SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                                 SCHEDULE TO

          Tender Offer Statement Under Section 14(d)(1) or 13(e)(1)
                    of the Securities Exchange Act of 1934

                    OFI Tremont Market Neutral Hedge Fund
                               (Name of Issuer)

                    OFI Tremont Market Neutral Hedge Fund
                     (Name of Person(s) Filing Statement)

                        Shares of Beneficial Interest
                        (Title of Class of Securities)

                                  67084L101
                    (CUSIP Number of Class of Securities)

                           Lisa I. Bloomberg, Esq.
                          Two World Financial Center
                        225 Liberty Street, 11th Floor
                        New York, New York 10281-1008
                                (212) 323-0560
     (Name, Address and Telephone Number of Person Authorized to Receive
   Notices and Communications on Behalf of the Person(s) Filing Statement)


                          CALCULATION OF FILING FEE

-------------------------------------------------------------------------------
Transaction Valuation: $18,325,226.65  Amount of Filing Fee: $2,156.88(b)
(a)
-------------------------------------------------------------------------------

(a)  Calculated  as  the  estimated   aggregate  maximum  purchase  price  for
twenty-five percent of the Issuer's  outstanding shares of beneficial interest
based on the  estimated  total net  asset  value of the  Issuer's  outstanding
shares of beneficial interest as of February 28, 2006.

(b)  Calculated at 0.0001177% of the Transaction Valuation.

[ ]  Check  the  box if any  part of the fee is  offset  as  provided  by Rule
0-11(a)(2)  and  identify  the  filing  with  which  the  offsetting  fee  was
previously  paid.  Identify  the  previous  filing by  registration  statement
number, or the Form or Schedule and the date of its filing.

Amount Previously Paid:
Form or Registration No.:
Filing Party:
Date Filed:

[  ]  Check   the  box  if  the   filing   relates   solely   to   preliminary
communications made before the commencement of a tender offer.

Check the appropriate  boxes below to designate any  transactions to which the
statement relates:

  [   ]     third-party tender offer subject to Rule 14d-1.
  [ x ]     issuer tender offer subject to Rule 13e-4.
  [   ]     going-private transaction subject to Rule 13e-3.
  [   ]     amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the
results of the tender offer: [   ].

ITEM 1:    SUMMARY TERM SHEET

The  information  required  by  Item 1 is  incorporated  by  reference  to the
Repurchase Offer Notice (Exhibit (a)(1)(ii)),  which is attached as an exhibit
to this Schedule TO.

ITEM 2:    SUBJECT COMPANY INFORMATION

There  is  no  established   primary  or  secondary  trading  market  for  the
securities.  As of February  28,  2006,  the number of  outstanding  shares of
beneficial  interest of the Fund were 75,037.269.  Other information  required
by  Item 2 is  incorporated  by  reference  to  the  Repurchase  Offer  Notice
(Exhibit  (a)(1)(ii)) and the Repurchase  Request Form (Exhibit  (a)(1)(iii)),
which are attached as exhibits to this Schedule TO.

ITEM 3:    IDENTITY AND BACKGROUND OF FILING PERSON

The name of the filing  person is OFI Tremont  Market  Neutral Hedge Fund (the
"Fund").  The Fund's  address is 6803 South Tucson Way,  Centennial,  Colorado
80112,  and the Fund's  telephone  number is  1.800.858.9826.  The  investment
adviser of the Fund is  OppenheimerFunds,  Inc., which is located at Two World
Financial  Center,  225 Liberty  Street,  New York, New York  10281-1008  (the
"Adviser").  The sub-adviser is Tremont  Partners,  Inc.,  which is located at
Corporate  Center at Rye,  Suite C-300,  555 Theodore  Fremd Avenue,  Rye, New
York  10580  (the   "Sub-Adviser").   The   distributor  is   OppenheimerFunds
Distributor,  Inc. (the  "Distributor").  The Fund's Independent  Trustees are
Clayton Yeutter,  Matthew Fink, Robert Galli, Phillip Griffiths,  Mary Miller,
Joel Motley, Kenneth Randall, Russell Reynolds,  Joseph Wikler, Peter Wold and
Brian Wruble.  The Fund's Interested  Trustee is John Murphy.  The Independent
Trustees and the  Interested  Trustee  together  form the "Board of Trustees".
The  address  for each  Trustee,  except Mr.  Murphy,  is 6803 S.  Tucson Way,
Centennial,  Colorado  80112-3924.  The  address  for Mr.  Murphy is Two World
Financial Center, 225 Liberty Street, New York, New York 10281-1008.

ITEM 4:    TERMS OF THE REPURCHASE OFFER

It is not  anticipated  that the  Repurchase  Offer  will be  extended.  Other
information  required by Item 4 is incorporated by reference to the Repurchase
Offer Notice  (Exhibit  (a)(1)(ii))  and the Repurchase  Request Form (Exhibit
(a)(1)(iii)), which are attached as exhibits to this Schedule TO.

ITEM 5:    PAST CONTRACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS

Not Applicable.

ITEM 6:    PURPOSE OF TRANSACTION AND PLANS OR PROPOSALS OF THE FUND AND ITS
           AFFILIATES

The securities acquired in the transaction will be retired.  Other information
required  by Item 6 is  incorporated  by  reference  to the  Repurchase  Offer
Notice  (Exhibit   (a)(1)(ii))  and  the  Repurchase   Request  Form  (Exhibit
(a)(1)(iii)), which are attached as exhibits to this Schedule TO.

ITEM 7:    SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS

The  information  required  by  Item 7 is  incorporated  by  reference  to the
Repurchase Offer Notice (Exhibit  (a)(1)(ii)) and the Repurchase  Request Form
(Exhibit (a)(1)(iii)), which are attached as exhibits to this Schedule TO.

ITEM 8:    INTEREST IN SECURITIES OF THE FUND

As of  February  28,  2006,  the  Adviser is the  beneficial  owner of 124.203
shares  (0.17%)  of  the  Fund.  Other  information  required  by  Item  8  is
incorporated by reference to the Repurchase Offer Notice (Exhibit  (a)(1)(ii))
and the Repurchase Request Form (Exhibit  (a)(1)(iii)),  which are attached as
exhibits to this Schedule TO.

ITEM 9:    PERSONS/ASSETS, RETAINED, EMPLOYED, COMPENSATED OR USED

No persons have been  employed,  retained or are to be compensated by the Fund
to make  solicitations  or  recommendations  in connection with the Repurchase
Offer.

ITEM 10:   FINANCIAL STATEMENTS

The  following  financial  statements  and  information  are  incorporated  by
reference:

(1)   The Fund's  audited  financial  statements  included in the Statement of
      Additional  Information,  dated July 29,  2005 for the fiscal year ended
      March 31, 2005 and filed on EDGAR on Form N-2 on July 29, 2005; and

(2)   The  annual  financial  statements,  previously  filed  on EDGAR on Form
      N-CSR  on  June  6,  2005,  and  the  semi-annual  financial  statements
      previously  filed on EDGAR Form  N-CSR on  November  29,  2005 which the
      Fund has prepared and furnished to  Shareholders  pursuant to Rule 30e-1
      under the  Investment  Company Act of 1940 and filed with the Securities
      and  Exchange  Commission  pursuant to Rule 30e-1  under the  Investment
      Company Act of 1940.

ITEM 11:   ADDITIONAL INFORMATION

(a)(1)      None.
(a)(2)      None.
(a)(3)      Not applicable.
(a)(4)      Not applicable.
(a)(5)      None.

(b)         None.

