UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-4803

Oppenheimer Municipal Fund

(Exact name of registrant as specified in charter)

6803 South Tucson Way, Centennial, Colorado 80112-3924
(Address of principal executive offices) (Zip code)

Robert G. Zack, Esq.
OppenheimerFunds, Inc.
Two World Financial Center, New York, New York 10281-1008
(Name and address of agent for service)

Registrant’s telephone number, including area code: (303) 768-3200

Date of fiscal year end: September 30

Date of reporting period: 09/30/2010

Item 1. Reports to Stockholders.

OPPENHEIMER MJMITED tTrM MUNICIPAL FUND Management Commentaries and Annual Report MANAGEMENT COMMENTARIES An Interview with Your Fund’s Portfolio Managers ANNUAL REPORT Listing of Top Holdings Fund Performance Discussion Listing of Investments Financial Statements “Covering every twist and turn of the financial markets may be a lucrative media strategy, but investors should focus instead on the significant advantages of investing for the long term in funds that offer attractive yields and monthly streams of tax-free income.” —Dan Loughran, Senior Vice President, Senior Portfolio Manager and Team Leader, OppenheimerFunds/Rochester

TOP HOLDINGS AND ALLOCATIONS

Top Ten Categories
Hospital/Health Care	18.2	%
Marine/Aviation Facilities	16.9
Tobacco—Master Settlement Agreement	13.1
Electric Utilities	7.2
Industrial Conglomerates	4.2
Single Family Housing	4.0
Sales Tax Revenue	3.6
Multi-Family Housing	3.3
Government Appropriation	3.0
General Obligation	2.5

Portfolio holdings are subject to change. Percentages are as of September 30, 2010, and are based on total assets.

Credit Allocation
Credit Rating Breakdown	NRSRO Only Total
AAA		9.9	%
AA		10.8
A		39.2
BBB		34.8
BB or lower		3.3
Unrated		2.0
Total		100.0	%

The percentages above are based on the market value of the Fund’s securities as of September 30, 2010, and are subject to change. All securities except for those labeled “unrated” have been rated by at least one Nationally Recognized Statistical Rating Organization (“NRSRO”), such as Standard & Poor’s (“S&P”). For securities rated only by an NRSRO other than S&P, OppenheimerFunds, Inc. (the “Manager”) converts that rating to the equivalent S&P rating. If two or more NRSROs have assigned a rating to a security, the highest rating is used. Unrated securities do not necessarily indicate low credit quality.

“Investment-grade” securities are securities rated within the NRSROs’ four highest rating categories. Securities not rated by an NRSRO may or may not be equivalent of investment grade. Please consult the Fund’s Prospectus for further information. Additional information can be found in the Fund’s Statement of Additional Information.

10 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

FUND PERFORMANCE DISCUSSION

How has the Fund performed? Below is a discussion by OppenheimerFunds, Inc., of the Fund’s performance during its fiscal year ended September 30, 2010, followed by a graphical comparison of the Fund’s performance to appropriate broad-based market indices.

Management’s Discussion of Fund Performance. During the 12-month period ended September 30, 2010, prices in the municipal bond market generally rose, contributing to higher net asset values and highly favorable total returns for Oppenheimer Limited Term Municipal Fund. In all, the Class A shares produced a total return of 6.10% at net asset value for the reporting period (2.39% with sales charge). As of September 30, 2010, the distribution yield of this Fund’s Class A shares was 4.99% at NAV.

     The charts on pages 14 to 16 show the Fund’s performance. We encourage investors to remain focused on their long-term financial objectives for high levels of tax-free income and believe that this Fund’s investments offer structural advantages over the long term.

     As of September 30, 2010, the Fund was invested in the hospital/health care and electric utilities sectors, representing 18.2% and 7.2% of the Fund’s total assets, respectively. Our holdings in these sectors consist of securities across the entire credit spectrum. The overall fundamentals in these sectors also remained stable this reporting period, contributing to positive results.

     The Fund continued to be invested in securities used to finance marine and aviation facilities this reporting period. Many of these securities are high-grade investments that are backed by a security interest in the airline terminals, maintenance facilities and other on-site projects whose construction they finance. As a result, these bonds offer investors valuable collateral. As of September 30, 2010, 16.9% of the Fund’s total assets were invested in the marine/aviation facilities sector, which contributed positively to Fund performance this reporting period.

     The Fund continued to be invested this reporting period in bonds backed by proceeds from the tobacco Master Settlement Agreement (the MSA), the national litigation settlement with U.S. tobacco manufacturers. At the end of this reporting period, MSA-backed tobacco bonds accounted for 13.1% of the Fund’s total assets and contributed to positive results.¹

1. Investments in “tobacco bonds,” which are backed by the proceeds a state or territory receives from the 1998 national litigation settlement with tobacco manufacturers, may be vulnerable to economic and/or legislative events that affect issuers in a particular municipal market sector. Annual payments by MSA-participating manufacturers, for example, hinge on many factors, including annual domestic cigarette shipments, inflation and the relative market share of non-participating manufacturers. To date, we believe consumption figures remain within an acceptable range of the assumptions used to structure MSA bonds. Future MSA payments could be reduced if consumption were to fall more rapidly than originally forecast.

11 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

FUND PERFORMANCE DISCUSSION

     As in prior reporting periods, the tobacco bonds this Fund held during this reporting period made all scheduled payments of interest and principal on time and in full. Although price and ratings volatility remain likely over the near term, we continue to believe that carefully researched MSA-backed bonds are fundamentally sound, and we are confident that these bonds will continue to provide high levels of tax-free income to the long-term benefit of our yield-seeking investors.

     As of September 30, 2010, bonds in the single family and multi-family housing sectors represented 4.0% and 3.3% of the Fund’s total assets, respectively. These securities continued to provide high levels of tax-free income and contributed favorably to total return, even as the sectors continued to be volatile as a result of the national housing market. We believe that long-term investors should ultimately benefit from this Fund’s carefully selected holdings in these housing sectors.

     During this reporting period, the Fund remained invested in municipal inverse-floating rate securities, which are tax-exempt securities with interest payments that move inversely to changes in short-term interest rates. These “inverse floaters” generally offer higher tax-free yields than fixed-rate bonds of comparable maturity and credit quality, but they face greater price volatility, too. During this reporting period, inverse floaters provided attractive levels of tax-free income and contributed quite favorably to the Fund’s total return. This outcome illustrates why we continue to believe that “inverse floaters” belong in our fund portfolios.

     Our approach to municipal bond investing is flexible and responsive to market conditions. Shareholders should note that market conditions during this reporting period did not affect the Fund’s overall investment strategies or cause it to pay any capital gain distributions. In closing, we believe that the Fund’s structure and composition as well as our time-tested strategies will continue to benefit long-term investors through interest rate and economic cycles.

Comparing the Fund’s Performance to the Market. The graphs that follow show the performance of a hypothetical $10,000 investment in each class of shares of the Fund held until September 30, 2010. In the case of Class A, Class B and Class C shares, performance is measured over a ten-fiscal-year period. The Fund’s performance reflects the deduction of the maximum initial sales charge on Class A shares, the applicable contingent deferred sales charge on Class B and Class C shares, and reinvestments of all dividends and capital gains distributions.

     The Fund’s performance is compared to the performance of that of the Barclays Capital Municipal Bond Index, an unmanaged index of a broad range of investment-grade municipal bonds that is widely regarded as a measure of the performance of the general municipal bond market and the Consumer Price Index, a non-securities index that measures change in

12 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

the inflation rate. Index performance reflects the reinvestment of dividends but does not consider the effect of capital gains or transaction costs, and none of the data in the graphs that follow shows the effect of taxes. The Fund’s performance reflects the effects 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 indices.

13 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

FUND PERFORMANCE DISCUSSION

Class A Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

14 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

Class B Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

The performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. For performance data current to the most recent month end, visit us at www.oppenheimerfunds.com, or call us at 1.800.525.7048. Fund returns include changes in share price, reinvestment of dividends and capital gains, and the applicable sales charge: for Class A shares, the current maximum initial sales charge of 3.50%; for Class B shares, the contingent deferred sales charge of 4% (1-year) and 1% (5-year); and for Class C shares, the contingent deferred sales charge of 1% for the 1-year period. Because Class B shares convert to Class A shares 72 months after purchase, the 10-year return for Class B shares uses Class A performance for the period after conversion. See page 17 for further information.

15 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

FUND PERFORMANCE DISCUSSION

Class C Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

The performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. For performance data current to the most recent month end, visit us at www.oppenheimerfunds.com, or call us at 1.800.525.7048. Fund returns include changes in share price, reinvestment of dividends and capital gains, and the applicable sales charge: for Class A shares, the current maximum initial sales charge of 3.50%; for Class B shares, the contingent deferred sales charge of 4% (1-year) and 1% (5-year); and for Class C shares, the contingent deferred sales charge of 1% for the 1-year period. Because Class B shares convert to Class A shares 72 months after purchase, the 10-year return for Class B shares uses Class A performance for the period after conversion. See page 17 for further information.

16 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

NOTES

Total returns and the ending account values in the graphs include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns shown do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

This annual report must be preceded or accompanied by the current prospectus of Oppenheimer Limited Term Municipal Fund. Investors should consider the Fund’s investment objectives, risks, expenses and other charges carefully before investing. The Fund’s prospectus and, if available, the Fund’s summary prospectus contain this and other information about the Fund, and may be obtained by asking your financial advisor, calling us at 1.800.525.7048 or visiting our website at www.oppenheimerfunds.com. Read the prospectus and, if available, the summary prospectus carefully before investing.

The Fund’s investment strategy and focus can change over time. The mention of specific fund holdings does not constitute a recommendation by OppenheimerFunds, Inc.

Class A shares of the Fund were first publicly offered on 11/11/86. Unless otherwise noted, Class A returns include the current maximum initial sales charge of 3.50%.

Class B shares of the Fund were first publicly offered on 9/11/95. Unless otherwise noted, Class B returns include the applicable contingent deferred sales charge of 4% (1-year) and 1% (5-year). Because Class B shares convert to Class A shares 72 months after purchase, the 10-year return for Class B shares uses Class A performance for the period after conversion. Class B shares are subject to an annual 0.75% asset-based sales charge.

Class C shares of the Fund were first publicly offered on 12/1/93. Unless otherwise noted, Class C returns include the contingent deferred sales charge of 1% for the 1-year period. Class C shares are subject to an annual 0.75% asset-based sales charge.

An explanation of the calculation of performance is in the Fund’s Statement of Additional Information.

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FUND EXPENSES

Fund Expenses. As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions; and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and service fees; and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000.00 invested at the beginning of the period and held for the entire 6-month period ended September 30, 2010.

Actual Expenses. The first section of the table provides information about actual account values and actual expenses. You may use the information in this section for the class of shares you hold, together with the amount you invested, to estimate the expense that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.60), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes. The second section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio for each class of shares, and an assumed rate of return of 5% per year for each class before expenses, which is not the actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example for the class of shares you hold with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or contingent deferred sales charges (loads), or a $12.00 fee imposed annually on accounts valued at less than $500.00 (subject to exceptions described in the Statement of Additional Information). Therefore, the “hypothetical” section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

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	Beginning		Ending		Expenses
	Account		Account		Paid During
	Value		Value		6 Months Ended
	April 1, 2010		September 30, 2010		September 30, 2010
Actual
Class A	$	1,000.00	$	1,037.50	$	4.40
Class B		1,000.00		1,033.80		8.81
Class C		1,000.00		1,034.40		8.29
Hypothetical (5% return before expenses)
Class A		1,000.00		1,020.76		4.37
Class B		1,000.00		1,016.44		8.73
Class C		1,000.00		1,016.95		8.22

Expenses are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period). Those annualized expense ratios based on the 6-month period ended September 30, 2010 are as follows:

Class	Expense Ratios
Class A		0.86	%
Class B		1.72
Class C		1.62

The expense ratios reflect voluntary waivers or reimbursements of expenses by the Fund’s Manager. Some of these undertakings may be modified or terminated at any time; some may not be modified or terminated until after one year from the date of the current prospectus, as indicated therein. The “Financial Highlights” tables in the Fund’s financial statements, included in this report, also show the gross expense ratios, without such waivers or reimbursements and reduction to custodian expenses, if applicable.

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STATEMENT OF INVESTMENTS September 30, 2010

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Municipal Bonds and Notes—102.6%
Alabama—1.8%
$	310,000	AL Drinking Water Finance Authority1		6.000	%		08/15/2021		02/15/2011	A	$	310,617
	2,430,000	AL HFA (South Bay Apartments)1		5.950			02/01/2033		02/01/2013	A		2,487,445
	145,000	Bayou La Batre, AL Utilities Board (Water & Sewer)1		5.750			03/01/2027		03/01/2011	A		145,065
	40,000	Bessemer, AL GO1		6.250			02/01/2024		02/01/2011	A		40,263
	25,000	Bessemer, AL Medical Clinic Board (Bessemer Carraway Medical Center)1		5.625			05/15/2017		11/15/2010	A		25,034
	155,000	Bessemer, AL Medical Clinic Board (Bessemer Carraway Medical Center)1		6.000			05/15/2019		05/15/2011	A		155,191
	1,470,000	Bessemer, AL Medical Clinic Board (Bessemer Carraway Medical Center)1		6.750			04/01/2011		10/01/2010	A		1,475,145
	4,900,000	Bessemer, AL Medical Clinic Board (Bessemer Carraway Medical Center)1		7.250			04/01/2015		10/01/2010	A		4,915,239
	65,000	Birmingham, AL Private Educational Building Authority (Birmingham–Southern College)1		6.000			12/01/2021		02/01/2021	B		64,889
	50,000	Birmingham, AL Special Care Facilities (Children’s Hospital of Alabama)1		5.375			06/01/2017		12/01/2010	A		50,086
	2,000,000	Courtland, AL Industrial Devel. Board (International Paper Company)1		5.000			11/01/2013		11/01/2013			2,142,960
	200,000	Cullman County, AL Health Care Authority (Cullman Regional Medical Center)1		7.000			02/01/2036		02/01/2019	A		213,894
	7,470,000	Huntsville, AL Health Care Authority, Series A1		5.500			06/01/2025		06/01/2020	A		8,124,521
	5,260,000	Jefferson County, AL Limited Obligation School Warrant1		5.250			01/01/2018		01/01/2018			5,194,092
	4,180,000	Jefferson County, AL Limited Obligation School Warrant		5.250			01/01/2019		01/01/2019			4,128,461
	6,860,000	Jefferson County, AL Limited Obligation School Warrant		5.500			01/01/2021		01/01/2021			6,854,032
	1,630,000	Jefferson County, AL Sewer1		5.250			02/01/2011		02/01/2011			1,621,117
	1,445,000	Jefferson County, AL Sewer1		5.250			02/01/2015		02/01/2015			1,368,386
	100,000	Jefferson County, AL Sewer		5.375			02/01/2027		05/22/2025	B		40,148
	290,000	Jefferson County, AL Sewer1		5.625			02/01/2022		03/18/2021	B		119,396
	700,000	Marshall County, AL Health Care Authority1		5.750			01/01/2032		01/01/2012	A		711,886
	50,000	Mobile, AL Limited Obligation Tax1		5.500			02/15/2023		02/15/2014	A		51,952
	3,045,000	Morgan County-Decatur, AL Health Care Authority (Decatur General Hospital)1		6.250			03/01/2013		03/01/2011	A		3,046,401
	15,756,000	Morgan County-Decatur, AL Health Care Authority (Decatur General Hospital)1		6.375			03/01/2024		03/01/2011	A		15,771,441
	65,000	Prattville, AL Industrial Devel. Board (International Paper Company)1		6.700			03/01/2024		03/01/2011	A		65,718

20 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Alabama Continued
$	65,000	Tuskegee, AL Utilities Board1		5.500	%		02/01/2016		02/01/2012	A	$	65,125
	150,000	Tuskegee, AL Utilities Board1		5.500			02/01/2022		02/01/2011	A		150,129
												59,338,633
Alaska—0.5%
	25,000	AK HFC (Veterans Mtg.)1		5.200			12/01/2014		06/01/2012	A		25,928
	25,000	AK HFC, Series A-11		6.000			06/01/2015		12/01/2010	A		25,073
	15,000	AK HFC, Series A-21		5.900			06/01/2014		12/01/2010	A		15,503
	10,000	AK Industrial Devel. & Export Authority (Lake Dorothy Hydroelectric)1		5.250			12/01/2021		12/01/2011	A		10,021
	500,000	AK Industrial Devel. & Export Authority (Snettisham)1		5.500			01/01/2017		01/01/2011	A		501,960
	105,000	AK Industrial Devel. & Export Authority (Snettisham)1		6.000			01/01/2015		01/01/2011	A		105,711
	125,000	AK International Airports, Series C1		6.100			10/01/2017		10/01/2010	A		125,499
	16,645,000	AK Northern Tobacco Securitization Corp. (TASC)1		4.625			06/01/2023		06/01/2014	A		16,261,832
												17,071,527
Arizona—3.2%
	22,570,000	Apache County, AZ IDA (Tucson Electric Power Company)1		5.875			03/01/2033		03/01/2011	A		22,863,410
	36,075,000	AZ Health Facilities Authority (Banner Health System)2		6.000			01/01/2030		01/01/2013	A		37,353,117
	1,375,000	Goodyear, AZ IDA Water & Sewer (Litchfield Park Service Company)1		6.750			10/01/2031		05/07/2028	B		1,367,671
	1,705,000	Hassayampa, AZ Community Facilities District (Hassayampa Village Community)1		7.750			07/01/2021		01/01/2011	A		1,726,398
	1,365,000	Litchfield Park, AZ Community Facility District1		6.375			07/15/2026		12/10/2022	B		1,324,582
	1,195,000	Maricopa County, AZ IDA (Christian Care Mesa II)		6.000			01/01/2014		07/01/2011	B		1,183,086
	1,380,000	Maricopa County, AZ IDA (Waste Management/Waste Management of AZ Obligated Group)1		7.000			12/01/2031		12/01/2010	D		1,388,101
	15,000	Maricopa County, AZ IDA (Whispering Palms Apartments)1		5.600			07/01/2013		07/01/2013			14,240
	17,135,000	Maricopa County, AZ IDA Health Facilities (Catholic Healthcare West)1		6.000			07/01/2021		01/01/2011	A		17,158,989
	7,000,000	Maricopa County, AZ Pollution Control Corp. (Public Service Company of New Mexico)1		5.200			06/01/2043		06/01/2020	D		7,346,710
	5,000,000	Mohave County, AZ IDA (Mohave Prison)1		6.750			05/01/2012		11/06/2011	C		5,265,200
	3,530,000	Mohave County, AZ IDA (Mohave Prison)1		7.000			05/01/2013		05/01/2013			3,810,564
	1,360,000	Phoenix, AZ IDA (Gourmet Boutique West)1		5.500			11/01/2017		11/01/2017			1,164,745

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STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Arizona Continued
$	45,000	Pima County, AZ IDA (International Studies Academy)1		6.750	%		07/01/2031		07/01/2011	A	$	45,159
	5,000	Scottsdale, AZ IDA (Scottsdale Memorial Hospitals)1		5.500			09/01/2012		09/14/2011	C		5,327
	1,000,000	Scottsdale, AZ IDA (SHH/SHC/SHRC/SCIC Obligated Group)		5.250			09/01/2030		09/01/2013	A		1,018,620
	465,000	Tucson & Pima Counties, AZ IDA (Single Family Mtg.)1		6.350			01/01/2034		01/01/2012	C		470,492
	480,000	Tucson, AZ IDA (Joint Single Family Mtg.)1		5.250			07/01/2038		02/01/2012	A		480,384
	1,750,000	Verrado, AZ Community Facilities District No.11		6.500			07/15/2027		07/03/2023	B		1,707,930
												105,694,725
Arkansas—0.1%
	465,000	AR Devel. Finance Authority (Madison Industrial Devel./Community Living Obligated Group)1		5.800			12/01/2020		12/01/2010	A		465,735
	275,000	AR Devel. Finance Authority (Single Family Mtg.)1		5.300			07/01/2024		07/01/2012	A		284,873
	95,000	North Little Rock, AR Health Facilities Board (Baptist Health)1		5.600			07/01/2017		07/01/2011	A		95,646
	50,000	Pope County, AR Pollution Control (Arkansas Power & Light Company)1		6.100			12/01/2016		12/01/2010	A		50,229
	40,000	Pope County, AR Pollution Control (Arkansas Power & Light Company)		6.300			12/01/2016		12/01/2010	A		40,190
	45,000	Pope County, AR Pollution Control (Arkansas Power & Light Company)1		6.300			12/01/2016		12/01/2016			44,510
	25,000	Pope County, AR Pollution Control (Arkansas Power & Light Company)1		6.300			11/01/2020		11/01/2010	A		25,015
	875,000	Warren, AR Solid Waste Disposal (Potlatch Corp.)1		7.500			08/01/2013		08/01/2011	A		875,499
												1,881,697
California—11.7%
	4,350,000	Antelope Valley, CA Healthcare District1		5.250			09/01/2017		09/01/2014	A		4,378,841
	4,180,000	Antioch, CA Public Financing Authority1		5.625			01/01/2022		01/01/2011	A		4,223,974
	1,000,000	Antioch, CA Public Financing Authority1		5.625			01/01/2027		01/01/2011	A		1,009,230
	6,160,000	CA ABAG Finance Authority for NonProfit Corporations (San Diego Hospital Assoc.)1		6.125			08/15/2020		02/15/2012	A		6,261,825
	7,440,000	CA County Tobacco Securitization Agency (TASC)1		0.000	3		06/01/2021		03/15/2014	B		7,074,026
	5,500,000	CA County Tobacco Securitization Agency (TASC)1		0.000	3		06/01/2028		09/14/2018	B		4,733,960
	3,095,000	CA County Tobacco Securitization Agency (TASC)1		0.000	3		06/01/2036		11/23/2021	B		2,502,462

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								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
California Continued
$	3,000,000	CA County Tobacco Securitization Agency (TASC)1		0.000	%3		06/01/2041		05/22/2022	B	$	2,288,760
	400,000	CA County Tobacco Securitization Agency (TASC)1		5.000			06/01/2026		06/01/2015	B		370,816
	2,860,000	CA County Tobacco Securitization Agency (TASC)1		5.500			06/01/2033		04/24/2013	B		2,572,856
	5,080,000	CA County Tobacco Securitization Agency (TASC)1		5.750			06/01/2029		06/01/2012	A		5,085,131
	9,000,000	CA County Tobacco Securitization Agency (TASC)		5.875			06/01/2027		06/01/2012	C		8,965,980
	2,505,000	CA County Tobacco Securitization Agency (TASC)1		5.875			06/01/2043		08/27/2019	B		1,956,430
	5,360,000	CA County Tobacco Securitization Agency (TASC)1		6.000			06/01/2029		06/01/2012	A		5,365,414
	135,000	CA County Tobacco Securitization Agency (TASC)1		6.000			06/01/2042		06/26/2020	B		111,579
	1,000,000	CA GO1		5.000			04/01/2027		04/01/2018	A		1,048,730
	13,745,000	CA GO1		5.000			06/01/2027		06/01/2017	A		14,439,260
	5,000,000	CA GO1		5.000			08/01/2033		08/01/2015	A		5,049,900
	2,400,000	CA GO1		5.375			06/01/2026		12/01/2010	A		2,405,568
	4,500,000	CA GO1		5.600			03/01/2036		03/01/2020	A		4,812,615
	14,500,000	CA GO1		6.000			03/01/2033		03/01/2020	A		16,542,905
	15,275,000	CA GO1		6.000			11/01/2039		11/01/2019	A		17,082,491
	29,000,000	CA Golden State Tobacco Securitization Corp. (TASC)1		0.000	3		06/01/2037		06/04/2036	B		17,952,740
	10,040,000	CA Golden State Tobacco Securitization Corp. (TASC)1		4.500			06/01/2027		08/28/2015	B		8,993,230
	2,500,000	CA Golden State Tobacco Securitization Corp. (TASC)1		5.000			06/01/2033		12/28/2028	B		1,973,650
	475,000	CA Health Facilities Financing Authority (Pomona Valley Hospital Medical Center)1		5.750			07/01/2015		01/01/2011	A		475,903
	50,000,000	CA Health Facilities Financing Authority (Stanford Hospital)1		5.750			11/15/2031		11/15/2020	A		55,854,500
	50,000	CA HFA (Home Mtg.)1		5.450			08/01/2033		02/01/2018	A		50,720
	330,000	CA HFA (Home Mtg.)1		5.750			08/01/2023		02/01/2018	A		343,827
	2,200,000	CA HFA, Series C1		5.750			08/01/2030		01/01/2013	A		2,248,290
	2,205,000	CA HFA, Series E1		5.000			02/01/2024		06/04/2021	B		2,175,321
	2,000,000	CA Hi-Desert Memorial Health Care District1		5.500			10/01/2019		04/25/2018	B		1,973,520
	1,250,000	CA Infrastructure and Economic Devel. (Kaiser Assistance Corp.)1		5.500			08/01/2031		08/01/2013	A		1,281,850
	1,000,000	CA Pollution Control Financing Authority (Waste Management of CA/USA Waste of CA Obligated Group)1		6.750			12/01/2027		12/01/2010	D		1,007,830

23 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
California Continued
$	10,065,000	CA Public Works1		5.375	%		03/01/2023		03/01/2020	A	$	10,871,106
	10,225,000	CA Public Works1		6.625			11/01/2034		11/01/2019	A		11,513,350
	1,500,000	CA Public Works (Dept. of General Services)1		6.125			04/01/2028		04/01/2019	A		1,649,505
	600,000	CA Public Works (Various Community Colleges)1		5.750			10/01/2030		10/01/2019	A		641,046
	1,980,000	CA Statewide CDA (Fairfield Apartments)1		6.500			01/01/2016		12/22/2011	B		1,998,988
	305,000	CA Statewide Financing Authority Tobacco Settlement (TASC)1		5.625			05/01/2029		07/08/2013	B		302,038
	1,090,000	CA Veterans GO, Series BZ1		5.350			12/01/2021		12/01/2010	A		1,090,905
	4,295,000	California County, CA Tobacco Securitization Authority (TASC)1		5.625			06/01/2023		06/01/2012	A		4,329,145
	700,000	Carlsbad, CA Improvement Bond Act 19151		6.000			09/02/2034		09/02/2012	A		711,746
	220,000	Carson, CA Public Financing Authority (Remediation)1		6.500			10/01/2036		10/01/2019	A		240,603
	2,850,000	Duarte, CA COP (Hope National Medical Center)1		5.250			04/01/2019		04/01/2011	A		2,871,119
	2,000,000	Foothill, CA Eastern Transportation Corridor Agency Toll Road1		5.850			01/15/2023		01/15/2016	A		2,053,200
	750,000	Foothill, CA Eastern Transportation Corridor Agency Toll Road1		5.875			01/15/2026		01/15/2016	A		764,378
	3,900,000	Foothill, CA Eastern Transportation Corridor Agency Toll Road1		5.875			01/15/2026		01/15/2016	A		4,010,331
	9,000,000	Fresno, CA Airport1		5.800			07/01/2030		07/01/2011	A		9,058,680
	1,000,000	Huntington Beach, CA Community Facilities District Special Tax (McDonnell)1		6.300			09/01/2032		09/01/2012	A		1,025,970
	4,330,000	Inland, CA Empire Tobacco Securitization Authority (TASC)1		4.625			06/01/2021		06/23/2013	B		3,568,440
	52,500,000	Inland, CA Empire Tobacco Securitization Authority (TASC)		6.900	4		06/01/2036		07/06/2023	B		2,694,300
	25,000	Lathrop, CA Improvement Bond Act 1915 (Mossdale Village Assessment District 03-1)1		5.800			09/02/2018		09/02/2018			24,889
	175,000	Los Angeles, CA Parking System1		5.250			05/01/2020		11/01/2010	A		175,492
	8,150,000	Los Angeles, CA Regional Airports Improvement Corp. (American Airlines)1		7.000			12/01/2012		07/02/2011	B		8,168,338
	45,000	Maywood, CA Public Financing Authority1		7.000			09/01/2028		09/01/2013	A		46,186
	1,000,000	Moreno Valley, CA Unified School District Community Facilities District Special Tax No. 2003-21		5.950			09/01/2034		09/01/2011	A		1,010,450
	17,985,000	Northern CA Tobacco Securitization Authority (TASC)1		4.750			06/01/2023		01/01/2013	B		16,842,593
	9,840,000	Northern CA Tobacco Securitization Authority (TASC)1		5.375			06/01/2038		06/01/2015	B		8,038,394
	1,310,000	Northern, CA Inyo County Local Hospital District1		6.000			12/01/2021		12/01/2020	A		1,407,923

24 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
California Continued
$	1,200,000	Oxnard, CA Harbor District1		5.750	%		08/01/2020		08/01/2011	A	$	1,239,744
	4,550,000	Palomar Pomerado, CA Health Care District COP1		6.750			11/01/2039		11/01/2019	A		5,055,278
	125,000	Perris, CA Public Financing Authority (Central North)1		6.750			10/01/2035		10/01/2018	A		133,216
	500,000	Port of Oakland, CA1		5.750			11/01/2013		11/01/2010	A		501,605
	145,000	Port of Oakland, CA1		5.750			11/01/2014		05/01/2011	A		145,438
	3,275,000	Port of Oakland, CA1		5.750			11/01/2016		11/01/2010	A		3,283,089
	1,455,000	Port of Oakland, CA1		5.750			11/01/2020		11/01/2010	A		1,457,415
	940,000	Port of Oakland, CA1		5.750			11/01/2022		11/01/2010	A		941,297
	35,530,000	Port of Oakland, CA1		5.750			11/01/2029		11/01/2010	A		35,560,911
	2,250,000	Poway, CA USD Special Tax1		6.125			09/01/2033		09/01/2011	A		2,277,405
	465,000	Riverside County, CA Public Financing Authority COP1		5.750			05/15/2019		05/15/2011	A		465,316
	1,370,000	Sacramento County, CA Hsg. Authority (Verandas Apartments Senior Community)1		5.700			03/01/2034		03/01/2011	A		1,398,496
	6,050,000	Sacramento, CA City Financing Authority (California EPA Building)1		5.250			05/01/2019		11/01/2010	A		6,070,268
	425,000	San Francisco, CA City & County Airports Commission (SFO Fuel Company)1		6.125			01/01/2027		01/01/2011	A		425,595
	1,995,000	San Marcos, CA Special Tax1		5.900			09/01/2028		03/01/2012	A		1,971,000
	20,000	Santa Ana, CA Financing Authority (South Harbor Boulevard)1		5.125			09/01/2019		03/01/2011	A		20,172
	5,000,000	Santa Rosa, CA Rancheria Tachi Yokut Tribe Enterprise1		6.125			03/01/2013		04/06/2011	B		4,918,450
	8,680,000	Southern CA Tobacco Securitization Authority1		4.750			06/01/2025		03/31/2013	B		8,054,519
	30,000	West Sacramento, CA Financing Authority (City Administration Facilities)1		5.300			09/01/2030		03/01/2011	A		30,091
												381,672,554
Colorado—0.7%
	800,000	Broomfield, CO COP (Open Space Park & Recreation Facilities)1		5.500			12/01/2020		12/01/2010	A		804,856
	100,000	Broomfield, CO Water Activity		5.500			12/01/2019		12/01/2011	A		101,765
	30,000	CO Health Facilities Authority (Boulder Community Hospital)1		5.875			10/01/2023		10/01/2010	A		30,034
	100,000	CO Hsg. & Finance Authority (Multifamily)1		5.450			10/01/2028		10/01/2010	A		100,055
	5,000	CO Hsg. & Finance Authority (Multifamily)		5.700			10/01/2021		10/01/2010	A		5,007
	50,000	CO Hsg. & Finance Authority (Multifamily)1		5.900			10/01/2038		10/01/2010	A		50,038
	570,000	CO Hsg. & Finance Authority (Single Family)		5.483	4		11/01/2029		07/19/2024	A		197,779
	420,000	CO Hsg. & Finance Authority (Single Family)1		5.900			08/01/2023		09/17/2014	C		440,454
	195,000	CO Hsg. & Finance Authority (Single Family)1		6.450			04/01/2030		04/01/2016	A		199,389

