteed by any bank, and are not insured by the FDIC
or any other agency. While the Trust seeks to maintain a stable net asset
value of $1.00 per share, there can be no assurance that the Trust will
be able to do so. See "The Trust and Its Investment Policies."

Shares of the Trust may be purchased directly from dealers having
sales agreements with the Trust's Distributor and also are offered to
participants in Automatic Purchase and Redemption Programs (the
"Programs") established by certain brokerage firms with which the Trust's
Distributor has entered into agreements for that purpose. See "How to Buy
Shares" in the Prospectus. Program participants should also read the
description of the Program provided by their broker.

This Prospectus sets forth concisely information about the Trust that
a prospective investor should know before investing. A Statement of
Additional Information about the Trust (the "Additional Statement") dated
November 1, 1994, has been filed with the Securities and Exchange
Commission ("SEC") and is available without charge upon written request
to Shareholder Services, Inc. ("the Transfer Agent"), P.O. Box 5143,
Denver, Colorado 80217-5143 or by calling the toll-free number shown
above. The Additional Statement (which is incorporated by reference in
its entirety in this Prospectus) contains more detailed information about
the Trust and its management.

Investors are advised to read and retain this Prospectus for future
reference.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

This Prospectus is effective November 1, 1994.

Table of Contents

Page

Trust Expenses 2
Financial Highlights 3
Yield Information 4
The Trust and Its Investment Policies 4
Investment Restrictions 8
Management of the Trust 8
How To Buy Shares 8
Purchases Through Automatic Purchase and Redemption Programs 9
Direct Purchases 9
Automatic Investment Plans 10
General 10
Service Plan 10
How To Redeem Shares 11
Program Participants 11
Shares of the Trust Owned Directly 11
Regular Redemption Procedure 11
Expedited Redemption Procedure 11
Checkwriting 12
Telephone Redemptions 12
Automatic Withdrawal Plans 12
General Information on Redemptions 12
Exchanges of Shares 13
Dividends and Taxes 15
Additional Information 17

<PAGE>

Trust Expenses

The following table sets forth: (i) the fees that an investor in the
Trust might pay, and (ii) the expenses paid by the Trust in its fiscal
year ended June 30, 1994.

Shareholder Transaction Expenses

Maximum Sales Charge on Purchases None
Sales Charge on Reinvested Dividends None
Redemption Fees None
Exchange Fee $5.00

Annual Trust Operating Expenses (as a percentage of average net assets)

Management Fees (after expense assumption) 0.28%
12b-1 (Service Plan) Fees 0.18%
Other Expenses 0.34%
Total Trust Operating Expenses
(after expense assumption) 0.80%

The purpose of this table is to assist an investor in understanding the
various costs and expenses that an investor in the Trust will bear
directly (shareholder transaction expenses) or indirectly (annual trust
operating expenses). "Other Expenses" includes such expenses as custodial
and transfer agent fees, audit, legal and other business operating
expenses, but excludes extraordinary expenses. The Annual Trust Operating
Expenses shown are net of a voluntary expense assumption undertaking by
the Trust's investment manager, Centennial Asset Management Corporation
(the "Manager"). Without such assumption, "Management Fees" and "Total
Fund Operating Expenses" would have been 0.50% and 1.02% of average net
assets, respectively. The expense assumption undertaking is described in
"Investment Management Services" in the Additional Statement and may be
amended or withdrawn at any time. For further details, see the Trust's
Financial Statements included in the Additional Statement.

The following example applies the above-stated expenses (after expense
assumption) to a hypothetical $1,000 investment in shares of the Trust
over the time periods shown below, assuming a 5% annual rate of return on
the investment and also assuming that the shares are redeemed at the end
of each stated period. The amounts shown below are the cumulative costs
of such hypothetical $1,000 investment for the periods shown.

1 year 3 years 5 years 10 years
------ ------- ------- --------
$8 $26 $44 $99

This example should not be considered a representation of past or
future expenses or performance. Expenses are subject to change and actual
performance and expenses may be less or greater than those illustrated
above.

<PAGE>

Financial Highlights
Selected data for a share of the Trust outstanding throughout each period

The information in the table below has been audited by Deloitte & Touche
LLP, independent auditors, whose report on the financial statements of the
Trust for the fiscal year ended June 30, 1994 is included in the
Additional Statement.

NINE MONTHS

ENDED PERIOD ENDED
YEAR ENDED
JUNE 30, JUNE 30, SEPTEMBER 30,

- --------------------------------------- -----------
- ------------
1994 1993
1992 1991 1990 1989(1)
------- -------
------- ------- ------- ------

<S> <C> <C>
<C> <C> <C> <C>
PER SHARE OPERATING DATA:
Net asset value, beginning of period............. $ 1.00 $ 1.00
$ 1.00 $ 1.00 $ 1.00 $ 1.00
Income from investment operations - net
investment income and net realized gain on
investments.................................... .02 .02
.03 .05 .04 .04
Dividends and distributions to shareholders...... (.02) (.02)
(.03) (.05) (.04) (.04)
------- -------
------- ------- ------- ------
Net asset value, end of period................... $ 1.00 $ 1.00
$ 1.00 $ 1.00 $ 1.00 $ 1.00
------- -------
------- ------- ------- ------
------- -------
------- ------- ------- ------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in (thousands)........ $26,519 $24,994
$24,103 $21,439 $ 9,133 $4,935
Average net assets (in thousands)................ $25,419 $24,257
$23,221 $16,766 $ 7,008 $2,084
Number of shares outstanding at end of period (in
thousands)..................................... 26,518 24,994
24,105 21,443 9,135 4,934
Ratios to average net assets:
Net investment income............................ 1.67% 1.74%
3.00% 4.42% 4.98%(2) 5.41%(2)
Expenses, before voluntary assumption by the
Manager........................................ 1.02% .98%
1.09% 1.08% 1.48%(2) 2.21%(2)
Expenses, net of voluntary assumption by the
Manager........................................ .80% .80%
.80% .72% .96%(2) 1.00%(2)

</TABLE>

- ------------
(1) For the period from January 3, 1989 (commencement of
operations) to
September 30, 1989.
(2) Annualized.

<PAGE>

Yield Information

From time to time, the "yield," "tax-equivalent yield" and
"compounded effective yield" of an investment in the Trust may be
advertised. All yield figures are based on historical earnings per share
and are not intended to indicate future performance. The "yield" of the
Trust is the income generated by an investment in the Trust over a seven-
day period, which is then "annualized." In annualizing, the amount of
income generated by the investment during that seven days is assumed to
be generated each week over a 52-week period, and is shown as a percentage
of the investment. The "compounded effective yield" is calculated
similarly, but the annualized income earned by an investment in the Trust
is assumed to be reinvested. The "compounded effective yield" will be
slightly higher than the yield because of the effect of the assumed
reinvestment. The Trust's "tax-equivalent yield" is calculated by
dividing that portion of the Trust's "yield" (calculated as described
above) which is tax-exempt by one minus a stated income tax rate and
adding the result to the portion (if any) of the Trust's yield that is not
tax-exempt. The "tax-equivalent yield" is then compounded and annualized
in the same manner as the Trust's yield. See "Yield Information" in the
Additional Statement for additional information about the methods of
calculating these yields. From time to time the Manager may voluntarily
assume a portion of the Trust's expenses (which may include the management
fee), thereby lowering the overall expense ratio per share and increasing
the Trust's yield during the time such expenses are assumed.

The Trust and Its Investment Policies

The Trust is a no-load tax-exempt money market fund. It is an open-
end, non-diversified, management investment company organized on July 29,
1988 as a Massachusetts business trust. The Trust's investment objective
is to seek the maximum current income exempt from Federal, New York State
and New York City income taxes for individual investors as is consistent
with preservation of capital. The Trust's shares may be purchased at
their net asset value, which will remain fixed at $1.00 per share except
under extraordinary circumstances (see "Determination of Net Asset Value
Per Share" in the Additional Statement for further information). There
can be no assurance, however, that the Trust's net asset value will not
vary or that the Trust will achieve its investment objective. The value
of Trust shares is not insured or guaranteed by any government agency.
However, shares held in brokerage accounts may be eligible for coverage
by the Securities Investor Protection Corporation for losses arising from
the insolvency of the brokerage firm. The Trust's investment policies and
practices are not "fundamental" policies (as defined below) unless a
particular policy is identified as fundamental. The Board may change non-
fundamental investment policies without shareholder approval.

Under normal market conditions, the Trust attempts to invest 100%
of its assets, and will invest at least 80% of its assets in municipal
bonds, municipal notes (including tax anticipation notes, bond
anticipation notes, revenue anticipation notes, construction loan notes
and other short-term loans), tax-exempt commercial paper and other debt
obligations issued by or on behalf of the State of New York, and other
states, and the District of Columbia, their political subdivisions, or any
commonwealth or territory of the United States, or their respective
agencies, instrumentalities or authorities, the interest from which is not
subject to federal individual income tax, in the opinion of bond counsel
to the respective issuer (collectively, "Municipal Securities") and will
invest at least 65% of its total assets in obligations of the State of New
York and its political subdivisions, agencies, authorities or
instrumentalities or those of commonwealths or territories of the U.S.,
the interest from which is not subject to New York State and New York City
personal income tax in the opinion of bond counsel to the respective
issuer ("New York Municipal Securities"). The Trust may also purchase
Municipal Securities with demand features that meet the requirements of
Rule 2a-7 (discussed below). All Municipal Securities in which the Trust
invests must have, or, pursuant to regulations adopted by the Securities
and Exchange Commission, be deemed to have, remaining maturities of one
year or less at the date the Trust purchases them.

In seeking its objective, as a matter of fundamental policy,
normally the Trust will make no investment that will reduce the portion
of its total assets which are invested in Municipal Securities to less
than 80%. The balance of the Trust's assets may be invested in
investments the income from which may be taxable, including: (i)
repurchase agreements (described below); (ii) Municipal Securities issued
to benefit a private user ("Private Activity Municipal Securities"), the
interest from which may be subject to Federal alternative minimum tax (see
"Dividends and Taxes" below and "Private Activity Municipal Securities"
in the Additional Statement); and (iii) certain temporary investments
defined below in "Temporary Investments." The Trust may hold Temporary
Investments pending the investment of proceeds from the sale of Trust
shares or portfolio securities, pending settlement of Municipal Securities
purchases or to meet anticipated redemptions. Normally, the Trust will
not invest more than 20% of its total assets in Private Activity Municipal
Securities and other taxable investments described above. No independent
investigation has been made by the Manager as to the users of proceeds of
such offerings or the application of such proceeds. To the extent the
Trust receives income from taxable investments, it may not achieve its
investment objective. Investments in unrated Municipal Securities will
not exceed 20% of the Trust's total assets.

Ratings of Securities. Under Rule 2a-7 of the Investment Company Act of
1940 (the "Investment Company Act"), the Trust uses the amortized cost
method to value its portfolio securities to determine the Trust's net
asset value per share. Rule 2a-7 places restrictions on a money market
fund's investments. Under the Rule, the Trust may purchase only those
securities that the Trust's Board of Trustees has determined have minimal
credit risks and are "Eligible Securities." With respect to ratings, an
"Eligible Security" is (a) one that has received a rating in one of the
two highest short-term rating categories by any two "nationally-recognized
statistical rating organizations" (as defined in the Rule) ("Rating
Organizations"), or, if only one Rating Organization has rated that
security, by that Rating Organization, or (b) an unrated security that is
judged by the Manager to be of comparable quality to investments that are
"Eligible Securities" rated by Rating Organizations. The Rule permits the
Trust to purchase "First Tier Securities," which are Eligible Securities
rated in the highest rating category for short-term debt obligations by
at least two Rating Organizations, or, if only one Rating Organization has
rated a particular security, by that Rating Organization, or comparable
unrated securities. Under the Rule, the Trust may also invest in "Second
Tier Securities," which are Eligible Securities that are not "First Tier
Securities." Additionally, under Rule 2a-7, the Trust must maintain a
dollar-weighted average portfolio maturity of no more than 90 days; and
the maturity of any single portfolio investment may not exceed 397 days.
Some of the Trust's existing investment restrictions described below and
in the Additional Statement (which are fundamental policies that may be
changed only by shareholder vote) are more restrictive than the provisions
of Rule 2a-7, and the Trust must restrict the maturity of portfolio
securities to one year or less. The Trust's Board has adopted procedures
under Rule 2a-7 pursuant to which the Board has delegated to the Manager
certain responsibilities, in accordance with that Rule, of conforming the
Trust's investments with the requirements of the Rule and those
procedures.

Appendix A of the Additional Statement contains information on the
rating categories of Rating Organizations. Ratings at the time of
purchase will determine whether securities may be acquired under the above
restrictions. Subsequent downgrades in ratings may require reassessment
of the credit risk presented by a security and may require its sale. The
rating restrictions described in this Prospectus do not apply to banks in
which the Trust's cash is kept. See "Municipal Securities" and "Ratings
of Securities" in "Investment Objective and Policies" in the Additional
Statement for further details.

Floating Rate/Variable Rate Obligations. Some of the Municipal
Securities the Trust may purchase may have variable or floating interest
rates. Variable rates are adjustable at stated periodic intervals of no
more than one year. Floating rates are automatically adjusted according
to a specified market rate for such investments, such as the PSA Municipal
Swap Index or J.J. Kenney Index. The Trust may purchase these obligations
if they have a remaining maturity of one year or less; if their maturity
is greater than one year, they may be purchased if they have a demand
feature that permits the Trust to recover the principal amount of the
underlying security at specified intervals not exceeding one year and on
not more than 30 days' notice. The Manager may determine that an unrated
floating rate or variable rate demand obligation meets the Trust's quality
standards solely by reason of being backed by a letter of credit or
guarantee issued by a bank that meets the Trust's quality standards.
However, the letter of credit or bank guarantee must be rated or meet the
other requirements of Rule 2a-7. See "Floating Rate/Variable Rate
Obligations" in the Additional Statement for more details.

Puts and Stand-By Commitments. For liquidity purposes, the Trust may
purchase Municipal Securities with puts from banks, brokers, dealers or
other institutions. A put gives the Trust the right to sell the
underlying security within a specified time at a stated price. Under a
stand-by commitment, a dealer agrees to purchase, at the Trust's option,
specified Municipal Securities at a stated price on same-day settlement.
The aggregate price of a security subject to a put or a stand-by
commitment may be higher than the price which otherwise would be paid for
the security without such put or stand-by commitment, thereby increasing
the cost of such security and reducing its yield. See "Puts and Stand-By
Commitments" in the Additional Statement for further details.

When-Issued Securities. The Trust may invest in Municipal Securities on
a "when-issued" or "delayed delivery" basis. In those transactions, the
Trust obligates itself to purchase or sell securities, with delivery and
payment to occur at a later date, to secure what is considered to be an
advantageous price and yield at the time the obligation is entered into.
The price, which is generally expressed in yield terms, is fixed at the
time the commitment to purchase is made, but delivery and payment for
when-issued securities take place at a later date (normally within 45 days
of purchase). During the period between purchase and settlement, no
payment is made by the Trust to the issuer and no interest accrues to the
Trust from the investment. Although the Trust is subject to the risk of
adverse market fluctuation during that period, the Manager does not
believe that the Trust's net asset value or income will be materially
adversely affected by the Trust's purchase of Municipal Securities on a
"when-issued" or "delayed delivery" basis. See "When-Issued and Delayed
Delivery Transactions" in the Additional Statement for more details.

Municipal Lease Securities. The Trust may invest in municipal lease
obligations. While some municipal lease securities may be deemed to be
"illiquid" securities (the purchase of which would be limited as described
below in "Illiquid and Restricted Securities"), the Trust may invest more
than 5% of its net assets in municipal lease obligations that the Manager
has determined to be liquid under guidelines set by the Trust's Board of
Trustees. See "Municipal Securities" in the Additional Statement for more
details.

Illiquid and Restricted Securities. The Trust may buy securities whose
disposition would be subject to legal restrictions ("restricted
securities"). The Trust will not purchase or otherwise acquire any
security if, as a result, more than 10% of its net assets would be
invested in securities that are illiquid by virtue of the absence of a
readily available market or because of legal or contractual restrictions
on resale. Such securities include (i) repurchase agreements maturing in
more than seven days, (ii) certain municipal lease obligations that are
considered illiquid securities, (iii) securities for which market
quotations are not readily available; and (iv) bank loan participation
agreements. The Manager will determine whether particular municipal lease
obligations are liquid, using guidelines established by the Trust's Board
of Trustees. This policy is not a fundamental policy and does not limit
purchases of (1) restricted securities eligible for resale to qualified
institutional purchasers pursuant to Rule 144A under the Securities Act
of 1933 that are determined to be liquid by the Board of Trustees or the
Manager under Board-approved guidelines, or (2) commercial paper that may
be sold without registration under Section 4(2) of the Securities Act of
1933. Such guidelines take into account trading activity for such
securities and the availability of reliable pricing information, among
other factors. If there is a lack of trading interest in particular Rule
144A securities, the Trust's holdings of those securities may be illiquid.
If more than 10% of the value of the Trust's net assets consists of
illiquid securities, the Manager would consider appropriate steps to
protect the Trust's maximum flexibility. There may be undesirable delays
in selling illiquid securities at prices representing their fair value.

Non-diversification. The Trust is classified as a "non-diversified"
investment company under the Investment Company Act of 1940 (the
"Investment Company Act"), so that the proportion of the Trust's assets
that may be invested in the securities of a single issuer is not limited
by the Investment Company Act. An investment in the Trust will therefore
entail greater risk than an investment in a diversified investment company
because a higher percentage of investments among fewer issuers may result
in greater fluctuation in the total market value of the Trust's portfolio,
and economic, political or regulatory developments may have a greater
impact on the value of the Trust's portfolio than would be the case if the
portfolio were diversified among more issuers. However, the Trust intends
to conduct its operations so as to qualify as a "regulated investment
company" for purposes of the Internal Revenue Code of 1986, as amended
(the "Internal Revenue Code"), which will relieve the Trust from liability
for Federal income tax to the extent its earnings are distributed to
shareholders. Among the requirements for such qualification are that: (1)
not more than 25% of the market value of the Trust's total assets will be
invested in the securities of a single issuer, and (2) with respect to 50%
of the market value of its total assets, not more than 5% of the market
value of its total assets may be invested in the securities of a single
issuer and the Trust must not own more than 10% of the outstanding voting
securities of a single issuer.

Repurchase Agreements. The Trust may acquire securities that are subject
to repurchase agreements in order to generate income while providing
liquidity. The Trust's repurchase agreements must comply with the
collateral requirements of Rule 2a-7. However, if the seller of the
securities fails to pay the agreed-upon repurchase price on the delivery
date, the Trust's risks may include the costs of disposing of the
collateral for the agreement and losses that might result from any delays
in foreclosing on the collateral. Income earned on repurchase
transactions is not tax-exempt and accordingly, under normal market
conditions, the Trust will limit its investments in repurchase
transactions to 20% of its total assets. See "Repurchase Agreements" in
the Additional Statement for further details.

Loans of Portfolio Securities. To attempt to increase its income, the
Trust may lend its portfolio securities to qualified borrowers (other than
in repurchase transactions) if the loan is collateralized in accordance
with applicable regulatory requirements and if, after any loan, the value
of the securities loaned does not exceed 25% of the value of its total
assets. The Trust presently does not intend that the value of securities
loaned during the current fiscal year will exceed 5% of the Trust's total
assets. The income from such loans, when distributed by the Trust, will
be taxable. See "Loans of Portfolio Securities" in the Additional
Statement for further information.

Temporary Investments. The Trust may hold the following "Temporary
Investments" that are Eligible Securities: (i) obligations issued or
guaranteed by the U.S. Government or its agencies or instrumentalities;
(ii) bankers acceptances; (iii) taxable commercial paper rated in the
highest category by a Rating Organization; (iv) short-term taxable debt
obligations rated in one of the two highest rating categories of a Rating
Organization; or (v) certificates of deposit of domestic banks with assets
of $1 billion or more. To the extent the Trust assumes a temporary
defensive position, a significant portion of the Trust's distributions may
be subject to Federal, New York State and local taxes.

Special Considerations - New York Municipal Securities. Because the Trust
concentrates its investments in New York Municipal Securities, the market
value and marketability of such Municipal Securities and the interest
income and repayment of principal to the Trust from them could be
adversely affected by a default or financial crisis relating to any of
such issuers. Investors should consider these matters and the financial
difficulties experienced in past years by New York State and certain of
its agencies and subdivisions (particularly New York City), as well as
economic trends in New York, summarized in the Additional Statement under
"Special Investment Considerations - New York Municipal Securities."