ITEM 12:   EXHIBITS

(a)(1)(i)  Cover Letter to Repurchase Offer.
(a)(1)(ii) Repurchase Offer Notice.
(a)(1)(iii) Form of Repurchase Request Form.
(a)(1)(iv) Form of Letter to Shareholders Regarding Acceptance of Tender of
            All Shares Held by Shareholders.
(a)(1)(v)  Form of Letter to Shareholders Regarding Acceptance of Tender of a
            Portion of Shares Held by Shareholders.
(a)(1)(vi) Form of Promissory Note for Payment Regarding Acceptance of Tender
            of All Shares Held by Shareholders.
(a)(1)(vii) Form of Promissory Note for Payment regarding Acceptance of
            Tender of a Portion of Shares Held by Shareholders.
(a)(2)      Not applicable.
(a)(3)      Not applicable.
(a)(4)      Not applicable.
(a)(5)      None.

(b)         Not applicable.

(d)         Not applicable.

(g)         None.

(h)         None.

ITEM 13:   INFORMATION REQUIRED BY SCHEDULE 13E-3

Not applicable.


                                  SIGNATURE

After due inquiry and to the best of my knowledge  and belief,  I certify that
the information set forth in this statement is true, complete and correct.

                                    OFI Tremont Market Neutral Hedge Fund



                                    By:   /s/ Lisa I Bloomberg
                                          Name: Lisa I. Bloomberg
                                          Title:   Assistant Secretary


Date: April 28, 2006


Exhibit (a)(1)(i)
                    OFI Tremont Market Neutral Hedge Fund
                     Corporate Center at Rye, Suite C-300
                          555 Theodore Fremd Avenue
                             Rye, New York 10580

April 28, 2006


Dear OFI Tremont Market Neutral Hedge Fund Shareholder:

OFI  Tremont  Market  Neutral  Hedge  Fund  is a  closed-end,  non-diversified
management   investment   company   organized  as  a  business  trust  in  the
Commonwealth  of  Massachusetts  (the  "Fund").  This  notice is to inform you
about your Fund's offer to repurchase a portion of its  outstanding  shares of
beneficial  interest  ("Shares") and to provide  instructions  to Shareholders
who would like to tender  some or all of their  Shares for  repurchase  by the
Fund. This Repurchase  Offer is intended to provide  liquidity to Shareholders
since  Shares  of the  Fund  are not  redeemable  daily  for cash nor are they
traded on a stock  exchange.  You can  offer  some or all of your  Shares  for
repurchase only during one of the Fund's Repurchase Offers.

The  Repurchase  Offer  period  will  begin on May 1,  2006 and end on May 31,
2006.  If you wish to sell any of your Shares during this tender  period,  you
can do so in one of the following ways:

1.    If your Shares are held in your own name  (please  refer to your account
      statement),  you can complete the attached  Repurchase  Request Form and
      return it to Tremont  Partners,  Inc. by 12:00  Midnight,  Eastern  Time
      (ET), on May 31, 2006.  The Fund  currently does not charge a processing
      fee for handling repurchase requests.

2.    If your  Shares  are held for your  retirement  plan by your  retirement
      plan trustee,  your  retirement  plan trustee must submit the repurchase
      request for you. They may charge a transaction fee for that service.

Please refer to your Fund Prospectus and the enclosed  Repurchase Offer Notice
and  Repurchase  Request Form for more details.  If you are not  interested in
selling  any of your Shares at this time,  you do not have to do anything  and
can disregard  this notice.  We will contact you prior to the next  Repurchase
Offer.

An Early  Withdrawal  Charge  equal to 1.00% of the value of your  Shares  (or
portion  thereof)  repurchased  by the Fund will apply if the date as of which
the Shares are to be valued for purposes of  repurchase  is less than one year
following the date of your initial investment in the Fund. If applicable,  the
Early  Withdrawal  Charge will be deducted before payment of the proceeds of a
repurchase.

------------------------------------------------------------------------------
All requests to have Shares  repurchased must be received by Tremont Partners,
Inc.  at its  office  in Rye,  New  York in good  order no  later  than  12:00
Midnight (ET), on May 31, 2006 (the Repurchase Request Deadline).
------------------------------------------------------------------------------

Please  refer to the  enclosed  Repurchase  Offer  documents.  If you have any
questions,  call your  financial  adviser or broker,  or you can call  Tremont
Partners, Inc. at 1.914.925.2951.

Sincerely,

Tremont Partners, Inc.


Exhibit (a)(1)(ii)

------------------------------------------------------------------------------
                    OFI TREMONT MARKET NEUTRAL HEDGE FUND
------------------------------------------------------------------------------
                            6803 SOUTH TUCSON WAY
                          CENTENNIAL, COLORADO 80112
                                1.800.858.9826

                           REPURCHASE OFFER NOTICE

              OFFER TO REPURCHASE SHARES OF BENEFICIAL INTEREST

                                APRIL 28, 2006

                THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT
                     12:00 MIDNIGHT (ET), ON MAY 31, 2006
                         UNLESS THE OFFER IS EXTENDED

To the Shareholders of OFI Tremont Market Neutral Hedge Fund:

OFI  Tremont  Market   Neutral  Hedge  Fund,  a  closed-end,   non-diversified
management   investment   company   organized  as  a  business  trust  in  the
Commonwealth of  Massachusetts  (the "Fund"),  is offering to repurchase up to
twenty-five  percent  (25%) of the  aggregate  number of shares of  beneficial
interest of the Fund  ("Shares")  that are  tendered by  Shareholders  and not
withdrawn  prior to 12:00  Midnight  (ET),  on May 31,  2006,  subject  to any
extensions of the offer to repurchase Shares ("Repurchase  Offer"). The amount
due to any  Shareholder  whose  Shares  are  repurchased  will be equal to the
value of the  Shareholder's  Shares (or  portion  thereof  being  repurchased)
determined as of June 30, 2006,  or, if the Repurchase  Offer is extended,  as
of a date  designated by the Fund in an amended  notice to  Shareholders  (the
"Valuation  Date"),  and based on the net asset value of the Fund's  assets as
of that date, less an early  withdrawal  charge,  if applicable.  Shareholders
may tender all, or a portion of,  their  Shares up to an amount such that they
maintain the minimum  required  capital  account balance of $500,000 after the
repurchase of Shares.

Investors  should  realize  that the  value  of the  Shares  tendered  in this
Repurchase  Offer likely will change between  February 28, 2006 (the last time
net asset  value will have been  calculated  before the start of this  offer),
March 31, 2006,  April 28, 2006,  May 31, 2006 (the next times net asset value
will be calculated)  and June 30, 2006,  when the value of the Shares tendered
to the Fund will be determined for purposes of calculating  the purchase price
of such Shares.  Investors  should also realize that  although the  Repurchase
Offer expires at 12:00  Midnight  (ET),  on May 31, 2006,  or, if the offer is
extended,  such time and dates as the Fund  designates in an amended notice to
Shareholders,  they remain  Shareholders in the Fund until the Valuation Date.
Any  Shareholder  who wishes to obtain the most recently  calculated net asset
value of their Shares should contact Tremont Partners,  Inc. at 1.914.925.2951
during regular business hours.

Neither the Fund nor its Board of  Trustees  makes any  recommendation  to any
Shareholder  regarding whether to tender or refrain from  participating in the
Repurchase Offer.  Each Shareholder must make an independent  decision whether
to tender Shares and, if so, how many Shares to tender.

No person  has been  authorized  to make any  recommendation  on behalf of the
Fund regarding whether  Shareholders should tender pursuant to this Repurchase
Offer.  No person has been  authorized to give any  information or to make any
representations  in  connection  with this  Repurchase  Offer other than those
contained in this Repurchase  Offer or in the Fund's  Prospectus and Statement
of Additional Information.  If given or made, any such recommendation and such
information  must not be relied  upon as having been  authorized  by the Fund,
its Adviser, Distributor or Tremont Partners, Inc.