25 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Colorado Continued
$	700,000	CO Hsg. & Finance Authority (Single Family)1		6.800	%		04/01/2030		03/24/2011	C	$	717,920
	670,000	CO Hsg. & Finance Authority (Single Family)1		6.900			04/01/2029		10/01/2010	A		725,275
	35,000	CO Hsg. & Finance Authority (Single Family)1		7.250			10/01/2031		10/01/2012	C		35,968
	20,000	CO Hsg. & Finance Authority (Single Family)1		7.450			10/01/2016		05/03/2011	C		20,784
	270,000	CO Hsg. & Finance Authority (Single Family)1		7.500			04/01/2031		10/01/2010	A		285,593
	230,000	CO Hsg. & Finance Authority, Series D-21		6.350			11/01/2029		11/22/2013	C		245,888
	5,900,000	CO Regional Transportation District (Denver Transportation Partners)1		6.000			01/15/2034		07/15/2020	A		6,300,079
	50,000	CO Technical Center Metropolitan District1		5.400			12/01/2018		12/01/2010	A		50,052
	1,950,000	Colorado Springs, CO Hospital (Memorial Health System)1		5.750			12/15/2024		12/15/2014	A		2,047,695
	100,000	Colorado Springs, CO Public Facilities Authority COP (Old City Hall)		5.500			12/01/2020		12/01/2011	A		100,798
	45,000	Denver, CO City & County Airport1		5.500			11/15/2017		11/15/2010	A		45,147
	25,000	Denver, CO City & County Airport1		6.125			11/15/2025		11/15/2010	A		25,105
	2,000,000	Denver, CO City & County Airport, Series A1		6.000			11/15/2014		11/15/2010	A		2,011,060
	3,000,000	Denver, CO City & County Airport, Series A1		6.000			11/15/2015		11/15/2010	A		3,016,590
	3,000,000	Denver, CO City & County Airport, Series A1		6.000			11/15/2016		11/15/2010	A		3,016,590
	2,000,000	Denver, CO City & County Airport, Series A1		6.000			11/15/2018		11/15/2010	A		2,011,060
	500,000	Denver, CO City & County Multifamily Hsg. (National Boston Lofts Associates)		5.750			10/01/2027		01/08/2022	B		499,970
	420,000	Eagle County, CO Airport Terminal Corp.1		5.050			05/01/2015		10/22/2012	B		411,096
	70,000	Interlocken, CO Metropolitan District		5.750			12/15/2011		12/15/2010	A		70,853
	50,000	University of Colorado		6.000			12/01/2022		06/01/2011	A		51,405
												23,618,305
Connecticut—0.7%
	30,000	CT Airport (Bradley International Airport)1		5.125			10/01/2026		04/01/2012	A		30,442
	10,000	CT Airport (Bradley International Airport)1		5.125			10/01/2031		04/01/2011	A		10,083
	935,000	CT Devel. Authority (Bridgeport Hydraulic Company)1		6.150			04/01/2035		04/01/2011	A		938,366
	135,000	CT Devel. Authority (Bridgeport Hydraulic Company)1		6.150			04/01/2035		04/01/2011	A		135,486
	25,000	CT Devel. Authority (Church Homes)1		5.700			04/01/2012		10/01/2010	A		25,040
	60,000	CT Devel. Authority (Church Homes)1		5.800			04/01/2021		04/01/2011	A		60,010
	7,500,000	CT Devel. Authority Pollution Control (Connecticut Light & Power Company)1		5.950			09/01/2028		10/01/2012	A		7,650,000
	30,000	CT GO1		5.650			03/15/2012		03/15/2011	A		30,128
	125,000	CT H&EFA (Bridgeport Hospital)1		5.375			07/01/2019		12/01/2010	A		125,129
	35,000	CT H&EFA (Bridgeport Hospital)1		5.375			07/01/2025		07/01/2011	A		35,013
	55,000	CT H&EFA (Bridgeport Hospital)1		6.625			07/01/2018		01/01/2011	A		55,713
	435,000	CT H&EFA (Bridgeport Hospital/Bridgeport Hospital Foundation Obligated Group)1		6.500			07/01/2012		01/01/2011	A		436,362

26 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Connecticut Continued
$	185,000	CT H&EFA (DKH/CHHC/HNE Obligated Group)1		5.375	%		07/01/2026		01/01/2011	A	$	185,222
	10,000	CT H&EFA (New Horizons)1		5.875			11/01/2012		11/01/2010	A		10,038
	30,000	CT HFA1		5.200			11/15/2020		11/15/2010	A		30,027
	12,105,000	CT HFA		5.200			11/15/2023		11/15/2010	A		12,112,868
	25,000	CT HFA1		5.350			11/15/2018		11/15/2010	A		25,028
	10,000	CT HFA		5.375			11/15/2018		11/15/2010	A		10,011
	130,000	CT HFA, Series C		5.500			11/15/2035		11/15/2010	A		130,060
	100,000	CT Special Obligation Parking (Bradley International Airport Parking Company)1		6.500			07/01/2018		03/09/2016	B		98,319
	195,000	Eastern CT Res Rec (Wheelabrator Lisbon)1		5.500			01/01/2014		10/26/2011	A		195,642
	580,000	Eastern CT Res Rec (Wheelabrator Lisbon)1		5.500			01/01/2020		03/07/2018	B		579,983
												22,908,970
Delaware—0.0%
	190,000	DE Hsg. Authority (Multifamily Mtg.)1		6.950			07/01/2014		02/01/2011	C		207,377
	5,000	DE Hsg. Authority (Single Family Mtg.)1		5.450			01/01/2032		01/01/2011	A		5,199
												212,576
District of Columbia—0.9%
	200,000	District of Columbia (James F. Oyster Elementary School)1		6.450			11/01/2034		11/01/2011	A		200,048
	10,000	District of Columbia HFA (Single Family), Series B1		5.850			12/01/2018		12/01/2010	A		10,473
	20,000	District of Columbia HFA (Single Family), Series B1		5.900			12/01/2028		12/01/2010	A		20,941
	9,735,000	District of Columbia Tobacco Settlement Financing Corp.1		6.250			05/15/2024		11/01/2011	C		9,760,895
	11,730,000	District of Columbia Tobacco Settlement Financing Corp.1		6.750			05/15/2040		05/15/2025	B		11,727,302
	207,670,000	District of Columbia Tobacco Settlement Financing Corp. (TASC)		7.000	4		06/15/2046		06/13/2024	B		6,456,460
												28,176,119
Florida—7.8%
	4,160,000	Arborwood, FL Community Devel. District (Centex Homes)1		5.250			05/01/2016		05/01/2016			3,623,485
	15,000	Baker County, FL Hospital Authority1		5.300			12/01/2023		11/04/2019	B		13,099
	1,675,000	Baker County, FL Hospital Authority (Baker County Medical Services)1		5.100			12/01/2013		06/23/2012	B		1,639,842
	15,000	Bay County, FL Water System		6.250			09/01/2014		03/01/2011	A		15,071
	740,000	Bonnet Creek, FL Resort Community Devel. District Special Assessment1		7.125			05/01/2012		11/06/2011	B		732,607
	250,000	Brandy Creek, FL Community Devel. District1		6.350			05/01/2034		05/01/2014	A		257,390

27 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	10,000	Brevard County, FL Health Facilities Authority (Wuesthoff Health Services)1		5.400	%		04/01/2013		10/01/2010	A	$	10,019
	10,000	Brevard County, FL Health Facilities Authority (Wuesthoff Memorial Hospital)		5.300			04/01/2011		10/01/2010	A		10,023
	80,000	Broward County, FL Airport System1		5.125			10/01/2017		10/01/2010	A		80,122
	5,000	Broward County, FL Airport System (Passenger Facility)1		5.250			10/01/2014		10/01/2010	A		5,013
	105,000	Broward County, FL Airport System (Passenger Facility)1		5.250			10/01/2015		10/01/2010	A		105,235
	245,000	Broward County, FL HFA1		5.400			10/01/2038		04/01/2016	A		247,668
	70,000	Broward County, FL HFA (Bridgewater Place Apartments)1		5.500			04/01/2041		10/01/2011	A		70,006
	365,000	Broward County, FL HFA (Cross Keys Apartments)1		5.800			10/01/2033		10/01/2010	A		365,033
	45,000	Broward County, FL HFA (Golden Villas)1		6.750			10/01/2045		04/01/2016	A		47,033
	220,000	Broward County, FL HFA (Pompano Oaks Apartments)		6.100			12/01/2038		12/01/2010	A		220,264
	75,000	Broward County, FL HFA (Praxis of Deerfield Beach III)1		5.300			09/01/2023		12/01/2010	A		75,064
	90,000	Broward County, FL HFA (Praxis of Deerfield Beach)1		5.350			03/01/2031		12/01/2010	A		90,048
	30,000	Broward County, FL HFA (Stirling Apartments)1		5.300			10/01/2023		10/01/2010	A		30,067
	80,000	Broward County, FL HFA (Stirling Apartments)1		5.650			10/01/2028		10/01/2010	A		80,008
	50,000	Broward County, FL HFA (Venice Homes Apartments)1		5.650			01/01/2022		07/01/2011	A		50,425
	35,000	Broward County, FL Port Facilities1		5.000			09/01/2027		03/01/2011	A		35,005
	105,000	Cape Coral, FL Health Facilities Authority (Gulf Care)1		6.000			10/01/2016		10/01/2010	A		105,133
	80,000	Collier County, FL HFA (Saxon Manor Isle Apartments)1		5.450			03/01/2030		10/01/2010	A		80,042
	375,000	Collier County, FL HFA (Whistlers Green Apartments)1		5.400			12/01/2027		12/01/2011	A		378,251
	240,000	Collier County, FL HFA (Whistlers Green Apartments)1		5.450			06/01/2039		12/01/2011	A		241,356
	850,000	Collier County, FL IDA (Allete)1		6.500			10/01/2025		11/21/2010	A		850,544
	2,640,000	Colonial Country Club, FL Community Devel.1		6.400			05/01/2033		05/01/2014	A		2,742,406
	1,600,000	Concorde Estates, FL Community Devel. District5		5.000			05/01/2011		05/01/2011			752,160
	5,000	Cypress Club, FL Special Recreational District		7.100			09/01/2013		03/01/2011	A		5,027
	145,000	Dade County, FL GO (Seaport)1		5.125			10/01/2021		10/01/2010	A		145,513

28 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	70,000	Dade County, FL GO (Seaport)1		5.400	%		10/01/2021		10/01/2010	A	$	70,258
	175,000	Dade County, FL GO (Seaport)		5.450			10/01/2016		10/01/2010	A		175,663
	120,000	Dade County, FL GO (Seaport)1		5.500			10/01/2026		10/01/2010	A		120,384
	1,700,000	Dade County, FL GO (Seaport)		5.750			10/01/2015		10/01/2010	A		1,706,919
	70,000	Dade County, FL HFA (Golden Lakes Apartments)1		5.900			11/01/2022		03/01/2011	A		70,054
	500,000	Dade County, FL HFA (Golden Lakes Apartments)1		5.950			11/01/2027		11/01/2010	A		500,230
	305,000	Dade County, FL HFA (Golden Lakes Apartments)1		6.000			11/01/2032		11/01/2010	A		305,143
	735,000	Dade County, FL HFA (Golden Lakes Apartments)		6.050			11/01/2039		11/01/2010	A		735,257
	20,000	Dade County, FL HFA (New Horizons Associates)1		5.875			07/15/2024		01/15/2011	A		20,024
	110,000	Dade County, FL HFA (Siesta Pointe Apartments)1		5.700			09/01/2022		03/01/2011	A		110,125
	170,000	Dade County, FL HFA (Siesta Pointe Apartments)		5.750			09/01/2029		03/01/2011	A		170,136
	75,000	Dade County, FL Res Rec1		5.500			10/01/2010		10/01/2010			75,010
	1,155,000	Dade County, FL Res Rec1		5.500			10/01/2013		10/01/2010	A		1,158,384
	1,410,000	East Homestead, FL Community Devel. District5		5.000			05/01/2011		05/01/2011			1,117,989
	5,000	Enterprise, FL Community Devel. District1		6.100			05/01/2016		10/22/2010	A		5,020
	4,000,000	Escambia County, FL Environmental Improvement (International Paper Company)1		5.750			11/01/2027		11/01/2013	A		4,065,200
	3,940,000	Escambia County, FL Health Facilities Authority1		5.950			07/01/2020		03/13/2017	B		4,103,155
	5,000	Escambia County, FL School Board COP		5.500			02/01/2016		02/01/2011	A		5,017
	885,000	Fiddler’s Creek, FL Community Devel. District1		5.800			05/01/2021		05/01/2012	B		865,132
	1,000,000	Fiddler’s Creek, FL Community Devel. District1		5.875			05/01/2021		08/01/2012	B		983,340
	230,000	FL Capital Projects Finance Authority (Peerless Group)1		7.500			08/01/2019		12/06/2014	B		198,398
	15,000	FL Correctional Private Commission (350 Bed Youthful) COP1		5.000			08/01/2017		02/01/2012	A		15,028
	150,000	FL HFA1		6.300			09/01/2036		09/01/2011	A		150,017
	20,000	FL HFA1		6.350			07/01/2028		10/01/2010	A		20,027
	50,000	FL HFA1		6.350			07/01/2028		10/01/2010	A		50,067
	30,000	FL HFA (Brittany of Rosemont)1		6.050			07/01/2015		01/01/2011	A		30,038
	20,000	FL HFA (Grand Court Apartments)1		5.300			08/15/2031		02/15/2012	A		20,159
	20,000	FL HFA (Holly Cove Apartments)1		6.050			10/01/2015		10/01/2010	A		20,026
	285,000	FL HFA (Holly Cove Apartments)		6.250			10/01/2035		10/01/2010	A		285,031

29 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	45,000	FL HFA (Homeowner Mtg.)1		5.900	%		07/01/2029		01/01/2011	A	$	45,530
	110,000	FL HFA (Hsg. Partners of Gainesville)1		5.600			07/01/2027		06/22/2024	B		108,230
	55,000	FL HFA (Landings at Sea Forest)1		5.850			12/01/2018		12/01/2010	A		55,031
	215,000	FL HFA (Landings at Sea Forest)1		6.050			12/01/2036		10/21/2029	B		214,989
	150,000	FL HFA (Leigh Meadows Apartments)1		6.100			09/01/2016		03/01/2011	A		150,153
	60,000	FL HFA (Mar Lago Village Apartments)1		5.900			12/01/2027		12/01/2010	A		60,003
	50,000	FL HFA (Mar Lago Village Apartments)		6.000			06/01/2039		12/09/2034	B		49,998
	90,000	FL HFA (Mar Lago Village Associates)1		6.000			06/01/2039		12/01/2010	A		90,150
	190,000	FL HFA (Reserve at Kanpaha)1		5.500			07/01/2020		07/01/2011	A		190,000
	60,000	FL HFA (Reserve at North Shore)1		5.500			11/01/2020		05/13/2017	B		59,997
	25,000	FL HFA (Reserve at North Shore)1		5.600			11/01/2027		10/21/2024	B		24,594
	110,000	FL HFA (Spinnaker Cove Apartments)1		6.375			07/01/2026		01/01/2011	A		110,054
	2,665,000	FL HFA (St. Cloud Village Associates)1		5.950			02/01/2030		02/01/2011	A		2,668,171
	75,000	FL HFA (Stoddert Arms Apartments)1		6.300			09/01/2036		09/01/2011	A		75,008
	165,000	FL HFA (Villas of Capri)1		6.100			04/01/2017		10/01/2010	A		165,305
	70,000	FL HFA (Wentworth Apartments)1		5.300			05/01/2039		05/01/2011	A		70,161
	550,000	FL HFA (Wentworth Apartments)1		5.375			11/01/2029		05/01/2011	A		551,815
	20,000	FL HFA (Wentworth Apartments)1		5.400			11/01/2034		11/01/2034			19,839
	50,000	FL HFA (Westlake Apartments)1		5.300			09/01/2031		03/01/2012	A		50,385
	75,000	FL HFA (Willow Lake Apartments)1		5.400			01/01/2032		02/01/2030	B		71,443
	25,000	FL HFA (Windchase Apartments)1		5.750			12/01/2017		12/01/2010	A		25,019
	95,000	FL HFA (Windchase Apartments)1		6.000			06/01/2039		06/01/2039			94,991
	220,000	FL HFA (Windchase Apartments)		6.000			06/01/2039		07/25/2034	B		219,991
	80,000	FL HFA (Windchase Apartments), Series C1		5.900			12/01/2027		06/01/2011	A		80,007
	810,000	FL HFA (Woodbridge Apartments)1		6.050			12/01/2016		12/01/2010	A		810,794
	1,750,000	FL HFA (Woodbridge Apartments)1		6.150			12/01/2026		12/01/2010	A		1,750,368
	3,525,000	FL HFA (Woodbridge Apartments)1		6.250			06/01/2036		12/01/2010	A		3,525,247
	25,000	FL HFA (Worthington Apartments)1		5.950			12/01/2015		12/01/2010	A		25,030
	280,000	FL HFA (Worthington Apartments)1		6.050			12/01/2025		12/01/2010	A		280,064
	230,000	FL HFA (Worthington Apartments)		6.200			12/01/2035		12/01/2010	A		230,016
	25,000	FL HFA, Series 31		6.200			07/01/2016		10/01/2010	A		25,045
	20,000	FL HFA, Series 31		6.300			07/01/2024		01/01/2011	A		21,384
	760,000	FL HFC		5.486	4		07/01/2030		01/01/2011	A		257,906
	13,795,000	FL HFC2		5.750			01/01/2037		01/01/2016	A		15,126,562
	15,000	FL HFC1		5.900			07/01/2021		01/01/2011	A		15,785
	10,000	FL HFC		5.950			01/01/2032		01/01/2011	A		10,009
	15,000	FL HFC (Andrews Place Apartments)1		5.000			11/01/2033		10/01/2013	A		15,080
	180,000	FL HFC (Ashton Lake Apartments)1		5.700			07/01/2033		01/01/2011	A		180,369
	125,000	FL HFC (Ashton Lake Apartments)1		5.875			01/01/2041		01/01/2011	A		125,285
	25,000	FL HFC (Ashton Point Apartments)1		5.750			07/01/2036		01/01/2011	A		25,053
	425,000	FL HFC (Bernwood Trace Associates)		5.832	4		12/01/2029		12/01/2011	A		136,854

30 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	450,000	FL HFC (Brittany of Rosemont)		6.250	%		07/01/2035		01/01/2011	A	$	450,050
	50,000	FL HFC (Deer Meadows Apartments)1		5.800			11/01/2019		11/01/2011	A		50,566
	45,000	FL HFC (Deer Meadows Apartments)1		5.875			11/01/2025		11/01/2010	A		45,491
	20,000	FL HFC (Grande Court Apartments)1		5.375			02/15/2035		02/15/2012	A		20,150
	15,000	FL HFC (Hampton Court Apartments)1		5.600			03/01/2032		03/01/2011	A		15,057
	100,000	FL HFC (Holly Cove Apartments)1		6.150			10/01/2025		10/01/2010	A		100,031
	45,000	FL HFC (Homeowner Mtg.)1		5.350			01/01/2021		10/01/2010	A		45,040
	30,000	FL HFC (Homeowner Mtg.)1		5.500			07/01/2012		01/01/2011	A		30,802
	110,000	FL HFC (Homeowner Mtg.)		5.580	4		01/01/2029		12/21/2024	B		39,788
	20,000	FL HFC (Homeowner Mtg.)1		5.750			07/01/2017		01/01/2011	A		20,210
	6,235,000	FL HFC (Homeowner Mtg.)1		5.750			01/01/2037		01/01/2016	A		6,836,615
	45,000	FL HFC (Hunters Ridge-Deerwood)1		5.300			12/01/2028		12/01/2010	A		45,072
	120,000	FL HFC (Leigh Meadows Apartments)1		6.300			09/01/2036		09/01/2011	A		120,013
	50,000	FL HFC (Logan Heights Apartments)1		5.700			04/01/2021		10/01/2011	A		50,164
	120,000	FL HFC (Logan Heights Apartments)1		5.850			10/01/2033		03/04/2031	B		118,358
	150,000	FL HFC (Logan Heights Apartments)1		6.000			10/01/2039		10/01/2039			150,000
	20,000	FL HFC (Logan’s Pointe Apartments)1		5.900			12/01/2019		12/01/2010	A		20,329
	5,065,000	FL HFC (Logan’s Pointe Apartments)1		6.000			06/01/2039		12/01/2011	A		5,136,366
	200,000	FL HFC (Logan’s Pointe Apartments)		6.276	4		12/01/2029		12/01/2010	A		60,584
	25,000	FL HFC (Marina Bay Apartments)1		5.750			08/01/2033		02/01/2011	A		25,074
	125,000	FL HFC (Peacock Run Apartments)1		5.400			08/01/2042		08/01/2012	A		126,076
	350,000	FL HFC (Raceway Pointe Apartments)1		5.950			09/01/2032		09/01/2011	A		351,376
	110,000	FL HFC (Raceway Pointe Partners)1		5.750			09/01/2027		03/29/2024	B		109,524
	15,000	FL HFC (River Trace Senior Apartments)1		5.700			07/01/2035		01/01/2011	A		15,030
	20,000	FL HFC (Sanctuary Winterlakes)1		5.850			09/01/2026		09/01/2011	A		20,219
	250,000	FL HFC (Spring Harbor Apartments)		5.500			08/01/2019		08/01/2011	A		251,828
	95,000	FL HFC (Spring Harbor Apartments)1		5.900			08/01/2039		08/01/2011	A		94,999
	20,000	FL HFC (Waterbridge Apartments)1		5.125			08/01/2027		05/04/2027	B		18,449
	50,000	FL HFC (Waverly Apartments)		6.200			07/01/2035		07/01/2012	A		51,047
	295,000	FL HFC (Westwood Apartments)1		5.450			02/01/2041		02/01/2011	A		295,504
	40,000	FL HFC (Winterlakes Sanctuary), Series H-11		6.000			09/01/2032		09/01/2011	A		40,436
	180,000	FL HFC (Woodridge Apartments)1		5.850			10/01/2033		01/29/2032	B		177,538
	35,000	FL HFC (Woodridge Apartments)1		6.000			10/01/2039		03/03/2037	B		35,000
	50,000	FL HFC (Woods Vero Beach)1		5.750			10/01/2024		10/01/2011	A		50,406
	1,500,000	FL Intergovernmental Finance Commission		5.125			02/01/2031		02/01/2011	A		1,502,160
	7,900,000	FL Municipal Loan Council1		5.375			11/01/2030		11/01/2011	A		7,977,973
	95,000	FL Ports Financing Commission		5.125			06/01/2011		12/01/2010	A		95,314
	470,000	FL Ports Financing Commission1		5.375			06/01/2016		12/01/2010	A		470,992
	1,635,000	FL Ports Financing Commission1		5.375			06/01/2027		12/01/2010	A		1,635,916
	25,000	FL Ports Financing Commission1		5.500			10/01/2018		10/01/2010	A		25,164
	55,000	FL Ports Financing Commission1		5.500			10/01/2023		10/01/2011	A		55,325

31 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	955,000	FL Ports Financing Commission1		5.500	%		10/01/2029		10/01/2011	A	$	960,291
	25,000	FL State Board of Regents (Florida International University)1		5.375			07/01/2016		01/01/2011	A		25,094
	5,000	FL State Board of Regents (University Central Florida)		6.000			10/01/2013		10/01/2010	A		5,022
	550,000	FL State Governmental Utility Authority (Sarasota Utility System)1		5.250			10/01/2018		10/01/2010	A		553,383
	10,000	Gainesville, FL Utilities System1		6.000			10/01/2014		10/01/2010	A		10,045
	600,000	Gulf Breeze, FL GO1		6.050			12/01/2015		12/01/2010	A		601,662
	105,000	Halifax, FL Hospital Medical Center1		5.200			04/01/2018		04/01/2011	A		105,035
	1,165,000	Halifax, FL Hospital Medical Center		5.250			06/01/2026		06/01/2016	A		1,189,861
	805,000	Highlands, FL Community Devel. District5		5.000			05/01/2011		05/01/2011			401,132
	2,000,000	Hillsborough County, FL IDA (National Gypsum Company)1		7.125			04/01/2030		04/01/2030			1,940,680
	95,000	Jacksonville, FL Capital Improvement (Gator Bowl)1		5.250			10/01/2025		10/01/2010	A		95,255
	3,665,000	Jacksonville, FL EDC (Met Packaging Solutions)1		5.500			10/01/2030		10/01/2015	A		3,754,976
	5,555,000	Jacksonville, FL EDC (Met Packaging Solutions)1		5.875			06/01/2025		06/01/2016	A		5,803,086
	2,910,000	Jacksonville, FL EDC (Met Packaging Solutions)1		5.875			06/01/2031		06/01/2016	A		3,025,382
	10,000	Jacksonville, FL Hsg. (Windermere Manor)		5.875			03/20/2028		03/20/2011	A		10,012
	4,920,000	Jacksonville, FL Port Authority1		5.625			11/01/2026		11/01/2010	A		4,923,690
	20,000	Jacksonville, FL Port Authority1		5.700			11/01/2021		11/01/2010	A		20,024
	555,000	Jacksonville, FL Port Authority1		5.700			11/01/2030		11/01/2010	A		555,327
	13,020,000	Jacksonville, FL Port Authority1		6.000			11/01/2038		11/01/2012	A		13,405,392
	5,000	Jacksonville, FL Sales Tax (River City Renaissance)1		5.125			10/01/2018		10/01/2010	A		5,009
	13,900,000	Lake County, FL School Board COP		5.000			06/01/2030		06/01/2015	A		14,168,409
	165,000	Lakeland, FL Hospital System (Lakeland Regional Medical Center)1		5.250			11/15/2016		11/15/2010	A		165,300
	40,000	Lakeland, FL Hospital System (Lakeland Regional Medical Center)1		5.250			11/15/2025		11/15/2010	A		40,024
	25,000	Lakeland, FL Light & Water1		5.750			10/01/2019		10/01/2010	A		27,032
	4,550,000	Lee County, FL Airport1		5.750			10/01/2025		10/01/2011	A		4,601,370
	85,000	Lee County, FL Airport1		6.000			10/01/2029		10/01/2011	A		85,970
	15,480,000	Lee County, FL Airport1		6.000			10/01/2032		10/01/2010	A		15,653,376
	20,000	Lee County, FL COP (Master Lease)		5.125			10/01/2012		10/01/2011	A		20,061
	15,000	Lee County, FL Passenger Facility Charge1		5.000			10/01/2011		10/01/2011			15,048
	50,000	Lee County, FL Passenger Facility Charge1		5.000			10/01/2013		10/01/2010	A		50,126
	260,000	Lee County, FL Passenger Facility Charge1		5.000			10/01/2018		11/05/2016	A		260,283
	90,000	Lexington Oaks, FL Community Devel. District1		6.700			05/01/2033		05/01/2012	A		92,601
	10,000	Manatee County, FL HFA (Single Family Mtg.)1		5.500			03/01/2035		05/01/2011	C		10,433
	5,000	Manatee County, FL HFA, Series A5,6		9.125			06/01/2016		03/05/2014	B		4,796

32 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	20,000	Manatee County, FL Port Authority1		5.400	%		10/01/2013		10/01/2010	A	$	20,057
	35,000	Martin County, FL Health Facilities Authority (Martin Memorial Medical Center)1		5.250			11/15/2020		11/15/2010	A		35,009
	10,125,000	Martin County, FL IDA (Indiantown Cogeneration)1		7.875			12/15/2025		12/15/2010	A		10,226,250
	270,000	Martin County, FL IDA (Indiantown Cogeneration)1		8.050			12/15/2025		12/15/2010	A		272,700
	70,000	Miami, FL Community Redevel. (Southeast Overtown/Park West)1		8.500			10/01/2015		10/01/2010	A		70,263
	5,705,000	Miami-Dade County, FL (Parks Program)1		6.000			11/01/2024		11/01/2010	A		5,783,044
	25,000	Miami-Dade County, FL Aviation1		5.250			10/01/2015		10/01/2010	A		25,053
	50,000	Miami-Dade County, FL Aviation1		5.250			10/01/2017		10/01/2010	A		50,078
	15,000	Miami-Dade County, FL Aviation (Miami International Airport)1		5.250			10/01/2022		10/01/2012	A		15,486
	2,650,000	Miami-Dade County, FL Aviation (Miami International Airport)		5.375			10/01/2025		10/01/2012	A		2,728,467
	5,000,000	Miami-Dade County, FL Aviation (Miami International Airport)1		5.750			10/01/2018		10/01/2012	A		5,261,350
	3,500,000	Miami-Dade County, FL Aviation (Miami International Airport)1		5.750			10/01/2020		10/01/2012	A		3,669,365
	50,000	Miami-Dade County, FL Aviation (Miami International Airport)1		5.750			10/01/2024		10/01/2012	A		50,680
	4,175,000	Miami-Dade County, FL Aviation (Miami International Airport)1		6.000			10/01/2024		10/01/2010	A		4,223,597
	5,310,000	Miami-Dade County, FL Aviation (Miami International Airport)1		6.000			10/01/2029		10/01/2012	A		5,369,950
	25,000	Miami-Dade County, FL HFA (Country Club Villas Apartments)1		6.000			10/01/2015		04/01/2011	A		25,274
	35,000	Miami-Dade County, FL HFA (Country Club Villas Apartments)1		6.050			10/01/2019		04/01/2011	A		35,319
	20,000	Miami-Dade County, FL HFA (Country Club Villas Apartments)1		6.100			10/01/2029		04/01/2011	A		20,130
	5,000,000	Miami-Dade County, FL HFA (Country Club Villas Apartments)1		6.200			10/01/2039		04/01/2011	A		5,030,900
	1,235,000	Miami-Dade County, FL HFA (Homeownership Mtg.)1		5.450			10/01/2038		11/08/2013	B		1,245,498
	200,000	Miami-Dade County, FL HFA (Marbrisa Apartments)1		6.050			08/01/2029		02/01/2011	A		201,750
	1,335,000	Miami-Dade County, FL HFA (Sunset Bay Apartments)1		6.050			01/01/2041		01/01/2013	A		1,364,997
	3,280,000	Miami-Dade County, FL IDA (BAC Funding Corp.)1		5.250			10/01/2020		10/01/2010	A		3,357,080
	75,000	Miami-Dade County, FL Public Service Tax Revenue (UMSA Public Improvements)1		5.250			10/01/2016		10/01/2010	A		75,543

33 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	20,000	Miami-Dade County, FL Special Obligation, Series B		5.426	%4		10/01/2031		10/01/2031		$	5,480
	25,000	Naples, FL Hospital Revenue (Naples Community Hospital)		5.375			10/01/2011		10/01/2010	A		25,056
	10,000	North Palm Beach Heights, FL Water Control District, Series A1		6.500			10/01/2012		10/01/2010	A		10,049
	30,000	North Palm Beach Heights, FL Water Control District, Series B1		6.500			10/01/2012		10/01/2010	A		30,147
	25,000	Oakland Park, FL Utilities System1		5.250			09/01/2014		10/01/2010	A		25,023
	275,000	Oakland, FL Charter School1		6.950			12/01/2015		12/01/2015			291,816
	20,000	Ocoee, FL Water & Sewer System1		5.375			10/01/2016		10/01/2010	A		20,065
	25,000	Okaloosa County, FL Airport1		5.500			10/01/2023		09/08/2019	B		24,885
	1,215,000	Orange County, FL HFA1		5.650			09/01/2034		09/01/2013	A		1,274,802
	20,000	Orange County, FL HFA (Homeowner)1		5.000			09/01/2017		02/01/2012	C		20,555
	20,000	Orange County, FL HFA (Homeowner)1		5.450			09/01/2022		12/01/2012	C		20,674
	30,000	Orange County, FL HFA (Homeowner)1		5.500			09/01/2027		03/01/2012	A		30,828
	40,000	Orange County, FL HFA (Loma Vista)1		5.400			09/01/2019		03/01/2011	A		40,108
	15,000	Orange County, FL HFA (Loma Vista)1		5.450			09/01/2024		04/01/2011	A		15,015
	120,000	Orange County, FL HFA (Loma Vista)1		5.500			03/01/2032		09/01/2024	B		117,047
	620,000	Orange County, FL HFA (Seminole Pointe)1		5.650			12/01/2017		06/01/2011	A		621,445
	1,200,000	Orlando, FL Tourist Devel. Tax1		5.250			11/01/2023		11/01/2017	A		1,236,564
	235,000	Osceola County, FL HFA (Tierra Vista Apartments)		5.800			12/01/2029		12/01/2010	A		235,197
	45,000	Pace, FL Property Finance Authority1		5.375			09/01/2020		03/01/2011	A		45,027
	120,000	Palm Beach County, FL Health Facilities Authority (ACTS Retirement/Life Communities)1		5.125			11/15/2029		10/17/2029	B		117,770
	100,000	Palm Beach County, FL Health Facilities Authority (Jupiter Medical Center)1		5.250			08/01/2018		02/01/2011	A		100,151
	210,000	Palm Beach County, FL Health Facilities Authority (Jupiter Medical Center)1		5.250			08/01/2023		02/01/2011	A		210,221
	5,000	Palm Beach County, FL Health Facilities Authority (Life Care Retirement Communities)		5.500			10/01/2011		10/01/2010	A		5,011
	45,000	Palm Beach County, FL HFA (Chelsea Commons Apartments)		5.600			12/01/2012		12/01/2010	A		45,103
	135,000	Palm Beach County, FL HFA (Chelsea Commons Apartments)1		5.800			12/01/2017		12/01/2010	A		136,345
	400,000	Palm Beach County, FL HFA (Chelsea Commons Apartments)1		5.850			12/01/2022		12/01/2010	A		400,508
	250,000	Palm Beach County, FL HFA (Chelsea Commons Apartments)1		5.900			06/01/2029		12/01/2010	A		250,228
	80,000	Palm Beach County, FL HFA (Golden Lake Hsg. Assoc.)		6.100			08/01/2029		02/01/2011	A		80,093

