Katherine P. Feld [logo] OppenheimerFunds
Vice President & Oppenheimer Management Corporation
Associate Counsel Two World Trade Center
New York, NY 10048-0203
212 323-0200 Fax 212 323-0558
November 30, 1995
VIA EDGAR
Securities and Exchange Commission
Mail Stop 0-7, Filer Support
6432 General Green Way
Alexandria, VA 22312
Re: Oppenheimer Strategic Funds Trust
Reg. No. 33-28598, File No. 811-5724
To the Securities and Exchange Commission:
An electronic ("EDGAR") filing is hereby made pursuant to Rule 24f-2
of the Investment Company Act of 1940 (the "1940 Act") on behalf of
Oppenheimer Strategic Funds Trust accompanied by an opinion of counsel for
the registration of additional shares of its single series, Oppenheimer
Strategic Income Fund (the "Fund").
A total filing fee of $122,883 ($0 for Class A shares, $100,188 for
Class B shares and $22,695 for Class C shares of the Fund), calculated at
the rate of 1/29 of 1% of the value of shares of that class sold in excess
of the shares of that class redeemed for the fiscal year ended September
30, 1995, was wired to the SEC's account at Mellon Bank on November 28,
1995 (Fed Wire No. 6238) and referenced this filing. The Fund has
previously registered an indefinite number of shares pursuant to Rule
24f-2.
The purpose of the Notice was to make definite the registration of
148,016,674 Class A shares, 116,898,296 Class B shares and 14,779,929
Class C shares of the Fund in reliance on Rule 24f-2.
Very truly yours,
/s/ Katherine P. Feld
Katherine P. Feld
Vice President &
Associate Counsel
(212) 323-0252
KPF/gl
Enclosures
cc:Allan B. Adams, Esq.
Robert Bishop
Gloria LaFond
SEC/230.C
<PAGE>
Rule 24f-2 Notice for Oppenheimer Strategic Funds Trust
3410 S. Galena Street, Denver, Colorado 80231
(Registration No. 33-28598, File No. 811-5724)
NOTICE IS HEREBY GIVEN that Oppenheimer Strategic Funds Trust having
previously filed in its registration statement a declaration that an
indefinite number of its shares of beneficial interest were being
registered pursuant to Rule 24f-2 of the Investment Company Act of 1940,
now elects to continue such indefinite registration.
(i) This Notice is being filed for the fiscal year ended September 30,
1995.
(ii) No shares which had been registered other than pursuant to this
Rule remained unsold at the beginning of the above fiscal year.
(iii) No shares were registered other than pursuant to this Rule during
the above fiscal year.
(iv) The number of shares sold during the above fiscal year was as
follows(1):
Class A 148,016,674
Class B 116,898,296
Class C* 14,779,929
(v) Shares sold during the above fiscal year in reliance upon
registration pursuant to this Rule were as follows:
Class A 148,016,674
Class B 116,898,296
Class C* 14,779,929
Pursuant to the requirements of the Investment Company Act of 1940,
the undersigned registrant has caused this Notice to be signed on its
behalf this 27th day of November, 1995.
Oppenheimer Strategic Funds Trust
By: /s/ Andrew J. Donohue
-------------------------------------
Andrew J. Donohue, Vice President
- - - ------------------
(1)The calculation of the aggregate sales price is made pursuant to Rule
24f-2 of the Investment Company Act of 1940 as follows:
Value of
Value of Shares Filing
Shares Sold Redeemed Net Fee
Strategic
Income Fund
Class A $699,458,293 $(768,535,828) $(69,077,525) $ 0(1)
Class B $540,870,128 $(250,324,557) $290,545,571 $100,188
Class C $ 68,405,911 $( 2,589,234) $ 65,816,677 $ 22,695
- - - ------------- $122,883
(1) Class A shares redeemed in excess of shares sold to be-registered
pursuant to Rule 24f-2 total 18,631,653.
*For the period from May 26, 1995 (inception of offering) to September
30, 1995.
SEC/230
<PAGE>
Myer, Swanson & Adams, P.C.
Attorneys At Law
The Colorado State Bank Building
Rendle Myer 1600 Broadway - Suite 1850 of counsel
Allan B. Adams Denver, Colorado 80202-4918 Robert Swanson
Robert K. Swanson Telephone (303) 866-9800 ----
Thomas J. Wolf* Facsimile (303) 866-9818 Fredd E. Neef
*Board Certified Civil (1910-1986)
Trial Advocate by the
National Board of Trial
Advocacy
---
Kevin M. Brady
November 28, 1995
Oppenheimer Strategic Funds Trust
3410 South Galena Street
Denver, Colorado 80231
Gentlemen:
In connection with the public offering of the no par value Class A, Class
B and Class C shares of beneficial interest in the Oppenheimer Strategic
Income Fund series of Oppenheimer Strategic Funds Trust, a business trust
organized under the laws of the Commonwealth of Massachusetts (the
"Trust"), we have examined such records and documents and have made such
further investigation and examination as we deem necessary for the
purposes of this opinion.
We are advised that during the fiscal period ended September 30, 1995,
148,016,674 Class A shares of beneficial interest, 116,898,296 Class B
shares of beneficial interest, and 14,779,929 Class C shares of beneficial
interest of the Trust were sold in reliance on the registration of an
indefinite number of shares pursuant to Rule 24f-2 of the Investment
Company Act of 1940:
It is our opinion that the said shares of beneficial interest of each
class of the Trust sold in reliance on Rule 24f-2 of the Investment
Company Act of 1940 are legally issued and, subject to the matters
mentioned in the next paragraph, fully paid and nonassessable by the
Trust.
Under Massachusetts law, shareholders of the Trust may, under certain
circumstances, be held personally liable as partners for the obligations
of the Trust. The Declaration of Trust does, however, contain an express
disclaimer of shareholder liability for acts or obligations of the Trust
and requires that notice of such disclaimer be given in each agreement,
obligation, or instrument entered into or executed by the Trust or the
Trustees. The Declaration of Trust provides for indemnification out of
the Trust property of any shareholder held personally liable for the
obligations of the Trust. The Declaration of Trust also provides that the
Trust shall, upon request, assume the defense of any claim made against
any shareholder for any act or obligation of the Trust and satisfy any
judgment thereon.
Sincerely,
MYER, SWANSON & ADAMS, P.C.
By /s/ Allan B. Adams
--------------------------
Allan B. Adams