This  transaction  has not been approved or  disapproved by the Securities and
Exchange  Commission  nor has the  Securities  and Exchange  Commission or any
state  securities  commission  passed  upon the  fairness  or  merits  of such
transaction  or on the  accuracy or adequacy of the  information  contained in
this document. Any representation to the contrary is unlawful.

Questions and requests for assistance and requests for additional copies of
the Repurchase Offer may be directed to Tremont Partners, Inc., the Fund's
Sub-Adviser, at 1.914.925.2951.


                              SUMMARY TERM SHEET

o     OFI  Tremont  Market  Neutral  Hedge Fund (the  "Fund") is  offering  to
   repurchase  up to  twenty-five  percent  (25%) of the  aggregate  number of
   shares of beneficial  interest of the Fund  ("Shares") that are tendered by
   Shareholders  and not withdrawn  prior to 12:00  Midnight  (ET), on May 31,
   2006,  subject  to  any  extensions  of  the  offer  to  repurchase  Shares
   ("Repurchase Offer"). If the Repurchase Offer is over-subscribed,  the Fund
   may  repurchase  only a pro rata  portion  of the shares  tendered  by each
   Shareholder.  See  Item 1 of the  Repurchase  Offer  Notice  under  "Formal
   Notice of Offer".

o     The Repurchase  Offer will remain open until 12:00 Midnight (ET), on May
   31, 2006,  or if the  Repurchase  Offer is extended,  such time and date as
   the Fund  designates  in an  amended  notice to  Shareholders  ("Repurchase
   Request  Deadline").  Net asset  value  (that is,  the value of the  Fund's
   assets minus its  liabilities,  multiplied by the  proportionate  shares in
   the Fund a  shareholder  desires to  tender)  will be  calculated  for this
   purpose as of June 30, 2006, or if the Repurchase Offer is extended,  as of
   a date  designated by the Fund in an amended  notice to  Shareholders  (the
   "Valuation Date"). See Items 2 and 3 of the Repurchase Offer Notice.

o     Shareholders  must determine whether to tender their Shares prior to the
   Repurchase  Request  Deadline.  The net asset  value at which the Fund will
   repurchase  Shares will not be calculated until the Valuation Date. The net
   asset value can fluctuate  and may fluctuate  between the date you submit a
   Repurchase  Request  and the  Valuation  Date.  The net asset  value on the
   Repurchase  Request  Deadline  and the  Valuation  Date  could be higher or
   lower than on the date you submit a Repurchase  Request Form. See Item 4 of
   the Repurchase Offer Notice.

o     If the Fund accepts the tender of a Shareholder's  Shares, then the Fund
   will  give  the  Shareholder   either  cash  or  a  non-interest   bearing,
   non-transferable   promissory  note   ("Promissory   Note")  entitling  the
   Shareholder  to  receive  an  amount  equal to the net  asset  value of the
   Shares tendered  determined as of June 30, 2006.  Regardless of whether the
   Fund  elects to give  cash or a  Promissory  Note,  all  shareholders  will
   receive the same manner of  consideration,  i.e.,  all receive  cash or all
   receive a Promissory  Note, or a combination  thereof.  The Promissory Note
   will entitle the  Shareholder to receive an initial  payment in cash and/or
   marketable  securities (where determined to be necessary) equal to at least
   95% of  the  unaudited  net  asset  value  of the  Shares  tendered  by the
   Shareholder  that are  accepted  for  purchase  by the Fund  (the  "Initial
   Payment")  which  will be paid to the  Shareholder  no  later  than 45 days
   after the Valuation  Date or, if the Fund has requested  withdrawals of its
   capital from any hedge funds in which the Fund invests  ("Hedge  Funds") in
   order to fund the  purchase  of  Shares,  no later than ten  business  days
   after the Fund has received at least 90% of the aggregate  amount withdrawn
   from  such  Hedge  Funds.   The  Promissory  Note  will  also  entitle  the
   Shareholder  to receive a  contingent  payment  (the "Post Audit  Payment")
   equal to the  excess,  if any,  of (a) the net  asset  value of the  Shares
   tendered and  purchased  as of the  Valuation  Date,  as it may be adjusted
   based upon the  results of the next  annual  audit of the Fund's  financial
   statements,  over (b) the Initial  Payment.  The Post Audit Payment will be
   made  promptly  after the  completion  of the Fund's  annual  audit for its
   fiscal year ending  March 31, 2006 (which it expects  will be  completed 60
   days after the fiscal year end). See Item 5 of the Repurchase Offer Notice.

o     An  Early  Withdrawal  Charge  equal to  1.00%  of the  value of  Shares
   repurchased  by the Fund will  apply if the date as of which the Shares are
   to be valued for  purposes of  repurchase  is less than one year  following
   the date of your initial  investment in the Fund. If applicable,  the Early
   Withdrawal  Charge will be  deducted  before  payment of the  proceeds of a
   repurchase. See Item 11 of the Repurchase Offer Notice.

o     Shareholders  who tender part of their Shares must leave an amount equal
   to at least  $500,000 (the  "Required  Minimum  Balance") in the Fund.  The
   Fund reserves the right to reduce the amount of Shares  repurchased so that
   the Required  Minimum  Balance is maintained.  See Item 7 of the Repurchase
   Offer Notice.

o     Following this summary is a formal notice of the Repurchase  Offer.  The
   Repurchase  Offer remains open until 12:00  Midnight (ET), on May 31, 2006.
   Until this time,  Shareholders  have the right to change their mind and may
   withdraw their Shares  submitted for  repurchase.  Shares  withdrawn may be
   re-tendered,  however,  provided  that such  tenders  are made  before  the
   Repurchase  Request Deadline by following the tender  procedures  described
   herein. See Item 8 of the Repurchase Offer Notice.

o     Shareholders  who would like the Fund to repurchase  all or a portion of
   their Shares should complete,  sign and send the Repurchase Request Form by
   regular mail,  certified mail, courier or express mail to Tremont Partners,
   Inc., c/o OFI Tremont Market Neutral Hedge Fund,  Corporate  Center at Rye,
   Suite C-300, 555 Theodore Fremd Avenue,  Rye, New York 10580, so long as it
   is received  before 12:00 Midnight (ET), on May 31, 2006. See Item 2 of the
   Repurchase Offer Notice.

o     The value of Shares may  change  between  May 1, 2006 and May 31,  2006.
   The net  asset  value of the  Shares  is  calculated  by the Fund  based on
   information   that  the  Fund   receives   from  the  Fund's   Sub-Adviser.
   Shareholders  may obtain the net asset value of their Shares by  contacting
   Tremont  Partners,  Inc. at  1.914.925.2951.  See Item 3 of the  Repurchase
   Offer Notice.

o     Shares tendered  pursuant to the Repurchase  Offer may be withdrawn or a
   Shareholder  may change the amount of Shares tendered for repurchase at any
   time prior to 12:00  Midnight  (ET), on May 31, 2006.  The Fund may suspend
   or postpone this  Repurchase  Offer only by a majority vote of the Board of
   Trustees (including a majority of the disinterested Trustees).  Please note
   that  just as  Shareholders  have the  right  to  withdraw  their  tendered
   Shares, the Fund has the right to cancel,  amend,  suspend or postpone this
   Repurchase  Offer any time before  12:00  Midnight  (ET),  on May 31, 2006.
   Also realize  that  although  the tender  offer  expires at 12:00  Midnight
   (ET),  on May 31, 2006,  Shareholders  remain an investor in the Fund until
   June 30,  2006,  when the net  asset  value of a  Shareholder's  Shares  is
   calculated for purposes of determining the repurchase  price of the Shares.
   See Item 8 of the Repurchase Offer Notice.

o     It is the  responsibility  of each  Shareholder  who elects to tender to
   confirm receipt of the repurchase request form with Tremont Partners,  Inc.
   to  assure  good  delivery.  Please  send the  Repurchase  Request  Form to
   Tremont Partners, Inc. and not to your financial adviser.


