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OPPENHEIMER STRATEGIC INCOME FUND/
N-30D, 2000-06-09

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[PHOTO]

Semiannual Report March 31, 2000

Oppenheimer

Strategic Income Fund

[LOGO OF OPPENHEIMER FUNDS]

REPORT HIGHLIGHTS

CONTENTS

1 President's Letter

3 An Interview with Your Fund's Managers

10 Financial Statements

61 Officers and Trustees

Because high yield corporate bonds, foreign bonds and certain types of mortgage-backed securities are less vulnerable to rising interest rates than U. S. Government bonds, we focused on these higher yielding market sectors. Of the three credit-sensitive market sectors in which we invest, emerging-market bonds contributed the most to performance.

We believe that the Fund's holdings may benefit as the fixed income investment environment improves and demand for higher yielding securities improves.

Cumulative
Total Returns
For the 6-Month Period
Ended 3/31/00*
Class A
Without	With
Sales Chg.	Sales Chg.
4. 60%	-0. 37%
Class B
Without	With
Sales Chg.	Sales Chg.
4. 19%	-0. 80%
Class C
Without	With
Sales Chg.	Sales Chg.
4. 21%	3. 21%
Class Y
Without	With
Sales Chg.	Sales Chg.
4. 80%	4. 80%

*See Notes, page 8, for further details.

PRESIDENT'S LETTER

Dear shareholder,

James C. Swain
Chairman Oppenheimer
Strategic Income Fund

Bridget A. Macaskill
President Oppenheimer
Strategic Income Fund

For many years, we have encouraged investors to consider whether they could tolerate more risk in their long-term investments by participating in the stock market, which has historically provided higher long-term returns than any other asset class. Today, however, we have a very different concern: some investors may be assuming too much risk by concentrating their investments in just a handful of stocks or sectors or by "chasing performance." Alan Greenspan, the Chairman of the Federal Reserve Board, has stated his view that the recent spectacular returns of some sectors of the market are partly responsible for pushing our economy to growth rates that could lead to higher inflation. The dramatic rise in the prices of a narrow segment of the market has created enormous wealth for some investors. In turn, those investors are spending at a rate that the Fed believes may threaten the healthy growth of our economy.

That's why the Fed has been raising interest rates steadily and decisively over the past year. By making borrowing more expensive, the Fed is attempting to slow economic growth. It is a precarious balancing act: too much tightening creates the risk of recession, while too little opens the door to inflation.

The implications are clear: investors must be prepared for near-term market volatility. In the bond market, higher interest rates usually lead to lower bond prices. In the stock market, slower economic growth could reduce corporate earnings and put downward pressure on stock prices. Highly valued stocks may be particularly vulnerable to a correction. The Securities and Exchange Commission Chairman, Arthur Levitt, has cautioned investors against the expectation that the types of returns seen in the recent bull market will last forever. We agree.

1  OPPENHEIMER STRATEGIC INCOME FUND

PRESIDENT'S LETTER

Because of the prospect of continued market volatility, we encourage you to consider diversifying your investments. Indeed, diversification may help you mitigate the effects of sharp declines in any one area. It may also help you better position your portfolio to seek greater returns over the long run.

While "new economy" stocks have risen since our last report to you, many "old economy" stocks are selling at unusually low prices. In the bond market, higher interest rates over the short term may reduce inflation concerns, which should be beneficial over the long term. By buying out-of-favor investments, you may be able to profit when and if they return to favor in the future. Of course, there is no assurance that value investing will return to favor in the market, but it may be a diversification strategy to consider for part of your portfolio.

What specific investments should you consider today so that you are prepared for tomorrow? The answer depends on your individual investing goals, risk tolerance and financial circumstances. We urge you to talk with your financial advisor about ways to diversify your portfolio. This may include considering global diversification as part of your strategy. While investing abroad has special risks, such as the effects of foreign currency fluctuation, it also offers opportunities to participate in global economic growth and to hedge against the volatility in U. S. markets.

We thank you for your continued confidence in OppenheimerFunds, The Right Way to Invest.

Sincerely,
/s/ James C. Swain		/s/ Bridget A. Macaskill
James C. Swain		Bridget A. Macaskill
April 24, 2000

 

                                                 

 

2   OPPENHEIMER STRATEGIC INCOME FUND

AN INTERVIEW WITH YOUR FUND'S MANAGERS

[PHOTO]

Portfolio Management Team
(l to r)
Art Steinmetz
David Negri

 

How did Oppenheimer Strategic Income Fund perform over the six-month period that ended March 31, 2000?

A. We are generally pleased with the Fund's positive returns in a very challenging investment environment. During the six-month reporting period, stronger-than-expected economic growth fueled investors' concerns that inflationary pressures might emerge. As a result, interest rates and most bond yields rose. Because bond yields and prices move in opposite directions, higher interest rates eroded the value of many fixed income securities. However, we focused the portfolio on the highest yielding, best performing sectors of the bond market and were able to provide positive returns in a declining market.

Why were the past six months a difficult time for most bonds?

When the reporting period began on October 1, 1999, the Federal Reserve Board (the Fed) had already implemented two interest-rate hikes. They did so in response to concerns that unsustainable economic growth might ignite inflationary pressures. While inflation had not yet accelerated, early warning signs included very low unemployment, high levels of consumer spending and borrowing, and rising commodities prices. When the economy subsequently gained momentum, the Fed raised short-term interest rates again in November, February and March. These increases were quickly reflected in lower bond prices.

3   OPPENHEIMER STRATEGIC INCOME FUND

AN INTERVIEW WITH YOUR FUND'S MANAGERS

"By focusing on bonds providing above-average income streams, we helped offset the effects of declining bond prices on the portfolio."

The bond market was also influenced by supply-and-demand factors. For example, U. S. Treasury securities provided the least attractive returns during the reporting period because of a fall-off in investor demand. In a robust economic environment, investors appeared to prefer higher yielding, credit-sensitive bonds--such as corporate and emerging-markets securities--over interest-rate-sensitive bonds such as U. S. Treasury securities.

What was your strategy for managing the Fund in this environment?

Our goal during the period was to avoid interest-rate-sensitive securities and emphasize higher yielding, credit-sensitive securities. As such, we increased our exposure to credit-sensitive bonds such as high yield corporate securities, emerging-market bonds and certain types of mortgage-backed securities. By focusing on bonds providing above-average income streams, we helped offset the effects of declining bond prices on the portfolio.

While U. S. Treasuries comprised only about 6% of the portfolio, we emphasized long-term issues, which benefited the Fund.¹ Since the beginning of the year, despite falling bond prices in the overall market, the limited supply and high demand for longer-term assets pushed prices of 30-year Treasuries up and yields down. As a result, long bonds actually outperformed shorter issues.

4   OPPENHEIMER STRATEGIC INCOME FUND

Average Annual
Total Returns
For the Periods Ended 3/31/001
Class A
1-Year	5-Year	10-Year
0.13%	7.24%	8.64%
Class B		Since
1-Year	5-Year	Inception
-0.47%	7.22%	7.27%
Class C		Since
1-Year	5-Year	Inception
3.15%	N/A	6.51%
Class Y		Since
1-Year	5-Year	Inception
5.28%	N/A	3.29%
Because of ongoing market volatility, the Fund's returns may fluctuate and may be less than the results shown.

How did the various bond market sectors affect the Fund's performance?

Of the three credit-sensitive market sectors in which we invest, emerging-market bonds contributed the most to performance. Consistent with our contrarian investment style, we purchased many of our emerging-market holdings in 1998, when they were out-of-favor as a result of the global financial crisis. We bought many of these bonds when they were inexpensive, and their prices have since risen as market conditions and investor interest improved. As of March 31, emerging-market bonds comprised about 20% of the Fund's portfolio.²

In the mortgage-backed securities market sector, our holdings of "interest only" bonds performed well. Unlike most fixed income securities, prices of "interest only" bonds appreciate when interest rates rise. At the end of the reporting period, interest-only bonds comprised about 5% of the portfolio, while the entire mortgage-backed securities sector accounted for about 25% of assets.²

How did the remaining market sectors fare?

Our holdings of high yield corporate bonds provided modestly positive returns. Although high yield bonds generally outperformed U.S. Treasury securities during the period, they were adversely affected by their own, unique supply-and-demand influences. When interest rates began to rise in 1999, corporations began to issue more debt in order to avoid potentially higher interest rates in 2000. However, investor demand fell as stocks continued to generate high returns. This relative imbalance constrained the performance of high yield corporate bonds.

1. See notes on page 8 for further details.
2. The Fund's portfolio is subject to change.

5   OPPENHEIMER STRATEGIC INCOME FUND

AN INTERVIEW WITH YOUR FUND'S MANAGERS

Standardized Yields3
For the 30 Days Ended 3/31/00
Class A	10. 39%
Class B	10. 15
Class C	10. 14
Class Y	11. 00

Our holdings of foreign bonds from developed markets were somewhat hurt by the strength of the U. S. dollar relative to most European currencies, including the Euro. European economies are generally growing at slower rates than the U. S. economy, making U. S. investments more attractive to domestic and foreign investors alike. In Japan, the relationship between the Japanese yen and the U. S. dollar has been relatively stable. However, poor economic conditions in Japan have led to relatively unattractive low bond yields.

What is your outlook for the markets?

We remain optimistic. We expect the Fed to continue to tighten U. S. monetary policy by raising short-term interest rates until they see evidence that the economy is slowing. In our view, investors currently expect to see several more modest interest-rate increases, which we believe have already been priced into the market. Therefore, we believe that any further price erosion should be limited.

If interest rates rise and the economy slows, the most substantial effects may be felt in the stock market and the high yield markets. If highly valued stocks experience a sharp correction because of investors' expectations of lower corporate profits, investors may turn to the higher quality, lower yielding sectors of the bond market. We would likely seek to take advantage of such a situation by employing various sophisticated hedging strategies, rather than dramatically restructuring the portfolio.

3. Standardized yield is based on net investment income for the 30-day period ended March 31, 2000. Falling share prices will tend to artificially raise yields.

6   OPPENHEIMER STRATEGIC INCOME FUND

Portfolio Allocation⁴

U. S. Corporate		34. 4%
U. S. Government		30. 9
Foreign Corporate		6. 0
Foreign Government		18. 9
Other		9. 8

 

Regardless of future economic events, however, we intend to continue to manage the Fund in a way that takes advantage of the changing relationships among the various sectors of the bond market. In fact, adhering to our long-term investment approach is an important part of what it means at OppenheimerFunds to be The Right Way to Invest.

Corporate Bonds & Notes-Top Ten Industries5
Media/Entertainment: Telecommunications	8. 6%
Media/Entertainment: Wireless Communications	4. 5
Media/Entertainment: Cable/Wireless Video	4. 0
Transportation	3. 4
Financial	2. 0
Gaming/Leisure	2. 0
Energy	1. 9
Service	1. 6
Media/Entertainment: Diversified Media	1. 5
Chemicals	1. 5

4. Portfolio data is subject to change. Percentages are as of March 31, 2000, and are dollar-weighted based on total market value of investments. The Fund may invest without limit in below-investment-grade securities, which carry a greater risk that the issuer may default on principal or interest payments, and in foreign securities, which entail higher expenses and risks, such as currency fluctuation.

5. Portfolio data is subject to change. Percentages are as of March 31, 2000, and are based on net assets.

7   OPPENHEIMER STRATEGIC INCOME FUND

NOTES

In reviewing performance and rankings, please remember that past performance does not guarantee future results. Investment return and principal value of an investment in the Fund will fluctuate so that an investor's shares, when redeemed, maybe worth more or less than the original cost. For quarterly updates on the Fund's performance, please contact your financial advisor, call us at 1-800-525-7048 or visit our website at www.oppenheimerfunds.com.

Total returns include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. Cumulative total returns are not annualized. The Fund's total returns and yields shown do not show the effects of income taxes on an individual's investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

Class A shares were first publicly offered on 10/16/89. Unless otherwise noted, Class A returns include the current maximum initial sales charge of 4.75%. The Fund's maximum sales charge for Class A shares was lower prior to 2/1/93, so actual performance may have been higher.

Class B shares of the Fund were first publicly offered on 11/30/92. Unless otherwise noted, Class B returns include the applicable contingent deferred sales charge of 5% (1-year) and 1% (5-year). Because Class B shares convert to Class A shares 72 months after purchase, the "life-of-class" return for Class B uses Class A performance for the period after conversion. Class B shares are subject to an annual 0. 75% asset-based sales charge.

Class C shares of the Fund were first publicly offered on 5/26/95. Unless otherwise noted, Class C returns include the contingent deferred sales charge of 1% for the 1-year period. Class C shares are subject to an annual 0. 75% asset-based sales charge.

Class Y shares of the Fund were first publicly offered on 1/26/98. Class Y shares are offered only to certain institutional investors under special agreement with the Distributor.

An explanation of the calculation of performance is in the Fund's Statement of Additional Information.

8   OPPENHEIMER STRATEGIC INCOME FUND

Financials

9  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS March 31, 2000/Unaudited

		Principal Amount1		Market Value See Note 1
Mortgage-Backed Obligations-25. 6%
Government Agency-16. 0%
FHLMC/FNMA/Sponsored-13. 8%
Federal Home Loan Mortgage Corp. , 8%, 5/15/27	$	37,500,000	$	37,646,625
Federal Home Loan Mortgage Corp. , Collateralized Mtg.
Obligations, Gtd. Multiclass Mtg. Participation Certificates:
11.50%, 10/1/162		2,182,810		2,355,885
Series 1252, Cl. J, 8%, 5/15/22		7,000,000		7,188,090
Series 1562, Cl. C, 7%, 3/15/21		10,000,000		9,853,100
Series 1993, Cl. PE, 6.50%, 9/15/27		21,076,000		18,731,295
Series 2081, Cl. PB, 6.25%, 6/15/24		14,000,000		13,300,000
Series 2132, Cl. GA, 6.15%, 2/15/27		1,822,282		1,730,021
Series 2149, Cl. EA, 6.50%, 9/15/26		8,561,506		8,304,661
Series 2199, Cl. PH, 7%, 12/15/28		10,000,000		9,768,700
Series 2216, Cl. C, 6%, 2/15/30		25,000,000		22,460,937
Federal Home Loan Mortgage Corp. , Gtd. Multiclass Mtg.
Participation Certificates:
10%, 5/1/20		1,075,779		1,148,051
10.50%, 5/1/20		2,222,421		2,359,967
12%, 6/1/17		4,557,116		5,064,095
Federal Home Loan Mortgage Corp. , Interest-Only Stripped
Mtg.-Backed Security:
Series 176, Cl. IO, 15.345%, 6/1/263		5,627,985		1,745,115
Series 192, Cl. IO, 9.33%-12.83%, 2/1/283		82,040,057		25,631,110
Series 194, Cl. IO, 10.61%, 4/1/283		135,440,207		43,393,773
Series 197, Cl. IO, 11.25%, 4/1/283		265,423,093		83,380,177
Series 199, Cl. IO, 18.28%, 8/1/283		372,144,113		120,772,394
Series 202, Cl. IO, 9.59%-9.85%, 4/1/293		50,881,582		16,798,873
Series 203, Cl. IO, 10.05%-10.37%, 6/15/293		54,690,758		18,389,767
Series 303, Cl. IO, 14.33%, 11/1/293		16,035,103		5,261,518
Series 2178, Cl. PI, 10.01%, 8/15/293		22,989,733		5,345,113
Federal Home Loan Mortgage Corp. , Mtg.-Backed Certificates, 10%, 4/1/20		1,322,454		1,395,678
Federal Home Loan Mortgage Corp., Principal-Only
Stripped Mtg.-Backed Security, Series 1688, Cl. PO, 8. 52%,
3/15/144		9,459,885		5,398,047
Federal National Mortgage Assn.:
6.50%, 1/1/29		5,995,799		5,626,518
6.50%, 4/1/132		166,000,000		159,826,460
7%, 2/1/032		20,000,000		19,646,800
7.50%, 4/25/272		127,900,000		125,721,863
9.50%, 4/1/20-11/25/27		1,027,372		1,075,395
10.50%, 10/1/19		902,717		977,471
11%, 10/15/15-2/1/26		2,734,404		3,018,497
12%, 2/15/16		1,795,175		2,015,085
15%, 4/15/13		1,579,253		1,878,819
Federal National Mortgage Assn. , Collateralized Mtg.
Obligations, Gtd. Multiclass Mtg. Participation
Certificates, Trust 1998-19, Cl. PK, 6%, 9/18/26		16,200,000		14,934,294

10  OPPENHEIMER STRATEGIC INCOME FUND

 

		Principal Amount1	Market Value See Note 1
FHLMC/FNMA/Sponsored Continued
Federal National Mortgage Assn. , Collateralized Mtg. Obligations, Gtd. Real Estate Mtg. Investment Conduit Pass-Through Certificates:
Trust 1994-27, Cl. PH, 6.50%, 9/25/22	$	4,045,000	$	3,926,158
Trust 1997-63, Cl. PC, 6.50%, 3/18/26		8,470,400		8,210,952
Trust 1999-64, Cl. KH, 6.50%, 1/25/30		10,522,000		9,785,460
Trust 2000-5, Cl. A, 6.50%, 9/25/25		19,836,163		19,148,047
Trust 2000-6, Cl. PE, 6.50%, 1/25/24		25,108,000		24,229,220
Federal National Mortgage Assn. , Gtd. Real Estate Mtg.
Investment Conduit Pass-Through Certificates:
Trust 1989-6, Cl. K, 7%, 9/18/14		9,612,000		9,227,520
Trust 1995-4, Cl. PC, 8%, 5/25/25		8,692,100		8,966,423
Trust 1999-47, Cl. TC, 7%, 9/18/29		20,000,000		19,325,000
Federal National Mortgage Assn. , Interest-Only Stripped
Mtg.-Backed Security:
Trust 294, Cl. 2, 12.82%, 2/1/283		166,617,736		52,718,893
Trust G93-15, Cl. JA, 13.55%, 4/25/233		5,668,162		1,535,675
Federal National Mortgage Assn. , Principal-Only Stripped
Mtg.-Backed Security, Trust 1996-15, Cl. J, 6.05%, 2/25/244		15,836,575		7,730,229
				966,947,771
GNMA/Guaranteed-2. 2%
Government National Mortgage Assn. :
7%, 1/15/28-8/15/28		36,706,404		35,595,678
7%, 1/20/302		20,000,000		19,295,000
8%, 1/15/28-9/15/28		11,773,468		11,920,050
8%, 4/15/302		20,000,000		20,228,200
12.50%, 11/15/15-12/15/13		10,320,317		11,742,663
13%, 10/15/155		14,620,053		16,835,869
13.50%, 6/15/15		17,948,507		20,836,961
Government National Mortgage Assn. , Collateralized Mtg.
Obligations, Series 2000-10, Cl. AT, 7%, 9/16/24		10,130,416		9,829,644
U. S. Department of Veterans Affairs, Interest-Only Gtd. Real Estate Mtg.
Investment Conduit Pass-Through Certificates, Vendee Mtg. Trust:
Series 1992-2, Cl. IO, 13.31%, 9/1/223		99,495,784		3,233,613
Series 1995-2B, Cl. 2-IO, 15.70%, 6/1/253		10,096,536		305,262
Series 1995-3, Cl. 1-IO, 10.54%, 9/1/253		266,422,014		3,704,931
				153,527,871
Private-9. 6%
Agricultural-0. 1%
Prudential Agricultural Credit, Inc. , Farmer Mac Agricultural
Real Estate Trust Sr. Sub. Mtg. Pass-Through Certificates:
Cl. B2, 9.545%, 1/15/036, 7		2,229,878		1,853,586
Cl. B3, 9.507%, 4/15/096, 7		5,532,876		4,042,458
				5,896,044