34 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	130,000	Palm Beach County, FL HFA (Pinnacle Palms Apartments)1		5.650	%		07/01/2031		06/01/2011	A	$	130,902
	945,000	Palm Beach County, FL HFA (Windsor Park Apartments)1		5.850			12/01/2033		12/01/2010	A		945,246
	230,000	Palm Beach County, FL HFA (Windsor Park Apartments)1		5.900			06/01/2038		12/01/2010	A		230,067
	1,100,000	Palm Glades, FL Community Devel. District1		4.850			05/01/2011		05/01/2011			781,330
	850,000	Pasco County, FL HFA (Pasco Woods)1		5.800			08/01/2029		02/01/2011	A		852,737
	20,000	Pensacola, FL Airport1		5.625			10/01/2014		10/01/2010	A		20,068
	50,000	Pensacola, FL Airport1		6.125			10/01/2018		10/01/2010	A		50,189
	20,000	Pinellas County, FL HFA1		5.500			03/01/2036		09/01/2014	A		20,112
	1,200,000	Pinellas County, FL HFA (Oaks of Clearwater)1		6.250			06/01/2034		12/01/2013	A		1,226,784
	3,395,000	Pinellas County, FL HFA (Oaks of Clearwater)1		6.375			06/01/2019		12/01/2013	A		3,598,530
	25,000	Pinellas County, FL HFA (Single Family Hsg.)1		5.450			09/01/2034		03/01/2011	C		26,538
	13,020,000	Polk County, FL School Board COP1		5.500			01/01/2025		01/01/2011	A		13,291,337
	80,000	Port Everglades, FL Authority, Series A1		5.000			09/01/2016		03/01/2011	A		82,140
	25,000	Port Palm Beach, FL District1		5.300			09/01/2014		03/01/2011	A		25,045
	20,000	Port Palm Beach, FL District1		5.500			09/01/2019		03/01/2011	A		20,018
	145,000	Port Palm Beach, FL District1		5.500			09/01/2024		03/01/2011	A		145,051
	285,000	Santa Rosa Bay, FL Bridge Authority		6.250			07/01/2028		03/10/2026	B		138,704
	1,280,000	St. Johns County, FL IDA (World Golf Foundation)1		5.500			09/01/2016		09/01/2011	A		1,319,706
	25,000	St. Johns County, FL IDA (World Golf Foundation)1		5.500			03/01/2017		03/01/2011	A		25,039
	1,420,000	St. Johns County, FL IDA (World Golf Foundation)1		5.500			09/01/2017		09/01/2011	A		1,460,853
	1,300,000	St. Johns County, FL IDA (World Golf Foundation)1		5.500			09/01/2018		09/01/2011	A		1,335,256
	75,000	St. Lucie, FL West Services District1		6.000			10/01/2022		10/01/2012	A		76,775
	30,000	St. Petersburg Beach, FL GO1		5.250			10/01/2013		10/01/2010	A		30,113
	2,865,000	Sumter Landing, FL Community Devel. District1		5.000			10/01/2020		10/01/2015	A		2,920,810
	4,550,000	Tallahassee, FL Health Facilities (Tallahassee Memorial Healthcare)1		6.250			12/01/2020		12/01/2010	A		4,637,178
	75,000	Tallahassee, FL Health Facilities (Tallahassee Memorial Medical Center)1		6.000			12/01/2015		12/01/2010	A		75,178
	1,300,000	Tallahassee, FL Lease (Florida State University Schools)1		5.250			08/01/2023		08/01/2011	A		1,316,705
	1,130,000	Tamarac, FL Industrial Devel. (Sunbelt Precision Products)1		6.500			08/01/2017		11/03/2014	B		1,120,067
	20,000	University Central Florida (Parking Facility)1		5.300			07/01/2015		07/01/2011	A		20,073
	25,000	University of South Florida (University Bookstore)		6.000			07/01/2014		01/01/2011	A		25,098
	685,000	Village, FL Community Devel. District1		7.625			05/01/2017		11/01/2010	C		686,240

35 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Florida Continued
$	100,000	Volusia County, FL Educational Facility Authority (Embry-Riddle Aeronautical University)1		5.500	%		10/15/2014		10/15/2014		$	100,216
	4,380,000	Volusia County, FL Educational Facility Authority (Embry-Riddle Aeronautical University)1		5.750			10/15/2029		10/15/2010	A		4,385,256
	300,000	Volusia County, FL Educational Facility Authority (Stetson University)1		5.250			06/01/2019		06/01/2011	A		300,273
	250,000	Volusia County, FL Educational Facility Authority (Stetson University)1		5.500			06/01/2016		06/01/2011	A		250,790
	100,000	Volusia County, FL Educational Facility Authority (Stetson University)1		5.500			06/01/2022		12/01/2010	A		100,340
	10,000	Volusia County, FL HFA (Spring Arbor Apartments)1		5.200			08/01/2023		02/01/2011	A		10,009
	1,000,000	Waterford Estates, FL Community Devel. District Special Assessment5,6		5.125			05/01/2013		05/01/2013			297,800
	1,000,000	Watergrass, FL Community Devel. District Special Assessment1		4.875			11/01/2010		11/01/2010			809,400
												254,912,154
Georgia—2.7%
	70,000	Acworth, GA Hsg. Authority (Wingate Falls Apartments)		6.125			03/01/2017		10/01/2010	A		70,124
	115,000	Acworth, GA Hsg. Authority (Wingate Falls Apartments)1		6.200			03/01/2027		10/01/2010	A		115,144
	700,000	Albany-Dougherty, GA Payroll Devel. Authority (Proctor & Gamble Company)1		5.300			05/15/2026		11/15/2010	A		700,392
	5,625,000	Atlanta, GA Airport1		5.625			01/01/2025		01/01/2013	A		5,664,938
	65,000	Atlanta, GA Airport1		5.625			01/01/2030		01/01/2012	A		65,462
	15,000	Atlanta, GA Airport1		5.750			01/01/2020		01/01/2011	A		15,171
	50,000	Atlanta, GA Airport1		5.875			01/01/2016		01/01/2011	A		50,676
	200,000	Atlanta, GA Airport1		5.875			01/01/2017		01/01/2011	A		202,686
	2,045,000	Atlanta, GA Devel. Authority Student Hsg. (Clark Atlanta University)1		6.000			07/01/2036		02/25/2032	B		1,429,046
	140,000	Atlanta, GA Devel. Authority Student Hsg. (Clark Atlanta University)1		6.250			07/01/2036		05/13/2032	B		101,308
	40,000	Atlanta, GA GO1		5.000			12/01/2016		12/01/2010	A		46,036
	20,000	Atlanta, GA Hsg. Authority (Village at Castleberry)1		5.300			02/20/2029		02/20/2011	A		20,054
	75,000	Atlanta, GA Hsg. Authority (Village at Castleberry)1		5.400			02/20/2039		02/20/2011	A		75,167
	700,000	Atlanta, GA Tax Allocation (Eastside)1		5.625			01/01/2016		02/05/2013	C		770,042
	250,000	Atlanta, GA Urban Residential Finance Authority (Fulton Cotton Mill)1		6.000			05/20/2017		11/20/2010	A		250,428

36 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Georgia Continued
$	185,000	Atlanta, GA Urban Residential Finance Authority (Fulton Cotton Mill)		6.125	%		05/20/2027		11/20/2010	A	$	185,248
	100,000	Atlanta, GA Urban Residential Finance Authority (John Hope Community Partnership)1		5.550			11/20/2037		11/20/2010	A		100,057
	220,000	Atlanta, GA Water & Wastewater Authority1		6.000			11/01/2028		11/01/2019	A		250,092
	350,000	Atlanta, GA Water & Wastewater Authority1		6.250			11/01/2039		11/01/2019	A		399,035
	100,000	Burke County, GA Devel. Authority (Georgia Power Company)1		5.450			05/01/2034		05/01/2011	A		100,018
	15,000	Chatham County, GA Hospital Authority (Memorial Health Medical Center)1		6.000			01/01/2017		07/01/2012	A		15,311
	50,000	Chatham County, GA Hospital Authority (Memorial Health University Medical Center/ Memorial Health Obligated Group)1		5.750			01/01/2029		01/01/2014	A		50,127
	2,490,000	Chatham County, GA Hospital Authority (Memorial Medical Center-Savannah)1		5.250			01/01/2016		01/01/2011	A		2,491,768
	2,080,000	Chatham County, GA Hospital Authority (Memorial Medical Center-Savannah)1		5.500			01/01/2021		01/01/2011	A		2,080,582
	385,000	Chatham County, GA Hospital Authority (Memorial Medical Center-Savannah)1		5.700			01/01/2019		01/01/2011	A		385,262
	18,875,000	Chatham County, GA Hospital Authority (Memorial Medical Center-Savannah)1		6.125			01/01/2024		07/01/2012	A		19,133,588
	95,000	Clayton County, GA Hsg. Authority (Pointe Clear Apartments)1		5.650			07/01/2017		10/01/2010	A		95,126
	105,000	Clayton County, GA Hsg. Authority (Pointe Clear Apartments)		5.750			07/01/2029		10/01/2010	A		105,084
	5,000	Cobb County, GA Hsg. Authority (Garrison Plantation)1		5.750			07/01/2014		03/01/2011	A		5,016
	15,000	Colquitt County, GA Hospital Authority Anticipation Certificates1		5.500			03/01/2016		03/01/2011	A		15,271
	9,090,000	East Point, GA (Camp Creek), Series B1		8.000			02/01/2026		08/01/2012	A		9,280,254
	895,000	Fulton County, GA Devel. Authority (Catholic Health East)1		5.250			11/15/2020		05/15/2019	A		997,299
	915,000	Fulton County, GA Devel. Authority (Catholic Health East)1		5.500			11/15/2021		05/15/2019	A		1,022,018
	20,000	Fulton County, GA Devel. Authority (Cauley Creek Water)1		5.250			02/01/2021		02/01/2011	A		20,080
	45,000	Fulton County, GA Devel. Authority (Clark Atlanta University)1		5.375			01/01/2020		06/02/2016	B		42,776
	305,000	Fulton County, GA Devel. Authority (Clark Atlanta University)1		5.375			01/01/2020		01/01/2011	A		305,119
	20,000	Fulton County, GA Hospital Authority (Northside Hospital)1		5.375			10/01/2012		04/01/2011	A		20,037

37 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Georgia Continued
$	22,250,000	GA George L. Smith II Congress Center Authority (Domed Stadium)2		5.500	%		07/01/2020		07/01/2011	A	$	22,499,703
	110,000	GA George L. Smith II World Congress Center Authority (Domed Stadium)1		5.500			07/01/2020		07/01/2011	A		111,261
	5,000,000	GA George L. Smith II World Congress Center Authority (Domed Stadium)1		5.700			07/01/2013		07/01/2011	A		5,065,650
	20,000	GA HFA (Lake Vista Apartments)1		5.950			01/01/2027		01/01/2011	A		20,025
	15,000	GA HFA (Single Family Mtg.)1		5.100			12/01/2020		12/01/2010	A		15,107
	15,000	GA HFA (Single Family Mtg.)1		5.125			06/01/2019		12/01/2010	A		15,013
	15,000	GA HFA (Single Family Mtg.)1		5.300			12/01/2022		06/01/2011	A		15,100
	595,000	GA HFA (Single Family Mtg.)1		5.350			12/01/2022		12/14/2011	A		602,217
	90,000	GA HFA (Single Family Mtg.)1		5.500			12/01/2032		12/01/2011	A		90,752
	30,000	GA HFA (Single Family Mtg.)1		5.550			12/01/2026		12/01/2010	A		30,899
	30,000	GA Hsg. & Finance Authority (Cornerstone/Progressive Grove)1		5.950			01/01/2027		01/01/2011	A		30,037
	2,860,000	GA Main Street Natural Gas1		5.000			03/15/2014		03/15/2014			3,073,814
	10,000	GA Municipal Assoc. (Atlanta Detention Center)1		5.000			12/01/2023		12/01/2010	A		10,061
	55,000	GA Municipal Gas Authority (Warner Robins)1		6.125			01/01/2026		01/01/2011	A		55,208
	40,000	GA Private Colleges & University Authority (Mercer University)1		5.250			10/01/2013		10/01/2011	A		40,282
	50,000	GA Private Colleges & University Authority (Mercer University)1		5.250			10/01/2020		10/01/2011	A		50,280
	20,000	GA Private Colleges & University Authority (Mercer University)1		5.250			10/01/2025		10/01/2011	A		20,066
	5,000	Hinesville, GA Leased Hsg. Corp. (Regency Park)1		7.250			01/15/2011		01/15/2011			5,047
	4,465,000	Lawrenceville, GA Hsg. Authority (Knollwood Park Apartments)1		6.250			12/01/2029		03/01/2011	A		4,751,608
	45,000	Macon-Bibb County, GA Industrial Authority1		6.000			05/01/2013		11/01/2010	A		45,151
	140,000	Macon-Bibb County, GA Industrial Authority1		6.100			05/01/2018		11/01/2010	A		140,281
	1,000,000	McDuffie County, GA County Devel. Authority (Temple-Inland)1		6.950			12/01/2023		09/02/2015	A		1,001,490
	65,000	Richmond County, GA Devel. Authority (International Paper Company)1		5.400			02/01/2023		02/01/2011	A		65,012
	50,000	Richmond County, GA Devel. Authority (International Paper Company)1		5.800			12/01/2020		12/01/2010	A		50,034
	195,000	Richmond County, GA Devel. Authority (International Paper Company)1		6.250			02/01/2025		02/01/2013	A		197,744
	10,000	Rome, GA New Public Hsg. Authority1		5.750			11/01/2010		11/01/2010			10,048
	10,000	Savannah, GA Hospital Authority (St. Joseph’s Hospital/Candler Hospital Obligated Group)1		5.250			07/01/2014		01/01/2011	A		10,064

38 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Georgia Continued
$	235,000	Vienna, GA Water & Sewer (Tyson Foods)1		5.625	%		09/01/2012		10/13/2010	B	$	227,475
	4,525,000	Ware County, GA Hospital Authority (Satilla Health Services)1		5.500			03/01/2020		08/01/2013	A		4,657,854
												89,583,125
Hawaii—1.6%
	120,000	HI Airports System1		5.250			07/01/2021		07/01/2011	A		121,218
	6,770,000	HI Airports System1		5.625			07/01/2018		07/01/2011	A		6,969,512
	150,000	HI Airports System1		5.750			07/01/2016		07/01/2011	A		154,572
	2,640,000	HI Dept. of Budget & Finance (Hawaiian Electric Company)1		6.150			01/01/2020		01/01/2011	A		2,645,491
	20,000	HI Dept. of Budget & Finance Special Purpose (Hawaii Pacific Health)1		6.400			07/01/2013		08/15/2011	C		20,807
	25,000	HI Dept. of Budget & Finance Special Purpose (Hawaiian Electric Company)1		5.500			12/01/2014		12/01/2010	A		25,126
	100,000	HI Dept. of Budget & Finance Special Purpose (Hawaiian Electric Company)1		5.650			10/01/2027		10/01/2013	A		103,113
	14,405,000	HI Dept. of Budget & Finance Special Purpose (Hawaiian Electric Company)1		5.700			07/01/2020		07/01/2011	A		14,567,344
	14,050,000	HI Dept. of Budget & Finance Special Purpose (Hawaiian Electric Company)1		5.750			12/01/2018		12/01/2010	A		14,176,310
	7,200,000	HI Dept. of Budget & Finance Special Purpose (Hawaiian Electric Company)1		6.200			11/01/2029		11/01/2010	A		7,210,008
	1,025,000	HI Harbor System, Series A1		5.750			07/01/2017		07/01/2011	A		1,037,269
	4,285,000	HI Harbor System, Series A1		5.750			07/01/2029		07/01/2011	A		4,343,619
	50,000	HI HFDC (Single Family Mtg.)1		5.750			07/01/2030		01/01/2011	A		50,639
	375,000	Kuakini, HI Health System (Kuakini Health System/Kuakini Medical Center/Kuakini Geriatric Care Obligated Group)1		6.375			07/01/2032		07/01/2012	A		377,325
												51,802,353
Idaho—0.1%
	20,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		5.250			07/01/2011		01/01/2011	A		20,207
	145,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		5.300			07/01/2027		01/01/2016	A		150,568
	10,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		5.400			07/01/2018		01/01/2011	A		10,357
	20,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		5.400			07/01/2020		07/01/2011	A		20,714
	100,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		5.550			07/01/2016		01/01/2011	A		102,766
	15,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		5.600			07/01/2021		10/18/2010	C		15,136
	180,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		5.625			07/01/2015		01/01/2011	A		185,206
	10,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		5.750			07/01/2016		01/01/2011	A		10,310
	20,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		6.000			07/01/2029		01/01/2011	A		20,205
	10,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		6.050			01/01/2026		01/01/2011	A		10,014
	5,000	ID Hsg. & Finance Assoc. (Single Family Mtg.)1		6.350			07/01/2016		01/01/2011	A		5,009
	5,000	ID Hsg. & Finance Assoc. (Single Family Mtg.), Series H-2		6.200			07/01/2028		01/01/2011	A		5,100

39 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Idaho Continued
$	10,000	ID Hsg. Agency (Multifamily Hsg.)		6.500	%		07/01/2011		01/01/2011	A	$	10,036
	15,000	ID Hsg. Agency (Multifamily Hsg.)1		6.700			07/01/2024		01/01/2011	A		15,023
	40,000	ID Hsg. Agency (Single Family Mtg.)1		6.450			07/01/2027		01/01/2011	A		40,219
	5,000	ID Hsg. Agency (Single Family Mtg.)1		6.700			07/01/2027		01/01/2011	A		5,008
	5,000	ID Hsg. Agency (Single Family Mtg.), Series A1		6.125			07/01/2026		12/19/2010	A		5,151
	10,000	Malad, ID Water1		5.500			03/01/2014		03/01/2011	A		10,121
	2,035,000	Pocatello, ID Devel. Authority Revenue Allocation Tax Increment, Series A1		5.500			08/01/2017		02/08/2014	B		1,959,685
	1,000,000	Power County, ID Pollution Control (FMC Corp.)		5.625			10/01/2014		10/01/2010	A		1,000,250
												3,601,085
Illinois—11.7%
	850,000	Bedford Park, IL Tax1		5.125			12/30/2018		01/11/2018	B		786,157
	715,000	Bryant, IL Pollution Control (Central Illinois Light Company)1		5.900			08/01/2023		02/01/2011	A		716,015
	75,000	Bryant, IL Pollution Control (Central Illinois Light Company)1		5.900			08/01/2023		02/01/2011	A		75,107
	31,000,000	Centerpoint, IL Intermodal Center Program1		7.500	7		06/15/2023		12/15/2010	D		32,050,900
	70,000	Chicago, IL (Single Family Mtg.), Series A1		7.150			09/01/2031		03/01/2011	A		71,945
	1,575,000	Chicago, IL Board of Education1		5.500			12/01/2023		12/01/2010	A		1,585,253
	20,000	Chicago, IL Metropolitan Hsg. Devel. Corp.1		6.850			07/01/2022		01/01/2011	A		20,043
	240,000	Chicago, IL Midway Airport1		5.750			01/01/2017		01/01/2011	A		240,542
	65,000	Chicago, IL Midway Airport, Series A1		5.000			01/01/2028		01/01/2011	A		65,023
	33,305,000	Chicago, IL Midway Airport, Series A1		5.500			01/01/2029		01/01/2011	A		33,339,304
	1,250,000	Chicago, IL Midway Airport, Series B1		5.625			01/01/2029		11/21/2010	A		1,250,900
	5,400,000	Chicago, IL Midway Airport, Series B1		5.750			01/01/2022		01/01/2011	A		5,407,182
	25,000	Chicago, IL Multifamily Hsg. (Archer Courts Apartments)1		5.500			12/20/2019		10/20/2011	A		25,281
	50,000	Chicago, IL Multifamily Hsg. (Bryne Mawr/Belle)1		5.800			06/01/2033		12/01/2010	A		50,517
	75,000	Chicago, IL Multifamily Hsg. (Hearts United Apartments)1		5.600			01/01/2041		01/01/2016	A		78,566
	25,000	Chicago, IL Multifamily Hsg. (St. Edmund’s Village)1		6.125			09/20/2024		09/20/2011	A		25,289
	3,410,000	Chicago, IL O’Hare International Airport1		5.375			01/01/2019		01/01/2012	A		3,469,470
	4,630,000	Chicago, IL O’Hare International Airport		5.500			01/01/2016		01/01/2011	A		4,630,000
	525,000	Chicago, IL O’Hare International Airport1		5.500			01/01/2024		01/01/2012	A		532,130
	5,000,000	Chicago, IL O’Hare International Airport1		5.625			01/01/2020		01/01/2012	A		5,090,300
	8,000,000	Chicago, IL O’Hare International Airport1		5.750			01/01/2023		01/01/2014	A		8,453,760
	53,570,000	Chicago, IL O’Hare International Airport1		6.000			01/01/2029		01/01/2014	A		56,377,604
	60,000	Chicago, IL O’Hare International Airport (General Airport)1		5.250			01/01/2030		01/01/2014	A		61,370

40 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Illinois Continued
$	60,000	Chicago, IL O’Hare International Airport (General Airport)1		5.250	%		01/01/2034		01/01/2014	A	$	60,289
	5,655,000	Chicago, IL O’Hare International Airport (General Airport)1		5.250			01/01/2034		01/01/2014	A		5,755,885
	5,000	Chicago, IL O’Hare International Airport (General Airport)1		5.500			01/01/2011		01/01/2011			5,019
	10,000,000	Chicago, IL O’Hare International Airport (General Airport)1		5.500			01/01/2016		01/01/2011	A		10,128,800
	5,250,000	Chicago, IL O’Hare International Airport (General Airport)1		5.750			01/01/2020		01/01/2012	A		5,407,920
	5,000	Chicago, IL O’Hare International Airport (General Airport), Series A1		5.250			01/01/2023		01/01/2012	A		5,083
	3,520,000	Chicago, IL O’Hare International Airport (General Airport), Series A1		5.375			01/01/2032		01/01/2012	A		3,547,667
	130,000	Chicago, IL O’Hare International Airport (General Airport), Series A		5.500			01/01/2016		01/01/2011	A		130,447
	7,015,000	Chicago, IL O’Hare International Airport (Passenger Facility Charge)1		5.350			01/01/2026		01/01/2012	A		7,104,792
	13,235,000	Chicago, IL O’Hare International Airport (Passenger Facility Charge)1		5.375			01/01/2032		01/01/2012	A		13,353,453
	1,350,000	Chicago, IL Tax Increment COP (Metramarket Chicago)		6.870			02/15/2024		05/06/2015	A		1,419,822
	12,280,000	Hodgkins, IL Environmental Improvement (Metropolitan Biosolids Management)1		6.000			11/01/2015		11/01/2010	A		12,293,140
	1,500,000	IL COP1		6.375			07/01/2017		01/01/2011	A		1,504,155
	175,000	IL Dept. of Central Management Services COP1		6.150			07/01/2013		07/01/2011	A		175,705
	15,000	IL Dept. of Central Management Services COP1		6.200			07/01/2014		01/01/2011	A		15,061
	7,245,000	IL Dept. of Central Management Services COP1		6.200			07/01/2017		01/01/2011	A		7,328,173
	565,000	IL Devel. Finance Authority (Adams County Mental Health Center/Adult Comprehensive Human Services Obligated Group)1		6.000			07/01/2015		01/01/2011	A		565,949
	10,000	IL Devel. Finance Authority (Community Rehabilitation Providers)1		5.700			07/01/2019		04/12/2017	B		9,626
	5,000	IL Devel. Finance Authority (Community Rehabilitation Providers)1		6.050			07/01/2019		07/07/2018	B		4,930
	5,000	IL Devel. Finance Authority (Lester & Rosalie Anixter Center/CCAR Industries Obligated Group)1		5.500			07/01/2012		01/01/2011	A		5,006
	2,000,000	IL Devel. Finance Authority (Provena Health)1		5.750			05/15/2013		11/15/2010	A		2,004,600
	4,835,000	IL Devel. Finance Authority (Provena Health)1		5.750			05/15/2014		11/15/2010	A		4,845,154
	2,750,000	IL Devel. Finance Authority (Provena Health)1		5.750			05/15/2015		11/15/2010	A		2,755,253
	350,000	IL Devel. Finance Authority (Provena Health)1		5.750			05/15/2016		11/15/2010	A		350,550
	550,000	IL Devel. Finance Authority (Roosevelt University)1		5.250			04/01/2022		04/01/2017	A		557,249

41 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Illinois Continued
$	30,000	IL Devel. Finance Authority (Round Lake)1		5.450	%		01/01/2019		01/01/2011	A	$	30,106
	23,605,000	IL Devel. Finance Authority Environmental Facilities (Citgo Petroleum Corp.)1		8.000			06/01/2032		06/01/2012	A		24,132,808
	240,000	IL Devel. Finance Authority Pollution Control (Illinois Power Company)1		5.400			03/01/2028		03/01/2011	A		240,096
	11,790,000	IL Devel. Finance Authority Pollution Control (Illinois Power Company)1		5.700			02/01/2024		02/01/2011	A		11,798,135
	80,000	IL Devel. Finance Authority Water Facilities (Northern Illinois Water Company)1		5.000			02/01/2028		02/01/2028			77,736
	285,000	IL Devel. Finance Authority Water Facilities (Northern Illinois Water Company)1		5.500			12/01/2026		12/01/2010	A		285,046
	1,200,000	IL Educational Facilities Authority (Augustana College)1		5.625			10/01/2022		10/01/2012	A		1,234,608
	50,000	IL Educational Facilities Authority (Robert Morris College)		5.250			06/01/2014		12/01/2010	A		50,131
	100,000	IL Educational Facilities Authority (Robert Morris College)		5.375			06/01/2015		12/01/2010	A		100,251
	16,790,000	IL Finance Authority (Resurrection Health)1		6.125			05/15/2025		05/15/2019	A		17,681,885
	6,210,000	IL Finance Authority (RUMC/RCMC/RCF Obligated Group)1		6.625			11/01/2039		05/01/2019	A		6,875,153
	22,350,000	IL GO1		5.000			12/01/2027		12/01/2012	A		22,706,483
	12,365,000	IL GO1		5.375			12/01/2025		12/01/2011	A		12,437,459
	25,000	IL Health Facilities Authority (Holy Family Medical Center)1		5.125			08/15/2017		02/15/2011	A		25,016
	5,130,000	IL Health Facilities Authority (Ingalls Health System)1		6.250			05/15/2014		11/15/2010	A		5,175,041
	8,415,000	IL Health Facilities Authority (Loyola University Health System)1		5.375			07/01/2017		01/01/2011	A		8,422,153
	1,670,000	IL Health Facilities Authority (Methodist Medical Center of Illinois)1		5.500			11/15/2014		11/15/2010	A		1,674,626
	305,000	IL Health Facilities Authority (Sarah Bush Lincoln Health Center)1		5.750			02/15/2022		02/15/2011	A		305,281
	50,000	IL Health Facilities Authority (Sarah Bush Lincoln Health Center)1		6.000			02/15/2026		02/15/2011	A		50,046
	100,000	IL Health Facilities Authority (Sherman Health System)1		5.250			08/01/2017		08/01/2011	A		100,047
	20,000	IL Health Facilities Authority (Sherman Health System)1		5.250			08/01/2022		08/01/2011	A		20,001
	25,000	IL Health Facilities Authority (Sherman Health System)1		5.250			08/01/2027		09/07/2025	B		24,158
	500,000	IL Health Facilities Authority (Sherman Health System)1		5.500			08/01/2012		02/01/2012	A		500,900
	45,000	IL Hsg. Devel. Authority (Homeowner Mtg.)1		5.500			08/01/2026		10/01/2010	C		48,092
	200,000	IL Hsg. Devel. Authority, Series C-21		5.250			08/01/2022		08/01/2012	A		203,060

42 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Illinois Continued
$	270,000	IL Metropolitan Pier & Exposition Authority1		5.250	%		06/15/2027		12/15/2010	A	$	270,278
	8,400,000	IL Metropolitan Pier & Exposition Authority		5.375			06/01/2014		12/01/2010	A		8,429,316
	170,000	IL Metropolitan Pier & Exposition Authority1		6.500			06/15/2022		12/15/2010	A		170,690
	5,000	IL Metropolitan Pier & Exposition Authority1		6.500			06/15/2022		12/01/2010	A		5,020
	65,000	IL Metropolitan Pier & Exposition Authority1		6.500			06/15/2022		12/01/2010	A		65,264
	565,000	IL Metropolitan Pier & Exposition Authority1		6.500			06/15/2027		12/01/2010	A		567,153
	170,000	IL Metropolitan Pier & Exposition Authority1		6.500			06/15/2027		12/15/2010	A		170,648
	1,130,000	IL Metropolitan Pier & Exposition Authority1		6.500			06/15/2027		12/01/2010	A		1,134,305
	50,000	IL Metropolitan Pier & Exposition Authority (McCormick Place Exposition)1		5.250			12/15/2028		12/15/2010	A		50,548
	17,785,000	IL Metropolitan Pier & Exposition Authority (McCormick Place Exposition)1		5.500			12/15/2024		12/15/2010	A		18,031,678
	45,000	IL Metropolitan Pier & Exposition Authority (McCormick Place Exposition)1		5.500			12/15/2024		12/15/2010	A		45,622
	90,000	Joliet, IL GO1		6.250			01/01/2011		01/01/2011			91,092
	35,000	Lake County, IL HFC, Series A		6.800			05/01/2023		11/01/2010	A		35,069
	4,510,000	Lombard, IL Public Facilities Corp. (Conference Center & Hotel)1		5.500			01/01/2020		08/11/2018	B		3,454,435
	10,000	Northern, IL University (Auxiliary Facilities System)1		6.000			04/01/2024		04/01/2011	A		10,037
	150,000	Southwestern IL Devel. Authority (Illinois-American Water Company)1		5.000			02/01/2028		02/01/2011	A		150,027
	50,000	Will-Kankakee, IL Regional Devel. Authority (Consumers Illinois Water Company)1		5.400			09/01/2030		09/01/2030			49,998
												380,665,884
Indiana—1.1%
	110,000	De Kalb County, IN Redevel. Authority1		6.000			07/15/2018		01/15/2011	A		110,238
	2,420,000	East Chicago, IN Exempt Facilities (Inland Steel Company)1		6.700			11/01/2012		11/01/2012			2,378,715
	30,000	Fort Wayne, IN Sewage Works1		5.000			08/01/2012		02/01/2011	A		30,098
	3,260,000	Hammond, IN Local Public Improvement District1		6.500			08/15/2025		08/15/2015	A		3,437,898
	2,270,000	Hammond, IN Redevel. District (Marina Area)1		6.000			01/15/2017		05/10/2015	B		2,331,517
	45,000	IN Health Facility Financing Authority (Community Hospital of Anderson)1		6.000			01/01/2014		12/01/2010	A		45,121
	165,000	IN Health Facility Financing Authority (Community Hospital of Anderson)1		6.000			01/01/2023		01/01/2011	A		165,208
	550,000	IN Health Facility Financing Authority (Kings Daughters Hospital Assoc.)1		5.625			08/15/2027		10/18/2010	A		549,984
	40,000	IN Health Facility Financing Authority (Munster Medical Research Foundation/ St. Catherine Hospital Obligated Group)1		5.500			08/01/2013		08/01/2012	A		41,239
	3,810,000	IN Health Facility Financing Authority (Union Hospital)1		5.125			09/01/2018		10/14/2010	A		3,810,267

43 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Indiana Continued
$	10,675,000	IN Health Facility Financing Authority (Union Hospital)1		5.250	%		09/01/2023		09/01/2023		$	10,674,360
	25,000	IN HFA (Single Family Mtg.)1		5.250			07/01/2023		07/01/2011	A		25,638
	5,000	IN HFA (Single Family Mtg.)1		5.600			07/01/2021		01/01/2011	A		5,200
	315,000	IN Hsg. & Community Devel. Authority (Single Family Mtg.)1		5.250			01/01/2037		06/24/2012	A		334,054
	90,000	IN Hsg. & Community Devel. Authority (Single Family Mtg.)1		6.450			01/01/2040		11/01/2014	C		97,470
	360,000	IN Municipal Power Agency, Series A1		5.300			01/01/2023		01/01/2011	A		361,195
	535,000	Madison County, IN Hospital Authority (Community Hospital of Anderson)1		8.000			01/01/2014		01/01/2011	A		537,461
	10,000	Michigan City, IN Redevel. Authority1		6.150			02/01/2019		02/01/2011	A		10,019
	25,000	Perry County, IN Redevel. Authority1		6.000			02/01/2012		02/01/2011	A		25,076
	5,000,000	Petersburg, IN Pollution Control (Indianapolis Power & Light Company)1		5.900			12/01/2024		08/01/2011	A		5,145,700
	300,000	Petersburg, IN Pollution Control (Indianapolis Power & Light Company)1		6.375			11/01/2029		08/01/2015	A		308,109
	2,565,000	St. Joseph County, IN Economic Devel. (Madison Center)1		5.450			02/15/2017		05/08/2014	B		2,496,515
	2,340,000	St. Joseph County, IN Economic Devel. (Madison Center)1		5.500			02/15/2021		01/15/2020	B		2,169,133
												35,090,215
Iowa—0.1%
	15,000	Des Moines, IA Aviation System, Series B1		5.125			07/01/2018		01/01/2011	A		15,022
	2,000,000	Estherville, IA Hospital (Avera Holy Family Health)1		6.250			07/01/2026		07/01/2012	A		2,021,240
	20,000	IA Finance Authority (Trinity Health)1		6.000			12/01/2027		12/01/2011	A		20,272
	800,000	IA Finance Authority Retirement Community (Friendship Haven)1		5.250			11/15/2014		11/15/2010	A		800,152
	75,000	IA Student Loan Liquidity Corp.1		6.125			12/01/2011		12/01/2010	A		75,305
												2,931,991
Kansas—1.2%
	115,000	La Cygne, KS Pollution Control (Kansas Gas & Electric Company)1		5.100			03/01/2023		03/01/2011	A		115,114
	660,000	Pittsburgh, KS Transportation Devel. District (N. Broadway-Pittsburgh Town Center)1		4.800			04/01/2027		08/18/2020	B		499,455
	6,220,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.)2		5.250			12/01/2038		02/29/2012	C		6,608,136
	5,065,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.)2		5.250			12/01/2038		06/01/2017	A		5,398,425
	4,675,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.)2		5.550			06/01/2038		07/11/2019	A		4,982,874
	480,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.)1		5.650			12/01/2036		08/01/2011	C		514,109

