File No. 33-54849
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
POST-EFFECTIVE
AMENDMENT NO. 2
TO
FORM S-6
For Registration Under the Securities Act of 1933 of Securities
of Unit Investment Trusts Registered on Form N-8B-2
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
(Exact Name of Trust)
NIKE SECURITIES L.P.
(Exact Name of Depositor)
1001 Warrenville Road
Lisle, Illinois 60532
(Complete address of Depositor's principal executive offices)
NIKE SECURITIES L.P. CHAPMAN AND CUTLER
Attn: James A. Bowen Attn: Eric F. Fess
1001 Warrenville Road 111 West Monroe Street
Lisle, Illinois 60532 Chicago, Illinois 60603
(Name and complete address of agents for service)
It is proposed that this filing will become effective (check
appropriate box)
: : immediately upon filing pursuant to paragraph (b)
: x : December 31, 1997
: : 60 days after filing pursuant to paragraph (a)
: : on (date) pursuant to paragraph (a) of rule (485 or 486)
Pursuant to Rule 24f-2 under the Investment Company Act of
1940, the issuer has registered an indefinite amount of
securities. A 24f-2 Notice for the offering was last filed on
October 15, 1997.
<PAGE>
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
710,134 Units
PROSPECTUS
Part One
Dated December 26, 1997
Note: Part One of this Prospectus may not be distributed unless accompanied by
Part Two.
The Trust
The Oppenheimer Global Growth & Treasury Securities Trust (the "Trust") is a
unit investment trust consisting of a portfolio of "zero coupon" U.S. Treasury
bonds (Treasury Obligations) and shares of Oppenheimer Global Fund, Inc.
("Oppenheimer"). Oppenheimer is an open-end diversified management investment
company, commonly known as a mutual fund. At November 17, 1997, each Unit
represented a 1/710,134 undivided interest in the principal and net income of
the Trust (see "The Trust" in Part Two).
The Units being offered by this Prospectus are issued and outstanding Units
which have been purchased by the Sponsor in the secondary market or from the
Trustee after having been tendered for redemption. The profit or loss
resulting from the sale of Units will accrue to the Sponsor. No proceeds from
the sale of Units will be received by the Trust.
Public Offering Price
The Public Offering Price per Unit is equal to the aggregate value of the
Securities in the Portfolio of the Trust, plus or minus cash, if any, in the
income and principal accounts of the Trust, divided by the number of Units
outstanding, plus a sales charge of 5.5% of the Public Offering Price (5.820%
of the amount invested, exclusive of income and principal cash). At November
17, 1997, the Public Offering Price per Unit was $12.9691 (see "Public
Offering" in Part Two).
Please retain both parts of this Prospectus for future reference.
______________________________________________________________________________
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
______________________________________________________________________________
NIKE SECURITIES L.P.
Sponsor
<PAGE>
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
SUMMARY OF ESSENTIAL INFORMATION AS OF NOVEMBER 17, 1997
Sponsor: Nike Securities L.P.
Evaluator: First Trust Advisors L.P.
Trustee: The Chase Manhattan Bank
<TABLE>
<CAPTION>
GENERAL INFORMATION
<S> <C>
Aggregate Maturity Value of Treasury Obligations in the Trust $7,102,000
Aggregate Number of Shares of Oppenheimer in the Trust 88,613
Number of Units 710,134
Fractional Undivided Interest in the Trust per Unit 1/710,134
Public Offering Price per Unit:
Aggregate Value of Securities in the Portfolio $8,699,850
Aggregate Value of Securities per Unit $12.2510
Income and principal cash in the Portfolio $3,631
Income and principal cash per Unit $.0051
Sales Charge 5.820% (5.5% of Public Offering Price) $.7130
Public Offering Price per Unit $12.9691
Redemption Price and Sponsor's Repurchase Price per
Unit ($.7130 less than the Public Offering Price per Unit) $12.2561
</TABLE>
Date Trust Established September 22, 1994
Mandatory Termination Date May 15, 2005
Evaluator's Annual Fee: $.0020 per $10 principal amount of Treasury
Obligations outstanding. Evaluations for purposes of sale, purchase or
redemption of Units are made as of the close of trading (4:00 p.m. Eastern
time) on the New York Stock Exchange on each day on which it is open.
Supervisory fee payable to an affiliate Maximum of $.0015 per Unit
of the Sponsor outstanding annually
Bookkeeping and administrative expenses payable Maximum of $.0010 per Unit
to the Sponsor outstanding annually
Trustee's Annual Fee: $.009 per Unit outstanding.
Record Date: As soon as practicable after Oppenheimer's ex-dividend date.
Distribution Date: As soon as practicable after Oppenheimer's distribution
date.
<PAGE>
THIS PAGE INTENTIONALLY LEFT BLANK.
<PAGE>
REPORT OF INDEPENDENT AUDITORS
The Unit Holders of Oppenheimer Global
Growth & Treasury Securities Trust, Series 1
We have audited the accompanying statement of assets and liabilities,
including the portfolio, of Oppenheimer Global Growth & Treasury Securities
Trust, Series 1 as of August 31, 1997, and the related statements of
operations and changes in net assets for each of the two years in the period
then ended and for the period from the Initial Date of Deposit, September 22,
1994, to August 31, 1995. These financial statements are the responsibility
of the Trust's Sponsor. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. Our
procedures included confirmation of securities owned as of August 31, 1997, by
correspondence with the Trustee. An audit also includes assessing the
accounting principles used and significant estimates made by the Sponsor, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Oppenheimer Global Growth &
Treasury Securities Trust, Series 1 at August 31, 1997, and the results of its
operations and changes in its net assets for each of the two years in the
period then ended and for the period from the Initial Date of Deposit,
September 22, 1994, to August 31, 1995, in conformity with generally accepted
accounting principles.
ERNST & YOUNG LLP
Chicago, Illinois
December 5, 1997
<PAGE>
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
STATEMENT OF ASSETS AND LIABILITIES
August 31, 1997
<TABLE>
<CAPTION>
ASSETS
<S> <C>
Securities, at market value (cost, including
accretion on the treasury obligations,
$7,275,342)(Note 1) $8,559,146
Cash 7,884
Receivable from investment transaction 7,163
___________
8,574,193
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND NET ASSETS
<S> <C> <C>
Accrued liabilities 5,832
___________
Net assets, applicable to 723,991 outstanding
units of fractional undivided interest:
Cost of Trust assets, including accretion
on the treasury obligations (Note 1) 7,275,342
Net unrealized appreciation (Note 2) 1,283,804
Distributable funds 9,215
___________
$8,568,361
===========
Net asset value per unit $11.8349
===========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
PORTFOLIO
August 31, 1997
<TABLE>
<CAPTION>
Maturity Market
value Name of Issuer and Title of Security value
<C> <S> <C>
Zero Coupon U.S. Treasury bonds
$7,240,000(1) maturing May 15, 2005 $4,435,306
==========
</TABLE>
<TABLE>
<CAPTION>
Shares
<C> <S> <C>
90,178 Oppenheimer Global Fund 4,123,840
========== __________
Total investments $8,559,146
==========
</TABLE>
(1) The treasury obligations have been purchased at a discount from their
par value because there is no stated interest income thereon. Over the
life of the treasury obligations the value increases, so that upon
maturity the holders will receive 100% of the principal amount thereof.
See accompanying notes to financial statements.
<PAGE>
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Period from
the Initial
Date of Deposit,
September 22,
Year ended Year ended 1994, to
August 31, August 31, August 31,
1997 1996 1995
<S> <C> <C> <C>
Interest income $317,331 348,955 239,515
Dividends:
Ordinary income 63,872 40,219 62,434
Capital gain 140,077 241,979 211,097
___________________________________
Total investment income 521,280 631,153 513,046
Expenses:
Trustee's fees and related expenses (12,887) (16,576) (8,776)
Evaluator's fees (1,570) (1,840) (1,296)
Supervisory fees (1,178) (1,436) (1,044)
Administrative fees (785) (921) (726)
___________________________________
Total expenses (16,420) (20,773) (11,842)
___________________________________
Investment income - net 504,860 610,380 501,204
Net gain (loss) on investments:
Net realized gain (loss) 148,884 107,041 -
Change in net unrealized appreciation
or depreciation 878,974 (182,537) 587,367
___________________________________
1,027,858 (75,496) 587,367
___________________________________
Net increase (decrease) in net
assets resulting from operations $1,532,718 534,884 1,088,571
===================================
</TABLE>
See accompanying notes to financial statements.
<PAGE>
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
Period from
the Initial
Date of Deposit,
September 22,
Year ended Year ended 1994, to
August 31, August 31, August 31,
1997 1996 1995
<S> <C> <C> <C>
Net increase (decrease) in net assets
resulting from operations:
Investment income - net $504,860 610,380 501,204
Net realized gain (loss)
on investments 148,884 107,041 -
Change in unrealized appreciation
or depreciation on investments 878,974 (182,537) 587,367
____________________________________
1,532,718 534,884 1,088,571
Units issued (10,000 and 935,000 in
1996 and 1995, respectively) - 100,147 8,440,156
Units redeemed (112,218 and 158,791
in 1997 and 1996, respectively) (1,238,681) (1,635,984) -
Distributions to unit holders:
Investment income - net (187,681) (255,852) (267,792)
____________________________________
Total increase (decrease) in net assets 106,356 (1,256,805) 9,260,935
Net assets:
At the beginning of the period 8,462,005 9,718,810 457,875
____________________________________
At the end of the period (including
distributable funds (deficit)
applicable to Trust units of
$9,215, $(24,762) and $(6,103)
at August 31, 1997, 1996 and
1995, respectively) $8,568,361 8,462,005 9,718,810
===================================
Trust units outstanding at the end
of the period 723,991 836,209 985,000
</TABLE>
See accompanying notes to financial statements.
<PAGE>
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
NOTES TO FINANCIAL STATEMENTS
1. Significant accounting policies
Security valuation -
The treasury obligations are stated at values as determined by First Trust
Advisors L.P. (the Evaluator), an affiliate of the Sponsor. The values are
based on (1) current bid prices for the securities obtained from dealers or
brokers who customarily deal in securities comparable to those held by the
Trust, (2) current bid prices for comparable securities, (3) appraisal or (4)
any combination of the above.
Shares of Oppenheimer Global Fund (Oppenheimer) are stated at Oppenheimer's
published net asset value as reported by the Evaluator. Net asset value is
determined by dividing the value of Oppenheimer's securities plus any cash and
other assets (including accrued interest and dividends receivable) less all
liabilities (including accrued expenses) by the number of shares outstanding,
adjusted to the nearest whole cent.
Investment income -
Dividends from the Oppenheimer shares are recorded on Oppenheimer's ex-
dividend date. Interest income consists of amortization of original issue
discount and market discount or premium on the treasury obligations. Such
amortization is included in the cost of the treasury obligations rather than
in distributable funds because it is not currently available for distribution
to unit holders.
Security cost -
Cost of the Trust's treasury obligations is based on the offering price of the
treasury obligations on the dates the treasury obligations were deposited in
the Trust, plus amortization of original issue discount and amortization of
market discount or premium. Cost of the Oppenheimer shares is based on the
net asset value of such shares on the dates the shares were deposited in the
Trust. The cost of securities sold is determined on the average cost method.
Sales of securities are recorded on the trade date.
Federal income taxes -
The Trust is not taxable for Federal income tax purposes. Each unit holder is
considered to be the owner of a pro rata portion of the Trust and,
accordingly, no provision has been made for Federal income taxes.
Expenses of the Trust -
The Trust pays a fee for Trustee services, which is based on $.009 per annum
per unit outstanding based on the largest aggregate number of units
outstanding during the calendar year. Prior to September 1, 1995, the Trustee
was United States Trust Company of New York; effective September 1, 1995, The
Chase Manhattan Bank succeeded United States Trust Company of New York as
Trustee. The Evaluator receives an annual fee based on $0.002 per $10.00
principal amount of treasury obligations outstanding. Additionally, the Trust
pays recurring financial reporting costs, an annual supervisory fee payable to
an affiliate of the Sponsor and an annual administrative fee payable to the
Sponsor.
<PAGE>
2. Unrealized appreciation and depreciation
An analysis of net unrealized appreciation at August 31, 1997 follows:
<TABLE>
<CAPTION>
Treasury Oppenheimer
obligations shares Total
<S> <C> <C> <C>
Unrealized appreciation $375,780 908,024 1,283,804
Unrealized depreciation - - -
___________________________________
$375,780 908,024 1,283,804
===================================
</TABLE>
3. Other information
Cost to investors -
The cost to initial investors of units of the Trust was based on the aggregate
offering price of the treasury obligations and the net asset value of the
Oppenheimer shares on the date of an investor's purchase, plus a sales charge
of 5.5% of the public offering price which is equivalent to approximately
5.820% of the net amount invested.
Distributions to unit holders -
Distributions to unit holders are made as soon as practicable after
Oppenheimer's distribution date. During the periods ended August 31, 1997,
1996 and 1995, the Trust made distributions totaling $.2311, $.2740 and
$.4463, respectively, as described below.
<PAGE>
Selected data per unit of the Trust outstanding
throughout each period -
<TABLE>
<CAPTION>
Period from
the Initial
Date of Deposit,
September 22,
Year ended Year ended 1994, to
August 31, August 31, August 31,
1997 1996 1995
<S> <C> <C> <C>
Investment income-interest and dividend $.6639 .6855 .7097
Expenses (.0209) (.0226) (.0164)
____________________________________
Investment income - net .6430 .6629 .6933
Distributions to unit holders:
Investment income - net (.2311) (.2740) (.4463)
Net gain (loss) on investments 1.3035 (.1362) .4623
____________________________________
Total increase (decrease) in
net assets 1.7154 .2527 .7093
Net assets:
Beginning of the period 10.1195 9.8668 9.1575
____________________________________
End of the period $11.8349 10.1195 9.8668
====================================
</TABLE>
Investment income - interest and dividends, expenses and investment income -
net per unit have been calculated based on the weighted average number of
units outstanding during each period (785,171, 920,767 and 772,892 units
during the periods ended August 31, 1997, 1996 and 1995, respectively).
Distributions to unit holders of investment income - net per unit reflects the
Trust's cash distributions of approximately $.2311 per unit to 812,227 units
on December 31, 1996, approximately $.2740 per unit to 933,877 units on
December 29, 1995 and approximately $.4463 per unit to 600,000 units on
December 22, 1994. The net gain (loss) on investments per unit during the
periods ended August 31, 1996 and 1995 includes the effects of changes arising
from issuance of additional units during each period at net asset values which
differed from the net asset value per unit at the beginning of each period.
<PAGE>
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST, SERIES 1
PART ONE
Must be Accompanied by Part Two
___________________
P R O S P E C T U S
___________________
SPONSOR: Nike Securities L.P.
1001 Warrenville Road
Lisle, Illinois 60532
(800) 621-1675
TRUSTEE: The Chase Manhattan Bank
4 New York Plaza, 6th Floor
New York, New York 10004-2413
LEGAL COUNSEL Chapman and Cutler
TO SPONSOR: 111 West Monroe Street
Chicago, Illinois 60603
LEGAL COUNSEL Carter, Ledyard & Milburn
TO TRUSTEE: 2 Wall Street
New York, New York 10005
INDEPENDENT Ernst & Young, LLP
AUDITORS: Sears Tower
233 South Wacker Drive
Chicago, Illinois 60606
This Prospectus does not constitute an offer to sell, or a solicitation of an
offer to buy, securities in any jurisdiction to any person to whom it is not
lawful to make such offer in such jurisdiction.
This Prospectus does not contain all the information set forth in the
registration statement and exhibits relating thereto, which the Trust has
filed with the Securities and Exchange Commission, Washington, D.C., under the
Securities Act of 1933 and the Investment Company Act of 1940, and to which
reference is hereby made.
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST
PROSPECTUS
Part Two NOTE: THIS PART TWO PROSPECTUS MAY
Dated December 30, 1997 ONLY BE USED WITH PART ONE
The Trust. Oppenheimer Global Growth & Treasury Securities Trust (the
"Trust") is a unit investment trust consisting of a portfolio of zero
coupon U.S. Treasury bonds and shares of Oppenheimer Global Fund (the
"Fund"). The Fund is an open-end, diversified management investment
company, commonly known as a mutual fund.