Investment Restrictions

The Trust has certain investment restrictions which, together with its
investment objective, are fundamental policies, changeable only by the
vote of a "majority" (as defined in the Investment Company Act) of the
Trust's outstanding voting securities. Under some of those restrictions,
the Trust cannot: (1) make loans, except that the Trust may purchase debt
securities described in "The Trust and Its Investment Policies" and
repurchase agreements, and the Trust may lend its portfolio securities as
described in its investment policy stated above; (2) borrow money in
excess of 10% of the value of its total assets or make any investment when
borrowings exceed 5% of the value of its total assets; it may borrow only
as a temporary measure for extraordinary or emergency purposes; no assets
of the Trust may be pledged, mortgaged or assigned to secure a debt; (3)
invest more than 25% of its total assets in any one industry; however, for
the purposes of this restriction Municipal Securities and U.S. Government
obligations are not considered to be part of any single industry. The
percentage restrictions described in this Prospectus and in the Additional
Statement apply only at the time of investment and require no action by
the Trust as a result of subsequent changes in value of the investments
or the size of the Trust. A supplementary list of investment restrictions
is contained in "Investment Restrictions" in the Additional Statement.

Management of the Trust

The Trust's Board of Trustees has overall responsibility for the
management of the Trust under the laws of Massachusetts governing the
responsibilities of trustees of business trusts. "Trustees and Officers"
in the Additional Statement identifies the Trust's Trustees and officers
and provides information about them. Subject to the authority of the
Board, the Manager is responsible for the day-to-day management of the
Trust's business, supervises the investment operations of the Trust and
the composition of its portfolio and furnishes the Trust advice and
recommendations with respect to investments, investment policies and the
purchase and sale of securities, pursuant to a management agreement with
the Trust (the "Agreement"). The Trust's management fee, payable monthly
to the Manager under the terms of the Agreement, is computed as a
percentage of the Trust's aggregate net assets as of the close of business
each day at the following annual rates: 0.50% of the first $250 million
of net assets; 0.475% of the next $250 million; 0.45% of the next $250
million; 0.425% of the next $250 million and 0.40% of net assets in excess
of $1 billion.

The Agreement lists examples of expenses paid by the Trust, the
major categories of which relate to interest, taxes, brokerage
commissions, certain insurance premiums, fees to certain Trustees, legal
and audit expenses, transfer agent and custodian expenses, certain
registration expenses and non-recurring expenses, including litigation.
For further information about the Agreement, including a description of
expense assumption arrangements by the Manager, exculpation provisions and
portfolio transactions, see "Investment Management Services" in the
Additional Statement.

The Manager, a wholly-owned subsidiary of Oppenheimer Management
Corporation ("OMC"), has operated as an investment adviser since 1978.
The Manager and OMC currently advise U.S. investment companies with assets
aggregating over $28 billion as of June 30, 1994, and having more than 1.8
million shareholder accounts. OMC is wholly-owned by Oppenheimer
Acquisition Corp., a holding company owned in part by senior management
of OMC and the Manager, and ultimately controlled by Massachusetts Mutual
Life Insurance Company, a mutual life insurance company which also advises
pension plans and investment companies.

How To Buy Shares

Shares of the Trust may be purchased at their offering price, which
is net asset value per share, without sales charge. The net asset value
will remain fixed at $1.00 per share, except under extraordinary
circumstances (see "Determination of Net Asset Value Per Share" in the
Additional Statement for further details) but there is no guarantee that
the Trust will maintain a stable net asset value of $1.00 per share.
Centennial Asset Management Corporation, which also acts as the Trust's
distributor (and in that capacity is referred to as the "Distributor"),
may in its sole discretion accept or reject any order for purchase of
Trust shares. Oppenheimer Funds Distributor, Inc., an affiliate of the
Distributor, acts as the Trust's sub-distributor (the "Sub-Distributor").

The minimum initial investment is $500 ($2,500 if by Federal Funds
wire), except as otherwise described in this Prospectus. Subsequent
purchases must be in amounts of $25 or more, and may be made through
authorized dealers or brokers or by forwarding payment to the Distributor
at P.O. Box 5143, Denver, Colorado 80217, with the name(s) of all account
owners, the account number and the name of the Trust. The minimum initial
and subsequent purchase requirements are waived on purchases made by
reinvesting dividends from any of the "Eligible Funds" listed in "Exchange
Privilege" below or by reinvesting distributions from unit investment
trusts for which reinvestment arrangements have been made with the
Distributor. Under an Automatic Investment Plan or military allotment
plan, initial and subsequent investments must be at least $25. No share
certificates will be issued unless specifically requested in writing by
an investor or the dealer or broker.

The Trust intends to be as fully invested as practicable to maximize
its yield. Therefore, dividends will accrue on newly-purchased shares
only after the Distributor accepts the purchase order for them at its
address in Denver, Colorado, on a day the New York Stock Exchange is open
(a "regular business day"), under one of the methods of purchasing shares
described below. The purchase will be made at the net asset value next
determined after the Distributor accepts the purchase order.

The Trust's net asset value per share is determined twice each
regular business day, at 12:00 Noon and at 4:00 P.M. (all references to
time in this Prospectus are to New York time) by dividing the net assets
of the Trust by the total number of its shares outstanding. The Trust's
Board of Trustees has established procedures for valuing the Trust's
assets, using the amortized cost method as described in "Determination of
Net Asset Value Per Share" in the Additional Statement.

Purchases Through Automatic Purchase and Redemption Programs. Shares of
the Trust are available under Automatic Purchase and Redemption Programs
("Programs") of broker-dealers that have entered into agreements with the
Distributor for that purpose. Broker-dealers whose clients participate
in such Programs will invest the "free cash balances" of such client's
Program account in shares of the Trust if the Trust has been selected as
the primary Trust by the client for the Program account. Such purchases
will be made by the broker-dealer under the procedures described in
"Guaranteed Payment," below. The Program may have minimum investment
requirements established by the broker-dealer. The description of the
Program provided by the broker-dealer should be consulted for details, and
all questions about investing in, exchanging or redeeming shares of the
Trust through a Program should be directed to the broker-dealer.

Direct Purchases. An investor may directly purchase shares of the Trust
through any dealer which has a sales agreement with the Distributor or the
Sub-Distributor. There are two ways to make a direct initial investment:
either (1) complete a Centennial Funds New Account Application and mail
it with payment to the Distributor at P.O. Box 5143, Denver, Colorado
80217-5143 (if no dealer is named in the Application, the Sub-Distributor
will act as the dealer), or (2) order the shares through your dealer or
broker. Purchases made by Application should have a check enclosed, or
payment may be made by one of the alternative means described below.

- - Payment by Check. Orders for shares purchased by check in U.S. dollars
drawn on a U.S. bank will be effected on the regular business day on which
the check (and the purchase application, if the account is new) is
accepted by the Distributor. Dividends will begin to accrue on such
shares the next regular business day after the purchase order is accepted.
For other checks, the shares will not be purchased until the Distributor
is able to convert the purchase payment to Federal Funds, and dividends
will begin to accrue on such shares on the next regular business day.

- Payment by Federal Funds Wire. Shares of the Trust may be purchased
by Federal Funds wire. The minimum investment by wire is $2,500. The
investor must first call the Distributor's Customer Service Department at
1-800-525-9310 to notify the Distributor of the transmittal of the wire
and to order the shares. The investor's bank must wire the Federal Funds
to Citibank, N.A., ABA No. 0210-0008-9 for credit to Concentration Account
No. 3737-5674, for further credit to Centennial New York Tax Exempt Trust
Custodian Account No. 845-766. The wire must state the investor's name.
Shares will be purchased on the regular business day on which, prior to
4:00 P.M., the Federal Funds are received by Citibank, N.A. and the
Distributor has received and accepted the investor's notification of the
wire order. Shares will be purchased at the net asset value next
determined after receipt of the Federal Funds and the order. Dividends
on newly purchased shares will begin to accrue on the purchase date if the
Federal Funds and order for the purchase are received and accepted by
12:00 Noon. Dividends will begin to accrue on the next regular business
day if the Federal Funds and purchase order are received and accepted
between 12:00 Noon and 4:00 P.M. The investor must also send the
Distributor a completed Application when the purchase order is placed to
establish a new account.

- Guaranteed Payment. Broker-dealers with sales agreements with the
Distributor (including broker-dealers who have made special arrangements
with the Distributor for purchases for Program accounts) may place
purchase orders with the Distributor to purchase shares of the Trust. If
an order is received between 12:00 Noon and 4:00 P.M. on a regular
business day with the broker-dealer's guarantee that payment for such
shares in Federal Funds will be received by the Custodian prior to 4:00
P.M. the next regular business day, the order will be effected at 4:00
P.M. on the day the order is received, and dividends on such shares will
begin to accrue on the next regular business day after the Federal Funds
are received by the required time. If the broker-dealer guarantees that
the Federal Funds payment will be received by the Trust's Custodian by
2:00 P.M. on a regular business day on which an order is placed for shares
after 12:00 Noon, the order will be effected at 4:00 P.M. that day and
dividends will begin to accrue on such shares on the purchase date.

Automatic Investment Plans. Direct investors may purchase shares of the
Trust automatically. Automatic Investment Plans may be used to make
regular monthly investments ($25 minimum) from the investor's account at
a bank or other financial institution. To establish an Automatic
Investment Plan from a bank account, a check (minimum $25) for the initial
purchase must accompany the application. Shares purchased by Automatic
Investment Plan payments are subject to the redemption restrictions for
recent purchases described in "How to Redeem Shares." The amount of the
Automatic Investment Plan payment may be changed or the automatic
investments terminated at any time by writing to the Transfer Agent. A
reasonable period (approximately 15 days) is required after receipt of
such instructions to implement them. The Trust reserves the right to
amend, suspend, or discontinue offering such plans at any time without
prior notice.

General. Dealers and brokers who process orders for the Trust's shares
on behalf of their customers may charge a fee for this service. That fee
can be avoided by purchasing shares directly from the Trust. The sale of
shares will be suspended during any period when the determination of net
asset value is suspended, and may be suspended by the Board of Trustees
whenever the Board judges it in the best interest of the Trust to do so.

Service Plan. The Trust has adopted a service plan (the "Plan") under
Rule 12b-1 of the Investment Company Act pursuant to which the Trust will
reimburse the Distributor for all or a portion of its costs incurred in
connection with the personal service and maintenance of accounts that hold
Trust shares. The Distributor will use all the fees received from the
Trust to compensate dealers, brokers, banks, or other institutions
("Recipients") each quarter for providing personal service and maintenance
of accounts that hold Trust shares. The services to be provided by
Recipients under the Plan include, but shall not be limited to, the
following: answering routine inquiries from the Recipient's customers
concerning the Trust, providing such customers with information on their
investment in Trust shares, assisting in the establishment and maintenance
of accounts or sub-accounts in the Trust, making the Trust's investment
plans and dividend payment options available, and providing such other
information and customer liaison services and the maintenance of accounts
as the Distributor or the Trust may reasonably request. Plan payments by
the Trust to the Distributor will be made quarterly in the amount of the
lesser of: (i) 0.05% (0.20% annually) of the net asset value of the Trust,
computed as of the close of each business day or (ii) the Distributor's
actual distribution expenses for that quarter of the type approved by the
Board. Any unreimbursed expenses incurred for any quarter by the
Distributor may not be recovered in later periods. The Plan has the
effect of increasing annual expenses of the Trust by up to 0.20% of
average annual net assets from what its expenses would otherwise be. In
addition, the Manager may, under the Plan, from time to time from its own
resources (which may include the profits derived from the advisory fee it
receives from the Trust), make payments to Recipients for distribution,
administrative and accounting services performed by Recipients. For
further details, see "Service Plan" in the Additional Statement.

How To Redeem Shares

Program Participants. Program participants may redeem shares in the
Program by writing checks as described below, or by contacting their
dealer or broker. Program participants may also arrange for "Expedited
Redemptions," as described below, only through their dealer or broker.

Shares of the Trust Owned Directly. Shares of the Trust owned by a
shareholder directly (not through a Program) (a "direct shareholder"), may
be redeemed in the following ways:

- Regular Redemption Procedure. A direct shareholder who wishes to
redeem some or all shares in an account (whether or not represented by
certificates) under the Trust's regular redemption procedures, must send
the following to the Transfer Agent for the Trust, Shareholder Services,
Inc., P.O. Box 5143, Denver, Colorado 80217; (send courier or express mail
deliveries to 10200 E. Girard Avenue, Building D, Denver, Colorado 80231):
(1) a written request for redemption signed by all registered owners
exactly as the shares are registered, including fiduciary titles, if any,
and specifying the account number and the dollar amount or number of
shares to be redeemed; (2) a guarantee of the signatures of all registered
owners on the redemption request or on the endorsement on the share
certificate or accompanying stock power, by a U.S. bank, trust company,
credit union or savings association, or a foreign bank having a U.S.
correspondent bank, or by a U.S. registered dealer or broker in
securities, municipal securities or government securities, or by a U.S.
national securities exchange, registered securities association or
clearing agency; (3) any share certificates issued for any of the shares
to be redeemed; and (4) any additional documents which may be required by
the Transfer Agent for redemption by corporations, partnerships or other
organizations, executors, administrators, trustees, custodians, or
guardians, or if the redemption is requested by anyone other than the
shareholder(s) of record. Transfers of shares are subject to similar
requirements. A signature guarantee is not required for redemptions of
$50,000 or less, requested by and payable to all shareholders of record,
to be sent to the address of record for that account. To avoid delay in
redemption or transfer, shareholders having questions about these
requirements should contact the Transfer Agent in writing or by calling
1-800-525-9310 before submitting a request. From time to time the
Transfer Agent in its discretion may waive any or certain of the foregoing
requirements in particular cases. Redemption or transfer requests will
not be honored until the Transfer Agent receives all required documents
in proper form.

- Expedited Redemption Procedure. In addition to the regular redemption
procedure set forth above, direct shareholders whose shares are not
represented by certificates may arrange to have redemption proceeds of
$2,500 or more wired in Federal Funds to a designated commercial bank if
the bank is a member of the Federal Reserve wire system. To place a wire
redemption request, call the Transfer Agent at 1-800-852-8457. The
account number of the designated financial institution, and the Bank ABA
number must be supplied to the Transfer Agent on the Application or dealer
settlement instructions establishing the account or may be added to
existing accounts or changed only by signature-guaranteed instructions to
the Transfer Agent from all shareholders of record. Such redemption
requests may be made by telephone, wire or written instructions to the
Transfer Agent. The wire for the redemption proceeds of shares redeemed
prior to 12:00 Noon, normally will be transmitted by the Transfer Agent
to the shareholder's designated bank account on the day the shares are
redeemed (or, if that day is not a bank business day, on the next bank
business day). No dividends are paid on the proceeds of redeemed shares
awaiting transmittal by wire. Shares redeemed prior to 12:00 Noon do not
earn dividends on the redemption date. The wire for the redemption
proceeds of shares redeemed between 12:00 Noon and 4:00 P.M., normally
will be transmitted by the Transfer Agent to the shareholder's designated
bank account on the next bank business day after the redemption. Shares
redeemed between 12:00 Noon and 4:00 P.M. earn dividends on the redemption
date. See "Purchase, Redemption and Pricing of Shares" in the Additional
Statement for further details.

- - Check Writing. Upon request, the Transfer Agent will provide any direct
shareholder or Program participant whose shares are not represented by
certificates with forms of drafts ("checks") payable through a bank
selected by the Trust (the "Bank"). Program participants must arrange for
check writing through their brokers or dealers. The Transfer Agent will
arrange for checks written by direct shareholders to be honored by the
Bank after obtaining a specimen signature card from the shareholder(s).
Shareholders of joint accounts may elect to have checks honored with a
single signature. Checks may be made payable to the order of anyone in
any amount not less than $250 and will be subject to the Bank's rules and
regulations governing checks. For Program participants, checks will be
drawn against the primary account designated by the Program participant.
If a check is presented for an amount greater than the account value, it
will not be honored. Shares purchased by check or Automatic Investment
Plan payments within the prior 15 days may not be redeemed by
checkwriting. A check presented to the Bank for payment that would
require redemption of some or all of the shares so purchased is subject
to non-payment. Checks may not be presented for payment at the offices
of the Bank or the Trust's Custodian. This limitation does not affect the
use of checks for the payment of bills or to obtain cash at other banks.
The Trust reserves the right to amend, suspend or discontinue check
writing privileges at any time without prior notice.

- Telephone Redemptions. Direct shareholders of the Trusts may redeem
their shares by telephone by calling the Transfer Agent at 1-800-852-8457.
This procedure for telephone redemptions is not available to Program
participants. Proceeds of telephone redemptions will be paid by check
payable to the shareholder(s) of record and sent to the address of record
for the account. Telephone redemptions are not available within 30 days
of a change of the address of record. Up to $50,000 may be redeemed by
telephone, once in every seven day period. The Transfer Agent may record
any calls. Telephone redemptions may not be available if all lines are
busy, and shareholders would have to use the Trusts' regular redemption
procedures described above. Telephone redemption privileges are not
available for newly-purchased (within the prior 15 days) shares or for
shares represented by certificates. Telephone redemption privileges apply
automatically to each shareholder and the dealer representative of record
unless the Transfer Agent receives cancellation instructions from a
shareholder of record. If an account has multiple owners, the Transfer
Agent may rely on the instructions of any one owner.

Automatic Withdrawal Plan. A direct shareholder can authorize the
Transfer Agent to redeem shares (minimum $50) automatically on a monthly,
quarterly, semi-annual or annual basis under an Automatic Withdrawal Plan.
Shares will be redeemed as of 4:00 P.M. three business days prior to the
date requested by the shareholder for receipt of the payment. The Trust
cannot guarantee receipt of payment on the date requested and reserves the
right to amend, suspend or cease offering such plans at any time without
prior notice. For further details, refer to "Automatic Withdrawal Plan
Provisions" in the Additional Statement.

General Information on Redemptions. The redemption price will be the net
asset value per share of the Trust next determined after the receipt by
the Transfer Agent of a request in proper form. Under certain unusual
circumstances, shares of the Trust may be redeemed "in kind" (i.e., by
payment in portfolio securities). For details, see "Purchase, Redemption
and Pricing of Shares - Redemption of Shares" in the Additional Statement.
Under the Internal Revenue Code, the Trust may be required to impose
"backup" withholding of Federal income tax at the rate of 31% from any
taxable dividends and distributions the Trust may make, if the shareholder
has not furnished the Trust a certified tax identification number or has
not complied with provisions of the Internal Revenue Code and regulations
thereunder.

Payment for redeemed shares is made ordinarily in cash and forwarded
within seven days of the Transfer Agent's receipt of redemption
instructions in proper form, except under unusual circumstances as
determined by the SEC. The Transfer Agent may delay forwarding a
redemption check for recently-purchased shares only until the purchase
check has cleared which may take up to 15 days or more. Such delay may
be avoided if the shareholder arranges telephone or written assurance
satisfactory to the Transfer Agent from the bank on which the payment was
drawn or by purchasing shares by Federal Funds wire, as described above.
The Trust makes no charge for redemption. Dealers or brokers may charge
a fee for handling redemption transactions, but such fee can be avoided
by requesting the redemption directly through the Transfer Agent. Under
certain circumstances, the proceeds of redemptions of shares of the Trust
acquired by exchange of Class A shares of "Eligible Funds" (described
below) purchased subject to a contingent deferred sales charge ("CDSC")
may be subject to the CDSC (see "Exchange Privilege" below).

Exchanges of Shares

Exchange Privilege
Shares of the Trust held under Programs may be exchanged for shares of
Centennial Money Market Trust, Centennial Government Trust, Centennial Tax
Exempt Trust and Centennial California Tax Exempt Trust (collectively, the
"Centennial Trusts") only by instructions of the broker. Shares of the
Trust may, under certain circumstances, be exchanged by direct
shareholders for Class A shares of the following funds, all collectively
referred to as "Eligible Funds": (i) Oppenheimer Target Fund, Oppenheimer
Champion High Yield Fund, Oppenheimer Asset Allocation Fund, Oppenheimer
Discovery Fund, Oppenheimer U.S. Government Trust, Oppenheimer Global
Growth & Income Fund, Oppenheimer Global Emerging Growth Fund, Oppenheimer
Limited-Term Government Fund, Oppenheimer Intermediate Tax-Exempt Bond
Fund, Oppenheimer Fund, Oppenheimer Global Fund, Oppenheimer Time Fund,
Oppenheimer Growth Fund, Oppenheimer Equity Income Fund, Oppenheimer Gold
& Special Minerals Fund, Oppenheimer Insured Tax-Exempt Bond Fund,
Oppenheimer Main Street Income & Growth Fund, Oppenheimer Main Street
California Tax-Exempt Fund, Oppenheimer Florida Tax-Exempt Fund,
Oppenheimer New Jersey Tax-Exempt Fund, Oppenheimer Investment Grade Bond
Fund, Oppenheimer Value Stock Fund, Oppenheimer California Tax-Exempt
Fund, Oppenheimer Pennsylvania Tax-Exempt Fund, Oppenheimer High Yield
Fund, Oppenheimer Total Return Fund, Inc., Oppenheimer Mortgage Income
Fund, Oppenheimer Tax-Free Bond Fund, Oppenheimer New York Tax-Exempt
Fund, Oppenheimer Strategic Income Fund, Oppenheimer Strategic Income &
Growth Fund, Oppenheimer Strategic Short-Term Income Fund and Oppenheimer
Strategic Investment Grade Bond Fund; and (ii) the following "Money Market
Funds": Oppenheimer Money Market Fund, Inc., Oppenheimer Cash Reserves,
any Centennial Trust, and Daily Cash Accumulation Fund, Inc. There is an
initial sales charge on the purchase of Class A shares of each Eligible
Fund except the Money Market Funds (under certain circumstances described
below, redemption proceeds of Money Market Fund shares may be subject to
a CDSC).