44 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Kansas Continued
$	11,055,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.)2		5.800	%		12/01/2038		06/01/2015	C	$	11,946,215
	9,105,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.)2		5.875			06/01/2039		06/01/2020	A		9,879,014
	140,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.)1		6.950			06/01/2029		04/01/2014	C		149,603
	15,000	Shawnee, KS Multifamily Hsg. (Thomasbrook Apartments)1		5.500			04/01/2024		10/01/2010	A		15,014
												40,107,959
Kentucky—1.0%
	150,000	Jefferson County, KY Health Facilities (JHHS)1		5.750			01/01/2026		01/01/2011	A		150,132
	55,000	Jefferson County, KY Health Facilities (JHHS/JHP/JHF Obligated Group)1		5.700			01/01/2021		01/01/2011	A		55,074
	2,535,000	Jefferson County, KY Health Facilities (University Medical Center)1		5.500			07/01/2017		01/01/2011	A		2,539,259
	120,000	Kenton County, KY Airport (Delta Airlines)5,6		8.000			12/01/2015		12/01/2015			1
	740,000	KY Area Devel. Districts (City of Ewing)1		5.700			06/01/2015		12/01/2010	A		757,479
	50,000	KY EDFA (Pikeville Medical Center)1		5.625			02/01/2017		02/01/2011	A		50,079
	110,000	KY EDFA (Pikeville Medical Center)1		5.700			02/01/2028		02/01/2011	A		110,067
	20,000	KY Hsg. Corp.1		5.300			07/01/2018		01/01/2011	A		20,663
	15,000	KY Hsg. Corp.1		5.350			01/01/2021		07/01/2011	A		15,128
	15,000	KY Hsg. Corp.1		5.450			07/01/2022		01/01/2012	A		15,213
	15,000	KY Hsg. Corp., Series C1		5.375			07/01/2027		01/01/2012	A		15,208
	65,000	KY Infrastructure Authority1		5.700			06/01/2013		12/01/2010	A		65,419
	26,220,000	Louisville & Jefferson County, KY Metropolitan Government Health Facilities (Jewish Hospital & St. Mary’s Healthcare)1		6.000			02/01/2022		02/01/2013	A		27,316,258
	100,000	Madison County, KY Industrial Building (McCready Manor)		5.300			06/01/2011		12/01/2010	A		101,290
												31,211,270
Louisiana—4.2%
	145,000	Caddo Parish, LA Industrial Devel. Board (Pennzoil Products Company)1		5.600			12/01/2028		12/01/2010	A		145,170
	70,000	Calcasieu Parish, LA Industrial Devel. Board (Citgo Petroleum Corp.)1		6.000			07/01/2023		07/01/2023			67,901
	255,000	Calcasieu Parish, LA Industrial Devel. Board (ConocoPhillips Holding Company/E.I. Dupont de Nemours Obligated Group)1		5.750			12/01/2026		12/01/2010	A		255,219
	415,000	Calcasieu Parish, LA Public Trust Authority1		5.000			04/01/2028		04/01/2016	C		423,976
	190,000	De Soto Parish, LA Environmental Improvement (International Paper Company)1		5.600			11/01/2022		11/01/2010	A		190,089
	2,000,000	De Soto Parish, LA Environmental Improvement (International Paper Company)1		5.850			11/01/2027		11/01/2013	A		2,043,540

45 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Louisiana Continued
$	140,000	De Soto Parish, LA Environmental Improvement (International Paper Company)1		6.375	%		05/01/2025		05/01/2012	A	$	142,516
	10,000	De Soto Parish, LA Pollution Control (Cleco Utility Group)1		5.875			09/01/2029		09/01/2011	A		10,070
	35,000	East Baton Rouge, LA Mtg. Finance Authority (Single Family Mtg.)1		5.500			10/01/2025		10/01/2010	A		35,037
	75,000	Iberville Parish, LA Pollution Control (Entergy Gulf States)1		5.700			01/01/2014		07/01/2011	A		75,012
	465,000	Jefferson Parish, LA Home Mtg. Authority (Single Family Mtg.)1		5.875			12/01/2021		02/01/2012	C		488,855
	2,795,000	LA HFA (La Chateau)1		6.000			09/01/2017		09/25/2014	B		3,013,709
	1,965,000	LA HFA (La Chateau)1		6.000			09/01/2020		09/01/2019	A		2,107,836
	60,000	LA HFA (La Chateau)1		7.250			09/01/2039		09/01/2019	A		65,988
	215,000	LA HFA (Single Family Mtg.)1		5.800			06/01/2035		02/01/2012	C		226,204
	10,000	LA HFA (Single Family Mtg.)1		5.900			12/01/2011		12/01/2010	C		10,231
	900,000	LA HFA (Single Family Mtg.)1		6.375			06/01/2033		06/01/2012	C		952,542
	20,000	LA HFA (St. Dominic Assisted Care)1		6.300			09/01/2015		03/01/2011	A		20,051
	25,000	LA HFA (St. Dominic Assisted Care)1		6.850			09/01/2025		09/01/2011	A		25,050
	20,000	LA HFA (St. Dominic Assisted Care)1		6.950			09/01/2036		03/01/2011	A		20,387
	2,070,000	LA Local Government EF&CD Authority (Bellemont Apartments)1		6.000			09/01/2022		05/22/2018	B		1,879,477
	3,600,000	LA Local Government EF&CD Authority (Woman’s Hospital Foundation)1		5.875			10/01/2040		10/01/2020	A		3,728,016
	6,455,000	LA Public Facilities Authority (Centenary College)1		5.625			02/01/2019		01/09/2015	B		6,368,051
	3,100,000	LA Public Facilities Authority (Louisiana Water Company)1		5.450			02/01/2013		02/01/2011	A		3,132,643
	245,000	LA Public Facilities Authority (Touro Infirmary)1		5.625			08/15/2029		07/18/2026	B		195,432
	7,500,000	LA State Citizens Property Insurance1		6.125			06/01/2024		06/01/2013	A		8,086,350
	480,000	LA State University & Agricultural & Mechanical College (Health Sciences Center)1		6.200			05/01/2020		11/01/2010	A		486,802
	1,125,000	LA State University & Agricultural & Mechanical College (Health Sciences Center)1		6.375			05/01/2031		05/01/2011	A		1,140,379
	48,800,000	LA Tobacco Settlement Financing Corp. (TASC)1		5.875			05/15/2039		05/15/2012	A		49,227,976
	47,805,000	LA Tobacco Settlement Financing Corp. (TASC), Series B		5.500			05/15/2030		05/15/2012	A		48,129,118
	2,000,000	Morehouse Parish, LA Pollution Control (International Paper Company)1		5.250			11/15/2013		11/15/2013			2,153,720
	25,000	New Orleans, LA Exhibit Hall Special Tax (Ernest N. Morial)		5.250			07/15/2011		01/15/2011	A		25,034
	55,000	New Orleans, LA Exhibit Hall Special Tax (Ernest N. Morial)1		5.500			07/15/2018		07/15/2011	A		55,014

46 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Louisiana Continued
$	230,000	New Orleans, LA Exhibit Hall Special Tax (Ernest N. Morial)1		5.600	%		07/15/2025		10/02/2022	B	$	225,004
	15,000	New Orleans, LA Finance Authority (Single Family Mtg.)1		5.350			12/01/2028		12/01/2010	A		15,303
	5,000	New Orleans, LA Home Mtg. Authority (Single Family Mtg.)1		6.000			12/01/2021		12/01/2010	A		5,104
	30,000	New Orleans, LA Sewage Service1		5.400			06/01/2017		12/01/2010	A		30,016
	15,000	New Orleans, LA Sewage Service1		5.500			06/01/2017		06/01/2012	A		15,159
	50,000	New Orleans, LA Sewage Service1		5.500			06/01/2019		12/01/2010	A		50,336
	120,000	Orleans Parish, LA School Board, Series B1		5.200			02/01/2014		02/01/2011	A		120,046
	340,000	Shreveport, LA Hsg. Authority (U.S. Goodman Plaza)1		6.100			08/01/2019		12/26/2015	B		254,504
	30,000	St. John Baptist Parish, LA (USX Corp.)1		5.350			12/01/2013		12/01/2010	A		30,004
	55,000	West Feliciana Parish, LA Pollution Control (Entergy Gulf States)1		5.800			12/01/2015		12/01/2010	A		55,091
	55,000	West Feliciana Parish, LA Pollution Control (Entergy Gulf States)1		5.800			04/01/2016		10/01/2010	A		55,209
												135,783,171
Maine—0.0%
	345,000	Jay, ME Solid Waste Disposal (International Paper Company)1		5.125			06/01/2018		06/01/2013	A		350,303
	2,000,000	ME Finance Authority Solid Waste Recycling Facilities (Great Northern Paper)5,6		7.750			10/01/2022		10/01/2022			350,000
	15,000	ME H&HEFA, Series A1		6.000			07/01/2024		01/01/2011	A		15,066
	20,000	ME Hsg. Authority		5.375			11/01/2012		05/15/2012	A		20,064
	15,000	ME Hsg. Authority1		5.700			11/01/2018		11/01/2010	A		15,019
	15,000	ME Municipal Bond Bank, Series B1		5.850			11/01/2020		12/01/2010	A		15,061
	25,000	Winslow, ME (Crowe Rope Industries)		6.000			03/01/2012		03/01/2011	A		25,092
												790,605
Maryland—0.4%
	90,000	MD Community Devel. Administration (Dept. of Hsg. & Community Devel.)1		5.150			03/01/2018		03/01/2011	A		90,394
	5,000	MD Community Devel. Administration (Dept. of Hsg. & Community Devel.)1		5.350			07/01/2041		01/01/2011	A		5,005
	25,000	MD Community Devel. Administration (Dept. of Hsg. & Community Devel.)1		5.375			09/01/2024		03/01/2011	A		25,106
	245,000	MD Community Devel. Administration (Dept. of Hsg. & Community Devel.)		5.650			07/01/2039		03/01/2011	A		245,167
	4,945,000	MD Community Devel. Administration (Dept. of Hsg. & Community Devel.)1		5.750			09/01/2039		03/01/2019	A		5,258,167
	5,000	MD Community Devel. Administration (Dept. of Hsg. & Community Devel.)1		5.850			07/01/2014		01/01/2011	A		5,010

47 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Maryland Continued
$	2,600,000	MD Community Devel. Administration (Dept. of Hsg. & Community Devel.)		6.000	%		07/01/2039		10/01/2010	A	$	2,602,938
	275,000	MD Community Devel. Administration (Dept. of Hsg. & Community Devel.)1		6.250			07/01/2031		01/01/2011	A		275,330
	1,455,000	MD H&HEFA (Anne Arundel Medical Center)1		5.125			07/01/2028		01/01/2011	A		1,456,775
	65,000	MD H&HEFA (Johns Hopkins Hospital)1		5.500			07/01/2026		01/01/2011	A		65,055
	50,000	MD H&HEFA (Medlantic/Helix Parent)1		5.250			08/15/2013		02/15/2011	A		50,141
	55,000	MD Industrial Devel. Financing Authority (Bon Secours Health System)1		5.500			08/15/2020		02/15/2011	A		55,069
	10,000	Montgomery County, MD Hsg. Opportunities Commission (Multifamily Mtg.), Series B1		6.400			07/01/2028		01/01/2011	A		10,017
	905,000	Montgomery County, MD Hsg. Opportunities Commission (Single Family Mtg.)1		5.750			07/01/2029		12/13/2011	C		987,509
	80,000	Prince Georges County, MD Hsg. Authority (Langley Gardens Apartments)1		5.750			08/20/2029		08/20/2011	A		80,006
												11,211,689
Massachusetts—1.1%
	35,000	MA Devel. Finance Agency (Curry College)1		6.000			03/01/2031		03/01/2011	A		35,155
	1,200,000	MA Devel. Finance Agency (Ogden Haverhill)1		5.500			12/01/2019		12/01/2010	A		1,202,964
	2,800,000	MA Devel. Finance Agency (Springfield Res Rec)1		5.625			06/01/2019		12/01/2010	A		2,832,816
	3,825,000	MA Devel. Finance Agency (VOA Ayer)1		6.200			02/20/2046		02/20/2020	A		4,108,700
	9,430,000	MA Educational Financing Authority1		5.300			01/01/2016		01/01/2011	A		9,446,691
	5,000	MA H&EFA (Beverly Hospital Corp.)1		5.625			07/01/2013		01/01/2011	A		5,012
	70,000	MA H&EFA (Cape Cod Healthcare)1		5.450			11/15/2023		10/22/2019	B		69,992
	50,000	MA H&EFA (Capital Asset Program)1		0.879	7		07/01/2030		10/14/2019	B		37,105
	235,000	MA H&EFA (CC/SEMCB/CH/VRHS/HFH Obligated Group)1		5.625			07/01/2020		01/01/2011	A		235,172
	155,000	MA H&EFA (CC/SEMCB/CH/VRHS/HFH Obligated Group)1		5.700			07/01/2015		05/15/2012	A		155,575
	1,500,000	MA H&EFA (Lowell General Hospital)1		5.250			06/01/2016		12/01/2010	A		1,503,315
	1,250,000	MA H&EFA (Nichols College)1		6.000			10/01/2017		10/01/2011	A		1,263,963
	180,000	MA H&EFA (Schepens Eye Research Institute)1		6.500			07/01/2028		07/01/2012	A		182,275
	5,000	MA H&EFA (UMass Memorial Health Care/ UMass Memorial Medical Center Obligated Group)1		5.250			07/01/2014		01/01/2011	A		5,030
	1,355,000	MA H&EFA (Valley Regional Health System)1		5.750			07/01/2018		01/01/2011	A		1,355,393
	1,150,000	MA H&EFA (Valley Regional Health System)1		6.375			07/01/2014		01/01/2011	A		1,151,852
	210,000	MA H&EFA (VC/TC/FRS/VCS Obligated Group)1		5.250			11/15/2018		11/15/2010	A		210,088
	3,005,000	MA HFA (Rental Mtg.)1		5.600			01/01/2045		07/01/2012	A		3,038,145
	210,000	MA HFA, Series A		5.150			12/01/2011		12/01/2010	A		210,433
	35,000	MA HFA, Series A1		5.500			07/01/2040		02/24/2035	B		30,998

48 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Massachusetts Continued
$	2,000,000	MA HFA, Series A1		6.000	%		07/01/2041		01/01/2011	A	$	2,000,020
	505,000	MA Industrial Finance Agency (Arbors at Taunton)1		5.300			06/20/2019		06/20/2011	A		510,520
	260,000	MA Industrial Finance Agency (Avon Associates)1		5.375			04/01/2020		10/01/2010	A		260,325
	470,000	MA Industrial Finance Agency (Massachusetts American Water Company)		6.250			12/01/2010		12/01/2010			471,260
	930,000	MA Industrial Finance Agency (Massachusetts American Water Company)1		6.750			12/01/2025		12/01/2010	A		930,614
	2,155,000	MA Industrial Finance Agency (Massachusetts American Water Company)1		6.900			12/01/2029		12/01/2010	A		2,156,121
	1,000,000	MA Industrial Finance Agency (Ogden Haverhill Associates)1		5.600			12/01/2019		12/01/2010	A		1,005,750
	225,000	MA Port Authority (US Airways)1		5.750			09/01/2016		10/12/2014	B		217,766
	435,000	MA Port Authority (US Airways)1		6.000			09/01/2021		10/13/2019	B		416,908
	835,000	MA Turnpike Authority, Series A		5.550			01/01/2017		01/01/2011	A		838,591
	1,000,000	MA Water Pollution Abatement Trust1		5.500			08/01/2029		02/01/2011	A		1,003,630
												36,892,179
Michigan—2.9%
	500,000	Detroit, MI GO1		5.250			04/01/2014		04/01/2013	A		501,975
	225,000	Detroit, MI Local Devel. Finance Authority (Chrysler Corp.)1		5.375			05/01/2018		08/27/2014	B		137,354
	3,070,000	Dickinson County, MI Healthcare System1		5.700			11/01/2018		11/01/2011	A		3,102,481
	20,000	Farmington Hills, MI EDC (Botsford General Hospital)1		5.700			02/15/2015		02/15/2011	A		20,033
	155,000	Flint, MI Hospital Building Authority (Hurley Medical Center)1		5.375			07/01/2020		01/23/2019	B		149,973
	20,000	Grand Rapids, MI Charter Township (Porter Hills Foundation)1		5.200			07/01/2014		02/01/2011	A		20,019
	10,000	Huron Shore, MI Regional Utility Authority (Water & Sewer System)1		5.625			05/01/2015		11/01/2010	A		10,091
	15,000	Kalamazoo, MI (Downtown Devel.)1		6.000			04/01/2013		10/01/2010	A		15,371
	20,000	MI Higher Education Student Loan Authority1		5.400			06/01/2018		12/01/2010	A		20,022
	250,000	MI Hospital Finance Authority (Detroit Medical Center Obligated Group)1		5.250			08/15/2028		07/25/2027	B		236,163
	1,025,000	MI Hospital Finance Authority (Memorial Hospital)1		5.875			11/15/2021		11/15/2010	A		1,034,061
	460,000	MI Hospital Finance Authority (OUH/OHP/OHS Obligated Group)1		6.000			04/01/2022		04/01/2013	A		476,436
	20,000	MI Hospital Finance Authority (St. John Hospital)1		5.750			05/15/2016		11/15/2010	A		20,970
	480,000	MI Hsg. Devel. Authority (Rental Hsg.)1		6.100			10/01/2033		10/01/2010	A		480,432
	50,000	MI Hsg. Devel. Authority, Series A1		5.300			10/01/2037		04/01/2011	A		50,111

49 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity*
Amount			Coupon			Maturity		(Unaudited)			Value
Michigan Continued
$	25,000	MI Municipal Bond Authority1		7.100	%		11/01/2014		11/01/2010	A	$	25,094
	845,000	MI Public Educational Facilities Authority (Old Redford Academy)1		5.000			12/01/2013		01/05/2012	B		864,063
	12,840,000	MI Tobacco Settlement Finance Authority1		5.125			06/01/2022		07/12/2013	B		11,844,900
	750,000	Mount Clemens, MI Hsg. Corp. (FHA Section 8), Series A1		6.600			06/01/2022		12/01/2010	A		751,478
	20,000,000	Royal Oak, MI Hospital Finance Authority (William Beaumont Hospital)1		6.250			08/01/2023		08/01/2014	A		21,187,200
	4,680,000	Saginaw, MI Hospital Finance Authority (Covenant Medical Center)1		6.500			07/01/2030		07/01/2011	A		4,730,731
	7,265,000	Wayne County, MI Airport Authority (Detroit Metro Wayne Airport)1		5.250			12/01/2025		12/01/2015	A		7,400,928
	1,750,000	Wayne County, MI Building Authority		5.250			06/01/2016		12/01/2010	A		1,756,510
	55,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1		5.000			12/01/2019		12/01/2010	A		55,054
	10,000,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1		5.000			12/01/2022		12/01/2011	A		10,004,900
	830,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1		5.250			12/01/2012		12/01/2010	A		832,731
	100,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1		5.250			12/01/2013		12/01/2010	A		100,329
	20,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1		5.250			12/01/2014		12/01/2010	A		20,066
	25,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1		5.250			12/01/2018		12/01/2010	A		25,053
	10,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1		5.375			12/01/2015		12/01/2010	A		10,035
	7,950,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1		5.375			12/01/2016		12/01/2010	A		7,977,746
	21,780,000	Wayne, MI Charter County Airport (Detroit Metropolitan Wayne County)1,8		5.375			12/01/2017		12/01/2010	A		21,837,935
	25,000	Wexford County, MI Water Supply System1		5.850			11/01/2012		11/01/2010	A		25,592
	20,000	Wexford County, MI Water Supply System1		6.250			11/01/2024		03/13/2011	A		20,441
												95,746,278
Minnesota—2.0%
	60,000	Becker, MN Pollution Control (Northern States Power Company)1		8.500			03/01/2019		08/27/2012	A		67,988
	58,000,000	Becker, MN Pollution Control (Northern States Power Company)1		8.500			04/01/2030		08/27/2012	A		63,396,320
	45,000	Minneapolis, MN Multifamily Hsg. (Riverside Plaza)1		5.100			12/20/2018		12/20/2010	A		45,046
	150,000	MN HFA (Single Family Mtg.)		5.600			07/01/2013		01/01/2011	A		150,485
	975,000	Olmsted County, MN Health Care Facilities (Olmsted Medical Group)1		5.550			07/01/2019		01/01/2011	A		978,266

50 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

							Effective
Principal							Maturity
Amount			Coupon		Maturity		(Unaudited)*			Value
Minnesota Continued
$	885,000	St. Paul, MN Hsg. & Redevel. Authority (559 Capital Blvd./HSJH/BLMC/DRH/HESJH Obligated Group)1	5.700	%		11/01/2015		11/01/2010	A	$	885,363
											65,523,468
Mississippi—0.6%
	285,000	Biloxi, MS Hsg. Authority (Beauvoir Apartments)1	6.250			09/01/2031		02/03/2027	B		189,266
	100,000	Gulfport, MS Hospital Facility (Memorial Hospital at Gulfport)	5.750			07/01/2031		07/01/2011	A		101,115
	65,000	Gulfport, MS Hospital Facility (Memorial Hospital at Gulfport)1	6.125			07/01/2015		01/01/2011	A		65,162
	745,000	Gulfport, MS Hospital Facility (Memorial Hospital at Gulfport)1	6.200			07/01/2018		01/01/2011	A		746,341
	300,000	Jackson County, MS Port Improvement1	5.250			05/01/2012		11/01/2010	A		300,759
	290,000	Jackson County, MS Port Improvement1	5.250			05/01/2013		11/01/2010	A		290,647
	100,000	MS Business Finance Corp. (Bomaine Corp.)1	5.750			05/01/2015		05/01/2015			99,795
	9,000,000	MS Business Finance Corp. (System Energy Resources)1	5.875			04/01/2022		10/01/2010	A		9,000,720
	200,000	MS Business Finance Corp. (System Energy Resources)1	5.900			05/01/2022		05/01/2011	A		200,016
	75,000	MS Devel. Bank Special Obligation1	5.500			07/01/2031		07/01/2011	A		77,852
	125,000	MS Devel. Bank Special Obligation1	5.500			07/01/2031		07/01/2011	A		125,685
	305,000	MS Home Corp. (Single Family Mtg.)1	5.300			12/01/2023		07/30/2012	B		313,046
	3,685,000	MS Home Corp. (Single Family Mtg.)1	6.375			12/01/2032		08/01/2011	A		3,989,234
	140,000	MS Home Corp. (Valley State Student Hsg.)	5.200			12/01/2023		01/08/2022	B		58,059
	105,000	MS Home Corp. (Valley State Student Hsg.)	5.300			12/01/2028		01/08/2027	B		43,076
	15,000	MS Home Corp., Series A1	6.300			06/01/2031		06/01/2014	A		15,770
	50,000	MS Small Business Enterprise1	5.700			12/01/2013		12/01/2010	A		50,155
	20,000	Tupelo, MS GO1	5.900			08/01/2013		02/01/2011	A		20,331
	3,000,000	Warren County, MS Environmental Improvement (International Paper Company)1	5.850			11/01/2027		11/01/2013	A		3,053,670
	1,075,000	Warren County, MS Environmental Improvement (International Paper Company)1	6.250			09/01/2023		09/01/2011	A		1,086,685
											19,827,384
Missouri—0.4%
	20,000	Bates County, MO Hospital (Bates County Memorial Hospital)1	5.700			03/01/2026		04/09/2024	B		20,000
	175,000	Belton, MO Tax Increment (Belton Town Center)1	5.000			03/01/2014		09/06/2013	B		176,085
	125,000	Belton, MO Tax Increment (Belton Town Center)1	5.125			03/01/2015		03/01/2015			125,239
	100,000	Belton, MO Tax Increment (Belton Town Center)1	5.250			03/01/2016		03/01/2016			99,762

51 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Missouri Continued
$	880,000	Branson, MO IDA (Branson Hills Redevel.)1		6.250	%		05/01/2013		05/05/2011	B	$	883,476
	4,095,000	Hanley/Eager Road, MO Transportation Devel. District1		6.750			12/01/2028		12/01/2010	A		4,098,071
	1,170,000	Kansas City, MO Special Facilities (MCI Overhaul Base)1		5.625			09/01/2017		09/01/2015	A		1,257,890
	1,100,000	Kansas City, MO Tax Increment (Briarcliff West)1		5.150			06/01/2016		08/01/2013	B		1,083,797
	20,000	Lees Summit, MO Tax (Summitwoods Crossing)1		6.250			05/01/2017		11/01/2010	A		20,006
	995,000	Maplewood, MO Tax (Maplewood South Redevel.)1		5.200			11/01/2022		09/01/2012	B		896,127
	10,000	MO Environmental Improvement & Energy Resources Authority		5.100			01/01/2011		01/01/2011			10,032
	25,000	MO Environmental Improvement & Energy Resources Authority		5.125			01/01/2019		01/01/2011	A		25,088
	215,000	MO Environmental Improvement & Energy Resources Authority (Missouri-American Water Company)1		5.900			03/01/2030		03/01/2011	A		215,176
	320,000	MO Environmental Improvement & Energy Resources Authority (St. Joseph Light & Power)1		5.850			02/01/2013		02/01/2011	A		320,848
	85,000	MO H&EFA (FHS)1		5.500			02/15/2024		02/15/2011	A		85,273
	400,000	MO H&EFA (Lake Ozarks General Hospital)1		5.100			02/15/2018		02/15/2011	A		400,188
	5,000	MO HDC (Single Family Mtg.)1		6.200			09/01/2025		11/20/2010	C		5,324
	10,000	MO HDC (Truman Farm Villas)		5.750			10/01/2011		10/01/2010	A		10,028
	10,000	MO Hsg. Devel. Commission (Single Family)1		6.450			09/01/2027		03/01/2011	A		10,014
	25,000	MO Monarch-Chesterfield Levee District1		5.750			03/01/2019		03/01/2011	A		25,344
	200,000	Raymore, MO Tax Increment1		5.000			03/01/2012		03/01/2012			196,830
	300,000	Raymore, MO Tax Increment1		5.000			03/01/2013		03/01/2013			289,476
	275,000	Raymore, MO Tax Increment1		5.125			03/01/2014		03/01/2014			261,982
	230,000	Raymore, MO Tax Increment1		5.125			03/01/2015		03/01/2015			214,040
	2,120,000	Richmond Heights, MO Tax Increment & Transportation Sales Tax1		5.200			11/01/2021		07/21/2015	B		1,954,598
	35,000	Sikeston, MO Electric1		5.000			06/01/2022		06/01/2011	A		35,005
	55,000	St. Charles County, MO IDA (Ashwood Apartments)1		5.600			04/01/2030		10/01/2010	A		55,036
	500,000	St. Joseph, MO IDA (Shoppes at North Village)1		5.100			11/01/2019		06/06/2018	B		491,215
	100,000	St. Louis, MO Airport (Lambert-St. Louis International Airport)1		6.250			07/01/2029		07/01/2019	A		109,172
	675,000	Strother, MO Interchange Transportation Devel. District (Lees Summit)1		5.000			05/01/2024		02/03/2012	B		567,257
	10,000	University City, MO IDA (Canterbury Gardens)1		5.900			12/20/2020		12/20/2010	A		10,004
												13,952,383

52 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Montana—0.2%
$	215,000	Crow, MT Finance Authority (Tribal)1		5.700	%		10/01/2027		10/01/2010	A	$	215,310
	15,000	MT Board of Hsg. (Single Family Mtg.)		5.450			06/01/2027		12/01/2010	A		15,009
	885,000	MT Board of Hsg. (Single Family Mtg.)1		5.600			12/01/2023		12/01/2010	A		920,294
	5,000	MT Board of Hsg. (Single Family Mtg.)1		5.750			06/01/2030		12/01/2010	A		5,247
	2,155,000	MT Board of Hsg. (Single Family Mtg.)1		5.750			12/01/2035		06/24/2012	C		2,277,059
	10,000	MT Board of Hsg. (Single Family Mtg.)1		5.900			06/01/2020		12/01/2010	A		10,486
	2,100,000	MT Board of Hsg. (Single Family Mtg.)1		6.000			12/01/2029		12/01/2010	A		2,147,670
	10,000	MT Board of Hsg. (Single Family Mtg.)1		6.250			12/01/2020		12/01/2010	A		10,200
	2,330,000	MT Higher Education Student Assistance Corp.		6.400			12/01/2032		12/01/2032			2,305,815
												7,907,090
Multi States—0.7%
	10,000,000	Centerline Equity Issuer Trust1,9		6.000			04/30/2015		04/30/2015			10,592,400
	6,000,000	Munimae TE Bond Subsidiary1		5.125			11/29/2049		09/30/2015	D		4,920,000
	8,000,000	Munimae TE Bond Subsidiary1		5.300			11/29/2049		09/30/2015	D		5,883,200
	3,000,000	Munimae TE Bond Subsidiary1		5.500			11/29/2049		09/30/2015	B		2,091,990
												23,487,590
Nebraska—0.4%
	35,000	Dawson County, NE Sanitation & Improvement District (IBP)1		5.550			02/01/2017		08/26/2015	B		35,092
	125,000	NE Central Plains Gas Energy1		5.000			12/01/2013		12/01/2013			134,934
	5,000	NE Investment Finance Authority (Kearney Plaza)		7.500			12/01/2023		01/01/2011	A		5,013
	5,000	NE Investment Finance Authority (Multifamily Hsg.)1		6.000			12/01/2015		12/01/2010	A		5,007
	30,000	NE Investment Finance Authority (Multifamily Hsg.)1		6.200			06/01/2028		12/01/2010	A		30,038
	20,000	NE Investment Finance Authority (Single Family Hsg.)1		5.350			09/01/2032		03/01/2012	A		20,742
	12,885,000	NE Investment Finance Authority (Single Family Hsg.)		5.550			09/01/2028		03/01/2011	A		12,892,989
												13,123,815
Nevada—0.4%
	25,000	Clark County, NV Improvement District1		6.250			02/01/2013		02/01/2013			25,360
	400,000	Clark County, NV Industrial Devel. (Southwest Gas Corp.)1		5.450			03/01/2038		03/01/2013	D		420,352
	50,000	Henderson, NV Redevel. Agency Tax Allocation1		6.900			10/01/2017		10/01/2012	A		51,399
	25,000	Henderson, NV Redevel. Agency Tax Allocation1		7.200			10/01/2025		10/01/2012	A		25,280
	5,455,000	Las Vegas, NV Paiute Tribe, Series A1		6.125			11/01/2012		05/07/2011	B		5,179,359
	200,000	Las Vegas, NV Paiute Tribe, Series A1		6.625			11/01/2017		11/13/2015	B		172,678

53 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Nevada Continued
$	100,000	Las Vegas, NV Special Improvement District (Sumerlin Village)1		5.375	%		06/01/2014		06/01/2014		$	96,087
	250,000	Las Vegas, NV Special Improvement District (Sumerlin Village)1		5.500			06/01/2015		06/01/2015			236,488
	2,540,000	NV GO1		5.000			05/15/2028		11/15/2010	A		2,696,515
	290,000	NV Hsg. Division (Multi-Unit Hsg.)1		5.900			10/01/2016		10/01/2010	A		290,554
	15,000	NV Hsg. Division (Single Family Mtg.)1		5.650			04/01/2022		10/01/2010	A		15,161
	5,000	NV Hsg. Division (Single Family Mtg.), Series B1		5.650			10/01/2021		10/01/2010	A		5,005
	15,000	Washoe, NV HFC (Washoe Mills Apartments)1		6.125			07/01/2022		12/01/2010	A		15,025
	725,000	West Wendover, NV (Recreation District)1		5.375			12/01/2019		12/01/2019			725,225
	1,510,000	West Wendover, NV (Recreation District)1		5.400			12/01/2017		12/01/2010	A		1,511,012
	710,000	West Wendover, NV (Recreation District)1		5.400			12/01/2021		12/01/2010	A		710,128
												12,175,628
New Hampshire—2.3%
	15,000	Manchester, NH Hsg. & Redevel. Authority, Series A1		6.000			01/01/2011		01/01/2011			14,984
	320,000	NH Business Finance Authority (Pennichuck Water Works)1		6.300			05/01/2022		11/01/2010	A		320,557
	10,000,000	NH Business Finance Authority (Public Service Company of New Hampshire)1		6.000			05/01/2021		05/01/2012	A		10,110,500
	26,100,000	NH Business Finance Authority (Public Service Company of New Hampshire)1		6.000			05/01/2021		05/01/2012	A		26,388,405
	4,600,000	NH Business Finance Authority (Public Service Company of New Hampshire)1		6.000			05/01/2021		05/01/2012	A		4,650,830
	545,000	NH Business Finance Authority (Public Service Company of New Hampshire)1		6.000			05/01/2021		05/01/2012	A		551,022
	5,000,000	NH Business Finance Authority (United Illuminating Company)1		6.875			12/01/2029		02/01/2012	D		5,286,800
	7,000,000	NH Business Finance Authority (United Illuminating Company)1		7.125			07/01/2027		02/01/2012	D		7,333,270
	15,000,000	NH HE&HFA (Concord Hospital)1		6.000			10/01/2026		12/01/2010	A		15,012,000
	130,000	NH HE&HFA (Dartmouth College)1		5.550			06/01/2023		12/01/2010	A		130,121
	275,000	NH HE&HFA (New Hampton School)1		5.250			10/01/2018		10/01/2010	A		275,066
	60,000	NH HFA (Prescott Hills Apartments)1		6.150			07/01/2040		01/01/2011	A		60,056
	190,000	NH HFA (Single Family Mtg.)1		5.200			01/01/2024		07/01/2013	A		194,556
	10,000	NH HFA (Single Family Mtg.)1		5.450			07/01/2021		01/01/2012	A		10,152
	825,000	NH HFA (Single Family Mtg.)1		5.750			01/01/2037		07/23/2012	C		893,351
	55,000	NH HFA (Single Family Mtg.)1		5.850			07/01/2017		01/01/2011	A		55,112
	3,045,000	NH HFA (Single Family Mtg.)1		5.850			07/01/2021		03/01/2011	C		3,331,748
	5,000	NH HFA (Single Family Mtg.)		6.150			07/01/2011		01/01/2011	A		5,015
	20,000	NH HFA (Single Family Mtg.)1		6.150			07/01/2029		12/01/2011	A		20,614
	295,000	NH HFA (Single Family Mtg.)1		6.300			07/01/2031		01/01/2012	A		312,485