11  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited/Continued

		Principal Amount1		Market Value See Note 1
Commercial-5. 5%
AMRESCO Commercial Mortgage Funding I Corp. ,
Multiclass Mtg. Pass-Through Certificates, Series 1997-C1:
Series 1992-2, Cl. G, 7%, 6/17/297	$	1,550,000	$	1,213,117
Series 1992-2, Cl. H, 7%, 6/17/297		1,600,000		1,173,750
Asset Securitization Corp. , Commercial Mtg. Pass-Through Certificates:
Series 1995-MD4, Cl. A-4, 7.384%, 8/13/29		5,000,000		4,707,812
Series 1995-MD4, Cl. A-5, 7.384%, 8/13/29		20,000,000		18,231,250
Series 1997-D4, Cl. B1, 7.525%, 4/14/296		11,875,000		9,043,555
Series 1997-D4, Cl. B2, 7.525%, 4/14/296		24,582,312		18,183,229
Series 1997-D4, Cl. B3, 7.525%, 4/14/296		5,532,925		3,701,008
Series 1997-D5, Cl. B1, 6.93%, 2/14/41		7,700,000		5,339,469
Series 1997-D5, Cl. B2, 6.93%, 2/14/41		21,050,000		14,123,234
Series 1997-MD7, Cl. A1B, 7.41%, 1/13/30		7,000,000		6,860,000
CBA Mortgage Corp. , Mtg. Pass-Through Certificates:
Series 1993-C1, Cl. E, 6.72%, 12/25/036, 7		2,609,000		2,305,704
Series 1993-C1, Cl. F, 6.72%, 12/25/036, 7		14,300,000		11,145,063
Commercial Mortgage Acceptance Corp. , Collateralized Mtg.
Obligations, Series 1996-C1, Cl. E, 7.834%, 12/25/206, 8		3,000,000		2,860,313
CRIIMI MAE Trust I, Collateralized Mtg. Obligations,
Series 1996-C1, Cl. A2, 7.56%, 8/30/058		6,300,000		5,920,523
CS First Boston Mortgage Securities Corp. , Mtg.
Pass-Through Certificates:
Series 1998-C1, Cl. F, 6%, 5/17/407		5,500,000		3,248,438
Series 1999-C1, Cl. C, 7.29%, 9/15/096		10,000,000		9,875,000
FDIC Trust, Gtd. Real Estate Mtg. Investment Conduit
Pass-Through Certificates:
Series 1994-C1, Cl. 2-D, 8.70%, 9/25/25		2,500,000		2,475,000
Series 1994-C1, Cl. 2-E, 8.70%, 9/25/25		2,500,000		2,431,250
Series 1994-C1, Cl. 2-G, 8.70%, 9/25/25		4,870,000		4,681,288
First Chicago/Lennar Trust 1, Commercial Mtg.
Pass-Through Certificates:
Series 1997, Cl. D, 8.09%, 5/25/086, 7		8,500,000		7,020,469
Series 1997, Cl. E, 8.09%, 2/25/116, 7		14,500,000		10,571,406
First Union-Lehman Brothers Commercial Mortgage Trust, Commercial Mtg. Pass-Through Certificates, Series 1997-C2, Cl. F, 7.50%, 9/18/15
		11,775,000		8,974,758
First Union-Lehman Brothers Commercial Mortgage Trust, Interest-Only Stripped Mtg. -Backed Security, Series 1998-C2, Cl. IO, 9.12%, 5/18/283
		117,383,340		4,284,950
General Motors Acceptance Corp. , Collateralized Mtg. Obligations:
Series 1997-C1, Cl. G, 7.414%, 11/15/11		19,440,000		14,324,850
Series 1997-C2, Cl. F, 6.75%, 4/16/29		17,785,500		11,065,916
GMAC Commercial Mtg. Securities, Inc. , Mtg. Pass- Through Certificates, Interest-Only Stripped Mtg.-Backed Security, Series 1997-C1, Cl. X, 8.40%, 7/15/273		169,188,592		12,953,502

12  OPPENHEIMER STRATEGIC INCOME FUND

 

---

		Principal Amount1		Market Value See Note 1
Commercial Continued
GMAC Commercial Mtg. Securities, Inc., Sub. Bonds,
Series 1998-C2, Cl. D, 6.50%, 7/15/10	$	14,583,523	$	13,220,875
Lehman Brothers Commercial Conduit Mortgage Trust,
Mtg.-Backed Security, Series 1999-C2, Cl. C, 7.47%, 10/15/32		8,429,000		8,357,880
Merrill Lynch Mortgage Investors, Inc., Mtg. Pass-Through Certificates, Series 1995-C2, Cl. D, 7.428%, 6/15/216		2,287,935		2,259,158
Morgan Stanley Capital I, Inc., Commercial Mtg. Pass-Through Certificates:
Series 1996-C1, Cl. E, 7.409%, 3/15/066, 7		9,365,000		7,784,656
Series 1996-C1, Cl. F, 7.409%, 2/15/286, 8		13,360,980		9,642,870
Series 1997-HF1, Cl. F, 6.86%, 2/15/107		3,475,000		2,767,512
Series 1997-RR, Cl. D, 7.671%, 4/30/397		2,950,158		2,246,269
Series 1997-RR, Cl. E, 7.781%, 4/30/396, 7		9,200,495		6,108,266
Series 1997-RR, Cl. F, 7.649%, 4/30/397		30,801,658		17,114,172
Series 1997-XL1, Cl. F, 7.41%, 10/3/306		7,000,000		6,541,719
Series 1997-XL1, Cl. G, 7.695%, 10/3/307		14,358,000		12,006,878
Series 1997-MC1, Cl. F, 7.452%, 5/20/077		2,939,000		2,204,250
Mortgage Capital Funding, Inc., Multifamily Mtg. Pass-Through Certificates, Series 1996-MC1, Cl. G, 7.15%, 6/15/068		9,700,000		7,541,750
Resolution Trust Corp., Commercial Mtg. Pass-Through Certificates:
Series 1993-C1, Cl. D, 9.45%, 5/25/24		3,242,076		3,226,626
Series 1994-C1, Cl. C, 8%, 6/25/26		5,101,582		5,077,669
Series 1994-C1, Cl. E, 8%, 6/25/26		5,384,438		5,195,563
Series 1994-C2, Cl. E, 8%, 4/25/25		17,579,133		17,274,245
Series 1994-C2, Cl. G, 8%, 4/25/25		5,483,223		5,257,041
Series 1995-C1, Cl. F, 6.90%, 2/25/27		5,191,956		4,716,974
Salomon Brothers Mortgage Securities VII, Commercial Mtg.
Pass-Through Certificates:
Series 1996-C1, Cl. E1, 9%, 1/20/06		4,550,000		4,153,297
Series 1996-C1, Cl. F1, 8.996%, 1/20/066		9,632,000		7,160,790
Structured Asset Securities Corp., Multiclass Pass-Through Certificates:
Series 1995-C4, Cl. E, 8.744%, 6/25/266, 7		9,453,000		9,157,594
Series 1996-CFL, Cl. D, 7.034%, 2/25/28		14,220,000		14,077,800
Series 1999-C3, Cl. G, 7.33%, 3/20/026, 7		19,175,297		19,223,235
				389,031,943
Multifamily-0.9%
AMMC, Collateralized Bond Obligations, Sub. Bonds,
Series I, Cl. D1, 13.602%, 1/15/127		10,000,000		9,725,000
Countrywide Funding Corp., Mtg. Pass-Through Certificates:
Series 1993-11, Cl. B1, 6.25%, 2/25/09		982,874		909,159
Series 1993-11, Cl. B3, 6.25%, 2/25/098		573,346		215,542
GE Capital Mortgage Services, Inc., Collateralized Mtg. Obligations, Series 1998-9,
Cl. A10, 6.75%, 6/25/28		16,386,790		15,956,637
Goldman Sachs Asset Management, Sub. Collateralized Bond Obligations, Series 1A,
Cl. D, 12.54%, 6/13/117		6,000,000		5,760,000
Multifamily Capital Access One, Inc., Series 1, Cl. D,
10.127%, 1/15/246, 7		3,576,000		2,965,286

13  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited/Continued

		Principal Amount1		Market Value See Note 1
Multi-Family Continued Ocwen Capital Trust I, Collateralized Mtg. Obligations, Series 1999-OCA, Cl. 1, 9.50%, 4/1/297	$	7,315,299	$	7,130,131
Option One Mortgage Trust, Collateralized Mtg. Obligations, Series 1999-1A, 10.06%, 3/1/297		8,247,882		8,108,699
Salomon Brothers Mortgage Securities VII, Commercial Mtg. Pass-through Certificates, Series 1998-1A, 5%, 12/25/00		4,097,459		3,909,233
SBFT Mortgage Loans, Series 1999-1, Cl. D, 10.50%, 6/25/297		10,732,469		10,467,511
				65,147,198
Other-0.2% DLJ Ltd., Collateralized Bond Obligations, Series 1A, Cl. C2, 11.96%, 4/15/117		15,000,000		12,731,250
Residential-2.9% Ameriquest Finance Trust, Collateralized Mtg. Obligations:
Series 1999-1, Cl. D, 9.75%, 3/25/29		17,708,627		17,398,727
Series 2000-1, 8.50%, 8/17/01		5,000,000		4,931,250
Amortizing Residential Collateral Trust, Collateralized Mtg. Obligations, Trust 2000-BC1, Cl. B, 8.375%, 1/25/306, 7		2,767,000		2,767,000
Chase Commercial Mortgage Securities Corp., Commercial Mtg. Obligations, Series 1998-S1, Cl. A1, 6.75%, 5/25/28		17,691,150		17,154,887
Citicorp Mortgage Securities, Inc., Collateralized Mtg. Obligations:
Series 1998-3, Cl. A2, 6.75%, 5/25/28		6,620,376		6,183,845
Series 1999-7, Cl. A4, 7%, 9/25/29		12,645,000		12,103,541
Citicorp Mortgage Securities, Inc., Sub. Bonds:
Series 1993-5, Cl. B3, 7%, 4/25/237		1,161,879		1,024,995
Series 1993-5, Cl. B4, 7%, 4/25/237		878,904		479,003
Countrywide Funding Corp., Mtg. Pass-Through Certificates, Series 1993-12, Cl. B1, 6.625%, 2/25/24		3,279,779		2,951,289
Countrywide Home Loans, Collateralized Mtg. Obligations, Series 1998-11, Cl. A2, 6.75%, 8/25/28		10,656,000		9,733,590
Imperial CMB Trust, Collaterized Mtg. Obligations, Trust 1998-1, Cl. B, 7.25%, 11/25/29		3,530,402		3,411,251
NC Finance Trust, Collateralized Mtg. Obligations, Series 1999-I, Cl. ECFD, 8.75%, 12/25/28		18,811,503		18,094,315
Option One Mortgage Trust, Collateralized Mtg. Obligations, Series 1999-3, Cl. BB, 10.80%, 12/15/29		12,593,223		12,467,292
Residential Accredit Loans, Inc., Mtg. Asset-Backed Pass-Through Certificates, Series 1997-QS8, Cl. M3, 7.50%, 8/25/27		3,186,712		2,813,270
Residential Asset Securitization Trust, Asset-Backed Pass-Through Certificates:
Series 1996-A1, Cl. A8, 7.35%, 3/25/26		11,830,697		11,350,016
Series 1998-A12, Cl. A12, 6.80%, 11/25/28		10,740,000		9,766,688
Residential Asset Securitization Trust, Collateralized Mtg. Obligations, Non-Accelerated Security, Series 1997-A2, Cl. A8, 7.75%, 4/25/27		13,300,000		13,004,906

14  OPPENHEIMER STRATEGIC INCOME FUND

		Principal Amount1		Market Value See Note 1
Residential Continued
Residential Funding Mortgage Securities I, Inc. , Collateralized Mtg.
Pass-Through Certificates, Series 1995-S17, Cl. A8, 7.50%, 12/26/25	$	19,006,716	$	18,816,649
Residential Funding Mortgage Securities I, Inc. , Mtg.
Pass-Through Certificates:
Series 1997-S12, Cl. A18, 6.75%, 8/25/27		11,188,000		10,380,366
Series 1998-S15, Cl. A10, 6.75%, 7/25/28		16,000,000		14,830,000
Ryland Mortgage Securities Corp. Sub. Bonds, Series 1993-3,
Cl. B2, 6.713%, 8/25/08		878,379		836,039
Salomon Brothers Mortgage Securities VII, Commercial Mtg.
Pass-Through Certificates, Series 1996-B, Cl. 1, 6.792%, 4/25/267		14,139,393		9,287,814
Structured Asset Securities Corp. , Multiclass Pass-Through Certificates, Series 1999-1, 10%, 8/25/28		3,606,838		3,559,499
				203,346,232
Total Mortgage-Backed Obligations (Cost $1,807,446,598)				1,796,628,309
U. S. Government Obligations-6. 1%
U. S. Treasury Bonds:
6.125%, 11/15/279		66,000,000		66,639,408
6.25%, 5/15/30		25,500,000		26,982,187
11.25%, 2/15/15		10,000,000		14,790,630
STRIPS, 6.17%, 5/15/1810		100,600,000		33,694,763
STRIPS, 6.24%, 2/15/2010		15,235,000		11, 010, 594
STRIPS, 6.55%, 8/15/1410		39,500,000		16,268,983
STRIPS, 6.57%, 2/15/1910		175,000,000		56,216,475
STRIPS, 6.83%, 11/15/2110		295,000,000		81,682,550
U. S. Treasury Nts. :
5.875%, 11/15/04		57,000,000		55,984,716
5.875%, 8/15/09		45,700,000		45,128,750
6.50%, 10/15/069		16,000,000		16,165,008
Total U. S. Government Obligations (Cost $400,453,782)				424,564,064
Foreign Government Obligations-19. 4%
Argentina-1. 4%
Argentina (Republic of) Bonds:
12%, 2/1/20		3,220,000		3,308,550
Bonos de Consolidacion de Deudas, Series I, 3.013%, 4/1/076 [ARP]		8,982,049		6,644,111
Series PRE3, 3.013%, 9/1/026 [ARP]		6,184,440		5,634,293
Argentina (Republic of) Disc. Bonds, 6.875%, 3/31/236		8,800,000		7,480,000
Argentina (Republic of) Global Unsec. Unsub. Bonds, Series BGL5, 11.375%, 1/30/17		4,791,000		4,671,225
Argentina (Republic of) Nts. :
11%, 12/4/05		3,252,000		3,178,830
11.75%, 2/12/078 [ARP]		3,100,000		2,922,919
Series REGS, 11. 75%, 2/12/07 [ARP]		17,290,000		16,302,346

15   OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited/Continued

		Principal Amount1	Market Value See Note 1
Argentina Continued
Argentina (Republic of) Par Bonds, 6%, 3/31/236	$	10,640,000	$	7,461,300
Argentina (Republic of) Unsec. Unsub. Medium-Term Nts.,
8.75%, 7/10/02 [ARP]		32,948,000		30,604,460
Argentina (Republic of) Unsec. Unsub. Nts., 11.75%, 4/7/09		6,580,000		6,514,200
City of Buenos Aires Bonds, Series 3, 10.50%, 5/28/04 [ARP]		5,490,000		4,888,055
				99,610,289
Brazil-2.8%
Brazil (Federal Republic of) Bonds:
12.25%, 3/6/30		14,040,000		13,569,660
12.75%, 1/15/20		16,020,000		15,838,774
Series 15 yr., 7%, 4/15/096		20,245,000		17,157,637
Brazil (Federal Republic of) Debt Conversion Bonds:
Series 18 yr., 7%, 4/15/126		7,179,000		5,447,066
Series 20 yr., 6.916%, 4/15/14		73,231,782		55,106,916
Series D, 5.938%, 4/15/126		18,720,000		14,203,800
Brazil (Federal Republic of) Eligible Interest Bonds:
6.937%, 4/15/066		14,991,120		13,641,919
6.937%, 4/15/066		7,167,500		6,522,425
Brazil (Federal Republic of) Unsub. Bonds, 14.50%, 10/15/09		52,946,000		57,711,140
				199,199,337
Bulgaria-0.2%
Bulgaria (Republic of) Front-Loaded Interest Reduction Bearer Bonds, Tranche A, 2.75%, 7/28/126		20,831,000		14,998,320
Canada-0.4%
Canada (Government of) Bonds:
7%, 12/1/06 [CAD]		30,365,000		22,072,247
Series J24, 10.25%, 2/1/04 [CAD]		4,150,000		3,261,972
				25,334,219
Colombia-0.1%
Colombia (Republic of) Unsec. Unsub. Bonds, 7.625%, 2/15/07		8,950,000		7,249,500
Denmark-0.4%
Nykredit AS, 7% Cv. Bonds, 10/1/29 [DKK]		218,370,000		28,116,839
Ecuador-0.0%
Ecuador (Republic of) Past Due Interest Bonds, 2/27/1511, 12		118,192		33,094
Finland-0.2%
Finland (Republic of) Bonds, 9.50%, 3/15/04 [EUR]		15,305,101		17,017,795
France-1.1%
France (Government of) Obligations Assimilables du Tresor Bonds:
5.50%, 10/25/07 [EUR]		18,212,513		17,723,822
5.50%, 4/25/10 [EUR]		30,150,000		29,139,041
France (Government of) Treasury Nts., 3.50%, 7/12/04 [EUR]		31,170,000		28,313,024
				75,175,887

16   OPPENHEIMER STRATEGIC INCOME FUND

		Principal Amount1		Market Value See Note 1
Germany-0. 6%
Germany (Republic of) Bonds:
6.25%, 3/4/04 [EUR]	$	13,535,000	$	13,597,281
Series 95, 7.375%, 1/3/05 [EUR]		23,985,000		25,234,896
Series 97, 6%, 1/4/07 [EUR]		6,000,000		6,012,394
				44,844,571
Great Britain-0. 4%
United Kingdom Treasury Nts., 8%, 6/10/03 [GBP]		15,390,000		25,766,975
Greece-0. 2%
Hellenic (Republic of) Bonds, 8.60%, 3/26/08 [GRD]		5,117,900,000		16,795,830
Hungary-0. 3%
Hungary (Government of) Bonds, Series 01/H, 13.50%, 6/12/01 [HUF]		6,036,160,000		23,240,647
Indonesia-0. 0%
Perusahaan Listr, 17% Nts., 8/21/01 [IDR]		9,000,000,000		1,184,445
PT Hutama Karya Medium-Term Nts., Zero Coupon, 9/3/19987, 11, 12 [IDR]		25,000,000,000		908,190
				2,092,635
Italy-0. 7%
Italy (Republic of) Treasury Bonds, Buoni del Tesoro Poliennali:
6%, 11/1/07 [EUR]		15,970,000		15,859,341
8.50%, 1/1/04 [EUR]		14,042,926		15,024,666
8.75%, 7/1/06 [EUR]		9,430,784		10,679,378
10.50%, 4/1/05 [EUR]		4,287,711		5,050,683
				46,614,068
Ivory Coast-0. 1%
Ivory Coast (Government of) Front Loaded Interest Reduction Bonds, 2%, 3/29/186		87,000		15,877
Ivory Coast (Government of) Past Due Interest Bonds, Series F, 1.90%, 3/29/186 [FRF]		111,406,500		3,290,991
				3,306,868
Japan-0. 7%
Japan (Government of) 10 yr. Bonds:
Series 135, 7.20%, 12/20/00 [JPY]		747,900,000		7,636,871
Series 136, 6.90%, 12/20/00 [JPY]		3,838,000,000		39,145,243
				46,782,114
Jordan-0. 0%
Hashemite (Kingdom of Jordan) Disc. Bonds, 7%, 12/23/236		3,710,000		3,014,375
Mexico-1. 8%
Fideicomiso Petacalco Trust Nts., 10.16%, 12/23/098		3,000,000		3,007,500
Mexican Williams Sr. Nts., 6.773%, 11/15/086		1,500,000		1,410,000