Shares of the Trust and of the other Eligible Funds may be exchanged at
net asset value if all of the following conditions are met: (1) shares of
the fund selected for exchange are available for sale in the shareholder's
state of residence; (2) the respective prospectuses of the funds whose
shares are to be exchanged and acquired offer the Exchange Privilege to
the investor; (3) newly-purchased shares (by initial or subsequent
investment) are held in an account for at least 7 days and all other
shares at least one day prior to the exchange; and (4) the aggregate net
asset value of the shares surrendered for exchange into a new account is
at least equal to the minimum investment requirements of the fund whose
shares are to be acquired.

In addition to the conditions stated above: shares of Eligible Funds
may be exchanged for shares of any Money Market Fund; shares of any Money
Market Fund (including the Trust) purchased without a sales charge may be
exchanged for shares of Eligible Funds offered with a sales charge upon
payment of the sales charge (or, if applicable, may be used to purchase
shares of Eligible Funds subject to a CDSC); and shares of the Trust
acquired by reinvestment of dividends and distributions from any Eligible
Fund (except Oppenheimer Cash Reserves) or from any unit investment trust
for which reinvestment arrangements have been made with the Distributor
may be exchanged at net asset value for shares of any Eligible Fund. The
redemption proceeds of shares of the Trust, acquired by exchange of shares
of an Eligible Fund purchased subject to a CDSC, that are redeemed within
18 months of the end of the calendar month of the initial purchase of the
exchanged shares will be subject to the CDSC as described in the
prospectus of that other Eligible Fund; in determining whether the CDSC
is payable, shares of the Trust not subject to the CDSC are redeemed
first, including shares purchased by reinvestment of dividends and capital
gains distributions from any Eligible Fund or shares of the Trust acquired
by exchange of shares of Eligible Funds on which a front-end sales charge
was paid or credited, and then other shares are redeemed in the order of
purchase.

An exchange may be made by submitting an Exchange Authorization Form
to the Transfer Agent, signed by all registered owners. In addition,
direct shareholders of the Trust may exchange shares of the Trust for
shares of any Centennial Trust by telephone exchange instructions to the
Transfer Agent by a shareholder or the dealer or representative of record
for an account. The Trust may modify, suspend or discontinue these
exchange privileges at any time, and will do so on 60 days' notice if such
notice is required by regulations adopted under the Investment Company
Act. The Trust reserves the right to reject requests submitted in bulk
on behalf of 10 or more accounts. Exchange requests must be received by
the Transfer Agent by 4:00 P.M. on a regular business day to be effected
that day. The number of shares exchanged may be less than the number
requested if the number requested would include shares subject to a
restriction cited above or shares covered by a certificate that is not
tendered with such request. Only the shares available for exchange
without restriction will be exchanged.

Direct shareholders may place a telephone exchange request by
calling the Transfer Agent at 1-800-852-8457. Telephone exchange calls
may be recorded by the Transfer Agent. Telephone exchanges are subject
to the rules described above. By exchanging shares by telephone, the
shareholder is acknowledging receipt of a prospectus of the fund to which
the exchange is made and that for full or partial exchanges, any special
account features such as Automatic Investment Plans and Automatic
Withdrawal Plans will be switched to the new account unless the Transfer
Agent is otherwise instructed. Telephone exchange privileges
automatically apply to each direct shareholder of record and the dealer
representative of record unless and until the Transfer Agent receives
written instructions from the shareholder(s) of record cancelling such
privileges. If an account has multiple owners, the Transfer Agent may
rely on the instructions of any one owner. The Transfer Agent, the Trust
and the Distributor have adopted reasonable procedures to confirm that
telephone instructions are genuine, by requiring callers to provide tax
identification number(s) and other account data and by recording calls and
confirming such transactions in writing. If the Transfer Agent and the
Distributor do not use such procedures, they may be liable for losses due
to unauthorized transactions, but otherwise they will not be liable for
losses or expenses arising out of telephone instructions reasonably
believed to be genuine. The Transfer Agent reserves the right to require
shareholders to confirm, in writing, telephone exchange privileges for an
account. Shares acquired by telephone exchange must be registered exactly
as the account from which the exchange was made. Certificated shares are
not eligible for telephone exchange. If all telephone exchange lines are
busy (which might occur, for example, during periods of substantial market
fluctuations), shareholders might not be able to request telephone
exchanges and would have to submit written exchange requests.

Shares to be exchanged are redeemed on the day the Transfer Agent
receives an exchange request in proper form (the "Redemption Date") as of
4:00 P.M. Normally, shares of the fund to be acquired are purchased on
the Redemption Date, but such purchases may be delayed by either fund for
up to five business days if it determines that it would be disadvantaged
by an immediate transfer of the redemption proceeds. The Trust in its
discretion reserves the right to refuse any exchange request that will
disadvantage it.

The Eligible Funds have different investment objectives and policies.
Each of those funds imposes a sales charge on purchases of Class A shares
(except the Money Market Funds). For complete information, including
sales charges and expenses, a prospectus of the fund into which the
exchange is being made should be read prior to an exchange. If a sales
charge is assessed on all shares acquired by exchange, there is no service
charge. Otherwise, a $5 service charge will be deducted from the account
into which the exchange is made to help defray administrative expenses.
Dealers and brokers who process exchange orders on behalf of customers may
charge for their services. Those charges may be avoided by requesting the
Trust directly to exchange shares. For Federal tax purposes, an exchange
is treated as a redemption and purchase of shares.

Dividends and Taxes

This discussion relates solely to Federal tax laws and New York
income tax laws and is not exhaustive; a qualified tax adviser should be
consulted. A portion of the Trust's dividends and distributions may be
subject to Federal, state and local taxation. The Additional Statement
contains further discussion of tax matters affecting the Trust and its
distributions, and information about the possible applicability of the
Alternative Minimum Tax to the Trust's dividends and distributions (see
"Investment Objective and Policies - Private Activity Municipal
Securities").

Dividends. The Trust intends to declare all of its net income, as
defined below, as dividends on each regular business day and to pay
dividends monthly. Dividends will be payable to shareholders as described
in "How to Buy Shares" above.

All dividends for the accounts of Program participants are automatically
reinvested in additional shares of the Trust. Dividends accumulated since
the prior payment will be reinvested in full and fractional shares of the
Trust (or paid in cash) at net asset value on the third Thursday of each
calendar month. Such investors may receive cash payments by asking the
broker to redeem shares. Dividends payable to direct shareholders will
also be automatically reinvested in shares of the Trust at net asset
value, unless the shareholder asks the Transfer Agent in writing to pay
dividends in cash, or to reinvest them in another Eligible Fund, as
described in "Dividend Reinvestment in Another Fund" in the Additional
Statement. That notice must be received prior to a dividend record date
to be effective as to that dividend. If a shareholder redeems all shares
at any time during a month, the redemption proceeds include all dividends
accrued up to the redemption date for shares redeemed prior to 12:00 Noon,
and include all dividends accrued through the redemption date for shares
redeemed between 12:00 Noon and 4:00 P.M. Dividends and the proceeds of
redemptions of Trust shares represented by checks returned to the Transfer
Agent by the Postal Service as undeliverable will be invested in shares
of the Trust, as promptly as possible after the return of such checks to
the Transfer Agent, to enable the investor to earn a return on otherwise
idle funds.

Under the terms of a Program, a broker-dealer may pay out the value
of some or all of a Program participant's Trust shares prior to redemption
of such shares by the Trust. In such cases, the shareholder will be
entitled to dividends on such shares only up to and including the date of
such payment. Dividends on such shares accruing between the date of
payment and the date such shares are redeemed by the Trust will be paid
to the broker-dealer. It is anticipated that such payments will occur
only to satisfy debit balances arising in a shareholder's account under
a Program.

The Trust's net investment income for dividend purposes consists of
all interest accrued on portfolio assets, less all expenses of the Trust
for the applicable period. Distributions from net realized gains on
securities, if any, will be paid at least once each year, and may be made
more frequently in compliance with the Internal Revenue Code and the
Investment Company Act. Any net realized capital loss is carried forward
to offset against capital gains in later years. The Fund will not make
any distributions from net realized securities gains unless capital loss
carry forwards, if any, have been used or have expired. Long-term capital
gains, if any, will be identified separately when tax information for the
Trust is distributed to shareholders. Receipt of tax-exempt income must
be reported on the taxpayer's Federal income tax return. The Additional
Statement describes how dividends and distributions received by direct
shareholders of the Trust may be reinvested in shares of any Eligible Fund
at net asset value. To effect its policy of maintaining a net asset value
of $1.00 per share, the Trust, under certain circumstances, may withhold
dividends or make distributions from capital or capital gains.

Tax Status of the Trust's Dividends. The Trust intends to qualify under
the Internal Revenue Code during each fiscal year to pay "exempt-interest
dividends" to its shareholders, and so qualified during its last fiscal
year. Exempt-interest dividends which are derived from net investment
income earned by the Trust on Municipal Securities will be excludable from
gross income of shareholders for Federal income tax purposes. This
allocation will be made by uniformly applying a designated percentage to
all income dividends made during the Trust's calendar year. Such
designation will normally be made following the end of such fiscal year
as to income dividends paid in the prior year. The percentage of income
designated as tax-exempt may differ substantially from the percentage of
the Trust's income that was tax-exempt for a given period. A shareholder
treats a dividend as a receipt of ordinary income (whether paid in cash
or reinvested in additional shares) if derived from net interest income
earned by the Trust from one or more of: (i) certain taxable temporary
investments (such as certificates of deposit, commercial paper and
obligations of the U.S. government, its agencies or instrumentalities and
repurchase agreements), (ii) income from securities loans or repurchase
agreements, (iii) an excess of net short-term capital gains over net long-
term capital losses. Losses realized by shareholders on the redemption
or other disposition of Trust shares within six months of purchase (which
period may be shortened by regulation and may be extended in certain
circumstances) will be disallowed for Federal income tax purposes to the
extent of exempt-interest dividends received on such shares. For
corporate shareholders, all of the Trust's dividends will be a component
of adjusted current earnings for determining Federal corporate alternative
minimum tax. Shareholders receiving Social Security benefits should be
aware that exempt-interest dividends are a factor in determining whether
such benefits are subject to Federal income tax. Interest on loans used
to purchase shares of the Trust may not be deducted for Federal tax
purposes. Under rules used by the Internal Revenue Service to determine
when borrowed funds are deemed used for the purpose of purchasing or
carrying particular assets, the purchase of Trust shares may be considered
to have been made with borrowed funds even though the borrowed funds are
not directly traceable to the purchase of shares. The Trust also intends
to qualify during each fiscal year to pay "exempt-interest dividends" that
will be exempt from New York State and New York City personal income taxes
to the extent the Trust's income is derived from New York state municipal
securities. Distributions, including "exempt interest dividends", may be
subject to New York state franchise taxes if received by a corporation.

Dividends paid by the Trust derived from net short-term capital
gains are taxable to shareholders as ordinary income whether received in
cash or reinvested. Any distribution of long-term capital gain, when
designated by the Trust as a capital gain dividend, is taxable to
shareholders as long-term capital gain, whether received in cash or
reinvested and regardless of how long Trust shares have been held. The
Trust will report annually to its shareholders the percentage of interest
income it received during the preceding year on Municipal Securities.
It will also report the net amount of its income that is subject to
alternative minimum tax. Receipt of tax-exempt income must be reported
on a taxpayer's Federal income tax return.

Tax Status of the Trust. If the Trust qualifies as a "regulated
investment company" under the Internal Revenue Code, it will not be liable
for Federal income taxes on amounts paid by it as dividends and
distributions. The Trust so qualified during its last fiscal year and
intends to qualify in the current and future fiscal years, while reserving
the right not to so qualify. However, the Internal Revenue Code contains
a number of complex tests relating to qualification which the Trust might
not meet in any particular year. If the Trust does not qualify, it would
be treated for Federal tax purposes as an ordinary corporation, would
receive no tax deduction for payments made to shareholders and would be
unable to pay "exempt-interest dividends" as discussed above.

Additional Information

Description of the Trust and its Shares. Each share of the Trust
represents an interest in the Trust equal to the interest of each other
share and each shareholder is entitled to one vote per share (and a
fractional vote for a fractional share) on matters submitted to their
vote, and to participate pro-rata in dividends and distributions and in
the net distributable assets of the Trust on liquidation. Shares do not
have preemptive, subscription or cumulative voting rights. The Trust's
Board of Trustees is empowered to issue additional "series" of shares of
the Trust, which may have separate assets and liabilities.

The Trust does not anticipate holding annual meetings. Under
certain circumstances, shareholders have the right to remove a Trustee.
See "Additional Information" in the Additional Statement for details.

The Custodian and the Transfer Agent. The Custodian of the assets of the
Trust is Citibank, N.A. The Manager and its affiliates presently have
banking relationships with the Custodian. See "Additional Information"
in the Additional Statement for further information. The Trust's cash
balances in excess of $100,000 held by the Custodian are not protected by
Federal deposit insurance. Such uninsured balances may at times be
substantial. The rating restrictions under Rule 2a-7 (see "Ratings of
Securities," herein) do not apply to banks in which the Trust's cash is
kept.

Shareholder Services, Inc., a subsidiary of OMC, acts as Transfer Agent
and shareholder servicing agent on an at-cost basis for the Trust and the
other funds advised by the Manager. The fees to the Transfer Agent do not
include payments for any services of the type paid, or to be paid, by the
Trust to the distributor and to Recipients under any Service Plan.
Shareholders should direct any inquiries regarding the Trust to the
Transfer Agent at the address or toll-free phone number on the back cover.
Program participants should direct any inquiries regarding the Trust to
their broker.

<PAGE>

No dealer, salesperson or any other person has been authorized to give any
information or to make any representations other than those contained in
this Prospectus, and if given or made such information and representations
must not be relied upon as having been authorized by the Trust, the
Manager, the Distributor or any affiliate thereof. This Prospectus does
not constitute an offer to sell or a solicitation of an offer to buy any
of the securities offered hereby in any state to any person to whom it is
unlawful to make such offer in such state.

Investment Adviser and Distributor
Centennial Asset Management Corporation
3410 South Galena Street
Denver, Colorado 80231

Transfer and Shareholder Servicing Agent
Shareholder Services, Inc.
P.O. Box 5143
Denver, Colorado 80217-5143
1-800-525-9310

Custodian of Portfolio Securities
Citibank, N.A.
399 Park Avenue
New York, New York 10043

Independent Auditors
Deloitte & Touche LLP
1560 Broadway
Denver, Colorado 80202

Legal Counsel
Myer, Swanson & Adams, P.C.
1600 Broadway
Denver, Colorado 80202

<PAGE>

STATEMENT OF ADDITIONAL INFORMATION

CENTENNIAL NEW YORK TAX EXEMPT TRUST

3410 South Galena Street, Denver, Colorado 80231

1-800-525-9310

This Statement of Additional Information (the "Additional
Statement") is not a Prospectus. This Additional Statement should be read
in conjunction with the Prospectus (the "Prospectus") dated November 1,
1994, of Centennial New York Tax Exempt Trust (the "Trust"), which may be
obtained upon written request to Shareholder Services, Inc. (the "Transfer
Agent"), P.O. Box 5143, Denver, Colorado 80217-5143, or by calling the
toll-free number shown above.

TABLE OF CONTENTS

Page

Investment Objective and Policies 2
Special Investment Considerations - New York Municipal Securities 8
Investment Restrictions 15
Trustees and Officers 16
Investment Management Services 19
Service Plan 21
Purchase, Redemption and Pricing of Shares 22
Yield Information 24
Additional Information 26
Automatic Withdrawal Plan Provisions 27
Independent Auditors' Report 30
Financial Statements 31
Appendix A: Description of Securities Ratings A-1
Appendix B: Tax Equivalent Yield Tables B-1

This Additional Statement is effective November 1, 1994.

<PAGE>

INVESTMENT OBJECTIVE AND POLICIES

The investment objective and policies of the Trust are described in
the Prospectus. Set forth below is supplemental information about those
policies. Certain capitalized terms used in this Additional Statement are
defined in the Prospectus.

The Trust will not make investments with the objective of seeking
capital growth. However, the value of the securities held by the Trust may
be affected by changes in general interest rates. Because the current
value of debt securities varies inversely with changes in prevailing
interest rates, if interest rates increase after a security is purchased,
that security would normally decline in value. Conversely, should
interest rates decrease after a security is purchased, its value would
rise. However, those fluctuations in value will not generally result in
realized gains or losses to the Trust since the Trust does not usually
intend to dispose of securities prior to their maturity. A debt security
held to maturity is redeemable by its issuer at full principal value plus
accrued interest. To a limited degree, the Trust may engage in short-term
trading to attempt to take advantage of short-term market variations, or
may dispose of a portfolio security prior to its maturity if, on the basis
of a revised credit evaluation of the issuer or other considerations, the
Trust believes such disposition advisable or it needs to generate cash to
satisfy redemptions. In such cases, the Trust may realize a capital gain
or loss.

There are, of course, variations in the quality of Municipal
Securities, both within a particular classification and between
classifications, depending on numerous factors. The yields of Municipal
Securities depend on, among other things, general conditions of the
Municipal Securities market, size of a particular offering, the maturity
of the obligation and rating of the issue. The market value of Municipal
Securities will vary as a result of changing evaluations of the ability
of their issuers to meet interest and principal payments, as well as
changes in the interest rates payable on new issues of Municipal
Securities.

Municipal Securities.

Municipal Bonds. The principal classifications of Municipal
Securities are "general obligations" (secured by the issuer's pledge of
its full faith, credit and taxing power for the payment of principal and
interest) and "revenue obligations" (payable only from the revenues
derived from a particular facility or class of facilities, or specific
excise tax or other revenue source); and "Industrial Development Bonds".

General Obligation Bonds. Issuers of general obligation bonds
include states, counties, cities, towns, and regional districts. The
proceeds of these obligations are used to fund a wide range of public
projects, including construction or improvement of schools, highways and
roads, and water and sewer systems. The basic security behind general
obligation bonds is the issuer's pledge of its full faith and credit and
taxing power for the payment of principal and interest. The taxes that
can be levied for the payment of debt service may be limited or unlimited
as to the rate or amount of special assessments.

Revenue Bonds. The principal security for a revenue bond is
generally the net revenues derived from a particular facility, group of
facilities, or, in some cases, the proceeds of a special excise or other
specific revenue source. Revenue bonds are issued to finance a wide
variety of capital projects including: electric, gas, water and sewer
systems; highways, bridges, and tunnels; port and airport facilities;
colleges and universities; and hospitals. Although the principal security
behind these bonds may vary, many provide additional security in the form
of a debt service reserve fund whose money may be used to make principal
and interest payments on the issuer's obligations. Housing finance
authorities have a wide range of security, including partially or fully
insured mortgages, rent subsidized and/or collateralized mortgages, and/or
the net revenues from housing or other public projects. Some authorities
provide further security in the form of a state's ability (without
obligation) to make up deficiencies in the debt service reserve fund.

Industrial Development Bonds. Industrial development bonds, which
are considered municipal bonds if the interest paid is exempt from Federal
income tax, are issued by or on behalf of public authorities to raise
money to finance various privately operated facilities for business and
manufacturing, housing, sports, and pollution control. These bonds are
also used to finance public facilities such as airports, mass transit
systems, ports, and parking. The payment of the principal and interest
on such bonds is dependent solely on the ability of the facility's user
to meet its financial obligations and the pledge, if any, of real and
personal property so financed as security for such payment.

Municipal Notes. Municipal Securities having a maturity when issued
of less than one year are generally known as Municipal Notes. Municipal
Notes generally are used to provide for short-term working capital needs
and include:

Tax Anticipation Notes. Tax anticipation notes are issued to
finance working capital needs of municipalities. Generally, they are
issued in anticipation of seasonal tax revenue, such as income, sales, use
or business taxes, and are payable from these specific future taxes.

Revenue Anticipation Notes. Revenue anticipation notes are issued
in expectation of receipt of other types of revenue, such as Federal
revenues available under Federal revenue sharing programs.

Bond Anticipation Notes. Bond anticipation notes are issued to
provide interim financing until long-term financing can be arranged. In
most cases, the long-term bonds then provide the money for the repayment
of the notes.

Construction Loan Notes. Construction loan notes are sold to
provide construction financing. After successful completion and
acceptance, many projects receive permanent financing through the Federal
Housing Administration.