The objective of the Trust is to protect Unit holders' capital by
investing a portion of the Trust's portfolio in zero coupon U.S.
Treasury bonds ("Treasury Obligations") and to provide for potential
capital appreciation by investing a portion of the Trust's portfolio in
shares of Oppenheimer Global Fund. Collectively the Treasury Obligations
and the Fund shares are referred to herein as the "Securities." The
Fund's investment objective is capital appreciation. Current income is
not an objective. In seeking its objective, the Fund will invest a
substantial portion of its invested assets in securities of foreign
issuers, "growth-type" companies, cyclical industries and special
situations which are considered to have appreciation possibilities. The
Fund's techniques may be considered speculative investment methods and
may increase risks and costs to the Fund. See "What is Oppenheimer
Global Fund?-Risk Factors." The Treasury Obligations evidence the right
to receive a fixed payment at a future date from the U.S. Government and
are backed by the full faith and credit of the U.S. Government. The
guarantee of the U.S. Government does not apply to the market value of
the Treasury Obligations or the Units of the Trust, whose net asset
value will fluctuate and, prior to maturity, may be worth more or less
than a purchaser's acquisition cost. This Trust is intended to achieve
its objective over the life of the Trust and as such is best suited for
those investors capable of holding Units to maturity. There is, of
course, no guarantee that the objective of the Trust will be achieved.
See "Portfolio."
The Trust has a mandatory termination date ("Mandatory Termination Date"
or "Trust Ending Date") of May 15, 2005.
Each Unit of the Trust represents an undivided fractional interest in
all the Securities deposited in the Trust. The Trust has been organized
so that purchasers of Units should receive, at the termination of the
Trust, an amount per Unit at least equal to $10.00 (which is equal to
the per Unit value upon maturity of the Treasury Obligations), even if
the Trust never paid a dividend and the value of the underlying Fund
shares were to decrease to zero, which the Sponsor considers highly
unlikely. This feature of the Trust provides Unit holders who purchase
Units at a price of $10.00 or less per Unit with total principal
protection, including any sales charges paid, although they might forego
any earnings on the amount invested. To the extent that Units are
purchased at a price less than $10.00 per Unit, this feature may also
provide a potential for capital appreciation. As a result of the
volatile nature of the market for zero coupon U.S. Treasury bonds, Units
sold or redeemed prior to maturity will fluctuate in price and the
underlying Treasury Obligations may be valued at a price greater or less
than their value as of the Initial Date of Deposit. UNIT HOLDERS
DISPOSING OF THEIR UNITS PRIOR TO THE MATURITY OF THE TRUST MAY RECEIVE
MORE OR LESS THAN $10.00 PER UNIT, DEPENDING ON MARKET CONDITIONS ON THE
DATE UNITS ARE SOLD OR REDEEMED.
BOTH PARTS OF THE PROSPECTUS SHOULD BE RETAINED FOR FUTURE REFERENCE.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY
OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
Page 1
The Fund shares deposited in the Trust's portfolio have no fixed
maturity date and the net asset value of the shares will fluctuate. The
Portfolio, essential information based thereon and financial statements,
including a report of independent auditors relating to the Trust offered
hereby, are contained in Part One for the Trust to which reference
should be made for such information.
Public Offering Price. The Public Offering Price per Unit of the Trust
will be based upon a pro rata share of the bid prices of the Treasury
Obligations and the net asset value of the Fund shares in the Trust plus
or minus a pro rata share of cash, if any, in the Capital and Income
Accounts of the Trust plus a maximum sales charge of 5.5% (equivalent to
5.82% of the net amount invested). The minimum purchase is $1,000. The
sales charge is reduced on a graduated scale for sales involving at
least 10,000 Units. See "How is the Public Offering Price Determined?"
Income and Capital Gains Distributions. Distributions of net income, if
any, other than amortized discount, will be made at least annually.
Distributions of realized capital gains, if any, received by the Trust,
will be made whenever the Fund makes such a distribution. Any
distribution of income and/or capital gains will be net of the expenses
of the Trust. INCOME WITH RESPECT TO THE ACCRUAL OF ORIGINAL ISSUE
DISCOUNT ON THE TREASURY OBLIGATIONS WILL NOT BE DISTRIBUTED CURRENTLY,
ALTHOUGH UNIT HOLDERS WILL BE SUBJECT TO FEDERAL INCOME TAX AT ORDINARY
INCOME RATES AS IF A DISTRIBUTION HAD OCCURRED. See "What is the Federal
Tax Status of Unit Holders?" Additionally, upon termination of the
Trust, the Trustee will distribute, upon surrender of Units for
redemption, to each Unit holder his or her pro rata share of the Trust's
assets, less expenses, in the manner set forth under "Rights of Unit
Holders-How are Income and Capital Distributed?"
Reinvestment. Each Unit holder will, unless he or she elects to receive
cash payments, have distributions of principal (including, if elected by
Unit holders, the proceeds received upon the maturity of the Treasury
Obligations in the Trust at termination) and income earned by the Trust,
automatically invested in shares of the Fund (if Fund shares are
registered in the Unit holder's state of residence) in the name of the
Unit holder. Such distributions (including, if elected by Unit holders,
the proceeds received upon the maturity of the Treasury Obligations in
the Trust at termination) will be reinvested without a sales charge to
the Unit Holder on each applicable distribution date. See "Rights of
Unit Holders-How Can Distributions to Unit Holders be Reinvested?"
Market for Units. While under no obligation to do so, the Sponsor
intends to maintain a market for Units of the Trust and offer to resell
such Units at prices which are based on the aggregate bid side
evaluation of the Treasury Obligations and the aggregate net asset value
of the Fund shares in the Trust plus or minus a pro rata share of cash,
if any, in the Capital and Income Accounts of the Trust plus a maximum
sales charge of 5.5% (equivalent to 5.82% of the net amount invested).
In the absence of such a market, a Unit holder may redeem Units through
redemption at prices based upon the aggregate bid price of the Treasury
Obligations plus the aggregate net asset value of the Fund shares in the
Trust plus or minus a pro rata share of cash, if any, in the Capital and
Income Accounts of the Trust. See "Rights of Unit Holders-How May Units
be Redeemed?"
Risk Factors. An investment in the Trust should be made with an
understanding of the risks associated therewith, including, among other
factors, the possible deterioration of either the Securities which make
up the Trust or the general condition of the stock market, volatile
interest rates, economic recession, currency exchange fluctuations,
foreign withholding, and differences between domestic and foreign legal,
auditing, brokerage and economic standards. The Trust is not actively
managed and Securities will not be sold by the Trust to take advantage
of market fluctuations or changes in anticipated rates of appreciation.
See "What are the Fund's Investment Policies?-Risk Factors."
Page 2
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST
What is Oppenheimer Global Growth & Treasury Securities Trust?
The Oppenheimer Global Growth & Treasury Securities Trust is one of a
series of investment companies created by the Sponsor under the name of
Oppenheimer Global Growth & Treasury Securities Trust, all of which are
generally similar but each of which is separate and is designated by a
different series number (the "Trust"). This series was created under the
laws of the State of New York pursuant to a Trust Agreement (the
"Indenture"), dated the Initial Date of Deposit, with Nike Securities
L.P., as Sponsor, The Chase Manhattan Bank, as Trustee, and First Trust
Advisors L.P., as Portfolio Supervisor and Evaluator.
The objective of the Trust is to protect Unit holders' capital by
investing a portion of the Trust's portfolio in zero coupon U.S.
Treasury bonds ("Treasury Obligations") and to provide for potential
capital appreciation by investing a portion of the Trust's portfolio in
shares of Oppenheimer Global Fund (the "Fund"). The Fund is a mutual
fund with the investment objective of capital appreciation. Current
income is not an objective. In seeking its objective, the Fund will
invest a substantial portion of its invested assets in securities of
foreign issuers, "growth-type" companies, cyclical industries and
special situations which are considered to have appreciation
possibilities. The Fund's techniques may be considered speculative
investment methods and increase risks and costs to the Fund. See "What
is Oppenheimer Global Fund?-Risk Factors." In the Sponsor's opinion, the
trend toward integration and interdependence of certain of the world's
economies as well as the emergence of newly industrialized countries,
with higher standards of living and increasing consumer demands has
translated into more foreign investment opportunities. Foreign markets
are assuming a dominant role in the world economy. Over the past twenty
years, the major percentage of the world stock market capitalization has
shifted dramatically from the United States to foreign markets, which
now account for approximately 66% of the world's equities. The Fund's
international experts have identified nine significant global trends
which they currently believe offer the most promising areas for long-
term growth: Specialized Communications, Emerging Consumer Markets,
Infrastructure Worldwide, Capital Market Development,
Healthcare/Biotechnology, Energy Logistics, Corporate Restructuring,
Efficiency-Enhancing Technologies, and Environment. The Treasury
Obligations evidence the right to receive a fixed payment at a future
date from the U.S. Government and are backed by the full faith and
credit of the U.S. Government. The guarantee of the U.S. Government does
not apply to the market value of the Treasury Obligations or the Units
of the Trust, whose net asset value will fluctuate and, prior to
maturity, may be more or less than a Unit holder's acquisition cost.
Collectively, the Treasury Obligations and Fund shares in the Trust are
referred to herein as the "Securities." There is, of course, no
guarantee that the objective of the Trust will be achieved. The Trust
has been organized so that purchasers of Units should receive, at the
termination of the Trust, an amount per Unit at least equal to $10.00
per Unit (which is equal to the per Unit value upon maturity of the
Treasury Obligations), even if the Fund shares never paid a dividend and
the value of the Fund shares in the Trust were to decrease to zero,
which the Sponsor considers highly unlikely. To the extent that Units of
the Trust are redeemed, the aggregate value of the Securities in the
Trust will be reduced and the undivided fractional interest represented
by each outstanding Unit of the Trust will increase. See "How May Units
be Redeemed?" The Trust has a Mandatory Termination Date as set forth in
Part One of the Prospectus.
What are the Expenses and Charges?
At no cost to the Trust, the Sponsor has borne all the expenses of
creating and establishing the Trust, including the cost of the initial
preparation, printing and execution of the Indenture for the Units,
legal and accounting expenses, expenses of the Trustee and other out-of-
pocket expenses. The Sponsor will not receive any fees in connection
with its activities relating to the Trust. However, First Trust Advisors
L.P., an affiliate of the Sponsor, will receive an annual supervisory
fee, which is not to exceed the amount set forth in Part One for
providing portfolio supervisory services for the Trust. Such fee is
based on the number of Units outstanding in the Trust on January 1 of
each year except during the year or years in which an initial offering
period occurs in which case the fee for a month is based on the number
of Units outstanding at the end of such month. The fee may exceed the
actual costs of providing such supervisory services for the Trust, but
at no time will the total amount received for portfolio supervisory
services rendered to unit investment trusts of which Nike Securities
Page 3
L.P. is the Sponsor in any calendar year exceed the aggregate cost of
First Trust Advisors L.P. of supplying such services in such year.
The Evaluator will receive a fee as indicated in Part One. No fee is
paid to the Evaluator with respect to the Fund shares in the Trust. The
Trustee pays certain expenses of the Trust for which it is reimbursed by
the Trust. The Trustee will receive for its ordinary recurring services
to the Trust and for all normal expenses of the Trustee incurred by or
in connection with its responsibilities under the Indenture, an annual
fee as set forth in Part One per annum per Unit in the Trust outstanding
based upon the number of Units outstanding in the Trust on January 1 of
each year except during the year or years in which an initial offering
period occurs in which case the fee for a month is based on the number
of Units outstanding at the end of such month. For a discussion of the
services performed by the Trustee pursuant to its obligations under the
Indenture, reference is made to the material set forth under "Rights of
Unit Holders." Rule 12b-1 fees imposed on shares of the Fund held in the
Trust, are rebated to the Trust, deposited in the Income Account and are
used to pay expenses of the Trust.
The Trustee's and Evaluator's fees are payable from the Income Account
of the Trust to the extent funds are available and then from the Capital
Account of the Trust. Since the Trustee has the use of the funds being
held in the Capital and Income Accounts for payment of expenses and
redemptions and since such Accounts are non-interest bearing to Unit
holders, the Trustee benefits thereby. Part of the Trustee's
compensation for its services to the Trust is expected to result from
the use of these funds. Both fees may be increased without approval of
the Unit holders by amounts not exceeding proportionate increases under
the category "All Services Less Rent of Shelter" in the Consumer Price
Index published by the United States Department of Labor.
The following additional charges are or may be incurred by the Trust:
all legal and annual auditing expenses of the Trustee incurred by or in
connection with its responsibilities under the Indenture; the expenses
and costs of any action undertaken by the Trustee to protect the Trust
and the rights and interests of the Unit holders; fees of the Trustee
for any extraordinary services performed under the Indenture;
indemnification of the Trustee for any loss, liability or expense
incurred by it without negligence, bad faith or willful misconduct on
its part, arising out of or in connection with its acceptance or
administration of the Trust; indemnification of the Sponsor for any
loss, liability or expense incurred without gross negligence, bad faith
or willful misconduct in acting as depositor of the Trust; all taxes and
other government charges imposed upon the Securities or any part of the
Trust (no such taxes or charges are being levied or made or, to the
knowledge of the Sponsor, contemplated). The above expenses and the
Trustee's annual fee, when paid or owing to the Trustee, are secured by
a lien on the Trust. In addition, the Trustee is empowered to sell
Securities in the Trust in order to make funds available to pay all
these amounts if funds are not otherwise available in the Income and
Capital Accounts of the Trust except that the Trustee shall not sell
Treasury Obligations to pay Trust expenses. Since the Fund shares
consist primarily of common stock and the income stream produced by
dividends is unpredictable, the Sponsor cannot provide any assurance
that dividends will be sufficient to meet any or all expenses of the
Trust. As discussed above, if dividends are insufficient to cover
expenses, it is likely that Fund shares will have to be sold to meet
Trust expenses. These sales may result in capital gains or losses to
Unit holders. See "What is the Federal Tax Status of Unit Holders?"
The Indenture requires the Trust to be audited on an annual basis at the
expense of the Trust by independent auditors selected by the Sponsor. So
long as the Sponsor is making a secondary market for the Units, the
Sponsor is required to bear the cost of such annual audits to the extent
such cost exceeds $0.005 per Unit. Unit holders of the Trust covered by
an audit may obtain a copy of the audited financial statements upon
request.
What is the Federal Tax Status of Unit Holders?
The following is a general discussion of certain of the Federal income
tax consequences of the purchase, ownership and disposition of the
Units. The summary is limited to investors who hold the Units as
"capital assets" (generally, property held for investment) within the
meaning of Section 1221 of the Internal Revenue Code of 1986, as amended
(the "Code"). Unit holders should consult their tax advisers in
determining the Federal, state, local and any other tax consequences of
the purchase, ownership and disposition of Units in the Trust. For
Page 4
purposes of the following discussion and opinion, it is assumed that
shares in the Fund represent shares in an entity treated as a regulated
investment company for Federal income tax purposes.
In the opinion of Chapman and Cutler, counsel for the Sponsor, under
existing law:
1. The Trust is not an association taxable as a corporation for
Federal income tax purposes; each Unit holder will be treated as the
owner of a pro rata portion of each of the assets of the Trust under the
Code; the income of the Trust will be treated as income of the Unit
holders thereof under the Code; and each Unit holder will be considered
to have received his or her pro rata share of income derived from each
Trust asset when such income is considered received by the Trust.
