ROCHESTER PORTFOLIO SERIES
497, 1998-11-06
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                     LIMITED TERM NEW YORK MUNICIPAL FUND

                  Supplement dated November 10, 1998 to the
           Statement of Additional Information dated April 22, 1998

The Statement of Additional Information is hereby supplemented as follows:

1.    The  Supplement  dated  June 5,  1998  to the  Statement  of  Additional
Information is replaced by this supplement.

2.    The following is added after the section  captioned  "Municipal  Leases"
on page 6:

            |_| Definition of Issuer.  For purposes of  diversification  under
      the  Investment  Company  Act,  identification  of  the  "issuer"  of  a
      Municipal  Obligation  depends  on  the  terms  and  conditions  of  the
      obligation.  If  the  assets  and  revenues  of  an  agency,  authority,
      instrumentality  or other political  subdivision are separate from those
      of the government  creating the subdivision and the obligation is backed
      only by the assets and  revenues of the  subdivision,  such  subdivision
      would be  regarded  as the  sole  issuer.  Similarly,  in the case of an
      industrial  development  revenue bond, if the bond is backed only by the
      assets and revenues of the  non-governmental  user, the non-governmental
      user would be deemed to be the sole issuer.

            If,  however,  in either  case,  the creating  government  or some
      other entity  guarantees the security,  such a guarantee  would not be a
      separate  security  which must be included in the Fund's  limitation  on
      investments  in a single  issuer,  provided the value of all  securities
      guaranteed  by a guarantor  is not greater  than 10% of the Fund's total
      assets.

3.    The  following is added as the last  paragraph to the section  captioned
"Fundamental Investment Restrictions" on page 18:

            |_| With  respect to 75% of its assets,  the Fund cannot  purchase
      securities  issued or  guaranteed by any one issuer (other than the U.S.
      Government  or its  agencies or  instrumentalities),  if more than 5% of
      the Fund's total assets would be invested in  securities  of that issuer
      or the  Fund  would  then  own more  than  10% of that  issuer's  voting
      securities.

4.    Effective  June 2, 1998,  Robert G. Galli was appointed a Trustee of the
Fund.  The  biographical  information  below for Mr.  Galli should be added to
the section  captioned "How the Fund is Managed - Trustees and Officers of the
Fund" immediately following the information on Thomas W. Courtney:

      Robert G. Galli, Trustee; Age: 64
      19750 Beach Road, Jupiter Island, Florida 33469
      Formerly   he  held  the   following   positions:   Vice   Chairman   of
      OppenheimerFunds,  Inc. (the "Manager") (October 1995 to December 1997),
      Vice  President  (June 1990 to March  1994) and  Counsel of  Oppenheimer
      Acquisition Corp., the Manager's parent holding company;  Executive Vice
      President  (December  1977  to  October  1995),  General  Counsel  and a
      director (December 1975 to October 1993) of the Manager;  Executive Vice
      President and a director of  OppenheimerFunds  Distributor,  Inc.  (July
      1978 to October  1993);  Executive  Vice  President  and a  director  of
      HarbourView Asset Management  Corporation  (April 1986 to October 1995),
      an investment  adviser  subsidiary of the Manager;  Vice President and a
      director  (October 1988 to October  1993) and  Secretary  (March 1981 to
      September  1988)  of  Centennial   Asset  Management   Corporation,   an
      investment  adviser subsidiary of the Manager; a director (November 1989
      to October 1993) and Executive Vice President  (November 1989 to January
      1990)  of  Shareholder  Financial  Services,   Inc.,  a  transfer  agent
      subsidiary  of the Manager;  a director of  Shareholder  Services,  Inc.
      (August  1984 to October  1993),  a  transfer  agent  subsidiary  of the
      Manager; a director/trustee of other Oppenheimer funds.

5.    The  following is added as the last  paragraph to the section  captioned
"How the Fund is Managed - Deferred Compensation Plan":

            On June 2, 1998 the Fund adopted a retirement  plan that  provides
      for  payment  to  a  retired  Trustee  of  up  to  80%  of  the  average
      compensation  paid during that  Trustee's five years of service in which
      the highest  compensation  was  received.  A Trustee  must serve in that
      capacity for any of the Oppenheimer Quest Funds,  Oppenheimer  Rochester
      Funds  or the  Oppenheimer  MidCap  Fund  for at  least  15  years to be
      eligible  for the maximum  payment.  Because each  Trustee's  retirement
      benefits will depend on the amount of the Trustee's future  compensation
      and  length  of  service,   the  amount  of  those  benefits  cannot  be
      determined  as of this  time nor can the Fund  estimate  the  number  of
      years of credited service that will be used to determine those benefits.

6.    The third sentence of the third  paragraph in the section  entitled "How
To Exchange Shares" on page 46 is revised to read as follows:

      However,  if you redeem Class A shares of the Fund that were acquired by
      exchange of Class A shares of other  Oppenheimer funds purchased subject
      to a Class A contingent  deferred  sales charge  within 18 months of the
      end of the  calendar  month of the  purchase  of the  exchanged  Class A
      shares,  the Class A contingent  deferred sales charge is imposed on the
      redeemed  shares (see "Class A Contingent  Deferred Sales Charge" in the
      Prospectus).  (A different  holding period may apply to shares purchased
      prior to June 1, 1998).

November 10, 1998                                                 PXO355.005



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