Tax-Exempt Commercial Paper. Tax-exempt commercial paper is a
short-term obligation issued by state and local governments or their
agencies to finance seasonal working capital needs or as short-term
financing in anticipation of longer-term financing.

Floating Rate/Variable Rate Obligations. Floating rate and
variable rate demand notes are tax-exempt obligations which may have a
stated maturity in excess of one year, but may include features that
permit the holder to recover the principal amount of the underlying
security on not more than thirty days' notice at any time or at specified
intervals not exceeding one year. The issuer of such notes normally has
a corresponding right, after a given period, to prepay in its discretion
the outstanding principal amount of the note plus accrued interest upon
a specified number of days notice to the holder. The interest rate on a
floating rate demand note is based on a stated prevailing market rate,
such as the PSA Municipal Swap Index, or J.J. Kenney Index, or some other
standard, and is adjusted automatically each time such rate is adjusted.
The interest rate on a variable rate demand note is also based on a stated
prevailing market rate but is adjusted automatically at specified
intervals of no more than one year. Generally, the changes in the
interest rate on such securities reduce the fluctuation in their market
value. As interest rates decrease or increase, the potential for capital
appreciation or depreciation is less than that for fixed-rate obligations
of the same maturity.

Puts and Stand-by Commitments. When the Trust buys Municipal
Securities, it may obtain a stand-by commitment from the seller to
repurchase the securities that entitles the Trust to achieve same-day
settlement from the repurchaser and to receive an exercise price equal to
the amortized cost of the underlying security plus accrued interest, if
any, at the time of exercise. A put purchased in conjunction with a
Municipal Security enables the Trust to sell the underlying security
within a specified period of time at a fixed exercise price. The Trust
may pay for a stand-by commitment or put either separately in cash or by
paying a higher price for the securities acquired subject to the stand-by
commitment or put. The Trust will enter into these transactions only with
banks and dealers which, in the Manager's opinion, present minimal credit
risks.

The Trust's purchases of puts are subject to the provisions of Rule
2a-7 under the Investment Company Act because the Trust uses the amortized
cost method to value its portfolio securities. That Rule, which is
subject to change, states (among other things) that the Trust may not,
with respect to 75% of the amortized cost of its assets, have invested
more than 5% of the total amortized cost value of its assets in securities
issued by or subject to puts from the same institution. An unconditional
put or guarantee with respect to a security will not be deemed to be
issued by the institution providing the guarantee or put provided that the
value of all securities held by the Trust and issued or guaranteed by the
issuer providing the guarantee or put shall not exceed 10% of the Trust's
total assets. The Trust's ability to exercise a put or stand-by
commitment will depend on the ability of the bank or dealer to pay for the
securities if the put or stand-by commitment is exercised. If the bank
or dealer should default on its obligation, the Trust might not be able
to recover all or a portion of any loss sustained from having to sell the
security elsewhere. Puts and stand-by commitments are not transferable
by the Trust, and therefore terminate if the Trust sells the underlying
security to a third party. The Trust intends to enter into these
arrangements to facilitate portfolio liquidity, although such arrangements
may enable the Trust to sell a security at a pre-arranged price which may
be higher than the prevailing market price at the time the put or stand-by
commitment is exercised. However, the Trust might refrain from exercising
a put or stand-by commitment if the exercise price is significantly higher
than the prevailing market price, to avoid imposing a loss on the seller
which could jeopardize the Trust's business relationship with the seller.
Any consideration paid by the Trust for the put or stand-by commitment
(which increases the cost of the security and reduces the yield otherwise
available from the security) will be reflected on the Trust's books as
unrealized depreciation while the put or stand-by commitment is held, and
a realized gain or loss when the put or commitment is exercised or
expires. Interest income received by the Trust from Municipal Securities
subject to puts or stand-by commitments may not qualify as tax-exempt in
its hands if the terms of the put or stand-by commitment cause the Trust
not to be treated as the tax owner of the underlying Municipal Securities.

When-Issued and Delayed Delivery Transactions. As stated in the
Prospectus, the Trust may invest in Municipal Securities on a "when-
issued" or "delayed delivery" basis. Payment for and delivery of the
securities generally settles within thirty days of the date the offer is
accepted. The purchase price and yield are fixed at the time the buyer
enters into the commitment. During the period between the time of
commitment and settlement, no payment is made by the Trust to the issuer
and no interest accrues to the Trust from the investment. However, the
Trust intends to be as fully invested as possible and will not invest in
when-issued securities if its income or net asset value will be materially
adversely affected. At the time the Trust makes the commitment to
purchase a Municipal Security on a when-issued basis, it will record the
transaction on its books and reflect the value of the security in
determining its net asset value. It will also segregate cash or liquid
high-grade Municipal Securities equal in value to the commitment for the
when-issued securities. While when-issued securities may be sold prior
to settlement date, the Trust intends to acquire the securities upon
settlement unless a prior sale appears desirable for investment reasons.
There is a risk that the yield available in the market when delivery
occurs may be higher than the yield on the security acquired.

Municipal Lease Obligations. Municipal leases may take the form of
a lease or an installment purchase contract issued by a state or local
government authority to obtain funds to acquire a wide variety of
equipment and facilities. Although lease obligations do not constitute
general obligations of the municipality for which the municipality's
taxing power is pledged, a lease obligation is ordinarily backed by the
municipality's covenant to budget for, appropriate and make the payments
due under the lease obligation. However, certain lease obligations
contain "non-appropriation" clauses which provide that the municipality
has no obligation to make lease or installment purchase payments in future
years unless money is appropriated for such purpose on a yearly basis.
In addition to the risk of "non-appropriation," municipal lease securities
do not yet have a highly developed market to provide the degree of
liquidity of conventional municipal bonds. Municipal leases, like other
municipal debt obligations, are subject to the risk of non-payment. The
ability of issuers of municipal leases to make timely lease payments may
be adversely affected in general economic downturns and as relative
governmental cost burdens are reallocated among federal, state and local
governmental units. Such non-payment would result in a reduction of
income to the Fund, and could result in a reduction in the value of the
municipal lease experiencing non-payment and a potential decrease in the
net asset value of the Fund.

Private Activity Municipal Securities. The Tax Reform Act of 1986
(the "Tax Reform Act") reorganized, as well as amended, the rules
governing tax exemption for interest on Municipal Securities. The Tax
Reform Act generally did not change the tax treatment of bonds issued in
order to finance governmental operations. Thus, interest on obligations
issued by or on behalf of a state or local government, the proceeds of
which are used to finance the operations of such governments (e.g.,
general obligation bonds) continues to be tax-exempt. However, the Tax
Reform Act further limited the use of tax-exempt bonds for non-
governmental (private) purposes. More stringent restrictions were placed
on the use of proceeds of such bonds. Interest on certain private
activity bonds (other than those specified as "qualified" tax-exempt
private activity bonds, e.g., exempt

facility bonds including certain industrial development bonds, qualified
mortgage bonds, qualified Section 501(c)(3) bonds, qualified student loan
bonds, etc.) is taxable under the revised rules.

Interest on certain private activity bonds issued after August 7,
1986, which continues to be tax-exempt will be treated as a tax preference
item subject to the alternative minimum tax (discussed below) to which
certain taxpayers are subject. Further, a private activity bond which
would otherwise be a qualified tax-exempt private activity bond will not,
under Internal Revenue Code Section 147(a), be a qualified bond for any
period during which it is held by a person who is a "substantial user" of
the facilities or by a "related person" of such a substantial user. This
"substantial user" provision is applicable primarily to exempt facility
bonds, including industrial development bonds. The Trust may not be an
appropriate investment for entities which are "substantial users" (or
persons related thereto) of such exempt facilities, and such persons
should consult their own tax advisers before purchasing shares. A
"substantial user" of such facilities is defined generally as a "non-
exempt person who regularly uses part of a facility" financed from the
proceeds of exempt facility bonds. Generally, an individual will not be
a "related person" under the Internal Revenue Code unless such investor
or the investor's immediate family (spouse, brothers, sisters and
immediate descendants) own directly or indirectly in the aggregate more
than 50% in value of the equity of a corporation or partnership which is
a "substantial user" of a facility financed from the proceeds of exempt
facility bonds. In addition, limitations on the dollar amount of private
activity bonds which each state may issue were revised downward by the Tax
Reform Act, which will reduce the supply of such bonds. The value of the
Trust's portfolio could be affected if there is a reduction in the
availability of such bonds. That value may also be affected by a 1988
U.S. Supreme Court decision upholding the constitutionality of the
imposition of a Federal tax on the interest earned on Municipal Securities
issued in bearer form.

A Municipal Security is treated as a taxable private activity bond
under a test for (a) a trade or business use and security interest, or (b)
a private loan restriction. Under the trade or business use and security
interest test, an obligation is a private activity bond if (i) more than
10% of bond proceeds are used for private business purposes and (ii) 10%
or more of the payment of principal or interest on the issue is directly
or indirectly derived from such private use or is secured by the privately
used property or the payments related to the use of the property. For
certain types of users, a 5% threshold is substituted for this 10%
threshold. (The term "private business use" means any direct or indirect
use in a trade or business carried on by an individual or entity other
than a state or municipal governmental unit.) Under the private loan
restriction, the amount of bond proceeds which may be used to make private
loans is limited to the lesser of 5% or $5.0 million of the proceeds.
Thus, certain issues of Municipal Securities could lose their tax-exempt
status retroactively if the issuer fails to meet certain requirements as
to the expenditure of the proceeds of that issue or use of the bond-
financed facility. The Trust makes no independent investigation of the
users of such bonds or their use of proceeds. If the Trust holds a bond
that loses its tax-exempt status retroactively, an adjustment to the tax-
exempt income previously paid to shareholders may result.

The Federal alternative minimum tax is designed to ensure that all
taxpayers pay some tax, even if they have no other income tax obligation.
This is accomplished in part by including in taxable income certain tax
preference items in arriving at alternative minimum taxable income. The
Tax Reform Act made tax-exempt interest from certain private activity
bonds a tax preference item for purposes of the alternative minimum tax
on individuals and corporations. Any exempt-interest dividend paid by a
regulated investment company will be treated as interest on a specific
private activity bond to the extent of its proportionate share of the
interest on such bonds received by the regulated investment company. The
U.S. Treasury is authorized to issue regulations implementing this
provision. In addition, corporate taxpayers subject to the alternative
minimum tax may, under some circumstances, have to include exempt-interest
dividends in calculating their alternative minimum taxable income in
situations where the "adjusted current earnings" of the corporation
exceeds its alternative minimum taxable income. The Trust may hold
Municipal Securities the interest on which (and thus a proportionate share
of the exempt-interest dividends paid by the Trust) will be subject to the
Federal alternative minimum tax. For calendar year 1993, approximately
10.0% of the Trust dividends paid to shareholders were a tax preference
item for shareholders subject to the Federal alternative minimum tax. The
Trust anticipates that under normal circumstances it will not purchase any
such securities in an amount greater than 20% of the Trust's total assets.

Ratings of Securities. The prospectus describes "Eligible Securities"
in which the Trust may invest and indicates that if a security's rating
is downgraded, the Manager and/or the Board may have to reassess the
security's credit risks. If a security has ceased to be a First Tier
Security, the Manager will promptly reassess whether the security
continues to present "minimal credit risks." If the Manager becomes aware
that any Rating Organization has downgraded its rating of a Second Tier
Security or rated an unrated security below its second highest rating
category, the Trust's Board of Trustees shall promptly reassess whether
the security presents minimal credit risks and whether it is in the best
interests of the Trust to dispose of it. If a security is in default, or
ceases to be an Eligible Security, or is determined no longer to present
minimal credit risks, the Board must determine whether it would be in the
best interests of the Trust to dispose of the security; but if the Trust
disposes of the security within 5 days of the Manager learning of the
downgrade, the Manager will provide the Board with subsequent notice of
such downgrade. The Rating Organizations currently designated as such by
the Securities and Exchange Commission ("SEC") are Standard & Poor's
Corporation, Moody's Investors Service, Inc., Fitch Investors Services,
Inc., Duff and Phelps, Inc., IBCA Limited, its affiliate, IBCA, Inc. and
Thomson BankWatch, Inc. A description of the ratings categories of those
Rating Organizations is contained in Appendix A.

Repurchase Agreements. In a repurchase transaction, the Trust acquires
a security from, and simultaneously resells it to, an approved vendor
which meets the requirements of Rule 2a-7. The resale price exceeds the
purchase price by an amount that reflects an agreed-upon interest rate
effective for the period during which the repurchase agreement is in
effect. The majority of these transactions run from day to day, and
delivery pursuant to the resale typically will occur within one to five
days of the purchase. Repurchase agreements are considered loans under
the Investment Company Act, collateralized by the underlying security.
The Trust's repurchase agreements require that at all times while the
repurchase agreement is in effect, the value of the collateral must equal
or exceed the repayment obligation to fully collateralize the repayment
obligation. Additionally, the Manager will impose creditworthiness
requirements to confirm that the vendor is financially sound and will
continuously monitor the collateral's value.

Loans of Portfolio Securities. The Trust may lend its portfolio
securities subject to the restrictions stated in the Prospectus, to
attempt to increase the Trust's income. Under applicable regulatory
requirements (which are subject to change), the loan collateral must, on
each business day, be at least equal to the value of the loaned securities
and must consist of cash, bank letters of credit or securities of the U.S.
Government (or its agencies or instrumentalities) or other cash
equivalents in which the Trust is permitted to invest. To be acceptable
as collateral, letters of credit must obligate a bank to pay amounts
demanded by the Trust if the demand meets the terms of the letter. Such
terms and the issuing bank must be satisfactory to the Trust. The Trust
receives an amount equal to the dividends or interest on loaned securities
and also receives one or more of: (a) negotiated loan fees, (b) interest
on securities used as collateral, or (c) interest on short-term debt
securities purchased with such loan collateral; either type of interest
may be shared with the borrower. The Trust may also pay reasonable
finder's, custodian and administrative fees and will not lend its
portfolio securities to any officer, trustee, employee or affiliate of the
Trust or the Manager. The terms of the Trust's loans must meet certain
tests under the Internal Revenue Code and permit the Trust to reacquire
loaned securities on five days' notice or in time to vote on any important
matter. Income from securities loans is not included in the exempt-
interest dividends paid by the Trust.

Special Investment Considerations - New York Municipal Securities. As
explained in the Prospectus, the Trust is highly sensitive to the fiscal
stability of New York State (the "State") and its subdivisions, agencies,
instrumentalities or authorities, including New York City, which issue the
Municipal Securities in which the Trust concentrates its investments. The
following information on risk factors in concentrating in New York
Municipal Securities is only a summary, based on publicly available
information, and official statements relating to offerings of New York
issuers of Municipal Securities prior to June 28, 1994, and no
representation is made as to the accuracy of such information.

During the mid-1970's the State, some of its agencies,
instrumentalities and public benefit corporations (the "Authorities"), and
certain of its municipalities faced serious financial difficulties. To
address many of these financial problems, the State developed various
programs, many of which were successful in ameliorating the financial
crisis. Any further financial problems experienced by these Authorities
or municipalities could have a direct adverse effect on the New York
Municipal Securities in which the Trust invests.

New York City

General. More than any other municipality, the fiscal health of New
York City (the "City") has a significant effect on the fiscal health of
the State. The national economic downturn which began in July 1990
adversely affected the local economy which had been declining since late
1989. As a result, the City experienced job losses in 1990 and 1991 and
real Gross City Product ("GCP") fell in those two years. Beginning in
1992, the improvement in the national economy helped stabilize conditions
in the City. Employment losses moderated toward year-end and real GCP
increased, boosted by strong wage gains. On July 8, 1994, the City
submitted to the Control Board a fourth quarter modification to the City's
financial plan for the 1994 fiscal year (the "1994 Modification") which
projects a balanced budget in accordance with GAAP for the 1994 fiscal
year, after taking into account a discretionary transfer of $171 million
in resources to the 1995 fiscal year.

For each of the 1981 through 1993 fiscal years, the City achieved
balanced operating results as reported in accordance with generally
accepted accounting principles ("GAAP") and the City's 1994 fiscal year
results are projected to be balanced in accordance with GAAP. For fiscal
year 1995, the City has adopted a budget which has halted the trend in
recent years of substantial increases in City spending from one year to
the next. The City was required to close substantial budget gaps in
recent years in order to maintain balanced operating results. There can
be no assurance that the City will continue to maintain a balanced budget,
or that it can maintain a balanced budget without additional tax or other
revenue increases or reductions in City services, which could adversely
affect the City's economic base.

The Mayor is responsible for preparing the City's four-year financial
plan, including the City's current financial plan for the 1994 through
1997 fiscal years (the "1994-1997 Financial Plan", "Financial Plan" or
"City Plan").

The City's projections set forth in the City Plan are based on
various assumptions and contingencies which are uncertain and which may
not materialize. Changes in major assumptions could significantly affect
the City's ability to balance its budget as required by State law and to
meet its annual cash flow and financing requirements. Such assumptions
and contingencies include the timing of any regional and local economic
recovery, the impact on real estate tax revenues of the current downturn
in the real estate market, wage increases for City employees consistent
with those assumed in the City Plan, employment growth, provision of State
and Federal aid and mandate relief and the impact on the New York City
region of the tax increases contained in President Clinton's economic
plan.

Implementation of the City Plan is also dependent upon the City's
ability to market its securities successfully in the public credit
markets. The City's financing program for fiscal years 1994 through 1997
contemplates the issuance of $11.7 billion of general obligation bonds
primarily to reconstruct and rehabilitate the City's infrastructure and
physical assets and to make capital investments. In addition, the City
issues revenue and tax anticipation notes to finance seasonal working
capital requirements. The success of projected public sales of City bonds
and notes will be subject to prevailing market conditions, and no
assurance can be given that such sales will be completed. If the City
were unable to sell its general obligation bonds and notes, it would be
prevented from meeting its planned operating and capital expenditures.

The City Comptroller and other agencies and public officials have
issued reports and make public statements which, among other things, state
that projected revenues may be less and future expenditures may be greater
than forecast in the City Plan. In addition, the Control Board staff and
others have questioned whether the City has the capacity to generate
sufficient revenues in the future to provide the level of services
included in the Financial Plan. It is reasonable to expect that such
reports and statements will continue to be issued and to engender public
comment.

1994-1997 Financial Plan. The 1994-1997 Financial Plan projects
revenues and expenditures for the 1994 fiscal year balanced in accordance
with GAAP. The Financial Plan sets forth actions to close a projected gap
of approximately $2.0 billion in the 1994 fiscal year. The gap-closing
actions for the 1994 fiscal year include agency actions, including
productivity savings and savings from restructuring the delivery of City
services; service reductions; the sale of delinquent real property tax
receivables; discretionary transfers from the 1993 fiscal year; reduced
debt service costs, resulting from refinancings and other actions;
proposed increased Federal assistance; a proposed continuation of the
personal income tax surcharge; proposed increased State aid; and various
revenue actions.

The Financial Plan also sets forth projections for the 1995 through
1997 fiscal years and outlines a proposed gap-closing program to close
projected budget gaps of $1.7 billion, $2.5 billion and $2.7 billion for
the 1995 through 1997 years, respectively. These projections take into
account expected increases in Federal and State assistance. Various
actions proposed in the City Plan, including the proposed continuation of
the personal income tax surcharge and the proposed increase in State aid,
are subject to approval by the Governor and the State Legislature, and the
proposed increase in Federal aid is subject to approval by Congress and
the President. The State Legislature has failed to approve proposals for
the State assumption of certain Medicaid costs, mandate relief and
reallocation in State education aid in previous sessions, thereby
increasing the uncertainty as to the receipt of the State assistance
included in the City Plan. If these actions cannot be implemented, the
City will be required to take other actions to decrease expenditures or
increase revenues to maintain a balanced financial plan.

The Financial Plan reflects certain cost and expenditure increases
including increases in salaries and benefits paid to City employees
pursuant to certain collective bargaining agreements. In the event of a
collective bargaining impasse, the terms of wage settlements could be
determined through the impasse procedure in the New York City Collective
Bargaining Law, which can impose a binding settlement.

Ratings. As of December 9, 1993, Moody's rated the City's general
obligation bonds Baa1, S&P rated such bonds A- and Fitch has rated such
bonds A-. Such ratings reflect only the views of these rating agencies,
from which an explanation of the significance of such ratings may be
obtained. There is no assurance that such ratings will continue for any
given period of time or that they will not be revised downward or
withdrawn entirely. Any such downward revision or withdrawal could have
an adverse effect on the market prices of bonds.

Outstanding Net Indebtedness. As of September 30, 1993, the City and
the Municipal Assistance Corporation for the City of New York had,
respectively, $19.977 billion and $4.542 billion of outstanding net long-
term debt.

The City depends on the State for State aid both to enable the City
to balance its budget and to meet its cash requirements. If the State
experiences revenue shortfalls or spending increases beyond its
projections during its 1994 fiscal year or subsequent years, such
developments could result in reductions in anticipated State aid to the
City. In addition, there can be no assurance that State budgets in future
fiscal years will be adopted by the April 1 statutory deadline and that
there will not be adverse effects on the City's cash flow and additional
City expenditures as a result of such delays.