17  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited/Continued

		Principal Amount1		Market Value See Note 1
Mexico Continued
United Mexican States Bonds:
11.375%, 9/15/16	$	64,564,000	$	76,669,750
Series A, 6.932%, 12/31/196		8,385,000		8,280,187
United Mexican States Collateralized Fixed Rate Par Bonds:
Series W-A, 6.25%, 12/31/19		7,590,000		6,479,962
Series W-B, 6.25%, 12/31/19		16,933,000		14,456,549
United Mexican States Disc. Bonds:
Series B, 6.942%, 12/31/196		3,695,000		3,637,266
Series C, 6.836%, 12/31/196		3,695,000		3,648,813
Series D, 6.902%, 12/31/196		9,880,000		9,756,500
				127,346,527
Nigeria-0. 0%
Nigeria (Federal Republic of) Promissory Nts. , Series RC, 5.092%, 1/5/10		4,311,564		2,552,179
Norway-0. 5%
Norway (Government of) Bonds, 9.50%, 10/31/02 [NOK]		275,380,000		34,908,703
Panama-0. 3%
Panama (Republic of) Interest Reduction Bonds, 4.25%, 7/17/146		12,690,000		10,215,450
Panama (Republic of) Past Due Interest Debs. , 6.381%, 7/17/166		8,435,966		7,160,027
				17,375,477
Peru-0. 8%
Peru (Republic of) Sr. Nts. , Zero Coupon, 4.53%, 2/28/1610		118,079,952		55,084,298
Poland-1. 2%
Poland (Republic of) Bonds:
12%, 6/12/01 [PLZ]		113,096,000		25,935,806
13%, 2/12/01 [PLZ]		10,893,000		2,542,887
Series 0205, 8.50%, 2/12/05 [PLZ]		87,889,000		18,064,121
Series 0600, 14%, 6/12/00 [PLZ]		15,000,000		3,590,628
Series 1000, 13%, 10/12/00 [PLZ]		95,396,000		22,471,597
Series 1003, 12%, 10/12/03 [PLZ]		31,680,000		7, 222, 841
Series 1201, Zero Coupon, 13.83%, 12/21/0110 [PLZ]		36,440,000		6,760,527
				86,588,407
Russia-2. 2%
Russia (Government of) Debs. , 12/15/1511, 12		1,025,618		302,557
Russia (Government of) Principal Loan Debs. , Series 24 yr. , 12/15/2011, 12		212,010,000		61,482,900
Russia (Government of) Sr. Unsec. Unsub. Nts. , 11.75%, 6/10/03		4,485,000		4,042,106
Russia (Government of) Unsec. Bonds, 11%, 7/24/18		27,900,000		20,680,875

18  OPPENHEIMER STRATEGIC INCOME FUND

		Principal Amount1		Market Value See Note 1
Russia Continued
Russian Federation Unsec. Unsub. Nts.:
8.75%, 7/24/05	$	23,260,000	$	17,241,475
10%, 6/26/07		22,600,000		16,780,500
12.75%, 6/24/28		23,525,000		20,217,385
Russian Ministry of Finance Debs., Series V, 3%, 5/14/08		25,980,000		9,612,600
				150,360,398
South Africa-0.5%
South Africa (Republic of) Bonds, Series 150, 12%, 2/28/05 [ZAR]		245,237,000		35,392,671
Spain-0.3%
Spain (Kingdom of) Gtd. Bonds, Bonos y Obligacion del Estado:
4.50%, 7/30/04 [EUR]		13,098,249		12,296,828
6%, 1/31/08 [EUR]		5,853,857		5,821,530
				18,118,358
Sweden-1.3%
Sweden (Kingdom of) Bonds, Series 1034, 9%, 4/20/09 [SEK]		602,300,000		87,490,175
Turkey-0.1%
Turkey (Republic of) Sr. Unsec. Unsub. Nts., 11.875%, 1/15/30		9,176,000		9,754,088
Venezuela-0.8%
Venezuela (Republic of) Bonds, 9.25%, 9/15/27		18,763,000		12,468,952
Venezuela (Republic of) Disc. Bonds, Series DL, 7%, 12/18/076		26,210,285		21,164,806
Venezuela (Republic of) New Money Bonds:
Series A, 7.125%, 12/18/056		19,559,999		16,051,425
Series B, 7%, 12/18/056		8,470,588		6,951,176
Series P, 7%, 12/18/056		2,294,117		1,882,610
				58,518,969
Vietnam-0.0%
Vietnam (Government of) Bonds, 3.25%, 3/12/286		1,932,000		644,805
Total Foreign Government Obligations (Cost $1,361,452,804)				1,363,328,418
Loan Participations-1.1%
Algeria (Republic of) Reprofiled Debt Loan Participation Nts., Tranche 1, 7.188%, 9/4/066, 7		2,266,535		1,847,226
Algeria (Republic of) Trust III Nts.:
Tranche 3, 1%, 3/4/106, 7 [JPY]		2,269,718,000		13,222,410
Tranche 3, 7.188%, 3/4/106, 7		11,305,000		8,535,275
Central Bank of Indonesia Gtd. Nts.:
Series 3, 9.625%, 8/25/016, 7		9,000,000		8,190,000
Series 4, 9.875%, 8/25/026, 7		1,620,000		1,417,500

19  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited/Continued

		Principal Amount1		Market Value See Note 1
Loan Participations Continued
Deutsche Bank AG, Bank Mandiri Loans:
Series 3C, 7.382%, 6/1/036, 7	$	800,000	$	680,000
Series 4C, 7.382%, 6/1/046, 7		800,000		656,000
Series 5 yr., 7.382%, 6/1/056, 7		650,000		516,750
ING Barings LLC, Bank Mandiri Loan, Series 5C, 7.313%, 6/1/056, 7		300,000		249,000
PT Bank Ekspor Impor Indonesia Nts.:
Series 2 yr., 9.375%, 8/25/006, 7		900,000		859,500
Series 3 yr., 9.625%, 8/25/016, 7		1,350,000		1,228,500
PT Bank Negara Indonesia Gtd. Nts.:
Series 2 yr., 9.375%, 8/25/006, 7		3,000,000		2,865,000
Series 3 yr., 9.625%, 8/25/016, 7		2,500,000		2,275,000
Salomon Smith Barney, Inc., Bank Umum Loans:
Series C, 8.906%, 8/25/026, 7		400,000		350,000
Series C, 9.156%, 8/25/016, 7		1,300,000		1,183,000
Shoshone Partners Loan Trust Sr. Nts., 7.799%, 4/28/02 (representing a basket of reference loans and a total return swap between Chase Manhattan Bank and the Trust)6, 7		39,790,000		33,705,090
Total Loan Participations (Cost $76,885,238)				77,780,251
Corporate Bonds and Notes-41. 5%
Aerospace/Defense-0. 7%
BE Aerospace, Inc., 9.50% Sr. Unsec. Sub. Nts., 11/1/08		5,800,000		5,017,000
Constellation Finance LLC, 9.80% Airline Receivable Asset-Backed Nts., Series 1997-1, 9.80%,1/1/017		7,500,000		7,050,000
Fairchild Corp., 10.75% Sr. Unsec. Sub. Nts., 4/15/09		10,350,000		5,226,750
GPA Delaware, Inc., 9.75%,12/10/01		2,000,000		1,953,750
Greater Toronto Airports Authority, 5.40% Debs., 12/3/02 [CAD]		10,005,000		6,744,175
Loral Space & Communications Ltd., 9.50% Sr. Nts., 1/15/06		4,600,000		2,967,000
Pegasus Aircraft Lease Securitization Trust,11.76% Sr. Nts.,
Series 1997-A, Cl. B, 6/15/047		3,645,634		3,704,329
Pentacon, Inc., 12.25% Sr. Unsec. Nts., Series B, 4/1/09		9,350,000		5,843,750
SC International Services, Inc., 9.25% Sr. Sub. Nts., Series B, 9/1/07		10,150,000		9,414,125
				47,920,879
Chemicals-1. 5%
Avecia Group plc,11% Sr. Unsec. Nts., 7/1/09		7,500,000		7,443,750
ClimaChem, Inc., 10.75% Sr. Unsec. Nts., Series B,12/1/07		2,500,000		381,250
Huntsman Corp./ICI Chemical Co. plc:
10.125% Sr. Unsec. Sub. Nts., 7/1/09		6,650,000		6,450,500
10.125% Sr. Unsec. Sub. Nts., 7/1/09 [EUR]		12,500,000		12,424,749
Zero Coupon Sr. Unsec. Disc. Nts.,13.09%,12/31/0910		26,140,000		7,711,300

20  OPPENHEIMER STRATEGIC INCOME FUND

	Principal Amount1		Market Value See Note 1
Chemicals Continued
Lyondell Chemical Co.:
9. 875% Sec. Nts., Series B, 5/1/07	$13,450,000		$12,878,375
10.875% Sr. Sub. Nts., 5/1/09	9,775,000		9,261,812
NL Industries, Inc., 11.75% Sr. Sec. Nts., 10/15/03	9,090,000		9,362,700
PCI Chemicals Canada, Inc., 9.25% Sec. Nts., 10/15/077	4,375,000		3,609,375
Pioneer Americas Acquisition Corp., 9.25% Sr. Nts., 6/15/07	5,020,000		4,267,000
Polymer Group, Inc., 9% Sr. Sub. Nts., 7/1/07	2,990,000		2,616,250
Polytama International Finance BV, 11.25% Sec. Nts., 6/15/077, 11, 12	6,512,761		1,156,015
Reliance Industries Ltd.:
10.25% Unsec. Debs., Series B, 1/15/97	8,700,000		8,140,921
10.25% Unsec. Nts., Series B, 1/15/978	2,000,000		1,871,476
Royster-Clark, Inc., 10.25% First Mtg. Nts., 4/1/098	5,200,000		4,446,000
Sterling Chemicals, Inc.:
11.75% Sr. Unsec. Sub. Nts., 8/15/06	10,065,000		8,555,250
12.375% Sr. Sec. Nts., Series B, 7/15/06	1,700,000		1,742,500
			102,319,223
Consumer Durables-0.2%
Boyds Collection Ltd. (The), 9% Sr. Unsec. Sub. Nts., Series B, 5/15/08	4,296,000		3,887,880
Holmes Products Corp.:
9.875% Sr. Sub. Nts., Series C, 11/15/07	2,000,000		1,410,000
9.875% Sr. Unsec. Sub. Nts., Series B, 11/15/07	6,110,000		4,307,550
Icon Health & Fitness, Inc., 12% Unsec. Nts., 7/15/057	3,596,400		1,978,020
TAG Heuer International SA, 12% Sr. Sub. Nts., 12/15/057	4,705,000		5,106,421
			16,689,871
Consumer Nondurables-0.7%
AKI Holdings, Inc.:
0%/13.50% Sr. Disc. Debs., 7/1/0913	3,850,000		1,838,375
10.50% Sr. Unsec. Nts., 7/1/08	3,350,000		2,872,625
Bell Sports, Inc., 11% Sr. Unsec. Sub. Nts., Series B, 8/15/08	9,555,000		9,411,675
Fruit of the Loom, Inc., 8.875% Sr. Unsec. Nts., 4/15/0612	1,450,000		68,875
Globe Manufacturing Corp., 10% Sr. Unsec. Sub. Nts., Series B, 8/1/08	4,550,000		1,751,750
Indorayon International Finance Co. BV, 10% Gtd. Unsec. Unsub. Nts.,
3/29/017, 11, 12	1,850,000		462,500
Phillips-Van Heusen Corp., 9.50% Sr. Unsec. Sub. Nts., 5/1/08	3,750,000		3,468,750
PT Inti Indorayon Utama, 9.125% Sr. Nts., 10/15/0011, 12	4,025,000		935,812
Revlon Consumer Products Corp.:
8.625% Sr. Unsec. Sub. Nts., 2/1/08	4,850,000		2,158,250
9% Sr. Nts., 11/1/06	5,485,000		3,921,775
Salton, Inc., 10.75% Sr. Unsec. Sub. Nts., 12/15/05	10,300,000		10,197,000

21  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal Amount1		Market Value See Note 1
Consumer Non-Durables Continued
Styling Technology Corp., 10.875% Sr. Unsec. Sub. Nts., 7/1/08	$	6,340,000	$	1,933,700
Williams (J.B.) Holdings, Inc., 12% Sr. Nts., 3/1/04		6,300,000		6,520,500
				45,541,587
Energy-1.9%
Chesapeake Energy Corp.:
8.50% Sr. Nts., 3/15/12		2,000,000		1,630,000
9.125% Sr. Unsec. Nts., 4/15/06		1,491,000		1,326,990
9.625% Sr. Unsec. Nts., Series B, 5/1/05		5,800,000		5,408,500
Clark Refinancing & Marketing, Inc., 8.875% Sr. Sub. Nts., 11/15/07		9,795,000		5,925,975
Clark USA, Inc., 10.875% Sr. Nts., Series B, 12/1/05		2,000,000		1,010,000
Denbury Management, Inc., 9% Sr. Sub. Nts., 3/1/08		4,450,000		4,005,000
Empresa Electric del Norte Grande SA, 10.50% Sr. Debs., 6/15/058		1,300,000		562,250
Forcenergy, Inc., 9.50% Sr. Sub. Nts., 11/1/067, 11, 12		8,150,000		6,479,250
Frontier Oil Corp., 11.75% Sr. Nts., 11/15/09		9,735,000		9,004,875
Gothic Energy Corp., 0%/14.125% Sr. Disc. Nts., 5/1/0613		18,450,000		6,549,750
Gothic Production Corp., 11.125% Sr. Sec. Nts., Series B, 5/1/058		11,825,000		10,110,375
Grant Geophysical, Inc., 9.75% Sr. Unsec. Nts., Series B, 2/15/087		5,925,000		3,762,375
Leviathan Gas Pipeline Partners LP/Leviathan Finance Corp.,
10.375% Sr. Unsec. Sub. Nts., Series B, 6/1/097		7,000,000		7,210,000
National Energy Group, Inc., 10.75% Sr. Nts., Series D, 11/1/0611, 12		6,955,000		4,416,425
Ocean Rig Norway AS, 10.25% Sr. Sec. Nts., 6/1/08		12,250,000		10,228,750
Parker Drilling Co., 9.75% Sr. Unsec. Nts., Series D, 11/15/06		4,600,000		4,381,500
Pogo Producing Co., 8.75% Sr. Sub. Nts., Series B, 5/15/07		9,185,000		8,656,862
R&B Falcon Corp., 12.25% Sr. Unsec. Nts., 3/15/06		8,500,000		9,180,000
RAM Energy, Inc., 11.50% Sr. Unsec. Nts., 2/15/08		20,215,000		10,410,725
RBF Finance Co., 11% Sr. Sec. Nts., 3/15/06		7,275,000		7,638,750
Statia Terminals International/Statia Terminals (Canada), Inc.,
11.75% First Mtg. Nts., Series B, 11/15/03		1,775,000		1,788,312
Stone Energy Corp., 8.75% Sr. Sub. Nts., 9/15/07		9,460,000		8,821,450
Universal Compression Holdings, Inc.:
0%/9.875% Sr. Disc. Nts., 2/15/0813		8,725,000		5,016,875
0%/11.375% Sr. Disc. Nts., 2/15/0913		2,400,000		1,188,000
				134,712,989
Financial-2. 0%
AB Spintab, 5.50% Bonds, Series 169, 9/17/03 [SEK]		110,100,000		12,589,279
AMRESCO, Inc.:
9.875% Sr. Sub. Nts., Series 98-A, 3/15/05		6,485,000		4,831,325
10% Sr. Sub. Nts., Series 97-A, 3/15/04		7,050,000		5,252,250

22  OPPENHEIMER STRATEGIC INCOME FUND

	Principal Amount1		Market Value See Note 1
Financial Continued
ASAT Finance LLC, Units (each unit consists of $1,000 principal
amount of 12.50% sr. nts., 11/1/06 and one warrant to purchase
shares of common stock)8, 14	$ 2,200,000	$	2,629,000
Bakrie Investindo, Zero Coupon Promissory Nts., 7/10/19987, 11, 12 [IDR]	27,000,000,000		535,007
Banco Nacional de Mexico SA, 11% Sub. Exchangeable
Capital Debs., 7/15/03	4,900,000		5,056,187
Bank Plus Corp., 12% Sr. Nts., 7/18/07	4,167,000		3,166,920
Federal Home Loan Bank Unsec. Unsub. Nts., 5.625%, 6/10/03 [GBP]	3,555,000		5,470,017
Hanvit Bank, 0%/12.75% Unsec. Sub. Nts., 3/1/108, 13	19,440,000		20,193,300
IBJ Preferred Capital Co. (The) LLC, 8.79% Bonds, 12/29/496, 8	6,550,000		6,249,551
LaBranche & Company, Inc., 12% Sr. Sub. Nts., 3/1/078	5,900,000		5,841,000
Local Financial Corp., 11% Sr. Nts., 9/8/048	10,000,000		10,050,000
Ocwen Capital Trust I, 10.875% Capital Nts., 8/1/27	5,350,000		3,129,750
Ocwen Financial Corp., 11.875% Nts., 10/1/03	9,275,000		8,579,375
Ongko International Finance Co. BV, 10.50% Gtd. Nts., 3/29/047, 11, 12	4,970,000		173,950
Parametric RE Ltd., 10.331% Nts., 11/19/076, 8	2,400,000		2,457,000
PT Polysindo Eka Perkasa:
11% Nts., 6/18/037, 11, 12	11,350,000		1,475,500
24% Nts., 6/19/0311, 12 [IDR]	6,484,800,000		111,364
SanLuis Corp., SA de CV, 8.875% Sr. Unsec. Nts., 3/18/08	4,588,000		4,232,430
Saul (B.F.) Real Estate Investment Trust, 9.75% Sr. Sec. Nts., Series B, 4/1/08	20,585,000		17,960,412
SBS Agro Finance BV, 10.25% Bonds, 7/21/007, 11, 12	14,961,000		935,062
Southern Pacific Funding Corp., 11.50% Sr. Nts., 11/1/0411, 12	7,580,000		3,676,300
Sovereign Bancorp, Inc., 10.50% Sr. Unsec. Nts., 11/15/06	6,400,000		6,360,000
Veritas Capital Trust, 10% Nts., 1/1/28	3,525,000		2,123,812
Veritas Holdings, Inc., 9.625% Sr. Nts., 12/15/037	6,117,000		5,780,565
			138,859,356
Food & Drug 0.5%
AmeriKing, Inc., 10.75% Sr. Nts., 12/1/06	7,600,000		6,498,000
Family Restaurants, Inc.:
9.75% Sr. Nts., 2/1/02	21,100,000		8, 967,500
10.875% Sr. Sub. Disc. Nts., 2/1/04	4,800,000		2,016,000
Fleming Cos., Inc., 10.625% Sr. Sub. Nts., Series B, 7/31/07	16,255,000		14,304,400
Pathmark Stores, Inc.:
10.75% Jr. Sub. Deferred Coupon Nts., 11/1/03	2,500,000		212,500
12.625% Sub. Nts., 6/15/02	3,000,000		915,000
Shoppers Food Warehouse Corp., 9.75% Sr. Nts., 6/15/04	3,225,000		3,386,250
			36,299,650