2. Each Unit holder will have a taxable event when the Trust disposes
of a Security (whether by sale, exchange, liquidation, redemption, or
otherwise) or upon the sale or redemption of Units by such Unit holder
(except to the extent an in-kind distribution of stock is received by
such Unit holder as described below). The price a Unit holder pays for
his or her Units is allocated among his or her pro rata portion of each
Security held by the Trust (in proportion to the fair market values
thereof on the date the Unit holder purchases his or her Units) in order
to determine his or her initial tax basis for his or her pro rata
portion of each Security held by the Trust. It should be noted that
certain legislative proposals have been made which could effect the
calculation of basis for Unit holders holding securities that are
substantially identical to the Securities. Unit holders should consult
their own tax advisors with regard to calculation of basis. The Treasury
Obligations held by the Trust are treated as stripped bonds and are
treated as bonds issued at an original issue discount as of the date a
Unit holder purchases his or her Units. Because the Treasury Obligations
represent interests in "stripped" U.S. Treasury bonds, a Unit holder's
initial cost for his or her pro rata portion of each Treasury Obligation
held by the Trust (determined at the time he acquires his Units, in the
manner described above) shall be treated as its "purchase price" by the
Unit holder. Original issue discount is effectively treated as interest
for Federal income tax purposes and the amount of original issue
discount in this case is generally the difference between the bond's
purchase price and its stated redemption price at maturity. A Unit
holder will be required to include in gross income for each taxable year
the sum of his or her daily portions of original issue discount
attributable to the Treasury Obligations held by the Trust as such
original issue discount accrues and will, in general, be subject to
Federal income tax with respect to the total amount of such original
issue discount that accrues for such year even though the income is not
distributed to the Unit holders during such year to the extent it is not
less than a "de minimis" amount as determined under a Treasury
Regulations relating to stripped bonds. To the extent the amount of such
discount is less than the respective "de minimis" amount, such discount
shall be treated as zero. In general, original issue discount accrues
daily under a constant interest rate method which takes into account the
semi-annual compounding of accrued interest. In the case of the Treasury
Obligations, this method will generally result in an increasing amount
of income to the Unit holders each year. Unit holders should consult
their tax advisers regarding the Federal income tax consequences and
accretion of original issue discount. For Federal income tax purposes, a
Unit holder's pro rata portion of dividends, as defined by Section 316
of the Code, paid with respect to a Fund share held by the Trust is
taxable as ordinary income to the extent of such Fund's current and
accumulated "earnings and profits." A Unit holder's pro rata portion of
dividends paid on such Fund share which exceed such current and
accumulated earnings and profits will first reduce a Unit holder's tax
basis in such Fund share, and to the extent that such dividends exceed a
Unit holder's tax basis in such Fund share shall generally be treated as
capital gain. In general, the holding period for such capital gain will
be determined by the period of time a Unit holder has held his Units.
3. A Unit holder's portion of gain, if any, upon the sale or
redemption of Units or the disposition of Securities held by the Trust
will generally be considered a capital gain except in the case of a
dealer or a financial institution. A Unit holder's portion of loss, if
any, upon the sale or redemption of Units or the disposition of
Securities held by the Trust will generally be considered a capital loss
(except in the case of a dealer or a financial institution). Unit
holders should consult their tax advisers regarding the recognition of
gains and losses for Federal income tax purposes.
Because Unit holders are deemed to directly own a pro rata portion of
the Fund shares as discussed above, Unit holders are advised to read the
Page 5
discussion of tax consequences for the Fund set forth under "Who is the
Management of Oppenheimer Global Fund?-Tax Status of the Fund."
Distributions declared by the Fund on the Fund shares in October,
November or December that are held by the Trust and paid during the
following January will be treated as having been received by Unit
holders on December 31 in the year such distributions were declared.
Distributions of the Fund's net capital gain which the Fund properly
designates as capital gain dividends will be taxable to the Unit holders
as long-term capital gains regardless of how long a person has been a
Unit holder. If a Unit holder holds his or her Units for six months or
less or if the Trust holds shares of the Fund for six months or less,
any loss incurred by a Unit holder related to the disposition of the
Fund shares will be treated as a long-term capital loss to the extent of
any long-term capital gains distributions received (or deemed to have
been received) with respect to such shares. For taxpayers other than
corporations, net capital gain (which is defined as net long-term
capital gain over net short-term capital loss for the taxable year) is
subject to a maximum marginal stated tax rate of either 28% or 20%,
depending upon the holding periods of the capital assets. Capital loss
is long-term if the holding period for the asset is more than one year,
and is short-term if the holding period for the asset is one year or
less. Generally, capital gains realized from assets held for more than
one year but not more than 18 months are taxed at a maximum marginal
stated tax rate of 28% and capital gains realized from assets (with
certain exclusions) held for more than 18 months are taxed at a maximum
marginal stated tax rate of 20% (10% in the case of certain taxpayers in
the lowest tax bracket). Further, capital gains realized from assets
held for one year or less are taxed at the same rates as ordinary
income. Legislation is currently pending that provides the appropriate
methodology that should be applied in netting the realized capital gains
and losses. Such legislation is proposed to be effective retroactively
for tax years ending after May 6, 1997. Note, however, that the 1997 Act
provides that the application of the rules described above in the case
of pass-through entities, such as the Fund shares will be prescribed in
future Treasury Regulations. The Internal Revenue Service has released
preliminary guidance which provides that, in general, pass-through
entities may designate their capital gain dividends as either a 20% rate
gain distribution or a 28% rate gain distribution, depending on the
nature of the gain received by the pass-through entity. Unit holders
should consult their own tax advisers as to the tax rate applicable to
capital gain dividends.
The Taxpayer Relief Act of 1997 (the "1997 Act") includes provisions
that treat certain transactions designed to reduce or eliminate risk of
loss and opportunities for gain (e.g., short sales, offsetting notional
principal contracts, futures or forward contracts, or similar
transactions) as constructive sales for purposes of recognition of gain
(but not loss) and for purposes of determining the holding period. Unit
holders should consult their own tax advisors with regard to any such
constructive sales rules.
In addition, it should be noted that capital gains may be
recharacterized as ordinary income in the case of certain financial
transactions that are "conversion transactions" effective for
transactions entered into after April 30, 1993. Unit holders and
prospective investors should consult with their tax advisers regarding
the potential effect of this provision on their investment in Units. If
the Unit holder disposes of a Unit, he is deemed thereby to have
disposed of his entire pro rata interest in all assets of the Trust
involved including his pro rata portion of all the Securities
represented by the Unit.
Distributions on the Fund shares which are taxable as ordinary income to
the Unit holders will constitute dividends for federal income tax
purposes. To the extent dividends received by the Fund are attributable
to foreign corporations, a corporation that owns Units will not be
entitled to the dividends received deduction with respect to the pro
rata portion of such dividends, since the dividends received deduction
is generally available only with respect to dividends paid by domestic
corporations. However, to the extent dividends received by the Fund are
from United States corporations (other than real estate investment
trusts) and are designated by the Fund as being eligible for the
dividends received deduction, distributions received by corporate Unit
holders with respect to Fund shares attributable to such dividends may
qualify for the 70% dividends received deduction, subject to limitations
otherwise applicable to the availability of the deduction.
If more than 50% of the value of the total assets of the Fund consists
of stock or securities in Foreign Corporations, the Fund may elect to
pass through to its shareholders the foreign income and similar taxes
paid by the Fund in order to enable such shareholders to take a credit
(or deduction) for foreign income taxes paid by the Fund. If such an
election is made, Unit holders of the Trust, because they are deemed to
Page 6
own a pro rata portion of the Fund shares held by the Trust, as
described above, must include in their gross income, for Federal income
tax purposes, both their portion of dividends received by the Trust from
the Fund, and also their portion of the amount which the Fund deems to
be the Trust's portion of foreign income taxes paid with respect to, or
withheld from, dividends, interest or other income of the Fund from its
foreign investments. Unit holders may then subtract from their Federal
income tax the amount of the foreign tax credit with respect to such
taxes withheld, or else treat such foreign taxes as deductions from
gross income; however, as in the case of investors receiving income
directly from foreign sources, the above described tax credit or
deduction is subject to certain limitations. Unit holders should consult
their tax advisers regarding this election and its consequences to them.
Limitations on Deductibility of Trust Expenses by Unit Holders. Each
Unit holder's pro rata share of each expense paid by the Trust is
deductible by the Unit holders to the same extent as though the expense
had been paid directly by him, subject to the following limitation. It
should be noted that as a result of the Tax Reform Act of 1986, certain
miscellaneous itemized deductions, such as investment expenses, tax
return preparation fees and employee business expenses will be
deductible by an individual only to the extent they exceed 2% of such
individual's adjusted gross income. Unit holders may be required to
treat some or all of the expenses of the Trust as miscellaneous itemized
deductions subject to this limitation.
Special Tax Consequences of In-Kind Distributions Upon Termination of
the Trust. As discussed in "Rights of Unit Holders-How are Income and
Capital Distributed?," under certain circumstances a Unit Holder will
receive an In-Kind Distribution upon the termination of the Trust. The
Unit Holder requesting an In-Kind Distribution will be liable for
expenses related thereto (the "Distribution Expenses") and the amount of
such In-Kind Distribution will be reduced by the amount of the
Distribution Expenses. See "Rights of Unit Holder-How are Income and
Capital Distributed?" Treasury Obligations held by the Trust will not be
distributed to a Unit holder as part of an In-Kind Distribution. The tax
consequences relating to the sale of Treasury Obligations are discussed
above. As previously discussed, prior to the termination of the Trust, a
Unit holder is considered as owning a pro rata portion of each of the
Trust assets for Federal income tax purposes. The receipt of an In-Kind
Distribution upon the termination of the Trust will result in a Unit
holder receiving an undivided interest in whole shares of the Fund plus,
possibly, cash.
The potential tax consequences that may occur under an In-Kind
Distribution will depend on whether or not a Unit holder receives cash
in addition to Securities. A "Security" for this purpose is a particular
class of stock issued by a particular corporation (and does not include
the Treasury Obligations in the Trust). A Unit holder will not recognize
gain or loss if a Unit holder only receives shares of the Fund in
exchange for his or her pro rata portion in each share of the Fund held
by the Trust. However, if a Unit holder also receives cash in exchange
for a fractional share of a Security held by the Trust, such Unit holder
will generally recognize gain or loss based upon the difference between
the amount of cash received by the Unit holder and his tax basis in such
fractional share of a Security held by the Trust.
Because the Fund will own many securities, a Unit holder who requests an
In-Kind Distribution will have to analyze the tax consequences with
respect to each Security owned by the Trust. The amount of taxable gain
(or loss) recognized under the rules described above by such Unit holder
with respect to each Security owned by the Trust. Unit holders who
request an In-Kind Distribution are advised to consult their tax
advisers in this regard.
General. Each Unit holder will be requested to provide its taxpayer
identification number to the Trustee and to certify that the Unit holder
has not been notified that payments to the Unit holder are subject to
back-up withholding. If the proper taxpayer identification number and
appropriate certification are not provided when requested, distributions
by the Trust to such Unit holder (including amounts received upon the
redemption of Units) will be subject to back-up withholding.
Distributions by the Trust will generally be subject to United States
income taxation and withholding in the case of Units held by non-
resident alien individuals, foreign corporations or other non-United
States persons (accrual of original issue discount on the Treasury
Obligations may not be subject to Federal taxation or withholding
provided certain requirements are met). Such persons should consult
their tax advisers.
Unit holders will be notified annually of the amounts of original issue
discount, income and long-term capital gains distributions includable in
the Unit holder's gross income and the amount of Trust expenses which
may be claimed as itemized deductions.
Distributions of income, long-term capital gains and accrual of original
issue discount may also be subject to state and local taxes. Foreign
Page 7
investors may be subject to different Federal income tax consequences
than those described above. Investors should consult their tax advisers
for specific information on the tax consequences of particular types of
distributions.
Unit holders desiring to purchase Units for tax-deferred plans and IRAs
should consult their broker for details on establishing such accounts.
Units may also be purchased by persons who already have self-directed
plans established. See "Why are Investments in the Trust Eligible for
Retirement Plans?"
The foregoing discussion relates only to the tax treatment of United
States Unit holders ("U.S. Unit holders") with regard to Federal and
certain aspects of New York State and City income taxes. Unit holders
may be subject to taxation in New York or in other jurisdictions and
should consult their own tax advisers in this regard. As used herein,
the term "U.S. Unit holder" means an owner of a Unit in the Trust that
(a) is (i) for United States Federal income tax purposes a citizen or
resident of the United States, (ii) a corporation, partnership or other
entity created or organized in or under the laws of the United States or
of any political subdivision thereof, or (iii) an estate or trust the
income of which is subject to United States Federal income taxation
regardless of its source or (b) does not qualify as a U.S. Unit holder
in paragraph (a) but whose income from a Unit is effectively connected
with such Unit holder's conduct of a United States trade or business.
The term also includes certain former citizens of the United States
whose income and gain on the Units will be taxable.
In the opinion of Carter, Ledyard & Milburn, Special Counsel to the
Trust for New York tax matters, under the existing income tax laws of
the State of New York, the Trust is not an association taxable as a
corporation and the income of the Trust will be treated as the income of
the Unit holders thereof.
Why are Investments in the Trust Eligible for Retirement Plans?
Units of the Trust are eligible for purchase by Individual Retirement
Accounts, pension funds and other tax-deferred retirement plans.
Generally, the Federal income tax relating to capital gains and income
received in each of the foregoing plans is deferred until distributions
are received. Distributions from such plans are generally treated as
ordinary income but may, in some cases, be eligible for special
averaging or tax-deferred rollover treatment. Investors considering
participation in any such plan should review specific tax laws related
thereto and should consult their attorneys or tax advisers with respect
to the establishment and maintenance of any such plan. Such plans are
offered by brokerage firms and other financial institutions. Fees and
charges with respect to such plans may vary.
PORTFOLIO
What are Treasury Obligations?
The Treasury Obligations deposited in the Trust consist of U.S. Treasury
bonds which have been stripped of their unmatured interest coupons. The
Treasury Obligations evidence the right to receive a fixed payment at a
future date from the U.S. Government, and are backed by the full faith
and credit of the U.S. Government. Treasury Obligations are purchased at
a deep discount because the buyer obtains only the right to a fixed
payment at a fixed date in the future and does not receive any periodic
interest payments. The effect of owning deep discount bonds which do not
make current interest payments (such as the Treasury Obligations) is
that a fixed yield is earned not only on the original investment but
also, in effect, on all earnings during the life of the discount
obligation. This implicit reinvestment of earnings at the same rate
eliminates the risk of being unable to reinvest the income on such
obligations at a rate as high as the implicit yield on the discount
obligation, but at the same time eliminates the holder's ability to
reinvest at higher rates in the future. For this reason, the Treasury
Obligations are subject to substantially greater price fluctuations
during periods of changing interest rates than are securities of
comparable quality which make regular interest payments. The effect of
being able to acquire the Treasury Obligations at a lower price is to
permit more of the Trust's portfolio to be invested in shares of the Fund.
What is Oppenheimer Global Fund?
The portfolio of the Trust also contains shares of Oppenheimer Global
Fund.
Oppenheimer Global Fund (the "Fund") is a mutual fund with the
investment objective of capital appreciation. Current income is not an
objective. In seeking its objective, the Fund will invest a substantial
Page 8
portion of its invested assets in securities of foreign issuers, "growth-
type" companies, cyclical industries and special situations which are
considered to have appreciation possibilities. THE FUND'S TECHNIQUES MAY
BE CONSIDERED SPECULATIVE INVESTMENT METHODS AND INCREASE RISKS AND
COSTS TO THE FUND. See "Special Investment Methods."
The Fund offers two classes of shares ("Class A" and "Class B") which
may be purchased at a price equal to their respective net asset value
per share, plus a sales charge. The Trust has purchased Class A shares
for deposit in the Trust and any reference to Fund shares in this
prospectus shall refer to Class A shares.
This Prospectus sets forth concisely information about the Fund that a
prospective investor should know before investing. A Statement of
Additional Information about the Fund (the "Additional Statement") has
been filed with the Securities and Exchange Commission ("SEC") and is
available without charge upon written request to OppenheimerFunds
Services (the "Transfer Agent"), P.O. Box 5270, Denver, Colorado 80217,
or by calling the Transfer Agent at 1-800-525-7048. The Additional
Statement (which is incorporated in its entirety by reference in the
Fund's Prospectus) contains more detailed information about the Fund and
its management, including more complete information as to certain risk
factors.