Litigation. The City is a defendant in a significant number of
lawsuits. Such litigation includes, but is not limited to, routine
litigation incidental to the performance of its government and other
functions, actions commenced and claims asserted against the City arising
out of alleged constitutional violations, alleged torts, alleged breaches
of contracts and other violations of law and condemnation proceedings and
other tax and miscellaneous actions. While the ultimate outcome and
fiscal impact, if any, on the proceedings and claims are not currently
predictable, adverse determination in certain of them might have a
material adverse effect upon the City's ability to carry out the City
Plan. As of June 30, 1993, the City estimated its potential future
liability on account of all outstanding claims to be approximately $2.2
billion.

New York State

The State has historically been one of the wealthiest states in the
nation. For decades, however, the State economy has grown more slowly
than that of the nation as a whole, resulting in the gradual erosion of
its relative economic affluence. The causes of this relative decline are
varied and complex, in many cases involving national and international
developments beyond the State's control. Part of the reason for the long-
term relative decline in the State economy has been attributed to the
combined State and local tax burden, which is one of the highest in the
nation. The existence of this tax burden limits the State's ability to
impose higher taxes in the event of future financial difficulties.
Recently, the State has been relatively successful in bringing the rate
of growth in the public sector in the State in line with changes in the
private economy.

As a result of the national and regional economic recession, the
State's tax receipts for its 1991 and 1992 fiscal years were substantially
lower than projected, which resulted in reductions in State aid to
localities for the State's 1992 and 1993 fiscal years from amounts
previously projected. The State completed its 1993 fiscal year with a
positive margin of $671 million in the General Fund. The State's economy,
as measured by employment, started to recover near the start of the 1993
calendar year and the State completed its 1994 fiscal year with a cash-
basis positive balance of $1.026 billion in the State's General Fund (the
major operating fund of the State).

The State updates its Financial Plans quarterly to adjust for
changing economic conditions. The State's 1994-95 Financial Plan, which
is based upon the enacted State budget, projects a balanced General Fund.
The State's 1994-95 Financial Plan provided the City with savings through
various actions, which include increased State education aid and State
assumption of certain costs previously paid by the City and restoration
of certain prior year revenue sharing reductions. However, the State
legislature failed to enact a substantial portion of the proposed state
assumption of local Medical costs, other significant mandate relief items,
and certain Medicaid costs containment items proposed by the Governor,
which would have provided the City with additional savings. The Division
of the Budget has cautioned that its projections are subject to various
risks and that actual economic growth may be weaker than projected due to
such factors as consumer attitudes towards spending, Federal financial and
monetary policies, the availability of credit and the condition of the
world economy.

There can be no assurance that the State will not face substantial
potential budget gaps in future years resulting from a significant
disparity between tax revenues projected from a lower recurring receipts
base and the spending required to maintain state programs at current
levels. To address any potential budgetary imbalance, the State may need
to take significant actions to align recurring receipts and disbursements
in future fiscal years.

Composition of State Cash Receipts and Disbursements. Substantially
all State non-pension financial operations are accounted for in the
State's governmental funds group. Governmental funds include the General
Fund, which receives all income not required by law to be deposited in
another fund and which for the State's 1994-95 fiscal year is expected to
account for approximately 52% of total projected governmental fund
receipts; Special Revenue Funds, which receive the preponderance of moneys
received by the State from the Federal government and other income the use
of which is legally restricted to certain purposes and which is expected
to comprise approximately 39% of total projected governmental funds
receipts in the 1994-95 fiscal year; Capital Projects Funds, used to
finance the acquisition and construction of major capital facilities by
the State and to aid in certain of such projects conducted by local
governments or public authorities; and Debt Service Funds, which are used
for the accumulation of moneys for the payment of principal of and
interest on long-term debt and to meet lease-purchase and other
contractual-obligation commitments. Receipts in Capital Projects and Debt
Service Funds comprise an aggregate of approximately 10% of total
projected governmental funds receipts in the 1994-95 fiscal year.

A legislative change implemented in August 1990 affects the way in
which a portion of the State's sales and use tax collections are recorded
as receipts in the General Fund. Pursuant to legislation creating the
Local Government Assistance Corporation ("LGAC"), the Comptroller is
required to credit the equivalent of one percentage point of the four
percent sales and use tax collections to the Local Government Assistance
Tax Fund (the "Tax Fund"), which is a Debt Service Fund, for purposes of
making payments to LGAC to provide for the payment of debt service on its
bonds and notes. To the extent that these moneys are not necessary for
payment to LGAC, they are transferred from the Tax Fund to the General
Fund and are reported in the General Fund as a transfer from other funds,
rather than as sales and use tax receipts. During the State's 1991-92 and
1992-93 fiscal years $1.435 billion and $1.504 billion, respectively, in
sales and use tax receipts were credited to the Tax Fund, and $1.527
billion is estimated to be credited to the Tax Fund during the State's
1993-94 fiscal year. For the 1991-92 fiscal year, the amount transferred
to the General Fund from the Tax Fund was $1.316 billion, after providing
for the payment of $119 million to LGAC for the purpose of meeting debt
service on its bonds and its other cash requirements. For the 1992-93
fiscal year, $1.280 billion was transferred to the General Fund from the
Tax Fund after providing for payment of $224 million to LGAC for debt
services and other cash requirements, while $1.262 billion is estimated
to be transferred in 1993-94, after payment of $247 million to LGAC for
debt service and other cash requirements.

The enacted 1993-94 Executive Budget includes several changes in the
manner in which General Fund tax receipts are recorded. Receipts from
user taxes and fees are reduced by approximately $434 million to reflect
receipts that are dedicated for highway and bridge capital purposes, which
are to be deposited in the Capital Projects Funds. Also, business taxes
are reduced by approximately $176 million to reflect tax receipts that are
dedicated for transportation purposes and which will be deposited in the
Special Revenue and Capital Project Funds.

Authorities. The fiscal stability of the State is related to the
fiscal stability of its Authorities, which generally have responsibility
for financing, constructing and operating revenue-producing public benefit
facilities. Authorities are not subject to the constitutional
restrictions on the incurrence of debt which apply to the State itself,
and may issue bonds and notes within the amounts of, and as otherwise
restricted by, their legislative authorization. As of September 30, 1992,
the latest data available, there were 18 Authorities that had outstanding
debt of $100 million or more. The aggregate outstanding debt, including
refunding bonds, of these 18 Authorities was $62.2 billion as of September
30, 1992, of which approximately $8.2 billion was moral obligation debt
and approximately $17.1 billion was financed under lease-purchase or
contractual-obligation financing arrangements.

Authorities are generally supported by revenues generated by the
projects financed or operated, such as fares, user fees on bridges,
highway tolls and rentals for dormitory rooms and housing. In recent
years, however, the State has provided financial assistance through
appropriations, in some cases of a recurring nature, to certain of the 18
Authorities for operating and other expenses and, in fulfillment of its
commitments on moral obligation indebtedness or otherwise, for debt
service. This operating assistance is expected to continue to be required
in future years.

The State's experience has been that if an Authority suffers serious
financial difficulties, both the ability of the State and the Authorities
to obtain financing in the public credit markets and the market price of
the State's outstanding bonds and notes may be adversely affected. The
New York State Housing Finance Agency ("HFA") and the New York State Urban
Development Corporation ("UDC") have in the past required substantial
amounts of assistance from the State to meet debt service costs or to pay
operating expenses. Further assistance, possibly in increasing amounts,
may be required for these, or other, Authorities in the future. In
addition, certain statutory arrangements provide for State local
assistance payments otherwise payable to localities to be made under
certain circumstances to certain Authorities. The State has no obligation
to provide additional assistance to localities whose local assistance
payments have been paid to Authorities under these arrangements. However,
in the event that such local assistance payments are so diverted, the
affected localities could seek additional State funds.

Ratings. On June 6, 1990, Moody's changed its rating on all State's
outstanding general obligation bonds from A1 to A. On March 26, 1990,
Standard & Poor's changed its rating of all of the State's outstanding
general obligation bonds from AA- to A. On January 13, 1992, Standard &
Poor's changed its rating of all of the State's outstanding general
obligation bonds from A to A- and in addition reduced its ratings on the
State's moral obligation, lease purchase, guaranteed and contractual
obligation debt. S&P also continued its negative rating outlook
assessment on State general obligation debt. On April 26, 1993, S&P
revised its rating outlook assessment to stable. On June 8, 1993, S&P
affirmed the State's A- rating and continued its outlook as stable. On
January 6, 1992, Moody's reduced its ratings on outstanding limited-
liability State lease-purchased and contractual obligations from A to
Baa1. On June 8, 1993 Moody's reconfirmed its A rating on the State's
general long-term indebtedness. Ratings reflect only the respective views
of such organizations, and an explanation of the significance of such
ratings may be obtained from the rating agency furnishing the same. There
is no assurance that a particular rating will continue for any given
period of time or that any such rating will not be revised downward or
withdrawn entirely, if in the judgment of the agency originally
establishing the rating, circumstances so warrant. A downward revision
or withdrawal of such ratings, or either of them, may have an effect on
the market price of the State Municipal Securities in which the New York
Fund invests.

General Obligation Debt. As of September 30, 1993, the State had
approximately $5.134 billion in general obligation bonds, excluding
refunding bonds, and $224 million in bond anticipation notes outstanding.
On May 4, 1993, the State issued $850 million in tax and revenue
anticipation notes which will mature on December 31, 1993. Principal and
interest due on general obligation bonds and interest due on bond
anticipation notes and on tax and revenue anticipation notes were $890.0
million and $818.8 million for the 1991-92 and 1992-93 fiscal years,
respectively, and are estimated to be $785.1 million for the State's 1993-
94 fiscal year, not including interest on refunding bonds to the extent
that such interest is to be paid from escrowed funds.

Litigation. As a result of the United States Supreme Court decision
in the case of State of Delaware v. State of New York, the State may be
required to make certain significant payments during the 1993-94 fiscal
year or thereafter.

On November 16, 1993, the Court of Appeals, the State's highest
court, affirmed the decision of the Appellate Division (Third Department)
of the State's Supreme Court in three actions (McDermott, et. al. v.
Regan, et. al.; v. Puma, et al.; and Guzdek, et al. v. Regan, et al.)
declaring unconstitutional certain legislation enacted in 1990. That
legislation mandated a change in the actuarial funding method for
determining contributions by the State and its local governments to the
State and local retirement systems from the aggregate cost (AC) method,
previously used by the Comptroller, to the projected unit credit (PUC)
method, and it required the application of the surplus reported under the
PUC method as a credit to employer contributions. As a result,
contributions to the retirement systems have been significantly reduced
since the State's 1990 -91 fiscal year. The Court of Appeals held, among
other things, that the State Constitution, which prohibits the benefits
of membership in the retirement systems from being impaired or diminished,
was violated because the PUC legislation impaired "the means designed to
assure benefits to public employees by depriving the Comptroller of his
personal responsibility to maintain "the security and sources of benefits"
of the pension fund." As a result of this decision, the Comptroller has
developed a plan to return to the AC method and to restore prior funding
levels of the retirement systems. The Comptroller expects to achieve this
objective in a manner that, consistent with his fiduciary
responsibilities, will neither require the State to make additional
contributions in its 1993-94 fiscal year nor materially and adversely
affect the financial condition of the State thereafter. The Comptroller's
plan calls for a return to the AC method, using a four-year phase-in the
New York State and Local Employees' Retirement System (ERS), with State
AC contributions capped at a percentage of payroll that increases each
year during the phase-in. Although State contributions capped at a
percentage of payroll that increases each year during the phase-in.
Although State contributions to ERS under the plan are expected to be
lower during the phase-in period than they would have been if the AC
method were reinstated immediately, they are expected to exceed PUC levels
by $30 million in fiscal 1994-95, $63 million in fiscal 1995-96, $116
million in fiscal 1996-97, and $193 million in fiscal year 1997-98. The
excess over PUC levels is expected to peak at $241 million in fiscal 1998-
99, when State contributions under the Comptroller's plan are first
projected to exceed levels that would have been required by an immediate
return to the AC method. The excess over PUC levels is projected to
decline after fiscal 1998-99, and, beginning in fiscal 2001-02, State
contributions required under the Comptroller's plan are projected to be
less than PUC requirements would have been. The State is a defendant in
numerous legal proceedings pertaining to matters incidental to the
performance of routine governmental operations. Such litigation includes,
but is not limited to, claims asserted against the State arising from
alleged torts, alleged breaches of contracts, condemnation proceedings and
other alleged violations of State and Federal laws. Included in the
State's outstanding litigation are a number of cases challenging the
constitutionality or the adequacy and effectiveness of a variety of
significant social welfare programs primarily involving the State's mental
hygiene programs. Adverse judgments in these matters generally could
result in injunctive relief coupled with prospective changes in patient
care which could require substantial increased financing of the litigated
programs in the future. Because of the prospective nature of these
matters, no provision for this potential exposure has been made in the
State's audited financial statements for the 1991-92 fiscal year.

Adverse developments in any of these proceedings or the initiation
of new proceedings could affect the ability of the State to maintain a
balanced State Plan. In its audited financial statements for the 1992-93
fiscal year, the State reported its estimated liability for awarded and
anticipated unfavorable judgments as $721 million.

Other Localities. Certain localities in addition to the City could
have financial problems leading to requests for additional State
assistance during the State's 1993-94 fiscal year and thereafter. The
potential impact on the State of such actions by localities is not
included in the projections of the State receipts and disbursements in the
State's 1993-94 fiscal year.

Fiscal difficulties experienced by the City of Yonkers ("Yonkers")
resulted in the creation of the Financial Control Board for the City of
Yonkers (the "Yonkers Board") by the State in 1984. The Yonkers Board is
charged with oversight of the fiscal affairs of Yonkers. Future actions
taken by the Governor or the State Legislature to assist Yonkers could
result in allocation of State resources in amounts that cannot yet be
determined.

INVESTMENT RESTRICTIONS

The Trust's significant investment restrictions are set forth in the
Prospectus. The following investment restrictions are also fundamental
policies of the Trust, and, together with the fundamental policies and
investment objective described in the Prospectus, cannot be changed
without the vote of a "majority" of the Trust's outstanding shares. Under
the Investment Company Act, such "majority" vote is defined as the vote
of the holders of the lesser of: (i) 67% or more of the shares present or
represented by proxy at a shareholder meeting, if the holders of more than
50% of the outstanding shares are present or represented by proxy, or (ii)
more than 50% of the outstanding shares. Under these additional
restrictions, the Trust cannot: (1) invest in any debt instrument having
a maturity in excess of one year from the date of purchase, unless
purchased subject to a demand feature which may not exceed one year and
requires payment on not more than 30 days' notice; (2) enter into a
repurchase agreement or purchase a security subject to a call if the
scheduled repurchase or redemption date is greater than one year; (3)
invest in commodities or commodity contracts, or invest in interests in
oil, gas, or other mineral exploration or development programs; (4)
invest in real estate; however, the Trust may purchase debt securities
issued by companies which invest in real estate or interests therein; (5)
purchase securities on margin or make short sales of securities; (6)
invest in or hold securities of any issuer if those officers and trustees
or directors of the Trust or its adviser who beneficially own individually
more than 0.5% of the securities of such issuer together own more than 5%
of the securities of such issuer; (7) underwrite securities of other
companies except insofar as the Trust may be deemed an underwriter under
the Securities Act of 1933 in connection with the disposition of portfolio
securities; (8) invest more than 5% of the value of its total assets in
securities of companies that have operated less than three years,
including the operations of predecessors; or (9) purchase securities of
other investment companies, except in connection with a merger,
consolidation, acquisition or reorganization.

For purposes of investment restriction (6) above and the investment
restrictions in the Prospectus, the identification of the "issuer" of a
Municipal Security depends on the terms and conditions of the security.
When the assets and revenues of an agency, authority, instrumentality or
other political subdivision are separate from those of the government
creating the subdivision and the security is backed only by the assets and
revenues of the subdivision, such subdivision would be deemed to be the
sole issuer. Similarly, in the case of an industrial development bond,
if that bond is backed only by the assets and revenues of the
nongovernmental user, then such nongovernmental user would be deemed to
be the sole issuer. However, if in either case the creating government
or some other entity guarantees the security, such guarantee would be
considered a separate security and would be treated as an issue of such
government or other agency. For purposes of the Trust's compliance with
Rule 2a-7 when investing in puts (see "Puts and Stand-by Commitments"
above), a put will be considered to be issued by the party to which the
Trust will look for payment of the exercise price, and an unconditional
put will be considered to be a guarantee of the underlying security.

In applying the restrictions in the Prospectus as to the Trust's
investments, the Manager will consider a nongovernmental user of
facilities financed by industrial development bonds as being in a
particular industry, despite the fact that there is no industry
concentration limitation as to municipal securities the Trust may own.
Although this application of the restriction is not technically a
fundamental policy of the Trust, it will not be changed without
shareholder approval. This is not a fundamental policy, and therefore may
be changed without shareholder approval. Should any such change be made,
the Prospectus and/or Additional Statement will be supplemented to reflect
the change.

TRUSTEES AND OFFICERS

The Trustees and officers of the Trust and their principal
occupations and business affiliations during the past five years are
listed below. Each Trustee is a Trustee, Director or Managing General
Partner of Daily Cash Accumulation Fund, Inc., Centennial Money Market
Trust, Centennial Government Trust, Centennial Tax Exempt Trust,
Centennial California Tax Exempt Trust, Centennial America Fund, L.P.
(collectively with the Trust the "Centennial Trusts"), Oppenheimer Total
Return Fund, Inc., Oppenheimer High Yield Fund, Oppenheimer Equity Income
Fund, Oppenheimer Cash Reserves, Oppenheimer Strategic Funds Trust,
Oppenheimer Strategic Income & Growth Fund, Oppenheimer Strategic Short-
Term Income Fund, Oppenheimer Strategic Investment Grade Bond Fund,
Oppenheimer Variable Account Funds, Oppenheimer Champion High Yield Fund,
Oppenheimer Main Street Funds, Inc., Oppenheimer Limited-Term Government
Fund, Oppenheimer Tax-Exempt Bond Fund, Oppenheimer Investment Grade Bond
Fund, Oppenheimer Value Stock Fund and The New York Tax-Exempt Income
Fund, Inc. (collectively referred to as the "Denver OppenheimerFunds").
Mr. Fossel is President and Mr. Swain is Chairman of all of the funds
listed. All other officers, with the exception of Mr. Carbuto, hold
similar positions with all of the funds listed. As of September 30, 1994,
the Trustees and officers of the Trust in the aggregate owned less than
1% of the Trust's outstanding shares.

ROBERT G. AVIS, Trustee*
One North Jefferson Ave., St. Louis, Missouri 63103
Vice Chairman of A.G. Edwards & Sons, Inc. (a broker-dealer) and A.G.
Edwards, Inc. (its parent holding company); Chairman of A.G.E. Asset
Management and A.G. Edwards Trust Company (its affiliated investment
adviser and trust company, respectively).

WILLIAM A. BAKER, Trustee
197 Desert Lakes Drive, Palm Springs, California 92264
Management Consultant.

CHARLES CONRAD, JR., Trustee
1447 Vista del Cerro, Las Cruces, New Mexico 88005
Vice President of McDonnell Douglas Space Systems Co.; formerly associated
with the National Aeronautics and Space Administration.

RAYMOND J. KALINOWSKI, Trustee
44 Portland Drive, St. Louis, Missouri 63131
Formerly Vice Chairman and a Director of A.G. Edwards, Inc., parent
holding company of A.G. Edwards & Sons, Inc. (a broker-dealer), of which
he was a Senior Vice President.

C. HOWARD KAST, Trustee
2552 East Alameda, Denver, Colorado 80209
Formerly Managing Partner of Deloitte, Haskins & Sells (an accounting
firm).

ROBERT M. KIRCHNER, Trustee
7500 E. Arapahoe Rd., Englewood, Colorado 80112
President of The Kirchner Company (management consultants).

NED M. STEEL, Trustee
3416 South Race Street, Englewood, Colorado 80112
Chartered Property and Casualty Underwriter; Senior Vice President and a
Director of Van Gilder Insurance Corp. (insurance brokers).

JAMES C. SWAIN, Chairman and Trustee*
3410 South Galena Street, Denver, Colorado 80231
President and Director of Centennial Asset Management Corporation (the
"Manager"); Vice Chairman of Oppenheimer Management Corporation ("OMC"),
the immediate parent of the Manager; formerly Chairman of the Board of
Shareholder Services, Inc. (the "Transfer Agent"), the Trust's transfer
agent, which is a subsidiary of OMC.