                    FORMAL NOTICE OF THE REPURCHASE OFFER

1.    The Offer. The Fund is offering to repurchase up to twenty-five  percent
   (25%) of the aggregate number of shares of beneficial  interest of the Fund
   ("Shares")  at a price equal to the  respective  net asset value  ("NAV" or
   "Net  Asset  Value")  as of  12:00  Midnight  (ET)  on the  Valuation  Date
   (defined  below) upon the terms and conditions set forth in this Repurchase
   Offer Notice,  the Fund's  Prospectus,  and the related  Repurchase Request
   Form.  Together,  those documents  constitute the  "Repurchase  Offer." The
   purpose of the Repurchase Offer is to provide  liquidity to Shareholders of
   the Fund.  The offer is not  conditioned  upon the tender for repurchase of
   any minimum  amount of Shares.  The Fund does not  anticipate any extension
   of the Repurchase Offer.

   Shareholders may obtain the most recently calculated  information regarding
   the Net Asset Value of their Shares by contacting  Tremont  Partners,  Inc.
   at 1.914.925.2951,  Monday through Friday,  except holidays,  during normal
   business  hours of 9:00 a.m.  to 5:00 p.m.  (ET).  The value of the  Shares
   tendered by Shareholders  likely will change between February 28, 2006 (the
   last time Net Asset  Value  will have been  calculated  before the start of
   this offer),  March 31, 2006,  April 28, 2006, May 31, 2006 (the next times
   Net Asset Value will be  calculated)  and June 30, 2006,  when the value of
   the  Shares  tendered  to the  Fund  will be  determined  for  purposes  of
   calculating the purchase price of such Shares.

   The  repurchase of Shares  pursuant to the  Repurchase  Offer will have the
   effect  of  decreasing  the net  assets  of the  Fund  and  increasing  the
   proportionate  Shares in the Fund of  Shareholders  who do not tender their
   Shares.  A  reduction  in the net assets of the Fund could limit the Fund's
   access to certain investment  opportunities,  cause the Fund to sell assets
   it would not have sold otherwise  (including public securities),  or result
   in Shareholders  who do not tender their Shares bearing higher costs to the
   extent that certain  expenses  borne by the Fund are  relatively  fixed and
   may not decrease if assets decline.  The effects of decreased Fund size and
   the increased  proportionate Shares owned by Shareholders who do not tender
   may be reduced or  eliminated to the extent that  additional  subscriptions
   for Shares are made from time to time.

2.    Repurchase  Request  Deadline - How to Submit  Requests.  All tenders of
   Shares for  repurchase  must be received in proper  form (as  specified  in
   this Repurchase Offer) by Tremont Partners,  Inc. at its office in Rye, New
   York  on or  before  12:00  Midnight  (ET),  on May  31,  2006.  Repurchase
   Requests  submitted  to Tremont  Partners,  Inc. in writing must be sent to
   the address specified in the Repurchase Request Form.  Shareholders wishing
   to confirm  receipt of the  Repurchase  Request  Form may  contact  Tremont
   Partners,  Inc.  at  1.914.925.2951  or at the  address  set  forth  in the
   Repurchase  Request Form. The method of delivery of any documents is at the
   election and complete risk of the Shareholder  tendering his or her Shares,
   including,  but not limited to, the  failure of Tremont  Partners,  Inc. to
   receive the Repurchase Request Form or any other document.

3.    Valuation  Date.  Investors  should realize that the value of the Shares
   tendered in this Offer  likely will change  between  February 28, 2006 (the
   last time Net Asset  Value  will have been  calculated  before the start of
   this offer),  March 31, 2006,  April 28, 2006,  May 31, 2006 the next times
   Net Asset  Value  will be  calculated)  and June 30,  2006 (the  "Valuation
   Date"),  when  the  value  of the  Shares  tendered  to the  Fund  will  be
   determined  for purposes of  calculating  the purchase price of such Shares
   (unless the Repurchase  Offer is extended,  then as of a date designated by
   the Fund in an  amended  notice  to  Shareholders).  The  Fund's  estimated
   unaudited Net Asset Value per share as of the dates indicated below are:

             January 2003                    $1,014
             February 2003                   $1,016
             March 2003                      $1,018
             April 2003                      $1,027
             May 2003                        $1,039
             June 2003                       $1,040
             July 2003                       $1,034
             August 2003                     $1,037
             September 2003                  $1,050
             October 2003                    $1,068
             November 2003                   $1,070
             December 2003                     $952
             January 2004                      $962
             February 2004                     $967
             March 2004                        $975
             April 2004                        $979
             May 2004                          $972
             June 2004                         $974
             July 2004                         $975
             August 2004                       $976
             September 2004                    $977
             October 2004                      $976
             November 2004                     $989
             December 2004                     $950
             January 2005                      $951
             February 2005                     $960
             March 2005                        $958
             April 2005                        $952
             May 2005                          $954
             June 2005                         $961
             July 2005                         $971
             August 2005                       $975
             September 2005                    $981
             October 2005                      $979
             November 2005                     $986
             December 2005                     $963
             January 2006                      $980
             February 2006                     $977


   As of the close of business on February 28, 2006, there were  approximately
   75,037.269 Shares outstanding of the Fund.

4.    Net Asset Value. You must determine  whether to tender your Shares prior
   to the Repurchase  Request  Deadline,  but the Net Asset Value at which the
   Fund will  repurchase  Shares will not be  calculated  until the  Valuation
   Date. The Net Asset Value can fluctuate and may fluctuate  between the date
   you submit your Repurchase  Request and the Repurchase Request Deadline and
   the Valuation Date. The Net Asset Value on the Repurchase  Request Deadline
   and the  Valuation  Date  could be  higher  or  lower  than on the date you
   submit a  Repurchase  Request.  Shareholders  may obtain the most  recently
   calculated  information  regarding  the Net Asset Value of their  Shares by
   contacting  Tremont  Partners,  Inc.  at  1.914.925.2951,   Monday  through
   Friday, except holidays,  during normal business hours of 9:00 a.m. to 5:00
   p.m. (ET).

5.    Payment  for  Repurchased  Shares.  If all Shares of a  Shareholder  are
   repurchased,  the Shareholder  will receive an initial payment equal to 95%
   of the  estimated  value  of  the  Shares  and  the  balance  due  will  be
   determined  and paid promptly  after  completion of the Fund's audit and be
   subject  to audit  adjustment.  The total  amount  that a  Shareholder  may
   expect  to  receive  on the  repurchase  of the  Shareholder's  Shares  (or
   portion thereof) will be the value of the Shareholder's  Shares (or portion
   thereof being  repurchased)  determined on the Valuation  Date and based on
   the Net Asset Value of the Fund's  assets as of that date,  minus any Early
   Withdrawal   Charge,  if  applicable.   This  amount  will  be  subject  to
   adjustment  upon  completion  of the annual  audit of the Fund's  financial
   statements for the fiscal year in which the  repurchase is effected  (which
   it is  expected  will be  completed  within  60 days  after the end of each
   fiscal year).

