INVESTMENT ADVISORY AGREEMENT


     AGREEMENT  made  as of  the  11th  day of  October,  2006,  by and  between
OPPENHEIMER BARING JAPAN FUND (the "Fund"), and OPPENHEIMERFUNDS, INC. ("OFI").

     WHEREAS,  the Fund is an open-end,  non-diversified  management  investment
company  registered as such with the  Securities  and Exchange  Commission  (the
"Commission")  pursuant to the Investment  Company Act of 1940 (the  "Investment
Company Act"), and OFI is a registered investment adviser;

     NOW,  THEREFORE,  in  consideration  of the mutual  promises and  covenants
hereinafter set forth, it is agreed by and between the parties, as follows:

     1. General Provision.

     The  Fund  hereby  employs  OFI and  OFI  hereby  undertakes  to act as the
investment adviser of the Fund and to perform for the Fund such other duties and
functions as are hereinafter set forth.  OFI shall, in all matters,  give to the
Fund and its Board of Trustees the benefit of its best judgment,  effort, advice
and recommendations and shall, at all times conform to, and use its best efforts
to enable the Fund to conform to (i) the  provisions of the  Investment  Company
Act  and  any  rules  or  regulations  thereunder;  (ii)  any  other  applicable
provisions of state or federal law; (iii) the  provisions of the  Declaration of
Trust and By-Laws of the Fund as amended  from time to time;  (iv)  policies and
determinations  of the  Board  of  Trustees  of the  Fund;  (v) the  fundamental
policies  and  investment   restrictions   of  the  Fund  as  reflected  in  its
registration statement under the Investment Company Act or as such policies may,
from  time to  time,  be  amended  by the  Fund's  shareholders;  and  (vi)  the
Prospectus  and Statement of Additional  Information  of the Fund in effect from
time to time. The  appropriate  officers and employees of OFI shall be available
upon reasonable notice for consultation with any of the Trustees and officers of
the Fund with  respect to any matters  dealing  with the business and affairs of
the Fund including the valuation of any of the Fund's portfolio securities which
are either not  registered for public sale or not being traded on any securities
market.

     2. Investment Management.

     (a) OFI shall,  subject to the direction and control by the Fund's Board of
Trustees,  (i) regularly provide  investment advice and  recommendations  to the
Fund with respect to its investments,  investment  policies and the purchase and
sale of securities;  (ii) supervise  continuously the investment  program of the
Fund and the composition of its portfolio and determine what securities shall be
purchased or sold by the Fund; and (iii)  arrange,  subject to the provisions of
paragraph "7" hereof,  for the purchase of securities and other  investments for
the Fund and the sale of securities and other  investments held in the portfolio
of the Fund.

     (b)  Provided  that the Fund shall not be required to pay any  compensation
other  than as  provided  by the  terms of this  Agreement  and  subject  to the
provisions  of  paragraph  "7" hereof,  OFI may obtain  investment  information,
research or assistance from any other person, firm or corporation to supplement,
update or  otherwise  improve  its  investment  management  services,  including
entering into  sub-advisory  agreements  with other  affiliated or  unaffiliated
registered investment advisors to obtain specialized services.

     (c)  Provided  that  nothing  herein  shall be deemed to  protect  OFI from
willful  misfeasance,  bad faith or gross  negligence in the  performance of its
duties, or reckless disregard of its obligations and duties under the Agreement,
OFI shall not be liable for any loss sustained by reason of good faith errors or
omissions in connection with any matters to which this Agreement relates.

     (d) Nothing in this Agreement shall prevent OFI or any officer thereof from
acting as investment adviser for any other person, firm or corporation and shall
not in any way  limit  or  restrict  OFI or any of its  directors,  officers  or
employees from buying,  selling or trading any securities for its own account or
for the account of others for whom it or they may be acting,  provided that such
activities will not adversely  affect or otherwise impair the performance by OFI
of its duties and  obligations  under this  Agreement  and under the  Investment
Advisers Act of 1940.

     3. Other Duties of OFI.

     OFI shall, at its own expense,  provide and supervise the activities of all
administrative  and clerical personnel as shall be required to provide effective
corporate administration for the Fund, including the compilation and maintenance
of such records with respect to its  operations  as may  reasonably be required;
the  preparation  and filing of such reports  with  respect  thereto as shall be
required by the Commission;  composition of periodic reports with respect to its
operations for the shareholders of the Fund;  composition of proxy materials for
meetings of the Fund's  shareholders  and the  composition of such  registration
statements as may be required by federal  securities laws for continuous  public
sale of shares of the Fund. OFI shall, at its own cost and expense, also provide
the Fund with adequate office space, facilities and equipment.