JON S. FOSSEL, Trustee and President*
Two World Trade Center, New York, New York 10048
Chairman, Chief Executive Officer and a director of OMC; President and
Director of Oppenheimer Acquisition Corp. ("OAC"), OMC's parent holding
company; President and a director of HarbourView Asset Management
Corporation, an investment adviser subsidiary of OMC ("HarbourView"); a
director of the Transfer Agent and Shareholder Financial Services, Inc.
("SFSI"), transfer agent subsidiaries of OMC; formerly President of OMC.

ANDREW J. DONOHUE, Vice President
Executive Vice President and General Counsel of OMC and Oppenheimer Funds
Distributor, Inc. ("OFDI"); an officer of other OppenheimerFunds; formerly
Senior Vice President and Associate General Counsel of OMC and OFDI;
Partner in Kraft & McManimon (a law firm); an officer of First Investors
Corporation (a broker-dealer) and First Investors Management Company, Inc.
(broker-dealer and investment adviser); director and an officer of First
Investors Family of Funds and First Investors Life Insurance Company.

MICHAEL A. CARBUTO, Vice President and Portfolio Manager
Two World Trade Center, New York, New York 10048
Vice President of the Manager and OMC; an officer of other
OppenheimerFunds.

GEORGE C. BOWEN, Vice President, Secretary and Treasurer
3410 South Galena Street, Denver, Colorado 80231
Senior Vice President and Treasurer of OMC; Vice President and Treasurer
of OFDI and HarbourView; Senior Vice President, Treasurer, Assistant
Secretary and a director of the Manager; Vice President, Treasurer and
Secretary of the Transfer Agent and SFSI; an officer of other
OppenheimerFunds; formerly Senior Vice President/Comptroller and Secretary
of OAMC.

ROBERT G. ZACK, Assistant Secretary
Two World Trade Center, New York, New York 10048
Senior Vice President and Associate General Counsel of OMC; Assistant
Secretary of the Transfer Agent and SFSI; an officer of other
OppenheimerFunds.

ROBERT BISHOP, Assistant Treasurer
3410 South Galena Street, Denver, Colorado 80231
Assistant Vice President of OMC/Mutual Fund Accounting; an officer of
other OppenheimerFunds; formerly a Fund Controller for the Manager, prior
to which he was an Accountant for Yale & Seffinger, P.C., an accounting
firm, and previously an Accountant and Commissions Supervisor for Stuart
James Company, Inc., a broker-dealer.

SCOTT FARRAR, Assistant Treasurer
3410 South Galena Street, Denver, Colorado 80231
Assistant Vice President of OMC/Mutual Fund Accounting; an officer of
other OppenheimerFunds; formerly a Fund Controller for the Manager, prior
to which he was an International Mutual Fund Supervisor for Brown
Brothers, Harriman Co., a bank, and previously a Senior Fund Accountant
for State Street Bank & Trust Company, before which he was a sales
representative for Central Colorado Planning.

___________________
*A Trustee who is an "interested person" of the Trust as defined in the
Investment Company Act.

Remuneration of Trustees. The officers of the Trust (including Messrs.
Fossel and Swain) are affiliated with the Manager and receive no salary
or fee from the Trust. The Trust has an Audit and Review Committee
composed of William A. Baker (Chairman), Charles Conrad, Jr. and Robert
M. Kirchner. This Committee meets regularly to review audit procedures,
financial statements and other financial and operational matters of the
Trust. During the fiscal year ended June 30, 1994, the remuneration
(including expense reimbursements) paid by the Trust to the Trustees as
a group (excluding Mr. Swain and Mr. Fossel) for services as trustees and
as members of one or more committees totaled $1,306.

Major Shareholders. As of September 30, 1994, A.G. Edwards & Sons, Inc.,
1 North Jefferson Avenue, St. Louis, MO 63103 ("Edwards"), which in turn
is owned by A.G. Edwards, Inc., was the record owner of 18,851,327.50
shares of the Trust (approximately 78.6% of outstanding shares). The
Trust is informed that the shares held of record by Edwards were
beneficially owned for the benefit of its brokerage clients.As of that
date, no other person owned of record or was known by the Trust to own
beneficially 5% or more of the outstanding shares of the Trust.

INVESTMENT MANAGEMENT SERVICES

The Manager is wholly owned by OMC which is a wholly-owned subsidiary
of Oppenheimer Acquisition Corp. ("OAC"), a holding company controlled by
Massachusetts Mutual Life Insurance Company. The remaining stock of OAC
is owned by: (i) certain of OMC's directors and officers, some of whom may
serve as officers of the Trust, and two of whom (Mr. James C. Swain and
Mr. Fossel) serves as a Trustee of the Trust and (ii) Edwards, which owns
less than 5% of its equity.

The management fee is payable monthly to the Manager under the terms
of the investment advisory agreement between the Manager and the Trust
(the "Agreement"), and is computed on the aggregate net assets of the
Trust as of the close of business each day. The Agreement requires the
Manager, at its expense, to provide the Trust with adequate office space,
facilities and equipment and to provide and supervise the activities of
all administrative and clerical personnel required to provide effective
administration of the Trust, including the compilation and maintenance of
records with respect to its operations, the preparation and filing of
specified reports, and composition of proxy materials and registration
statements for continuous public sale of shares of the Trust. Expenses
not expressly assumed by the Manager under the Agreement or by the
Distributor of the shares of the Trust are paid by the Trust. A
description of examples of such expenses is in the Prospectus.

The Agreement contains no expense limitation. However, independently
of the Agreement, the Manager has undertaken that the total expenses of
the Trust in any fiscal year (including the management fee, but excluding
taxes, interest, brokerage commissions, distribution assistance payments
and extraordinary expenses such as litigation costs) shall not exceed (and
the Manager undertakes to assume any amount by which such expenses shall
exceed) the most stringent state securities law expense limitation
applicable to the sale of the Trust's shares. At present, the Trust's
shares will be sold only in New York State, which currently has no expense
limitation applicable to sales of mutual fund shares. In addition,
independently of the Agreement, the Manager has temporarily undertaken to
assume any expenses of the Trust in any fiscal year they exceed 0.80% of
the Trust's average annual net assets. The payment of the management fee
at the end of any month will be reduced so that there will not be any
accrued but unpaid liability under those expense limitations. Any
assumption of the Trust's expenses under either limitation lowers the
Trust's overall expense ratio and increases its yield and total return
during the time such expenses are assumed. The Manager reserves the right
to terminate or amend either of these undertakings at any time. For the
fiscal years ended June 30, 1992, 1993 and 1994 the management fees
payable by the Trust to the Manager would have been $116,115, $121,281 and
$127,154, respectively. Those amounts do not reflect the effect of the
expense assumptions of $67,751, $43,840 and $55,589, respectively, in
those periods by the Manager.

The Agreement provides that the Manager is not liable for any loss
sustained by reason of good faith errors or omissions in connection with
matters to which the Agreement relates, except a loss resulting by reason
of its willful misfeasance, bad faith, gross negligence or reckless
disregard for its obligations thereunder. The Manager is permitted by the
Agreement to act as investment adviser for any other person, firm or
corporation. If the Manager shall no longer act as investment adviser to
the Trust, the right of the Trust to use the name "Centennial" as part of
its name may be withdrawn.

Portfolio Transactions. Portfolio decisions are based upon the
recommendations and judgment of the Manager subject to the overall
authority of the Board of Trustees. As most purchases made by the Trust
are principal transactions at net prices, the Trust incurs little or no
brokerage costs. The Trust deals directly with the selling or purchasing
principal or market maker without incurring charges for the services of
a broker on its behalf unless it is determined that a better price or
execution may be obtained by using the services of a broker. Purchases
of portfolio securities from underwriters include a commission or
concession paid by the issuer to the underwriter, and purchases from
dealers include a spread between the bid and asked prices.

The Trust seeks to obtain prompt and reliable execution of orders at
the most favorable net price. If dealers or brokers are used for
portfolio transactions, transactions may be directed to dealers or brokers
furnishing execution and research services. The research services
provided by a particular dealer or broker may be useful only to one or
more of the advisory accounts of the Manager or its affiliates and
investment research received for the commissions of those other accounts
may be useful to both the Trust and one or more of such other accounts.
Such research, which may be supplied by a third party at the instance of
a dealer or broker, includes information and analyses on particular
companies and industries as well as market or economic trends and
portfolio strategy, receipt of market quotations for portfolio
evaluations, information systems, computer hardware and similar products
and services. If a research service also assists the Manager in a non-
research capacity (such as bookkeeping or other administrative functions),
then only the percentage or component that provides assistance to the
Manager in the investment decision-making process may be paid for in
commission dollars. The research services provided by dealers or brokers
broaden the scope and supplement the research activities of the Manager
by making available additional views for consideration and comparisons,
and enabling the Manager to obtain market information for the valuation
of securities held in the Trust's portfolio or being considered for
purchase. In the rare instances where the Trust pays commissions for
research, the Board of Trustees, including the independent Trustees of the
Trust, will review information furnished by the Manager as to the
commissions paid to brokers furnishing such services in an effort to
ascertain that the amount of such commissions was reasonably related to
the value or the benefit of such services. The Trust does not direct the
handling of purchases or sales of portfolio securities, whether on a
principal or agency basis, to brokers for selling shares of the Trust.
No portfolio transactions are handled by firms which are affiliated with
the Trust or the Manager if that dealer or broker is acting as principal.
The Board of Trustees has permitted the Manager to use concessions on
fixed price offerings to obtain research, in the same manner as is
permitted for agency transactions. The Trust's policy of investing in
short-term debt securities with maturities of less than one year results
in high portfolio turnover. However, since brokerage commissions, if any,
are small and securities are usually held to maturity, high turnover does
not have an appreciable adverse effect upon the net asset value or income
of the Trust.

Other funds advised by the Manager have investment objectives and
policies similar to that of the Trust. Such other funds may purchase or
sell the same securities at the same time as the Trust, which could affect
the supply or price of such securities. If two or more of such funds
purchase the same security on the same day from the same dealer, the
Manager may average the price of the transactions and allocate the cost
among such funds.

SERVICE PLAN

The Trust has adopted a service plan (the "Plan") under Rule 12b-1
of the Investment Company Act, described in the Prospectus. No payment
will be made by the Distributor to any Recipient if the aggregate net
asset value of Trust shares held by it or its customers at the end of a
calendar quarter is less than the minimum level of qualified holdings, if
any, established under the Plan from time to time by the "Independent
Trustees". Currently, no minimum holding level has been established by
the Board of Trustees. For the Trust's fiscal year ended June 30, 1994,
payments under the Plan totalled $46,156, all of which were paid by the
Distributor to Recipients, including $131 paid to an affiliate of the
Distributor, as reimbursement for costs incurred with the personal service
and maintenance of accounts that hold Trust shares.

The Distributor has entered into Supplemental Distribution Assistance
Agreements ("Supplemental Agreements") under the Plan with selected
dealers distributing shares of Oppenheimer Cash Reserves, Centennial
Government Trust, Centennial California Tax Exempt Trust, Centennial
America Fund, L.P. and the Trust. Quarterly payments by the Distributor
for distribution-related services will range from 0.10% to 0.30%,
annually, of the average net asset value of shares of the above-mentioned
funds owned during the quarter beneficially or of record by the dealer or
its customers. However, no payment shall be made to any dealer for any
quarter during which the average net asset value of shares of the above-
mentioned funds owned during that quarter by the dealer or its customers
is less than $5 million. Payments made pursuant to Supplemental
Agreements are not a Trust expense, but are made by the Distributor out
of its own resources or out of the resources of the Manager which may
include profits derived from the advisory fee it receives from the Trust.
Payments to affiliates of the Distributor are not permitted.

The Plan shall, unless terminated as described below, continue in
effect from year to year but only so long as such continuance is
specifically approved at least annually by the Trust's Board of Trustees
including its Independent Trustees by a vote cast in person at a meeting
called for that purpose. The Supplemental Agreements are subject to the
same renewal requirement. The Plan and the Supplemental Agreements may
be terminated at any time by the vote of a majority of the Independent
Trustees or by the vote of the holders of a "majority" of the Trust's
outstanding voting securities. The Supplemental Agreements will
automatically terminate in the event of their "assignment" (as defined in
the Investment Company Act), and each may be terminated by the
Distributor: (i) in the event the Trust terminates the Plan, or (ii) if
the net asset value of shares of the above-mentioned funds covered by
Supplemental Agreements held by the dealer or its customers is less than
$5 million for two or more consecutive quarters. A dealer may terminate
a Supplemental Agreement at any time upon giving 30 days' notice. The
Plan may not be amended without shareholder approval, as set forth above,
to increase materially the amount of payments to be made and all material
amendments must be approved by the Board and the Independent Trustees.

The Glass-Steagall Act and other applicable laws and regulations,
among other things, generally prohibit Federally-chartered or supervised
banks from engaging in the business of underwriting, selling or
distributing securities as principals. Accordingly, the Distributor may
pay banks only for sales made on an agency basis or for the performance
of administrative and shareholder servicing functions. While the matter
is not free from doubt, the Manager believes that such laws do not
preclude a bank from performing the services required of a Recipient.
However, judicial or administrative decisions or interpretations of such
laws, as well as changes in either Federal or state statutes or
regulations relating to the permissible activities of banks or their
subsidiaries or affiliates, could prevent certain banks from continuing
to perform all or a part of these services. If a bank were so prohibited,
shareholders of the Trust who were clients of such bank would be permitted
to remain as shareholders, and if a bank could no longer provide those
service functions, alternate means for continuing the servicing of such
shareholders would be sought. In such event, shareholders serviced by
such bank might no longer be able to avail themselves of any automatic
investment or other services then being provided by such bank. It is not
expected that shareholders would suffer any adverse financial consequences
as a result of any of those occurrences. The Board of Trustees will
consider appropriate modifications to the Trust's operations, including
discontinuance of payments under the Plan to such institutions in the
event of any future change in such laws or regulations which may adversely
affect the ability of such institutions to provide these services. In
addition, certain banks and financial institutions may be required to
register as dealers under state law.

While the Plan is in effect, the Treasurer of the Trust shall provide
a report to the Board of Trustees in writing at least quarterly on the
amount of all payments made pursuant to the Plan and the identity of each
Recipient that received any such payment and the purposes for which
payments were made. The Plan further provides that while it is in effect,
the selection and nomination of those Trustees of the Trust who are not
"interested persons" of the Trust is committed to the discretion of the
Independent Trustees. This does not prevent the involvement of others in
such selection and
nomination if the final decision as to the selection or nomination is
approved by a majority of the Independent Trustees.

PURCHASE, REDEMPTION AND PRICING OF SHARES

Determination of Net Asset Value Per Share. The net asset value per share
of the Trust is determined twice a day, as of 12:00 Noon and 4:00 P.M.,
on each day the New York Stock Exchange (the "Exchange") is open (a
"regular business day"), by dividing the Trust's net assets (the total
value of the Trust's portfolio securities, cash and other assets less all
liabilities) by the total number of shares outstanding. Shares of the
Trust are sold at their offering price (net asset value, without a sales
charge) as described in the Prospectus. The Exchange's most recent annual
holiday schedule states that it will close New Year's Day, Presidents'
Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving
Day and Christmas Day. The Exchange may also close on other days.
Dealers other than Exchange members may conduct trading in Municipal
Securities on certain days on which the Exchange is closed (e.g., Good
Friday), so that securities of the same type held by the Trust may be
traded, and its net asset value per share may be significantly affected,
on such days when shareholders may not purchase or redeem shares.

The Trust will seek to maintain a net asset value of $1.00 per share
for purchases and redemptions. There can be no assurance that it will do
so. The Trust operates under SEC Rule 2a-7 under which it may use the
amortized cost method of valuing its shares. The amortized cost method
values a security initially at its cost and thereafter assumes a constant
amortization of any premium or accretion of any discount, regardless of
the impact of fluctuating interest rates on the market value of the
security. This method does not take into account unrealized capital gains
or losses.

The Trust's Board of Trustees has established procedures intended to
stabilize the Trust's net asset value at $1.00 per share. If the Trust's
net asset value per share were to deviate from $1.00 by more than 0.5%,
Rule 2a-7 requires the Board promptly to consider what action, if any,
should be taken. If the Trustees find that the extent of any such
deviation may result in material dilution or other unfair results to
shareholders, the Board will take such steps as it considers appropriate
to eliminate or reduce any such dilution or unfair results, including
without limitation selling portfolio securities prior to maturity,
shortening the average portfolio maturity, withholding or reducing
dividends, reducing the number of outstanding Trust shares without
monetary consideration, or calculating net asset value per share by using
available market quotations.

As long as it uses Rule 2a-7, the Trust must abide by certain
conditions described in the Prospectus. Some of those conditions which
relate to portfolio management are that the Trust must: (i) maintain a
dollar-weighted average portfolio maturity not in excess of 90 days; (ii)
limit its investments, including repurchase agreements, to those
instruments which are denominated in U.S. dollars, and which are rated in
one of the two highest short-term rating categories by at least two
"nationally-recognized statistical rating organizations" ("NRSROs"), as
defined in the Rule, or by one NRSRO if only one NRSRO has rated the
security; an instrument that is not rated must be of comparable quality
as determined under the Board procedures; and (iii) not purchase any
instruments with a remaining maturity of more than one year. Under Rule
2a-7, the maturity of an instrument is generally considered to be its
stated maturity (or in the case of an instrument called for redemption,
the date on which the redemption payment must be made), with special
exceptions for certain variable rate demand and floating rate instruments.
Repurchase agreements and securities loan agreements are, in general,
treated as having a maturity equal to the period scheduled until
repurchase or return, or if subject to demand, equal to the notice period.

While the amortized cost method provides certainty in valuation,
there may be periods during which the value of an instrument as determined
by amortized cost, is higher or lower than the price the Trust would
receive if it sold the instrument. During periods of declining interest
rates, the daily yield on shares of the Trust may tend to be lower (and
net investment income and daily dividends higher) than a like computation
made by a fund with identical investments utilizing a method of valuation
based upon market prices or estimates of market prices for its portfolio.
Thus, if the use of amortized cost by the Trust resulted in a lower
aggregate portfolio value on a particular day, a prospective investor in
the Trust would be able to obtain a somewhat higher yield than would
result from investment in a fund utilizing solely market values, and
existing investors in the Trust would receive less investment income than
if the Trust were priced at market value. Conversely, during periods of
rising interest rates, the daily yield on Trust shares will tend to be
higher and its aggregate value lower than that of a portfolio priced at
market value. A prospective investor would receive a lower yield than
from an investment in a portfolio priced at market value, while existing
investors in the Trust would receive more investment income than if the
Trust were priced at market value.

Redemption of Shares. Information on how to redeem shares of the Trust
is stated in the Prospectus. The Prospectus states that payment for
shares tendered for redemption is ordinarily made in cash. If, however,
the Board of Trustees determines that it would be detrimental to the best
interests of the remaining shareholders of the Trust to make payment
wholly in cash, the redemption price may be paid in whole or in part by
a distribution in kind of securities from the portfolio of the Trust in
lieu of cash or in conformity with applicable Securities and Exchange
Commission rules. The Trust has elected to be governed by Rule 18f-1
under the Investment Company Act, pursuant to which the Trust is obligated
to redeem shares solely in cash up to the lesser of $250,000 or 1% of the
net assets of the Trust during any 90-day period for any one shareholder.
If shares are redeemed in kind, the redeeming shareholder might incur
transaction or other costs in converting the assets to cash. The method
of valuing securities used to make redemptions in kind will be the same
as the method of valuing securities described under "Determination of Net
Asset Value" above, and such valuation will be made as of the same time
the redemption price is determined.

Expedited Redemption Procedures. Under the Expedited Redemption Procedure
available to direct shareholders of the Trust, discussed in the
Prospectus, the wiring of redemption proceeds may be delayed if the
Trust's Custodian bank is not open for business on a day that the Trust
would normally authorize the wire to be made, which is usually the same
day for redemptions prior to 12:00 Noon and the Trust's next regular
business day for redemptions between 12:00 Noon and 4:00 P.M. In those
circumstances, the wire will not be transmitted until the next bank
business day on which the Trust is open for business, and no dividends
will be paid on the proceeds of redeemed shares awaiting transfer by wire.

Dividend Reinvestment in Another Fund. Direct shareholders of the Trust
may elect to reinvest all dividends and/or distributions in shares of any
of the other funds listed in the Prospectus as "Eligible Funds" at net
asset value without sales charge. To elect this option, a shareholder
must notify the Transfer Agent in writing, and either must have an
existing account in the fund selected for reinvestment or must obtain a
prospectus for that fund and an application from the Transfer Agent to
establish an account. The investment will be made at the net asset value
per share in effect at the close of business on the payable date of the
dividend or distribution.