   If the Fund  accepts the tender of a  Shareholder's  Shares,  then the Fund
   will  give  the  Shareholder   either  cash  or  a  non-interest   bearing,
   non-transferable   promissory  note   ("Promissory   Note")  entitling  the
   Shareholder  to  receive  an  amount  equal to the net  asset  value of the
   Shares tendered  determined as of June 30, 2006.  Regardless of whether the
   Fund  elects to give  cash or a  Promissory  Note,  all  shareholders  will
   receive the same manner of  consideration,  i.e.,  all receive  cash or all
   receive a Promissory  Note, or a combination  thereof.  The Promissory Note
   will entitle the  Shareholder to receive an initial  payment in cash and/or
   marketable  securities (where determined to be necessary) equal to at least
   95% of  the  unaudited  net  asset  value  of the  Shares  tendered  by the
   Shareholder  that are  accepted  for  purchase  by the Fund  (the  "Initial
   Payment")  which  will be paid to the  Shareholder  no  later  than 45 days
   after the Valuation  Date or, if the Fund has requested  withdrawals of its
   capital  from any hedge fund in which the Fund  invests  ("Hedge  Fund") in
   order to fund the  purchase  of  Shares,  no later than ten  business  days
   after the Fund has received at least 90% of the aggregate  amount withdrawn
   from  such  Hedge  Funds.   The  Promissory  Note  will  also  entitle  the
   Shareholder  to receive a  contingent  payment  (the "Post Audit  Payment")
   equal to the  excess,  if any,  of (a) the net  asset  value of the  Shares
   tendered and  purchased  as of the  Valuation  Date,  as it may be adjusted
   based upon the  results of the next  annual  audit of the Fund's  financial
   statements,  over (b) the Initial  Payment.  The Post Audit Payment will be
   made  promptly  after the  completion  of the Fund's  annual  audit for its
   fiscal year ending  March 31, 2006 (which it expects  will be  completed 60
   days after the fiscal year end).

6.    Increase  in Amount  of Shares  Repurchased;  Pro Rata  Repurchases.  If
   Shareholders  tender for repurchase more  outstanding  Shares than the Fund
   is offering to repurchase during the offering period,  the Fund may, in the
   discretion  of the Board of Trustees (but is not obligated to) increase the
   outstanding  Shares  that the Fund is  offering  to  purchase  by up to two
   percent (2%) on the Repurchase Request Deadline.  If the outstanding Shares
   tendered  for  repurchase  exceed the amount  that the Fund is  offering to
   repurchase,  the Fund will repurchase only a pro rata portion of the Shares
   tendered by each Shareholder.  There can be no assurance that the Fund will
   be able to  repurchase  all the Shares  that you tender  even if you tender
   all the Shares that you own. In the event of an  oversubscribed  Repurchase
   Offer,  you may be unable to  liquidate  some or all of your  Shares at Net
   Asset Value.  You may have to wait until a subsequent  Repurchase Offer (if
   any) to tender the Shares that the Fund was unable to  repurchase,  and you
   would be subject to the risk of Net Asset  Value  fluctuations  during that
   time.

7.    Amount of  Tender.  Shareholders  may  tender  all or a portion of their
   Shares.  In  addition,  a  Shareholder  who tenders for  repurchase  only a
   portion of its  Shares  will be  required  to  maintain  a minimum  account
   balance  of  $500,000  that  is to be  debited  from  the  account  of  the
   Shareholder as of the date that the Fund values the Shares for  repurchase.
   The Fund  maintains  the  right to  reduce  the  portion  of  Shares  to be
   repurchased  from a  Shareholder  so  that  the  required  minimum  account
   balance is  maintained.  The Fund will promptly  notify the  Shareholder if
   the  tender of a portion of the Shares for  repurchase  would  reduce  such
   Shareholder's account balance to less than $500,000.

   The Fund may redeem all or part of a  Shareholder's  Shares if, among other
   reasons,  the Adviser  determines  that it would be in the best interest of
   the Fund to do so. The Fund  reserves  the right to reduce that  portion of
   the  Shares  to  be   purchased   from  a   Shareholder   to  maintain  the
   Shareholder's  account  balance  at  $500,000  if a  Shareholder  tenders a
   portion of his Shares and the  repurchase  of that portion  would cause the
   Shareholder's account balance to fall below this required minimum.

8.    Withdrawal of Tender of Shares for Repurchase.  Shares tendered pursuant
   to the Repurchase  Offer may be withdrawn or the amount of Shares  tendered
   for  Repurchase may be changed at any time prior to 12:00 Midnight (ET), on
   May 31, 2006 (the "Repurchase Request  Deadline").  You must send a written
   notice  to  Tremont  Partners,   Inc.  at  the  address  specified  in  the
   Repurchase Request Form, and Tremont Partners,  Inc. must receive it before
   the Repurchase Request Deadline.  All questions as to the form and validity
   (including  time of receipt) of a notice of  withdrawal  will be determined
   by the Fund, in its sole discretion,  and such determination shall be final
   and binding.  Shares  properly  withdrawn shall not thereafter be deemed to
   be  tendered  for  purposes of the  Repurchase  Offer.  However,  withdrawn
   Shares may be  re-tendered  prior to the  Repurchase  Request  Deadline  by
   following the procedures  described  herein.  In addition,  Shares tendered
   pursuant to the  Repurchase  Offer may be withdrawn if not yet accepted for
   payment after the expiration of 40 business days from the  commencement  of
   the Repurchase Offer.

9.    Suspension or  Postponement of Repurchase  Offer.  The Board of Trustees
   of the Fund  may  suspend  or  postpone  this  Repurchase  Offer  only by a
   majority  vote of the Trustees  (including a majority of the  disinterested
   Trustees) and only:

   (A) for any period  during which The New York Stock  Exchange or any market
       in which the  securities  owned by the Fund are  principally  traded is
       closed,  other than customary weekend and holiday  closings,  or during
       which trading in such market is restricted;

   (B) for any period  during which an  emergency  exists as a result of which
       disposal  by the  Fund  of  securities  owned  by it is not  reasonably
       practicable,  or during which it is not reasonably  practicable for the
       Fund fairly to determine the value of its net assets; or

   (C) for such other periods as the  Securities  and Exchange  Commission may
       order for the protection of Shareholders of the Fund.

10.   Tax  Consequences.  A tender of Shares pursuant to the Repurchase  Offer
   will  be  treated  as a  taxable  sale  of the  Shares  if the  tender  (i)
   completely  terminates  the  Shareholder's  interest  in the Fund,  (ii) is
   treated  under  the  Internal  Revenue  Code  as  a  distribution  that  is
   "substantially  disproportionate"  or (iii) is treated  under the  Internal
   Revenue Code as a  distribution  that is "not  essentially  equivalent to a
   dividend".  A  "substantially   disproportionate"   distribution  generally
   requires a  reduction  of at least 20% in the  Shareholder's  proportionate
   interest in the Fund after all Shares are  tendered.  A  distribution  "not
   essentially  equivalent to a dividend" requires that there be a "meaningful
   reduction" in the Shareholder's  interest,  which should be the case if the
   Shareholder has a minimal  interest in the Fund,  exercises no control over
   Fund affairs and suffers a reduction in his or her proportionate  interest.
   The Fund  intends to take the position  that  tendering  Shareholders  will
   qualify for sale  treatment.  If the  transaction  is treated as a sale for
   tax  purposes,  any gain or loss  recognized  will be  treated as a capital
   gain or loss by  Shareholders  who hold their Shares as a capital asset and
   as a long-term  capital gain or loss if such Shares have been held for more
   than  twelve  months.  If the  transaction  is not  treated as a sale,  the
   amount  received  upon a sale of Shares may  consist in whole or in part of
   ordinary  dividend income,  a return of capital or capital gain,  depending
   on  the  Fund's   earnings  and  profits  for  its  taxable  year  and  the
   Shareholder's  basis in the Shares.  In addition,  if any amounts  received
   are  treated  as a  dividend  to  tendering  Shareholders,  a  constructive
   dividend may be received by non-tendering  Shareholders whose proportionate
   interest in the Fund has been increased as a result of the tender.