54 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

							Effective
Principal							Maturity
Amount			Coupon		Maturity		(Unaudited)*			Value
New Hampshire Continued
$	1,000,000	NH IDA (Connecticut Light & Power Company)1	5.900	%		11/01/2016		11/01/2011	A	$	1,002,020
	35,000	NH IDA (Connecticut Light & Power Company)1	5.900			08/01/2018		10/01/2012	A		35,384
											75,994,048
New Jersey—1.7%
	3,550,000	NJ EDA (Continental Airlines)1	6.625			09/15/2012		09/15/2012			3,607,830
	2,720,000	NJ EDA (Elizabethtown Water Company)1	5.600			12/01/2025		12/01/2010	A		2,721,333
	320,000	NJ EDA (Hackensack Water Company)1	5.800			03/01/2024		03/01/2011	A		320,422
	2,750,000	NJ EDA (Masonic Charity Foundation of New Jersey)1	6.000			06/01/2025		06/01/2013	A		2,828,980
	3,605,000	NJ Health Care Facilities Financing Authority (Deborah Heart & Lung Center)1	6.200			07/01/2013		01/27/2012	B		3,593,716
	5,000,000	NJ Health Care Facilities Financing Authority (Deborah Heart & Lung Center)1	6.300			07/01/2023		07/01/2019	B		4,719,300
	1,195,000	NJ Health Care Facilities Financing Authority (Jersey Shore University Medical Center)	6.125			07/01/2011		01/01/2011	A		1,198,920
	1,245,000	NJ Health Care Facilities Financing Authority (Jersey Shore University Medical Center)1	6.125			07/01/2012		01/01/2011	A		1,248,872
	1,345,000	NJ Health Care Facilities Financing Authority (Jersey Shore University Medical Center)1	6.200			07/01/2013		01/01/2011	A		1,348,779
	1,430,000	NJ Health Care Facilities Financing Authority (Jersey Shore University Medical Center)1	6.200			07/01/2014		01/01/2011	A		1,433,718
	445,000	NJ Health Care Facilities Financing Authority (Raritan Bay Medical Center)1	7.250			07/01/2014		03/02/2012	B		423,498
	10,000,000	NJ Health Care Facilities Financing Authority (Virtual Health)1	6.000			07/01/2029		01/01/2014	A		10,646,000
	2,560,000	NJ Higher Education Student Assistance Authority (Student Loans)1	6.000			06/01/2015		12/01/2010	A		2,592,538
	1,150,000	NJ Higher Education Student Assistance Authority (Student Loans)1	6.100			06/01/2016		12/01/2010	A		1,164,375
	4,735,000	NJ Tobacco Settlement Financing Corp.1	4.500			06/01/2023		03/07/2014	B		4,446,686
	5,000,000	NJ Tobacco Settlement Financing Corp.1	4.625			06/01/2026		06/01/2017	B		4,312,100
	8,695,000	Union County, NJ Utilities Authority (Ogden Martin Systems of Union)1	5.375			06/01/2013		12/01/2010	A		8,710,564
											55,317,631
New Mexico—0.0%
	30,000	Farmington, NM Hospital (San Juan Medical Center/Interface, Inc. Obligated Group)1	5.000			06/01/2016		12/01/2010	A		30,032
	10,000	NM Mtg. Finance Authority (Bluffs at Tierra Contenta)1	5.200			01/01/2019		10/01/2010	A		10,009
	15,000	NM Mtg. Finance Authority (Rio Volcan Apartments)1	5.650			07/01/2018		01/01/2011	A		15,019

55 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
New Mexico Continued
$	25,000	NM Mtg. Finance Authority (Single Family Mtg.)1		5.000	%		09/01/2022		03/01/2012	A	$	25,383
	275,000	NM Mtg. Finance Authority (Single Family Mtg.)1		6.200			09/01/2032		03/01/2013	A		283,784
	465,000	NM Mtg. Finance Authority (Single Family Mtg.)1		6.450			03/01/2033		09/01/2011	A		490,408
	85,000	NM Mtg. Finance Authority (Single Family Mtg.)1		6.550			09/01/2031		03/01/2011	A		87,751
	225,000	NM Regional Hsg. Authority (Washington Place Apartments)1		5.500			08/15/2020		10/30/2017	B		176,774
	125,000	Villa Hermosa, NM Affordable Hsg. Corp. (Villa Hermosa Apartments)1		5.900			05/20/2027		12/14/2022	B		112,161
												1,231,321
New York—0.1%
	500,000	NYC IDA (JFK International Airport)1		8.000			08/01/2012		08/01/2012			512,110
	2,500,000	Westchester County, NY Tobacco Asset Securitization Corp.1		5.125			06/01/2045		06/01/2026	B		1,997,050
												2,509,160
North Carolina—0.4%
	75,000	NC Eastern Municipal Power Agency, Series B1		5.500			01/01/2021		01/01/2011	A		75,179
	30,000	NC Eastern Municipal Power Agency, Series B1		6.250			01/01/2023		01/01/2011	A		30,104
	2,685,000	NC HFA1		5.750			03/01/2017		03/01/2011	A		2,805,154
	1,620,000	NC HFA1		6.000			07/01/2016		01/01/2011	A		1,622,948
	5,670,000	NC HFA (Home Ownership)1		5.375			01/01/2029		01/01/2011	A		5,702,376
	15,000	NC HFA (Single Family)1		5.350			09/01/2028		03/01/2011	A		15,012
	15,000	NC HFA (Single Family)1		5.375			09/01/2014		03/01/2011	A		15,041
	85,000	NC HFA (Single Family)1		5.600			09/01/2019		03/01/2011	A		88,475
	1,620,000	NC HFA (Single Family)1		6.250			09/01/2027		03/01/2011	A		1,727,827
	1,205,000	NC HFA (Single Family)1		6.250			03/01/2028		03/01/2011	A		1,232,341
	1,000,000	Piedmont Triad, NC Airport Authority1		6.000			07/01/2021		01/01/2011	A		1,006,670
												14,321,127
North Dakota—0.4%
	60,000	Fargo, ND Health System (Meritcare Hospital/Meritcare Med Group Obligated Group)1		5.375			06/01/2027		12/01/2010	A		60,059
	3,370,000	Grand Forks, ND Health Care Facilities (United Health Resources)1		6.125			12/01/2014		12/01/2010	A		3,377,448
	7,510,000	Grand Forks, ND Health Care System (Altru Health System)1		5.600			08/15/2017		02/15/2011	A		7,518,486
	100,000	ND Board of Higher Education Student Services Facilities1		5.500			08/01/2023		08/01/2015	A		102,246
	60,000	ND HFA (Home Mtg.)1		5.150			07/01/2014		01/01/2011	A		60,101

56 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
North Dakota Continued
$	25,000	ND HFA, Series C1		5.650	%		07/01/2013		01/01/2011	A	$	25,733
	35,000	Williston, ND Health Facilities (Catholic Health Corp.)		5.500			11/15/2014		11/15/2010	A		35,134
												11,179,207
Ohio—3.1%
	1,275,000	Adams County, OH Valley Local School District1		5.250			12/01/2021		12/01/2010	A		1,276,084
	70,000	Akron, OH Economic Devel.1		5.000			12/01/2018		12/01/2010	A		70,220
	5,000,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)1		0.000	3		06/01/2037		05/28/2037	B		3,328,200
	39,975,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)1		5.125			06/01/2024		01/09/2018	B		34,327,332
	8,220,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)1		5.375			06/01/2024		01/09/2018	B		7,240,505
	3,925,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)1		5.875			06/01/2030		12/13/2029	B		3,174,226
	70,000	Centerville, OH GO1		5.625			12/01/2026		12/01/2010	A		70,515
	1,110,000	Cleveland-Cuyahoga County, OH Port Authority (Cleveland Christian Home)1		5.250			11/15/2015		05/15/2012	B		1,101,331
	1,825,000	Cleveland-Cuyahoga County, OH Port Authority (Port Cleveland)1		5.375			05/15/2018		05/15/2014	B		1,820,365
	405,000	Cleveland-Cuyahoga County, OH Port Authority (Universal Heat Treating)1		6.500			11/15/2014		09/11/2011	C		409,147
	5,000	Cuyahoga County, OH Hospital (University Hospitals of Cleveland)1		9.000			06/01/2011		12/01/2010	C		5,256
	25,805,000	Cuyahoga County, OH Hospital Facilities (CSAHS-UHHS-Cuyahoga/ Canton Obligated Group)1		7.500			01/01/2030		01/01/2011	A		26,093,242
	2,520,000	Dublin, OH Industrial Devel. (Dublin Health Care Corp.)1		7.500			12/01/2016		12/01/2010	A		2,520,000
	100,000	Franklin County, OH Mtg. (Gateway Apartment Homes)		5.800			12/20/2028		12/20/2010	A		104,097
	20,000	Franklin County, OH Mtg. (Villas at St. Therese)1		5.500			07/01/2021		01/01/2011	A		20,010
	1,000,000	Franklin County, OH Multifamily Hsg. (Hamilton Creek)1		5.550			07/01/2024		01/01/2011	A		1,000,780
	1,625,000	Grove City, OH Tax Increment Financing1		5.125			12/01/2016		06/12/2013	B		1,598,773
	2,485,000	Hamilton County, OH Sales Tax1		5.250			12/01/2032		12/01/2010	A		2,488,479
	25,000	Lake County, OH Sewer District Improvements1		5.850			12/01/2016		12/01/2016			25,083
	650,000	Lucas County, OH GO		6.500			12/01/2016		12/01/2010	A		653,133
	200,000	Lucas County, OH Hospital (Toledo Hospital/ Flower Hospital Obligated Group)		5.750			11/15/2011		11/15/2010	A		200,706

57 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Ohio Continued
$	15,000	Muskingum County, OH Hospital Facilities (BHA/Careserve/PP/SSNH/BHC/BCG/ Carelife/BCC Obligated Group)1		5.400	%		12/01/2016		12/01/2010	A	$	15,020
	10,000	Muskingum County, OH Hospital Facilities (FSCCHM)1		5.375			02/15/2012		02/15/2011	A		10,023
	35,000	OH Air Quality Devel. Authority (First Energy Solutions Corp.)1		7.250			11/01/2032		11/01/2012	D		38,231
	45,000	OH Capital Corp. for Hsg. (The Conifers)1		6.300			06/01/2028		12/01/2010	A		45,058
	460,000	OH Economic Devel. (Astro Instrumentation)1		5.450			06/01/2022		06/01/2014	A		477,503
	40,000	OH HFA1		5.250			09/01/2030		11/01/2011	B		40,423
	5,000	OH Water Devel. Authority1		9.375			12/01/2010		12/01/2010			5,072
	40,000	Pike County, OH Hospital Facilities (Pike Health Services)		6.750			07/01/2017		11/26/2013	A		40,022
	10,000	Pleasant, OH Local School District1		5.100			12/01/2018		12/01/2010	A		10,021
	1,900,000	Port of Greater Cincinnati, OH Devel. Authority (Public Parking Infrastructure)		6.300			02/15/2024		12/19/2017	B		1,314,268
	1,950,000	Port of Greater Cincinnati, OH Devel. Authority (Public Parking Infrastructure)		6.400			02/15/2034		02/27/2030	B		1,208,669
	215,000	Scioto County, OH Marine Terminal Facility (Norfolk & Western Railway Company)1		5.300			08/15/2013		11/15/2010	A		215,520
	1,500,000	Struthers, OH City School District1		5.500			12/01/2022		12/01/2011	A		1,518,765
	5,040,000	Toledo-Lucas County, OH Port Authority (Bax Global)1		6.250			11/01/2013		08/25/2011	B		4,855,486
	590,000	Toledo-Lucas County, OH Port Authority (Creekside Devel. Company)1		6.600			11/15/2015		11/15/2012	A		595,216
	2,900,000	Toledo-Lucas County, OH Port Authority (Crocker Park)1		5.250			12/01/2023		11/02/2019	B		2,903,683
	10,000	Toledo-Lucas County, OH Port Authority (Northwest Ohio)1		5.400			05/15/2019		11/06/2016	B		9,266
	520,000	Toledo-Lucas County, OH Port Authority (Woodsage Properties)1		5.400			05/15/2014		03/29/2012	B		513,848
	90,000	Wadsworth, OH Hsg. Devel. Corp. (Medina Hsg.)1		6.200			03/01/2020		05/21/2017	B		76,913
												101,420,491
Oklahoma—0.2%
	230,000	Ardmore, OK Devel. Authority Tax1		5.000			11/01/2010		11/01/2010			230,232
	85,000	Cherokee County, OK EDA (NSU Student Hsg.)1		5.250			12/01/2034		06/03/2030	B		75,139
	65,000	Edmond, OK EDA Student Hsg. (Collegiate Hsg. Foundation)1		5.375			12/01/2019		12/01/2010	A		65,051
	70,000	OK HFA (Single Family Homeownership Loan Program)1		5.300			09/01/2026		03/01/2011	C		70,246
	10,000	OK HFA (Single Family Homeownership Loan Program)1		5.400			09/01/2022		03/01/2012	A		10,195

58 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Oklahoma Continued
$	75,000	OK HFA (Single Family Homeownership Loan Program)1		5.500	%		09/01/2028		03/01/2012	A	$	76,172
	55,000	OK HFA (Single Family Homeownership Loan Program)1		5.850			09/01/2020		03/01/2011	A		56,798
	10,000	OK HFA (Single Family Homeownership Loan Program)1		6.200			09/01/2028		03/01/2011	A		10,076
	30,000	OK HFA (Single Family Mtg.)1		5.250			03/01/2022		03/01/2012	A		30,771
	5,000	OK HFA (Single Family Mtg.)1		5.350			09/01/2025		03/01/2013	A		5,194
	35,000	OK HFA (Single Family Mtg.)1		5.400			09/01/2029		01/01/2012	C		35,817
	2,620,000	Oklahoma City, OK Airport Trust1		5.750			02/01/2018		02/01/2012	A		2,625,083
	1,705,000	Oklahoma County, OK HFA (Single Family Mtg.)1		6.600			10/01/2035		02/01/2012	A		1,845,458
	100,000	Tulsa, OK Airport Authority (Tulsa International Airport)1		6.000			06/01/2019		12/01/2010	A		100,176
	830,000	Tulsa, OK Airport Authority (Tulsa International Airport)1		6.125			06/01/2026		12/01/2010	A		830,938
												6,067,346
Oregon—0.1%
	20,000	Klamath Falls, OR Airport		5.500			07/01/2016		01/01/2011	A		20,074
	25,000	Newberg, OR Public Safety1		5.250			12/01/2012		12/01/2010	A		25,096
	75,000	Northern Wasco County, OR People’s Utility District (Bonneville Power Administration)1		5.200			12/01/2024		12/01/2010	A		77,304
	15,000	OR Bond Bank (Economic Devel. Dept.)1		5.500			01/01/2013		01/01/2011	A		15,060
	55,000	OR Bond Bank (Economic Devel. Dept.)1		6.000			01/01/2015		01/01/2011	A		55,247
	25,000	OR GO1		5.375			08/01/2028		02/01/2011	A		25,013
	40,000	OR GO (Elderly & Disabled Hsg.)1		5.450			08/01/2012		02/01/2011	A		40,139
	35,000	OR GO (Elderly & Disabled Hsg.)1		5.450			08/01/2013		02/01/2011	A		35,116
	20,000	OR GO (Elderly & Disabled Hsg.)1		5.550			08/01/2016		02/01/2011	A		20,031
	25,000	OR GO (Elderly & Disabled Hsg.)1		5.600			08/01/2019		02/01/2011	A		25,032
	50,000	OR GO (Elderly & Disabled Hsg.)1		5.650			08/01/2026		02/01/2011	A		50,042
	25,000	OR GO (Elderly & Disabled Hsg.)1		5.700			08/01/2016		02/01/2012	A		25,041
	15,000	OR GO (Elderly & Disabled Hsg.)1		6.200			08/01/2020		02/01/2011	A		15,025
	60,000	OR GO (Elderly & Disabled Hsg.)1		6.300			08/01/2026		02/01/2011	A		60,082
	210,000	OR GO (Veterans Welfare)		6.000			04/01/2032		10/01/2010	A		210,214
	20,000	OR Health & Science University1		5.250			07/01/2015		01/01/2011	A		20,042
	25,000	OR Hsg. & Community Services Dept. (Single Family Mtg.), Series F1		5.250			07/01/2022		01/01/2012	A		26,532
	50,000	Port of Portland, OR Airport (Portland International Airport)1		5.500			07/01/2018		01/01/2011	A		50,076
	50,000	Port Umatilla, OR Water1		6.450			08/01/2014		02/01/2011	A		50,695
	35,000	Portland, OR Urban Renewal & Redevel. (Oregon Convention Center)1		5.500			06/15/2020		06/15/2011	A		35,460

59 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

							Effective
Principal							Maturity
Amount			Coupon		Maturity		(Unaudited)*			Value
Oregon Continued
$	1,000,000	Western Generation, OR Agency Cogeneration (Wauna Cogeneration)1	5.000	%		01/01/2016		03/24/2015	B	$	970,060
											1,851,381
Pennsylvania—6.8%
	2,945,000	Allegheny County, PA Redevel. Authority (Pittsburgh Mills)1	5.100			07/01/2014		02/09/2013	B		2,980,222
	6,480,000	Allegheny County, PA Redevel. Authority (Robinson Mall)1	7.000			11/01/2017		11/01/2010	A		6,490,757
	8,000,000	Beaver County, PA IDA (First Energy General Corp.)1	7.125			06/01/2028		06/01/2011	D		8,282,320
	1,520,000	Bucks County, PA IDA (School Lane Foundation)1	4.600			03/15/2017		05/19/2014	B		1,545,445
	7,890,000	Chester County, PA H&EFA (Chester County Hospital)1	5.875			07/01/2016		01/01/2011	A		7,906,017
	800,000	Chester County, PA H&EFA (Chester County Hospital)1	6.750			07/01/2021		01/01/2011	A		815,400
	20,000	Delaware County, PA Authority (Neumann University)1	5.375			10/01/2026		04/01/2011	A		20,010
	115,000	Delaware River Port Authority PA/NJ1	5.625			01/01/2026		01/01/2011	A		115,167
	40,000	Delaware River Port Authority PA/NJ1	5.700			01/01/2023		01/01/2011	A		40,072
	200,000	Erie, PA Higher Education Building Authority (Gannon University)1	5.200			07/15/2016		01/15/2011	A		200,318
	2,500,000	Lehigh Northampton, PA Airport Authority1	6.000			05/15/2025		11/15/2010	A		2,504,325
	35,000,000	Montgomery County, PA IDA1	5.750			08/01/2030		08/01/2015	A		37,318,400
	26,335,000	PA EDFA (Albert Einstein Healthcare)1	6.250			10/15/2023		10/15/2019	A		28,882,121
	12,300,000	PA EDFA (National Gypsum Company)1	6.125			11/01/2027		11/01/2027			10,775,907
	8,120,000	PA EDFA (National Gypsum Company)1	6.250			11/01/2027		11/01/2027			7,211,291
	1,300,000	PA EDFA (Northampton Generating)	6.500			01/01/2013		12/24/2010	B		840,476
	1,500,000	PA HEFA (California University of Pennsylvania Student Assoc.)1	6.750			09/01/2020		09/01/2012	A		1,532,145
	10,000,000	PA HEFA (MCP/HUHS/AUS Obligated Group)1	5.875			11/15/2016		11/15/2010	A		10,002,800
	10,300,000	PA HEFA (MCP/HUHS/AUS Obligated Group)1	5.875			11/15/2016		11/15/2010	A		10,302,884
	25,000	PA HEFA (University of the Arts)1	5.500			03/15/2020		03/15/2011	A		25,015
	9,315,000	PA HFA (Single Family Mtg.)1	5.550			10/01/2020		01/01/2011	A		9,374,243
	15,000	PA St. Mary Hospital Authority (Franciscan Health)1	7.000			06/15/2015		12/15/2010	A		15,047
	35,000	Philadelphia, PA Airport Revenue1	5.375			06/15/2014		06/15/2011	A		35,093
	445,000	Philadelphia, PA Authority for Industrial Devel. (Cathedral Village)1	4.750			04/01/2034		07/02/2024	B		443,104
	25,000	Philadelphia, PA Authority for Industrial Devel. (Philadelphia Airport)1	5.000			07/01/2015		01/01/2011	A		25,048
	14,710,000	Philadelphia, PA Authority for Industrial Devel. (Philadelphia Airport)1	5.000			07/01/2023		10/25/2010	A		14,716,031

60 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Pennsylvania Continued
$	20,880,000	Philadelphia, PA H&HEFA (Temple University Hospital)1		6.625	%		11/15/2023		11/15/2010	A	$	20,887,517
	36,210,000	Philadelphia, PA Redevel. Authority (Neighborhood Transformation)1		5.300			04/15/2026		04/15/2012	A		37,427,380
	65,000	Pittsburgh, PA Urban Redevel. Authority, Series C1		5.600			04/01/2020		10/01/2010	A		65,075
	50,000	Washington County, PA Authority (Girard College)1		5.000			05/15/2018		05/15/2011	A		50,168
												220,829,798
Rhode Island—2.4%
	2,295,000	Central Falls, RI Detention Facility1		6.750			01/15/2013		05/17/2011	B		2,253,483
	25,000	Providence, RI Public Building Authority, Series B1		5.500			12/15/2014		12/15/2010	A		25,096
	465,000	RI Clean Water Finance Agency (Triton Ocean)1		5.800			09/01/2022		03/01/2011	A		465,233
	80,000	RI Health & Educational Building Corp. (Johnson & Wales University)1		6.100			04/01/2026		10/01/2010	A		80,087
	50,000	RI Health & Educational Building Corp. (Lifespan)1		5.250			05/15/2026		11/15/2010	A		50,022
	4,045,000	RI Health & Educational Building Corp. (RIH/MHF/TMH/RIHF Obligated Group)1		5.750			05/15/2023		11/15/2010	A		4,049,611
	25,000	RI Hsg. & Mtg. Finance Corp. (Homeownership Opportunity)1		5.200			04/01/2019		10/01/2010	A		25,023
	20,000	RI Hsg. & Mtg. Finance Corp. (Homeownership Opportunity)1		5.400			10/01/2026		04/01/2011	A		20,452
	145,000	RI Hsg. & Mtg. Finance Corp. (Homeownership Opportunity)1		6.500			04/01/2027		10/01/2010	A		145,242
	25,000	RI Hsg. & Mtg. Finance Corp. (Rental Hsg.)1		5.375			04/01/2024		10/01/2012	A		25,386
	20,000	RI Student Loan Authority1		5.250			12/01/2011		12/01/2010	A		20,051
	18,835,000	RI Student Loan Authority2		6.000			12/01/2023		12/01/2010	A		18,881,912
	115,000	RI Student Loan Authority1		6.450			12/01/2015		12/01/2010	A		115,630
	14,060,000	RI Tobacco Settlement Financing Corp. (TASC)1		6.250			06/01/2042		06/20/2026	B		14,058,453
	350,000,000	RI Tobacco Settlement Financing Corp. (TASC)		6.950	4		06/01/2052		04/12/2028	B		5,586,000
	8,275,000	RI Tobacco Settlement Financing Corp. (TASC), Series A1		6.000			06/01/2023		06/01/2012	A		8,377,527
	24,415,000	RI Tobacco Settlement Financing Corp. (TASC), Series A1		6.125			06/01/2032		09/25/2018	B		24,418,174
												78,597,382
South Carolina—0.9%
	1,050,000	Allendale County, SC School District Energy Savings Special Obligation1		7.000			12/01/2013		12/01/2013			1,101,660
	110,000	Georgetown County, SC Environmental Improvement (International Paper Company)1		5.700			10/01/2021		10/01/2010	A		110,043

61 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

							Effective
Principal							Maturity
Amount			Coupon		Maturity		(Unaudited)*			Value
South Carolina Continued
$	285,000	Greenville County, SC Airport (Donaldson Industrial Air Park)1	6.125	%		10/01/2017		07/01/2014	B	$	287,417
	20,000	Horry County, SC Airport1	5.625			07/01/2020		07/01/2012	A		20,231
	20,000	Horry County, SC Airport1	5.700			07/01/2027		01/01/2011	A		20,016
	210,000	Lee County, SC School Facilities, Series 20061	6.000			12/01/2019		12/01/2017	A		228,302
	270,000	Lee County, SC School Facilities, Series 20061	6.000			12/01/2027		12/01/2017	A		285,080
	1,090,000	Orangeburg County, SC Solid Waste (South Carolina Electric & Gas Company)1	5.700			11/01/2024		11/01/2010	A		1,090,970
	2,355,000	Richland County, SC Environmental Improvement (International Paper Company)1	6.100			04/01/2023		04/01/2014	A		2,424,355
	1,630,000	SC Connector 2000 Assoc. Toll Road, Series B	4.673	4		01/01/2011		01/01/2011			253,302
	1,735,000	SC Connector 2000 Assoc. Toll Road, Series B	5.604	4		01/01/2021		01/01/2021			152,437
	720,000	SC Connector 2000 Assoc. Toll Road, Series B	5.702	4		01/01/2026		01/01/2026			47,225
	30,000	SC Educational Facilities Authority (Southern Wesleyan University)1	5.850			03/01/2016		03/01/2011	A		30,026
	100,000	SC Educational Facilities Authority (Southern Wesleyan University)1	6.000			03/01/2023		03/01/2011	A		100,005
	20,000	SC Hsg. Finance & Devel. Authority1	5.950			07/01/2029		11/01/2010	A		20,019
	90,000	SC Hsg. Finance & Devel. Authority, Series A1	5.400			07/01/2021		01/01/2011	A		90,257
	10,000	SC Hsg. Finance & Devel. Authority, Series A-21	5.300			07/01/2019		01/01/2011	A		10,010
	3,000,000	SC Jobs-EDA (Georgetown Memorial Hospital/ Georgetown Health Group Obligated Group)1	5.875			11/01/2029		11/01/2010	A		3,029,160
	10,000	SC Ports Authority1	5.000			07/01/2017		01/01/2011	A		10,015
	25,000	SC Ports Authority1	5.000			07/01/2018		01/01/2011	A		25,032
	10,160,000	SC Ports Authority1	5.300			07/01/2026		01/01/2011	A		10,172,903
	9,970,000	SC Tobacco Settlement Management Authority	5.000			06/01/2018		12/01/2010	A		9,978,873
											29,487,338
South Dakota—0.9%
	13,930,000	SD Education Loans1	5.600			06/01/2020		06/01/2020			11,933,413
	11,065,000	SD Educational Enhancement Funding Corp. Tobacco Settlement1	6.500			06/01/2032		06/01/2013	A		11,277,448
	45,000	SD H&EFA (Prairie Lakes Health Care System)1	5.650			04/01/2022		10/01/2010	A		45,029
	3,875,000	SD Hsg. Devel. Authority (Homeownership)1	5.375			05/01/2018		11/01/2010	A		4,010,896
	20,000	SD Hsg. Devel. Authority (Homeownership)1	5.375			05/01/2018		11/01/2010	A		21,664
	1,070,000	SD Hsg. Devel. Authority (Homeownership)1	5.750			05/01/2031		01/01/2011	C		1,167,648
											28,456,098
Tennessee—1.5%
	10,000	Blount County, TN Hospital, Series B1	5.125			07/01/2019		01/01/2011	A		10,005
	50,000	Columbia, TN Electric System	5.625			09/01/2017		03/01/2011	A		50,203
	1,275,000	Johnson City, TN H&EFB (Mountain States Health Alliance)1	5.500			07/01/2036		07/01/2016	A		1,288,643

62 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Tennessee Continued
$	23,500,000	Johnson City, TN H&EFB (Mountain States Health Alliance)1		6.500	%		07/01/2038		07/01/2020	A	$	25,717,460
	20,000	Memphis, TN HE&HFB (Graceland Gardens Apartments)1		8.000			03/01/2019		03/01/2011	A		20,284
	2,650,000	Memphis-Shelby County, TN Airport Authority1		6.000			03/01/2024		03/01/2011	A		2,675,122
	5,430,000	Memphis-Shelby County, TN Airport Authority1		6.125			03/01/2025		03/01/2011	A		5,481,965
	845,000	Memphis-Shelby County, TN Airport Authority1		6.250			03/01/2018		03/01/2011	A		855,892
	275,000	Nashville & Davidson County, TN Metropolitan Government Health & Educational Facilities (McKendree Village Senior Care Corp.)1		5.125			01/01/2020		01/01/2011	A		275,932
	12,235,000	TN Energy Acquisition Gas Corp.1		5.250			09/01/2024		09/01/2024			12,750,828
	15,000	TN Hsg. Devel. Agency (Homeownership)1		5.250			07/01/2022		01/01/2012	A		15,140
	35,000	TN Hsg. Devel. Agency (Homeownership)1		5.375			07/01/2023		01/01/2011	A		36,068
	80,000	TN Hsg. Devel. Agency (Homeownership)1		5.550			01/01/2021		01/01/2011	A		80,262
												49,257,804
Texas—6.6%
	3,019,000	Austin, TX Hsg. Finance Corp. (Austin Santa Maria Village)1		7.375			06/20/2035		12/20/2010	A		3,184,803
	605,000	Austin, TX Utility System		6.730	4		11/15/2014		11/15/2014			452,564
	105,000	Bexar County, TX HFC (American Opportunity Hsg.-Cinnamon Creek)1		5.750			12/01/2013		05/25/2011	B		100,685
	115,000	Bexar County, TX HFC (Doral Club)1		8.750			10/01/2036		10/01/2036			83,204
	1,085,000	Brazos River Authority, TX (Johnson County Surface Water & Treatment System)1		5.800			09/01/2011		03/01/2011	A		1,089,166
	100,000	Brazos River Authority, TX (Regional Raw Water Line)1		5.500			09/01/2030		03/01/2011	A		100,324
	150,000	Brazos River Authority, TX Pollution Control (TXU Energy Company)		6.750			10/01/2038		10/01/2038			64,011
	5,000,000	Brazos River, TX Harbor Navigation District (Dow Chemical Company)1		5.700			05/15/2033		05/15/2012	D		5,186,050
	20,000,000	Brazos River, TX Harbor Navigation District (Dow Chemical Company)1		6.250			05/15/2033		06/15/2012	D		21,197,400
	290,000	Brazos River, TX Harbor Navigation District (Dow Chemical Company)1		6.625			05/15/2033		05/15/2013	A		298,320
	30,000	Brownsboro, TX Independent School District1		5.625			08/15/2020		02/15/2011	A		30,118
	17,845,000	Capital Area, TX HFC (AHF Affordable Hsg.)		0.600	7		01/01/2039		01/01/2039			5,183,973
	25,000	Cass County, TX IDC (International Paper Company)1		6.000			09/01/2025		09/01/2012	A		25,442
	285,000	Cass County, TX IDC (International Paper Company)1		6.600			03/15/2024		03/15/2012	A		288,144