     4. Allocation of Expenses.

     All other  costs and  expenses  not  expressly  assumed  by OFI under  this
Agreement,  or to be paid by the General  Distributor of the shares of the Fund,
shall be paid by the Fund, including, but not limited to (i) interest and taxes;
(ii)  brokerage  commissions;  (iii)  premiums for fidelity and other  insurance
coverage  requisite  to its  operations;  (iv)  the  fees  and  expenses  of its
Trustees;  (v) legal and audit expenses;  (vi) custodian and transfer agent fees
and expenses;  (vii) expenses  incident to the redemption of its shares;  (viii)
expenses  incident to the issuance of its shares against payment  therefor by or
on behalf of the  subscribers  thereto;  (ix) fees and  expenses,  other than as
hereinabove provided, incident to the registration under federal securities laws
of shares of the Fund for public  sale;  (x)  expenses of  printing  and mailing
reports, notices and proxy materials to shareholders of the Fund; (xi) except as
noted above,  all other  expenses  incidental to holding  meetings of the Fund's
shareholders;  and (xii) such extraordinary non-recurring expenses as may arise,
including  litigation  affecting the Fund and any obligation  which the Fund may
have to indemnify its officers and Trustees with respect  thereto.  Any officers
or employees  of OFI or any entity  controlling,  controlled  by or under common
control with OFI,  who may also serve as officers,  Trustees or employees of the
Fund shall not receive any compensation from the Fund for their services.

     5. Compensation of OFI.

     The Fund  agrees to pay OFI and OFI  agrees to accept as full  compensation
for the  performance  of all  functions  and duties on its part to be  performed
pursuant to the  provisions  hereof,  a management fee computed on the aggregate
net assets of the Fund as of the close of each business day and payable  monthly
at the annual  rate of 1.00% of the first $250  million,  0.95% of the next $250
million,  0.90% of the next $500 million, and 0.85% of average annual net assets
over $1 billion.

     6. Use of Name "Oppenheimer."

     OFI hereby grants to the Fund a royalty-free,  non-exclusive license to use
the  name  "Oppenheimer"  in the  name  of the  Fund  for the  duration  of this
Agreement  and any  extensions  or renewals  thereof.  Such  license  may,  upon
termination  of this  Agreement,  be  terminated by OFI, in which event the Fund
shall  promptly  take  whatever  action may be  necessary to change its name and
discontinue any further use of the name "Oppenheimer" in the name of the Fund or
otherwise.  The name  "Oppenheimer" may be used or licensed by OFI in connection
with any of its activities or licensed by OFI to any other party.

     7. Portfolio Transactions and Brokerage.

     (a) OFI (or any  Sub  Advisor)  is  authorized,  in  arranging  the  Fund's
portfolio  transactions,  to employ or deal with such members of  securities  or
commodities exchanges, brokers or dealers, including "affiliated" broker dealers
(as  that  term  is  defined  in  the  Investment   Company  Act)   (hereinafter
"broker-dealers"),  as may, in its best  judgment,  implement  the policy of the
Fund to obtain, at reasonable expense, the "best execution" (prompt and reliable
execution  at the  most  favorable  security  price  obtainable)  of the  Fund's
portfolio  transactions as well as to obtain,  consistent with the provisions of
subparagraph  "(c)"  of this  paragraph  "7,"  the  benefit  of such  investment
information or research as may be of significant  assistance to the  performance
by OFI (or any Sub Advisor) of its investment management functions.

     (b) OFI (or any Sub  Advisor)  shall  select  broker-dealers  to effect the
Fund's  portfolio  transactions on the basis of its estimate of their ability to
obtain best  execution of particular  and related  portfolio  transactions.  The
abilities of a  broker-dealer  to obtain best execution of particular  portfolio
transaction(s)  will be judged by OFI (or any Sub  Advisor)  on the basis of all
relevant  factors  and  considerations  including,   insofar  as  feasible,  the
execution capabilities required by the transaction or transactions;  the ability
and  willingness  of  the  broker-dealer  to  facilitate  the  Fund's  portfolio
transactions by participating therein for its own account; the importance to the
Fund of speed,  efficiency  or  confidentiality;  the  broker-dealer's  apparent
familiarity  with  sources  from  or to  whom  particular  securities  might  be
purchased or sold; as well as any other  matters  relevant to the selection of a
broker-dealer for particular and related transactions of the Fund.