Fund Expenses
The following table sets forth the fees that an investor in the Fund
might pay and the expenses paid by the Fund during its fiscal year ended
September 30, 1996.
<TABLE>
<CAPTION>
Shareholder Transaction Expenses
Class A
Shares
_______
<S> <C>
Maximum Sales Charge on Purchases (as a percentage of
offering price) + 5.75%
Sales Charge on Reinvested Dividends None
Maximum Contingent Deferred Sales Charge on Redemptions* None
Redemption Fees None
Exchange Fee None
Annual Fund Operating Expenses
(as a percentage of average net assets)
Management Fees 0.71%
12b-1 (Distribution and/or Service Plan) Fees ++ 0.18%
Other Expenses 0.28%
Total Fund Operating Expenses** 1.17%
_____________________
<FN>
+ There is no sales load payable upon the purchase of the Fund shares
deposited in the Trust. However, the maximum sales charge on the Units,
and therefore indirectly on the Fund shares is 5.5%
++Effectively, there are no 12b-1 fees on Fund shares held in the Trust.
However, Unit holders who acquire shares of the Fund through
reinvestment of dividends or other distributions or through reinvestment
at the Trust's termination will begin to incur 12b-1 fees at such time
as shares are acquired.
* There is a $10.00 transaction fee for redemptions paid by FedFunds
wire, but not for redemptions paid by ACH transfer through AccountLink.
**Annual Fund Operating Expenses are less annual 12b-1 fees rebated to
the Sponsor of 0.25% on Fund shares deposited in the Trust. See "Summary
of Essential Information" for a description of estimated fees and
expenses charged per Unit.
</FN>
</TABLE>
Page 9
The purpose of this table is to assist an investor in understanding the
various costs and expenses that an investor in shares of the Fund will
bear directly (Shareholder Transaction Expenses) or indirectly (Annual
Fund Operating Expenses). The sales charge rate shown for Class A shares
is the current maximum rate applicable to purchases of Class A shares of
the Fund. "Total Fund Operating Expenses," similarly restated, would be
1.17% for Class A shares. For further details, see "Purchase, Redemption
and Pricing of Shares-Dual Class Methodology" and the Fund's financial
statements, both included in the Additional Statement.
The following examples apply the above-stated expenses and the current
maximum sales charge to a hypothetical $1,000 investment in shares of
the Fund over the time period shown below, assuming a 5% annual rate of
return on the investment. The amounts shown below are the cumulative
costs of such hypothetical $1,000 investment for the periods shown and,
except as indicated in line 2, assumes that the shares are redeemed at
the end of each stated period.
<TABLE>
<CAPTION>
1 year 3 years 5 years 10 years
______ _______ _______ ________
<S> <C> <C> <C> <C>
1. Class A Shares $69 $93 $118 $191
2. Class A Shares, assuming no redemption $69 $93 $118 $191
</TABLE>
THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES OR PERFORMANCE. EXPENSES ARE SUBJECT TO CHANGE AND
ACTUAL PERFORMANCE AND EXPENSES MAY BE LESS OR GREATER THAN THOSE
ILLUSTRATED ABOVE.
The Rule 12b-1 fees imposed on shares held in the Trust are rebated to
the Trust and are used to reduce expenses of the Trust resulting in
increased distributions to Unit holders. Unit holders who acquire shares
of the Fund through reinvestment of dividends or other distributions or
through reinvestment at the Trust's termination will begin to incur Rule
12b-1 fees at such time as shares are acquired.
THE RULE 12B-1 FEES IMPOSED ON SHARES HELD IN THE TRUST ARE REBATED TO
THE TRUST AND ARE USED TO REDUCE EXPENSES OF THE TRUST RESULTING IN
INCREASED DISTRIBUTIONS TO UNIT HOLDERS. UNIT HOLDERS WHO ACQUIRE SHARES
OF SPECIAL SITUATIONS THROUGH REINVESTMENT OF DIVIDENDS OR OTHER
DISTRIBUTIONS OR THROUGH REINVESTMENT AT THE TRUST'S TERMINATION WILL
BEGIN TO INCUR RULE 12B-1 FEES AT SUCH TIME AS SHARES ARE ACQUIRED.
Page 10
Financial Highlights
Selected data for a Class A share of the Fund outstanding throughout
each period. The information in the table below has been derived from
financial statements which are covered by another certified public
accountant's report appearing in the Additional Statement.
<TABLE>
<CAPTION>
Class A
Year Ended September 30,
1996 1995 1994 1993 1992 1991
______ ______ ______ _______ _______ _______
<S> <C> <C> <C> <C> <C> <C>
Per Share Operating Data:
Net asset value, beginning of period $36.84 $37.69 $35.04 $30.03 $32.05 $27.63
______ ______ ______ __________ __________ __________
Income (loss) from investment operations:
Net investment income .23 .31 .17 0.26 0.17 0.05
Net realized and unrealized gain (loss) on
investments and translation of assets
and liabilities in foreign currencies 4.22 2.59 6.10 4.99 (1.50) 6.14
______ ______ ______ __________ __________ __________
Total income (loss)
from investment operations 4.45 2.90 6.27 5.25 (1.33) 6.19
______ ______ ______ __________ __________ __________
Dividends and distributions to shareholders:
Dividends from net investment income (.24) - (.25) (0.12) (0.11) (0.08)
Distributions from net realized gains
on investments (2.05) (3.75) (3.37) (0.12) (0.58) (1.69)
______ ______ ______ __________ __________ __________
Total dividends and distributions
to shareholders (2.29) (3.75) (3.62) (0.24) (0.69) (1.77)
______ ______ ______ __________ __________ __________
Net asset value, end of period $39.00 $36.84 $37.69 $35.04 $30.03 $32.05
====== ====== ====== ========== ========== ===========
Total return, at Net Asset Value* 12.98% 9.26% 19.19% 17.67% (4.23)% 23.71%
Ratios/Supplemental Data:
Net assets, end of period (in thousands) $2,499 $2,186 $1,921 $1,388,773 $1,214,615 $1,076,336
Average net assets (in thousands) $2,309 $1,979 $1,711 $1,213,098 $1,193,870 $898,592
Number of shares outstanding at
end of period (in thousands) N/A N/A 50,955 39,632 40,441 33,585
Amount of debt outstanding at
end of period (in thousands) $ N/A $ N/A $ N/A $ - $60,000 $60,000
Average amount of debt outstanding
throughout each period (in thousands)+ $ N/A $ N/A N/A $18,247 $60,000 $60,000
Average number of shares outstanding
throughout each period (in thousands)++ N/A N/A N/A 39,853 37,435 30,607
Average amount of debt per share
outstanding throughout each period $ N/A $ N/A N/A $ 0.46 $ 1.60 $ 1.96
Ratios to average net assets:
Net investment income 0.62% 0.90% 0.38% 0.84% 0.55% 0.22%
Expenses 1.17% 1.20% 1.15% 1.18% 1.36% 1.65%
Portfolio turnover rate** 102.9% 84.4% 78.30% 86.9% 18.0% 19.9%
</TABLE>
<TABLE>
<CAPTION>
Class A
Year Ended September 30,
1990 1989 1988 1987 1986
________ _______ _______ _______ _______
<S> <C> <C> <C> <C> <C>
Per Share Operating Data:
Net asset value, beginning of period $30.43 $22.94 $38.29 $28.88 $17.36
________ ________ _______ _______ _______
Income (loss) from investment operations:
Net investment income 0.02 0.20 0.04 0.05 0.12
Net realized and unrealized gain (loss) on
investments and translation of assets
and liabilities in foreign currencies 0.29 9.11 (9.70) 13.28 11.56
________ ________ ________ ________ ________
Total income (loss)
from investment operations 0.31 9.31 (9.66) 13.33 11.68
________ ________ ________ ________ ________
Dividends and distributions to shareholders:
Dividends from net investment income (0.11) (0.09) (0.07) (0.11) (0.10)
Distributions from net realized gains
on investments (3.00) (1.73) (5.62) (3.81) (0.06)
________ ________ ________ ________ ________
Total dividends and distributions
to shareholders (3.11) (1.82) (5.69) (3.92) (0.16)
________ ________ ________ ________ ________
Net asset value, end of period $27.63 $30.43 $22.94 $38.29 $28.88
======== ======== ======== ======== ========
Total return, at Net Asset Value* 0.79% 42.87% (25.17)% 52.65% 67.63%
Ratios/Supplemental Data:
Net assets, end of period (in thousands) $719,893 $522,866 $371,438 $601,417 $372,243
Average net assets (in thousands) $672,246 $445,819 $398,220 $473,418 $330,827
Number of shares outstanding at
end of period (in thousands) 26,056 17,183 16,191 15,708 12,891
Amount of debt outstanding at
end of period (in thousands) $60,000 $30,000 $30,000 $35,000 $22,000
Average amount of debt outstanding
throughout each period (in thousands)+ $42,877 $30,000 $31,052 $26,290 $19,058
Average number of shares outstanding
throughout each period (in thousands)++ 21,982 16,968 17,173 15,099 13,205
Average amount of debt per share
outstanding throughout each period $ 1.95 $ 1.77 $ 1.81 $ 1.74 $ 1.44
Ratios to average net assets:
Net investment income 0.16% 0.73% 0.15% 0.16% 0.47%
Expenses 1.68% 1.90% 1.89% 1.49% 1.60%
Portfolio turnover rate** 27.2% 62.6% 25.2% 37.0% 25.2%
____________________
<FN>
* Assumes a hypothetical initial investment on the business day before
the first day of the fiscal period, 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.
** 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 year ended
September 30, 1996 were $2,961,773,794 and $2,678,446,475, respectively.
+ Based upon daily outstanding borrowings.
++ Based upon month-end balances.
</FN>
</TABLE>
Page 11
What are the Fund's Investment Policies?
Objective. The Fund invests its assets with the objective of capital
appreciation.
Investment Policies and Strategies. The Fund seeks capital appreciation
by emphasizing investments in common stocks or convertible securities of
"growth-type" companies. These may include securities of U.S. companies
or foreign companies, as discussed below. The Fund may invest in
securities of smaller, less well-known companies as well as those of
large, well-known companies (not generally included in the definition of
"growth-type" companies). The Fund may hold warrants and rights. Current
income is not a consideration in the selection of portfolio securities.
A portion of the Fund's assets may be invested in securities for
liquidity purposes.
As a matter of fundamental policy, under normal market conditions (when
the Manager believes that the securities markets are not in a volatile
or unstable period), the Fund invests in securities of issuers traded in
markets in at least three different countries (which may include the
United States). The Manager expects that the Fund will normally invest a
substantial portion of its assets in foreign securities (discussed in
"Foreign Securities," below).
The Fund's portfolio manager currently employs an investment strategy in
selecting foreign and domestic securities that considers the effects of
worldwide trends on the growth of various business sectors. These trends
or "global themes" currently include telecommunications expansion,
emerging consumer markets, infrastructure development, natural resource
use and development, corporate restructuring, capital market development
in foreign countries, health care expansion, and global integration.
These trends, which may affect the growth of companies having businesses
in these sectors or affected by their development, may suggest
opportunities for investing the Fund's assets. The Manager does not
invest a fixed or specific amount of the Fund's assets in any one
sector, and these themes or this approach may change over time.
The Fund may also seek to take advantage of changes in the business
cycle by investing in companies that are sensitive to those changes as
well as in "special situations" the Manager believes present
opportunities for capital growth. For example, when a country's economy
is expanding, companies in the financial services and consumer products
industries may be in a position to benefit from changes in the business
cycle and may present long-term growth opportunities.
When investing the Fund's assets, the Manager considers many factors,
including the global themes discussed above, general economic conditions
abroad relative to the U.S. and the trends in foreign and domestic stock
markets. The Fund may try to hedge against losses in the value of its
portfolio of securities by using hedging strategies and derivative
investments described below.
When market conditions are unstable, the Fund may invest in debt
securities, such as rated or unrated bonds and debentures, cash
equivalents and preferred stocks. It is expected that short-term debt
securities (which are securities maturing in one year or less from date
of purchase) will be emphasized for defensive or liquidity purposes,
since those securities usually may be disposed of quickly and their
prices tend not to be as volatile as the prices of longer term debt
securities. When circumstances warrant, securities may be sold without
regard to the length of time held, although short-term trading may
increase brokerage costs borne by the Fund.
What are "Growth-Type" Companies? These tend to be newer companies that
may be developing new products or services, or expanding into new
markets for their products. While they may have what the Manager
believes to be favorable prospects for the long-term, growth-type
companies normally retain a large part of their earnings for research,
development and investment in capital assets. Therefore, they tend not
to emphasize the payment of dividends.
Can the Fund's Investment Objective and Policies Change? The Fund has an
investment objective, which is described above, as well as investment
policies it follows to try to achieve its objective. Additionally, the
Fund uses certain investment techniques and strategies in carrying out
those investment policies. The Fund's investment policies and techniques
are not "fundamental" unless this Prospectus or the Statement of
Additional Information says that a particular policy is "fundamental."
The Fund's investment objective is a fundamental policy.
Fundamental policies are those that cannot be changed without the
approval of a "majority" of the Fund's outstanding voting shares. The
term "majority" is defined in the Investment Company Act to be a
Page 12
particular percentage of outstanding voting shares (and this term is
explained in the Statement of Additional Information). The Fund's Board
of Trustees may change non-fundamental policies without shareholder
approval, although significant changes will be described in amendments
to this Prospectus.
Stock Investment Risks. Because the Fund normally invests most, or a
substantial portion, of its assets in stocks, the value of the Fund's
portfolio will be affected by changes in the stock markets. At times,
the stock markets can be volatile, and stock prices can change
substantially. This market risk will affect the Fund's net asset values
per share, which will fluctuate as the values of the Fund's portfolio
securities change. Not all stock prices change uniformly or at the same
time, not all stock markets move in the same direction at the same time,
and other factors can affect a particular stock's prices (for example,
poor earnings reports by an issuer, loss of major customers, major
litigation against an issuer, or changes in government regulations
affecting an industry). Not all of these factors can be predicted.
As discussed below, the Fund attempts to limit market risks by
diversifying its investments, that is, by not holding a substantial
amount of stock of any one company and by not investing too great a
percentage of the Fund's assets in any one company.
Because of the types of securities the Fund invests in and the
investment techniques the Fund uses, some of which may be speculative,
the Fund is designed for investors who are investing for the long-term
and who are willing to accept greater risks of loss of their investment
in the hope of achieving capital appreciation. It is not intended for
investors seeking assured income and preservation of capital. Investing
for capital appreciation entails the risk of loss of all or part of your
investment. Because changes in securities market prices can occur at any
time, there is no assurance that the Fund will achieve its investment
objective, and when you redeem your shares, they may be worth more or
less than what you paid for them.
Foreign Securities. The Fund will normally invest a substantial amount
of its assets in foreign securities. Foreign securities are those that
are traded primarily on a foreign securities exchange or in the foreign
over-the-counter markets. The Fund can invest up to 100% of its assets
in foreign securities. The Fund may purchase equity (and debt)
securities issued or guaranteed by foreign companies or foreign
governments or their agencies. The fund may buy securities of companies
or governments in any country, developed or underdeveloped.
The Fund does not limit its investments in bonds and debentures to
issues having specified credit ratings. The Fund may invest in debt
securities rated below "investment grade" (investment grade securities
are generally those in the four highest rating categories of Moody's
Investors Service, Inc. or Standard & Poor's). Debt securities are
subject to changes in value due to changes in prevailing interest rates.
The values of outstanding debt securities rise when prevailing interest
rates decline, and decline when prevailing interest rates rise. The
Manager does not currently intend to invest more than 5% of the Fund's
assets in debt securities.
The Fund will hold foreign currency only in connection with the purchase
or sale of foreign securities. If the Fund's securities are held abroad,
the countries in which they are held and the sub-custodians holding them
must be approved by the Fund's Board of Trustees.