63 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Texas Continued
$	60,000	Collin County, TX HFC (Community College District Foundation)1		5.250	%		06/01/2023		07/07/2021	B	$	42,615
	5,000	Connally, TX Consolidated Independent School District1		5.625			08/15/2029		02/15/2011	A		5,019
	2,500,000	Dallas-Fort Worth, TX International Airport1		5.500			11/01/2020		11/01/2011	A		2,566,175
	1,010,000	Dallas-Fort Worth, TX International Airport1		5.500			01/15/2021		01/15/2011	A		1,011,879
	20,000,000	Dallas-Fort Worth, TX International Airport1		5.500			11/01/2021		11/01/2010	A		20,033,600
	105,000	Dallas-Fort Worth, TX International Airport1		5.500			11/01/2031		11/01/2011	A		106,013
	70,000	Dallas-Fort Worth, TX International Airport1		5.500			11/01/2035		11/01/2010	A		70,040
	100,000	Dallas-Fort Worth, TX International Airport1		5.750			11/01/2030		11/01/2010	A		100,137
	10,250,000	Dallas-Fort Worth, TX International Airport		6.000			11/01/2023		11/01/2010	A		10,286,080
	6,500,000	Dallas-Fort Worth, TX International Airport1		6.000			11/01/2024		11/01/2010	A		6,512,935
	220,000	Dallas-Fort Worth, TX International Airport1		6.000			11/01/2028		11/01/2010	A		220,381
	5,510,000	Dallas-Fort Worth, TX International Airport		6.000			11/01/2032		11/01/2010	A		5,517,879
	8,000,000	Dallas-Fort Worth, TX International Airport1		6.100			11/01/2019		11/01/2010	A		8,021,280
	75,000	Dallas-Fort Worth, TX International Airport1		6.125			11/01/2035		02/16/2011	A		75,106
	12,500,000	Dallas-Fort Worth, TX International Airport		6.250			11/01/2028		11/01/2010	A		12,546,500
	8,950,000	Dallas-Fort Worth, TX International Airport		6.250			11/01/2028		11/01/2010	A		8,983,294
	100,000	De Soto, TX Park Devel. Corp.1		5.250			02/15/2016		11/21/2010	A		100,242
	165,000	El Paso County, TX HFC (American Village Communities), Series A1		6.250			12/01/2020		12/01/2010	A		167,888
	85,000	Grand Prairie, TX Metropolitan Utility & Reclamation District		5.800			04/01/2011		04/01/2011			85,135
	1,265,000	Grand Prairie, TX Metropolitan Utility & Reclamation District		6.500			04/01/2012		10/01/2010	A		1,267,366
	4,660,000	Gulf Coast, TX IDA (Citgo Petroleum Corp.)1		7.500			05/01/2025		10/01/2012	D		4,781,253
	110,000	Gulf Coast, TX IDA (Valero Energy Corp.)1		5.600			12/01/2031		12/01/2031			109,383
	340,000	Gulf Coast, TX IDA Solid Waste (Citgo Petroleum Corp.)1		8.000			04/01/2028		04/01/2012	A		347,905
	60,000	Gulf Coast, TX Waste Disposal Authority (Valero Energy Corp.)1		5.600			04/01/2032		04/01/2032			58,789
	30,000	Gulf Coast, TX Waste Disposal Authority (Valero Energy Corp.)1		6.650			04/01/2032		04/01/2012	A		30,429
	2,100,000	Gulf Coast, TX Water Authority1		5.000			08/15/2018		02/15/2011	A		2,103,948
	12,470,000	Harris County, TX HFDC (St. Luke’s Episcopal Hospital)1		6.750			02/15/2021		02/15/2011	A		14,668,212
	35,000	Harris County, TX IDC (Continental Airlines)1		5.375			07/01/2019		08/09/2014	B		32,114
	10,000	Harris County, TX Municipal Utility District1		6.500			03/01/2017		03/01/2017			10,011
	2,055,000	Harris County-Houston, TX Sports Authority1		5.750			11/15/2019		11/15/2011	A		2,065,933
	2,211,000	Heart of TX HFC (Waco Robinson Garden)1		7.375			06/20/2035		12/20/2010	A		2,324,844
	965,000	Houston, TX Airport Special Facilities (Continental Airlines)1		5.500			07/15/2017		01/15/2011	A		967,065

64 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Texas Continued
$	4,060,000	Houston, TX Airport Special Facilities (Continental Airlines)1		6.125	%		07/15/2017		07/09/2013	B	$	3,970,477
	210,000	Houston, TX Airport System1		5.625			07/01/2030		01/01/2011	A		210,139
	50,000	Houston, TX Airport System (Continental Airlines)1		5.375			07/15/2011		07/15/2011			50,192
	10,000	Houston, TX Airport System (People Mover)1		5.375			07/15/2012		01/15/2011	A		10,034
	45,000	Houston, TX Airport System, Series A1		5.000			07/01/2028		07/01/2011	A		45,010
	100,000	Houston, TX Airport System, Series A1		5.500			07/01/2018		01/01/2011	A		100,260
	8,000,000	Houston, TX Airport System, Series A1		5.500			07/01/2023		01/01/2011	A		8,009,600
	25,000	Houston, TX Airport System, Series A1		5.625			07/01/2020		07/01/2011	A		25,068
	3,500,000	Houston, TX Airport System, Series A1		5.875			07/01/2015		07/01/2011	A		3,583,650
	3,900,000	Houston, TX Airport System, Series A1		6.000			07/01/2011		01/01/2011	A		3,916,263
	1,150,000	Houston, TX Airport System, Series B1		5.200			07/01/2018		01/01/2011	A		1,151,656
	635,000	Houston, TX HFC (Single Family Mtg.)1		6.750			06/01/2033		12/01/2017	C		658,012
	1,605,000	Houston, TX Hsg. Corp. (6800 Long Drive Apartments)1		6.625			02/01/2020		02/01/2011	A		1,613,988
	35,000	Lewisville, TX HFC (Lewisville Limited)		5.500			06/01/2017		10/01/2010	A		35,047
	90,000	Lewisville, TX HFC (Lewisville Limited)1		5.600			12/01/2029		10/01/2010	A		90,056
	100,000	Lubbock, TX HFC (Las Colinas Quail Creek Apartments)1		6.750			07/01/2012		11/29/2011	B		97,439
	50,000	Matagorda County, TX Navigation District (Centerpoint Energy)1		5.250			11/01/2029		11/01/2029			49,140
	7,385,000	McLennan County, TX Public Facility Corp.1		6.625			06/01/2035		10/14/2014	A		8,161,902
	835,000	Midland County, TX Hospital District1		5.375			06/01/2016		12/01/2010	A		836,369
	16,000,000	Mission, TX EDC (Waste Management)1		6.000			08/01/2020		08/01/2013	D		17,423,840
	50,000	Montgomery County, TX Municipal Utility District No. 40 (Waterworks & Sewer)1		5.000			03/01/2019		03/01/2011	A		50,077
	685,000	Permian Basin, TX HFC (Single Family Mtg.)1		5.650			01/01/2038		03/07/2016	C		736,149
	125,000	Permian Basin, TX HFC (Single Family Mtg.)1		5.750			01/01/2038		07/01/2016	A		130,419
	340,000	Richwood, TX GO COP1		5.750			08/15/2024		01/01/2013	A		340,211
	620,000	Sabine, TX River Authority Pollution Control (TXU Electric Company)		6.450			06/01/2021		06/01/2021			273,984
	250,000	Southeast TX HFC1		4.750			01/01/2037		07/01/2012	A		251,645
	40,000	Southlake Parks, TX Devel. Corp.1		5.375			08/15/2021		02/15/2011	A		40,119
	4,030,000	Texas City, TX Industrial Devel. Corp. (BP Pipeline-North America)1		7.375			10/01/2020		10/01/2020			4,669,400
	1,700,000	Tomball, TX Hospital Authority (Tomball Regional Hospital)		6.000			07/01/2019		07/01/2011	A		1,710,336
	235,000	Trinity, TX River Authority (TXU Energy Company)		6.250			05/01/2028		05/01/2028			96,768
	55,000	TX Dept. of Hsg. & Community Affairs1		5.250			07/01/2018		01/01/2011	A		55,206
	10,000	TX Dept. of Hsg. & Community Affairs1		5.350			07/01/2033		07/01/2011	A		10,182

65 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Texas Continued
$	70,000	TX Dept. of Hsg. & Community Affairs (Pebble Brook Apartments)1		5.550	%		12/01/2024		12/01/2010	A	$	70,129
	20,000	TX Dept. of Hsg. & Community Affairs (Residential Mtg.)1		5.250			07/01/2022		07/01/2011	A		20,952
	145,000	TX Dept. of Hsg. & Community Affairs (Residential Mtg.)1		5.500			01/01/2021		01/01/2011	A		145,561
	105,000	TX Dormitory Finance Authority (Temple Junior College Foundation)		5.875			09/01/2022		04/17/2019	B		64,539
	35,000	TX GO1		6.000			12/01/2030		12/01/2010	A		35,071
	25,000	TX Lower Colorado River Authority1		5.500			05/15/2021		05/15/2011	A		25,084
	3,415,000	TX Municipal Gas Acquisition & Supply Corp.1		5.250			12/15/2023		12/15/2023			3,503,209
	5,000,000	TX Municipal Gas Acquisition & Supply Corp.1		6.250			12/15/2026		08/04/2023	B		5,610,850
	1,365,000	TX Panhandle HFA (Amarillo Affordable Hsg.)5,6		6.250			03/01/2010		03/01/2010			682,500
	4,360,000	TX Panhandle HFA (Amarillo Affordable Hsg.)5,6		6.625			03/01/2020		03/11/2016	B		2,216,232
	2,860,000	TX Panhandle HFA (Amarillo Affordable Hsg.)5,6		6.750			03/01/2031		10/24/2026	B		1,447,074
	25,000	TX Water Devel. Board1		5.250			07/15/2015		07/15/2011	A		25,094
	50,000	TX Water Devel. Board1		5.450			07/15/2021		01/15/2011	A		50,184
	235,000	Victoria County, TX Hospital (Citizens Medical Center)1		5.500			02/15/2019		02/15/2011	A		236,215
	60,000	Washington County, TX HFDC (Trinity Community Medical Center of Brenham/ Trinity Care Center Obligated Group)1		5.750			06/01/2024		07/11/2022	B		56,450
												215,095,436
U.S. Possessions—8.5%
	1,000,000	Guam International Airport Authority1		5.250			10/01/2022		10/01/2010	A		1,004,670
	20,000	Guam International Airport Authority1		5.375			10/01/2017		10/01/2013	A		20,831
	1,040,000	Puerto Rico Children’s Trust Fund (TASC)1		5.375			05/15/2033		12/14/2015	B		1,041,768
	5,000,000	Puerto Rico Commonwealth GO1		5.250			07/01/2024		07/01/2016	A		5,195,550
	2,330,000	Puerto Rico Commonwealth GO1		5.250			07/01/2026		07/01/2016	A		2,422,338
	10,685,000	Puerto Rico Commonwealth GO1		5.250			07/01/2034		07/01/2017	A		10,983,539
	56,565,000	Puerto Rico Electric Power Authority, Series CCC1		5.250			07/01/2026		07/01/2015	A		60,122,939
	13,025,000	Puerto Rico Electric Power Authority, Series CCC1		5.250			07/01/2028		07/01/2020	A		14,076,899
	6,925,000	Puerto Rico Electric Power Authority, Series XX1		5.750			07/01/2036		07/01/2020	A		7,573,111
	8,440,000	Puerto Rico Infrastructure1		5.500			07/01/2020		07/01/2020			9,453,475
	4,670,000	Puerto Rico Infrastructure1		5.500			07/01/2022		07/01/2022			5,232,875

66 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
U.S. Possessions Continued
$	1,140,000	Puerto Rico Infrastructure1		5.500	%		07/01/2023		07/01/2023		$	1,280,300
	680,000	Puerto Rico Infrastructure (Mepsi Campus)1		5.600			10/01/2014		01/03/2013	B		699,747
	1,590,000	Puerto Rico ITEMECF (Cogeneration Facilities)1		6.625			06/01/2026		06/01/2011	A		1,603,070
	165,000	Puerto Rico ITEMECF (InterAmerican University)1		5.000			10/01/2018		10/10/2010	A		165,145
	500,000	Puerto Rico ITEMECF (SEAM/Hospital Espanol Auxilio Obligated Group)1		6.250			07/01/2024		01/01/2011	A		500,700
	500,000	Puerto Rico Public Buildings Authority1		6.125			07/01/2023		07/01/2019	A		557,060
	5,220,000	Puerto Rico Public Buildings Authority1		6.250			07/01/2022		07/01/2022			6,048,884
	2,900,000	Puerto Rico Public Buildings Authority1		6.250			07/01/2026		07/01/2019	A		3,248,000
	1,000,000	Puerto Rico Public Buildings Authority1		6.750			07/01/2036		07/01/2019	A		1,140,620
	2,950,000	Puerto Rico Public Buildings Authority1		7.000			07/01/2021		07/01/2014	A		3,304,443
	13,200,000	Puerto Rico Public Buildings Authority1		7.000			07/01/2025		06/01/2014	A		14,564,088
	500,000	Puerto Rico Public Finance Corp., Series A1		5.000			08/01/2027		02/01/2012	D		514,220
	175,000	Puerto Rico Public Finance Corp., Series A1		5.250			08/01/2029		02/01/2012	A		180,548
	14,315,000	Puerto Rico Public Finance Corp., Series A1		5.250			08/01/2030		02/01/2012	D		14,768,786
	22,450,000	Puerto Rico Public Finance Corp., Series A1		5.750			08/01/2027		02/01/2012	D		23,307,815
	5,000	Puerto Rico Public Finance Corp., Series A		6.000			08/01/2015		08/01/2011	A		5,044
	11,000,000	Puerto Rico Sales Tax Financing Corp., Series A1		5.625			08/01/2030		02/01/2015	A		11,554,730
	21,000,000	Puerto Rico Sales Tax Financing Corp., Series A1		6.125			08/01/2029		02/01/2014	A		22,171,170
	9,000,000	Puerto Rico Sales Tax Financing Corp., Series A1		6.500			08/01/2044		08/01/2019	A		10,349,370
	35,000,000	Puerto Rico Sales Tax Financing Corp., Series C1		6.500			08/01/2035		08/01/2020	A		40,814,550
	5,115,000	V.I. Public Finance Authority, Series A1		6.375			10/01/2019		10/01/2011	A		5,177,505
												279,083,790
Utah—0.1%
	1,396,000	Eagle Mountain, UT Special Assessment		6.250			05/01/2013		11/01/2010	A		1,400,984
	925,000	Emery County, UT Pollution Control (Pacificorp)1		5.625			11/01/2023		11/01/2010	A		926,665
	500,000	Emery County, UT Pollution Control (Pacificorp)1		5.650			11/01/2023		11/01/2010	A		501,380
	30,000	Intermountain, UT Power Agency1		5.000			07/01/2013		01/01/2011	A		30,108
	530,000	UT HFA (Single Family Mtg.)1		6.125			01/01/2027		01/01/2011	A		530,758
	55,000	UT State Building Ownership Authority, Series A1		5.750			08/15/2011		02/15/2011	A		56,026
	5,000	UT University Campus Facilities System, Series A1		6.750			10/01/2014		10/01/2010	A		5,013
												3,450,934
Vermont—0.1%
	25,000	Burlington, VT Airport1		5.600			07/01/2017		01/01/2011	A		25,051
	120,000	Burlington, VT Airport, Series B1		5.750			07/01/2017		01/01/2011	A		120,264
	10,000	Burlington, VT Airport, Series B1		5.850			07/01/2011		01/01/2011	A		10,041

67 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Vermont Continued
$	3,775,000	VT Educational & Health Buildings Financing Agency (Fletcher Allen Health Care)1		6.000	%		12/01/2023		12/01/2011	A	$	3,859,107
	40,000	VT HFA		5.400			02/15/2012		02/15/2011	A		40,127
	20,000	VT HFA (Single Family)1		5.500			11/01/2021		05/01/2011	A		20,509
	25,000	VT HFA (Single Family), Series 11A1		5.900			05/01/2019		02/15/2011	C		26,216
												4,101,315
Virginia—0.3%
	345,000	Norfolk, VA EDA, Series B1		5.625			11/01/2015		01/24/2013	B		302,748
	100,000	Richmond, VA IDA (Virginia Commonwealth University Real Estate Foundation)1		5.550			01/01/2031		01/01/2013	A		101,725
	717,000	VA Gateway Community Devel. Authority1		6.375			03/01/2030		03/01/2015	A		717,903
	8,170,000	VA Hsg. Devel. Authority (Rental Hsg.)1		5.550			01/01/2027		01/01/2012	A		8,268,775
	150,000	VA Hsg. Devel. Authority (Rental Hsg.)1		5.625			10/01/2020		10/01/2010	A		150,185
	975,000	Watkins Centre, VA Community Devel. Authority1		5.400			03/01/2020		08/15/2016	B		972,816
												10,514,152
Washington—3.5%
	10,000	Bellingham, WA Hsg. Authority (Cascade Meadows)1		5.200			11/01/2027		11/21/2010	A		10,006
	15,000,000	Chelan County, WA Public Utility District No. 1 (Chelan Hydro)1		6.050			07/01/2032		07/01/2013	A		15,856,950
	1,755,000	Clark County, WA Public Utility District No. 11		5.500			01/01/2025		01/01/2011	A		1,761,371
	25,000	King County, WA Hsg. Authority (Cascadian Apartments)1		6.850			07/01/2024		01/01/2011	A		25,132
	20,000	King County, WA Hsg. Authority (Fairwood Apartments)1		5.900			12/01/2015		12/01/2010	A		20,053
	160,000	King County, WA Hsg. Authority (Fairwood Apartments)1		6.000			12/01/2025		12/01/2010	A		161,442
	10,000	King County, WA Hsg. Authority (Rural Preservation)1		5.750			01/01/2028		12/18/2023	B		8,776
	110,000	Pierce County, WA Hsg. Authority1		5.800			12/01/2023		12/13/2021	B		99,364
	15,000	Port Chelan County, WA GO		6.000			12/01/2011		12/01/2010	A		15,049
	100,000	Port Grays Harbor, WA GO1		6.375			12/01/2014		12/01/2010	A		100,285
	5,000,000	Port of Seattle, WA Special Facility1		6.000			09/01/2020		03/01/2011	A		5,033,650
	95,000	Port of Seattle, WA Special Facility1		6.000			09/01/2029		03/01/2011	A		95,280
	47,110,000	Port of Seattle, WA Special Facility1		6.250			09/01/2026		03/01/2011	A		47,346,963
	245,000	Prosser, WA Water & Sewer1		5.400			09/01/2012		03/01/2011	A		245,951
	50,000	Thurston County, WA GO1		5.500			11/01/2016		11/01/2010	A		50,192
	15,000	Vancouver, WA Hsg. Authority (Office Building)1		5.500			03/01/2028		05/27/2020	B		12,985
	10,000	Vancouver, WA Hsg. Authority (Springbrook Square)1		5.375			09/01/2013		09/01/2011	A		10,006

68 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Washington Continued
$	25,000	WA COP (Dept. of General Administration)1		5.500	%		10/01/2013		10/01/2010	A	$	25,099
	20,000	WA COP (Dept. of General Administration)1		5.600			10/01/2015		10/01/2010	A		20,057
	30,000	WA COP (Dept. of General Administration)1		5.600			10/01/2016		10/01/2010	A		30,077
	1,955,000	WA EDFA (Lindal Cedar Homes)1		5.800			11/01/2017		10/01/2010	A		1,959,301
	100,000	WA Health Care Facilities Authority (Harrison Memorial Hospital)1		5.300			08/15/2014		02/15/2011	A		100,166
	145,000	WA Health Care Facilities Authority (Harrison Memorial Hospital)1		5.400			08/15/2023		02/15/2011	A		145,041
	5,000	WA Health Care Facilities Authority (Yakima Valley Memorial Hospital Assoc.)1		5.375			12/01/2014		12/01/2010	A		5,005
	425,000	WA HFC1		5.000			06/01/2021		02/01/2011	C		439,777
	27,290,000	WA Tobacco Settlement Authority (TASC)1		6.500			06/01/2026		07/03/2012	C		28,223,045
	10,965,000	WA Tobacco Settlement Authority (TASC)1		6.625			06/01/2032		07/29/2017	C		11,087,479
												112,888,502
West Virginia—0.9%
	295,000	Harrison County, WV (Monongahela Power Company)1		6.250			05/01/2023		11/01/2010	A		295,094
	50,000	Harrison County, WV (Monongahela Power Company)1		6.750			08/01/2024		02/01/2011	A		50,030
	1,210,000	Harrison County, WV County Commission Solid Waste Disposal (Monongahela Power Company)1		6.750			08/01/2024		02/01/2011	A		1,218,470
	25,650,000	Mason County, WV Pollution Control (Appalachian Power Company)1		6.050			12/01/2024		12/01/2011	A		25,972,164
	20,000	Pleasants County, WV Pollution Control (Monongahela Power Company)1		5.500			04/01/2029		10/01/2010	A		20,012
	2,075,000	Pleasants County, WV Pollution Control (Potomac Edison Company)1		5.500			04/01/2029		10/01/2010	A		2,076,204
	25,000	Pleasants County, WV Pollution Control (West Penn Power Company)1		5.500			04/01/2029		10/01/2010	A		25,015
	100,000	WV Hospital Finance Authority (Charleston Area Medical Center)1		5.500			09/01/2028		09/01/2014	A		103,154
	55,000	WV Water Devel. Authority1		5.625			07/01/2030		07/01/2012	A		55,587
	95,000	WV West Liberty State College, Series A1		6.000			06/01/2023		06/01/2013	A		100,723
												29,916,453
Wisconsin—1.6%
	350,000	Janesville, WI Industrial Devel. (Paramount Communications)1		7.000			10/15/2017		10/01/2010	A		350,592
	240,000	Madison, WI Industrial Devel. (Madison Gas & Electric Company)1		5.875			10/01/2034		04/01/2012	A		243,473
	40,000	Milwaukee County, WI Airport1		5.750			12/01/2025		12/01/2010	A		40,072
	1,505,000	Milwaukee County, WI Airport1		6.000			12/01/2016		12/01/2010	A		1,517,597
	1,000,000	Milwaukee County, WI Airport1		6.000			12/01/2017		12/01/2010	A		1,008,370

69 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

								Effective
Principal								Maturity
Amount			Coupon			Maturity		(Unaudited)*			Value
Wisconsin Continued
$	2,075,000	Milwaukee County, WI Airport1		6.000	%		12/01/2018		12/01/2010	A	$	2,092,077
	20,000	WI GO		5.000			05/01/2012		11/01/2011	A		20,060
	3,580,000	WI H&EFA (Agnesian Healthcare/Waupun Memorial Hospital Obligated Group)1		6.000			07/01/2030		07/01/2011	A		3,597,649
	3,510,000	WI H&EFA (AHC/AHCM/ASMC/HMH Obligated Group)1		5.500			02/15/2015		02/15/2011	A		3,513,054
	150,000	WI H&EFA (AHC/AHCM/ASMC/HMH Obligated Group)1		5.625			02/15/2020		02/15/2011	A		150,182
	20,000	WI H&EFA (AHC/SLMC/HMH/AMCS Obligated Group)1		5.750			08/15/2016		02/15/2011	A		20,028
	300,000	WI H&EFA (AHC/SLMC/HMH/AMCS Obligated Group)1		5.875			08/15/2026		02/15/2011	A		300,126
	12,650,000	WI H&EFA (Aurora Health Care/Aurora Medical Group/AHCM Obligated Group)1		6.500			04/15/2033		04/15/2013	A		13,085,034
	25,000	WI H&EFA (Aurora Medical Group)1		5.600			11/15/2016		11/15/2010	A		25,074
	3,085,000	WI H&EFA (Beloit College)1		5.750			06/01/2021		06/01/2015	A		3,292,374
	100,000	WI H&EFA (Lawrence University of Wisconsin)1		5.125			10/15/2018		10/15/2010	A		100,099
	3,500,000	WI H&EFA (Marshfield Clinic)1		5.625			02/15/2017		02/15/2011	A		3,504,795
	185,000	WI H&EFA (Marshfield Clinic)1		5.750			02/15/2027		02/15/2011	A		185,083
	200,000	WI H&EFA (Marshfield Clinic)1		6.250			02/15/2018		02/15/2011	A		201,272
	430,000	WI H&EFA (Medical College of Wisconsin)1		5.500			12/01/2026		12/01/2010	A		430,400
	1,020,000	WI H&EFA (Medical College of Wisconsin)1		5.750			03/01/2027		03/01/2011	A		1,021,051
	525,000	WI H&EFA (Waukesha Memorial Hospital)1		5.250			08/15/2019		02/15/2011	A		525,525
	85,000	WI H&EFA (Waukesha Memorial Hospital/ ProhealthCare Obligated Group)1		5.500			08/15/2015		11/10/2010	A		85,169
	5,000,000	WI H&EFA (Wheaton Franciscan Services)		5.250			08/15/2025		08/15/2013	A		5,032,500
	13,130,000	WI H&EFA (Wheaton Franciscan Services)1		5.750			08/15/2022		02/15/2011	A		13,134,919
	85,000	WI Hsg. & EDA (Home Ownership), Series C1		6.000			09/01/2036		02/03/2011	C		88,817
	10,000	WI Hsg. & EDA, Series B1		5.300			11/01/2018		01/01/2011	A		10,010
												53,575,402
Wyoming—0.0%
	495,000	Lincoln County, WY Pollution Control (PacifiCorp)1		5.625			11/01/2021		11/01/2010	A		495,624
	45,000	WY Community Devel. Authority1		5.600			06/01/2035		05/03/2011	C		46,757
												542,381
Total Municipal Bonds and Notes (Cost $3,346,190,025)												3,352,590,919
Corporate Bonds and Notes—0.0%
	13,246	Delta Air Lines, Inc., Sr. Unsec. Nts.1,10 (Cost $13,114)		8.000			12/01/2015		—			10,375

70 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

Shares			Value
Common Stocks—0.0%
	114	Delta Air Lines, Inc.6,10 (Cost $671)	$	1,327
Total Investments, at Value (Cost $3,346,203,810)—102.6%				3,352,602,621
Liabilities in Excess of Other Assets—(2.6)				(84,475,177	)
Net Assets—100.0%			$	3,268,127,444

Footnotes to Statement of Investments

Call Date, Put Date or Average Life of Sinking Fund, if applicable, as detailed.

A.	Optional call date; corresponds to the most conservative yield calculation.
B.	Average life due to mandatory, or expected, sinking fund principal payments prior to maturity.
C.	Average life due to mandatory, or expected, sinking fund principal payments prior to the applicable optional call date.
D.	Date of mandatory put.
1.	All or a portion of the security position has been segregated for collateral to cover borrowings. See Note 5 of the accompanying Notes.
2.	Security represents the underlying municipal bond on an inverse floating rate security. The bond was purchased by the Fund and subsequently transferred to a trust. See Note 1 of the accompanying Notes.
3.	Denotes a step bond: a zero coupon bond that converts to a fixed or variable interest rate at a designated future date.
4.	Zero coupon bond reflects effective yield on the date of purchase.
5.	Issue is in default. See Note 1 of the accompanying Notes.
6.	Non-income producing security.
7.	Represents the current interest rate for a variable or increasing rate security.
8.	When-issued security or delayed delivery to be delivered and settled after September 30, 2010. See Note 1 of the accompanying Notes.
9.	Represents securities sold under Rule 144A, which are exempt from registration under the Securities Act of 1933, as amended. These securities have been determined to be liquid under guidelines established by the Board of Trustees. These securities amount to $10,592,400 or 0.32% of the Fund’s net assets as of September 30, 2010.
10.	Received as a result of a corporate action.

Valuation Inputs

Various data inputs are used in determining the value of each of the Fund’s investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards:

1) Level 1—unadjusted quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange)

2) Level 2—inputs other than unadjusted quoted prices that are observable for the asset (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.)

3) Level 3—significant unobservable inputs (including the Manager’s own judgments about assumptions that market participants would use in pricing the asset).

71 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

Footnotes to Statement of Investments Continued

The table below categorizes amounts that are included in the Fund’s Statement of Assets and Liabilities as of September 30, 2010 based on valuation input level:

					Level 3—
	Level 1—		Level 2—		Significant
	Unadjusted		Other Significant		Unobservable
	Quoted Prices		Observable Inputs		Inputs		Value
Assets Table
Investments, at Value:
Municipal Bonds and Notes
Alabama	$	—	$	59,338,633	$	—	$	59,338,633
Alaska		—		17,071,527		—		17,071,527
Arizona		—		105,694,725		—		105,694,725
Arkansas		—		1,881,697		—		1,881,697
California		—		381,672,554		—		381,672,554
Colorado		—		23,618,305		—		23,618,305
Connecticut		—		22,908,970		—		22,908,970
Delaware		—		212,576		—		212,576
District of Columbia		—		28,176,119		—		28,176,119
Florida		—		254,912,154		—		254,912,154
Georgia		—		89,583,125		—		89,583,125
Hawaii		—		51,802,353		—		51,802,353
Idaho		—		3,601,085		—		3,601,085
Illinois		—		380,665,884		—		380,665,884
Indiana		—		35,090,215		—		35,090,215
Iowa		—		2,931,991		—		2,931,991
Kansas		—		40,107,959		—		40,107,959
Kentucky		—		31,211,269		1		31,211,270
Louisiana		—		135,783,171		—		135,783,171
Maine		—		790,605		—		790,605
Maryland		—		11,211,689		—		11,211,689
Massachusetts		—		36,855,074		37,105		36,892,179
Michigan		—		95,746,278		—		95,746,278
Minnesota		—		65,523,468		—		65,523,468
Mississippi		—		19,827,384		—		19,827,384
Missouri		—		13,952,383		—		13,952,383
Montana		—		7,907,090		—		7,907,090
Multi States		—		23,487,590		—		23,487,590
Nebraska		—		13,123,815		—		13,123,815
Nevada		—		12,175,628		—		12,175,628
New Hampshire		—		75,994,048		—		75,994,048
New Jersey		—		55,317,631		—		55,317,631
New Mexico		—		1,231,321		—		1,231,321
New York		—		2,509,160		—		2,509,160
North Carolina		—		14,321,127		—		14,321,127
North Dakota		—		11,179,207		—		11,179,207
Ohio		—		101,420,491		—		101,420,491
Oklahoma		—		6,067,346		—		6,067,346
Oregon		—		1,851,381		—		1,851,381
Pennsylvania		—		220,829,798		—		220,829,798
Rhode Island		—		78,597,382		—		78,597,382

72 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

					Level 3—
	Level 1—		Level 2—		Significant
	Unadjusted		Other Significant		Unobservable
	Quoted Prices		Observable Inputs		Inputs		Value
South Carolina	$	—	$	29,487,338	$	—	$	29,487,338
South Dakota		—		28,456,098		—		28,456,098
Tennessee		—		49,257,804		—		49,257,804
Texas		—		209,911,463		5,183,973		215,095,436
U.S. Possessions		—		279,083,790		—		279,083,790
Utah		—		3,450,934		—		3,450,934
Vermont		—		4,101,315		—		4,101,315
Virginia		—		10,514,152		—		10,514,152
Washington		—		112,888,502		—		112,888,502
West Virginia		—		29,916,453		—		29,916,453
Wisconsin		—		53,575,402		—		53,575,402
Wyoming		—		542,381		—		542,381
Corporate Bonds and Notes		—		10,375		—		10,375
Common Stocks		1,327		—		—		1,327
Total Assets	$	1,327	$	3,347,380,215	$	5,221,079	$	3,352,602,621

Currency contracts and forwards, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. Futures, if any, are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. All additional assets and liabilities included in the above table are reported at their market value at measurement date.

The following is a reconciliation of assets in which significant unobservable inputs (level 3) were used in determining fair value:

						Change in
	Value as of		Realized			unrealized			Net			Transfers in		Value as of
	September 30,		gain			appreciation/			purchases			and/or out		September 30,
	2009		(loss)			depreciation			(sales)			of Level 3		2010
Investments in Securities
Municipal Bonds and Notes
Kentucky	$	—	$	—		$	—		$	—		$	1	$	1
Massachusetts		11,798,505		(2,577,846	)		5,529,530			(14,713,084	)		—		37,105
Texas		8,417,487		—			(3,233,514	)		—			—		5,183,973
Total Assets	$	20,215,992	$	(2,577,846	)	$	2,296,016		$	(14,713,084	)	$	1	$	5,221,079

See the accompanying Notes for further discussion of the methods used in determining value of the Fund’s investments, and a summary of changes to the valuation methodologies, if any, during the reporting period.