23   OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Principal Amount1		Market Value See Note 1
Food/Tobacco-0. 5%
Aurora Foods, Inc., 8.75% Sr. Sub. Nts., Series B, 7/1/08	$ 2,100,000	$	745,500
Canandaigua Brands, Inc., 8.50% Sr. Unsec. Sub. Nts., 3/1/09	1,500,000		1,391,250
Chiquita Brands International, Inc., 10% Sr. Nts., 6/15/09	1,975,000		1,540,500
Del Monte Foods Co., 0%/12. 50% Sr. Disc. Nts., Series B, 12/15/0713	6,581,000		4,935,750
Doane Pet Care Co., 9.75% Sr. Unsec. Sub. Nts., 5/15/07	2,197,000		1,988,285
Packaged Ice, Inc., 9.75% Sr. Unsec. Nts., Series B, 2/1/05	7,560,000		6,388,200
Purina Mills, Inc., 9% Sr. Unsec. Sub. Nts., 3/15/107, 11, 12	2,000,000		510,000
SmithField Foods, Inc., 7.625% Sr. Unsec. Sub. Nts., 2/15/08	2,800,000		2,436,000
Sparkling Spring Water Group Ltd., 11. 50% Sr. Sec. Sub. Nts., 11/15/07	12,550,000		10,102,750
Triarc Consumer Products Group LLC, 10.25% Sr. Sub. Nts., 2/15/09	5,300,000		5,035,000
			35,073,235
Forest Products/Containers-1. 1%
Ainsworth Lumber, Inc., 12.50% Sr. Nts., 7/15/0715	1,000,000		1,060,000
American Pad & Paper Co., 13% Sr. Sub. Nts., Series B, 11/15/0511, 12	6,112,000		511,880
Ball Corp.:
7.75% Sr. Unsec. Nts., 8/1/06	3,300,000		3,110,250
8.25% Sr. Unsec. Sub. Nts., 8/1/08	3,300,000		3,052,500
Consumers International, Inc., 10.25% Sr. Sec. Nts., 4/1/05	5,875,000		4,024,375
Domtar, Inc., 10.85% Debs., 8/5/17 [CAD]	1,700,000		1,441,393
Fletcher Challenge Finance U.S. A., Inc., 8.05% Debs., 6/15/03 [NZD]	4,755,000		2,323,814
Fletcher Challenge Ltd.:
10% Cv. Unsec. Sub. Nts., 4/30/05 [NZD]	4,900,000		2,460,866
14.50% Cv. Sub. Nts., 9/30/00 [NZD]	4,900,000		2,511,897
Gaylord Container Corp., 9.75% Sr. Nts., 6/15/07	2,800,000		2,534,000
Packaging Corp. of America, 9.625% Sr. Unsec. Sub. Nts., 4/1/09	4,800,000		4,752,000
Repap New Brunswick, Inc.:
9% First Priority Sr. Sec. Nts., 6/1/04	3,100,000		2,937,250
10.625% Second Priority Sr. Sec. Nts., 4/15/05	2,400,000		2,148,000
Riverwood International Corp.:
10.625% Sr. Unsec. Nts., 8/1/07	11,290,000		11,120,650
10.875% Sr. Sub. Nts., 4/1/08	8,280,000		7,824,600
SD Warren Co., 14% Unsec. Nts., 12/15/0615	16,327,710		18,123,758
Tembec Finance Corp., 9.875% Gtd. Sr. Nts., 9/30/05	1,000,000		1,000,000
U.S. Timberlands Co. LP, 9.625% Sr. Nts., 11/15/077	3,850,000		3,407,250
			74,344,483

24   OPPENHEIMER STRATEGIC INCOME FUND

	Principal Amount1		Market Value See Note 1
Gaming/Leisure-2.0%
AP Holdings, Inc., 0%/11.25% Sr. Disc. Nts., 3/15/0813	$ 2,150,000	$	440,750
Apcoa, Inc., 9.25% Sr. Unsec. Sub. Nts., 3/15/08	4,875,000		2,711,719
Capital Gaming International, Inc., 11.50% Promissory Nts., 8/1/199511, 12	33,500		-
Capstar Hotel Co., 8.75% Sr. Sub. Nts., 8/15/07	10,475,000		9,165,625
Casino Magic of Louisiana Corp., 13% First Mtg. Nts., Series B, 8/15/03	5,300,000		5,724,000
Coast Hotel & Casinos, Inc., 9.50% Sr. Unsec. Sub. Nts., 4/1/09	3,000,000		2,737,500
Florida Panthers Holdings, Inc., 9.875% Sr. Sub. Nts., 4/15/09	6,800,000		6,222,000
HMH Properties, Inc., 8.45% Sr. Nts., Series C, 12/1/08	9,425,000		8,235,094
Hollywood Casino Corp., 11.25% Sr. Sec. Nts., 5/1/07	6,000,000		6,030,000
Hollywood Park, Inc., 9.25% Sr. Unsec. Sub. Nts., Series B, 2/15/07	8,000,000		7,760,000
Horseshoe Gaming LLC, 9.375% Sr. Sub. Nts., 6/15/07	13,350,000		12,816,000
Intrawest Corp., 9.75% Sr. Nts., 8/15/08	11,875,000		11,340,625
Isle of Capri Casinos, Inc., 8.75% Sr. Unsec. Nts., 4/15/09	5,650,000		4,972,000
Jupiters Ltd., 8.50% Sr. Unsec. Nts., 3/1/06	7,100,000		6,620,750
Meristar Hospitality Corp., 8.75% Sr. Unsec. Sub. Nts., 8/15/077	8,000,000		7,180,000
Mohegan Tribal Gaming Authority:
8.125% Sr. Nts., 1/1/06	2,950,000		2,795,125
8.75% Sr. Unsec. Sub. Nts., 1/1/09	12,050,000		11,417,375
Premier Cruise Ltd., Sr. Nts., 3/15/087, 11, 12	10,800,000		2,592,000
Premier Parks, Inc.:
0%/10% Sr. Disc. Nts., 4/1/0813	6,350,000		4,056,062
9.25% Sr. Nts., 4/1/06	5,355,000		4,980,150
9.75% Sr. Nts., 6/15/07	10,000,000		9,412,500
Santa Fe Hotel, Inc., 11% Gtd. First Mtg. Nts., 12/15/007	100, 000		98,500
Six Flags Entertainment Corp., 8.875% Sr. Nts., 4/1/06	5,720,000		5,362,500
Station Casinos, Inc., 8.875% Sr. Unsec. Sub. Nts., 12/1/08	4,500,000		4,162,500
			136,832,775
Healthcare-0.5%
Fresenius Medical Care Capital Trust II, 7.875% Nts., 2/1/08	3,550,000		3,163,937
Fresenius Medical Care Capital Trust III, 7.375% Nts., 2/1/08 [DEM]	1,700,000		840,051
ICN Pharmaceutical, Inc.:
8.75% Sr. Nts., 11/15/088	4,100,000		3,833,500
8.75% Sr. Nts., 11/15/088	5,500,000		5,142,500
Kinetic Concepts, Inc., 9.625% Sr. Unsec. Sub. Nts., Series B, 11/1/07	975,000		706,875
King Pharmaceuticals, Inc., 10.75% Sr. Unsec. Sub. Nts., 2/15/097	4,750,000		4,726,250
Magellan Health Services, Inc., 9% Sr. Sub. Nts., 2/15/08	5,050,000		3,509,750
Oxford Health Plans, Inc., 11% Sr. Unsec. Nts., 5/15/05	6,415,000		6,382,925

25   OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Principal Amount1	Market Value See Note 1
Healthcare Continued
Tenet Healthcare Corp. :
8.125% Sr. Unsec. Sub. Nts., Series B, 12/1/08	$ 2,000,000	$ 1,835,000
8.625% Sr. Sub. Nts., 1/15/07	3,550,000	3,372,500
Unilab Finance Corp., 12.75% Sr. Sub. Nts., 10/1/09	3,900,000	3,870,750
		37,384,038
Housing-0.8%
Building Materials Corp. of America, 8.625% Sr. Nts., Series B, 12/15/06	3,400,000	3,077,000
CB Richard Ellis Services, Inc., 8.875% Sr. Unsec. Sub. Nts., 6/1/06	7,000,000	6,142,500
D. R. Horton, Inc., 8% Sr. Nts., 2/1/09	8,500,000	7,012,500
Del Webb Corp., 10.25% Sr. Unsec. Sub. Nts., 2/15/10	8,000,000	6,680,000
Formica Corp., 10.875% Sr. Unsec. Sub. Nts., Series B, 3/1/09	5,000,000	4,375,000
Kaufman & Broad Home Corp., 7.75% Sr. Nts., 10/15/04	13,800,000	12,558,000
Nortek, Inc.:
9.125% Sr. Nts., Series B, 9/1/07	11,450,000	10,476,750
9.25% Sr. Nts., Series B, 3/15/07	5,100,000	4,717,500
		55,039,250
Information Technology-1.0%
Amkor Technologies, Inc.:
9.25% Sr. Unsec. Nts., 5/1/06	3,700,000	3,589,000
10.50% Sr. Unsec. Sub. Nts., 5/1/09	15,000,000	14,737,500
Chippac International Ltd., 12.75% Sr. Sub. Nts., 8/1/098	5,000,000	5,287,500
Details, Inc., 10% Sr. Sub. Nts., Series B, 11/15/05	8,250,000	7,713,750
DII Group, Inc., 8.50% Sr. Sub. Nts., 9/15/07	925,000	928,469
Fairchild Semiconductor International, Inc., 10.375% Sr. Unsec. Nts., 10/1/07	10,500,000	10,368,750
Fisher Scientific International, Inc.:
9% Sr. Unsec. Sub. Nts., 2/1/08	8,760,000	8,015,400
9% Sr. Unsec. Sub. Nts., 2/1/08	1,875,000	1,715,625
Integrated Electric Services, Inc., 9.375% Sr. Sub. Nts., Series B, 2/1/09	2,000,000	1,730,000
Micron Technology, Inc., 6.50% Sub. Nts., 9/30/05	14,000,000	11,620,000
Wavetek Corp., 10.125% Sr. Sub. Nts., 6/15/07	6,175,000	6,823,375
		72,529,369
Manufacturing-1.4%
Applied Power, Inc., 8.75% Sr. Sub. Nts., 4/1/09	8,000,000	8,220,000
Axia, Inc., 10.75% Sr. Sub. Nts., 7/15/08	2,650,000	2,053,750
Blount, Inc., 13% Sr. Sub. Nts., 8/1/09	8,900,000	9,144,750
Burke Industries, Inc., 10% Sr. Sub. Nts., 8/15/07	3,475,000	1,442,125
Communications & Power Industries, Inc., 12% Sr. Sub. Nts.,
Series B, 8/1/05	12,553,000	9,885,487

26  OPPENHEIMER STRATEGIC INCOME FUND

	Principal Amount1		Market Value See Note 1
Manufacturing Continued
Eagle-Picher Industries, Inc., 9.375% Sr. Unsec. Sub. Nts., 3/1/08	$1,050,000		$897,750
Grove Worldwide LLC, 9.25% Sr. Sub. Nts., 5/1/08	5,800,000		2,639,000
Grupo Mexicano de Desarrollo SA, 8.25% Unsec. Unsub. Nts., 2/17/017, 11, 12	6,000,000		2,235,000
Hydrochem Industrial Services, Inc., 10.375% Sr. Sub. Nts., 8/1/07	5,800,000		4,495,000
Insilco Corp., 12% Sr. Sub. Nts., 8/15/07	10,550,000		10,075,250
International Wire Group, Inc., 11.75% Sr. Sub. Nts., Series B, 6/1/05	7,835,000		7,952,525
Iron Mountain, Inc., 8.75% Sr. Sub. Nts., 9/30/09	9,800,000		8,697,500
Jordan Industries, Inc., 10.375% Sr. Unsec. Nts., Series D, 8/1/07	7,750,000		7,401,250
Moll Industries, Inc., 10.50% Sr. Unsec. Sub. Nts., 7/1/087	2,600,000		1,053,000
Roller Bearing Co. of America, Inc., 9.625% Sr. Sub. Nts., Series B, 6/15/07	10,400,000		9,568,000
Terex Corp.:
8.875% Sr. Unsec. Sub. Nts., 4/1/087	1,400,000		1,225,000
8.875% Sr. Unsec. Sub. Nts., Series C, 4/1/087	5,100,000		4,462,500
Unifrax Investment Corp., 10.50% Sr. Nts., 11/1/037	5,000,000		4,837,500
			96,285,387
Media/Entertainment: Broadcasting-1.3%
Allbritton Communications Co., 8.875% Sr. Sub. Nts., Series B, 2/1/08	2,375,000		2,149,375
AMFM Operating, Inc., 12.625% Sr. Sub. Debs., Series E, 10/31/0615	1,393,500		1,581,622
Azteca Holdings SA, 11% Sr. Sec. Nts., 6/15/02	5,730,000		5,515,125
Chancellor Media Corp.:
8.125% Sr. Sub. Nts., Series B, 12/15/07	5,000,000		5,000,000
8.75% Sr. Unsec. Sub. Nts., Series B, 6/15/07	6,000,000		6,000,000
9% Sr. Unsec. Sub. Nts., 10/1/08	1,100,000		1,108,250
10.50% Sr. Sub. Nts., Series B, 1/15/07	2,895,000		3,097,650
Emmis Communications Corp., 8.125% Sr. Unsec. Sub. Nts.,
Series B, 3/15/09	12,225,000		11,430,375
Paxson Communications Corp., 11.625% Sr. Sub. Nts., 10/1/02	7,205,000		7,385,125
Radio One, Inc., 7% Sr. Sub. Nts., Series B, 5/15/046	3,000,000		3,210,000
RCN Corp., 10.125% Sr. Unsec. Nts., 1/15/10	8,750,000		7,875,000
Sinclair Broadcast Group, Inc.:
8.75% Sr. Sub. Nts., 12/15/07	6,325,000		5,471,125
9% Sr. Unsec. Sub. Nts., 7/15/07	3,990,000		3,571,050
Spanish Broadcasting System, Inc., 9.625% Sr. Sub. Nts., 11/1/09	7,300,000		6,971,500
TVAzteca SA de CV:
10.125% Sr. Nts., Series A, 2/15/04	3,300,000		3,168,000
10.50% Sr. Nts., Series B, 2/15/07	5,150,000		4,892,500
Young Broadcasting, Inc.:
8.75% Sr. Sub. Debs., 6/15/07	11,125,000		9,790,000
9% Sr. Sub. Nts., Series B, 1/15/06	825,000		746,625
			88,963,322

27  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Principal Amount1		Market Value See Note 1
Media/Entertainment: Cable/Wireless Video-4. 0%
Adelphia Communications Corp. :
7. 875% Sr. Unsec. Nts. , 5/1/09	$ 1, 400, 000	$	1, 197, 000
8. 125% Sr. Nts. , Series B, 7/15/03	4, 750, 000		4, 548, 125
8. 375% Sr. Nts. , Series B, 2/1/08	5, 150, 000		4, 635, 000
9. 25% Sr. Nts. , 10/1/02	7, 175, 000		7, 139, 125
9. 375% Sr. Nts. , 11/15/09	8, 000, 000		7, 540, 000
9. 875% Sr. Nts. , Series B, 3/1/07	2, 000, 000		1, 960, 000
10. 50% Sr. Unsec. Nts. , Series B, 7/15/04	6, 040, 000		6, 145, 700
Charter Communications Holdings LLC/Charter Communications
Holdings Capital Corp. :
0%/9. 92% Sr. Unsec. Disc. Nts. , 4/1/1115	27, 200, 000		15, 232, 000
8. 25% Sr. Unsec. Nts. , 4/1/07	10, 650, 000		9, 571, 687
10% Sr. Nts. , 4/1/098	350, 000		339, 500
Classic Cable, Inc. , 10. 50% Sr. Sub. Nts. , 3/1/108	2, 725, 000		2, 714, 781
Comcast UK Cable Partner Ltd. , 0%/11. 20% Sr. Disc. Debs. , 11/15/0713	6, 260, 000		6, 040, 900
CSC Holdings, Inc. :
9. 875% Sr. Sub. Debs. , 2/15/13	2, 435, 000		2, 486, 744
9. 875% Sr. Sub. Nts. , 5/15/06	625, 000		639, 062
10. 50% Sr. Sub. Debs. , 5/15/16	7, 950, 000		8, 546, 250
Diamond Cable Communications plc, 0%/11. 75% Sr. Disc. Nts. , 12/15/0513	27, 875, 000		26, 202, 500
Diamond Holdings plc, 9. 125% Sr. Nts. , 2/1/08	2, 050, 000		1, 968, 000
EchoStar DBS Corp. , 9. 375% Sr. Unsec. Nts. , 2/1/09	29, 500, 000		28, 615, 000
EchoStar I, 8. 25% Bonds, 2/26/017	2, 448, 249		2, 448, 249
EchoStar II, 8. 25% Sinking Fund Bonds, 11/9/017	3, 355, 590		3, 355, 590
Insight Midwest LP/Insight Capital, Inc. , 9. 75% Sr. Nts. , 10/1/098	4, 000, 000		4, 010, 000
NTL Communications Corp. :
0%/12. 375% Sr. Unsec. Nts. , Series B, 10/1/0813	14, 010, 000		9, 071, 475
9. 875% Sr. Nts. , 11/15/098 [EUR]	10, 450, 000		9, 674, 618
11. 50% Sr. Unsec. Nts. , Series B, 10/1/08	2, 850, 000		2, 935, 500
NTL, Inc. :
0%/9. 75% Sr. Deferred Coupon Nts. , Series B, 4/1/0813	5, 850, 000		3, 729, 375
0%/9. 75% Sr. Nts. , Series B, 4/15/0913 [GBP]	39, 800, 000		35, 556, 047
0%/10. 75% Sr. Unsec. Unsub. Nts. , Series B, 4/1/0813 [GBP]	7, 590, 000		8, 142, 850
7% Cv. Unsec. Sub. Nts. , 12/15/08	500, 000		1, 238, 125
10% Sr. Nts. , Series B, 2/15/07	7, 725, 000		7, 609, 125
Rogers Cablesystems Ltd. , 10% Second Priority Sr. Sec. Debs. , 12/1/07	4, 350, 000		4, 632, 750
Rogers Communications, Inc. , 8. 75% Sr. Nts. , 7/15/07 [CAD]	20, 000, 000		13, 776, 002
Telewest Communications plc:
0%/9. 25% Sr. Nts. , 4/15/098, 13	12, 750, 000		7, 458, 750
0%/9. 875% Sr. Nts. , 4/15/098, 13 [GBP]	12, 000, 000		11, 294, 724
0%/11% Sr. Disc. Debs. , 10/1/0713	10, 975, 000		10, 316, 500
United International Holdings, Inc. , 0%/10. 75% Sr. Disc. Nts. ,
Series B, 2/15/0813	16, 095, 000		11, 186, 025
			281, 957, 079

28   OPPENHEIMER STRATEGIC INCOME FUND

		Principal Amount1		Market Value See Note 1
Media/Entertainment: Diversified Media-1.5%
Amazon.com, Inc., 0%/10% Sr. Unsec. Disc. Nts., 5/1/0813		$22,650,000		$ 13,363,500
AMC Entertainment, Inc., 9.50% Sr. Unsec. Sub. Nts., 2/1/11		9,850,000		5,072,750
GSP I Corp., 10.15% First Mtg. Bonds, 6/24/108		748,535		692,628
IPC Magazines Group plc:
0%/10.75% Bonds, 3/15/0813 [GBP]		3,000,000		2,632,245
9.625% Bonds, 3/15/08 [GBP]		10,525,000		14,271,953
Lamar Advertising Co., 8.625% Sr. Sub. Nts., 9/15/07		4,250,000		3,995,000
Lamar Media Corp., 9.625% Sr. Unsec. Sub. Nts., 12/1/06		8,575,000		8,553,563
Mail-Well Corp., 8.75% Sr. Unsec. Sub. Nts., Series B, 12/15/08		2,335,000		2,043,125
Premier Graphics, Inc., 11.50% Sr. Unsec. Nts., 12/1/05		7,450,000		3,389,750
Regal Cinemas, Inc., 8.875% Sr. Unsec. Sub. Nts., 12/15/10		7,400,000		2,775,000
SFX Entertainment, Inc.:
9.125% Sr. Unsec. Sub. Nts., 12/1/08		1,600,000		1,584,000
9.125% Sr. Unsec. Sub. Nts., Series B, 2/1/08		13,725,000		13,587,750
Sun Media Corp., 9.50% Sr. Sub. Nts., 5/15/07		578,000		554,880
Time Warner Entertainment Co. LP, 8.375% Sr. Debs., 3/15/23		8,209,000		8,574,235
Time Warner, Inc., 9.125% Debs., 1/15/13		2,000,000		2,209,124
TVGuide, Inc., 8.125% Sr. Unsec. Sub. Nts., 3/1/09		8,750,000		8,662,500
World Color Press, Inc., 7.75% Sr. Unsec. Sub. Nts., 2/15/09		4,000,000		3,835,116
WRC Media Corp., Units (each unit consists of $1,000 principal
amount of 12.75% sr. sub. nts., 11/15/09 and one warrant to
purchase 1.353 shares of common stock)8, 14		11,500,000		11,270,000
				107,067,119
Media/Entertainment: Telecommunications-8.6%
Adelphia Business Solutions, Inc., 12% Sr. Sub. Nts., 11/1/07		9,500,000		9,690,000
Allegiance Telecom, Inc., 12.875% Sr. Nts., 5/15/08		2,000,000		2,190,000
Colo.Com, Units (each unit consists of $1,000 principal amount
of 13.875% sr. nts., 3/15/10 and one warrant to purchase 19.9718
shares of common stock)8, 14		6,350,000		6,508,750
COLT Telecom Group plc:
0%/12% Sr. Unsec. Disc. Nts., 12/15/0613		3,950,000		3,495,750
7.625% Bonds, 7/31/08 [DEM]		10,800,000		5,043,008
8.875% Sr. Nts., 11/30/07 [DEM]		4,450,000		2,198,958
10.125% Sr. Nts., 11/30/07 [GBP]		6,290,000		10,235,126
Units (each unit consists of $1,000 principal amount of 0%/12% sr. disc. nts., 12/15/06 and one warrant to purchase 7.8 ordinary shares)13, 14		17,325,000		20,616,750
Concentric Network Corp., 12.75% Sr. Unsec. Nts., 12/15/07		4,085,000		4,370,950