Foreign securities have special risks. There are special risks in
investing in foreign securities. Because the Fund may purchase
securities denominated in foreign currencies or traded primarily in
foreign markets, a change in the value of a foreign currency against the
U.S. dollar will result in a change in the U.S. dollar value of those
foreign securities. Foreign issuers are not required to use generally
accepted accounting principals that apply to U.S. issuers. If foreign
securities are not registered for sale in the U.S. under U.S. securities
laws, the issuer does not have to comply with disclosure requirements
that U.S. companies are subject to. The value of foreign investments may
be affected by other factors, including exchange control regulations,
expropriation or nationalization of a company's assets, foreign taxes,
delays in settlement of transactions, changes in governmental, economic
or monetary policy in the U.S. or abroad, or other political and
economic factors.
In addition, it is generally more difficult to obtain court judgments
outside the U.S. if the Fund were to sue a foreign issuer or broker.
Additional costs may be incurred because foreign brokerage commissions
are generally higher than U.S. rates, and there are additional custodial
costs associated with holding securities abroad. More information about
the risks and potential rewards of investing in foreign securities is
contained in the Fund's Statement of Additional Information.
Page 13
Portfolio Turnover. A change in the securities held by the Fund is known
as "portfolio turnover." The Fund ordinarily does not engage in short-
term trading to try to achieve its objective. As a result, the Fund's
portfolio turnover is not expected to be more than 100% each year. The
"Financial Highlights," above, show the Fund's portfolio turnover rate
during past fiscal years.
Portfolio turnover affects brokerage costs, dealer markups and other
transaction costs, and results in the Fund's realization of capital
gains or losses for tax purposes. It may also affect the Fund's ability
to qualify as a "regulated investment company" under the Internal
Revenue Code for tax deductions for dividends and capital gains
distributions the Fund pays to shareholders. The Fund qualified in its
last fiscal year and intends to do so in the coming year, although it
reserves the right not to qualify.
Derivative Investments. In general, a "derivative investment" is a
specially designed investment. Its performance is linked to the
performance of another investment or security, such as an option,
future, index, currency or commodity. The Fund can invest in a number of
different kinds of "derivative investments." They are used in some cases
for hedging purposes and in other cases to seek to enhance total return.
In the broadest sense, exchange-traded options and futures contracts
(discussed in "Hedging," below) may be considered "derivative
investments."
There are special risks in investing in derivative investments. The
company issuing the instrument may fail to pay the amount due on the
maturity of the instrument. Also, the underlying investment or security
on which the derivative is based might not perform the way the Manager
expected it to perform. The performance of derivative investments may
also be influenced by interest rate and stock market changes in the U.S.
and abroad. All of this can mean that the Fund may realize less
principal or income from the investment than expected. Certain
derivative investments held by the Fund may trade in the over-the-
counter market and may be illiquid. Please refer to "Restricted and
Illiquid Securities" for an explanation.
Special Situations. The Fund may invest in securities of companies that
are in "special situations" that the Manager believes may present
opportunities for capital growth. A "special situation" may be an event
such as a proposed merger, reorganization, or other unusual development
that is expected to occur and which may result in an increase in the
value of a company's securities, regardless of general business
conditions or the movement of prices in the securities market as a
whole. There is a risk that the price of the security may decline if the
anticipated development fails to occur.
Small, Unseasoned Companies. The Fund may invest in securities of small,
unseasoned companies. These are companies that have been in operation
less than three years, including the operations of any predecessors.
Securities of these companies may have limited liquidity (which means
that the Fund may have difficulty selling them at an acceptable price
when it wants to) and the price of these securities may be volatile. See
"Investment Objective and Policies-Small, Unseasoned Companies" in the
Additional Statement for a further discussion of the risks involved in
such investments.
Restricted and Illiquid Securities. Under the policies and procedures
established by the Fund's Board of Trustees, the Manager determines the
liquidity of certain of the Fund's investments. Investments may be
illiquid because of the absence of an active trading market, making it
difficult to value them or dispose of them promptly at an acceptable
price. A restricted security is one that has a contractual restriction
on its resale or which cannot be sold publicly until it is registered
under the Securities Act of 1933. The Fund will not invest more than 10%
of its net assets in illiquid or restricted securities (that limit may
increase to 15% if certain state laws are changed or the Fund's shares
are no longer sold in those states). The Fund's percentage limitation on
these investments does not apply to certain restricted securities that
are eligible for resale to qualified institutional purchasers. See
"Investment Objective and Policies-Restricted and Illiquid Securities"
in the Additional Statement for further details.
Warrants and Rights. Warrants basically are options to purchase stock at
set prices that are valid for a limited period of time. Rights are
similar to warrants but normally have a short duration and are
distributed directly by the issuer to its shareholders. The Fund may
invest up to 5% of its total assets in warrants or rights. That 5%
limitation does not apply to warrants the Fund has acquired as part of
units with other securities or that are attached to other securities. No
more than 2% of the Fund's total assets may be invested in warrants that
are not listed on either The New York Stock Exchange or The American
Stock Exchange. These percentage limitations are fundamental policies.
For further details, see "Investment Objective and Policies-Warrants and
Rights" in the Additional Statement.
Page 14
Repurchase Agreements. The Fund may enter into repurchase agreements. In
a repurchase transaction, the Fund buys a security and simultaneously
sells it to the vendor for delivery at a future date. They are used
primarily for cash liquidity purposes.
Repurchase agreements must be fully collateralized. However, if the
vendor fails to pay the resale price on the delivery date, the Fund may
incur costs in disposing of the collateral and may experience losses if
there is any delay in its ability to do so. The Fund will not enter into
a repurchase agreement that causes more than 10% of its net assets to be
subject to repurchase agreements having a maturity beyond seven days.
There is no limit on the amount of the Fund's net assets that may be
subject to repurchase agreements of seven days or less.
Loans of Portfolio Securities. The Fund has entered into a Securities
Lending Agreement and Guaranty with The Bank of New York. Under that
agreement, portfolio securities of the Fund may be loaned to brokers,
dealers and other financial institutions. The Securities Lending
Agreement provides that loans must be adequately collateralized and may
be made only in conformity with the Fund's Securities Lending
Guidelines, adopted by the Fund's Board of Trustees. The value of the
securities loaned may not exceed 25% of the value of the Fund's total
assets. The Fund presently does not intend that the value of the
securities loaned in the current fiscal year will exceed 5% of the value
of the Fund's total assets.
In lending its securities, the Fund has certain risks, such as a delay
in receiving additional collateral, a delay in the return of the loaned
securities or loss of rights in the collateral if the borrower fails
financially. To try to reduce some of those risks, the Fund is the
beneficiary of a guaranty provided by The Bank of New York. See "Loans
of Portfolio Securities" in the Additional Statement for further
information.
Borrowing for Leverage. The Fund may borrow up to 10% of the value of
its net assets from banks to buy Securities. That percentage limit is a
fundamental policy. This is a speculative investment method known as
"leverage." This investing technique may subject the Fund to greater
risks and costs than funds that do not borrow. These risks may include
the possibility that the Fund's net asset value per share will fluctuate
more than funds that don't borrow, since the Fund pays interest on
borrowings and interest expense affects the Fund's share price.
Borrowing for leverage is subject to limits under the Investment Company
Act, described in more detail in "Borrowing for Leverage" in the fund's
Statement of Additional Information.
Hedging. As described below, the Fund may purchase and sell certain
kinds of futures contracts, put and call options, forward contracts, and
options on futures and broadly-based stock indices. These are all
referred to as "hedging instruments." The Fund does not use hedging
instruments for speculative purposes, and has limits on the use of them,
described below. The hedging instruments the Fund may use are described
below and in greater detail in "Other Investment Techniques and
Strategies" in the fund's Statement of Additional Information.
The Fund may buy and sell options, futures and forward contracts for a
number of purposes. It may do so to try to manage its exposure to the
possibility that the prices of its portfolio securities may decline, or
to establish a position in the securities market as a temporary
substitute for purchasing individual securities. Some of these
strategies, such as selling futures, buying puts and writing covered
calls, hedge the Fund's portfolio against price fluctuations.
Other hedging strategies, such as buying futures and call options, tend
to increase the Fund's exposure to the securities market. Forward
contracts are used to try to manage foreign currency risks on the Fund's
foreign investments. Foreign currency options are used to try to protect
against declines in the dollar value of foreign securities the Fund
owns, or to protect against an increase in the dollar cost of buying
foreign securities. Writing covered call options may also provide income
to the Fund for liquidity purposes.
Futures. The Fund may buy and sell futures contracts that relate to (1)
broadly-based stock indices (these are referred to as Stock Index
Futures) or (2) foreign currencies (these are called Forward Contracts
and are discussed below).
Put and Call Options. The Fund may buy and sell certain kinds of put
options (puts) and call options (calls). A call or put option may not be
purchased if the value of all of the Fund's put and call options would
exceed 5% of the Fund's total assets. Calls the Fund buys or sells must
be listed on a domestic securities or commodities exchange, or quoted on
the Automated Quotation System of the National Association of Securities
Dealers, Inc. In the case of puts and calls on foreign currency, they
must be traded on a securities or commodities exchange, or be quoted by
Page 15
recognized dealers in those options.
The Fund may buy calls only on securities, broadly-based stock indices,
foreign currencies or Stock Index Futures, or to terminate its
obligation on a call the Fund previously wrote.
The Fund may write (that is, sell) call options. Each call the Fund
writes must be "covered" while it is outstanding. That means the Fund
must own the investment on which the call was written or the Fund owns
and segregates liquid assets to satisfy its obligation if the call is
exercised. The Fund may write calls on futures contracts it owns, but
these calls must be covered by securities or other liquid assets,
including equity and debt securities of any grade, the Fund owns. When
the Fund writes a call, it receives cash (called a premium). The call
gives the buyer the ability to buy the investment on which the call was
written from the Fund at the call price during the period in which the
call may be exercised. If the value of the investment does not rise
above the call price, it is likely that the call will lapse without
being exercised, while the Fund keeps the cash premium (and the
investment). After the Fund writes a call, not more than 25% of the
Fund's total assets may be subject to calls.
The Fund may purchase put options. Buying a put on an investment gives
the Fund the right to sell the investment at a set price to a seller of
a put on that investment. The Fund can buy only those puts that relate
to securities that the Fund owns, broadly-based stock indices, foreign
currencies or Stock Index Futures. The Fund can buy a put on a Stock
Index Future whether or not the Fund owns the particular Stock Index
Future in its portfolio.
The Fund may write puts on securities, broadly-based stock indices,
foreign currencies or Stock Index Futures in an amount up to 50% of its
total assets but only if those puts are covered by segregated liquid
assets. In writing puts, there is a risk that the Fund may be required
to buy the underlying security at a disadvantageous price.
Forward Contracts. Forward contracts are foreign currency exchange
contracts. They are used to buy or sell foreign currency for future
delivery at a fixed price. The Fund uses them to try to "lock in" the
U.S. dollar price of a security denominated in a foreign currency that
the Fund has bought or sold, or to protect against possible losses from
changes in the relative values of the U.S. dollar and foreign currency.
The Fund limits its net exposure under forward contracts in a particular
foreign currency to the amount of its assets denominated in that
currency or denominated in a closely-correlated currency.
Hedging Instruments can be volatile investments and may involve special
risks. The use of hedging instruments requires special skills and
knowledge of investment techniques that are different from what is
required for normal portfolio management. If the Manager uses a hedging
instrument at the wrong time or judges market conditions incorrectly,
hedging strategies may reduce the Fund's return. The Fund could also
experience losses if the prices of its futures and options positions
were not correlated with its other investments or if it could not close
out a position because of an illiquid market for the future or option.
Options trading involves the payment of premiums and has special tax
effects on the Fund. There are also special risks in particular hedging
strategies. If a covered call written by the Fund is exercised on a
security that has increased in value, the Fund will be required to sell
the security at the call price and will not be able to realize any
profit if the security has increased in value above the call price. The
use of forward contracts may reduce the gain that would otherwise result
from a change in the relationship between the U.S. dollar and a foreign
currency. These risks and the hedging strategies the Fund may use are
described in greater detail in the fund's Statement of Additional
Information.
Short Sales Against-the-Box. In a short sale, the seller does not own
the security that is sold, but normally borrows the security to fulfill
its delivery obligation. The seller later buys the security to repay the
loan, in the expectation that the price of the security will be lower
when the purchase is made, resulting in a gain. The Fund may not sell
securities short except in collateralized transactions referred to as
"short sales against-the-box." As a fundamental policy, no more than 15%
of the Fund's net assets will be held as collateral for such short sales
at any one time.
Investment Restrictions. The Fund has certain investment restrictions
that are fundamental policies. Under these restrictions, the Fund cannot
do any of the following: (1) buy securities issued or guaranteed by any
one issuer (except the U.S. Government or any of its agencies or
instrumentalities) if with respect to 75% of its total assets, 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; (2) concentrate investments in any particular industry.
Page 16
Therefore the Fund will not purchase the securities of companies in any
one industry if, thereafter, more than 25% of the value of the Fund's
assets would consist of securities of companies in that industry.
Unless the Prospectus states that a percentage restriction applies on an
ongoing basis, it applies only at the time the Fund makes an investment,
and the Fund need not sell securities to meet the percentage limits if
the value of the investment increases in proportion to the size of the
Fund. Other investment restrictions are listed in "Investment
Restrictions" in the Fund's Statement of Additional Information.
Who is the Management of Oppenheimer Global Fund?
Organization and History. The Fund was originally incorporated in
Maryland in 1969 but was reorganized in 1986 as a Massachusetts business
trust. The Fund is an open-end, diversified management investment
company, with an unlimited number of authorized shares of beneficial
interest.
The Fund is governed by a Board of Trustees, which is responsible for
protecting the interests of shareholders under Massachusetts law. The
Trustees periodically meet throughout the year to oversee the Fund's
activities, review its performance, and review the actions of the
Manager. "Trustees and Officers of the Fund" in the fund's Statement of
Additional Information names the Trustees and Officers of the Fund and
provides more information about them. Although the Fund is not required
by law to hold annual meetings, it may hold shareholder meetings from
time to time on important matters, and shareholders have the right to
call a meeting to remove a Trustee or to take other action described in
the Fund's Declaration of Trust.
The Board of Trustees has the power, without shareholder approval, to
divide unissued shares of the Fund into two or more classes. The Board
has done so, and the Fund currently has three classes of shares, Class
A, Class B and Class C. Each class invests in the same investment
portfolio. Each class has its own dividends and distributions and pays
certain expenses, which may be different for the different classes. Each
class may have a different net asset value. Each share has one vote at
shareholder meetings, with fractional shares voting proportionally. Only
shares of a particular class vote as a class on matters that affect that
class alone. Shares are freely transferable.
The Manager and Its Affiliates. The Fund is managed by the Manager,
OppenheimerFunds, Inc., which is responsible for selecting the Fund's
investments and handles its day-to-day business. The Manager carries out
its duties, subject to the policies established by the Board of
Trustees, under an Investment Advisory Agreement which states the
Manager's responsibilities. The Investment Advisory Agreement sets forth
the fees paid by the Fund to the Manager and describes the expenses that
the Fund is responsible to pay to conduct its business.
The Manager has operated as an investment adviser since 1959. The
Manager (including a subsidiary) currently manages investment companies,
including other Oppenheimer funds, with assets of more than $55 billion
as of September 30, 1996, and with more than 2.6 million shareholder
accounts. The Manager is owned by Oppenheimer Acquisition Corp., a
holding company that is owned in part by senior officers of the Manager
and controlled by Massachusetts Mutual Life Insurance Company.
Portfolio Manager. The Portfolio Manager of the Fund is William L.
Wilby. He is a Senior Vice President of the Manager. He has been the
person principally responsible for the day-to-day management of the
Fund's portfolio since December, 1992. During the past five years, Mr.
Wilby has also served as an officer and portfolio manager for other
Oppenheimer funds, prior to which he was an international investment
strategist at Brown Brothers, Harriman & Co. and a Managing Director and
Portfolio Manager at AIG Global Investors.