73 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF INVESTMENTS Continued

Footnotes to Statement of Investments Continued

To simplify the listings of securities, abbreviations are used per the table below:

ABAG	Association of Bay Area Governments
ACTS	Adult Communities Total Services
AHC	Aurora Health Center
AHCM	Aurora Health Care Metro
AHF	American Housing Foundation
AMCS	Aurora Medical Center of Sheboygan County
ASMC	Aurora Sinai Medical Center
AUS	Allegheny United Hospital
BCG	Bethesda Care Givers
BHA	Bethesda Hospital Assoc.
BHC	Bethesda Home Care
BLMC	Bethesda Lutheran Medical Center
CC	Caritas Christi
CDA	Communities Devel. Authority
CH	Carney Hospital
CHHC	Community Health & Home Care
COP	Certificates of Participation
CSAHS	The Sisters of Charity of St. Augustine Health System
DKH	Day Kimball Hospital
DRH	D.R. Hospital
DRIVERS	Derivative Inverse Tax Exempt Receipts
EDA	Economic Devel. Authority
EDC	Economic Devel. Corp.
EDFA	Economic Devel. Finance Authority
EF&CD	Environmental Facilities and Community Devel.
FHA	Federal Housing Agency/Authority
FHS	Freeman Health System
FRS	Family Rehabilitation Services (Hancock Manor)
FSCCHM	Franciscan Sisters of Christian Charity Healthcare Ministry.
GO	General Obligation
H&EFA	Health and Educational Facilities Authority
H&EFB	Health and Educational Facilities Board
H&HEFA	Hospitals and Higher Education Facilities Authority
HDC	Housing Devel. Corp.
HE&HFA	Higher Education and Health Facilities Authority
HE&HFB	Health Educational and Housing Facility Board
HEFA	Higher Education Facilities Authority
HESJH	HealthEast St. John’s Hospital
HFA	Housing Finance Agency
HFC	Housing Finance Corp.
HFDC	Health Facilities Devel. Corp.
HFH	Holy Family Hospital
HMH	Hartford Memorial Hospital
HNE	Healthnet of New England
HSJH	HealthEast St. Joseph’s Hospital
HUHS	Hahnemann University Hospital System
IDA	Industrial Devel. Agency
IDC	Industrial Devel. Corp.
ITEMECF	Industrial, Tourist, Educational, Medical and Environmental Community Facilities
JFK	John Fitzgerald Kennedy
JHF	Jewish Hospital Foundation
JHHS	Jewish Hospital Healthcare Services
JHP	JH Properties
MCP	Medical College Of Pennsylvania
MHF	Miriam Hospital Foundation
NSU	Northeastern State University
NYC	New York City
OHP	Oakwood Health Promotions
OHS	Oakwood Healthcare System
OUH	Oakwood United Hospitals
PA/NJ	Pennsylvania/New Jersey
PP	Professionals PRN, Inc.
RCF	Rush-Copley Foundation
RCMC	Rush-Copley Medical Center
RIH	Rhode Island Hospital
RIHF	Rhode Island Hospital Foundation
ROLs	Residual Option Longs
RUMC	Rush University Medical Center
Res Rec	Resource Recovery Facility
SCIC	Scottsdale Captive Insurance Company
SEAM	Sociedad Espanola de Auxilio Mutuo
SEMCB	St. Elizabeth’s Medical Center of Boston
SHC	Scottsdale Healthcare Corp.
SHH	Scottsdale Healthcare Hospitals
SHRC	Scottsdale Healthcare Realty Corp.
SLMC	St. Luke’s Medical Center
SSNH	Sunny Slope Nursing Home
TASC	Tobacco Settlement Asset-Backed Bonds
TC	Travis Corp. (People Care)
TMH	The Miriam Hospital
UHHS	University Hospitals Health System
UMass	University of Massachusetts
UMSA	Unincorporated Municipal Service Area
V.I.	United States Virgin Islands
VC	VinFen Corp.
VCS	VinFen Clinical Services
VRHS	Valley Regional Health System

See accompanying Notes to Financial Statements.

74 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF ASSETS AND LIABILITIES September 30, 2010

Assets
Investments, at value (cost $3,346,203,810)—see accompanying statement of investments	$	3,352,602,621
Cash		524,770
Receivables and other assets:
Interest		57,543,994
Shares of beneficial interest sold		26,378,637
Investments sold		21,955,044
Other		162,091
Total assets		3,459,167,157
Liabilities
Payables and other liabilities:
Payable for short-term floating rate notes issued (See Note 1)		83,415,000
Payable on borrowings (See Note 5)		57,000,000
Investments purchased (including $22,282,304 purchased on a when-issued or delayed delivery basis)		38,315,748
Shares of beneficial interest redeemed		6,645,577
Dividends		3,265,598
Distribution and service plan fees		1,833,117
Transfer and shareholder servicing agent fees		136,125
Shareholder communications		102,097
Trustees’ compensation		37,381
Interest expense on borrowings		23,077
Other		265,993
Total liabilities		191,039,713
Net Assets	$	3,268,127,444
Composition of Net Assets
Par value of shares of beneficial interest	$	222,800
Additional paid-in capital		3,315,416,725
Accumulated net investment income		20,871,335
Accumulated net realized loss on investments		(74,782,227	)
Net unrealized appreciation on investments		6,398,811
Net Assets	$	3,268,127,444

75 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF ASSETS AND LIABILITIES Continued

Net Asset Value Per Share
Class A Shares:
Net asset value and redemption price per share (based on net assets of $2,261,441,739 and 153,996,926 shares of beneficial interest outstanding)	$	14.68
Maximum offering price per share (net asset value plus sales charge of 3.50% of offering price)	$	15.21
Class B Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $45,125,334 and 3,075,739 shares of beneficial interest outstanding)	$	14.67
Class C Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $961,560,371 and 65,727,668 shares of beneficial interest outstanding)	$	14.63

See accompanying Notes to Financial Statements.

76 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENT OF OPERATIONS For the Year Ended September 30, 2010

Investment Income
Interest	$	152,277,274
Other income		1,525
Total investment income		152,278,799
Expenses
Management fees		10,492,047
Distribution and service plan fees:
Class A		4,341,710
Class B		420,624
Class C		7,569,817
Transfer and shareholder servicing agent fees:
Class A		899,813
Class B		59,653
Class C		443,620
Shareholder communications:
Class A		164,015
Class B		10,254
Class C		79,039
Borrowing fees		2,051,057
Interest expense and fees on short-term floating rate notes issued (See Note 1)		1,073,034
Interest expense on borrowings		140,480
Trustees’ compensation		41,850
Custodian fees and expenses		26,729
Accounting service fees		12,000
Other		413,329
Total expenses		28,239,071
Less waivers and reimbursements of expenses		(681,111	)
Net expenses		27,557,960
Net Investment Income		124,720,839
Realized and Unrealized Gain (Loss)
Net realized loss on investments		(9,755,036	)
Net change in unrealized appreciation/depreciation on investments		39,341,742
Net Increase in Net Assets Resulting from Operations	$	154,307,545

See accompanying Notes to Financial Statements.

77 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENTS OF CHANGES IN NET ASSETS

Year Ended September 30,	2010			2009
Operations
Net investment income	$	124,720,839		$	95,427,569
Net realized loss		(9,755,036	)		(38,766,374	)
Net change in unrealized appreciation/depreciation		39,341,742			101,094,242
Net increase in net assets resulting from operations		154,307,545			157,755,437
Dividends and/or Distributions to Shareholders
Dividends from net investment income:
Class A		(88,917,324	)		(64,327,752	)
Class B		(1,763,709	)		(2,032,025	)
Class C		(32,670,389	)		(22,183,370	)
		(123,351,422	)		(88,543,147	)
Beneficial Interest Transactions
Net increase (decrease) in net assets resulting from beneficial interest transactions:
Class A		764,612,600			172,750,832
Class B		381,928			(14,158,917	)
Class C		352,158,427			70,546,324
		1,117,152,955			229,138,239
Net Assets
Total increase		1,148,109,078			298,350,529
Beginning of period		2,120,018,366			1,821,667,837
End of period (including accumulated net investment income of $20,871,335 and $17,999,401, respectively)	$	3,268,127,444		$	2,120,018,366

See accompanying Notes to Financial Statements.

78 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

STATEMENTS OF CASH FLOWS For the Year Ended September 30, 2010

Cash Flows from Operating Activities
Net increase in net assets from operations	$	154,307,545
Adjustments to reconcile net increase in net assets from operations to net cash used in operating activities:
Purchase of investment securities		(902,002,178	)
Proceeds from disposition of investment securities		348,434,708
Short-term investment securities, net		(513,581,818	)
Premium amortization		10,135,693
Discount accretion		(8,246,200	)
Net realized loss on investments		9,755,036
Net change in unrealized appreciation/depreciation on investments		(39,341,742	)
Change in assets:
Decrease in other assets		7,939
Increase in interest receivable		(18,295,989	)
Increase in receivable for securities sold		(18,926,999	)
Change in liabilities:
Increase in payable for securities purchased		22,260,705
Increase in other liabilities		697,480
Net cash used in operating activities		(954,795,820	)
Cash Flows from Financing Activities
Proceeds from bank borrowings		846,400,000
Payments on bank borrowings		(870,400,000	)
Payments on short-term floating rate notes issued		(9,340,000	)
Proceeds from shares sold		1,616,211,491
Payments on shares redeemed		(588,948,393	)
Cash distributions paid		(39,836,738	)
Net cash provided by financing activities		954,086,360
Net decrease in cash		(709,460	)
Cash, beginning balance		1,234,230
Cash, ending balance	$	524,770

Supplemental disclosure of cash flow information:

Noncash financing activities not included herein consist of reinvestment of dividends and distributions of $82,090,453.

Cash paid for interest on bank borrowings—$141,028.

Cash paid for interest on short-term floating rate notes issued—$1,073,034.

See accompanying Notes to Financial Statements.

79 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

FINANCIAL HIGHLIGHTS

Class A    Year Ended September 30,	2010			2009			2008			2007			2006
Per Share Operating Data
Net asset value, beginning of period	$	14.55		$	14.11		$	15.53		$	15.91		$	15.85
Income (loss) from investment operations:
Net investment income1		.74			.76			.74			.69			.68
Net realized and unrealized gain (loss)		.12			.38			(1.47	)		(.39	)		.05
Total from investment operations		.86			1.14			(.73	)		.30			.73
Dividends and/or distributions to shareholders:
Dividends from net investment income		(.73	)		(.70	)		(.69	)		(.68	)		(.67	)
Net asset value, end of period	$	14.68		$	14.55		$	14.11		$	15.53		$	15.91
Total Return, at Net Asset Value2		6.10	%		8.64	%		(4.86	)%		1.88	%		4.70	%
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	2,261,442		$	1,475,689		$	1,252,931		$	1,239,709		$	1,259,280
Average net assets (in thousands)	$	1,764,368		$	1,234,400		$	1,259,577		$	1,272,585		$	1,122,551
Ratios to average net assets:3
Net investment income		5.10	%		5.60	%		4.93	%		4.36	%		4.34	%
Expenses excluding interest and fees on short-term floating rate notes issued and interest and fees from borrowings		0.73	%		0.76	%		0.75	%		0.85	%		0.74	%
Interest and fees from borrowings		0.09	%		0.25	%		0.18	%		0.05	%		0.15	%
Interest and fees on short-term floating rate notes issued4		0.04	%		0.15	%		0.22	%		0.28	%		0.25	%
Total expenses		0.86	%		1.16	%		1.15	%		1.18	%		1.14	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		0.83	%		1.13	%		1.14	%		1.18	%		1.14	%
Portfolio turnover rate		20	%		28	%		49	%		16	%		19	%

1.	Per share amounts calculated based on the average shares outstanding during the period.
2.	Assumes an 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 less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
3.	Annualized for periods less than one full year.
4.	Interest and fee expense relates to the Fund’s liability for short-term floating rate notes issued in conjuction with inverse floating rate security transactions.

See accompanying Notes to Financial Statements.

80 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

Class B    Year Ended September 30,	2010			2009			2008			2007			2006
Per Share Operating Data
Net asset value, beginning of period	$	14.54		$	14.10		$	15.51		$	15.90		$	15.84
Income (loss) from investment operations:
Net investment income1		.62			.64			.62			.57			.56
Net realized and unrealized gain (loss)		.12			.39			(1.46	)		(.41	)		.04
Total from investment operations		.74			1.03			(.84	)		.16			.60
Dividends and/or distributions to shareholders:
Dividends from net investment income		(.61	)		(.59	)		(.57	)		(.55	)		(.54	)
Net asset value, end of period	$	14.67		$	14.54		$	14.10		$	15.51		$	15.90
Total Return, at Net Asset Value2		5.21	%		7.75	%		(5.56	)%		1.03	%		3.90	%
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	45,125		$	44,364		$	58,024		$	76,085		$	95,056
Average net assets (in thousands)	$	42,185		$	46,208		$	67,746		$	85,328		$	101,464
Ratios to average net assets:3
Net investment income		4.28	%		4.78	%		4.14	%		3.59	%		3.59	%
Expenses excluding interest and fees on short-term floating rate notes issued and interest and fees from borrowings		1.59	%		1.59	%		1.55	%		1.63	%		1.52	%
Interest and fees from borrowings		0.09	%		0.25	%		0.18	%		0.05	%		0.15	%
Interest and fees on short-term floating rate notes issued4		0.04	%		0.15	%		0.22	%		0.28	%		0.25	%
Total expenses		1.72	%		1.99	%		1.95	%		1.96	%		1.92	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		1.69	%		1.96	%		1.94	%		1.96	%		1.92	%
Portfolio turnover rate		20	%		28	%		49	%		16	%		19	%

1.	Per share amounts calculated based on the average shares outstanding during the period.
2.	Assumes an 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 less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
3.	Annualized for periods less than one full year.
4.	Interest and fee expense relates to the Fund’s liability for short-term floating rate notes issued in conjuction with inverse floating rate security transactions.

See accompanying Notes to Financial Statements.

81 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

FINANCIAL HIGHLIGHTS Continued

Class C    Year Ended September 30,	2010			2009			2008			2007			2006
Per Share Operating Data
Net asset value, beginning of period	$	14.50		$	14.06		$	15.48		$	15.86		$	15.81
Income (loss) from investment operations:
Net investment income1		.63			.65			.63			.57			.57
Net realized and unrealized gain (loss)		.12			.39			(1.47	)		(.39	)		.03
Total from investment operations		.75			1.04			(.84	)		.18			.60
Dividends and/or distributions to shareholders:
Dividends from net investment income		(.62	)		(.60	)		(.58	)		(.56	)		(.55	)
Net asset value, end of period	$	14.63		$	14.50		$	14.06		$	15.48		$	15.86
Total Return, at Net Asset Value2		5.33	%		7.85	%		(5.60	)%		1.13	%		3.87	%
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	961,560		$	599,965		$	510,713		$	529,974		$	566,254
Average net assets (in thousands)	$	760,222		$	496,015		$	529,924		$	551,823		$	557,832
Ratios to average net assets:3
Net investment income		4.34	%		4.84	%		4.18	%		3.62	%		3.60	%
Expenses excluding interest and fees on short-term floating rate notes issued and interest and fees from borrowings		1.49	%		1.52	%		1.51	%		1.60	%		1.49	%
Interest and fees from borrowings		0.09	%		0.25	%		0.18	%		0.05	%		0.15	%
Interest and fees on short-term floating rate notes issued4		0.04	%		0.15	%		0.22	%		0.28	%		0.25	%
Total expenses		1.62	%		1.92	%		1.91	%		1.93	%		1.89	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		1.59	%		1.89	%		1.90	%		1.93	%		1.89	%
Portfolio turnover rate		20	%		28	%		49	%		16	%		19	%

1.	Per share amounts calculated based on the average shares outstanding during the period.
2.	Assumes an 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 less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
3.	Annualized for periods less than one full year.
4.	Interest and fee expense relates to the Fund’s liability for short-term floating rate notes issued in conjuction with inverse floating rate security transactions.

See accompanying Notes to Financial Statements.

82 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

NOTES TO FINANCIAL STATEMENTS

1. Significant Accounting Policies

Oppenheimer Limited Term Municipal Fund (the “Fund”) is a separate series of Oppenheimer Municipal Fund, an open-end management investment company registered under the Investment Company Act of 1940, as amended. The Fund’s investment objective is to seek a high level of current income exempt from federal income tax. The Fund’s investment adviser is OppenheimerFunds, Inc. (the “Manager”).

     The Fund offers Class A, Class B and Class C shares. Class A shares are sold at their offering price, which is normally net asset value plus a front-end sales charge. Class B and Class C shares are sold without a front-end sales charge but may be subject to a contingent deferred sales charge (“CDSC”). All classes of shares have identical rights and voting privileges with respect to the Fund in general and exclusive voting rights on matters that affect that class alone. Earnings, net assets and net asset value per share may differ due to each class having its own expenses, such as transfer and shareholder servicing agent fees and shareholder communications, directly attributable to that class. Class A, B and C have separate distribution and/or service plans. Class B shares will automatically convert to Class A shares 72 months after the date of purchase.

     The following is a summary of significant accounting policies consistently followed by the Fund.

Securities Valuation. The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (the “Exchange”), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading.

     Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Unadjusted quoted prices in active markets for identical securities are classified as “Level 1,” inputs other than unadjusted quoted prices for an asset that are observable are classified as “Level 2” and significant unobservable inputs, including the Manager’s judgment about the assumptions that a market participant would use in pricing an asset or liability, are classified as “Level 3.” The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. A table summarizing the Fund’s investments under these levels of classification is included following the Statement of Investments.

     Securities are valued using unadjusted quoted market prices, when available, as supplied primarily by portfolio pricing services approved by the Board of Trustees or dealers.

     Securities traded on a registered U.S. securities exchange are valued based on the last sale price of the security reported on the principal exchange on which it is traded, prior to the time when the Fund’s assets are valued. Securities whose principal exchange is NASDAQ^® are valued based on the official closing prices reported by NASDAQ prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the last sale price on the prior trading day, if it is within the spread of the current day’s closing “bid” and “asked” prices, and if not, at the current day’s closing bid price. A foreign security traded on a foreign exchange is valued based on the last sale price on the principal

83 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

exchange on which the security is traded, as identified by the portfolio pricing service used by the Manager, prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the most recent official closing price on the principal exchange on which it is traded.

     Shares of a registered investment company that are not traded on an exchange are valued at that investment company’s net asset value per share.

     U.S. domestic and international debt instruments (including corporate, government, municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) and “money market-type” debt instruments with a remaining maturity in excess of sixty days are valued at the mean between the “bid” and “asked” prices utilizing price quotations obtained from independent pricing services or broker-dealers. Such prices are typically determined based upon information obtained from market participants including reported trade data, broker-dealer price quotations and inputs such as benchmark yields and issuer spreads from identical or similar securities.

     “Money market-type” debt instruments with remaining maturities of sixty days or less are valued at cost adjusted by the amortization of discount or premium to maturity (amortized cost), which approximates market value.

     In the absence of a readily available unadjusted quoted market price, including for securities whose values have been materially affected by what the Manager identifies as a significant event occurring before the Fund’s assets are valued but after the close of the securities’ respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that asset using consistently applied procedures under the supervision of the Board of Trustees (which reviews those fair valuations by the Manager). Those procedures include certain standardized methodologies to fair value securities. Such methodologies include, but are not limited to, pricing securities initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be adjusted for any discounts related to resale restrictions. When possible, such methodologies use observable market inputs such as unadjusted quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.

     There have been no significant changes to the fair valuation methodologies of the Fund during the period.

Securities on a When-Issued or Delayed Delivery Basis. The Fund may purchase securities on a “when-issued” basis, and may purchase or sell securities on a “delayed delivery” basis. “When-issued” or “delayed delivery” refers to securities whose terms and indenture are available and for which a market exists, but which are not available for immediate delivery. Delivery and payment for securities that have been purchased by the Fund on a when-issued basis normally takes place within six months and possibly as long as two

84 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

years or more after the trade date. During this period, such securities do not earn interest, are subject to market fluctuation and may increase or decrease in value prior to their delivery. The purchase of securities on a when-issued basis may increase the volatility of the Fund’s net asset value to the extent the Fund executes such transactions while remaining substantially fully invested. When the Fund engages in when-issued or delayed delivery transactions, it relies on the buyer or seller, as the case may be, to complete the transaction. Their failure to do so may cause the Fund to lose the opportunity to obtain or dispose of the security at a price and yield it considers advantageous. The Fund may also sell securities that it purchased on a when-issued basis or forward commitment prior to settlement of the original purchase.

As of September 30, 2010, the Fund had purchased securities issued on a when-issued or delayed delivery basis as follows:

	When-Issued or
	Delayed Delivery
	Basis Transactions
Purchased securities	$	22,282,304

Inverse Floating Rate Securities. The Fund invests in inverse floating rate securities that pay interest at a rate that varies inversely with short-term interest rates. Certain of these securities may be leveraged, whereby the interest rate varies inversely at a multiple of the change in short-term rates. As interest rates rise, inverse floaters produce less current income. The price of such securities is more volatile than comparable fixed rate securities. The Fund may expose up to 20% of its total assets to the effects of leverage from its investments in inverse floaters. The Fund’s exposure to the effects of leverage from its investments in inverse floaters amount to $83,415,000 as of September 30, 2010, which represents 2.41% of the Fund’s total assets.

     Certain inverse floating rate securities are created when the Fund purchases and subsequently transfers a municipal bond security (the “municipal bond”) to a broker dealer. The municipal bond is typically a fixed rate security. The broker dealer (the “sponsor”) creates a trust (the “Trust”) and deposits the municipal bond. The Trust issues short-term floating rate notes available to third parties and a residual interest in the municipal bond (referred to as an “inverse floating rate security”) to the Fund. The terms of these inverse floating rate securities grant the Fund the right to require that the Trust issuing the inverse floating rate security compel a tender of the short-term floating rate notes to facilitate the Fund’s repurchase of the underlying municipal bond. Following such a request, the Fund pays the sponsor the principal amount due to the holders of the short-term floating rate notes issued by the Trust and exchanges the inverse floating rate security for the underlying municipal bond. These transactions are considered secured borrowings for financial reporting purposes. As a result of such accounting treatments, the Fund includes the municipal bond position on its Statement of Investments (but does not separately include the inverse floating rate securities received). The Fund also includes the value of the municipal bond and a payable amount equal to the short-term floating rate notes issued by the Trust on its Statement of Assets and Liabilities. The interest rates on these short-term

85 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

floating rate notes reset periodically, usually weekly. The holders of these short-term floating rate notes have the option to tender their investment, to the sponsor or the Trust’s liquidity provider, for redemption at par at each reset date. Income from the municipal bond position and the interest expense on the payable for the short-term floating rate notes issued by the Trust are recorded on the Fund’s Statement of Operations. At September 30, 2010, municipal bond holdings with a value of $132,675,958 shown on the Fund’s Statement of Investments are held by such Trusts and serve as collateral for the $83,415,000 in short-term floating rate notes issued and outstanding at that date.

     The Fund’s investments in inverse floaters involve certain risks. The market value of an inverse floating rate security can be more volatile than that of a conventional fixed-rate bond having similar credit quality, maturity and redemption provisions. Typically, an inverse floating rate security tends to underperform fixed rate bonds when long-term interest rates are rising but tends to outperform fixed rate bonds when long-term interest rates are stable or falling. An inverse floating rate security entails a degree of leverage because the trust issues short-term securities in a ratio to the inverse floating rate security with the underlying long-term bond providing collateral for the obligation to pay the principal value of the short-term securities if and when they are tendered. If the Fund has created the inverse floater by depositing a long-term bond into a trust, it may be required to provide additional collateral for the short-term securities if the value of the underlying bond deposited in the trust falls.

At September 30, 2010, the Fund’s residual exposure to these types of inverse floating rate securities were as follows:

Principal			Coupon			Maturity
Amount		Inverse Floater1	Rate2			Date		Value
$	12,035,000	AZ Health Facilities Authority ROLs3		15.908	%		1/1/30	$	13,313,117
	6,900,000	FL HFC ROLs3		10.506			1/1/37		8,231,562
	7,425,000	GA George L. Smith II World Congress Center Authority ROLs3		14.424			7/1/20		7,674,703
	4,710,000	RI Student Loan Authority ROLs		21.948			12/1/23		4,756,912
	5,530,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.) DRIVERS		10.666			12/1/38		6,421,215
	3,040,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.) DRIVERS		15.696			6/1/39		3,814,014
	1,565,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.) ROLs		17.912			12/1/38		1,953,136
	1,180,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.) ROLs3		19.114			6/1/38		1,487,874
	1,275,000	Sedgwick & Shawnee Counties, KS Hsg. (Single Family Mtg.) ROLs3		17.955			12/1/38		1,608,425
								$	49,260,958

1.	For a list of abbreviations used in the Inverse Floater table see the Portfolio Abbreviations table on page 74 of the Statement of Investments.
2.	Represents the current interest rate for a variable rate bond known as an “inverse floater.”
3.	Security is subject to a shortfall and forbearance agreement.

86 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

The Fund enters into shortfall and forbearance agreements with the sponsors of certain inverse floaters held by the Fund. These agreements commit the Fund to reimburse the sponsor of the inverse floater, in certain circumstances, for the amount of the difference between the liquidation value of the underlying security (which is the basis of the inverse floater) and the principal amount due to the holders of the short-term floating rate notes issued by the Trust in conjunction with the inverse floating rate security. Under the standard terms of an inverse floating rate security, absent such a shortfall and forbearance agreement, the Fund would not be required to make such a reimbursement. The Manager monitors the Fund’s potential exposure with respect to these agreements on a daily basis and intends to take action to terminate the Fund’s investment in such inverse floating rate securities, if it deems it appropriate to do so. As of September 30, 2010, in addition to the exposure detailed in the preceding table, the Fund’s maximum exposure under such agreements is estimated at $53,045,000.

Credit Risk. The Fund invests in high-yield, non-investment-grade bonds, which may be subject to a greater degree of credit risk. Credit risk relates to the ability of the issuer to meet interest or principal payments or both as they become due. The Fund may acquire securities in default, and is not obligated to dispose of securities whose issuers or underlying obligors subsequently default. Information concerning securities in default as of September 30, 2010 is as follows:

Cost	$	13,073,166
Market Value	$	7,269,684
Market Value as a % of Net Assets		0.22	%

Allocation of Income, Expenses, Gains and Losses. Income, expenses (other than those attributable to a specific class), gains and losses are allocated on a daily basis to each class of shares based upon the relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against the operations of that class.

Federal Taxes. The Fund intends to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its investment company taxable income, including any net realized gain on investments not offset by capital loss carryforwards, if any, to shareholders. Therefore, no federal income or excise tax provision is required. The Fund files income tax returns in U.S. federal and applicable state jurisdictions. The statute of limitations on the Fund’s tax return filings generally remain open for the three preceding fiscal reporting period ends.

The tax components of capital shown in the following table represent distribution requirements the Fund must satisfy under the income tax regulations, losses the Fund may be able to offset against income and gains realized in future years and unrealized appreciation or depreciation of securities and other investments for federal income tax purposes.

87 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

					Net Unrealized
					Appreciation
					Based on Cost of
					Securities and Other
Undistributed	Undistributed				Investments for
Net Investment	Long-Term		Accumulated Loss		Federal Income
Income	Gain		Carryforward1,2,3		Tax Purposes
$22,687,070	$	—	$	69,856,115	$	1,472,700

1. As of September 30, 2010, the Fund had $60,671,066 of net capital loss carryforwards available to offset future realized capital gains, if any, and thereby reduce future taxable gain distributions. As of September 30, 2010, details of the capital loss carryforwards were as follows:

Expiring
2012	$	662,053
2015		70,040
2016		2,094,523
2017		32,902,442
2018		24,942,008
Total	$	60,671,066

2.	As of September 30, 2010, the Fund had $9,185,049 of post-October losses available to offset future realized capital gains, if any. Such losses, if unutilized, will expire in 2019.
3.	During the fiscal year ended September 30, 2010, the Fund did not utilize any capital loss carryforward.
4.	During the fiscal year ended September 30, 2009, the Fund did not utilize any capital loss carryforward.

Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of dividends and distributions made during the fiscal year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. Also, due to timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or net realized gain was recorded by the Fund.

Accordingly, the following amounts have been reclassified for September 30, 2010. Net assets of the Fund were unaffected by the reclassifications.

	Increase		Increase
	to Accumulated		to Accumulated
Reduction	Net Investment		Net Realized Loss
to Paid-in Capital	Income		on Investments
$1,647	$	1,502,517	$	1,500,870

The tax character of distributions paid during the years ended September 30, 2010 and September 30, 2009 was as follows:

	Year Ended		Year Ended
	September 30, 2010		September 30, 2009
Distributions paid from:
Exempt-interest dividends	$	122,757,558	$	87,739,288
Ordinary income		593,864		803,859
Total	$	123,351,422	$	88,543,147

88 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

The aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes as of September 30, 2010 are noted in the following table. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses or tax realization of financial statement unrealized gain or loss.

Federal tax cost of securities	$	3,266,168,093	1
Gross unrealized appreciation	$	91,324,121
Gross unrealized depreciation		(89,851,421	)
Net unrealized appreciation	$	1,472,700

1. The Federal tax cost of securities does not include cost of $84,961,828, which has otherwise been recognized for financial reporting purposes, related to bonds placed into trusts in conjunction with certain investment transactions. See the Inverse Floating Rate Securities note above.

Trustees’ Compensation. The Board of Trustees has adopted a compensation deferral plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from the Fund. For purposes of determining the amount owed to the Trustee under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of the Fund or in other Oppenheimer funds selected by the Trustee. The Fund purchases shares of the funds selected for deferral by the Trustee in amounts equal to his or her deemed investment, resulting in a Fund asset equal to the deferred compensation liability. Such assets are included as a component of “Other” within the asset section of the Statement of Assets and Liabilities. Deferral of trustees’ fees under the plan will not affect the net assets of the Fund, and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance with the compensation deferral plan.

Dividends and Distributions to Shareholders. Dividends and distributions to shareholders, which are determined in accordance with income tax regulations and may differ from U.S. generally accepted accounting principles, are recorded on the ex-dividend date. Income distributions, if any, are declared daily and paid monthly. Capital gain distributions, if any, are declared and paid annually.

Investment Income. Interest income is recognized on an accrual basis. Discount and premium, which are included in interest income on the Statement of Operations, are amortized or accreted daily.

Custodian Fees. “Custodian fees and expenses” in the Statement of Operations may include interest expense incurred by the Fund on any cash overdrafts of its custodian account during the period. Such cash overdrafts may result from the effects of failed trades in portfolio securities and from cash outflows resulting from unanticipated shareholder redemption activity. The Fund pays interest to its custodian on such cash overdraft at a rate equal to the 1 Month LIBOR Rate plus 2.00%. The “Reduction to custodian expenses” line item, if

89 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

applicable, represents earnings on cash balances maintained by the Fund during the period. Such interest expense and other custodian fees may be paid with these earnings.

Security Transactions. Security transactions are recorded on the trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.

Indemnifications. The Fund’s organizational documents provide current and former trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2. Shares of Beneficial Interest

The Fund has authorized an unlimited number of $0.001 par value shares of beneficial interest of each class. Transactions in shares of beneficial interest were as follows:

	Year Ended September 30, 2010						Year Ended September 30, 2009
	Shares			Amount			Shares			Amount
Class A
Sold		78,826,765		$	1,144,560,316			46,448,768		$	623,216,997
Dividends and/or distributions reinvested		4,238,110			61,525,069			3,386,721			45,600,005
Redeemed		(30,466,087	)		(441,472,785	)		(37,234,094	)		(496,066,170	)
Net increase		52,598,788		$	764,612,600			12,601,395		$	172,750,832
Class B
Sold		1,240,939		$	17,999,668			1,039,196		$	14,003,726
Dividends and/or distributions reinvested		81,157			1,176,375			96,787			1,296,086
Redeemed		(1,297,350	)		(18,794,115	)		(2,200,563	)		(29,458,729	)
Net increase (decrease)		24,746		$	381,928			(1,064,580	)	$	(14,158,917	)
Class C
Sold		32,029,320		$	463,106,268			16,449,333		$	221,365,601
Dividends and/or distributions reinvested		1,340,411			19,389,009			941,104			12,632,296
Redeemed		(9,014,670	)		(130,336,850	)		(12,334,779	)		(163,451,573	)
Net increase		24,355,061		$	352,158,427			5,055,658		$	70,546,324

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3. Purchases and Sales of Securities

The aggregate cost of purchases and proceeds from sales of securities, other than short-term obligations, for the year ended September 30, 2010, were as follows:

	Purchases		Sales
Investment securities	$	902,002,178	$	348,434,708

4. Fees and Other Transactions with Affiliates

Management Fees. Under the investment advisory agreement, the Fund pays the Manager a management fee based on the daily net assets of the Fund at an annual rate as shown in the following table:

Fee Schedule
Up to $100 million	0.500	%
Next $150 million	0.450
Next $250 million	0.425
Over $500 million	0.400

Effective October 1, 2010, the Fund will pay the Manager a management fee based on the daily net assets of the Fund at an annual rate as shown in the following table:

Fee Schedule
Up to $100 million	0.500	%
Next $150 million	0.450
Next $250 million	0.425
Next $4.5 billion	0.400
Over $5 billion	0.390

Accounting Service Fees. The Manager acts as the accounting agent for the Fund at an annual fee of $12,000, plus out-of-pocket costs and expenses reasonably incurred.

Transfer Agent Fees. OppenheimerFunds Services (“OFS”), a division of the Manager, acts as the transfer and shareholder servicing agent for the Fund. The Fund pays OFS a per account fee. For the year ended September 30, 2010, the Fund paid $1,375,922 to OFS for services to the Fund.

Distribution and Service Plan (12b-1) Fees. Under its General Distributor’s Agreement with the Fund, OppenheimerFunds Distributor, Inc. (the “Distributor”) acts as the Fund’s principal underwriter in the continuous public offering of the Fund’s classes of shares.

Service Plan for Class A Shares. The Fund has adopted a Service Plan (the “Plan”) for Class A shares under Rule 12b-1 of the Investment Company Act of 1940. Under the Plan, the Fund reimburses the Distributor for a portion of its costs incurred for services provided to accounts that hold Class A shares. Reimbursement is made periodically at an annual rate of up to 0.25% of the daily net assets of Class A shares of the Fund. The Distributor currently uses all of those fees to pay dealers, brokers, banks and other financial institutions periodically for providing personal service and maintenance of accounts of their customers that hold Class A shares. Any unreimbursed expenses the Distributor incurs with respect to

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NOTES TO FINANCIAL STATEMENTS Continued

4. Fees and Other Transactions with Affiliates Continued

Class A shares in any fiscal year cannot be recovered in subsequent periods. Fees incurred by the Fund under the Plan are detailed in the Statement of Operations.

