OPPENHEIMER STRATEGIC INVESTMENT GRADE BOND FUND
497, 1995-09-15
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OPPENHEIMER STRATEGIC INVESTMENT GRADE BOND FUND
Supplement dated September 15, 1995
to the Prospectus dated February 1, 1995

The following changes are made to the Prospectus:

1.  The supplement dated July 14, 1995 is replaced by this supplement.

2.  The last line of the "Shareholder Transaction Expenses" chart in
"Expenses" on page 3 is amended by deleting the references to the $5.00
Exchange Fee and inserting "None" under the headings Class A Shares and
Class B Shares.

3.  Footnote 1 under the "Shareholder Transaction Expenses" chart in
"Expenses" on page 3 is changed to read as follows:

       1. If you invest $1 million or more ($500,000 or more for
       purchases by OppenheimerFunds prototype 401(k) plans) in Class
       A shares, you may have to pay a sales charge of up to 1% if you
       sell your shares within 18 calendar months from the end of the
       calendar month in which you purchased those shares. See "How to
       Buy Shares -- Class A Shares," below.

4.  Footnote 2 under the "Shareholder Transaction Expenses" chart in
"Expenses" on page 3 is deleted.

5.  The following paragraphs are added at the end of "How the Fund is
Managed" on page 17:

       The Board of Trustees of Oppenheimer Strategic Investment Grade
       Bond Fund (referred to as "Strategic Investment Grade Bond Fund"
       or the "Fund") has determined that it is in the best interest
       of the Fund's shareholders that the Fund reorganize with and
       into Oppenheimer Bond Fund ("Bond Fund").  The Board unanimously
       approved the terms of an agreement and plan of reorganization
       to be entered into between these funds (the "reorganization
       plan") and the transactions contemplated (the transactions are
       referred to as the "reorganization").  The Board further
       determined that the reorganization should be submitted to the
       Fund's shareholders for approval, and recommended that
       shareholders approve the reorganization.

       Pursuant to the reorganization plan, (i) substantially all of
       the assets of the Fund would be exchanged for Class A and Class
       B shares of Bond Fund, (ii) these shares of Bond Fund would be
       distributed to the shareholders of the Fund, (iii) Strategic
       Investment Grade Bond Fund would be liquidated, and (iv) the
       outstanding shares of Strategic Investment Grade Bond Fund would
       be cancelled.  It is expected that the reorganization will be
       tax-free, pursuant to Section 368(a)(1) of the Internal Revenue
       Code of 1986, as amended, and the Fund will request an opinion
       of tax counsel to that effect.

       A meeting of the shareholders of Strategic Investment Grade Bond
       Fund is expected to be held on or about September 20, 1995 to
       vote on the reorganization.  Approval of the reorganization
       requires the affirmative vote of a majority of the outstanding
       shares of the Fund (the term "majority" is defined in the
       Investment Company Act as a special majority.  It is also
       explained in the Statement of Additional Information).  There
       is no assurance that Strategic Investment Grade Bond Fund's
       shareholders will approve the reorganization.  Details about the
       proposed reorganization were contained in a proxy statement and
       other soliciting materials sent to Strategic Investment Grade
       Bond Fund's shareholders of record on July 14, 1995.  Persons
       who became shareholders of the Fund after the record date for
       the shareholder meeting will not be entitled to vote on the
       reorganization.

6.  In "How to Buy Shares," the section entitled "Class A Shares" under
"Classes of Shares" on page 19 is changed to read as follows:

       If you buy Class A shares, you may pay an initial sales charge
       on investments up to $1 million (up to $500,000 for purchases
       by OppenheimerFunds prototype 401(k) plans). If you purchase
       Class A shares as part of an investment of at least $1 million
       ($500,000 for OppenheimerFunds prototype 401(k) plans) in shares
       of one or more OppenheimerFunds, you will not pay an initial
       sales charge, but if you sell any of those shares within 18
       months of buying them, you may pay a contingent deferred sales
       charge. The amount of that sales charge will vary depending on
       the amount you invested. Sales charge rates are described in
       "Class A Shares" below.

7.  In "How to Buy Shares," the section entitled "Which Class of Shares
Should You Choose?" on page 19 is changed by adding a new final sentence
to the second paragraph of that section as follows:

       The discussion below of the factors to consider in purchasing
       a particular class of shares assumes that you will purchase only
       one class of shares and not a combination of shares of different
       classes.