Fees and Expenses. Under the Investment Advisory Agreement that became
effective June 27, 1994 the Fund pays the Manager the following annual
fees, which decline on additional assets as the Fund grows: 0.80% of the
first $250 million of aggregate net assets, 0.77% of the next $250
million, 0.75% of the next $500 million, 0.69% of the next $1 billion,
and 0.67% of aggregate net assets in excess of $2 billion. The Manager
has voluntarily agreed to reduce the management fee to which it is
entitled under the Agreement to 0.65% on assets in excess of $3.5
billion. The Fund's management fee for its last fiscal year ended
September 30, 1996, was 0.71% of average annual net assets for both its
Class A and Class B shares. The Fund's shareholders have been asked to
approve a proposed Investment Advisory Agreement that would include the
Page 17
Manager's undertaking as part of its management fee rate. The Fund's
prospectus will not be supplemented if the proposed agreement is
approved, because the fee paid by the Fund would not change.
The Fund pays expenses related to its daily operations, such as
custodian fees, Trustees' fees, transfer agency fees, legal fees and
auditing costs. Those expenses are paid out of the Fund's assets and are
not paid directly by shareholders. However, those expenses reduce the
net asset value of shares, and therefore are indirectly borne by
shareholders through their investment. More information about the
Investment Advisory Agreement and the other expenses paid by the Fund is
contained in the Fund's Statement of Additional Information.
There is also information about the Fund's brokerage policies and
practices in "Brokerage Policies of the Fund" in the Fund's Statement of
Additional Information. That section discusses how brokers and dealers
are selected for the Fund's portfolio transactions. When deciding which
brokers to use, the Manager is permitted by the Investment Advisory
Agreement to consider whether brokers have sold shares of the Fund or
any other funds for which the Manager serves as investment advisor.
The Distributor. The Fund's shares are sold through dealers and brokers
that have a sales agreement with Oppenheimer Funds Distributor, Inc., a
subsidiary of the Manager that acts as the Fund's Distributor. The
Distributor also distributes the shares of other mutual funds managed by
the Manager (the "Oppenheimer Funds") and is sub-distributor for funds
managed by a subsidiary of the Manager.
The Transfer Agent. The Fund's transfer agent is OppenheimerFunds
Services, a division of the Manager, which acts as the shareholder
servicing agent for the Fund and the other Oppenheimer funds on an "at-
cost" basis. Fund shareholders should direct inquiries about their
accounts to the Transfer Agent at P.O. Box 5270, Denver, Colorado 80217
(1-800-525-7048).
Fund Performance Information
Explanation of Performance Terminology. The Fund uses the terms "total
return" and "average annual total return" to illustrate its performance.
The performance of each class of shares is shown separately, because the
performance of each class will usually be different as a result of the
different kinds of expenses each class bears. These returns measure the
performance of a hypothetical account in the Fund over various periods,
and do not show the performance of each shareholder's account (which
will vary if dividends are received in cash, or shares are sold or
purchased). The Fund's performance information may help you see how well
your Fund has done over time and to compare it to other funds or market
indices.
It is important to understand that the Fund's total returns represent
past performance and should not be considered to be predictions of
future returns or performance. More detailed information about how total
returns are calculated is contained in the Statement of Additional
Information, which also contains information about other ways to measure
and compare the Fund's performance. The Fund's investment performance
will vary over time, depending on market conditions, the composition of
the portfolio, expenses and which class of shares you purchase.
Total Returns. There are different types of total returns used to
measure the Fund's performance. Total return is the change in value of a
hypothetical investment in the Fund over a given period, assuming that
all dividends and capital gains distributions are reinvested in
additional shares. The cumulative total return measures the change in
value over the entire period (for example, ten years). An average annual
total return shows the average rate of return for each year in a period
that would produce the cumulative total return over the entire period.
However, average annual total returns do not show the Fund's actual year-
by-year performance.
When total returns are quoted for Class A shares, they reflect the
payment of the current maximum initial sales charge. Total returns may
also be quoted "at net asset value," without considering the effect of
the sales charge, and those returns would be reduced if sales charges
were deducted.
How Has the Fund Performed? Below is a discussion by the Manager of the
Fund's performance during its last fiscal year ended September 30, 1996,
followed by a graphical comparison of the Fund's performance to an
appropriate broad-based market index.
Management's Discussion of Performance. During the Fund's fiscal year
ended September 30, 1996, the U.S. stock market outperformed the major
Page 18
foreign stock markets. The Manager utilized the following global theme
areas in selecting stocks for the Fund's portfolio: telecommunications,
emerging consumer markets, infrastructure, capital market development,
healthcare, natural resources, corporate restructuring and efficiency
enhancement. The Fund's performance benefited from appreciation of oil
services companies, selected within the natural resources theme, as oil
prices moved higher in 1996. In healthcare, the Manager used a sharp
decline in the biotechnology sector to add to the Fund's biotechnology
holdings, and also established holdings of several European banks.
Comparing the Fund's Performance to the Market. The graphs below show
the performance of a hypothetical $10,000 investment in Class A shares
of the Fund held until September 30, 1996. Performance is measured over a
ten-year period.
The Fund's performance is compared to the performance of the Morgan
Stanley World Index, an unmanaged index of issuers listed on the stock
exchanges of 20 foreign countries and the United States. It is widely
recognized as a measure of global stock market performance. Index
performance reflects the reinvestment of dividends but does not consider
the effect of capital gains or transaction costs, and none of the data
below shows the effect of taxes. Also, the Fund's performance reflects
the deduction of the current maximum sales charge of 5.75% for Class A
shares and reinvestment of all dividends and capital gains
distributions, and the effect of Fund business and operating expenses.
While index comparisons may be useful to provide a benchmark for the
Fund's performance, it must be noted that the Fund's investments are not
limited to the securities in the Morgan Stanley World Index. Moreover,
the index performance data does not reflect any assessment of the risk
of the investments included in the index.
Page 19
Please refer to the APPENDIX following the last page of this document
for details on the chart included at this point.
What are Some Additional Considerations for Investors?
Investors should be aware of certain other considerations before making
a decision to invest in the Trust described herein.
The Sponsor has obtained an exemptive order of the Securities and
Exchange Commission ("SEC") to enable it to deposit Oppenheimer Global
Fund shares purchased for deposit in the Trust. Under the terms of the
exemptive order, the Sponsor has agreed to take certain steps to ensure
that investment in the Fund shares is equitable to all parties and
particularly that the interests of the Unit holders are protected. The
Fund has agreed to waive any sales charge on shares sold to the Trust.
Furthermore, First Trust Advisors L.P. has agreed to waive its usual fee
for acting as Evaluator of the Trust's portfolio with respect to that
Page 20
portion of the portfolio comprised of Fund shares, since information
with respect to the price of the Fund's shares is readily available to
it. In addition, the Indenture requires the Trustee to vote all shares
of the Fund held in the Trust in the same manner and ratio on all
proposals as the vote of owners of Fund shares not held by the Trust.
The value of the Fund's shares, like the value of the Treasury
Obligations, will fluctuate over the life of the Trust and may be more
or less than the price at which they were deposited in the Trust. The
Fund's shares may appreciate or depreciate in value (or pay dividends or
other distributions) depending on the full range of economic and market
influences affecting the securities in which it is invested and the
success of the Fund's Adviser in anticipating or taking advantage of
such opportunities as they may occur. However, the Sponsor believes
that, upon termination of the Trust, even if the Fund shares deposited
in the Trust are worthless, an event which the Sponsor considers highly
unlikely, the Treasury Obligations will provide sufficient principal to
at least equal $10.00 per Unit (which is equal to the per Unit value
upon maturity of the Treasury Obligations) for those individuals
purchasing on the Initial Date of Deposit (or any other Date when the
value of the Units is $10.00 or less). This feature of the Trust
provides Unit holders with principal protection, although they might
forego any earnings on the amount invested. To the extent that Units are
purchased at a price less than $10.00 per Unit, this feature may also
provide a potential for capital appreciation.
Unless a Unit holder purchases Units of the Trust on the Initial Date of
Deposit (or another date when the value of the Units is $10.00 or less),
total distributions, including distributions made upon termination of
the Trust, may be less than the amount paid for a Unit.
The Sponsor, Adviser, Underwriter, Fund and the Trustee shall not be
liable in any way for any default, failure or defect in any Security.
The Trust consists of the Securities listed in Part One as may continue
to be held from time to time in the Trust.
The Trustee has no power to vary the investments of the Trust, i.e., the
Trustee will have no managerial power to take advantage of market
variations to improve a Unit holder's investment but may dispose of
Securities only under limited circumstances. See "How May Securities be
Removed from the Trust?" Of course, the portfolio of the Fund will be
changing as the Adviser attempts to achieve the Fund's objective.
To the best of the Sponsor's knowledge, there is no litigation pending
as of the date of this Prospectus in respect of any Security which might
reasonably be expected to have a material adverse effect on the Trust.
At any time after the date of this Prospectus, litigation may be
instituted on a variety of grounds with respect to the Securities. The
Sponsor is unable to predict whether any such litigation will be
instituted, or if instituted, whether such litigation might have a
material adverse effect on the Trust.
PUBLIC OFFERING
How is the Public Offering Price Determined?
Units are offered at the Public Offering Price as indicated in Part One
attached hereto. The Public Offering Price is based on the aggregate bid
side evaluation of the Treasury Obligations and the net asset value of
the Fund shares in the Trust, plus or minus cash, if any, in the Capital
and Income Accounts held or owned by the Trust, plus a maximum sales
charge of 5.5% of the Public Offering Price (equivalent to 5.82% of the
net amount invested) divided by the number of outstanding Units of the
Trust.
The minimum purchase in the Trust is $1,000. The applicable sales charge
is reduced by a discount as indicated below for volume purchases:
Percent of Percent of
Offering Net Amount
Number of Units Price Invested
________________ __________ ___________
10,000 but less than 50,000 0.60% 0.6036%
50,000 but less than 100,000 1.30% 1.3171%
100,000 or more 2.10% 2.1450%
Any such reduced sales charge shall be the responsibility of the selling
Underwriter or dealer. The reduced sales charge structure will apply on
Page 21
all purchases of Units in the Trust by the same person on any one day
from any one underwriter or dealer. Additionally, Units purchased in the
name of the spouse of a purchaser or in the name of a child of such
purchaser under 21 years of age will be deemed, for the purposes of
calculating the applicable sales charge, to be additional purchases by
the purchaser. The reduced sales charges will also be applicable to a
trustee or other fiduciary purchasing securities for a single trust
estate or single fiduciary account. The purchaser must inform the
Underwriter or dealer of any such combined purchase prior to the sale in
order to obtain the indicated discount. With respect to the employees,
officers and directors (including their immediate families and trustees,
custodians or a fiduciary for the benefit of such person) of the
Sponsor, Underwriters, dealers and their subsidiaries, the sales charge
is reduced by 2.0% of the Public Offering Price.
The Public Offering Price will be equal to the bid price per Unit of the
Treasury Obligations and the net asset value of the Fund shares therein
plus or minus a pro rata share of cash, if any, in the Capital and
Income Accounts of the Trust plus the applicable sales charge.
The offering price of the Treasury Obligations in the Trust may be
expected to be greater than the bid price of the Treasury Obligations by
less than 2%.
Although payment is normally made three business days following the
order for purchase, payment may be made prior thereto. Cash, if any,
made available to the Sponsor prior to the date of settlement for the
purchase of Units may be used in the Sponsor's business and may be
deemed to be a benefit to the Sponsor, subject to the limitations of the
Securities Exchange Act of 1934. Delivery of Units so ordered will be
made five business days following such order or shortly thereafter. See
"Rights of Unit Holders-How May Units be Redeemed?" for information
regarding the ability to redeem Units ordered for purchase.
How are Units Distributed?
It is the intention of the Sponsor to qualify Units of the Trust for
sale in a number of states. Sales will be made to dealers and others at
prices which represent a concession or agency commission of 65% of the
total sales charge for Units sold by such dealers. Volume concessions or
agency commissions of an additional 0.40% of the Public Offering Price
will be given to any broker/dealer or bank, who purchase from the
Sponsor at least $250,000 on any day. The Sponsor reserves the right to
change the amount of the concession or agency commission from time to
time. Certain commercial banks are making Units of the Trust available
to their customers on an agency basis. A portion of the sales charge
paid by these customers is retained by or remitted to the banks in the
amounts indicated above. Under the Glass-Steagall Act, banks are
prohibited from underwriting Trust Units; however, the Glass-Steagall
Act does permit certain agency transactions and the banking regulators
have not indicated that these particular agency transactions are not
permitted under such Act. In Texas and in certain other states, any
banks making Units available must be registered as broker/dealers under
state law.
Underwriters, dealers and others who, in a single month, purchase from
the Sponsor Units of any Series of The First Trust GNMA, The First Trust
of Insured Municipal Bonds, The First Trust Combined Series, The First
Trust Special Situations Trust, Templeton Growth and Treasury Trust,
Templeton Foreign Fund & U.S. Treasury Securities Trust, The Advantage
Growth and Treasury Securities Trust or any other unit investment trust
of which Nike Securities L.P. is the Sponsor (the "UIT Units"), which
sale of UIT Units are in the following aggregate dollar amounts, will
receive additional concessions from the Sponsor as indicated in the
following table:
Aggregate Monthly Amount Additional Concession
of UIT Units Sold (per $1,000 sold)
_____________________________ _____________________
$ 1,000,000 - $2,499,999 $0.50
$ 2,500,000 - $4,999,999 $1.00
$ 5,000,000 - $7,499,999 $1.50
$ 7,500,000 - $9,999,999 $2.00
$10,000,000 or more $2.50
Aggregate Monthly Dollar Amount of UIT Units Sold is based on settled
trades for a month (including sales of UIT Units to the Sponsor in the
secondary market which are resold), net of redemptions.
Page 22
From time to time the Sponsor may implement programs under which dealers
of the Trust may receive nominal awards from the Sponsor for each of
their registered representatives who have sold a minimum number of UIT
Units during a specified time period. In addition, at various times the
Sponsor may implement other programs under which the sales force of a
dealer may be eligible to win other nominal awards for certain sales
efforts, or under which the Sponsor will reallow to any such dealer that
sponsors sales contests or recognition programs conforming to criteria
established by the Sponsor, or participates in sales programs sponsored
by the Sponsor, an amount not exceeding the total applicable sales
charges on the sales generated by such person at the public offering
price during such programs. Also, the Sponsor in its discretion may from
time to time pursuant to objective criteria established by the Sponsor
pay fees to qualifying dealers for certain services or activities which
are primarily intended to result in sales of Units of the Trust. Such
payments are made by the Sponsor out of its own assets, and not out of
the assets of the Trust. These programs will not change the price Unit
holders pay for their Units or the amount that the Trust will receive
from the Units sold.
The Sponsor may from time to time in its advertising and sales materials
compare the then current estimated returns on the Trust and returns over
specified periods on other similar Trusts sponsored by Nike Securities
L.P. with returns on other taxable investments such as corporate or U.S.
Government bonds, bank CDs and money market accounts or money market
funds, each of which has investment characteristics that may differ from
those of the Trust. U.S. Government bonds, for example, are backed by
the full faith and credit of the U.S. Government and bank CDs and money
market accounts are insured by an agency of the federal government.
Money market accounts and money market funds provide stability of
principal, but pay interest at rates that vary with the condition of the
short-term debt market. The investment characteristics of the Trust are
described more fully elsewhere in this Prospectus.
Trust performance may be compared to performance on a total return basis
with the Dow Jones Industrial Average, the S&P 500 Composite Price Stock
Index, the Morgan Stanley World Index or other global indices, or
performance data from Lipper Analytical Services, Inc. and Morningstar
Publications, Inc. or from publications such as Money Magazine, The New
York Times, U.S. News and World Report, Business Week, Forbes Magazine
or Fortune Magazine. As with other performance data, performance
comparisons should not be considered representative of the Trust's
relative performance for any future period.
What are the Sponsor's Profits?
The Sponsor of the Trust will receive a gross sales commission equal to
5.5% of the Public Offering Price of the Units (equivalent to 5.82% of
the net amount invested), less any reduced sales charge for quantity
purchases as described under "Public Offering-How is the Public Offering
Price Determined?" See "Public Offering-How are Units Distributed?" for
information regarding the receipt of the excess gross sales commissions
by the Sponsor from the Underwriters and additional concessions
available to the dealers and others.
