OPPENHEIMER GLOBAL GROWTH & INCOME FUND
485APOS, EX-99, 2000-11-06
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                                          Exhibit 23(c)(Iv)

                        OPPENHEIMER GLOBAL GROWTH & INCOME FUND
                     Class N Share Certificate (8-1/2" x 12-5/8")

I.    FRONT OF CERTIFICATE (All text and other matter lies within
                           7-1/4" x 11-1/4" decorative border)

                        (upper left)      box with heading: NUMBER

                        (upper right)     box with heading: CLASS N SHARES;
                        (centered
                        below boxes)      Oppenheimer  Global  Growth & Income
Fund
                                    A MASSACHUSETTS BUSINESS TRUST

(at left)   THIS IS TO CERTIFY THAT (at right) SEE REVERSE FOR
   CERTAIN DEFINITIONS

                                                box with number
                                                CUSIP _________
      (at left)       is the owner of

      (centered)  FULLY PAID CLASS N SHARES OF
                        BENEFICIAL INTEREST OF

                        OPPENHEIMER     GLOBAL     GROWTH     &     INCOME
FUND
                  (hereinafter  called the "Fund"),  transferable  only on the
                  books of the Fund by the holder  hereof in person or by duly
                  authorized  attorney,  upon  surrender  of this  certificate
                  properly   endorsed.   This   certificate   and  the  shares
                  represented  hereby are issued and shall be held  subject to
                  all of the  provisions  of the  Declaration  of Trust of the
                  Fund  to  all of  which  the  holder  by  acceptance  hereof
                  assents.  This certificate is not valid until  countersigned
                  by the Transfer Agent.

                  WITNESS the  facsimile  seal of the Fund and the  signatures
                  of its duly authorized officers.


(at left                                                    (at right
of seal)                                                    of seal)
(signature)                                           (signature)

/s/ Brian W. Wixted                                   /s/ Bridget A. Macaskill
_______________________                         ___________________
TREASURER                                       PRESIDENT


                                 (centered at bottom)
                            1-1/2" diameter facsimile seal
                                     with legend
                        OPPENHEIMER GLOBAL GROWTH & INCOME FUND
                                         SEAL
                                         1990
                             COMMONWEALTH OF MASSACHUSETTS



(at lower right, printed
 vertically)                              Countersigned
                                          OPPENHEIMER SHAREHOLDER SERVICES
                                          (A  DIVISION  OF   OPPENHEIMERFUNDS,
INC.)
                                          Denver (CO) Transfer Agent

                                          By ____________________________
                                                Authorized Signature

(at lower left corner, outside
ornamental border)
000-000000 (certificate number)

II.   BACK OF CERTIFICATE (text reads from top to bottom of 12-5/8" dimension)

      The following  abbreviations,  when used in the  inscription on the face
of this  certificate,  shall be  construed  as though they were written out in
full according to applicable laws or regulations.

TEN COM - as tenants in common
TEN ENT - as tenants by the entirety
JT TEN WROS NOT TC - as joint tenants with
      rights of survivorship and not
      as tenants in common

UNIF GIFT/TRANSFER MIN ACT - __________________  Custodian _______________
                                    (Cust)
(Minor)

UNDER UGMA/GMA ________________
                    State


Additional abbreviations may also be used though not in the above list.

PLEASE INSERT SOCIAL SECURITY OR
OTHER IDENTIFYING NUMBER OF ASSIGNEE
AND PROVIDE CERTIFICATION BY TRANSFEREE

(box for identifying number)


For  Value  Received   ...................   hereby  sell(s),   assign(s)  and
transfer(s) unto

_______________________________________________________________________(Please
print or type name and address of assignee)

______________________________________________________

________________________________________________  Class N Shares of beneficial
interest  represented  by the within  Certificate,  and do hereby  irrevocably
constitute  and appoint  ___________________________  Attorney to transfer the
said  shares  on the  books  of the  within  named  Fund  with  full  power of
substitution in the premises.

Dated: ______________________

                                    Signed: __________________________

                                    ___________________________________
                                    (Both must sign if joint owners)

                                    Signature(s) __________________________
                                    Guaranteed  Name of Guarantor

                                    By: _____________________________
                                          Signature of Officer/Title


(text printed vertically       NOTICE:    The    signature(s)   to   this
to right of above paragraph)   assignment
                               Must   correspond   with  the  name(s)  as
                               written
                               upon the face of the  certificate in every
                               particular any change  without  alteration
                               or enlargement or whatever.
(text printed in box to left   Signatures   must  be   guaranteed   by  a
of signature (s).              financial    institution   of   the   type
                               described  in the  current  prospectus  of
                               the Fund.


PLEASE NOTE:  This  document       OppenheimerFunds   "four   hand"
contains  a  watermark  when       logotype.
viewed  at an  angle.  It is
invalid     without     this
watermark:







_______________________________________________________________________
                       THIS SPACE MUST NOT BE COVERED IN ANY WAY









N1A/215/Class N Certificate




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