29  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Principal Amount1	Market Value See Note 1
Media/Entertainment: Telecommunications Continued
Covad Communications Group, Inc.:
0%/13.50% Sr. Disc. Nts., 3/15/0813	$16,575,000	$ 9,945,000
12% Sr. Nts., 2/15/108	350,000	320,250
Equinix, Inc., Units (each unit consists of $1,000 principal amount
of 13% sr. nts., 12/1/07 and one warrant to purchase 11.255 shares
of common stock)8, 14	8,100,000	8,464,500
ESAT Telecom Group plc, 11.875% Sr. Unsec. Unsub. Nts., 11/1/09 [EUR]	2,500,000	3,014,235
Exodus Communications, Inc.:
10.75% Sr. Nts., 12/15/098	12,000,000	11,940,000
11.25% Sr. Nts., 7/1/08	8,720,000	8,720,000
FirstWorld Communications, Inc., 0%/13% Sr. Disc. Nts., 4/15/0813	7,000,000	3,325,000
FLAG Telecom Holdings Ltd., 11.625% Sr. Nts., 3/30/108	4,750,000	4,512,500
Focal Communications Corp.:
0%/12.125% Sr. Unsec. Disc. Nts., 2/15/08	4,305,000	2,798,250
11.875% Sr. Nts., 1/15/108	5,350,000	5,376,750
Global Crossing Ltd., 9.625% Sr. Nts., 5/15/08	13,285,000	12,886,450
Global Telesystems Group, Inc., 10.50% Sr. Unsec. Bonds, 12/1/068 [EUR]	7,200,000	6,553,808
Globix Corp., 12.50% Sr. Nts., 2/1/108	13,850,000	12,811,250
GST Telecommunications, Inc., 0%/13.875% Cv. Sr. Sub. Disc.
Nts., 12/15/058, 13	1,800,000	1,473,750
GST Telecommunications, Inc./GST Network Funding Corp., Inc.,
0%/10.50% Sr. Disc. Nts., 5/1/0813	3,540,000	1,504,500
GST USA, Inc., 0%/13.875% Gtd. Sr. Disc. Nts., 12/15/0513	2,835,000	1,516,725
ICG Holdings, Inc., 0%/12.50% Sr. Sec. Disc. Nts., 5/1/0613	2,800,000	2,289,000
ICG Services, Inc., 0%/10% Sr. Exchangeable Unsec. Disc. Nts., 2/15/0813	1,235,000	673,075
Intermedia Communications, Inc.:
0%/12.25% Sr. Disc. Nts., Series B, 3/1/0913	9,980,000	6,037,900
8.50% Sr. Nts., Series B, 1/15/08	18, 015,000	15,763,125
8.60% Sr. Unsec. Nts., Series B, 6/1/08	4,745,000	4,199,325
8.875% Sr. Nts., 11/1/07	7,815,000	7,072,575
Jazztel plc, 13.25% Sr. Nts., 12/15/098 [EUR]	10,700,000	10,456,405
KMC Telecom Holdings, Inc.:
0%/12.50% Sr. Unsec. Disc. Nts., 2/15/0813	24,141,000	12,674,025
13.50% Sr. Unsec. Nts., 5/15/09	4,000,000	4,000,000
Level 3 Communications, Inc.:
0%/10.50% Sr. Disc. Nts., 12/1/0813	22,350,000	12,348,375
9.125% Sr. Unsec. Nts., 5/1/08	8,280,000	7,182,900
11% Sr. Nts., 3/15/088	3,750,000	3,600,000
11.25% Sr. Nts., 3/15/108	3,700,000	3,570,500
McLeodUSA, Inc.:
8.125% Sr. Unsec. Nts., 2/15/09	10,090,000	8,929,650
8.375% Sr. Nts., 3/15/08	5,000,000	4,500,000
9.25% Sr. Nts., 7/15/07	1,725,000	1,625,813

30     OPPENHEIMER STRATEGIC INCOME FUND

	Principal Amount1	Market Value See Note 1
Media/Entertainment: Telecommunications Continued
Metromedia Fiber Network, Inc. :
10% Sr. Nts., 12/15/09	$15,350,000	$14,716,813
10% Sr. Unsec. Nts., Series B, 11/15/08	17,200,000	16,426,000
Metromedia International Group, Inc., 0%/10.50% Sr. Unsec. Disc. Nts., 9/30/077, 13	26,139,615	12,416,317
MGC Communications, Inc./Mpower Communications Corp., 13% Sr. Nts., 4/1/108	7,700,000	7,353,500
Netia Holdings BV:
0%/11% Sr. Disc. Nts., 11/1/0713 [DEM]	11,100,000	3,828,667
0%/11% Sr. Disc. Nts., Series B, 11/1/0713 [DEM]	9,750,000	3,363,018
0%/11.25% Sr. Disc. Nts., Series B, 11/1/0713	4,900,000	3,417,750
Netia Holdings II BV, 13.50% Sr. Nts., 6/15/09 [EUR]	7,750,000	7,712,614
NEXTLINK Communications, Inc.:
9% Sr. Nts., 3/15/08	8,150,000	7,335,000
9.625% Sr. Nts., 10/1/07	15,130,000	13,957,425
10.75% Sr. Unsec. Nts., 11/15/08	7,300,000	7,026,250
10.75% Sr. Unsec. Nts., 6/1/09	4,990,000	4,790,400
NorthPoint Communications Group, Inc., 12.875% Nts., 2/15/108	7,350,000	6,578,250
Optel, Inc., 13% Sr. Nts., Series B, 2/15/0512	5,675,000	4,738,625
PSINet, Inc.:
10% Sr. Unsec. Nts., Series B, 2/15/05	16,000,000	15,120,000
10.50% Sr. Nts., 12/1/068 [EUR]	8,150,000	7,584,270
Qwest Communications International, Inc.:
0%/8.29% Sr. Unsec. Disc. Nts., Series B, 2/1/0813	12,855,000	9,962,162
0%/9.47% Sr. Disc. Nts., 10/15/0713	10,310,000	8,405,465
Rhythms Net Connections, Inc., 14% Sr. Unsec. Nts., 2/15/108	12,200,000	10,553,000
RSL Communications plc:
0%/10% Bonds, 3/15/0813 [DEM]	4,100,000	1,098,256
0%/10.125% Sr. Disc. Nts., 3/1/0813	5,425,000	2,902,375
10.50% Gtd. Sr. Nts., 11/15/08	9,000,000	7,650,000
12.875% Sr. Unsec. Nts., 3/1/108	6,500,000	6,207,500
Shaw Communications, Inc., 8. 54% Debs., 9/30/27 [CAD]	14,580,000	9,505,019
Tele1 Europe BV:
11.875% Sr. Nts., 12/1/098 [EUR]	5,300,000	5,179,341
13% Sr. Unsec. Nts., 5/15/097 [EUR]	5,000,000	5,071,570
Teligent, Inc., 11.50% Sr. Nts., 12/1/07	4,835,000	4,375,675
Time Warner Telecom LLC, 9.75% Sr. Nts., 7/15/08	4,000,000	4,060,000
United Pan-Europe Communications NV:
0%/13.375% Sr. Disc. Nts., 11/1/098, 13	11,000,000	5,665,000
0%/13.75% Sr. Disc. Nts., 2/1/108, 13	18,800,000	9,494,000
10.875% Sr. Nts., 11/1/078	1,000,000	935,000
10.875% Sr. Nts., 8/1/09 [EUR]	13,250,000	12,282,709
10.875% Sr. Nts., 8/1/09	12,150,000	11,238,750
11.25% Sr. Nts., 11/1/098 [EUR]	9,500,000	8,897,376
11.25% Sr. Nts., Series B, 2/1/108	5,000,000	4,825,000
11.50% Sr. Nts., 2/1/108	1,000,000	965,000

31   OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited/Continued

	Principal Amount1		Market Value See Note 1
Media/Entertainment: Telecommunications Continued
Verio, Inc.:
10.375% Sr. Unsec. Nts., 4/1/05	$10,115,000		$9,710,400
10.625% Sr. Nts., 11/15/098	6,000,000		5,850,000
11.25% Sr. Unsec. Nts., 12/1/08	9,600,000		9,552,000
13.50% Sr. Unsec. Nts., 6/15/04	1,960,000		2,067,800
Versatel Telecom International NV:
11.25% Sr. Nts., 3/30/108 [EUR]	5,400,000		5,050,997
11.875% Sr. Nts., 7/15/09 [EUR]	6,000,000		5,856,228
Viatel, Inc., 11.25% Sr. Sec. Nts., 4/15/08	14,250,000		13,181,250
WAM!NET, Inc., 0%/13.25% Sr. Unsec. Disc. Nts., Series B, 3/1/0513	16,895,000		9,461,200
Winstar Communications, Inc., 12.75% Sr. Nts., 4/15/102, 8	3,000,000		2,925,000
Winstar Equipment Corp., 12.50% Gtd. Sr. Sec. Exchangeable Nts., 3/15/04	3,000,000		3,375,000
Worldwide Fiber, Inc., 12% Sr. Unsec. Sub. Nts., 8/1/09	4,900,000		4,655,000
			601,757,900
Media/Entertainment: Wireless Communications--4.5%
Arch Communications, Inc., 12.75% Sr. Nts., 7/1/07	2,125,000		1,742,500
Celcaribe SA, 14.50% Sr. Sec. Nts., 3/15/04	12,750,000		11,092,500
CellNet Data Systems, Inc., 0%/14% Sr. Disc. Nts., 10/1/0711, 12, 13	21,148,000		1,744,710
Clearnet Communications, Inc., 0%/14.75% Sr. Disc. Nts., 12/15/0513	2,040,000		2,050,200
Comunicacion Celular SA, 0%/14.125% Sr. Unsec. Deferred Bonds, 3/1/058, 13	16,359,000		10,837,838
Crown Castle International Corp.:
0%/10.375% Sr. Disc. Nts., 5/15/1113	9,600,000		5,472,000
0%/10.625% Sr. Unsec. Disc. Nts., 11/15/0713	14,510,000		10,084,450
9% Sr. Nts., 5/15/11	3,800,000		3,458,000
CTI Holdings SA, 0%/11.50% Sr. Deferred Coupon Nts., 4/15/0813	8,600,000		5,525,500
Geotek Communications, Inc.:
0%/15% Sr. Sec. Disc. Nts., Series B, 7/15/0511, 12, 13	6,475,000		3,269,875
12% Cv. Sr. Sub. Nts., 2/15/0111, 12	625,000		-
ICO Global Communications (Holdings) Ltd., Units
(each unit consists of $1,000 principal amount of
15% sr. nts., 8/1/05 and one warrant to purchase
19.85 shares of common stock)11, 12, 14	4,600,000		2,737,000
Leap Wireless International, Inc., Units (each unit consists of
12.50% sr. nts., 4/15/10 and one warrant to purchase 5.146
shares of common stock)8, 14	6,700,000		6,733,500
Metrocall, Inc., 10.375% Sr. Sub. Nts., 10/1/077	7,470,000		6,293,475
Microcell Telecommunications, Inc.:
0%/11.125% Sr. Disc. Nts., Series B, 10/15/0713 [CAD]	11,545,000		5,487,016
0%/12% Sr. Unsec. Disc. Nts., 6/1/0913	10,000,000		6,250,000
0%/14% Sr. Disc. Nts., Series B, 6/1/0613	3,100,000		2,759,000
Millicom International Cellular SA, 0%/13.50% Sr. Disc. Nts., 6/1/0613	8,715,000		7,407,750

32   OPPENHEIMER STRATEGIC INCOME FUND

	Principal Amount1		Market Value See Note 1
Media/Entertainment: Wireless Communications Continued
Nextel Communications, Inc.:
0%/9.75% Sr. Disc. Nts., 10/31/0713	$3,950,000		$2,745,250
0%/9.95% Sr. Disc. Nts., 2/15/0813	17,290,000		11,757,200
0%/10.65% Sr. Disc. Nts., 9/15/0713	14,065,000		10,302,613
9.375% Sr. Unsec. Nts., 11/15/09	10,000,000		9,250,000
Omnipoint Corp.:
11.50% Sr. Nts., 9/15/098	14,950,000		15,921,750
11.625% Sr. Nts., 8/15/06	13,585,000		14,400,100
11.625% Sr. Nts., Series A, 8/15/06	14,135,000		14,983,100
Orange plc, 8.75% Sr. Unsec. Nts., 6/1/067	5,250,000		5,328,750
ORBCOMM Global LP/ORBCOMM Capital Corp., 14% Sr. Nts., 8/15/04	15,930,000		15,213,150
Orion Network Systems, Inc., 0%/12.50% Sr. Disc. Nts., 1/15/0713	11,975,000		5,568,375
Pinnacle Holdings, Inc., 0%/10% Sr. Unsec. Disc. Nts., 3/15/0813	10,985,000		7,057,863
Polska Telefoniz Cyfrowa International Financial II SA,
11.25% Sr. Sub. Nts., 12/1/098 [EUR]	5,000,000		4,928,035
Price Communications Wireless, Inc.:
9.125% Sr. Sec. Nts., Series B, 12/15/06	10,825,000		10,554,375
11.75% Sr. Sub. Nts., 7/15/07	10,240,000		11,110,400
PTC International Finance BV, 0%/10.75% Gtd. Sr. Unsec. Sub. Bonds, 7/1/0713	6,532,000		4,392,770
Real Time Data Co., 11% Disc. Nts., 5/31/098, 15	7,315,027		7,190,159
Rural Cellular Corp., 9.625% Sr. Sub. Nts., Series B, 5/15/08	9,550,000		9,215,750
Satelites Mexicanos SA, 10.125% Sr. Nts., 11/1/04	3,710,000		2,940,175
SBA Communications Corp., 0%/12% Sr. Unsec. Disc. Nts., 3/1/0813	28,875,000		18,768,750
Spectrasite Holdings, Inc.:
0%/11.25% Sr. Unsec. Disc. Nts., 4/15/0913	6,900,000		3,588,000
0%/12% Sr. Disc. Nts., 7/15/0813	10,410,000		6,298,050
10.75% Sr. Nts., 3/15/108	2,350,000		2,238,375
Sprint Spectrum LP/Sprint Spectrum Finance Corp.,
0%/12.50% Sr. Disc. Nts., 8/15/0613	610,000		579,246
USA Mobile Communications, Inc. II, 14% Sr. Nts., 11/1/04	9,965,000		9,416,925
VoiceStream Wireless Corp., 10. 375% Sr. Nts., 11/15/098	20,000,000		20,000,000
			316,694,475
Metals/Minerals-1. 3%
AEI Resources, Inc., 11.50% Sr. Sub. Nts., 12/15/068	5,000,000		275,000
AK Steel Corp.:
7.875% Sr. Unsec. Nts., 2/15/09	18,000,000		16,380,000
9.125% Sr. Nts., 12/15/06	13,360,000		13,092,800
California Steel Industries Corp., 8.50% Sr. Unsec. Nts., Series B, 4/1/09	4,400,000		4,048,000
Centaur Mining & Exploration Ltd., 11% Sr. Nts., 12/1/07	7,025,000		6,533,250
Great Lakes Carbon Corp., 10.25% Sr. Sub. Nts., Series B, 5/15/08	7,250,000		6,670,000
International Utility Structures, Inc., 10.75% Sr. Sub. Nts., 2/1/08	2,000,000		1,710,000

33   OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Principal Amount1		Market Value See Note 1
Metals/Minerals Continued
Kaiser Aluminum & Chemical Corp., 12.75% Sr. Sub. Nts., 2/1/03	$3,950,000		$3,673,500
Keystone Consolidated Industries, Inc., 9.625% Sr. Sec. Nts., 8/1/07	5,700,000		4,873,500
Metallurg Holdings, Inc., 0%/12.75% Sr. Disc. Nts., 7/15/0813	18,300,000		5,215,500
Metallurg, Inc., 11% Sr. Nts., 12/1/07	11,595,000		9,449,925
National Steel Corp., 9.875% First Mtg. Bonds, Series D, 3/1/09	9,600,000		9,432,000
P&L Coal Holdings Corp., 9.625% Sr. Sub. Nts., Series B, 5/15/087	13,000,000		11,602,500
Republic Technologies International Holdings LLC/RTI Capital
Corp., Units (each unit consists of $1,000 principal amount of
13.75% sr. nts., 7/15/09 and one warrant to purchase Cl.D common
stock at $0.01 per share)14	6,900,000		1,552,500
			94,508,475
Retail-0.2%
Central Termica Guemes, 12% Bonds, 11/26/017, 11, 12	6,025,000		301,250
Eye Care Centers of America, Inc., 9.125% Sr. Unsec. Sub. Nts., 5/1/08	3,775,000		2,189,500
Finlay Enterprises, Inc., 9% Debs., 5/1/087	4,000,000		3,560,000
Finlay Fine Jewelry Corp., 8.375% Sr. Nts., 5/1/08	3,125,000		2,781,250
Home Interiors & Gifts, Inc., 10.125% Sr. Sub. Nts., 6/1/087	5,065,000		4,077,325
Just For Feet, Inc., 11% Sr. Sub. Nts., 5/1/097, 11, 12	4,300,000		107,500
Pantry, Inc. (The), 10.25% Sr. Sub. Nts., 10/15/07	3,450,000		3,053,250
			16,070,075
Service-1.6%
Allied Waste North America, Inc.:
7.625% Sr. Nts., Series B, 1/1/06	2,250,000		1,856,250
7.875% Sr. Unsec. Nts., Series B, 1/1/09	6,620,000		5,296,000
10% Sr. Unsec. Sub. Nts., Series B, 8/1/09	11,200,000		8,568,000
American Plumbing & Mechanical, Inc., 11. 625% Gtd. Sr. Sub. Nts.,
Series B, 10/15/08	8,500,000		7,607,500
Azurix Corp., 10.75% Sr. Nts., 2/15/108	9,250,000		9,250,000
Brand Scaffold Service, Inc. , 10.25% Sr. Unsec. Nts., 2/15/08	2,000,000		1, 780, 000
Charles River Laboratories, Inc., 13.50% Sr. Sub. Nts., 10/1/098	5,950,000		6,158,250
Coinstar, Inc., 13% Sr. Disc. Nts., 10/1/06	2,525,000		2,537,625
Comforce Operating, Inc., 12% Sr. Nts., Series B, 12/1/07	2,920,000		1,715,500
ConProca SA de CV, 12% Sec. Bonds, 6/16/10	5,000,000		5,440, 625
Dyncorp, Inc., 9.50% Sr. Sub. Nts., 3/1/07	6,345,000		5,202,900
IT Group, Inc., 11.25% Sr. Unsec. Sub. Nts., Series B, 4/1/09	5,000,000		4,750,000
Kindercare Learning Centers, Inc. , 9.50% Sr. Sub. Nts., 2/15/097	5,330,000		4,823,650
Protection One Alarm Monitoring, Inc., 6.75% Cv. Sr. Sub. Nts., 9/15/03	11,090,000		6,251,988
Protection One, Inc., 7.375% Gtd. Sr. Unsec. Nts., 8/15/05	6,250,000		4,531,250