In maintaining a market for the Units, the Sponsor or Underwriters will
also realize profits or sustain losses in the amount of any difference
between the price at which Units are purchased and the price at which
Units are resold (which price includes a sales charge of 5.5%) or
redeemed. The secondary market public offering price of Units may be
greater or less than the cost of such Units to the Sponsor or
Underwriters.
Will There be a Secondary Market?
Although it is not obligated to do so, the Sponsor intends to maintain a
market for the Units and continuously to offer to purchase Units at
prices, subject to change at any time, based upon the aggregate bid
price of the Treasury Obligations in the portfolio of the Trust and the
net asset value of the Fund shares in the Trust plus or minus cash, if
any, in the Capital and Income Accounts of the Trust. All expenses
incurred in maintaining a secondary market, other than the fees of the
Evaluator, the supervisory and audit expenses and the costs of the
Trustee in transferring and recording the ownership of Units, will be
borne by the Sponsor. If the supply of Units exceeds demand, or for some
other business reason, the Sponsor may discontinue purchases of Units at
such prices. IF A UNIT HOLDER WISHES TO DISPOSE OF HIS OR HER UNITS, HE
OR SHE SHOULD INQUIRE OF THE SPONSOR AS TO CURRENT MARKET PRICES PRIOR
TO MAKING A TENDER FOR REDEMPTION TO THE TRUSTEE.
Page 23
RIGHTS OF UNIT HOLDERS
How is Evidence of Ownership Issued and Transferred?
The Trustee is authorized to treat as the record owner of Units that
person who is registered as such owner on the books of the Trustee.
Ownership of Units may be evidenced by registered certificates executed
by the Trustee and the Sponsor. Delivery of certificates representing
Units ordered for purchase is normally made three business days
following such order or shortly thereafter. Certificates are
transferable by presentation and surrender to the Trustee properly
endorsed or accompanied by a written instrument or instruments of
transfer. Certificates to be redeemed must be properly endorsed or
accompanied by a written instrument or instruments of transfer. A Unit
holder must sign exactly as his name appears on the face of the
certificate with signature guaranteed by a participant in the Securities
Transfer Agents Medallion Program ("STAMP") or such other signature
guaranty program in addition to, or in substitution for, STAMP, as may
be accepted by the Trustee. In certain instances the Trustee may require
additional documents such as, but not limited to, trust instruments,
certificates of death, appointments as executor or administrator or
certificates of corporate authority. Record ownership may occur before
settlement.
Certificates will be issued in fully registered form, transferable only
on the books of the Trustee in denominations of one Unit or any multiple
thereof, numbered serially for purposes of identification.
Unit holders may elect to hold their Units in uncertificated form. The
Trustee will maintain an account for each such Unit holder and will
credit each such account with the number of Units purchased by that Unit
holder. Within two business days of the issuance or transfer of Units
held in uncertificated form, the Trustee will send to the registered
owner of Units a written initial transaction statement containing a
description of the Trust; the number of Units issued or transferred; the
name, address and taxpayer identification number, if any, of the new
registered owner; a notation of any liens and restrictions of the issuer
and any adverse claims to which such Units are or may be subject or a
statement that there are no such liens, restrictions or adverse claims;
and the date the transfer was registered. Uncertificated Units are
transferable through the same procedures applicable to Units evidenced
by certificates (described above), except that no certificate need be
presented to the Trustee and no certificate will be issued upon the
transfer unless requested by the Unit holder. A Unit holder may at any
time request the Trustee to issue certificates for Units.
Although no such charge is now made or contemplated, a Unit holder may
be required to pay $2.00 to the Trustee per certificate reissued or
transferred and to pay any governmental charge that may be imposed in
connection with each such transfer or exchange. For new certificates
issued to replace destroyed, stolen or lost certificates, the Unit
holder may be required to furnish indemnity satisfactory to the Trustee
and pay such expenses as the Trustee may incur. Mutilated certificates
must be surrendered to the Trustee for replacement.
How are Income and Capital Distributed?
The Trustee will distribute any net income (other than accreted
interest) received with respect to any of the Securities in the Trust on
or about the Distribution Dates to Unit holders of record on the
preceding Record Date. See Part One of the Prospectus. Proceeds received
from rebated Rule 12b-1 fees or on the sale of any Securities in the
Trust, to the extent not used to meet redemptions of Units or pay
expenses, will be distributed at least annually on each Distribution
Date to Unit holders of record on the preceding Record Date. Income with
respect to the original issue discount on the Treasury Obligations in
the Trust, will not be distributed currently, although Unit holders will
be subject to Federal income tax as if a distribution had occurred. See
"What is the Federal Tax Status of Unit Holders?"
The Record Date and Distribution Date were established so as to occur
shortly after the record date and the payment dates of the Fund. The
Fund normally pays dividends on its net investment income annually. Net
realized capital gains, if any, will be distributed at least annually.
Within a reasonable time after the Trust is terminated, each Unit holder
will, upon surrender of his or her Units for redemption, receive: (i)
the number of shares of the Fund attributable to his or her Units, which
will be distributed "in-kind" directly to his or her account, rather
than redeemed, (ii) a pro rata share of the amounts realized upon the
disposition of the Treasury Obligations and (iii) a pro rata share of
any other assets of the Trust, less expenses of the Trust, subject to
Page 24
the limitation that Treasury Obligations may not be sold to pay for
Trust expenses. Not less than 60 days prior to the termination of the
Trust, Unit holders will be offered the option of having the proceeds
from the disposition of the Treasury Obligations in the Trust invested
on the date such proceeds become available to the Trust, in additional
shares of the Fund at net asset value. Such shares will not be subject
to a sales charge or a contingent deferred sales load but such shares
will incur Rule 12b-1 fees as do all other shares held directly by
investors in the Fund. Unless a Unit holder indicates that he or she
wishes to reinvest such amounts, they will be paid in cash, as indicated
above. A Unit holder may, of course, at any time after the Fund shares
are distributed to his or her account, instruct the Fund to redeem all
or a portion of the shares in his or her account. Shares of the Fund, as
more fully described in its prospectus, will be redeemed at the then
current net asset value. If within 180 days after the termination of the
Trust a registered owner of Units has not surrendered the Units, the
Trustee shall liquidate the shares of the Fund held for such Unit holder
and hold the funds to which such Unit holder is entitled until such
Units are surrendered.
The Trustee will credit to the Income Account of the Trust any
dividends, distributions or rebated Rule 12b-1 fees received on the Fund
shares therein. All other receipts (e.g., return of principal, capital
gains, etc.) are credited to the Capital Account of the Trust.
The Trustee may establish reserves (the "Reserve Account") within the
Trust for state and local taxes, if any, and any governmental charges
payable out of the Trust.
How Can Distributions to Unit Holders be Reinvested?
THE RULE 12B-1 FEES IMPOSED ON SHARES HELD IN THE TRUST ARE REBATED TO
THE TRUST AND ARE USED TO REDUCE EXPENSES OF THE TRUST RESULTING IN
INCREASED DISTRIBUTIONS TO UNIT HOLDERS. UNIT HOLDERS WHO ACQUIRE SHARES
OF THE FUNDS THROUGH REINVESTMENT OF DIVIDENDS OR OTHER DISTRIBUTIONS OR
THROUGH REINVESTMENT AT THE TRUST'S TERMINATION WILL BEGIN TO INCUR RULE
12B-1 FEES AT SUCH TIME AS SHARES ARE ACQUIRED.
Each Unit holder of the Trust will have distributions of principal,
capital gains, if any, or income automatically invested in Fund shares
(if Fund shares are registered in the Unit holder's state of residence)
deposited at such share's net asset value next computed, unless he or
she indicates at the time of purchase, or subsequently notifies the
Trustee in writing, that he or she wishes to receive cash payments.
Shares of the Fund obtained through reinvestment will not be subject to
a sales charge, although such shares will incur Rule 12b-1 fees as do
all other shares held directly by investors in the Fund. Reinvestment by
the Trust in Fund shares will normally be made as of the distribution
date of the Trust after the Trustee deducts therefrom the expenses of
the Trust.
Additional information with respect to the investment objective and
policies of the Fund is contained in its Additional Statement, which can
be obtained from the Underwriter.
Unit holders who are receiving distributions in cash may elect to
participate in the automatic reinvestment feature by filing with the
Trustee an election to have such distributions reinvested without a
sales charge. Such election must be received by the Trustee at least ten
days prior to the Record Date applicable to any distribution in order to
be in effect for such Record Date. Any such election shall remain in
effect until a subsequent notice is received by the Trustee.
Exchange Privilege. Shares of the Fund held in a Unit holder's
reinvestment account and of the Eligible Funds listed in "Right of
Accumulation" in the Fund's Prospectus may be exchanged at net asset
value per share at the time of exchange, without sales charge, if all of
the following conditions are met: (1) shares of the fund selected for
exchange are available for sale in the shareholder's state of residence;
(2) the respective prospectuses of the funds the shares of which are to
be exchanged and acquired offer the Exchange Privilege to the investor;
(3) newly-purchased (by initial or subsequent investment) shares are
held in an account for at least seven days and all other shares at least
one day prior to the exchange; and (4) the aggregate net asset value of
shares surrendered for exchange is at least equal to the minimum
investment requirements of the fund the shares of which are to be
acquired. See "Exchange Privilege" in the Fund's prospectus for
additional information regarding the exchange procedure. THE EXCHANGE
PRIVILEGE DOES NOT APPLY TO OPPENHEIMER GLOBAL FUND SHARES IN THE
TRUST'S PORTFOLIO, ONLY TO A UNIT HOLDER'S REINVESTMENT ACCOUNT.
General Information on Exchanges. Shares to be exchanged are redeemed on
the regular business day the Transfer Agent receives an exchange request
Page 25
in proper form (the "Redemption Date"). Normally, shares of the fund to
be acquired are purchased on the Redemption Date, but such purchases may
be delayed by either fund up to five business days, if it determines
that it would be disadvantaged by an immediate transfer of the
redemption proceeds. The Fund in its discretion reserves the right to
refuse any exchange requests that will disadvantage it, for example, if
the receipt of multiple exchange requests from a dealer might require
the disposition of securities at a time or a price disadvantageous to
the Fund.
The Eligible Funds have different investment objectives and policies.
For complete information, including sales charges and expenses, a
prospectus of the fund into which the exchange is being made should be
read prior to an exchange. Dealers or brokers who process exchange
orders on behalf of their customers may charge for their services. Those
charges may be avoided by requesting the Fund directly to exchange
shares. For Federal tax purposes, an exchange is treated as a redemption
and purchase of shares. See "How to Redeem Shares-Reinvestment
Privilege" in the Fund's prospectus for a discussion of certain tax
effects of exchanges. No sales commissions are paid by the Distributor
on exchanges of shares (unless a front-end sales charge is assessed on
the exchange).
Pursuant to telephone exchange agreements with the Distributor, certain
dealers, brokers and investment advisors may exchange their client's
Fund shares by telephone, subject to the terms of the agreements and the
Distributor's right to reject or suspend such telephone exchanges at any
time. Because of the restrictions and procedures under those agreements,
such exchanges may be subject to timing limitations and other
restrictions that do not apply to exchanges requested by shareholders
directly, as described above.
What Reports Will Unit Holders Receive?
The Trustee shall furnish Unit holders in connection with each
distribution a statement of the amount of income, if any, and the amount
of other receipts, if any, which are being distributed, expressed in
each case as a dollar amount per Unit. Within a reasonable time after
the end of each calendar year, the Trustee will furnish to each person
who at any time during the calendar year was a Unit holder of the Trust
the following information in reasonable detail: (1) a summary of
transactions in the Trust for such year; (2) any Securities sold during
the year and the Securities held at the end of such year by the Trust;
(3) the redemption price per Unit based upon a computation thereof on
the 31st day of December of such year (or the last business day prior
thereto); and (4) amounts of income and capital gains distributed during
such year.
How May Units be Redeemed?
A Unit holder may redeem all or a portion of his or her Units by tender
to the Trustee at its unit investment trust office in the City of New
York of the certificates representing the Units to be redeemed, or in
the case of uncertificated Units, delivery of a request for redemption,
duly endorsed or accompanied by proper instruments of transfer with
signature guaranteed as explained above (or by providing satisfactory
indemnity, as in connection with lost, stolen or destroyed
certificates), and payment of applicable governmental charges, if any.
No redemption fee will be charged. On the third business day following
such tender, the Unit holder will be entitled to receive in cash an
amount for each Unit equal to the redemption price per Unit next
computed after receipt by the Trustee of such tender of Units. The "date
of tender" is deemed to be the date on which Units are received by the
Trustee (if such day is a day on which the New York Stock Exchange is
open for trading), except that as regards Units received after 4:00 p.m.
Eastern time (or as of any earlier closing time on a day on which the
NYSE is scheduled in advance to close at such earlier time), the date of
tender is the next day on which the NYSE is open for trading and such
Units will be deemed to have been tendered to the Trustee on such day
for redemption at the redemption price computed on that day. Units so
redeemed shall be cancelled.
Under regulations issued by the Internal Revenue Service, the Trustee is
required to withhold a specified percentage of the principal amount of a
Unit redemption if the Trustee has not been furnished the redeeming Unit
holder's tax identification number in the manner required by such
regulations. For further information regarding this withholding, see
"How are Income and Capital Distributed?" In the event the Trustee has
not been previously provided such number, one must be provided at the
time redemption is requested.
Page 26
Any amounts paid on redemption representing income shall be withdrawn
from the Income Account of the Trust to the extent that funds are
available for such purpose. All other amounts paid on redemption shall
be withdrawn from the Capital Account of the Trust.
The Trustee is empowered to sell Securities of the Trust in order to
make funds available for redemption. To the extent that Securities are
sold, the size and diversity of the Trust will be reduced. Such sales
may be required at a time when Securities would not otherwise be sold
and might result in lower prices than might otherwise be realized.
Shares of the Fund will be sold to meet redemptions of Units before
Treasury Obligations, although Treasury Obligations may be sold if the
Trust is assured of retaining a sufficient principal amount of Treasury
Obligations to provide funds upon maturity of the Trust at least equal
to $10.00 per Unit.
The redemption price per Unit (as well as the secondary market Public
Offering Price) will be determined on the basis of the bid price of the
Treasury Obligations and the net asset value of the Fund shares in the
Trust, plus or minus cash, if any, in the Capital and Income Accounts of
the Trust, as of the close of trading on the NYSE on the date any such
determination is made. The Redemption Price per Unit is the pro rata
share of each Unit determined by the Trustee by adding: (1) the cash on
hand in the Trust other than cash deposited in the Trust to purchase
Securities not applied to the purchase of such Securities; (2) the
aggregate value of the Securities (including "when issued" contracts, if
any) held in the Trust, as determined by the Evaluator on the basis of
bid prices of the Treasury Obligations and the net asset value of the
Fund shares next computed; and (3) dividends or other distributions
receivable on Fund shares trading ex-dividend as of the date of
computation and amounts accrued, if any, for rebated Rule 12b-1 fees;
and deducting therefrom: (1) amounts representing any applicable taxes
or governmental charges payable out of the Trust; (2) an amount
representing estimated accrued expenses of the Trust, including but not
limited to fees and expenses of the Trustee (including legal and
auditing fees), the Evaluator, the Supervisor and counsel fees, if any;
(3) cash held for distribution to Unit holders of record of the Trust as
of the business day prior to the evaluation being made; and (4) other
liabilities incurred by the Trust; and finally dividing the results of
such computation by the number of Units of the Trust outstanding as of
the date thereof.
The right of redemption may be suspended and payment postponed for any
period during which the NYSE is closed (other than for customary weekend
and holiday closings) or during which the SEC determines that trading on
the NYSE is restricted or any emergency exists, as a result of which
disposal or evaluation of the Securities is not reasonably practicable,
or for such other periods as the SEC may by order permit. Under certain
extreme circumstances, the Sponsor may apply to the SEC for an order
permitting a full or partial suspension of the right of Unit holders to
redeem their Units. The Trustee is not liable to any person in any way
for any loss or damage which may result from any such suspension or
postponement.