8.  In "How to Buy Shares," the following is added as the first paragraph
of the section entitled "How Much Must You Invest?" on page 20:

       Shares of the Fund are not available for sale to new investors,
       including shares purchased by exchange from other
       OppenheimerFunds, lump-sum purchases, and purchases under an
       Asset Builder Plan (described below) or by reinvestment of
       dividends or distributions from other OppenheimerFunds, or under
       the "Reinvestment Privilege," described below.  Existing Fund
       shareholders may purchase additional Fund shares through
       subsequent investments or reinvestment of Fund dividends or
       distributions.  The foregoing is subject to the right of the
       Fund and the Distributor, in their complete discretion, to
       modify or terminate the terms of this offer at any time without
       prior notice.  The remaining sections of this Prospectus are
       hereby amended to conform to the terms of this offer.

9.  In "How to Buy Shares," the first paragraph of the section "Class A
Contingent Deferred Sales Charge" on page 21 is amended in its entirety
to read as follows:

       There is no initial sales charge on purchases of Class A shares
       of any one or more of the OppenheimerFunds in the following
       cases: 
              - purchases aggregating $1 million or more, or 
              - purchases by an OppenheimerFunds prototype 401(k)
              plan that: (1) buys shares costing $500,000 or more
              or (2) has, at the time of purchase, 100 or more
              eligible participants, or (3) certifies that it
              projects to have annual plan purchases of $200,000 or
              more.
              
              Shares of any of the OppenheimerFunds that offers only one
       class of shares that has no designation are considered "Class
       A shares" for this purpose. The Distributor pays dealers of
       record commissions on those purchases in an amount equal to the
       sum of 1.0% of the first $2.5 million, plus 0.50% of the next
       $2.5 million, plus 0.25% of purchases over $5 million. That
       commission will be paid only on the amount of those purchases
       in excess of $1 million ($500,000 for purchases by
       OppenheimerFunds 401(k) prototype plans) that were not
       previously subject to a front-end sales charge and dealer
       commission.

10.  In "Reduced Sales Charges for Class A Purchases" on page 22 the first
sentence of the section "Right of Accumulation" is changed to read as
follows:

       To qualify for the lower sales charge rates that apply to larger
       purchases of Class A shares, you and your spouse can add
       together Class A and Class B shares you purchase for your
       individual accounts, or jointly, or for trust or custodial
       accounts on behalf of your children who are minors.

The first two sentences of the second paragraph of that section are
revised to read as follows:

              Additionally, you can add together current purchases of
       Class A and Class B shares of the Fund and other
       OppenheimerFunds to reduce the sales charge rate that applies
       to current purchases of Class A shares. You can also count Class
       A and Class B shares of OppenheimerFunds you previously
       purchased subject to an initial or contingent deferred sales
       charge to reduce the sales charge rate for current purchases of
       Class A shares, provided that you still hold that investment in
       one of the OppenheimerFunds.

11.  The first sentence of the section entitled "Letter of Intent" is
revised to read as follows:

       Under a Letter of Intent, if you purchase Class A shares or
       Class A shares and Class B shares of the Fund and other
       OppenheimerFunds during a 13-month period, you can reduce the
       sales charge rate that applies to your purchases of Class A
       shares. The total amount of your intended purchases of both
       Class A and Class B shares will determine the reduced sales
       charge rate for the Class A shares purchased during that period.

12.  In the section entitled "Waivers of Class A Sales Charges" on pages
22 and 23 the following changes are made:

The first sentence of the first paragraph is replaced by a new
introductory paragraph set forth below and the list of circumstances
describing the sales charge waivers follows a new initial sentence:

       - Waivers of Class A Sales Charges. The Class A sales charges
       are not imposed in the circumstances described below. There is
       an explanation of this policy in "Reduced Sales Charges" in the
       Statement of Additional Information.