   Shareholders  should consult their tax advisers  regarding the specific tax
   consequences,  including state and local tax consequences,  of a repurchase
   of their  Shares.  Special  tax  rules  apply to  Shares  repurchased  from
   retirement plan accounts.

11.   Early  Withdrawal  Charges.  The Fund does not charge a special handling
   or processing fee for  repurchases.  However,  if you tender for repurchase
   Shares that are subject to Early  Withdrawal  Charges as  described  in the
   Fund's  Prospectus,  and if those Shares are  repurchased  by the Fund, the
   applicable  Early  Withdrawal  Charge will be deducted from the proceeds of
   the  repurchase  of  your  Shares.  If you ask the  Fund  to  repurchase  a
   specific  dollar  amount of your  Shares,  and if the Shares are subject to
   Early  Withdrawal  Charges,  then  (assuming your request is not subject to
   pro-ration)  the Fund will  repurchase an amount  sufficient to pay the net
   proceeds  you  have  requested  and  enough  additional  Shares  to pay the
   applicable Early Withdrawal Charge.

12.   Proper Form of  Repurchase  Request  Documents.  All questions as to the
   validity,  form, eligibility (including,  for example, the time of receipt)
   and  acceptance of  repurchase  requests will be determined by the Fund, in
   its sole discretion,  and that determination will be final and binding. The
   Fund  reserves  the  right to  reject  any and all  tenders  of  repurchase
   requests for Shares  determined  not to be in the proper form, or to refuse
   to accept for  repurchase  any Shares if, in the  opinion of counsel to the
   Fund, paying for such Shares would be unlawful.  The Fund also reserves the
   absolute right to waive any of the conditions of this  Repurchase  Offer or
   any defect in any tender of Shares,  whether in general or with  respect to
   any particular Shares or Shareholders.  The Fund's  interpretations  of the
   terms and conditions of this  Repurchase  Offer shall be final and binding.
   Unless waived,  any defects or irregularities in connection with repurchase
   requests  must be cured  within  the  times as the  Fund  shall  determine.
   Tenders of Shares  will not be deemed to have been made  until all  defects
   or irregularities have been cured or waived.

   Neither  the  Fund,  Tremont  Partners,   Inc.  (the  Fund's  Sub-Adviser),
   OppenheimerFunds,   Inc.  (the  Fund's   Adviser),   nor   OppenheimerFunds
   Distributor,  Inc.  (the Fund's  Distributor),  nor any other  person is or
   will be  obligated  to give  notice of any  defects  or  irregularities  in
   repurchase  requests  tendered,  nor shall any of them incur any  liability
   for failure to give any such notice.

13.   Certain  Information About the Fund. The Fund does not have any plans or
   proposals  that relate to or would  result in: (a) the  acquisition  by any
   person of  additional  Shares  (other than the Fund's  intention  to accept
   subscriptions  for Shares from time to time in the  discretion of the Fund)
   or the  disposition of Shares,  other than as disclosed in the  Prospectus;
   (b) an  extraordinary  transaction,  such as a  merger,  reorganization  or
   liquidation,  involving  the Fund;  (c) any material  change in the present
   distribution  policy or indebtedness or capitalization of the Fund; (d) any
   change in the  identity  of the  Sub-Adviser,  Adviser or  Trustees  of the
   Fund, or in the management of the Fund  including,  but not limited to, any
   plans or  proposals  to change  the number or term of the  Trustees  of the
   Fund,  to fill any existing  vacancy for a Trustee of the Fund or to change
   any  material  term  of  the  investment  advisory  arrangements  with  the
   Adviser;  (e) a sale or transfer of a material amount of assets of the Fund
   (other than as the Trustees  determine may be necessary or  appropriate  to
   fund any portion of the repurchase  price for Shares  acquired  pursuant to
   this  Repurchase  Offer  or  in  connection  with  the  ordinary  portfolio
   transactions  of the  Fund);  (f) any other  material  change in the Fund's
   structure  or  business,  including  any  plans  or  proposals  to make any
   changes  in its  fundamental  investment  policy  for which a vote would be
   required by Section 13 of the  Investment  Company Act of 1940;  or (g) any
   changes in the  Declaration  of Trust or other  actions that may impede the
   acquisition of control of the Fund by any person.

   During the past 60 days,  other than the acceptance of purchases for Shares
   in February 2006 and March 2006, no transactions  involving the Shares were
   effected by the Fund, the Sub-Adviser,  Adviser or Trustees of the Fund, or
   any person controlling  either the Fund or the Sub-Adviser,  Adviser or any
   Trustees of the Fund.

14.   Miscellaneous.  The  Repurchase  Offer is not  being  made to,  nor will
   tenders be accepted from,  Shareholders  in any  jurisdiction  in which the
   Repurchase  Offer or its acceptance would not comply with the securities or
   Blue Sky laws of such jurisdiction.  The Fund reserves the right to exclude
   Shareholders  from the Repurchase  Offer in any jurisdiction in which it is
   asserted  that the  Repurchase  Offer  cannot  lawfully  be made.  The Fund
   believes  that such  exclusion is  permissible  under  applicable  laws and
   regulations,  provided  the Fund makes a good faith  effort to comply  with
   any state law deemed applicable to the Repurchase Offer.

Neither the Fund nor its Board of  Trustees  makes any  recommendation  to any
Shareholder  regarding whether to tender or refrain from  participating in the
Repurchase Offer.  Each Shareholder must make an independent  decision whether
to tender Shares and, if so, how many Shares to tender.

No person  has been  authorized  to make any  recommendation  on behalf of the
Fund regarding whether  Shareholders should tender pursuant to this Repurchase
Offer.  No person has been  authorized to give any  information or to make any
representations  in  connection  with this  Repurchase  Offer other than those
contained in this Repurchase  Offer or in the Fund's  Prospectus and Statement
of Additional Information.  If given or made, any such recommendation and such
information  must not be relied  upon as having been  authorized  by the Fund,
its Adviser, Distributor or Tremont Partners, Inc.

This  transaction  has not been approved or  disapproved by the Securities and
Exchange  Commission  nor has the  Securities  and Exchange  Commission or any
state  securities  commission  passed  upon the  fairness  or  merits  of such
transaction  or on the  accuracy or adequacy of the  information  contained in
this document. Any representation to the contrary is unlawful.

For the  Fund's  current  Net Asset  Value and other  information  about  this
Repurchase  Offer,  or  for a copy  of the  Fund's  Prospectus,  call  Tremont
Partners, Inc. at 1.914.925.2951 or contact your financial adviser.

Dated:  April 28, 2006

Tremont Partners, Inc.


Exhibit (a)(1)(iii)

                       FORM OF REPURCHASE REQUEST FORM

------------------------------------------------------------------------------
                    OFI TREMONT MARKET NEUTRAL HEDGE FUND
------------------------------------------------------------------------------
                           REPURCHASE REQUEST FORM

To: OFI Tremont Market Neutral Hedge Fund

Please  repurchase  the  Shares  of OFI  Tremont  Market  Neutral  Hedge  Fund
designated  below on the Valuation Date that applies to this Repurchase  Offer
which expires on May 31, 2006. I understand that if my repurchased  Shares are
subject to an Early Withdrawal  Charge,  that charge will be deducted from the
proceeds of my repurchased Shares.