How May Units be Purchased by the Sponsor?
The Trustee shall notify the Sponsor of any tender of Units for
redemption. If the Sponsor's bid in the secondary market at that time
equals or exceeds the Redemption Price per Unit, it may purchase such
Units by notifying the Trustee before 1:00 p.m. Eastern time on the same
business day and by making payment therefor to the Unit holder not later
than the day on which the Units would otherwise have been redeemed by
the Trustee. Units held by the Sponsor may be tendered to the Trustee
for redemption as any other Units. In the event the Sponsor does not
purchase Units, the Trustee may sell Units tendered for redemption in
the over-the-counter market, if any, as long as the amount to be
received by the Unit holder is equal to the amount he or she would have
received on redemption of the Units.
The offering price of any Units acquired by the Sponsor will be in
accord with the Public Offering Price described in the then effective
prospectus describing such Units. Any profit or loss resulting from the
resale or redemption of such Units will belong to the Sponsor.
How May Securities be Removed from the Trust?
The portfolio of the Trust is not "managed" by the Sponsor or the
Trustee; their activities described herein are governed solely by the
provisions of the Indenture. The Indenture provides that the Sponsor may
(but need not) direct the Trustee to dispose of a Security in the
unlikely event that an issuer of a Security defaults in the payment of
dividends or interest or there exist certain other materially adverse
Page 27
conditions described in the Indenture.
The Trustee may also sell Securities designated by the Sponsor, or if
not so directed, in its own discretion, for the purpose of redeeming
Units of the Trust tendered for redemption and the payment of expenses;
provided, however, that in the case of Securities sold to meet
redemption requests, Treasury Obligations may only be sold if the Trust
is assured of retaining a sufficient principal amount of Treasury
Obligations to provide funds upon maturity of the Trust at least equal
to $10.00 per Unit. Treasury Obligations may not be sold to meet Trust
expenses.
INFORMATION AS TO SPONSOR, TRUSTEE AND EVALUATOR
Who is the Sponsor?
Nike Securities L.P., the Sponsor, specializes in the underwriting,
trading and distribution of unit investment trusts and other securities.
Nike Securities L.P., an Illinois limited partnership formed in 1991,
acts as Sponsor for successive series of The First Trust Combined
Series, the FT Series (formerly known as The First Trust Special
Situations Trust), The First Trust Insured Corporate Trust, The First
Trust of Insured Municipal Bonds and The First Trust GNMA. First Trust
introduced the first insured unit investment trust in 1974 and to date
more than $9 billion in First Trust unit investment trusts have been
deposited. The Sponsor's employees include a team of professionals with
many years of experience in the unit investment trust industry. The
Sponsor is a member of the National Association of Securities Dealers,
Inc. and Securities Investor Protection Corporation and has its
principal offices at 1001 Warrenville Road, Lisle, Illinois 60532;
telephone number (630) 241-4141. As of December 31, 1996, the total
partners' capital of Nike Securities L.P. was $9,005,203 (audited).
(This paragraph relates only to the Sponsor and not to the Trust or to
any series thereof or to any other Underwriter. The information is
included herein only for the purpose of informing investors as to the
financial responsibility of the Sponsor and its ability to carry out its
contractual obligations. More detailed financial information will be
made available by the Sponsor upon request.)
Who is the Trustee?
The Trustee is The Chase Manhattan Bank, with its principal executive
office located at 270 Park Avenue, New York, New York 10017 and its unit
investment trust office at 4 New York Plaza, 6th floor, New York, New
York 10004-2413. Unit holders who have questions regarding the Trusts
may call the Customer Service Help Line at 1-800-682-7520. The Trustee
is subject to supervision by the Superintendent of Banks of the State of
New York, the Federal Deposit Insurance Corporation and the Board of
Governors of the Federal Reserve System.
The Trustee, whose duties are ministerial in nature, has not
participated in the selection of the Securities. For information
relating to the responsibilities of the Trustee under the Indenture,
reference is made to the material set forth under "Rights of Unit
Holders."
The Trustee and any successor Trustee may resign by executing an
instrument in writing and filing the same with the Sponsor and mailing a
copy of a notice of resignation to all Unit holders. Upon receipt of
such notice, the Sponsor is obligated to appoint a successor Trustee
promptly. If the Trustee becomes incapable of acting or becomes bankrupt
or its affairs are taken over by public authorities, the Sponsor may
remove the Trustee and appoint a successor as provided in the Indenture.
If upon resignation of the Trustee no successor has accepted the
appointment within 30 days after notification, the retiring Trustee may
apply to a court of competent jurisdiction for the appointment of a
successor. The resignation or removal of the Trustee becomes effective
only when the successor Trustee accepts its appointment as such or when
a court of competent jurisdiction appoints a successor Trustee.
Any corporation into which the Trustee may be merged or with which it
may be consolidated, or any corporation resulting from any merger or
consolidation to which a Trustee shall be a party, shall be the
successor Trustee. The Trustee must be a banking corporation organized
under the laws of the United States or any State and having at all times
an aggregate capital, surplus and undivided profits of not less than
$5,000,000.
Limitations on Liabilities of Sponsor and Trustee
The Sponsor and the Trustee shall be under no liability to Unit holders
for taking any action or for refraining from taking any action in good
Page 28
faith pursuant to the Indenture, or for errors in judgment, but shall be
liable only for their own willful misfeasance, bad faith, gross
negligence (ordinary negligence in the case of the Trustee) or reckless
disregard of their obligations and duties. The Trustee shall not be
liable for depreciation or loss incurred by reason of the sale by the
Trustee of any of the Securities. In the event of the failure of the
Sponsor to act under the Indenture, the Trustee may act thereunder and
shall not be liable for any action taken by it in good faith under the
Indenture.
The Trustee shall not be liable for any taxes or other governmental
charges imposed upon or in respect of the Securities or upon the
interest thereon or upon it as Trustee under the Indenture or upon or in
respect of the Trust which the Trustee may be required to pay under any
present or future law of the United States of America or of any other
taxing authority having jurisdiction. In addition, the Indenture
contains other customary provisions limiting the liability of the Trustee.
If the Sponsor shall fail to perform any of its duties under the
Indenture or become incapable of acting or become bankrupt or its
affairs are taken over by public authorities, then the Trustee may (a)
appoint a successor Sponsor at rates of compensation deemed by the
Trustee to be reasonable and not exceeding amounts prescribed by the
SEC, or (b) terminate the Indenture and liquidate the Trust as provided
herein, or (c) continue to act as Trustee without terminating the
Indenture.
Who is the Evaluator?
The Evaluator is First Trust Advisors L.P., an Illinois limited
partnership formed in 1991 and an affiliate of the Sponsor. The
Evaluator's address is 1001 Warrenville Road, Lisle, Illinois 60532. The
Evaluator may resign or may be removed by the Sponsor and the Trustee,
in which event the Sponsor and the Trustee are to use their best efforts
to appoint a satisfactory successor. Such resignation or removal shall
become effective upon the acceptance of appointment by the successor
Evaluator. If upon resignation of the Evaluator no successor has
accepted appointment within 30 days after notice of resignation, the
Evaluator may apply to a court of competent jurisdiction for the
appointment of a successor.
The Trustee, Sponsor and Unit holders may rely on any evaluation
furnished by the Evaluator and shall have no responsibility for the
accuracy thereof. Determinations by the Evaluator under the Indenture
shall be made in good faith upon the basis of the best information
available to it, provided, however, that the Evaluator shall be under no
liability to the Trustee, Sponsor or Unit holders for errors in
judgment. This provision shall not protect the Evaluator in any case of
willful misfeasance, bad faith, gross negligence or reckless disregard
of its obligations and duties.
OTHER INFORMATION
How May the Indenture Be Amended or Terminated?
The Sponsor and the Trustee have the power to amend the Indenture
without the consent of any of the Unit holders when such an amendment is
(1) to cure any ambiguity or to correct or supplement any provision of
the Indenture which may be defective or inconsistent with any other
provision contained therein, or (2) to make such other provisions as
shall not adversely affect the interest of the Unit holders (as
determined in good faith by the Sponsor and the Trustee).
The Indenture provides that the Trust shall terminate upon the maturity,
redemption or other disposition of the last of the Treasury Obligations
held in the Trust but in no event beyond the Mandatory Termination Date
indicated herein under "Summary of Essential Information." The Trust may
be liquidated at any time by consent of 100% of the Unit holders of the
Trust or by the Trustee in the event that Units of the Trust not yet
sold aggregating more than 60% of the Units of the Trust are tendered
for redemption by the Underwriter, including the Sponsor. If the Trust
is liquidated because of the redemption of unsold Units of the Trust by
the Underwriter, the Sponsor will refund to each purchaser of Units of
the Trust the entire sales charge paid by such purchaser. In the event
of termination, written notice thereof will be sent by the Trustee to
all Unit holders of the Trust. Within a reasonable period after
termination, the Trustee will follow the procedures set forth under "How
are Income and Principal Distributed?"
Legal Opinions
The legality of the Units offered hereby and certain matters relating to
Federal tax law have been passed upon by Chapman and Cutler, 111 West
Page 29
Monroe Street, Chicago, Illinois 60603, as counsel for the Sponsor.
Carter, Ledyard & Milburn will act as counsel for the Trustee and as
special New York tax counsel for the Trust.
Experts
The statement of net assets, including the portfolio, of the Trust
contained in Part One of this Prospectus has been audited by Ernst &
Young LLP, independent auditors, as set forth in their report thereon
appearing therein and is included in reliance upon such report given
upon the authority of such firm as experts in accounting and auditing.
Page 30
This page is intentionally left blank.
Page 31
CONTENTS:
Oppenheimer Global Growth & Treasury Securities Trust
What is Oppenheimer Global Growth & Treasury
Securities Trust? 3
What are the Expenses and Charges? 3
What is the Federal Tax Status of Unit Holders? 4
Why are Investments in the Trust Eligible for
Retirement Plans? 8
Portfolio:
What are Treasury Obligations? 8
What is Oppenheimer Global Fund? 8
Fund Expenses 9
What are the Fund's Investment Policies? 12
Who is the Management of Oppenheimer Global Fund? 17
Fund Performance Information 18
What are Some Additional Considerations
for Investors? 20
Public Offering:
How is the Public Offering Price Determined? 21
How are Units Distributed? 22
What are the Sponsor's Profits? 23
Will There be a Secondary Market? 23
Rights of Unit Holders:
How is Evidence of Ownership Issued
and Transferred? 24
How are Income and Capital Distributed? 24
How Can Distributions to Unit Holders
be Reinvested? 25
What Reports Will Unit Holders Receive? 26
How May Units be Redeemed? 26
How May Units be Purchased by the Sponsor? 27
How May Securities be Removed from the Trust? 27
Information as to Sponsor, Trustee and Evaluator:
Who is the Sponsor? 28
Who is the Trustee? 28
Limitations on Liabilities of Sponsor and Trustee 28
Who is the Evaluator? 29
Other Information:
How May the Indenture Be Amended or Terminated? 29
Legal Opinions 29
Experts 30
___________
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL, OR A SOLICITATION
OF AN OFFER TO BUY, SECURITIES IN ANY JURISDICTION TO ANY PERSON TO WHOM
IT IS NOT LAWFUL TO MAKE SUCH OFFER IN SUCH JURISDICTION.
THIS PROSPECTUS DOES NOT CONTAIN ALL THE INFORMATION SET FORTH IN THE
REGISTRATION STATEMENTS AND EXHIBITS RELATING THERETO, WHICH THE TRUST
HAS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, WASHINGTON, D.C.
UNDER THE SECURITIES ACT OF 1933 AND THE INVESTMENT COMPANY ACT OF 1940,
AND TO WHICH REFERENCE IS HEREBY MADE.
FIRST TRUST (REGISTERED TRADEMARK)
OPPENHEIMER GLOBAL GROWTH & TREASURY SECURITIES TRUST
Prospectus
Part Two
December 30, 1997
First Trust (registered trademark)
1001 Warrenville Road, Suite 300
Lisle, Illinois 60532
1-630-241-4141
Trustee:
The Chase Manhattan Bank
4 New York Plaza, 6th floor
New York, New York 10004-2413
THIS PART TWO MUST BE
ACCOMPANIED BY PART ONE.
PLEASE RETAIN THIS PROSPECTUS
FOR FUTURE REFERENCE
Page 32
APPENDIX
The graph which appears on page 20 of the prospectus represents a
comparison between a $10,000 investment made on September 30, 1986 in
Class A shares of Oppenheimer Global Fund and the Morgan Stanley World
Index. The chart indicates that $10,000 invested on September 30, 1986
in Class A shares of Oppenheimer Global Fund would be worth $31,788 as
of September 30, 1996 as opposed to $28,838 had the $10,000 been
invested in the Morgan Stanley World Index.
CONTENTS OF POST-EFFECTIVE AMENDMENT
OF REGISTRATION STATEMENT
This Post-Effective Amendment of Registration Statement
comprises the following papers and documents:
The facing sheet
The prospectus
The signatures
The Consent of Independent Auditors
Financial Data Schedule
S-1
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
the Registrant, Oppenheimer Global Growth & Treasury Securities
Trust, Series 1, certifies that it meets all of the requirements
for effectiveness of this Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has duly caused this
Post-Effective Amendment of its Registration Statement to be
signed on its behalf by the undersigned thereunto duly authorized
in the Village of Lisle and State of Illinois on December 31,
1997.
OPPENHEIMER GLOBAL GROWTH & TREASURY
SECURITIES TRUST, SERIES 1
(Registrant)
ByNIKE SECURITIES L.P.
(Depositor)
By Robert M. Porcellino
Vice President
Pursuant to the requirements of the Securities Act of 1933,
this Post-Effective Amendment of Registration Statement has been
signed below by the following person in the capacity and on the
date indicated:
Signature Title* Date
Robert D. Van Kampen Director of )
Nike Securities )
Corporation, ) December 31, 1997
the General Partner )
of Nike Securities L.P. )
)
) Robert M. Porcellino
) Attorney-in-Fact**
David J. Allen Director of Nike
Securities Corporation,
the General Partner of
Nike Securities L.P.
* The title of the person named herein represents his capacity
in and relationship to Nike Securities L.P., Depositor.
** An executed copy of the related power of attorney was filed
with the Securities and Exchange Commission in connection
with the Amendment No. 1 to Form S-6 of The First Trust
Special Situations Trust, Series 18 (File No. 33-42683) and
the same is hereby incorporated herein by this reference.
S-2
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption
"Experts" and to the use of our report dated December 5, 1997 in
this Post-Effective Amendment to the Registration Statement and
related Prospectus of Oppenheimer Global Growth & Treasury
Securities Trust dated December 26, 1997.
ERNST & YOUNG
Chicago, Illinois
December 24, 1997
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This schedule contains summary financial
information extracted from Post Effective
Amendment to form S-6 and is qualified in its
entirety be reference to such Post Effective
Amendment to form S-6.
</LEGEND>
<SERIES>
<NUMBER> 001
<NAME> Oppenheimer Global Tr
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> Aug-31-1997
<PERIOD-START> Sep-01-1996
<PERIOD-END> Aug-31-1997
<INVESTMENTS-AT-COST> 7,275,342
<INVESTMENTS-AT-VALUE> 8,559,146
<RECEIVABLES> 7,163
<ASSETS-OTHER> 7,884
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 8,574,193
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 5,832
<TOTAL-LIABILITIES> 5,832
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 7,275,342
<SHARES-COMMON-STOCK> 723,991
<SHARES-COMMON-PRIOR> 836,209
<ACCUMULATED-NII-CURRENT> 9,215
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,283,804
<NET-ASSETS> 8,568,361
<DIVIDEND-INCOME> 203,949
<INTEREST-INCOME> 317,331
<OTHER-INCOME> 0
<EXPENSES-NET> 16,420
<NET-INVESTMENT-INCOME> 504,860
<REALIZED-GAINS-CURRENT> 148,884
<APPREC-INCREASE-CURRENT> 878,974
<NET-CHANGE-FROM-OPS> 1,532,718
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 187,681
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 112,218
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 106,356
<ACCUMULATED-NII-PRIOR> (24,762)
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