---

---

34 OPPENHEIMER STRATEGIC INCOME FUND

	Principal Amount1		Market Value See Note 1
Service Continued
Safety-Kleen Corp., 9.25% Sr. Unsec. Nts., 5/15/09	$13,100,000		$1,179,000
United Rentals, Inc.:
9% Sr. Unsec. Sub. Nts., Series B, 4/1/09	6,050,000		5, 293,750
9.25% Sr. Unsec. Sub. Nts., Series B, 1/15/09	7,300,000		6,497,000
United Stationers Supply Co., 12.75% Sr. Sub. Nts., 5/1/05	3,304,000		3,535,280
URS Corp., 12.25% Sr. Sub. Nts., Series B, 5/1/09	14,375,000		14, 878,125
US Unwired, Inc., 0%/13.375% Sr. Disc. Nts., 11/1/098,13	14,500,000		7,793,750
			114,946,443
Transportation-3.4%
Aftermarket Technology Corp., 12% Sr. Sub. Nts., Series B, 8/1/04	3,700,000		3,700,000
America West Airlines, Inc., 10.75% Sr. Nts., 9/1/05	22,273,000		21,437,763
Amtran, Inc.:
9.625% Nts., 12/15/05	4,000,000		3,380,000
10.50% Sr. Nts., 8/1/04	7,800,000		6,825,000
10.50% Sr. Nts., 8/1/048	3,500,000		3,062,500
Atlas Air, Inc.:
9.25% Sr. Nts., 4/15/08	7,700,000		7,122,500
9.375% Sr. Unsec. Nts., 11/15/06	7,000,000		6,545,000
10.75% Sr. Nts., 8/1/05	8,183,000		8,223,915
Budget Group, Inc., 9.125% Sr. Unsec. Nts., 4/1/06	12,125,000		9,760,625
Cambridge Industries, Inc., 10.25% Sr. Sub. Nts., Series B, 7/15/07	4,775,000		847,563
Collins & Aikman Products Co., 11.50% Sr. Unsec. Sub. Nts., 4/15/06	4,875,000		4,667,813
Dura Operating Corp.:
9% Sr. Sub. Nts., Series B, 5/1/09	2,000,000		1,860,000
9% Sr. Sub. Nts., Series B, 5/1/09 [EUR]	8,600,000		7,653,286
Federal-Mogul Corp., 7.875% Nts., 7/1/10	6,500,000		5,034,257
General Motors Acceptance Corp., 6.875% Nts., Series EC, 9/9/04 [GBP]	15,135,000		24,032,592
Great Lakes Dredge & Dock Corp., 11.25% Sr. Unsec. Sub. Nts., 8/15/08	6,655,000		6,887,925
Hayes Wheels International, Inc.:
9.125% Sr. Sub. Nts., 7/15/07	5,550,000		4,981,125
11% Sr. Sub. Nts., 7/15/06	6,690,000		6,589,650
HDA Parts System, Inc., 12% Sr. Sub. Nts., 8/1/05	3,650,000		3,193,750
Key Plastics, Inc., 10.25% Sr. Sub. Nts., Series B, 3/15/0712	3,835,000		364,325
Lear Corp., 9.50% Sub. Nts., 7/15/06	2,825,000		2,754,375
Millenium Seacarriers, Inc., Units (each unit consists of $1,000principal amount of 12% first priority ship mtg. sr. sec. nts., 7/15/05 and one warrant to purchase five shares of common stock)6, 7, 14	5,400,000		2,997,000
Navigator Gas Transport plc:
10.50% First Priority Ship Mtg. Nts., 6/30/078	13,175,000		5,731,125
Units (each unit consists of $1,000 principal amount of 12% second priority ship mtg. nts., 6/30/07 and 7.66 warrants)7,14	11,325,000		622,875

35   OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Principal Amount1		Market Value See Note 1
Transportation Continued
Oxford Automotive, Inc., 10.125% Sr. Unsec. Sub. Nts., Series D, 6/15/07	$21,250,000		$19,868,750
Pycsa Panama SA, 10.28% Sr. Sec. Bonds, 12/15/127	3,822,995		2,303,354
Tenneco, Inc., 11.625% Sr. Unsec. Sub. Nts., Series B, 10/15/09	14,250,000		13,965,000
TFM SA de CV, 10.25% Sr.Nts., 6/15/07	5,225,000		5,029,063
Trans World Airlines Lease, 14% Equipment Trust, 7/2/087	3,030,994		2,606,655
Trans World Airlines, Inc., 11.50% Sr. Sec. Nts., 12/15/04	12,270,000		8,159,550
Transtar Holdings LP/Transtar Capital Corp., 13.375% Sr. Disc. Nts., Series B, 12/15/03	27,791,000		28,694,208
Tribasa Toll Road Trust, 10.50% Nts., Series 1993-A, 12/1/118	11,257,466		6,219,750
			235,121,294
Utility-0.3%
Beaver Valley II Funding Corp., 9% Second Lease Obligation Bonds, 6/1/17	956,000		951,220
Calpine Corp., 8.75% Sr. Nts., 7/15/07	4,000,000		3,960,000
El Paso Electric Co., 9.40% First Mtg. Sec. Nts., Series E, 5/1/11	9,300,000		9,863,245
Subic Power Corp., 9.50% Sr. Sec. Nts., 12/28/087	9,349,448		8,507,998
			23,282,463
Total Corporate Bonds and Notes (Cost $3,370,874,373)			2,910,200,737
	Shares
Preferred Stocks-2.5%
AmeriKing, Inc., 13% Cum. Sr. Exchangeable, Non-Vtg.15	258,401		2,874,711
BankUnited Capital Trust, 10.25% Gtd. Bonds, 12/31/26	10,050,000		8,668,125
CGA Group Ltd., Series A7, 15, 16	190,161		4,754,025
Chesapeake Energy Corp., 7% Cv., Non-Vtg.8, 11	146,175		5,445,019
Clark USA, Inc., 11.50% Cum. Sr. Exchangeable, Non-Vtg.15	6,020		1,219,050
Concentric Network Corp., 13.50% Sr. Redeemable Exchangeable,
Series B, Non-Vtg.15	8,713		8,909,042
Contour Energy Co., $2.625 Cum. Cv.11	159,100		636,400
CRIIMI MAE, Inc., 10.875% Cum. Cv., Series B, Non-Vtg.11	278,000		4,274,250
Crown American Realty Trust, 11% Cum., Series A, Non-Vtg.	49,500		1,837,687
CSC Holdings, Inc., 11.125% Cum., Series M15	78,650		8,454,875
Doane Products Co., 14.25% Exchangeable, Non-Vtg.7, 11	255,000		9,753,750
Dobson Communications Corp.:
12.25% Sr. Exchangeable, Non-Vtg.15	9,194		8,964,150
13% Sr. Exchangeable, Non-Vtg.15	8,976		9,514,560
e.spire Communications, Inc., 12.75% Jr. Redeemable, Non-Vtg.15	10,336		2,609,840
Eagle-Picher Holdings, Inc., 11.75% Cum. Exchangeable, Series B, Non-Vtg.11	39,000		1,121,250
Earthwatch, Inc., 12% Cv. Sr., Series C, Non-Vtg.7, 11	269,508		673,770

36   OPPENHEIMER STRATEGIC INCOME FUND

	Shares		Market Value See Note 1
Preferred Stocks Continued
Fidelity Federal Bank, 12% Non-Cum. Exchangeable, Series A	20	$	295
Global Crossing Ltd., 10.50% Sr. Exchangeable15	20,000		1,955,000
ICG Holdings, Inc., 14.25% Exchangeable, Non-Vtg.15	6,572		6,259,830
Intermedia Communications, Inc.:
13.50% Exchangeable, Series B15	6,265		5,904,763
Depositary Shares Representing one one-hundredth 7% Cum. Cv. Jr., Series E, Non-Vtg.8	116,450		4,789,006
International Utility Structures, Inc.:
13%, Non-Vtg.8, 15	308		255,640
Units (each unit consists of $1,000 principal amount of 13% sr. exchangeable preferred
stock and one warrant to purchase 30 shares of common stock)7, 14, 15	1,090		974,188
Nebco Evans Holdings, Inc., 11.25% Sr. Redeemable Exchangeable Non-Vtg.15	96,993		12,124
Nextel Communications, Inc., 11.125% Exchangeable, Series E, Non-Vtg.15	7,903		7,567,123
NEXTLINK Communications, Inc., 14% Cum., Non-Vtg.15	321,187		16,460,834
Paxson Communications Corp., 13.25% Cum. Jr. Exchangeable, Non-Vtg.15	998		10,154,650
PRIMEDIA, Inc.:
8.625% Exchangeable, Series H, Non-Vtg.	165,600		14,283,000
9.20% Exchangeable, Series F, Non-Vtg.	46,400		4,187,600
Rural Cellular Corp., 11.375% Cum. Sr., Series B, Non-Vtg.15	16,578		15,790,545
SF Holdings Group, Inc.:
13.75% Cum. Nts., Series B, 3/15/09, Non-Vtg.15	300		1,357,500
13.75% Exchangeable8	75		339,375
Star Gas Partners, LP	7,147		97,378
Supermarkets General Holdings Corp., $3.52 Exchangeable11, 15	200,000		325,000
World Access, Inc., Cv. Sr., Series D, Non-Vtg.7, 11	3,010		2,498,300
Total Preferred Stocks (Cost $229,330,869)			172,922,655
Common Stocks-0.6%
Celcaribe SA8, 11	1,658,520		3,524,355
ECM Fund, LPI7, 11	525		460,031
El Paso Electric Co.11	175,000		1,815,625
Equitable Bag, Inc.7, 11	68,985		68,985
Horizon Group Properties, Inc.11	19,435		85,028
Intermedia Communications, Inc.11	863		41,694
Ladish Co., Inc.11	100,000		625,000
Optel, Inc.7, 11	11,560		116
Premier Holdings Ltd.7, 11, 16	799,833		2,599,457
Price Communications Corp.11	130,000		2,990,000

37    OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Shares	Market Value See Note 1
Common Stocks Continued
SF Holding Group, Cl. C7, 11	11,100	$                111
Tele1 Europe Holding AB, Sponsored ADR8, 11	93,961	1,825,199
VoiceStream Wireless Corp.11	224,654	28,938,244
Walter Industries, Inc.	100,000	775,000
Wilshire Financial Services Group, Inc.11	568,825	462,170
Total Common Stocks (Cost $6,595,166)		44,211,015
	Units
Rights, Warrants and Certificates-0.2%
Adelphia Business Solutions, Inc. Wts., Exp. 4/15/01	1,035	315,804
American Telecasting, Inc. Wts., Exp. 8/10/007	8,000	80
Australis Holdings PTY Ltd./Australia Media Ltd. Wts., Exp. 5/15/007	780	5
Becker Gaming, Inc. Wts., Exp. 11/15/007	262,500	-
CellNet Data Systems, Inc. Wts., Exp. 10/1/078	13,893	53,835
CGA Group Ltd. Wts., Exp. 6/16/077, 16	130,000	39,000
Charles River Laboratories, Inc., Wts., Exp 10/1/09	5,950	29,750
Clearnet Communications, Inc. Wts., Exp. 9/15/05	7,425	238,188
Comunicacion Celular SA Wts., Exp. 11/15/037	8,109	203,739
Concentric Network Corp. Wts., Exp. 12/15/077	4,650	2,186,081
Covergent Communications, Inc. Wts., Exp. 4/1/08	18,300	224,175
e. spire Communications, Inc. Wts., Exp. 11/1/05	5,225	44,945
FirstWorld Communications, Inc. Wts., Exp. 4/15/088	7,000	1,225,000
Geotek Communications, Inc. Wts., Exp. 7/15/057	690,000	6,900
Globix Corp. Wts., Exp. 5/1/05	12,340	6,170,000
Golden State Bancorp, Inc. Wts., Exp. 1/1/01	48,080	64,607
Gothic Energy Corp. Wts.:
Exp. 1/23/03	128,643	-
Exp. 1/23/037	64,350	643
Exp. 9/1/047	189,000	-
Exp. 5/1/057	146,363	14,636
Grand Union Co. Wts., Exp. 8/17/03	11,563	3,613
HF Holdings, Inc. Wts., Exp. 9/27/007	34,425	516,375
ICG Communications, Inc. Wts., Exp. 9/15/05	46,860	1,301,293
In-Flight Phone Corp. Wts., Exp. 8/31/02	13,050	-
Insilco Corp. Wts., Exp. 8/15/077	7,780	-
KMC Telecom Holdings, Inc. Wts., Exp. 4/15/087	23,200	71,062
Long Distance International, Inc. Wts., Exp. 4/13/087	4,160	416
Loral Space & Communications Ltd. Wts., Exp. 1/15/07	6,250	74,219

38 OPPENHEIMER STRATEGIC INCOME FUND

	Units		Market Value See Note 1
Rights, Warrants and Certificates Continued
Mexico Value Rts., Exp. 6/30/03	22,780,000	$	-
Microcell Telecommunications, Inc. Wts., Exp. 6/1/068	29,300		2,708,433
Millenium Seacarriers, Inc. Wts., Exp. 7/15/057	5,800		7,975
Occidente y Caribe Celular SA Wts., Exp. 3/15/047	21,600		326,700
PLD Telekom, Inc.:
Wts., Exp. 6/1/067	16,650		833
14% Sr. Disc. Nts. Wts., Exp. 3/31/037	16,650		833
9% Cv. Sub. Nts. Wts., Exp. 3/31/037	1,500		75
Protection One Alarm Monitoring, Inc. Wts.:
Exp. 6/30/057	13,440		1,344
Exp. 11/1/037	182,000		318,500
Real Time Data Co. Wts., Exp. 5/31/047	2,251,489		22,515
Rocky Mountain Internet, Inc. Wts., Exp. 7/3/037	55,000		385,000
Venezuela (Republic of) Oil Linked Payment Obligation Wts., Exp. 4/15/20	18,600		-
WAM!NET, Inc. Wts., Exp. 3/1/058	50,685		852,142
Total Rights, Warrants and Certificates (Cost $6,121,063)			17,408,716

	Principal Amount1
Structured Instruments-4.7%
Citibank NA (Nassau Branch), Chiliean Peso Linked Nts.,
10.17%, 10/6/007 [CLP]	$9,736,245,000		20,179,963
Citibank NA (Nassau Branch), Mexican Peso Linked Nts.:
18.70%, 3/3/03 [MXN]	157,758,202		16,991,175
26.10%, 10/29/01 [MXN]	160,208,125		18,706,771
Citibank NA (New York), Mexican Peso Linked Nts., 23.95%, 11/5/01 [MXN]	224,999,105		25,709,681
Citibank NA, Polish Zloty Linked Nts., 16.10%, 11/3/00 [PLZ]	73,565,456		17,479,701
Credit Suisse First Boston Corp. (New York Branch), Russian OFZ Linked Nts.:
Series 25018, 14%, 9/27/007 [RUR]	124,216,000		2,958,612
Series 25020, 12%, 10/25/007 [RUR]	91,362,000		2,128,805
Series 25030, Zero Coupon, 47.09%, 12/15/017, 10 [RUR]	36,963,000		546,939
Series 27001, 25%, 2/6/026, 7 [RUR]	34,503,760		709,915
Series 27001, 25%, 2/6/026, 7 [RUR]	10,781,020		221,820
Series 27002, 25%, 5/22/026, 7 [RUR]	42,357,260		840,536
Series 27002, 25%, 5/22/026, 7 [RUR]	10,781,020		213,938
Series 27003, 25%, 6/5/026, 7 [RUR]	102,359,240		2,027,613
Series 27003, 25%, 6/5/026, 7 [RUR]	10,781,020		213,559
Series 27003, 25%, 6/5/026, 7 [RUR]	113,828,650		2,254,808
Series 27004, 24.868%, 9/1/026, 7 [RUR]	10,781,020		207,763
Series 27004, 24.868%, 9/18/026, 7 [RUR]	116,725,750		2,249,443
Series 27005, 24.868%, 10/9/026, 7 [RUR]	123,337,990		2,300,025
Series 27005, 24.868%, 10/9/026, 7 [RUR]	10,781,020		201,046
Series 27006, 24.868%, 1/22/036, 7 [RUR]	129,719,890		2,331,699
Series 27006, 24.868%, 2/6/026, 7 [RUR]	10,781,020		193,787
Series 27007, 25%, 2/5/036, 7 [RUR]	120,004,050		2,149,521

39  OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Principal Amount1		Market Value See Note 1
Structured Instruments Continued
Series 27007, 25%, 2/5/036, 7 [RUR]	10,781,020	$	193,110
Series 27008, 25%, 5/21/036, 7 [RUR]	116,856,260		2,029,140
Series 27008, 25%, 5/21/036, 7 [RUR]	10,781,020		187,206
Series 27009, 25%, 6/4/036, 7 [RUR]	133,795,850		2,331,017
Series 27009, 25%, 6/4/036, 7 [RUR]	10,781,020		187,829
Series 27009, 25%, 6/4/036, 7 [RUR]	95,614,902		1,665,821
Series 27010, 24.868%, 9/17/036, 7 [RUR]	72,157,470		1,229,044
Series 27010, 24.868%, 9/17/036, 7 [RUR]	10,781,020		183,631
Series 27011, 24.868%, 10/8/036, 7 [RUR]	50,942,290		838,767
Series 27011, 24.868%, 10/8/036, 7 [RUR]	10,781,020		177,510
Series 28001, 24.868%, 1/21/046, 7 [RUR]	10,781,020		172,960
Deutsche Bank AG Indonesia Rupiah Linked Nts., 13.667%, 6/30/00	13,900,000		12,283,430
Deutsche Bank AG (London), Indian Rupee/Japanese Yen Linked Nts., Zero Coupon, 12.73%, 8/17/0110	12,780,000		9,627,174
Deutsche Morgan Grenfell, Turkish Lira Treasury Bill Linked Nts., Zero Coupon, 82.04%, 5/24/0010 [TRL]	9,824,844,300,000		15,306,539
Goldman, Sachs & Co. Argentina Local Market Securities Trust, 11.30%, 4/1/00 [representing debt of Argentina (Republic of) Bonos del Tesoro Bonds, Series 10, 11. 30%, 4/1/00 and an interest rate swap between Goldman Sachs and the Trust]7	1,030,434		1,029,147
J. P. Morgan & Co., Inc. Emerging Market Bond Index Linked Nts., 9.50%, 7/14/00	89,161,398		106,180,080
J. P. Morgan & Co., Inc. Repackaged Argentina Domestic Securities Trust, 14.75%, 9/1/02 [representing debt of Argentina (Republic of) Bonos de Consolidacion de Deudas Bonds, Series I, 14.75%, 9/1/02]7	6,000,000		6,030,000
Merrill Lynch & Co., Inc. Turkey Treasury Bill Linked Nts., Series 4, Zero Coupon, 77.99%, 8/23/0010 [TRL]	9,343,180,000,000		13,036,826
Russia (Government of) Federal Loan Bonds, Series 27010,
24.868%, 9/17/036, 7 [RUR]	134,087,300		2,283,882
Salomon Smith Barney, Inc. Brazil Credit Linked Nts., Series 2, 6%, 4/2/03	11,866,500		10,250,520
Salomon Smith Barney, Inc. Turkey Treasury Bill Linked Nts.: 91.50%, 8/24/006 92.10%, 8/24/006 94.10%, 8/24/006	3,662,603 8,696,797 6,781,655		2,701,902 6,377,448 4,987,298
Salomon, Inc. Indonesia Rupiah Linked Nts.:
29.55%, 4/12/00	1,440,000		1,644,754
32.65%, 4/7/00	4,830,000		5,473,018
Total Structured Instruments (Cost $338,352,847)			327,225,173

40  OPPENHEIMER STRATEGIC INCOME FUND

	Date	Strike	Contracts		Market Value See Note 1
Options Purchased-0.0%
European Monetary Unit Call	4/25/00	1.040[EUR]	69,830,000		$8,170
South Korean Won Call	6/1/00	1,100.0 [KRW]	42,564,500,000		366,906
Total Options Purchased (Cost $1,267,763)					$375,076

	Principal Amount1
Repurchase Agreements-0.9%
Repurchase agreement with Banc One Capital Markets, Inc., 6.05%, dated 3/31/00, to be repurchased at $65,533,023 on 4/3/00, collateralized by U.S. Treasury Nts., 5%-7.50%, 5/31/00-2/15/07, with a value of $43,818,323 and U.S. Treasury Bonds, 5. 25%-12%, 11/15/09-2/15/29, with a value of $23,049,017 (Cost $65,500,000)	$65,500,000	65,500,000
Total Investments, at Value (Cost $7,664,280,503)	102.6%	7,200,144,414
Liabilities in Excess of Other Assets	(2.6)	(185,274,152)
Net Assets	100.0%	$7,014,870,262

 

FOOTNOTES TO STATEMENT OF INVESTMENTS

1. Principal amount is reported in U.S. Dollars, except for those denoted in the following currencies:
ARP	Argentine Peso	JPY	Japanese Yen
CAD	Canadian Dollar	KRW	South Korean Won
CLP	Chilean Peso	MXN	Mexican Peso
DEM	German Mark	NOK	Norwegian Krone
DKK	Danish Krone	NZD	New Zealand Dollar
EUR	Euro	PLZ	Polish Zloty
FRF	French Franc	RUR	Russian Ruble
GBP	British Pound Sterling	SEK	Swedish Krona
GRD	Greek Drachma	TRL	Turkish Lira
HUF	Hungarian Forint	ZAR	South African Rand
IDR	Indonesian Rupiah

2. When-issued security to be delivered and settled after March 31, 2000.
3. Interest-Only Strips represent the right to receive the monthly interest payments on an underlying pool of mortgage loans. These securities typically decline in price as interest rates decline. Most other fixed income securities increase in price when interest rates decline. The principal amount of the underlying pool represents the notional amount on which current interest is calculated. The price of these securities is typically more sensitive to changes in prepayment rates than traditional mortgage-backed securities (for example, GNMA pass-throughs). Interest rates disclosed represent current yields based upon the current cost basis and estimated timing and amount of future cash flows.
4. Principal-Only Strips represent the right to receive the monthly principal payments on an underlying pool of mortgage loans. The value of these securities generally increases as interest rates decline and prepayment rates rise. The price of these securities is typically more volatile than that of coupon-bearing bonds of the same maturity. Interest rates disclosed represent current yields based upon the current cost basis and estimated timing of future cash flows.

