October 12, 1995
U.S. Securities and Exchange Commission
OFICS Filer Support, Mail Stop 0-7
6432 General Green Way
Alexandria, VA 22312
Re: Oppenheimer Strategic Funds Trust, on behalf of
Oppenheimer Strategic Diversified Income Fund
Reg. No. 33-28598, File No. 811-5724
Final Rule 24f-2 Notice
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") by Oppenheimer
Strategic Funds Trust (the "Trust") on behalf of one of its series,
Oppenheimer Strategic Diversified Income Fund ("Strategic Diversified")
accompanied by an opinion of counsel indicating that the securities, the
registration of which this notice makes definite in number were legally
issued, fully paid, and non-assessable. No filing fee is payable.
Strategic Diversified reorganized into the other series of the Trust,
Oppenheimer Strategic Income Fund on August 18, 1995, and this Notice is
its final Notice under Rule 24f-2.
Very truly yours,
/s/ Regina D. Ruffo Tenzer, Esq.
--------------------------------
Regina D. Ruffo Tenzer, Esq.
(212) 323-0801
RRT/lb
Enclosures
cc (w/enc): Allan B. Adams, Esq.
Katherine P. Feld, Esq.
Mr. Robert Bishop
Ms. Gloria LaFond
<PAGE>
Rule 24f-2 Notice for Oppenheimer Strategic Diversified Income Fund
Two World Trade Center, New York, New York 10048-0203
(Registration No. 33-28598, File No. 811-5724)
NOTICE IS HEREBY GIVEN that Oppenheimer Strategic Diversified Income
Fund ("Strategic Diversified"), a series of Oppenheimer Strategic Funds
Trust, having previously filed by post-effective amendment of the
registration statement of Oppenheimer Strategic Funds Trust, a declaration
that an indefinite number of its securities were being registered pursuant
to Rule 24f-2 of the Investment Company Act of 1940, now elects to
terminate such indefinite registration with respect to the Strategic
Diversified series.
(i) This Notice is being filed for the fiscal period commencing
October 1, 1994 through August 18, 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 period was
5,647,823 (1).
(v) 5,647,823 shares were sold during the above fiscal period in
reliance upon registration pursuant to this Rule.
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 12th day of October, 1995.
Oppenheimer Strategic Funds Trust on behalf of
Oppenheimer Strategic Diversified Income Fund
By _____________________________________
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:
<TABLE>
<CAPTION>
Value Value
Shares Sold Shares Redeemed Net Filing Fee
<S> <C> <C> <C> <C>
Class C 26,488,290 (70,839,753) (44,351,463) $0
</TABLE>
<PAGE>
MYER, SWANSON, ADAMS & WOLF, 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 FRED E. NEEF
* BOARD CERTIFIED CIVIL TRIAL ADVOCATE (1910-1986)
BY THE NATIONAL BOARD OF TRIAL ADVOCACY
_________
KEVIN M. BRADY
October 10, 1995
Oppenheimer Strategic Funds Trust
for the Oppenheimer Strategic Diversified Income Fund
3410 South Galena Street
Denver, Colorado 80231
Gentlemen:
In connection with the public offering of the no par value Class C shares
of the Oppenheimer Strategic Diversified Income Fund series of Oppenheimer
Strategic Funds Trust, a business trust organized under the laws of the
Commonwealth of Massachusetts (the "Trust"), as counsel for the Trust, we
have examined such records and documents and have made such further
investigation and examination as we deem necessary for the purposes of
this opinion.
We are advised that during the fiscal period ended August 18, 1995,
5,647,823 shares of Class C shares of beneficial interest in the
Oppenheimer Strategic Diversified Income Fund series 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 sold by the
Oppenheimer Strategic Diversified Income Fund series of the Trust in
reliance on Rule 24f-2 of the Investment Company Act of 1940 are legally
issued and, subject to the matters mentioned in the next paragraph, fully
paid and nonassessable by the Trust.
Under Massachusetts law, shareholders of the Trust may, under certain
circumstances, be held personally liable as partners for the obligations
of the Trust. The Declaration of Trust does, however, contain an express
disclaimer of shareholder liability for acts or obligations of the Trust
and requires that notice of such disclaimer be given in each agreement,
obligation, or instrument entered into or executed by the Trust or the
Trustees. The Declaration of Trust provides for indemnification out of
the trust property of any shareholder held personally liable for the
obligations of the Trust. The Declaration of Trust also provides that the
Trust shall, upon request, assume the defense of any claim made against
any shareholder for any act or obligation of the Trust and satisfy any
judgment thereon.
Sincerely,
/s/ Allan B. Adams
------------------------------------
Allan B. Adams
of MYER, SWANSON, ADAMS & WOLF, P.C.