YIELD INFORMATION

The Trust's current yield is calculated for a seven-day period of
time in accordance with regulations adopted under the Investment Company
Act. First, a base period return is calculated for the seven-day period
by determining the net change in the value of a hypothetical pre-existing
account having one share at the beginning of the seven day period. The
change includes dividends declared on the original share and dividends
declared on any shares purchased with dividends on that share, but such
dividends are adjusted to exclude any realized or unrealized capital gains
or losses affecting the dividends declared. Next, the base period return
is multiplied by 365/7, to obtain the current yield to the nearest
hundredth of one percent. The compounded effective yield for a seven-day
period is calculated by (a) adding 1 to the base period return (obtained
as described above), (b) raising the sum to a power equal to 365 divided
by 7, and (c) subtracting 1 from the result. For the seven-day period
ended June 30, 1994, the Trust's current yield was 1.84%, and its
compounded effective yield was 1.86%.

The yield as calculated above may vary for accounts less than
approximately $100 in value due to the effect of rounding off each daily
dividend to the nearest full cent. Since the calculation of yield under
either procedure described above does not take into consideration any
realized or unrealized gains or losses on the Trust's portfolio securities
which may affect dividends, the return on dividends declared during a
period may not be the same on an annualized basis as the yield for that
period.

The Trust's "tax-equivalent yield" adjusts the Trust's current yield,
as calculated above, by a combined Federal, New York State and New York
City tax rate. The tax-equivalent yield is computed by dividing the tax-
exempt portion of the Trust's current yield by one minus a stated income
tax rate and adding the result to the portion (if any) of the Trust's
current yield that is not tax-exempt. The tax-equivalent yield may be
compounded as described above to provide a compounded effective tax
equivalent yield. The tax-equivalent yield may be used to compare the tax
effects of income derived from the Trust with income from taxable
investments at the tax rates stated. Appendix B includes a tax equivalent
yield table, based on various effective tax brackets for individual
taxpayers. Such tax brackets are determined by a taxpayer's Federal, New
York State and City taxable income (the net amount subject to income tax
after deductions and exemptions). The tax equivalent yield table assumes
that the investor is taxed at the highest bracket, regardless of whether
a switch to non-taxable investments would cause a lower bracket to apply,
and that state income tax payments are fully deductible for income tax
purposes. For taxpayers with income above certain levels, otherwise
allowable itemized deductions are limited. For the seven-day period ended
June 30, 1994, the Trust's tax-equivalent yield was 3.47% and its tax-
equivalent compounded yield was 3.51% for an investment subject to a
47.05% combined effective tax rate (the maximum for a New York City
resident).

Yield information may be useful to investors in reviewing the Trust's
performance. The Trust's yield may be compared to that of other
investments, by citing various indices such as The Bank Rate Monitor
National Index (provided by Bank Rate MonitorTM), which measures the
average rate paid on bank money market accounts, NOW accounts and
certificates of deposit by the 100 largest banks and thrift institutions
in the top ten metropolitan areas. However, a number of factors should
be considered before using yield information as a basis for comparison
with other investments. An investment in the Trust is not insured. Its
yield is not guaranteed and normally will fluctuate on a daily basis. The
yield for any given past period is not an indication or representation by
the Trust of future yields or rates of return on its shares. The Trust's
yield is affected by portfolio quality, portfolio maturity, type of
instruments held and operating expenses. The Trust's performance reflects
the voluntary assumption of expenses by the Manager, absent which such
figures would have been lower than those shown above. When comparing the
Trust's yield and investment risk with that of other investments,
investors should understand that certain other investment alternatives,
such as certificates of deposit, U.S. Government Securities, money market
instruments or bank accounts may provide fixed yields or yields that may
vary above a stated minimum, and also that bank accounts may be insured
or guaranteed. Certain types of bank accounts may not pay interest when
the balance falls below a specified level and may limit the number of
withdrawals by check per month. In order to compare the Trust's dividends
to the rate of return on taxable investments federal and New York state
and city income taxes on such investments should be considered.

ADDITIONAL INFORMATION

Description of the Trust. Until February 1, 1990, the Trust's name was
"Oppenheimer New York Tax-Exempt Cash Reserves." The Trust's Declaration
of Trust contains an express disclaimer of shareholder or Trustee
liability for the Trust's obligations, and provides for indemnification
and reimbursement of expenses out of its property for any shareholder held
personally liable for its obligations. The Declaration of Trust also
provides that the Trust shall, upon request, assume a defense of any claim
made against any shareholder for any act or obligation of the Trust and
satisfy any judgment thereon. Thus, while Massachusetts law permits a
shareholder of a trust (such as the Trust) to be held personally liable
as a "partner" for the Trust's obligations under certain circumstances,
the risk of a Trust shareholder incurring any financial loss on account
of shareholder liability is highly unlikely and is limited to the
relatively remote circumstance in which the Trust itself would be unable
to meet its obligations. Any person doing business with the Trust, and
any shareholder of the Trust, agrees under the Trust's Declaration of
Trust to look solely to the assets of the Trust for satisfaction of any
claim or demand which may arise out of any dealings with the Trust, and
the Trustees shall have no personal liability to any such person, to the
extent permitted by law. It is not contemplated that regular annual
meetings of shareholders will be held. The Trust will hold meetings when
required to do so by the Investment Company Act or other applicable law,
or when a shareholder meeting is called by the Trustees or upon proper
request of the shareholders. Shareholders have the right, upon the
declaration in writing or vote of two-thirds of the outstanding shares of
the Trust, to remove a Trustee. The Trustees will call a meeting of
shareholders to vote on the removal of a Trustee upon the written request
of the record holders of 10% of its outstanding shares. In addition, if
the Trustees receive a request from at least 10 shareholders (who have
been shareholders for at least six months) holding in the aggregate shares
of the Trust valued at $25,000 or more or holding 1% or more of the
Trust's outstanding shares, whichever is less, that they wish to
communicate with other shareholders to request a meeting to remove a
Trustee, the Trustees will then either make the Trust's shareholder list
available to the applicants or mail their communication to all other
shareholders at the applicants' expense, or the Trustees may take such
other action as set forth in Section 16(c) of the Investment Company Act.

Tax Status of the Trust's Dividends and Distributions. The Federal and
New York tax treatment of the Trust's dividends and distributions to
shareholders is explained in the Prospectus under the caption "Dividends,
Distributions and Taxes." Under the Internal Revenue Code, by December
31 each year, the Trust must distribute 98% of its taxable investment
income earned from January 1 through December 31 of that year and 98% of
its capital gains realized in the period from November 1 of the prior year
through October 31 of the current year or else the Trust must pay an
excise tax on the amounts not distributed. While it is presently
anticipated that the Trust will meet those requirements, the Trust's Board
and the Manager might determine in a particular year that it might be in
the best interest of the Trust not to make such distributions at the
mandated levels and to pay the excise tax, which would reduce the amount
available for distribution to shareholders.

The Custodian and the Transfer Agent. The Custodian's responsibilities
include safeguarding and controlling the Trust's portfolio securities and
handling the delivery of portfolio securities to and from the Trust. The
Manager has represented to the Trust that its banking relationships with
the Custodian have been and will continue to be unrelated to and
unaffected by the relationships between the Trust and the Custodian. It
will be the practice of the Trust to deal with the Custodian in a manner
uninfluenced by any banking relationship the Custodian may have with the
Manager or its affiliates.

The Transfer Agent (Shareholder Services, Inc.) is responsible for
maintaining the Trust's shareholder registry and shareholder accounting
records, and for shareholder servicing and administrative functions.

General Distributor's Agreement. Under the General Distributor's
Agreement between the Trust and the Distributor, the Distributor acts as
the Trust's principal underwriter in the continuous public offering of its
shares. The General Distributor is not obligated to sell a specific
number of shares. Expenses normally attributable to sales (other than
those paid under the Service Plan), including advertising and the cost of
printing and mailing prospectuses other than those furnished to existing
shareholders, are borne by the Distributor.

Independent Auditors and Financial Statements. The independent auditors
of the Trust examine the Trust's financial statements and perform other
related audit services. They also serve as auditors for the Manager and
for Oppenheimer Management Corporation ("OMC") the Manager's immediate
parent, and for certain other funds advised by the Manager and OMC.

AUTOMATIC WITHDRAWAL PLAN PROVISIONS

By requesting an Automatic Withdrawal Plan, the shareholder agrees
to the terms and conditions applicable to such plans, as stated below and
elsewhere in the Application for such Plans, the Prospectus and this
Statement of Additional Information as they may be amended from time to
time by the Trust and/or the Distributor. When adopted, such amendments
will automatically apply to existing Plans.

Trust shares will be redeemed as necessary to meet withdrawal
payments. Shares acquired without a sales charge will be redeemed first
and thereafter shares acquired with reinvested dividends and distributions
followed by shares acquired with a sales charge will be redeemed to the
extent necessary to make withdrawal payments. Depending upon the amount
withdrawn, the investor's principal may be depleted. Payments made to
shareholders under such plans should not be considered as a yield or
income on an investment. Purchases of additional shares concurrently with
withdrawals are undesirable because of sales charges on purchases when
made. Accordingly, a

shareholder may not maintain an Automatic Withdrawal Plan while
simultaneously making regular purchases.

1. Shareholder Services, Inc., the Transfer Agent of the Trust,
will administer the Automatic Withdrawal Plan (the "Plan") as agent for
the person (the "Planholder") who executed the Plan authorization and
application submitted to the Transfer Agent.

2. Certificates will not be issued for shares of the Trust
purchased for and held under the Plan, but the Transfer Agent will credit
all such shares to the account of the Planholder on the records of the
Trust. Any share certificates now held by the Planholder may be
surrendered unendorsed to the Transfer Agent with the Plan application so
that the shares represented by the certificate may be held under the Plan.
Those shares will be carried on the Planholder's Plan Statement.

3. Distributions of capital gains must be reinvested in shares
of the Trust, which will be done at net asset value without a sales
charge. Dividends may be paid in cash or reinvested.

4. Redemptions of shares in connection with disbursement payments
will be made at the net asset value per share determined on the redemption
date.

5. Checks or ACH payments will be transmitted approximately three
business days prior to the date selected for receipt of the monthly or
quarterly payment (the date of receipt is approximate), according to the
choice specified in writing by the Planholder.

6. The amount and the interval of disbursement payments and the
address to which checks are to be mailed may be changed at any time by the
Planholder on written notification to the Transfer Agent. The Planholder
should allow at least two weeks' time in mailing such notification before
the requested change can be put in effect.

7. The Planholder may, at any time, instruct the Transfer Agent
by written notice (in proper form in accordance with the requirements of
the then-current prospectus of the Trust) to redeem all, or any part of,
the shares held under the Plan. In such case, the Transfer Agent will
redeem the number of shares requested at the net asset value per share in
effect in accordance with the Trust's usual redemption procedures and will
mail a check for the proceeds of such redemption to the Planholder.

8. The Plan may, at any time, be terminated by the Planholder on
written notice to the Transfer Agent, or by the Transfer Agent upon
receiving directions to that effect from the Trust. the Transfer Agent
will also terminate the Plan upon receipt of evidence satisfactory to it
of the death or legal incapacity of the Planholder. Upon termination of
the Plan by the Transfer Agent or the Trust, shares remaining unredeemed
will be held in an uncertificated account in the name of the Planholder,
and the account will continue as a dividend-reinvestment, uncertificated
account unless and until proper instructions are received from the
Planholder, his executor or guardian, or as otherwise appropriate.

9. For purposes of using shares held under the Plan as
collateral, the Planholder may request issuance of a portion of his shares
in certificated form. Upon written request from the Planholder, the
Transfer Agent will determine the number of shares as to which a
certificate may be issued, so as not to cause the withdrawal checks to
stop because of exhaustion of uncertificated shares needed to continue
payments. Should such uncertificated shares become exhausted, Plan
withdrawals will terminate.

10. The Transfer Agent shall incur no liability to the Planholder
for any action taken or omitted by the Transfer Agent in good faith.

11. In the event that the Transfer Agent shall cease to act as
transfer agent for the Trust, the Planholder will be deemed to have
appointed any successor transfer agent to act as his agent in
administering the Plan.

<PAGE>

INDEPENDENT AUDITORS' REPORT
Centennial New York Tax Exempt Trust

The Board of Trustees and Shareholders of
Centennial New York Tax Exempt Trust:

We have audited the accompanying statement of assets and liabilities,
including the statement of investments, of Centennial New York Tax Exempt Trust
as of June 30, 1994, the related statement of operations for the year then
ended, the statements of changes in net assets for the years ended June 30, 1994
and 1993, and the financial highlights for the period January 3, 1989
(commencement of operations) to June 30, 1994. These financial statements and
financial highlights are the responsibility of the Trust's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit also includes examining,
on a test basis, evidence supporting the amounts and disclosures in the
financial statements. Our procedures included confirmation of securities owned
at June 30, 1994 by correspondence with the custodian. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights present
fairly, in all material respects, the financial position of Centennial New York
Tax Exempt Trust at June 30, 1994, the results of its operations, the changes in
its net assets, and the financial highlights for the respective stated periods,
in conformity with generally accepted accounting principles.

DELOITTE & TOUCHE

Denver, Colorado
July 22, 1994

<PAGE>

STATEMENT OF INVESTMENTS June 30, 1994
Centennial New York Tax Exempt Trust
<TABLE>
<CAPTION>

FACE MARKET
AMOUNT VALUE-NOTE 1
------- ------------
<S> <C> <C>
MUNICIPAL BONDS AND NOTES-99.6%
NEW YORK-95.8%
City of New York Development Corp. Mtg. Revenue Bonds,
Columbus Multifamily Project, Series A, 2.05% (1) ......... $2,500,000 $ 2,500,000
City of New York Housing Development Corp. Mtg.
Revenue Bonds:
East 96th Street Project, Series A, 2.15% (1) ............. 300,000 300,000
Queenswood Multifamily Project, Series A, 2.05% (1) ....... 200,000 200,000
City of New York Municipal Water Finance Authority Revenue Bonds:
Series C, 3% (1) .......................................... 1,000,000 1,000,000
Water and Sewer System Project, Series C, 3% (1) .......... 200,000 200,000
City of New York Trust Cultural Resources Revenue Refunding Bonds:
American Museum of Natural History, Series A, MBIA Insured,
2% (1) .................................................... 500,000 500,000
Erie County, New York Water Authority Revenue Bonds, Series A
AMBAC Insured, 2% (1) ..................................... 1,000,000 1,000,000
Geneva, New York Industrial Development Agency Civic Facility
Revenue Bonds, Colleges of the Seneca, Series A,
2.25% (1) ................................................. 960,000 960,000
Nassau County, New York Industrial Development Agency
Revenue Bonds, Cold Spring Harbor Labor Project,
2% (1) .................................................... 1,000,000 1,000,000
Nassau County, New York Revenue Bonds,
Series 32, 2.30% (1) ...................................... 1,000,000 1,000,000
New York State Energy Research and Development Authority:
Revenue Bonds:
Electric and Gas Corp., Series 84A, 2.80% 12/1/94 (2) ... 1,000,000 1,000,000
Long Island Lighting Co., Series B, 2.85%, 11/1/94 (2) .. 900,000 900,000
Rochester Gas and Electric Co., 2.80% (1) ............... 600,000 600,000
Revenue Refunding Bonds, Electric and Gas Corp., Series B,
2.45%, 8/2/94 (2) ....................................... 1,000,000 1,000,000
New York State Environmental Facility Solid Waste Disposal
Revenue Bonds, General Electric Co. Project, Series A,
2.50%, 7/11/94 (2) ........................................ 1,000,000 1,000,000
New York State Housing Finance Agency Revenue Bonds:
Mount Sinai School of Medicine, Series A, 2.55% (1) ....... 1,000,000 1,000,000
Normandie Court I Project, 2.05% (1) ...................... 1,000,000 1,000,000
New York State Job Development Authority Guaranteed
Revenue Bonds:
1984 Series C-1 to C-30, 2.60% (1) ........................ 775,000 775,000
1984 Series E-1 to E-55, 2.60% (1) ........................ 1,460,000 1,460,000
1984 Series F-1 to F-17, 2.60% (1) ........................ 450,000 450,000
Special Purpose, Series C-1, 2.75% (1) .................... 65,000 65,000
New York State Local Government Assistance Corp. Revenue Bonds,
Series A, 2.05% (1) ....................................... 1,300,000 1,300,000

</TABLE>

<PAGE>

STATMENT OF INVESTMENTS (Continued)
Centennial New York Tax Exempt Trust
<TABLE>
<CAPTION>

FACE MARKET
AMOUNT VALUE-NOTE 1
------- -------------
<S> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
NEW YORK (CONTINUED)
New York State Mtg. Agency Revenue Bonds, Series 40B,
3.15%, 9/29/94 (2) ........................................ $2,000,000 $ 2,000,000
North Hempstead, New York Solid Waste Management Authority
Revenue Refunding Bonds, Series A, 2.15% (1) .............. 2,000,000 2,000,000
Port Authority of New York and New Jersey Consolidated Revenue
Bonds, 2.60%, 7/11/94 (2) ................................. 800,000 800,000
Seneca County, New York Industrial Development Agency
Civic Facilities Revenue Bonds, New York Chiropractic College,
2% (1) .................................................... 400,000 400,000
Triborough Bridge and Tunnel Authority of New York Revenue Bonds,
Series BT-42, 2.30% (1) ................................... 1,000,000 1,000,000

U.S. POSSESSIONS-3.8%
Puerto Rico Industrial Medical and Environmental Pollution Control
Facilities Authority Revenue Bonds, Merck & Co., Inc. Series A,
2.70%, 12/1/94 ............................................ 1,000,000 1,000,199
------------
Total Investments at Value (Cost $26,410,199) ............... 99.6% 26,410,199
Other Assets Net of Liabilities ............................. 0.4 108,703
--------- ------------
Net Assets .................................................. 100.0% $26,518,902
========= ============

1. Floating or variable rate obligation maturing in more than one year. The
interest rate, which is based on specific, or an index of, market interest
rates is subject to change periodically and is the effective rate on
June 30, 1994. A demand feature allows the recovery of principal at any
time, or at specified intervals not exceeding one year, on up to 30 days'
notice.

2. Put obligation redeemable at full face value on the date reported.
</TABLE>

See accompanying Notes to Financial Statements.

<PAGE>

STATEMENT OF ASSETS AND LIABILITIES June 30, 1994
Centennial New York Tax Exempt Trust

<TABLE>
<S> <C>
ASSETS:
Investments, at value (cost $26,410,199) - see accompanying statement.............................. $ 26,410,199
Cash............................................................................................... 260,132
Receivables:
Interest...................................................................................... 75,099
Shares of beneficial interest sold............................................................ 55,624
Other.............................................................................................. 7,320
-------------
Total assets............................................................................. 26,808,374
-------------
LIABILITIES:
Payables and other liabilities:
Shares of beneficial interest redeemed........................................................ 228,902
Service plan fees - Note 3.................................................................... 11,129
Dividends..................................................................................... 17,780
Other......................................................................................... 31,661
-------------
Total liabilities........................................................................ 289,472
-------------
NET ASSETS......................................................................................... $ 26,518,902
-------------
-------------
COMPOSITION OF NET ASSETS:
Paid-in capital.................................................................................... $ 26,518,166
Accumulated net realized gain from investment transactions......................................... 736
-------------
NET ASSETS - Applicable to 26,518,166 shares of beneficial interest outstanding.................... $ 26,518,902
-------------
-------------
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE..................................... $
1.00
</TABLE>

See accompanying Notes to Financial Statements.
5
<PAGE>
STATEMENT OF OPERATIONS For the Year Ended June 30, 1994
Centennial New York Tax Exempt Trust

<TABLE>
<S> <C>
INVESTMENT INCOME - Interest....................................................................... $ 626,536
-------------
EXPENSES:
Management fees - Note 3........................................................................... 127,154
Service plan fees - Note 3......................................................................... 46,156
Transfer and shareholder servicing agent fees - Note 3............................................. 43,215
Custodian fees and expenses........................................................................ 12,257
Shareholder reports................................................................................ 9,562
Legal and auditing fees............................................................................ 7,514
Registration and filing fees....................................................................... 1,364
Trustees' fees and expenses........................................................................ 1,306
Other.............................................................................................. 10,335
-------------
Total expenses........................................................................... 258,863
Less assumption of expenses by Centennial Asset Management Corporation - Note 3.................... (55,589)
-------------
Net expenses............................................................................. 203,274
-------------
NET INVESTMENT INCOME.............................................................................. 423,262
NET REALIZED GAIN ON INVESTMENTS................................................................... 1,817
-------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS............................................... $ 425,079
-------------
-------------
</TABLE>

See accompanying Notes to Financial Statements.

<PAGE>

STATEMENTS OF CHANGES IN NET ASSETS
Centennial New York Tax Exempt Trust

<TABLE>
<CAPTION>
YEAR ENDED JUNE 30,
--------------------
1994 1993
-------- --------

<S> <C> <C>
OPERATIONS:
Net investment income........................................................................ $ 423,262 $ 421,860
Net realized gain on investments............................................................. 1,817 1,633
----------- ----------
Net increase in net assets resulting from operations....................................... 425,079 423,493
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS.................................................. (423,702) (421,860)
BENEFICIAL INTEREST TRANSACTIONS:
Net increase in net assets resulting from beneficial interest transactions - Note 2.......... 1,523,824 889,153
----------- ----------
NET ASSETS:
Total increase............................................................................... 1,525,201 890,786
Beginning of year............................................................................ 24,993,701 24,102,915
----------- ----------
End of Year.................................................................................. $26,518,902 $24,993,701
----------- ----------
----------- ----------
</TABLE>

See accompanying Notes to Financial Statements.