41   OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

FOOTNOTES TO STATEMENT OF INVESTMENTS Continued

5. A sufficient amount of securities has been designated to cover outstanding foreign currency exchange contracts. See Note 5 of Notes to Financial Statements.
6. Represents the current interest rate for a variable or increasing rate security.
7. Identifies issues considered to be illiquid or restricted-See Note 8 of Notes to Financial Statements.
8. Represents securities sold under Rule 144A, which are exempt from registration under the Securities Act of 1933, as amended. These securities have been determined to be liquid under guidelines established by the Board of Trustees. These securities amount to $449,249,603 or 6.40% of the Fund's net assets as of March 31, 2000.
9. Securities with an aggregate market value of $12,623,507 are held in collateralized accounts to cover initial margin requirements on open futures sales contracts. See Note 6 of Notes to Financial Statements.
10. For zero coupon bonds, the interest rate shown is the effective yield on the date of purchase.
11. Non-income-producing security.
12. Issuer is in default.
13. Denotes a step bond: a zero coupon bond that converts to a fixed or variable interest rate at a designated future date.
14. Units may be comprised of several components, such as debt and equity and/or warrants to purchase equity at some point in the future. For units which represent debt securities, principal amount disclosed represents total underlying principal.
15. Interest or dividend is paid in kind.
16. Affiliated company. Represents ownership of at least 5% of the voting securities of the issuer, and is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended March 31, 2000. The aggregate fair value of securities of affiliated companies held by the Fund as of March 31, 2000, amounts to $7,392,482. Transactions during the period in which the issuer was an affiliate are as follows:

	Shares/Units September 30, 1999		Gross Additions		Gross Reductions		Shares/Units March 31, 2000		Dividend Income
CGA Group Ltd., Series A	160,595		29,566		-		190,161		$739,209
CGA Group Ltd. Wts. , Exp. 6/16/07	130, 000		-		-		130, 000		-
Premier Holdings Ltd.	799, 833		-		-		799,833		-
									$739,209

See accompanying Notes to Financial Statements.

42 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF ASSETS AND LIABILITIES Unaudited

March 31, 2000
Assets
Investments, at value-see accompanying statement:
Unaffiliated companies (cost $7,659,526,353)	$7,192,751,932
Affiliated companies (cost $4,754,140)	7,392,482
Cash	2,012,509
Unrealized appreciation on foreign currency contracts	7,819,732
Receivables and other assets:
Investments sold (including $249,030,651 sold on a when-issued basis)	828,593,959
Interest, dividends and principal pay downs	160,431,171
Shares of beneficial interest sold	9,134,110
Daily variation on futures contracts	227,645
Other	24,237
Total assets	8,208,387,777
Liabilities
Unrealized depreciation on foreign currency contracts	7,216,788
Payables and other liabilities:
Investments purchased (including $634,402,743 purchased on a when-issued basis)	1,157,730,875
Shares of beneficial interest redeemed	15,295,674
Dividends	6,962,316
Distribution and service plan fees	4,392,796
Transfer and shareholder servicing agent fees	1,357,512
Trustees' compensation	4,435
Other	557,119
Total liabilities	1,193,517,515
Net Assets	$7,014,870,262
Composition of Net Assets
Paid-in capital	$ 8,135,345,365
Undistributed net investment income	45,966,556
Accumulated net realized loss on investments and foreign currency transactions	(701,828,521)
Net unrealized depreciation on investments and translation of
assets and liabilities denominated in foreign currencies	(464,613,138)
Net assets	$7,014,870,262

43 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF ASSETS AND LIABILITIES Unaudited / Continued

Net Asset Value Per Share
Class A Shares:
Net asset value and redemption price per share (based on net assets of
$3,523,334,490 and 815,409,796 shares of beneficial interest outstanding)	$4.32
Maximum offering price per share (net asset value plus sales charge
of 4. 75% of offering price)	$4.54
Class B Shares:
Net asset value, redemption price (excludes applicable contingent deferred
sales charge) and offering price per share (based on net assets of
$2,873,704,073 and 663,343,166 shares of beneficial interest outstanding)	$4.33
Class C Shares:
Net asset value, redemption price (excludes applicable contingent deferred
sales charge) and offering price per share (based on net assets of $565,071,917
and 130,957,414 shares of beneficial interest outstanding)	$4.31
Class Y Shares:
Net asset value, redemption price and offering price per share (based on
net assets of $52,759,782 and 12,229,022 shares of beneficial interest outstanding)	$4.31

See accompanying Notes to Financial Statements.

44 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF OPERATIONS Unaudited

For the Six Months Ended March 31, 2000
Investment Income
Interest (net of foreign withholding taxes of $2,103,476)	$ 393,007,190
Dividends:
Unaffiliated companies	9,337,404
Affiliated companies	739,209
Total income	403,083,803
Expenses
Management fees	19,296,823
Distribution and service plan fees:
Class A	4,359,031
Class B	15,641,448
Class C	2,945,344
Transfer and shareholder servicing agent fees:
Class A	2,338,889
Class B	2,051,002
Class C	385,296
Class Y	6,045
Custodian fees and expenses	718,230
Trustees' fees and expenses	43,039
Other	1,122,701
Total expenses	48,907,848
Less expenses paid indirectly	(97,249)
Net expenses	48,810,599
Net Investment Income	354,273,204
Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investments	(51,715,457)
Closing of futures contracts	(27,348,852)
Closing and expiration of option contracts written	3,254,391
Foreign currency transactions	(58,539,944)
Net realized loss	(134,349,862)
Net change in unrealized appreciation or depreciation on:
Investments	116,814,870
Translation of assets and liabilities denominated in foreign currencies	(16,583,235)
Net change	100,231,635
Net realized and unrealized loss	(34,118,227)
Net Increase in Net Assets Resulting from Operations	$320,154,977

See accompanying Notes to Financial Statements.

45 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENTS OF CHANGES IN NET ASSETS

		Six Months Ended March 31, 2000 (Unaudited)
				Year Ended Sept. 30, 1999
Operations
Net investment income	$	354, 273, 204	$	742, 052, 321
Net realized loss		(134, 349, 862)		(407, 642, 437)
Net change in unrealized appreciation or depreciation		100, 231, 635		(137, 378, 304)
Net increase in net assets resulting from operations		320, 154, 977		197, 031, 580
Dividends and/or Distributions to Shareholders
Dividends from net investment income:
Class A		(166, 666, 906)		(332, 524, 983)
Class B		(133, 758, 548)		(303, 784, 356)
Class C		(25, 282, 049)		(51, 672, 509)
Class Y		(2, 452, 194)		(2, 954, 830)
Beneficial Interest Transactions
Net increase (decrease) in net assets resulting from beneficial
interest transactions:
Class A		(50, 583, 588)		(145, 466, 340)
Class B		(504, 045, 106)		(434, 673, 384)
Class C		(44, 842, 431)		(832, 561)
Class Y		4, 300, 036		43, 909, 649
Net Assets
Total decrease		(603, 175, 809)		(1, 030, 967, 734)
Beginning of period		7, 618, 046, 071		8, 649, 013, 805
End of period (including undistributed net investment
income of $45,966,556 and $19,853,049, respectively)	$	7, 014, 870, 262	$	7, 618, 046, 071

See accompanying Notes to Financial Statements.

46  OPPENHEIMER STRATEGIC INCOME FUND

FINANCIAL HIGHLIGHTS

Class A	Six Months Ended Mar. 31, 2000 (Unaudited)	1999	1998	1997	1996	Year Ended Sept. 30, 1995
Per Share Operating Data
Net asset value, beginning of period	$4.33	$4.59	$4.95	$4.84	$4.68	$4.75
Income (loss) from investment operations:
Net investment income	.22	.42	.42	.43	.44	.41
Net realized and unrealized gain (loss)	(.03)	(.29)	(.37)	.09	.15	(.03)
Total income (loss) from
investment operations	.19	.13	.05	.52	.59	.38
Dividends and/or distributions to shareholders:
Dividends from net investment income	(.20)	(.39)	(.41)	(.41)	(.41)	(.41)
Distributions from net realized gain	-	-	-	-	-	(.01)
Tax return of capital distribution	-	-	-	-	(.02)	(.03)
Total dividends and/or distributions
to shareholders	(.20)	(.39)	(.41)	(.41)	(.43)	(.45)
Net asset value, end of period	$4.32	$4.33	$4.59	$4.95	$4.84	$4.68
Total Return, at Net Asset Value1	4.60%	2.91%	0.80%	11.29%	13.06%	8.62%
Ratios/Supplemental Data
Net assets, end of period (in millions)	$3,523	$3,578	$3,951	$3,969	$3,526	$3,219
Average net assets (in millions)	$3,571	$3,798	$4,077	$3,735	$3,340	$3,085
Ratios to average net assets:2
Net investment income	10.06%	9.34%	8.48%	8.77%	9.09%	9.63%
Expenses	0.96%	0.94%	0.92%3	0.93%3	0.97%3	0.99%3
Portfolio turnover rate4	59%	172%	104%	117%	105%	142%

1. Assumes a $1,000 hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one full year.
2. Annualized for periods of less than one full year.
3. Expense ratio has not been grossed up to reflect the effect of expenses paid indirectly.
4. The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation. Purchases and sales of investment securities (excluding short-term securities) for the period ended March 31, 2000 were $4,470,079,173 and $4,736,851,835, respectively.

See accompanying Notes to Financial Statements.

47  OPPENHEIMER STRATEGIC INCOME FUND

FINANCIAL HIGHLIGHTS Continued

Class B	Six Months Ended Mar. 31, 2000 (Unaudited)	1999	1998	1997	1996	Year Ended Sept. 30, 1995
Per Share Operating Data
Net asset value, beginning of period	$4.34	$4.61	$4.96	$4.85	$4.69	$4.76
Income (loss) from investment operations:
Net investment income	.21	.39	.37	.39	.40	.37
Net realized and unrealized gain (loss)	(.03)	(.30)	(.35)	.10	.15	(.03)
Total income (loss) from
investment operations	.18	.09	.02	.49	.55	.34
Dividends and/or distributions to shareholders:
Dividends from net investment income	(.19)	(.36)	(.37)	(.38)	(.37)	(.37)
Distributions from net realized gain	-	-	-	-	-	(.01)
Tax return of capital distribution	-	-	-	-	(.02)	(.03)
Total dividends and/or distributions
to shareholders	(.19)	(.36)	(.37)	(.38)	(.39)	(.41)
Net asset value, end of period	$4.33	$4.34	$4.61	$4.96	$4.85	$4.69
Total Return, at Net Asset Value1	4.19%	1.92%	0.26%	10.43%	12.19%	7.79%
Ratios/Supplemental Data
Net assets, end of period (in millions)	$2,874	$3,381	$4,041	$3,501	$2,590	$1,947
Average net assets (in millions)	$3,127	$3,838	$3,871	$3,018	$2,250	$1,711
Ratios to average net assets:2
Net investment income	9.20%	8.55%	7.73%	7.94%	8.30%	8.83%
Expenses	1.71%	1.69%	1.67%3	1.69%3	1.72%3	1.75%3
Portfolio turnover rate4	59%	172%	104%	117%	105%	142%

1. Assumes a $1,000 hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one full year.
2. Annualized for periods of less than one full year.
3. Expense ratio has not been grossed up to reflect the effect of expenses paid indirectly.
4. The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation. Purchases and sales of investment securities (excluding short-term securities) for the period ended March 31, 2000 were $4,470,079,173 and $4,736,851,835, respectively.

See accompanying Notes to Financial Statements.

48  OPPENHEIMER STRATEGIC INCOME FUND

Class C	Six Months Ended Mar. 31, 2000 (Unaudited)	1999	1998	1997	1996	Year Ended Sept. 30, 19955
Per Share Operating Data
Net asset value, beginning of period	$4.32	$4.59	$4.95	$4.83	$4.68	$4.68
Income (loss) from investment operations:
Net investment income	.20	.39	.37	.37	.38	.13
Net realized and unrealized gain (loss)	(.02)	(.30)	(.36)	.13	.16	.01
Total income (loss) from
investment operations	.18	.09	.01	.50	.54	.14
Dividends and/or distributions to shareholders:
Dividends from net investment income	(.19)	(.36)	(.37)	(.38)	(.37)	(.12)
Distributions from net realized gain	-	-	-	-	-	(.01)
Tax return of capital distribution	-	-	-	-	(.02)	(.01)
Total dividends and/or distributions
to shareholders	(.19)	(.36)	(.37)	(.38)	(.39)	(.14)
Net asset value, end of period	$4.31	$4.32	$4.59	$4.95	$4.83	$4.68
Total Return, at Net Asset Value1	4.21%	1.92%	0.05%	10.67%	11.96%	3.09%
Ratios/Supplemental Data
Net assets, end of period (in millions)	$565	$611	$651	$417	$175	$67
Average net assets (in millions)	$588	$650	$547	$291	$110	$24
Ratios to average net assets:2
Net investment income	9.25%	8.58%	7.73%	7.73%	8.18%	8.28%
Expenses	1.71%	1.69%	1.67%3	1.69%3	1.74%3	2.02%3
Portfolio turnover rate4	59%	172%	104%	117%	105%	142%

1. Assumes a $1,000 hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one full year.
2. Annualized for periods of less than one full year.
3. Expense ratio has not been grossed up to reflect the effect of expenses paid indirectly.
4. The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation. Purchases and sales of investment securities (excluding short-term securities) for the period ended March 31, 2000 were $4,470,079,173 and $4,736,851,835, respectively.
5. For the period from May 26, 1995 (inception of offering) to September 30, 1995.

See accompanying Notes to Financial Statements.

49  OPPENHEIMER STRATEGIC INCOME FUND

FINANCIAL HIGHLIGHTS Continued

Class Y	Six Months Ended Mar. 31, 2000 (Unaudited)	1999	Year Ended Sept. 30, 19985
Per Share Operating Data
Net asset value, beginning of period	$4.32	$4.59	$4.90
Income (loss) from investment operations:
Net investment income	. 24	. 44	. 29
Net realized and unrealized gain (loss)	(. 04)	(. 30)	(. 32)
Total income (loss) from investment operations	. 20	. 14	(. 03)
Dividends and/or distributions to shareholders:
Dividends from net investment income	(. 21)	(. 41)	(. 28)
Distributions from net realized gain	-	-	-
Tax return of capital distribution	-	-	-
Total dividends and/or distributions to shareholders	(. 21)	(. 41)	(. 28)
Net asset value, end of period	$4. 31	$4. 32	$4. 59
Total Return, at Net Asset Value1	4. 80%	3. 07%	(0. 64)%
Ratios/Supplemental Data
Net assets, end of period (in millions)	$53	$49	$7
Average net assets (in millions)	$51	$32	$4
Ratios to average net assets:2
Net investment income	10. 42%	10. 16%	8. 82%
Expenses	0. 67%	0. 57%	0. 58%3
Portfolio turnover rate4	59%	172%	104%

1. Assumes a $1, 000 hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one full year.
2. Annualized for periods of less than one full year.
3. Expense ratio has not been grossed up to reflect the effect of expenses paid indirectly.
4. The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation. Purchases and sales of investment securities (excluding short-term securities) for the period ended March 31, 2000 were $4,470,079,173 and $4,736,851,835, respectively.
5. For the period from January 26, 1998 (inception of offering) to September 30, 1998.

See accompanying Notes to Financial Statements.

50 OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited

---

1. Significant Accounting Policies

Oppenheimer Strategic Income Fund (the Fund) is a separate series of Oppenheimer Strategic Funds Trust, an open-end management investment company registered under the Investment Company Act of 1940, as amended. The Fund's investment objective is to seek high current income by investing mainly in debt securities and by writing covered call options on them. The Fund's investment advisor is OppenheimerFunds, Inc. (the Manager).
The Fund offers Class A, Class B, Class C and Class Y shares. Class A shares are sold at their offering price, which is normally net asset value plus an initial sales charge. Class B and Class C shares are sold without an initial sales charge but may be subject to a contingent deferred sales charge (CDSC). Class Y shares are sold to certain institutional investors without either a front-end sales charge or a CDSC. All classes of shares have identical rights to earnings, assets and voting privileges, except that each class has its own expenses directly attributable to that class and exclusive voting rights with respect to matters affecting that class. Classes A, B and C shares have separate distribution and/or service plans. No such plan has been adopted for Class Y shares. Class B shares will automatically convert to Class A shares six years after the date of purchase. The following is a summary of significant accounting policies consistently followed by the Fund.

---

Securities Valuation. Securities for which quotations are readily available are valued at the last sale price, or if in the absence of a sale, at the last sale price on the prior trading day if it is within the spread of the closing bid and asked prices, and if not, at the closing bid price. Securities (including restricted securities) for which quotations are not readily available are valued primarily using dealer-supplied valuations, a portfolio pricing service authorized by the Board of Trustees, or at their fair value. Fair value is determined in good faith under consistently applied procedures under the supervision of the Board of Trustees. Foreign currency contracts are valued based on the closing prices of the forward currency contract rates in the London foreign exchange markets on a daily basis as provided by a reliable bank, dealer or pricing service. Short-term "money market type" debt securities with remaining maturities of 60 days or less are valued at cost (or last determined market value) and adjusted for amortization or accretion to maturity of any premium or discount.

---

Structured Notes. The Fund invests in foreign currency-linked structured notes whose market value and redemption price are linked to foreign currency exchange rates. The structured notes may be leveraged, which increases the notes' volatility relative to the face of the security. Fluctuations in value of these securities are recorded as unrealized gains and losses in the accompanying financial statements. As of March 31, 2000, the market value of these securities comprised 4.67% of the Fund's net assets and resulted in realized and unrealized losses of $35,129,023. The Fund also hedges a portion of the foreign currency exposure generated by these securities, as discussed in Note 5.