     (c) OFI (or any Sub Advisor) shall have discretion, in the interests of the
Fund,  to  allocate   brokerage  on  the  Fund's   portfolio   transactions   to
broker-dealers  other than affiliated  broker-dealers,  qualified to obtain best
execution of such  transactions who provide  brokerage and/or research  services
(as such services are defined in Section 28(e)(3) of the Securities Exchange Act
of 1934) for the Fund and/or other accounts for which OFI and its affiliates (or
any Sub Advisor)  exercise  "investment  discretion" (as that term is defined in
Section  3(a)(35) of the Securities  Exchange Act of 1934) and to cause the Fund
to pay such  broker-dealers  a commission for effecting a portfolio  transaction
for the Fund that is in excess of the amount of commission another broker-dealer
adequately qualified to effect such transaction would have charged for effecting
that transaction,  if OFI (or any Sub Advisor)  determines,  in good faith, that
such  commission is reasonable in relation to the value of the brokerage  and/or
research services provided by such broker-dealer, viewed in terms of either that
particular transaction or the overall responsibilities of OFI and its investment
advisory  affiliates  (or any Sub  Advisor)  with  respect to the accounts as to
which they exercise investment discretion.  In reaching such determination,  OFI
(or any Sub  Advisor)  will  not be  required  to place  or  attempt  to place a
specific  dollar value on the brokerage  and/or  research  services  provided or
being provided by such broker-dealer.  In demonstrating that such determinations
were made in good faith, OFI (or any Sub Advisor) shall be prepared to show that
all commissions  were allocated for the purposes  contemplated by this Agreement
and that the total  commissions  paid by the Fund over a  representative  period
selected by the Fund's  trustees were  reasonable in relation to the benefits to
the Fund.

     (d) OFI  (or any Sub  Advisor)  shall  have no duty or  obligation  to seek
advance competitive bidding for the most favorable commission rate applicable to
any particular  portfolio  transactions  or to select any  broker-dealer  on the
basis of its purported or "posted"  commission rate but will, to the best of its
ability,  endeavor to be aware of the  current  level of the charges of eligible
broker-dealers  and to minimize the expense  incurred by the Fund for  effecting
its  portfolio  transactions  to the extent  consistent  with the  interests and
policies  of the  Fund as  established  by the  determinations  of its  Board of
Trustees and the provisions of this paragraph "7."

     (e) The Fund recognizes that an affiliated broker-dealer (i) may act as one
of the Fund's regular brokers so long as it is lawful for it so to act; (ii) may
be a major  recipient of brokerage  commissions  paid by the Fund; and (iii) may
effect  portfolio  transactions  for the Fund only if the  commissions,  fees or
other remuneration received or to be received by it are determined in accordance
with procedures  contemplated by any rule, regulation or order adopted under the
Investment   Company  Act  for  determining   the  permissible   level  of  such
commissions.

     8. Duration.

     This Agreement  will take effect on the date first set forth above.  Unless
earlier terminated  pursuant to paragraph 9 hereof,  this Agreement shall remain
in effect until two years from the date of execution hereof, and thereafter will
continue  in effect  from  year to year,  so long as such  continuance  shall be
approved at least  annually by the Fund's Board of Trustees,  including the vote
of the  majority  of the  trustees  of the  Fund  who  are not  parties  to this
Agreement or "interested  persons" (as defined in the Investment Company Act) of
any such party,  cast in person at a meeting called for the purpose of voting on
such  approval,  or by the holders of a "majority" (as defined in the Investment
Company Act) of the outstanding voting securities of the Fund and by such a vote
of the Fund's Board of Trustees.

     9. Termination.

     This  Agreement  may be terminated  (i) by OFI at any time without  penalty
upon giving the Fund sixty days'  written  notice (which notice may be waived by
the Fund);  or (ii) by the Fund at any time  without  penalty  upon sixty  days'
written  notice to OFI (which  notice may be waived by OFI)  provided  that such
termination  by the Fund shall be directed or approved by the vote of a majority
of all of the  Trustees of the Fund then in office or by the vote of the holders
of a "majority"  (as defined in the Investment  Company Act) of the  outstanding
voting securities of the Fund.

     10. Assignment or Amendment.

     This Agreement may not be amended without the  affirmative  vote or written
consent of the holders of a "majority" of the outstanding  voting  securities of
the Fund, and shall automatically and immediately  terminate in the event of its
"assignment," as defined in the Investment Company Act.

     11. Disclaimer of Shareholder Liability.

     OFI  understands  that the obligations of the Fund under this Agreement are
not binding upon any Trustee or  shareholder  of the Fund  personally,  but bind
only the Fund and the Fund's property.  OFI represents that it has notice of the
provisions  of the  Declaration  of Trust of the  Fund  disclaiming  shareholder
liability for acts or obligations of the Fund.

     12. Definitions.

     The terms and provisions of this Agreement shall be interpreted and defined
in a manner  consistent  with the provisions  and  definitions of the Investment
Company Act.


                                            Oppenheimer Baring Japan Fund



                                            By: /s/ Robert G. Zack
                                                Robert G. Zack


                                            OppenheimerFunds, Inc.


                                            By: /s/ John V. Murphy
                                                John V. Murphy