---------------------------------------------------------------------------------
Name(s) of Registered Shareholders:
(Please fill in EXACTLY as listed
on your Fund statement):
---------------------------------------------------------------------------------
---------------------------------------------------------------------------------
Your Account Number:
(Please fill in EXACTLY as listed
on your Fund statement):
---------------------------------------------------------------------------------
---------------------------------------------------------------------------------
Your Daytime Telephone Number:       Area Code: (         ) Telephone No.:
---------------------------------------------------------------------------------

Shares Tendered for Repurchase:
(Please fill in ALL applicable information):
---------------------------------------------------------------------------------
|_|  Full Tender    Please tender all of my Shares.
---------------------------------------------------------------------------------
---------------------------------------------------------------------------------
|_|  Partial Tender Please tender all but $________________ of my Shares
                    (Please note: A $500,000 minimum balance must be retained.)
---------------------------------------------------------------------------------
---------------------------------------------------------------------------------
                    Please repurchase enough of my Shares so that I will
                    receive $___________________.
                    (If an Early Withdrawal Charge applies, enough of my Shares
|_|  Dollar Amount  will be repurchased, subject to pro-ration, to provide the
                    net proceeds requested. Please note: A $500,000 minimum
                    account balance must be retained.)
---------------------------------------------------------------------------------

Payment and Delivery Instructions:

The  proceeds  of  repurchased  Shares  will be  wired  to you  per  the  wire
instructions  that you provide below.  Your  signature(s) on this form must be
guaranteed per the  instructions  on the following  page. A confirming  e-mail
will be sent to you when the proceeds of the repurchased shares are wired.

Wiring Instructions:    Bank Name:        __________________________________
                  ABA#:             __________________________________
                  Account Name:           __________________________________
                  Account #:        __________________________________
                  For Further Credit To:  __________________________________


PLEASE ASSURE THAT YOU SIGN THIS FORM WHERE INDICATED!

Please sign below and note the following important points:

o     Your  signature(s)  below MUST  CORRESPOND  EXACTLY with the names(s) in
       which your Shares are registered.
o     If the Shares are held by two or more joint  holders,  ALL  SHAREHOLDERS
       MUST SIGN BELOW.
o     If the  Shares  are  held in a  403(b)(7)  account,  you  must  have the
       custodian submit the request on your behalf.
o     If the  Shares are held in the name of a  trustee,  executor,  guardian,
       attorney-in-fact,  corporation,  partnership  or  other  representative
       capacity,  include  the name of the  owner,  sign  using your title and
       submit  evidence of your  authority in a form  satisfactory  to Tremont
       Partners, Inc.

ALL signatures  must be guaranteed by one of the following:  U.S. bank,  trust
company, credit union or savings association,  or by a foreign bank that has a
U.S.  correspondent  bank,  or  by a  U.S.  registered  dealer  or  broker  in
securities,  municipal  securities,  or  government  securities,  or by a U.S.
national  securities  exchange,  a  registered  securities  association  or  a
clearing agency.

Date:_______________________________            Signatures(s) of owner(s)
                                          exactly as Shares are registered:
SIGNATURE(s) GUARANTEED BY:


____________________________________
_____________________________________
(Signature)                               (Signature of Owner)


____________________________________
_____________________________________
(Name)  (Title)                                 (Signature of Joint Owner)

If you have any questions about this form, call Tremont Partners, Inc. at
1.914.925.2951.

This form must be received by Tremont Partners,  Inc. by 12:00 Midnight ET May
31, 2006 (the Repurchase  Request  Deadline),  if you want to sell some or all
of your  account of the OFI Tremont  Market  Neutral  Hedge  Fund.  Repurchase
requests  received  by Tremont  Partners,  Inc.  cannot be  revoked  after the
repurchase request deadline.

               -------------------------------------------------------
                  SEND THIS FORM BY REGULAR MAIL, EXPRESS MAIL OR
                               OVERNIGHT COURIER TO:
                               Tremont Partners, Inc.
                      c/o OFI Institutional Hedge Fund Series
                        Corporate Center at Rye, Suite C-300
                             555 Theodore Fremd Avenue
                                Rye, New York 10580
                             Attention: Jhonny Quiroga
               -------------------------------------------------------

Neither the Fund nor its Board of  Trustees  makes any  recommendation  to any
Shareholder  regarding whether to tender or refrain from  participating in the
Repurchase Offer.  Each Shareholder must make an independent  decision whether
to tender Shares and, if so, how many Shares to tender.

No person  has been  authorized  to make any  recommendation  on behalf of the
Fund regarding whether  Shareholders should tender pursuant to this Repurchase
Offer.  No person has been  authorized to give any  information or to make any
representations  in  connection  with this  Repurchase  Offer other than those
contained in this Repurchase  Offer or in the Fund's  Prospectus and Statement
of Additional Information.  If given or made, any such recommendation and such
information  must not be relied  upon as having been  authorized  by the Fund,
its Adviser, Distributor or Tremont Partners, Inc.

This  transaction  has not been approved or  disapproved by the Securities and
Exchange  Commission  nor has the  Securities  and Exchange  Commission or any
state  securities  commission  passed  upon the  fairness  or  merits  of such
transaction  or on the  accuracy or adequacy of the  information  contained in
this document. Any representation to the contrary is unlawful.


Exhibit (a)(1)(iv)


 FORM OF LETTER TO SHAREHOLDERS REGARDING ACCEPTANCE OF TENDER OF ALL SHARES
                             HELD BY SHAREHOLDER


Date: __________


Dear Shareholder:

OFI Tremont  Market  Neutral Hedge Fund (the "Fund") has received and accepted
for purchase your tender of your Shares in the Fund.

Because you have tendered and the Fund has purchased  your entire  investment,
you have been paid a note (the  "Note")  entitling  you to  receive an initial
payment of 95% of the  estimated  repurchase  price based on the unaudited net
asset  value of the Fund as of June 30,  2006 (the  "Valuation  Date"),  after
subtraction  of any  applicable  charges,  including a 1.00% Early  Withdrawal
Charge  that  applies  if the date as of which the Shares are to be valued for
purposes of the  repurchase  is less than one year  following the date of your
initial  investment  in  the  Fund,  in  accordance  with  the  terms  of  the
Repurchase  Offer. You will receive an initial payment in this amount via wire
or  check,  as per your  instructions  on your  Repurchase  Request  Form.  In
accordance  with  the  terms of the  Repurchase  Offer,  payment  will be made
within  forty-five  (45)  days of the  Valuation  Date  unless  the  Fund  has
requested a withdrawal  of its capital from any Hedge Fund(s) in order to fund
the  repurchase  of  Shares,  in  which  case  payment  will be made  ten (10)
business  days  after  the Fund has  received  at least  90% of the  aggregate
amount withdrawn by the Fund from such Hedge Funds.

The terms of the Note  provide  that a  contingent  payment  representing  the
balance of the purchase  price, if any, will be paid to you promptly after the
completion of the Fund's March 31, 2006 fiscal  year-end  audit and is subject
to fiscal  year-end  audit  adjustment.  This  amount  will be paid to you via
wire, as per your instructions on your Repurchase  Request Form. We expect the
audit to be completed by the end of May 2006.

The Note is held by Tremont Partners,  Inc. on your behalf for your safety and
convenience.  Once  payment  has been  made to you in full  under the terms of
the Note, the Note will be cancelled.

Should you have any questions,  please call your financial  adviser or broker,
or you can call Tremont Partners, Inc. at 1.914.925.2951.

Sincerely,


Tremont Partners, Inc.


Exhibit (a)(1)(v)


 FORM OF LETTER TO SHAREHOLERS REGARDING ACCEPTANCE OF TENDER OF A PORTION OF
                          SHARES HELD BY SHAREHOLDER


Date: _____________

Dear Shareholder:

OFI Tremont  Market  Neutral Hedge Fund (the "Fund") has received and accepted
for purchase your tender of a portion of your Shares in the Fund.