<PAGE>

FINANCIAL HIGHLIGHTS
Centennial New York Tax Exempt Trust

<TABLE>
<CAPTION>
NINE MONTHS
ENDED PERIOD ENDED
YEAR ENDED JUNE 30, JUNE 30, SEPTEMBER 30,
--------------------------------------- ----------- ------------
1994 1993 1992 1991 1990 1989(1)
------- ------- ------- ------- ------- ------

<S> <C> <C> <C> <C> <C> <C>
PER SHARE OPERATING DATA:
Net asset value, beginning of period............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
Income from investment operations - net
investment income and net realized gain on
investments.................................... .02 .02 .03 .05 .04 .04
Dividends and distributions to shareholders...... (.02) (.02) (.03) (.05) (.04) (.04)
------- ------- ------- ------- ------- ------
Net asset value, end of period................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------- ------- ------- ------- ------- ------
------- ------- ------- ------- ------- ------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in (thousands)........ $26,519 $24,994 $24,103 $21,439 $ 9,133 $4,935
Average net assets (in thousands)................ $25,419 $24,257 $23,221 $16,766 $ 7,008 $2,084
Number of shares outstanding at end of period (in
thousands)..................................... 26,518 24,994 24,105 21,443 9,135 4,934
Ratios to average net assets:
Net investment income............................ 1.67% 1.74% 3.00% 4.42% 4.98%(2) 5.41%(2)
Expenses, before voluntary assumption by the
Manager........................................ 1.02% .98% 1.09% 1.08% 1.48%(2) 2.21%(2)
Expenses, net of voluntary assumption by the
Manager........................................ .80% .80% .80% .72% .96%(2) 1.00%(2)
</TABLE>

- ------------

(1) For the period from January 3, 1989 (commencement of operations) to
September 30, 1989.

(2) Annualized.

See accompanying Notes to Financial Statements.

<PAGE>

NOTES TO FINANCIAL STATEMENTS
Centennial New York Tax Exempt Trust

1. SIGNIFICANT ACCOUNTING POLICIES

Centennial New York Tax Exempt Trust (the Trust) is registered under the
Investment Company Act of 1940, as amended, as a non-diversified, open-end
management investment company. The Trust's investment advisor is Centennial
Asset Management Corporation (the Manager), a subsidiary of Oppenheimer
Management Corporation (OMC). The following is a summary of significant
accounting policies consistently followed by the Trust.

INVESTMENT VALUATION. Portfolio securities are valued on the basis of
amortized cost, which approximates market value.

FEDERAL INCOME TAXES. The Trust intends to continue to comply with
provisions of the Internal Revenue Code applicable to regulated investment
companies and to distribute all of its taxable income to shareholders.
Therefore, no federal income tax provision is required.

DISTRIBUTIONS TO SHAREHOLDERS. The Trust intends to declare dividends from
net investment income each day the New York Stock Exchange is open for business
and pay such dividends monthly. To effect its policy of maintaining a net asset
value of $1.00 per share, the Trust may withhold dividends or make distributions
of net realized gains.

OTHER. Investment transactions are accounted for on the date the
investments are purchased or sold (trade date). Realized gains and losses on
investments are determined on an identified cost basis, which is the same basis
used for federal income tax purposes.

2. SHARES OF BENEFICIAL INTEREST

The Trust has authorized an unlimited number of no par value shares of
beneficial interest. Transactions in shares of beneficial interest were as
follows:

<TABLE>
<CAPTION>
Years Ended June 30,
------------------------------------------------------------

1994 1993
----------------------------- -----------------------------
SHARES AMOUNT SHARES AMOUNT
------------- -------------- ------------- --------------
<S> <C> <C> <C> <C>
Sold............................................... 75,789,053 $ 75,789,053 55,874,424 $ 55,874,424
Dividends and distributions reinvested............. 405,612 405,612 413,652 413,652
Redeemed........................................... (74,670,841) (74,670,841) (55,398,923) (55,398,923)
------------- -------------- ------------- --------------
Net increase.................................. 1,523,824 $ 1,523,824 889,153 $ 889,153
------------- -------------- ------------- --------------
------------- -------------- ------------- --------------
</TABLE>

<PAGE>

NOTES TO FINANCIAL STATEMENTS (Continued)
Centennial New York Tax Exempt Trust

3. MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES

Management fees paid to the Manager were in accordance with the investment
advisory agreement with the Trust which provides for an annual fee of .50% the
first $250 million of net assets with a reduction of .025% on each $250 million
thereafter, to .40% on net assets in excess of $1 billion. The Manager has
agreed to assume Trust expenses (with specified exceptions) in excess of the
most stringent applicable regulatory limit on Trust expenses. In addition, the
Manager has voluntarily undertaken to assume Trust expenses in excess of .80% of
average annual net assets.

Shareholder Services, Inc. (SSI), a subsidiary of OMC, is the transfer and
shareholder servicing agent for the Trust, and for other registered investment
companies. SSI's total costs of providing such services are allocated ratably to
these companies.

Under an approved service plan, the Trust may expend up to .20% of its net
assets annually to reimburse Centennial Asset Management Corporation, as
distributor, for costs incurred in connection with the personal service and
maintenance of accounts that hold shares of the Trust, including amounts paid to
brokers/dealers, banks and other institutions.

<PAGE>

APPENDIX A

DESCRIPTION OF SECURITIES RATINGS

Below is a description of the two highest rating categories for Short Term
Debt and Long Term Debt by the "Nationally-Recognized Statistical Rating
Organizations" which the Manager evaluates in purchasing securities on
behalf of the Trust. The ratings descriptions are based on information
supplied by the ratings organizations to subscribers.

Short Term Debt Ratings.

Moody's Investors Service, Inc. ("Moody's"): The following rating
designations for commercial paper (defined by Moody's as promissory
obligations not having original maturity in excess of nine months), are
judged by Moody's to be investment grade, and indicate the relative
repayment capacity of rated issuers:

Prime-1: Superior capacity for repayment. Capacity will
normally be evidenced by the following characteristics:
(a) leveling market positions in well-established
industries; (b) high rates of return on funds employed;
(c) conservative capitalization structures with
moderate reliance on debt and ample asset protection;
(d) broad margins in earning coverage of fixed
financial charges and high internal cash generation;
and (e) well established access to a range of financial
markets and assured sources of alternate liquidity.

Prime-2: Strong capacity for repayment. This will normally be
evidenced by many of the characteristics cited above
but to a lesser degree. Earnings trends and coverage
ratios, while sound, will be more subject to variation.
Capitalization characteristics, while still
appropriate, may be more affected by external
conditions. Ample alternate liquidity is maintained.

Moody's ratings for state and municipal short-term obligations are
designated "Moody's Investment Grade" ("MIG"). Short-term notes which
have demand features may also be designated as "VMIG". These rating
categories are as follows:

MIG1/VMIG1: Best quality. There is present strong protection
by established cash flows, superior liquidity
support or demonstrated broadbased access to the
market for refinancing.

MIG2/VMIG2: High quality. Margins of protection are ample
although not so large as in the preceding group.

Standard & Poor's Corporation ("S&P"): The following ratings by S&P for
commercial paper (defined by S&P as debt having an original maturity of
no more than 365 days) assess the likelihood of payment:

A-1: Strong capacity for timely payment. Those issues
determined to possess extremely strong safety
characteristics are denoted with a plus sign (+)
designation.
A-2: Satisfactory capacity for timely payment. However, the
relative degree of safety is not as high as for issues
designated "A-1".

S&P's ratings for Municipal Notes due in three years or less are:

SP-1: Very strong or strong capacity to pay principal and
interest. Those issues determined to possess
overwhelming safety characteristics will be given a
plus (+) designation.

SP-2: Satisfactory capacity to pay principal and interest.

S&P assigns "dual ratings" to all municipal debt issues that have a demand
or double feature as part of their provisions. The first rating addresses
the likelihood of repayment of principal and interest as due, and the
second rating addresses only the demand feature. With short-term demand
debt, S&P's note rating symbols are used with the commercial paper symbols
(for example, "SP-1+/A-1+").

Fitch Investors Service, Inc. ("Fitch"): Fitch assigns the following
short-term ratings to debt obligations that are payable on demand or have
original maturities of generally up to three years, including commercial
paper, certificates of deposit, medium-term notes, and municipal and
investment notes:

F-1+: Exceptionally strong credit quality; the strongest
degree of assurance for timely payment.

F-1: Very strong credit quality; assurance of timely payment
is only slightly less in degree than issues rated "F-
1+".

F-2: Good credit quality; satisfactory degree of assurance
for timely payment, but the margin of safety is not as
great as for issues assigned "F-1+" or "F-1" ratings.

Duff & Phelps, Inc. ("Duff & Phelps"): The following ratings are for
commercial paper (defined by Duff & Phelps as obligations with maturities,
when issued, of under one year), asset-backed commercial paper, and
certificates of deposit (the ratings cover all obligations of the
institution with maturities, when issued, of under one year, including
bankers' acceptance and letters of credit):

Duff 1+: Highest certainty of timely payment. Short-term
liquidity, including internal operating factors and/or
access to alternative sources of funds, is outstanding,
and safety is just below risk-free U.S. Treasury short-
term obligations.

Duff 1: Very high certainty of timely payment. Liquidity
factors are excellent and supported by good
fundamental protection factors. Risk factors are
minor.

Duff 1-: High certainty of timely payment. Liquidity factors
are strong and supported by good fundamental protection
factors. Risk factors are very small.

Duff 2: Good certainty of timely payment. Liquidity
factors and company fundamentals are sound.
Although ongoing funding needs may enlarge total
financing requirements, access to capital markets
is good. Risk factors are small.

IBCA Limited or its affiliate IBCA Inc. ("IBCA"): Short-term ratings,
including commercial paper (with maturities up to 12 months), are as
follows:

A1+: Obligations supported by the highest capacity for
timely repayment.

A1: Obligations supported by a very strong capacity
for timely repayment.

A2: Obligations supported by a strong capacity for
timely repayment, although such capacity may be
susceptible to adverse changes in business,
economic, or financial conditions.

Thomson BankWatch, Inc. ("TBW"): The following short-term ratings apply
to commercial paper, certificates of deposit, unsecured notes, and other
securities having a maturity of one year or less.

TBW-1: The highest category; indicates the degree of safety
regarding timely repayment of principal and interest is
very strong.

TBW-2: The second highest rating category; while the degree of
safety regarding timely repayment of principal and
interest is strong, the relative degree of safety is
not as high as for issues rated "TBW-1".

Long Term Debt Ratings. These ratings are relevant for securities
purchased by the Trust with a remaining maturity of 397 days or less, or
for rating issuers of short-term obligations.

Moody's: Bonds (including municipal bonds) are rated as follows:

Aaa: Judged to be the best quality. They carry the smallest
degree of investment risk and are generally referred to
as "gilt edge." Interest payments are protected by a
large or by an exceptionally stable margin, and
principal is secure. While the various protective
elements are likely to change, such changes as can be
visualized are most unlikely to impair the
fundamentally strong positions of such issues.

Aa: Judged to be of high quality by all standards.
Together with the "Aaa" group they comprise what are
generally known as high-grade bonds. They are rated
lower than the best bonds because margins of protection
may not be as large as in "Aaa" securities or
fluctuations of protective elements may be of greater
amplitude or there may be other elements present which
make the long-term risks appear somewhat larger than in
"Aaa" securities.

Moody's applies numerical modifiers "1", "2" and "3" in its "Aa" rating
classification. The modifier "1" indicates that the security ranks in the
higher end of its generic rating category; the modifier "2" indicates a
mid-range ranking; and the modifier "3" indicates that the issue ranks
in the lower end of its generic rating category.

Standard & Poor's: Bonds (including municipal bonds) are rated as
follows:

AAA: The highest rating assigned by S&P. Capacity to pay
interest and repay principal is extremely strong.

AA A strong capacity to pay interest and repay principal
and differ from "AAA" rated issues only in small
degree.

Fitch:

AAA: Considered to be investment grade and of the highest credit
quality. The obligor has an exceptionally strong ability to
pay interest and repay principal, which is unlikely to be
affected by reasonably foreseeable events.

AA: Considered to be investment grade and of very high credit
quality. The obligor's ability to pay interest and repay
principal is very strong, although not quite as strong as
bonds rated "AAA". Plus (+) and minus (-) signs are used in
the "AA" category to indicate the relative position of a
credit within that category.

Because bonds rated in the "AAA" and "AA" categories are not significantly
vulnerable to foreseeable future developments, short-term debt of these
issuers is generally rated "F-1+".

Duff & Phelps:

AAA: The highest credit quality. The risk factors are
negligible, being only slightly more than for risk-free U.S.
Treasury debt.

AA: High credit quality. Protection factors are strong. Risk
is modest but may vary slightly from time to time because of
economic conditions. Plus (+) and minus (-) signs are used
in the "AA" category to indicate the relative position of a
credit within that category.

IBCA: Long-term obligations (with maturities of more than 12 months) are
rated as follows:

AAA: The lowest expectation of investment risk. Capacity for
timely repayment of principal and interest is substantial
such that adverse changes in business, economic, or
financial conditions are unlikely to increase investment
risk significantly.

AA: A very low expectation for investment risk. Capacity for
timely repayment of principal and interest is substantial.
Adverse changes in business, economic, or financial
conditions may increase investment risk albeit not very
significantly.

A plus (+) or minus (-) sign may be appended to a long
term rating to denote relative status within a rating
category.

TBW: TBW issues the following ratings for companies. These ratings
assess the likelihood of receiving payment of principal and interest on
a timely basis and incorporate TBW's opinion as to the vulnerability of
the company to adverse developments, which may impact the market's
perception of the company, thereby affecting the marketability of its
securities.

A: Possesses an exceptionally strong balance sheet and
earnings record, translating into an excellent
reputation and unquestioned access to its natural money
markets. If weakness or vulnerability exists in any
aspect of the company's business, it is entirely
mitigated by the strengths of the organization.

A/B: The company is financially very solid with a favorable track
record and no readily apparent weakness. Its overall risk
profile, while low, is not quite as favorable as for
companies in the highest rating category.

<PAGE>
APPENDIX B

TAX EQUIVALENT YIELD TABLES

The equivalent yield tables below compare tax-free income with taxable
income under Federal, New York State and New York City income tax rates
effective January 1, 1994. Combined taxable income refers to the net
amount subject to Federal, New York State and New York City income tax
after deductions and exemptions. The tables assume that an investor's
highest tax bracket applies to the change in taxable income resulting from
a switch between taxable and non-taxable investments, that the investor
is not subject to the Alternative Minimum Tax and that New York State and
local income tax payments are fully deductible for Federal income tax
purposes. They do not reflect the phaseout of itemized deductions and
personal exemptions at higher income levels, resulting in higher effective
tax rates and tax equivalent yields.

New York State Residents
- ------------------------
Combined Taxable Income
- ---------------------- A Centennial New York
Tax Exempt Trust Yield
Single Return Joint Return of:
- ------------- ------------ Combined 1.0% 1.5% 2.0% 2.5%
Effective Is Approximately
Not Not Tax Equivalent to a Taxable
Over Over Over Over Bracket Yield of:
- ---- ---- ---- ---- --------- -------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
$ 16,000 $ 22,000 20.10% 1.25% 1.88% 2.50% 3.13%
$ 22,000 $ 26,000 20.95% 1.27% 1.90% 2.53% 3.16%
$ 13,000 $ 22,100 $ 26,000 $ 36,900 21.69% 1.28% 1.92% 2.55% 3.19%
$ 22,100 $ 53,500 $ 36,900 $ 89,150 33.67% 1.51% 2.26% 3.02% 3.77%
$ 53,500 $115,000 $ 89,150 $140,000 36.43% 1.57% 2.36% 3.15% 3.93%
$115,000 $250,000 $140,000 $250,000 41.04% 1.70% 2.54% 3.39% 4.24%
$250,000 $250,000 44.36% 1.80% 2.70% 3.59% 4.49%

New York State Residents
- -----------------------
Combined Taxable Income
- ---------------------- A Centennial New York
Tax Exempt Trust Yield
Single Return Joint Return of:
- ------------- ------------ Combined 3.0% 3.5% 4.0%
Effective Is Approximately
Not Not Tax Equivalent to a Taxable
Over Over Over Over Bracket Yield of:
- ---- ---- ---- ---- --------- -------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
$ 16,000 $ 22,000 20.10% 3.75% 4.38% 5.01%
$ 22,000 $ 26,000 20.95% 3.80% 4.43% 5.06%
$ 13,000 $ 22,100 $ 26,000 $ 36,900 21.69% 3.83% 4.47% 5.11%
$ 22,100 $ 53,500 $ 36,900 $ 89,150 33.67% 4.52% 5.28% 6.03%
$ 53,500 $115,000 $ 89,150 $140,000 36.43% 4.72% 5.51% 6.29%
$115,000 $250,000 $140,000 $250,000 41.04% 5.09% 5.94% 6.78%
$250,000 $250,000 44.36% 5.39% 6.29% 7.19%

New York City Residents
- ------------------------
Combined Taxable Income
- ---------------------- A Centennial New York
Tax Exempt Trust Yield
Single Return Joint Return of:
- ------------- ------------ Combined 1.0% 1.5% 2.0% 2.5%
Effective Is Approximately
Not Not Tax Equivalent to a Taxable
Over Over Over Over Bracket Yield of:
- ---- ---- ---- ---- --------- -------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
$ 16,000 $ 22,000 23.21% 1.30% 1.95% 2.60% 3.26%
$ 22,000 $ 26,000 24.06% 1.32% 1.98% 2.63% 3.29%
$ 26,000 $ 27,000 24.80% 1.33% 1.99% 2.66% 3.32%
$ 15,000 $ 22,100 $ 27,000 $ 36,900 25.33% 1.34% 2.01% 2.68% 3.35%
$ 22,100 $ 25,000 $ 36,900 $ 45,000 36.75% 1.58% 2.37% 3.16% 3.95%
$ 25,000 $ 53,500 $ 45,000 $ 89,150 36.84% 1.58% 2.37% 3.17% 3.96%
$ 53,500 $ 60,000 $ 89,150 $108,000 39.47% 1.65% 2.48% 3.30% 4.13%
$ 60,000 $115,000 $108,000 $140,000 39.51% 1.65% 2.48% 3.31% 4.13%
$115,000 $250,000 $140,000 $250,000 43.89% 1.78% 2.67% 3.56% 4.46%
$250,000 $250,000 47.05% 1.89% 2.83% 3.78% 4.72%

New York City Residents
- -----------------------
Combined Taxable Income
- ---------------------- A Centennial New York
Tax Exempt Trust Yield
Single Return Joint Return of:
- ------------- ------------ Combined 3.0% 3.5% 4.0%
Effective Is Approximately
Not Not Tax Equivalent to a Taxable
Over Over Over Over Bracket Yield of:
- ---- ---- ---- ---- --------- -------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
$ 16,000 $ 22,000 23.21% 3.91% 4.56% 5.21%
$ 22,000 $ 26,000 24.06% 3.95% 4.61% 5.27%
$ 26,000 $ 27,000 24.80% 3.99% 4.65% 5.32%
$ 15,000 $ 22,100 $ 27,000 $ 36,900 25.33% 4.02% 4.69% 5.36%
$ 22,100 $ 25,000 $ 36,900 $ 45,000 36.75% 4.74% 5.53% 6.32%
$ 25,000 $ 53,500 $ 45,000 $ 89,150 36.84% 4.75% 5.54% 6.33%
$ 53,500 $ 60,000 $ 89,150 $108,000 39.47% 4.96% 5.78% 6.61%
$ 60,000 $115,000 $108,000 $140,000 39.51% 4.96% 5.79% 6.61%
$115,000 $250,000 $140,000 $250,000 43.89% 5.35% 6.24% 7.13%
$250,000 $250,000 47.05% 5.67% 6.61% 7.55%

</TABLE>

<PAGE>

Investment Adviser and Distributor
Centennial Asset Management Corporation
3410 South Galena Street
Denver, Colorado 80231

Transfer and Shareholder Servicing Agent
Shareholder Services, Inc.
P.O. Box 5143
Denver, Colorado 80201-5143
1-800-525-9310

Custodian of Portfolio Securities
Citibank, N.A.
399 Park Avenue
New York, New York 10043

Independent Auditors
Deloitte & Touche LLP
1560 Broadway
Denver, Colorado 80202

Legal Counsel
Myer, Swanson & Adams, P.C.
1600 Broadway
Denver, Colorado 80202

PR 780 (11/94) * Printed on recycled paper

<PAGE>

Centennial New York Tax Exempt Trust

Effective November 1, 1994