              Waivers of Initial and Contingent Deferred Sales Charges
       for Certain Purchasers. Class A shares purchased by the
       following investors are not subject to any Class A sales
       charges:

The introductory phrase preceding the list of sales charge waivers in the
second paragraph is replaced by the following and a new subsection (d) is
added to that same paragraph following subsection (c):

              Waivers of Initial and Contingent Deferred Sales Charges
       in Certain Transactions. Class A shares issued or purchased in
       the following transactions are not subject to Class A sales
       charges:
       . . .
              (d) shares purchased and paid for with the proceeds of
       shares redeemed in the prior 12 months from a mutual fund (other
       than a fund managed by the Manager or any of its subsidiaries)
       on which an initial sales charge or contingent deferred sales
       charge was paid (this waiver also applies to shares purchased
       by exchange of shares of Oppenheimer Money Market Fund, Inc.
       that were purchased and paid for in this manner); this waiver
       must be requested when the purchase order is placed for your
       shares of the Fund, and the Distributor may require evidence of
       your qualification for this waiver.

The third paragraph of that section is revised to read as follows:

              Waivers of the Class A Contingent Deferred Sales Charge.
       The Class A contingent deferred sales charge does not apply to
       purchases of Class A shares at net asset value without sales
       charge as described in the two sections above. It is also waived
       if shares that would otherwise be subject to the contingent
       deferred sales charge are redeemed in the following cases:
              - for retirement distributions or loans to participants or
       beneficiaries from qualified retirement plans, deferred
       compensation plans or other employee benefit plans, including
       OppenheimerFunds prototype 401(k) plans (these are all referred
       to as "Retirement Plans"); or
              - to return excess contributions made to Retirement Plans; or
              - to make Automatic Withdrawal Plan payments that are
       limited annually to no more than 12% of the original account
       value; or
              - involuntary redemptions of shares by operation of law or
       involuntary redemptions of small accounts (see "Shareholder
       Account Rules and Policies," below); or
              - if, at the time a purchase order is placed for Class A
       shares that would otherwise be subject to the Class A contingent
       deferred sales charge, the dealer agrees to accept the dealer's
       portion of the commission payable on the sale in installments
       of 1/18th of the commission per month (and no further commission
       will be payable if the shares are redeemed within 18 months of
       purchase); or
              - for distributions from OppenheimerFunds prototype 401(k)
       plans for any of the following cases or purposes: (1) following
       the death or disability (as defined in the Internal Revenue
       Code) of the participant or beneficiary (the death or disability
       must occur after the participant's account was established); (2)
       hardship withdrawals, as defined in the plan; (3) under a
       Qualified Domestic Relations Order, as defined in the Internal
       Revenue Code; (4) to meet the minimum distribution requirements
       of the Internal Revenue Code; (5) to establish "substantially
       equal periodic payments" as described in Section 72(t) of the
       Internal Revenue Code, or (6) separation from service.

13.  The first paragraph of the section entitled "Waivers of Class B Sales
Charge" on page 24 is amended by  replacing the introductory phrase of
that paragraph with the sentences below and adding a new subsection (5)
at the end of that paragraph as follows:

       - Waivers of Class B Sales Charge. The Class B contingent
       deferred sales charge will not be applied to shares purchased
       in certain types of transactions nor will it apply to Class B
       shares redeemed in certain circumstances as described below. The
       reasons for this policy are in "Reduced Sales Charges" in the
       Statement of Additional Information.

              Waivers for Redemptions of Shares in Certain Cases. The
       Class B contingent deferred sales charge will be waived for
       redemptions of shares in the following cases:

              . . . .

              (5) for distributions from OppenheimerFunds prototype
       401(k) plans (a) for hardship withdrawals; (b) under a Qualified
       Domestic Relations Order, as defined in the Internal Revenue
       Code; (c) to meet minimum distribution requirements as defined
       in the Internal Revenue Code; (d) to make "substantially equal
       periodic payments" as described in Section 72(t) of the Internal
       Revenue Code; or (e) for separation from service.

14.  In the section entitled "Reinvestment Privilege" on page 26, the
first three sentences are revised to read as follows:

       If you redeem some or all of your Class A or B shares of the
       Fund, you have up to 6 months to reinvest all or part of the
       redemption proceeds in Class A shares of the Fund or other
       OppenheimerFunds without paying a sales charge. This privilege
       applies to Class A shares that you purchased subject to an
       initial sales charge and to Class A or B shares on which you
       paid a contingent deferred sales charge when you redeemed them. 
       
15.  In the section entitled "Retirement Plans" on page 26, the following
is added to the list of plans offered by the Distributor:

       - 401(k) prototype retirement plans for businesses

16.  The first paragraph of the section entitled "How to Exchange Shares"
on page 28 is amended by deleting the second and third sentences.



September 15, 1995                                           PS0245.003


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