Because  you have  tendered  and the  Fund has  purchased  a  portion  of your
investment,  you have been paid a note (the "Note")  entitling  you to receive
payment of 100% of the estimated  repurchase  price based on the unaudited net
asset  value of the Fund as of June 30,  2006 (the  "Valuation  Date"),  after
subtraction of any applicable  charges,  including the 1.00% Early  Withdrawal
Charge  that  applies  if the date as of which the Shares are to be valued for
purposes of the  repurchase  is less than one year  following the date of your
initial  investment  in  the  Fund,  in  accordance  with  the  terms  of  the
Repurchase  Offer.  You will  receive a  payment  in this  amount  via wire or
check,  as  per  your  instructions  on  your  Repurchase   Request  Form.  In
accordance  with  the  terms of the  Repurchase  Offer,  payment  will be made
within  forty-five  (45)  days of the  Valuation  Date  unless  the  Fund  has
requested a  withdrawal  of its capital  from any Hedge Funds in order to fund
the  repurchase  of  Shares,  in  which  case  payment  will be made  ten (10)
business  days  after  the Fund has  received  at least  90% of the  aggregate
amount withdrawn by the Fund from such Hedge Funds.

The Note is held by Tremont Partners,  Inc. on your behalf for your safety and
convenience.  Once payment has been made to you in full under the terms of the
Note, the Note will be cancelled.

You  remain a  Shareholder  of the Fund with  respect  to the  portion of your
Shares in the Fund that you did not tender.

Should you have any questions,  please call your financial  adviser or broker,
or you can call Tremont Partners, Inc. at 1.914.925.2951.

Sincerely,


Tremont Partners, Inc.


Exhibit (a)(1)(vi)

  FORM OF PROMISSORY NOTE FOR PAYMENT REGARDING ACCEPTANCE OF TENDER OF ALL
                          SHARES HELD BY SHAREHOLDER

Pursuant to the Offer to Purchase (the  "Repurchase  Offer") up to twenty-five
percent  (25%)  of the  Fund's  aggregate  outstanding  shares  of  beneficial
interest  ("Shares")  at a price equal to the net asset value on the Valuation
Date upon the terms and  conditions  set forth in the  Repurchase  Offer,  OFI
Tremont  Market  Neutral  Hedge Fund hereby  promises  to pay in cash,  in the
manner  set forth  below,  to the  person  identified  below as the payee (the
"Payee")  an  amount  equal to the  estimated  net asset  value of the  Shares
tendered,  determined  as of the Valuation  Date in accordance  with the asset
valuation policy of the Fund.

This  Note  entitles  the  Payee to  receive  an  initial  payment,  valued in
accordance  with the terms of the Repurchase  Offer,  equal to at least 95% of
the estimated  value of the Shares (the "Initial  Payment") which will be paid
to the  payee in the form of a wire  within  forty-five  (45)  days  after the
Valuation  Date,  unless the Fund has  requested a  withdrawal  of its capital
from any Hedge  Fund(s) in order to fund the  repurchase  of Shares,  in which
case payment will be made ten (10)  business  days after the Fund has received
at least 90% of the  aggregate  amount  withdrawn  by the Fund from such Hedge
Fund(s).  An Early  Withdrawal  Charge  of 1.00% of the  value of  Shares  (or
portion of Shares)  repurchased by the Fund will apply if the date as of which
the Shares are to be valued for purposes of  repurchase  is less than one year
following  the  date  of  the  Payee's  initial  investment  in the  Fund.  If
applicable,  the Early  Withdrawal  Charge will be deducted  before payment of
the proceeds of a repurchase.

This  Note  also  entitles  the  Payee to a  contingent  payment  equal to the
excess,  if any, of (x) the net asset value of the Shares (or portion thereof)
repurchased by the Fund as of the date of such  repurchase,  determined  based
on the audited  financial  statements of the Fund for the Fiscal Year in which
such  repurchase  was effective over (y) the Initial  Payment.  The contingent
payment is payable  promptly  after the  completion of the audit of the Fund's
financial statements for the fiscal year ending March 31, 2006.

Both the  initial and  contingent  payments  hereunder  shall be paid in cash,
provided,  however,  that if the  Fund's  Board of  Trustees  determines  that
payment  of all or a  portion  of the  purchase  price  by a  distribution  of
marketable  securities is necessary to avoid or mitigate any adverse effect of
the  Repurchase  Offer on the remaining  Shareholders  of the Fund,  then such
payment shall be made by distributing such marketable securities,  all as more
fully described in the Repurchase Offer.

Both the initial and contingent  payment of this Note shall be made by wire to
the Payee, as per the Payee's instruction on the Repurchase Request Form.

This Note may not be pledged, assigned or otherwise transferred by the Payee.

This Note shall be  construed  according  to and  governed  by the laws of the
State of New York without  giving  effect to the  conflict of laws  principles
thereof.  Any  capitalized  term used herein but not defined herein shall have
the meaning ascribed to it in the Repurchase Offer.

Payee: _______________________


                                         OFI Tremont Market Neutral Hedge Fund


                                         By: _______________________________


Exhibit (a)(1)(vii)

   FORM OF PROMISSORY NOTE FOR PAYMENT REGARDING ACCEPTANCE OF TENDER OF A
                    PORTION OF SHARES HELD BY SHAREHOLDER

Pursuant to the Offer to Purchase (the  "Repurchase  Offer") up to twenty-five
percent  (25%)  of the  Fund's  aggregate  outstanding  shares  of  beneficial
interest  ("Shares")  at a price equal to the net asset value on the Valuation
Date upon the terms and  conditions  set forth in the  Repurchase  Offer,  OFI
Tremont  Market  Neutral  Hedge Fund hereby  promises  to pay in cash,  in the
manner  set forth  below,  to the  person  identified  below as the payee (the
"Payee")  an  amount  equal to the  estimated  net asset  value of the  Shares
tendered,  determined  as of the Valuation  Date in accordance  with the asset
valuation policy of the Fund.

This Note entitles the Payee to receive a payment,  valued in accordance  with
the terms of the  Repurchase  Offer,  equal to 100% of the estimated  value of
the  Shares  which  will be paid to the  payee  in the form of a check or wire
within  forty-five  (45) days after the  Valuation  Date,  unless the Fund has
requested a withdrawal  of its capital from any Hedge Fund(s) in order to fund
the  repurchase  of  Shares,  in  which  case  payment  will be made  ten (10)
business  days  after  the Fund has  received  at least  90% of the  aggregate
amount  withdrawn  by the Fund from such Hedge  Fund(s).  An Early  Withdrawal
Charge of 1.00% of the value of Shares (or portion of Shares)  repurchased  by
the Fund will  apply if the date as of which the  Shares  are to be valued for
purposes  of  repurchase  is less  than  one  year  following  the date of the
Payee's initial  investment in the Fund. If applicable,  the Early  Withdrawal
Charge will be deducted before payment of the proceeds of a repurchase.

The payment hereunder shall be paid in cash,  provided,  however,  that if the
Fund's  Board of Trustees  determines  that payment of all or a portion of the
purchase  price by a  distribution  of  marketable  securities is necessary to
avoid or mitigate any adverse effect of the Repurchase  Offer on the remaining
Shareholders  of the Fund,  then such  payment  shall be made by  distributing
such  marketable  securities,  all as more fully  described in the  Repurchase
Offer.

The  payment  of this  Note  shall  be made by wire to the  Payee,  as per the
Payee's instruction on the Repurchase Request Form.

This Note may not be pledged, assigned or otherwise transferred by the Payee.

This Note shall be  construed  according  to and  governed  by the laws of the
State of New York without  giving  effect to the  conflict of laws  principles
thereof.

Any  capitalized  term used  herein  but not  defined  herein  shall  have the
meaning ascribed to it in the Repurchase Offer.

Payee: _______________________

                                    OFI Tremont Market Neutral Hedge Fund


                                    By: _______________________________