51 OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

---

1. Significant Accounting Policies Continued

Securities Purchased on a When-Issued Basis. Delivery and payment for securities that have been purchased by the Fund on a forward commitment or when-issued basis can take place a month or more after the transaction date. Normally the settlement date occurs within six months after the transaction date; however, the Fund may, from time to time, purchase securities whose settlement date extends beyond six months and possibly as long as two years or more beyond trade date. During this period, such securities do not earn interest, are subject to market fluctuation and may increase or decrease in value prior to their delivery. The Fund maintains segregated assets with a market value equal to or greater than the amount of its purchase commitments. The purchase of securities on a when-issued or forward commitment basis may increase the volatility of the Fund's net asset value to the extent the Fund makes such purchases while remaining substantially fully invested. As of March 31, 2000, the Fund had entered into net outstanding when-issued or forward commitments of $385,372,092.
In connection with its ability to purchase securities on a when-issued or forward commitment basis, the Fund may enter into mortgage dollar-rolls in which the Fund sells securities for delivery in the current month and simultaneously contracts with the same counterparty to repurchase similar (same type, coupon and maturity) but not identical securities on a specified future date. The Fund records each dollar-roll as a sale and a new purchase transaction.

---

Security Credit Risk. The Fund invests in high yield securities, which may be subject to a greater degree of credit risk, greater market fluctuations and risk of loss of income and principal, and may be more sensitive to economic conditions than lower yielding, higher rated fixed income securities. The Fund may acquire securities in default, and is not obligated to dispose of securities whose issuers subsequently default. As of March 31, 2000, securities with an aggregate market value of $102,264,966, representing 1.46% of the Fund's net assets, were in default.

---

Foreign Currency Translation. The accounting records of the Fund are maintained in U.S. dollars. Prices of securities denominated in foreign currencies are translated into U.S. dollars at the closing rates of exchange. Amounts related to the purchase and sale of foreign securities and investment income are translated at the rates of exchange prevailing on the respective dates of such transactions.
The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and reported with all other foreign currency gains and losses in the Fund's Statement of Operations.

---

Repurchase Agreements. The Fund requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System or to have segregated within the custodian's vault, all securities held as collateral for repurchase agreements. The market

52   OPPENHEIMER STRATEGIC INCOME FUND

value of the underlying securities is required to be at least 102% of the resale price at the time of purchase. If the seller of the agreement defaults and the value of the collateral declines, or if the seller enters an insolvency proceeding, realization of the value of the collateral by the Fund may be delayed or limited.

---

Allocation of Income, Expenses, Gains and Losses. Income, expenses (other than those attributable to a specific class), gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against the operations of that class.

---

Federal Taxes. The Fund 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, including any net realized gain on investments not offset by loss carry-overs, to shareholders. Therefore, no federal income or excise tax provision is required. As of September 30, 1999, the Fund had available for federal tax purposes an unused capital loss carryover of approximately $131,000,000, which expires between 2004 and 2007.

---

Dividends and Distributions to Shareholders. Dividends and distributions to share-holders, which are determined in accordance with income tax regulations, are recorded on the ex-dividend date.

---

Classification of Distributions to Shareholders. Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes primarily because of pay down gains and losses and the recognition of certain foreign currency gains (losses) as ordinary income (loss) for tax purposes. The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. Also, due to timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain was recorded by the Fund.

---

Expense Offset Arrangements. Expenses paid indirectly represent a reduction of custodian fees for earnings on cash balances maintained by the Fund.

---

Other. Investment transactions are accounted for as of trade date and dividend income is recorded on the ex-dividend date. Discount on securities purchased is amortized over the life of the respective securities, in accordance with federal income tax requirements. Realized gains and losses on investments and options written and unrealized appreciation and depreciation are determined on an identified cost basis, which is the same basis used for federal income tax purposes. Dividends-in-kind are recognized as income on the ex-dividend date, at the current market value of the underlying security. Interest on payment-in-kind debt instruments is accrued as income at the coupon rate and a market adjustment is made periodically.

53   OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

---

1. Significant Accounting Policies Continued

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

---

2. Shares of Beneficial Interest

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

	Six Months Ended March 31, 2000			Year Ended September 30, 1999
	Shares		Amount	Shares		Amount
Class A
Sold	120,953,909	$	524,390,191	210,357,994	$	943,636,992
Dividends and/or
distributions reinvested	24,668,097		107,142,897	49,300,561		220,865,642
Redeemed	(157,149,535)		(682,116,676)	(292,545,647)		(1,309,968,974)
Net decrease	(11,527,529)	$	(50,583,588)	(32,887,092)	$	(145,466,340)
Class B
Sold	40,501,132	$	176,269,002	138,220,468	$	623,572,586
Dividends and/or
distributions reinvested	17,529,564		76,305,365	39, 440, 826		177,208,187
Redeemed	(173,999,584)		(756,619,473)	(275,663,259)		(1,235,454,157)
Net decrease	(115,968,888)	$	(504,045,106)	(98,001,965)	$	(434,673,384)
Class C
Sold	14,846,898	$	64,395,288	45,604,390	$	205,068,929
Dividends and/or
distributions reinvested	3,670,415		15,917,755	7,740,800		34,637,921
Redeemed	(28,866,946)		(125,155,474)	(53,776,931)		(240,539,411)
Net decrease	(10,349,633)	$	(44,842,431)	(431,741)	$	(832,561)
Class Y
Sold	2,697,827	$	11,697,177	11,772,141	$	52,994,761
Dividends and/or
distributions reinvested	554,218		2,403,590	655,519		2,909,707
Redeemed	(2,259,300)		(9,800,731)	(2,696,663)		(11,994,819)
Net increase	992,745	$	4,300,036	9,730,997	$	43,909,649

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3. Unrealized Gains and Losses on Securities

As of March 31, 2000, net unrealized depreciation on securities of $464,136,089 was composed of gross appreciation of $260,596,923, and gross depreciation of $724,733,012.

54   OPPENHEIMER STRATEGIC INCOME FUND

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4. Fees and Other Transactions with Affiliates

Management Fees. Management fees paid to the Manager were in accordance with the investment advisory agreement with the Fund which provides for a fee of 0.75% of the first $200 million of average annual net assets of the Fund, 0.72% of the next $200 million, 0.69% of the next $200 million, 0.66% of the next $200 million, 0.60% of the next $200 million and 0.50% of average annual net assets in excess of $1 billion. The Fund's management fee for the six months ended March 31, 2000, was 0.53% of average annual net assets for each class of shares, annualized for periods of less than one full year.

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Transfer Agent Fees. OppenheimerFunds Services (OFS), a division of the Manager, is the transfer and shareholder servicing agent for the Fund and for other Oppenheimer funds. OFS's total costs of providing such services are allocated ratably to these funds.

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Distribution and Service Plan Fees. Under its General Distributor's Agreement with the Manager, the Distributor acts as the Fund's principal underwriter in the continuous public offering of the different classes of shares of the Fund.

The compensation paid to (or retained by) the Distributor from the sale of shares or on the redemption of shares is shown in the table below for the period indicated.

Six Months Ended	Aggregate Front-End Sales Charges on Class A Shares	Class A Front-End Sales Charges Retained by Distributor	Commissions on Class A Shares Advanced by Distributor1	Commissions on Class B Shares Advanced by Distributor1	Commissions on Class C Shares Advanced by Distributor1
March 31, 2000	$3,041,057	$891,046	$269,571	$6,103,707	$552,418

1. The Distributor advances commission payments to dealers for certain sales of Class A shares and for sales of Class B and Class C shares from its own resources at the time of sale.

Six Months Ended	Class A Contingent Deferred Sales Charges Retained by Distributor	Class B Contingent Deferred Sales Charges Retained by Distributor	Class C Contingent Deferred Sales Charges Retained by Distributor
March 31, 2000	$26,009	$5,630,400	$94,415

The Fund has adopted a Service Plan for Class A shares and Distribution and Service Plans for Class B and Class C shares under Rule 12b-1 of the Investment Company Act. Under those plans the Fund pays the Distributor for all or a portion of its costs incurred in connection with the distribution and/or servicing of the shares of the particular class.

55  OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

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4. Fees and Other Transactions with Affiliates Continued

Class A Service Plan Fees. Under the Class A service plan, the Distributor currently uses the fees it receives from the Fund to pay brokers, dealers and other financial institutions. The Class A service plan permits reimbursements to the Distributor at a rate of up to 0.25% of average annual net assets of Class A shares purchased. The Distributor makes payments to plan recipients quarterly at an annual rate not to exceed 0.25% of the average annual net assets consisting of Class A shares of the Fund. For the six months ended March 31, 2000, payments under the Class A plan totaled $4,359,031, all of which was paid by the Distributor to recipients. That included $305,797 paid to an affiliate of the Manager. Any unreimbursed expenses the Distributor incurs with respect to Class A shares in any fiscal year cannot be recovered in subsequent years.

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Class B and Class C Distribution and Service Plan Fees. Under each plan, service fees and distribution fees are computed on the average of the net asset value of shares in the respective class, determined as of the close of each regular business day during the period. The Class B and Class C plans provide for the Distributor to be compensated at a flat rate, whether the Distributor's distribution expenses are more or less than the amounts paid by the Fund under the plan during the period for which the fee is paid.
The Distributor retains the asset-based sales charge on Class B shares. The Distributor retains the asset-based sales charge on Class C shares during the first year the shares are outstanding. The asset-based sales charges on Class B and Class C shares allow investors to buy shares without a front-end sales charge while allowing the Distributor to compensate dealers that sell those shares.
The Distributor's actual expenses in selling Class B and Class C shares may be more than the payments it receives from the contingent deferred sales charges collected on redeemed shares and asset-based sales charges from the Fund under the plans. If any plan is terminated by the Fund, the Board of Trustees may allow the Fund to continue payments of the asset-based sales charge to the Distributor for distributing shares before the plan was terminated. The plans allow for the carry-forward of distribution expenses, to be recovered from asset-based sales charges in subsequent fiscal periods.

Distribution fees paid to the Distributor for the six months ended March 31, 2000, were as follows:

	Total Payments Under Plan	Amount Retained by Distributor	Distributor's Aggregate Unreimbursed Expenses Under Plan	Distributor's Unreimbursed Expenses as % of Net Assets of Class
Class B Plan	$15,641,448	$12,349,703	$119,729,937	4.17%
Class C Plan	2,945,344	638,149	11,189,902	1.98

56   OPPENHEIMER STRATEGIC INCOME FUND

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5. Foreign Currency Contracts

A foreign currency contract is a commitment to purchase or sell a foreign currency at a future date, at a negotiated rate. The Fund may enter into foreign currency contracts for operational purposes and to seek to protect against adverse exchange rate fluctuations. Risks to the Fund include the potential inability of the counterparty to meet the terms of the contract.
The net U.S. dollar value of foreign currency underlying all contractual commitments held by the Fund and the resulting unrealized appreciation or depreciation are determined using foreign currency exchange rates as provided by a reliable bank, dealer or pricing service. Unrealized appreciation and depreciation on foreign currency contracts are reported in the Statement of Assets and Liabilities.
The Fund may realize a gain or loss upon the closing or settlement of the foreign currency transactions. Realized gains and losses are reported with all other foreign currency gains and losses in the Statement of Operations.
Securities denominated in foreign currency to cover net exposure on outstanding foreign currency contracts are noted in the Statement of Investments where applicable.
As of March 31, 2000, the Fund had outstanding foreign currency as follows:

Contract Description	Expiration Date		Contract Amount (000s)			Valuation as of March 31, 2000			Unrealized Appreciation	Unrealized Depreciation
Contracts to Purchase
Euro (EUR)	4/25/00-5/15/00		EUR71,270		$	68,364,420		$	-	$ 1,796,596
Japanese Yen (JPY)	4/10/00-5/8/00		JPY11,692,600			114,399,622			4,377,613	-
									4,377,613	1,796,596
Contracts to Sell
British Pound Sterling (GBP)	4/25/00-5/15/00		GBP36,155			57,688,485			172,530	308,118
Euro (EUR)	4/3/00-7/3/00		EUR4,930			5,130,099			3,269,589	18,238
Japanese Yen (JPY)	5/8/00-6/5/00		JPY10,164,863			99,831,512			-	5,093,836
									3,442,119	5,420,192
Total Unrealized Appreciation and Depreciation									$7,819,732	$7,216,788

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6. Futures Contracts

The Fund may buy and sell futures contracts in order to gain exposure to or to seek to protect against changes in interest rates. The Fund may also buy or write put or call options on these futures contracts.

57   OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

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6. Futures Contracts Continued

The Fund generally sells futures contracts to hedge against increases in interest rates and the resulting negative effect on the value of fixed rate portfolio securities. The Fund may also purchase futures contracts to gain exposure to changes in interest rates as it may be more efficient or cost effective than actually buying fixed income securities.
Upon entering into a futures contract, the Fund is required to deposit either cash or securities (initial margin) in an amount equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses. The Fund may recognize a realized gain or loss when the contract is closed or expires.
Securities held in collateralized accounts to cover initial margin requirements on open futures contracts are noted in the Statement of Investments. The Statement of Assets and Liabilities reflects a receivable and/or payable for the daily mark to market for variation margin.
Risks of entering into futures contracts (and related options) include the possibility that there may be an illiquid market and that a change in the value of the contract or option may not correlate with changes in the value of the underlying securities.

As of March 31, 2000, the Fund had outstanding futures contracts as follows:

Contract Description	Expiration Date	Number of Contracts	Valuation as of March 31, 2000		Unrealized Appreciation (Depreciation)
Contracts to Purchase
Euro-Bund	6/8/00	500	$ 50,433,415	$	254,928
U. S. Long Bond	6/21/00	750	73,265,625		1,875,000
U. S. Treasury Bonds, 10 yr.	6/21/00	1,727	169,380,922		4,161,229
					6,291,157
Contracts to Sell
Euro-Schatz	6/8/00	1,893	185,669,701		(670,223)
United Kingdom Gilt	6/28/00	183	33,138,098		(282,177)
U.S. Treasury Nts., 2 yr.	6/28/00	45	8,908,594		(33,750)
U.S. Treasury Nts., 5 yr.	6/21/00	4,276	421,186,000		(5,395,416)
					(6,381,566)
				$	(90,409)

58   OPPENHEIMER STRATEGIC INCOME FUND

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7. Option Activity

The Fund may buy and sell put and call options, or write put and covered call options on portfolio securities in order to produce incremental earnings or protect against changes in the value of portfolio securities.

The Fund generally purchases put options or writes covered call options to hedge against adverse movements in the value of portfolio holdings. When an option is written, the Fund receives a premium and becomes obligated to sell or purchase the underlying security at a fixed price, upon exercise of the option.

Options are valued daily based upon the last sale price on the principal exchange on which the option is traded and unrealized appreciation or depreciation is recorded. The Fund will realize a gain or loss upon the expiration or closing of the option transaction. When an option is exercised, the proceeds on sales for a written call option, the purchase cost for a written put option, or the cost of the security for a purchased put or call option is adjusted by the amount of premium received or paid.

Securities designated to cover outstanding call options are noted in the Statement of Investments where applicable. Shares subject to call, expiration date, exercise price, premium received and market value are detailed in a note to the Statement of Investments. Options written are reported as a liability in the Statement of Assets and Liabilities. Gains and losses are reported in the Statement of Operations.

The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. The Fund also has the additional risk of not being able to enter into a closing transaction if a liquid secondary market does not exist.

Written option activity for the period ending March 31, 2000, was as follows:

			Call Options				Put Options
	Number of Options		Amount of Premiums		Number of Options		Amount of Premiums
Options outstanding at
September 30, 1999	-	$	-		497,640,000	$	1,385,040
Options written	3,872,047,660		3,446,685		94,943,572		1,571,990
Options closed or expired	(3,872,047,660)		(3,446,685)		(592,583,572)		(2,957,030)
Options outstanding at
March 31, 2000	-	$	-		-	$	-

59  OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

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8. Illiquid or Restricted Securities

As of March 31, 2000, investments in securities included issues that are illiquid or restricted. Restricted securities are often purchased in private placement transactions, are not registered under the Securities Act of 1933, may have contractual restrictions on resale, and are valued under methods approved by the Board of Trustees as reflecting fair value. A security may also be considered illiquid if it lacks a readily available market or if its valuation has not changed for a certain period of time. The Fund intends to invest no more than 10% of its net assets (determined at the time of purchase and reviewed periodically) in illiquid or restricted securities. Certain restricted securities, eligible for resale to qualified institutional investors, are not subject to that limitation. The aggregate value of illiquid or restricted securities subject to this limitation as of March 31, 2000, was $514,845,681, which represents 7.29% of the Fund's net assets, of which $15,486,947 is considered restricted.

Information concerning restricted securities is as follows:

Security	Acquisition Date		Cost Per Unit		Valuation Per Unit as of March 31, 2000
Bonds
TAG Heuer International SA,
12% Sr. Sub. Nts., 12/15/05	12/8/95-8/13/96		102.00%		108.53%
Trans World Airlines Lease,
14% Equipment Trust, 7/2/08	3/19/98		101.00		86.00
Stocks and Warrants
Becker Gaming, Inc. Wts., Exp. 11/15/00	11/18/93-12/9/93	$	2.10	$	0.01
CGA Group Ltd. Wts., Exp. 6/16/07	6/17/97		-		0.30
CGA Group Ltd., Preferred Stock, Series A	6/17/97-12/29/98		25.00		25.00
ECM Fund, LPI	4/14/92		1,000.00		876.25
Real Time Data Co. Wts., Exp. 5/31/04	6/30/99		0.01		0.01
World Access, Inc., Cv. Sr., Series D, Non-Vtg.	2/14/00		1,382.06		830.00

9. Bank Borrowings

The Fund may borrow from a bank for temporary or emergency purposes including, with-out limitation, funding of shareholder redemptions provided asset coverage for borrowings exceeds 300%. The Fund has entered into an agreement which enables it to participate with other Oppenheimer funds in an unsecured line of credit with a bank, which permits borrowings up to $400 million, collectively. Interest is charged to each fund, based on its borrowings, at a rate equal to the Federal Funds Rate plus 0.45%. Borrowings are payable 30 days after such loan is executed. The Fund also pays a commitment fee equal to its pro rata share of the average unutilized amount of the credit facility at a rate of 0.08% per annum.

The Fund had no borrowings outstanding during the six months ended March 31, 2000.

60  OPPENHEIMER STRATEGIC INCOME FUND

OPPENHEIMER STRATEGIC INCOME FUND

A Series of Oppenheimer Strategic Funds Trust
Officers and Trustees	James C. Swain, Trustee and Chairman of the Board
	Bridget A. Macaskill, President
	William H. Armstrong, Trustee
	Robert G. Avis, Trustee
	William A. Baker, Trustee
	Edward L. Cameron, Trustee
	Jon S. Fossel, Trustee
	Sam Freedman, Trustee
	Raymond J. Kalinowski, Trustee
	C. Howard Kast, Trustee
	Robert M. Kirchner, Trustee
	Ned M. Steel, Trustee
	Andrew J. Donohue, Vice President and Secretary
	David P. Negri, Vice President
	Arthur P. Steinmetz, Vice President
	Brian W. Wixted, Treasurer
	Robert J. Bishop, Assistant Treasurer
	Scott T. Farrar, Assistant Treasurer
	Robert G. Zack, Assistant Secretary
Investment Advisor	OppenheimerFunds, Inc.
Distributor	OppenheimerFunds Distributor, Inc.
Transfer and Shareholder Servicing Agent	OppenheimerFunds Services
Custodian of Portfolio Securities	The Bank of New York
Independent Auditors	Deloitte & Touche LLP
Legal Counsel	Myer, Swanson, Adams & Wolf, P.C.
	The financial statements included herein have been taken from the records of the Fund without examination of those records by the independent auditors.
	This is a copy of a report to shareholders of Oppenheimer Strategic Income Fund. This report must be preceded or accompanied by a Prospectus of Oppenheimer Strategic Income Fund. For more complete information concerning the Fund, see the Prospectus.
	Shares of Oppenheimer funds 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, and involve investment risks, including the possible loss of the principal amount invested.

61  OPPENHEIMER STRATEGIC INCOME FUND

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