OPPENHEIMER ENTERPRISE FUND
Supplement dated July 1, 1999 to the
Prospectus dated April 1, 1999
The Prospectus is changed as follows:
1. _______ This supplement replaces the Fund's prospectus supplement dated June
3, 1999.
2. _______ Effective July 2, 1999, the Fund's Distributor, OppenheimerFunds
Distributor, Inc., will not accept any orders to purchase shares of the Fund
from new investors, whether such purchase orders are submitted by brokers,
dealers or other financial institutions, or directly by investors, or by
exchange requests from a shareholder owning shares of another Oppenheimer fund
(or by a broker of record acting on behalf of a shareholder).
There are certain exceptions to this closure of sales:
Additional shares may be purchased by reinvestment of dividends and/or
capital gains distributions paid by the Fund to persons who were shareholders of
the Fund as of July 1, 1999, and who had elected to reinvest dividends and/or
capital gains distributions on or prior to that date.
Shareholders who owned shares of the Fund on or before July 1, 1999 may
purchase additional shares of the Fund in amounts not exceeding $5,000 per
account per month. For accounts held in nominee or "street" name, that $5,000
purchase limit applies to the accounts of the underlying clients or customers,
including participants in employee benefit or retirement plans held in the name
of a trustee or plan administrator. Shares of the Fund may be purchased by any
participant in a retirement plan provided that the retirement plan selected the
Fund as an investment option on or prior to May 1, 1999.
The Distributor, in its discretion, reserves the right to waive the
$5,000 purchase limit in the case of purchases by institutional investors.
The section of the Prospectus entitled "How To Buy Shares," and all
other sections of the Prospectus that relate to purchases of shares are modified
by the terms of this supplement.
The first paragraph under the heading "What does the Fund Invest In?"
on page 3 is deleted and replaced by the following:
The Fund invests mainly in common stocks but can invest in other equity
securities, such as preferred stocks, convertible securities and other
securities having equity features. The Fund focuses on common stocks of
small-capitalization U.S. and foreign companies. These are companies having a
market capitalization of up to $1.8 billion that the portfolio manager believes
have favorable growth prospects. As market conditions change, the relative size
of small capitalization companies may increase (or decrease) so that the Manager
may adjust its definition of "small capitalization" over time. These investments
are more fully explained in "About the Fund's Investments," below.
The first bullet point under "How Does the Manager Decide What
Securities to Buy or Sell?" on page 3 is deleted and replaced with the
following:
o Companies with small capitalizations, currently defined as
capitalizations up to $1.8 billion.
The first sentence under "Special Risks of Small-Cap Stocks" on page 5
is deleted and replaced by the following: "The Fund focuses its investments on
securities of small cap companies, which generally are newer companies."
The three bullet points under the heading "The Fund's Principal
Investment Policies" on page 9 are deleted and replaced by the following:
o The Fund will invest at least 65% of its total assets in common
stocks and other equity securities of growth companies having a small
market capitalization. The Fund currently defines a "small cap" issuer
as one having a market capitalization of up to $1.8 billion. The Fund
measures that capitalization at the time the Fund buys the security.
It is not required to sell a security if the issuer's capitalization
grows above $1.8 billion.
o The balance of the Fund's assets can be invested in stocks and other
securities of larger companies, consistent with its investment
objective.
July 1, 1999 PS0885.012
Katherine P. Feld
Vice President &
Associate Counsel
[logo]
OppenheimerFunds
OppenheimerFunds, Inc.
Two World Trade Center, 34th Floor
New York, NY 10048 0203
Tel 212 323 0200
July 1, 1999
VIA EDGAR
Securities and Exchange Commission
OFICS Filer Support
Mail Stop 0-7, SEC Operations Center
6432 General Green Way
Alexandria, VA 22312
Re: Oppenheimer Enterprise Fund
Reg. No. 33-58343; File No. 811-07265
To the Securities and Exchange Commission:
An electronic ("EDGAR") filing is hereby made on behalf of Oppenheimer
Enterprise Fund (the "Registrant") pursuant to Rule 497(e) of the Securities Act
of 1933, as amended. Such filing includes a supplement dated July 1, 1999 to the
Registrant's prospectus dated April 1, 1999.
Any questions regarding this submission are to be directed to the attention
of the undersigned.
Very truly yours,
/s/ Katherine P. Feld
Katherine P. Feld
Vice President &
Associate Counsel
(212) 323-0552
Enclosures
cc: Gordon Altman Butowsky Weitzen Shalov & Wein
KPMG Peat Marwick LLP
Ms. Gloria LaFond
n1a\885\497cov
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