Distribution and Service Plans for Class B and Class C Shares. The Fund has adopted Distribution and Service Plans (the “Plans”) for Class B and Class C shares under Rule 12b-1 of the Investment Company Act of 1940 to compensate the Distributor for its services in connection with the distribution of those shares and servicing accounts. Under the Plans, the Fund pays the Distributor an annual asset-based sales charge of 0.75% on Class B and Class C shares daily net assets. The Distributor also receives a service fee of 0.25% per year under each plan. If either the Class B or Class C plan is terminated by the Fund or by the shareholders of a class, the Board of Trustees and its independent trustees must determine whether the Distributor shall be entitled to payment from the Fund of all or a portion of the service fee and/or asset-based sales charge in respect to shares sold prior to the effective date of such termination. Fees incurred by the Fund under the Plans are detailed in the Statement of Operations. The Distributor determines its uncompensated expenses under the Plans at calendar quarter ends. The Distributor’s aggregate uncompensated expenses under the Plans at September 30, 2010 were as follows:

Class C $ 16,989,753

Sales Charges. Front-end sales charges and contingent deferred sales charges (“CDSC”) do not represent expenses of the Fund. They are deducted from the proceeds of sales of Fund shares prior to investment or from redemption proceeds prior to remittance, as applicable. The sales charges retained by the Distributor from the sale of shares and the CDSC retained by the Distributor on the redemption of shares is shown in the following table for the period indicated.

			Class A		Class B		Class C
	Class A		Contingent		Contingent		Contingent
	Front-End		Deferred		Deferred		Deferred
	Sales Charges		Sales Charges		Sales Charges		Sales Charges
	Retained by		Retained by		Retained by		Retained by
Year Ended	Distributor		Distributor		Distributor		Distributor
September 30, 2010	$	1,659,689	$	31,055	$	38,160	$	133,505

Waivers and Reimbursements of Expenses. From April 1, 2009 through March 31, 2010, the Manager agreed to voluntarily waive the advisory fee by 0.06% of the Fund’s average daily net assets. During the year ended September 30, 2010, the Manager waived $681,111.

     OFS has voluntarily agreed to limit transfer and shareholder servicing agent fees for all classes to 0.35% of average annual net assets per class.

     Some of these undertakings may be modified or terminated at any time; some may not be modified or terminated until after one year from the date of the current prospectus, as indicated therein.

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5. Borrowings

The Fund can borrow money from banks in amounts up to one third of its total assets (including the amount borrowed) less all liabilities and indebtedness other than borrowings. The Fund can use those borrowings for investment-related purposes such as purchasing portfolio securities. The Fund can also borrow for other purposes, such as to raise money to unwind or “collapse” trusts that issued “inverse floaters” to the Fund, or to contribute to such trusts to enable them to meet tenders of their short-term securities by the holders of those securities. The Fund also may borrow to meet redemption obligations or for temporary and emergency purposes. The purchase of securities with borrowed funds creates leverage in the Fund. The use of leverage will subject the Fund to greater costs than funds that do not borrow for leverage, and may also make the Fund’s share price more sensitive to interest changes. The interest on borrowed money is an expense that might reduce the Fund’s yield. Expenses incurred by the Fund with respect to interest on borrowings and commitment fees are disclosed separately or as other expenses on the Statement of Operations.

     The Fund entered into a Revolving Credit and Security Agreement (the “Agreement”) with conduit lenders and a bank which enables it to participate with certain other Oppenheimer funds in a committed, secured borrowing facility that permits borrowings of up to $2.25 billion, collectively. To secure the loan, the Fund pledges investment securities in accordance with the terms of the Agreement. Securities held in collateralized accounts to cover these borrowings are noted in the Statement of Investments. Interest is charged to the Fund, based on its borrowings, at current commercial paper issuance rates (0.3410% as of September 30, 2010). The Fund pays additional fees annually to its lender on its outstanding borrowings to manage and administer the facility. The Fund is also allocated its pro-rata share of an annual structuring fee and ongoing commitment fees both of which are based on the total facility size. Total fees and interest that are included in expenses on the Fund’s Statement of Operations related to its participation in the borrowing facility during the year ended September 30, 2010 equal 0.09% of the Fund’s average net assets on an annualized basis. The Fund has the right to prepay such loans and terminate its participation in the conduit loan facility at any time upon prior notice.

As of September 30, 2010, the Fund had borrowings outstanding at an interest rate of 0.3410%. Details of the borrowings for the year ended September 30, 2010 are as follows:

Average Daily Loan Balance	$	43,050,959
Average Daily Interest Rate		0.301	%
Fees Paid	$	2,029,302
Interest Paid	$	141,028

6. Pending Litigation

Since 2009, a number of lawsuits have been filed in federal courts against the Manager, the Distributor, and certain mutual funds (“Defendant Funds”) advised by the Manager and distributed by the Distributor (but not including the Fund). The lawsuits naming the Defendant Funds also name as defendants certain officers, trustees and former trustees of the respective Defendant Funds. The plaintiffs seek class action status on behalf of purchasers of shares of the respective Defendant Fund during a particular time period. The

93 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

NOTES TO FINANCIAL STATEMENTS Continued

6. Pending Litigation Continued

lawsuits raise claims under federal securities laws alleging that, among other things, the disclosure documents of the respective Defendant Fund contained misrepresentations and omissions, that such Defendant Fund’s investment policies were not followed, and that such Defendant Fund and the other defendants violated federal securities laws and regulations. The plaintiffs seek unspecified damages, equitable relief and an award of attorneys’ fees and litigation expenses.

     In 2009, what are claimed to be derivative lawsuits were filed in state court against the Manager and a subsidiary (but not against the Fund), on behalf of the New Mexico Education Plan Trust. These lawsuits allege breach of contract, breach of fiduciary duty, negligence and violation of state securities laws, and seek compensatory damages, equitable relief and an award of attorneys’ fees and litigation expenses.

     Other lawsuits have been filed since 2008 in various state and federal courts, against the Manager and certain of its affiliates. Those lawsuits were filed by investors who made investments through an affiliate of the Manager, and relate to the alleged investment fraud perpetrated by Bernard Madoff and his firm (“Madoff”). Those suits allege a variety of claims, including breach of fiduciary duty, fraud, negligent misrepresentation, unjust enrichment, and violation of federal and state securities laws and regulations, among others. They seek unspecified damages, equitable relief and an award of attorneys’ fees and litigation expenses. None of the suits have named the Distributor, any of the Oppenheimer mutual funds or any of their independent Trustees or Directors as defendants. None of the Oppenheimer funds invested in any funds or accounts managed by Madoff.

     The Manager believes that the lawsuits described above are without legal merit and is defending against them vigorously. The Defendant Funds’ Boards of Trustees have also engaged counsel to defend the suits brought against those Funds and the present and former Independent Trustees named in those suits. While it is premature to render any opinion as to the outcome in these lawsuits, or whether any costs that the Defendant Funds may bear in defending the suits might not be reimbursed by insurance, the Manager believes that these suits should not impair the ability of the Manager or the Distributor to perform their respective duties to the Fund, and that the outcome of all of the suits together should not have any material effect on the operations of any of the Oppenheimer funds.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Trustees and Shareholders of Oppenheimer Municipal Fund:

We have audited the accompanying statement of assets and liabilities of Oppenheimer Limited Term Municipal Fund, (a series of Oppenheimer Municipal Fund), including the statement of investments, as of September 30, 2010, and the related statement of operations and cash flows for the year then ended, and the statements of changes in net assets and the financial highlights for each of the years in the two-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The accompanying financial highlights of Oppenheimer Limited Term Municipal Fund for the years ended prior to October 1, 2008 were audited by other auditors whose report dated November 18, 2008 expressed an unqualified opinion on those financial highlights.

     We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights 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 September 30, 2010, by correspondence with the custodian, transfer agent and brokers, or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, 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 and financial highlights referred to above present fairly, in all material respects, the financial position of Oppenheimer Limited Term Municipal Fund as of September 30, 2010, and the results of its operations and cash flows for the year then ended, and the changes in its net assets and the financial highlights for each of the years in the two-year period then ended, in conformity with U.S. generally accepted accounting principles.

KPMG llp

Denver, Colorado
November 17, 2010

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FEDERAL INCOME TAX INFORMATION Unaudited

In early 2010, if applicable, shareholders of record received information regarding all dividends and distributions paid to them by the Fund during calendar year 2009. Regulations of the U.S. Treasury Department require the Fund to report this information to the Internal Revenue Service.

     None of the dividends paid by the Fund during the fiscal year ended September 30, 2010 are eligible for the corporate dividend-received deduction. 99.52% of the dividends were derived from interest on municipal bonds and are not subject to federal income taxes. To the extent a shareholder is subject to any state or local tax laws, some or all of the dividends received may be taxable.

     The foregoing information is presented to assist shareholders in reporting distributions received from the Fund to the Internal Revenue Service. Because of the complexity of the federal regulations which may affect your individual tax return and the many variations in state and local tax regulations, we recommend that you consult your tax advisor for specific guidance.

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BOARD APPROVAL OF THE FUND’S INVESTMENT ADVISORY AGREEMENT Unaudited

Each year, the Board of Trustees (the “Board”), including a majority of the independent Trustees, is required to determine whether to renew the Fund’s investment advisory agreement (the “Agreement”). The Investment Company Act of 1940, as amended, requires that the Board request and evaluate, and that the Manager provide, such information as may be reasonably necessary to evaluate the terms of the Agreement. The Board employs an independent consultant to prepare a report that provides information, including comparative information that the Board requests for that purpose. In addition, the Board receives information throughout the year regarding Fund services, fees, expenses and performance.

     The Manager and the independent consultant provided information to the Board on the following factors: (i) the nature, quality and extent of the Manager’s services, (ii) the investment performance of the Fund and the Manager, (iii) the fees and expenses of the Fund, including comparative expense information, (iv) the profitability of the Manager and its affiliates, including an analysis of the cost of providing services, (v) whether economies of scale are realized as the Fund grows and whether fee levels reflect these economies of scale for Fund investors and (vi) other benefits to the Manager from its relationship with the Fund. The Board was aware that there are alternatives to retaining the Manager.

     Outlined below is a summary of the principal information considered by the Board as well as the Board’s conclusions.

     Nature, Quality and Extent of Services. The Board considered information about the nature, quality and extent of the services provided to the Fund and information regarding the Manager’s key personnel who provide such services. The Manager’s duties include providing the Fund with the services of the portfolio managers and the Manager’s investment team, who provide research, analysis and other advisory services in regard to the Fund’s investments; securities trading services; oversight of third-party service providers; monitoring compliance with applicable Fund policies and procedures and adherence to the Fund’s investment restrictions. The Manager is responsible for providing certain administrative services to the Fund as well. Those services include providing and supervising all administrative and clerical personnel who are necessary in order to provide effective corporate administration for the Fund; compiling and maintaining records with respect to the Fund’s operations; preparing and filing reports required by the Securities and Exchange Commission; preparing periodic reports regarding the operations of the Fund for its shareholders; preparing proxy materials for shareholder meetings; and preparing the registration statements required by Federal and state securities laws for the sale of the Fund’s shares. The Manager also provides the Fund with office space, facilities and equipment.

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BOARD APPROVAL OF THE FUND’S INVESTMENT ADVISORY AGREEMENT Unaudited / Continued

     The Board also considered the quality of the services provided and the quality of the Manager’s resources that are available to the Fund. The Board took account of the fact that the Manager has had over fifty years of experience as an investment adviser and that its assets under management rank it among the top mutual fund managers in the United States. The Board evaluated the Manager’s advisory, administrative, accounting, legal and compliance services, and information the Board has received regarding the experience and professional qualifications of the Manager’s key personnel and the size and functions of its staff. In its evaluation of the quality of the portfolio management services provided, the Board considered the experience of Daniel Loughran, Scott Cottier, Troy Willis, Mark DeMitry, Marcus Franz, and Michael Camarella, the portfolio managers for the Fund, and the Manager’s investment team and analysts. The Board members also considered the totality of their experiences with the Manager as directors or trustees of the Fund and other funds advised by the Manager. The Board considered information regarding the quality of services provided by affiliates of the Manager, which its members have become knowledgeable about in connection with the renewal of the Fund’s service agreements. The Board concluded, in light of the Manager’s experience, reputation, personnel, operations and resources, that the Fund benefits from the services provided under the Agreement.

     Investment Performance of the Manager and the Fund. Throughout the year, the Manager provided information on the investment performance of the Fund and the Manager, including comparative performance information. The Board also reviewed information, prepared by the Manager and by the independent consultant, comparing the Fund’s historical performance to relevant market indices and to the performance of other retail front-end load and no-load short-intermediate municipal debt funds. The Board noted that the Fund’s one-year and ten-year performance was better than its peer group median although its three-year and five-year performance was below its peer group median.

     Costs of Services by the Manager. The Board reviewed the fees paid to the Manager and the other expenses borne by the Fund. The Board also considered the comparability of the fees charged and the services provided to the Fund to the fees and services for other clients or accounts advised by the Manager. The independent consultant provided comparative data in regard to the fees and expenses of the Fund and other retail front-end load short-intermediate municipal debt, short municipal debt, and intermediate municipal debt funds with comparable asset levels and distribution features. The Board noted that the Fund’s actual management fees were lower than its peer group median and average. The Fund’s contractual management fees were lower than its peer group median and average. The Fund’s total expenses were lower than its peer group median

98 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

and average. The Board also noted that from April 1, 2009 through March 31, 2010, the Manager had agreed to voluntarily waive the advisory fee by 0.06% of the Fund’s average daily net assets.

     Economies of Scale and Profits Realized by the Manager. The Board considered information regarding the Manager’s costs in serving as the Fund’s investment adviser, including the costs associated with the personnel and systems necessary to manage the Fund, and information regarding the Manager’s profitability from its relationship with the Fund. The Board reviewed whether the Manager may realize economies of scale in managing and supporting the Fund. The Board noted that the Fund currently has management fee breakpoints, which are intended to share with Fund shareholders economies of scale that may exist as the Fund’s assets grow. Effective October 1, 2010 the Fund pays the Manager an advisory fee at the following annual rate that declines as the Fund’s assets grow: 0.500% of the first $100 million of average annual net assets, 0.450% of the next $150 million, 0.425% of the next $250 million, 0.400% of the next $4.5 billion, and 0.390% of average annual net assets in excess of $5 billion.

     Other Benefits to the Manager. In addition to considering the profits realized by the Manager, the Board considered information that was provided regarding the direct and indirect benefits the Manager receives as a result of its relationship with the Fund, including compensation paid to the Manager’s affiliates. The Board also considered that the Manager must be able to pay and retain experienced professional personnel at competitive rates to provide quality services to the Fund.

     Conclusions. These factors were also considered by the independent Trustees meeting separately from the full Board, assisted by experienced counsel to the Fund and to the independent Trustees. Fund counsel and the independent Trustees’ counsel are independent of the Manager within the meaning and intent of the Securities and Exchange Commission Rules.

     Based on its review of the information it received and its evaluations described above, the Board, including a majority of the independent Trustees, decided to continue the Agreement through September 30, 2011. In arriving at this decision, the Board did not single out any factor or factors as being more important than others, but considered all of the above information, and considered the terms and conditions of the Agreement, including the management fee, in light of all of the surrounding circumstances.

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PORTFOLIO PROXY VOTING POLICIES AND PROCEDURES; UPDATES TO STATEMENTS OF INVESTMENTS Unaudited

The Fund has adopted Portfolio Proxy Voting Policies and Procedures under which the Fund votes proxies relating to securities (“portfolio proxies”) held by the Fund. A description of the Fund’s Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.525.7048, (ii) on the Fund’s website at www.oppenheimerfunds.com, and (iii) on the SEC’s website at www.sec.gov. In addition, the Fund is required to file Form N-PX, with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Fund’s voting record is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.525.7048, and (ii) in the Form N-PX filing on the SEC’s website at www.sec.gov.

     The Fund files its complete schedule of portfolio holdings with the SEC for the first quarter and the third quarter of each fiscal year on Form N-Q. The Fund’s Form N-Q filings are available on the SEC’s website at www.sec.gov. Those forms may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Householding—Delivery of Shareholder Documents

This is to inform you about OppenheimerFunds’ “householding” policy. If more than one member of your household maintains an account in a particular fund, OppenheimerFunds will mail only one copy of the fund’s prospectus (or, if available, the fund’s summary prospectus), annual and semiannual report and privacy policy. The consolidation of these mailings, called householding, benefits your fund through reduced mailing expense, and benefits you by reducing the volume of mail you receive from OppenheimerFunds. Householding does not affect the delivery of your account statements.

     Please note that we will continue to household these mailings for as long as you remain an OppenheimerFunds shareholder, unless you request otherwise. If you prefer to receive multiple copies of these materials, please call us at 1.800.CALL-OPP (225-5677). You may also notify us in writing or via email. We will begin sending you individual copies of the prospectus (or, if available, the summary prospectus), reports and privacy policy within 30 days of receiving your request to stop householding.

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TRUSTEES AND OFFICERS Unaudited

Name, Position(s) Held with the	Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships
Fund, Length of Service, Age	Held; Number of Portfolios in the Fund Complex Currently Overseen
INDEPENDENT TRUSTEES	The address of each Trustee in the chart below is 6803 S. Tucson Way, Centennial, Colorado 80112-3924. Each Trustee serves for an indefinite term, or until his or her resignation, retirement, death or removal.
Brian F. Wruble, Chairman of the Board of Trustees and Trustee (since 2009) Age: 67	Chairman (since August 2007) and Trustee (since August 1991) of the Board of Trustees of The Jackson Laboratory (non-profit); Director of Special Value Opportunities Fund, LLC (registered investment company) (affiliate of the Manager’s parent company) (since September 2004); Member of Zurich Financial Investment Management Advisory Council (insurance) (since 2004); Treasurer (since 2007) and Trustee of the Institute for Advanced Study (non-profit educational institute) (since May 1992); General Partner of Odyssey Partners, L.P. (hedge fund) (September 1995-December 2007); Special Limited Partner of Odyssey Investment Partners, LLC (private equity investment) (January 1999-September 2004). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Wruble has served on the Boards of certain Oppenheimer funds since April 2001, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
David K. Downes, Trustee (since 2009) Age: 70	Director of THL Credit Inc. (since June 2009); Independent Chairman GSK Employee Benefit Trust (since April 2006); Trustee of Employee Trusts (since January 2006); Chief Executive Officer and Board Member of Community Capital Management (investment management company) (since January 2004); President of The Community Reinvestment Act Qualified Investment Fund (investment management company) (since 2004); Director of Internet Capital Group (information technology company) (since October 2003); Director of Correctnet (January 2006-2007); Independent Chairman of the Board of Trustees of Quaker Investment Trust (registered investment company) (2004-2007); Chief Operating Officer and Chief Financial Officer of Lincoln National Investment Companies, Inc. (subsidiary of Lincoln National Corporation, a publicly traded company) and Delaware Investments U.S., Inc. (investment management subsidiary of Lincoln National Corporation) (1993-2003); President, Chief Executive Officer and Trustee of Delaware Investment Family of Funds (1993-2003); President and Board Member of Lincoln National Convertible Securities Funds, Inc. and the Lincoln National Income Funds, TDC (1993-2003); Chairman and Chief Executive Officer of Retirement Financial Services, Inc. (registered transfer agent and investment adviser and subsidiary of Delaware Investments U.S., Inc.) (1993-2003); President and Chief Executive Officer of Delaware Service Company, Inc. (1995-2003); Chief Administrative Officer, Chief Financial Officer, Vice Chairman and Director of Equitable Capital Management Corporation (investment subsidiary of Equitable Life Assurance Society) (1985-1992); Corporate Controller of Merrill Lynch Company (financial services holding company) (1977-1985); held the following positions at the Colonial Penn Group, Inc. (insurance company): Corporate Budget Director (1974-1977), Assistant Treasurer (1972-1974) and Director of Corporate Taxes (1969-1972); held the following positions at Price Waterhouse Company (financial services firm): Tax Manager (1967-1969), Tax Senior (1965-1967) and Staff Accountant (1963-1965); United States Marine Corps (1957-1959). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Downes has served on the Boards of certain Oppenheimer funds since December 2005, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

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TRUSTEES AND OFFICERS Unaudited / Continued

Name, Position(s) Held with the	Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships
Fund, Length of Service, Age	Held; Number of Portfolios in the Fund Complex Currently Overseen
Matthew P. Fink, Trustee (since 2009) Age: 69	Trustee of the Committee for Economic Development (policy research foundation) (since 2005); Director of ICI Education Foundation (education foundation) (October 1991-August 2006); President of the Investment Company Institute (trade association) (October 1991-June 2004); Director of ICI Mutual Insurance Company (insurance company) (October 1991-June 2004). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Fink has served on the Boards of certain Oppenheimer funds since January 2005, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
Phillip A. Griffiths, Trustee (since 2009) Age: 71	Fellow of the Carnegie Corporation (since 2007); Distinguished Presidential Fellow for International Affairs (since 2002) and Member (since 1979) of the National Academy of Sciences; Council on Foreign Relations (since 2002); Director of GSI Lumonics Inc. (precision technology products company) (since 2001); Senior Advisor of The Andrew W. Mellon Foundation (since 2001); Chair of Science Initiative Group (since 1999); Member of the American Philosophical Society (since 1996); Trustee of Woodward Academy (since 1983); Foreign Associate of Third World Academy of Sciences (since 2002); Director of the Institute for Advanced Study (1991-2004); Director of Bankers Trust New York Corporation (1994-1999); Provost at Duke University (1983-1991). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Griffiths has served on the Boards of certain Oppenheimer funds since June 1999, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
Mary F. Miller, Trustee (since 2009) Age: 67	Trustee of International House (not-for-profit) (since June 2007); Trustee of the American Symphony Orchestra (not-for-profit) (since October 1998); and Senior Vice President and General Auditor of American Express Company (financial services company) (July 1998-February 2003). Oversees 58 portfolios in the OppenheimerFunds complex. Ms. Miller has served on the Boards of certain Oppenheimer funds since August 2004, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
Joel W. Motley, Trustee (since 2009) Age: 58	Managing Director of Public Capital Advisors, LLC (privately-held financial advisor) (since January 2006); Managing Director of Carmona Motley, Inc. (privately-held financial advisor) (since January 2002); Director of Columbia Equity Financial Corp. (privately-held financial advisor) (2002-2007); Managing Director of Carmona Motley Hoffman Inc. (privately-held financial advisor) (January 1998-December 2001); Member of the Finance and Budget Committee of the Council on Foreign Relations, Chairman of the Investment Committee of the Episcopal Church of America, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee and Board of Historic Hudson Valley. Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Motley has served on the Boards of certain Oppenheimer funds since October 2002, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
Mary Ann Tynan, Trustee (since 2009) Age: 64	Vice Chair of Board of Trustees of Brigham and Women’s/Faulkner Hospitals (non-profit hospital) (since 2000); Chair of Board of Directors of Faulkner Hospital (non-profit hospital) (since 1990); Member of Audit and Compliance Committee of Partners Health Care System (non-profit) (since 2004); Board of Trustees of Middlesex School (educational institution) (since 1994); Board of

102 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

Name, Position(s) Held with the	Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships
Fund, Length of Service, Age	Held; Number of Portfolios in the Fund Complex Currently Overseen
Mary Ann Tynan, Continued	Directors of Idealswork, Inc. (financial services provider) (since 2003); Partner, Senior Vice President and Director of Regulatory Affairs of Wellington Management Company, LLP (global investment manager) (1976-2002); Vice President and Corporate Secretary, John Hancock Advisers, Inc. (mutual fund investment adviser) (1970-1976). Oversees 58 portfolios in the OppenheimerFunds complex. Ms. Tynan has served on the Boards of certain Oppenheimer funds since October 2008, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
Joseph M. Wikler, Trustee (since 2009) Age: 69	Director of C-TASC (bio-statistics services) (since 2007); Director of the following medical device companies: Medintec (since 1992) and Cathco (since 1996); Member of the Investment Committee of the Associated Jewish Charities of Baltimore (since 1994); Director of Lakes Environmental Association (environmental protection organization) (1996-2008); Director of Fortis/Hartford mutual funds (1994-December 2001). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Wikler has served on the Boards of certain Oppenheimer funds since August 2005, during which time he has become familiar with the Funds (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
Peter I. Wold, Trustee (since 2009) Age: 62	Director of Arch Coal, Inc. (since 2010); Director and Chairman of Wyoming Enhanced Oil Recovery Institute Commission (enhanced oil recovery study) (since 2004); President of Wold Oil Properties, Inc. (oil and gas exploration and production company) (since 1994); Vice President of American Talc Company, Inc. (talc mining and milling) (since 1999); Managing Member of Hole-in-the-Wall Ranch (cattle ranching) (since 1979); Director and Chairman of the Denver Branch of the Federal Reserve Bank of Kansas City (1993-1999); and Director of PacifiCorp. (electric utility) (1995-1999). Oversees 58 portfolios in the OppenheimerFunds complex. Mr. Wold has served on the Boards of certain Oppenheimer funds since August 2005, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
INTERESTED TRUSTEE AND OFFICER	The address of Mr. Glavin is Two World Financial Center, 225 Liberty Street, 11th Floor, New York, New York 10281-1008. Mr. Glavin serves as a Trustee for an indefinite term, or until his resignation, retirement, death or removal and as an Officer for an indefinite term, or until his resignation, retirement, death or removal. Mr. Glavin is an Interested Trustee due to his positions with OppenheimerFunds, Inc. and its affiliates.
William F. Glavin, Jr., Trustee, President and Principal Executive Officer (since 2009) Age: 52	Chairman of the Manager (since December 2009); Chief Executive Officer and Director of the Manager (since January 2009); President of the Manager (since May 2009); Director of Oppenheimer Acquisition Corp. (“OAC”) (the Manager’s parent holding company) (since June 2009); Executive Vice President (March 2006- February 2009) and Chief Operating Officer (July 2007-February 2009) of Massachusetts Mutual Life Insurance Company (OAC’s parent company); Director (May 2004-March 2006) and Chief Operating Officer and Chief Compliance Officer (May 2004-January 2005), President (January 2005-March 2006) and Chief Executive Officer (June 2005-March 2006) of Babson Capital Management LLC; Director (March 2005-March 2006), President (May 2003-March 2006) and Chief Compliance Officer (July 2005-March 2006) of Babson Capital Securities, Inc. (a broker-dealer); President (May 2003-March 2006) of Babson Investment Company, Inc.; Director (May 2004-August 2006) of Babson Capital Europe Limited; Director (May 2004-October 2006) of Babson Capital Guernsey Limited; Director (May 2004-March 2006) of Babson Capital Management LLC; Non-Executive Director

103 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

TRUSTEES AND OFFICERS Unaudited / Continued

Name, Position(s) Held with the	Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships
Fund, Length of Service, Age	Held; Number of Portfolios in the Fund Complex Currently Overseen
William F. Glavin, Jr., Continued	(March 2005-March 2007) of Baring Asset Management Limited; Director (February 2005-June 2006) Baring Pension Trustees Limited; Director and Treasurer (December 2003-November 2006) of Charter Oak Capital Management, Inc.; Director (May 2006-September 2006) of C.M. Benefit Insurance Company; Director (May 2008-June 2009) and Executive Vice President (June 2007-July 2009) of C.M. Life Insurance Company; President (March 2006-May 2007) of MassMutual Assignment Company; Director (January 2005-December 2006), Deputy Chairman (March 2005-December 2006) and President (February 2005-March 2005) of MassMutual Holdings (Bermuda) Limited; Director (May 2008-June 2009) and Executive Vice President (June 2007-July 2009) of MML Bay State Life Insurance Company; Chief Executive Officer and President (April 2007-January 2009) of MML Distributors, LLC; and Chairman (March 2006-December 2008) and Chief Executive Officer (May 2007-December 2008) of MML Investors Services, Inc. Oversees 66 portfolios as a Trustee/Director and 94 portfolios as an officer in the OppenheimerFunds complex. Mr. Glavin has served on the Boards of certain Oppenheimer funds since 2009, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
OTHER OFFICERS OF THE FUND	The addresses of the Officers in the chart below are as follows: for Messrs. Keffer and Zack, Two World Financial Center, 225 Liberty Street, New York, New York 10281-1008, for Messrs. Vandehey and Wixted, 6803 S. Tucson Way, Centennial, Colorado 80112-3924 and for Messrs. Loughran, Cottier, Willis, DeMitry, Camarella and Stein, 350 Linden Oaks, Rochester, New York 14625. Each Officer serves for an indefinite term or until his or her resignation, retirement, death or removal.
Daniel G. Loughran, Vice President and Senior Portfolio Manager (since 2005) Age: 46	Senior Vice President of the Manager (since August 2007); Vice President of the Manager (April 2001-July 2007) and a Portfolio Manager with the Manager (1999-2005). Team leader, a Senior Portfolio Manager, an officer and a trader for the Fund and other Oppenheimer funds.
Scott S. Cottier, Vice President (since 2005) and Senior Portfolio Manager (since 2002) Age: 38	Vice President of the Manager (since September 2002). Portfolio Manager and trader at Victory Capital Management (1999-2002). Senior Portfolio Manager, an officer and a trader for the Fund and other Oppenheimer funds.
Troy Willis, Vice President (since 2005) and Senior Portfolio Manager (since 2006) Age: 37	Vice President of the Manager (since July 2009); Assistant Vice President of the Manager (July 2005-July 2009). Portfolio Manager of the Manager (2002- 2005). Corporate Attorney for Southern Resource Group (1999-2003). Senior Portfolio Manager, an officer and a trader for the Fund and other Oppenheimer funds.
Mark R. DeMitry, Vice President (since 2009) and Senior Portfolio Manager (since 2009) Age: 34	Vice President of the Manager (since July 2009); Associate Portfolio Manager of the Fund (2006-2009). Research analyst of the Manager (June 2003- September 2006) and a credit analyst of the Manager (July 2001-May 2003). Senior Portfolio Manager, an officer and a trader for the Fund and other Oppenheimer funds.
Michael L. Camarella, Vice President (since 2009) and Associate Portfolio Manager (since 2008) Age: 34	Assistant Vice President of the Manager (since July 2009). Research analyst of the Manager (February 2006-April 2008) and a credit analyst of the Manager (June 2003-January 2006). Associate Portfolio Manager, an officer and a trader for the Fund and other Oppenheimer funds.

104 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

Name, Position(s) Held with the	Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships
Fund, Length of Service, Age	Held; Number of Portfolios in the Fund Complex Currently Overseen
Richard Stein, Vice President (since 2007) Age: 52	Director of the Rochester Credit Analysis team (since 2003) and a Vice President of the Manager (since 1997); headed Rochester’s Credit Analysis team (since 1993).
Thomas W. Keffer, Vice President and Chief Business Officer (since 2009) Age: 55	Senior Vice President of the Manager (since March 1997); Director of Investment Brand Management of the Manager (since November 1997); Senior Vice President of OppenheimerFunds Distributor, Inc. (since December 1997). An officer of 94 portfolios in the OppenheimerFunds complex.
Mark S. Vandehey, Vice President and Chief Compliance Officer (since 2004) Age: 60	Senior Vice President and Chief Compliance Officer of the Manager (since March 2004); Chief Compliance Officer of OppenheimerFunds Distributor, Inc., Centennial Asset Management and Shareholder Services, Inc. (since March 2004); Vice President of OppenheimerFunds Distributor, Inc., Centennial Asset Management Corporation and Shareholder Services, Inc. (since June 1983). An officer of 94 portfolios in the OppenheimerFunds complex.
Brian W. Wixted, Treasurer and Principal Financial & Accounting Officer (since 1999) Age: 50	Senior Vice President of the Manager (since March 1999); Treasurer of the Manager and the following: HarbourView Asset Management Corporation, Shareholder Financial Services, Inc., Shareholder Services, Inc., Oppenheimer Real Asset Management, Inc. and Oppenheimer Partnership Holdings, Inc. (March 1999-June 2008), OFI Private Investments, Inc. (March 2000-June 2008), OppenheimerFunds International Ltd. and OppenheimerFunds plc (since May 2000), OFI Institutional Asset Management, Inc. (since November 2000), and OppenheimerFunds Legacy Program (charitable trust program established by the Manager) (since June 2003); Treasurer and Chief Financial Officer of OFI Trust Company (trust company subsidiary of the Manager) (since May 2000); Assistant Treasurer of OAC (March 1999-June 2008). An officer of 94 portfolios in the OppenheimerFunds complex.
Robert G. Zack, Vice President and Secretary (since 2001) Age: 62	Executive Vice President (since January 2004) and General Counsel-Corporate (since March 2002) of the Manager; General Counsel of the Distributor (since December 2001); General Counsel of Centennial Asset Management Corporation (since December 2001); Senior Vice President and General Counsel of HarbourView Asset Management Corporation (since December 2001); Secretary and General Counsel of OAC (since November 2001); Assistant Secretary (since September 1997) and Director (since November 2001) of OppenheimerFunds International Ltd. and OppenheimerFunds plc; Vice President and Director of Oppenheimer Partnership Holdings, Inc. (since December 2002); Director of Oppenheimer Real Asset Management, Inc. (since November 2001); Senior Vice President, General Counsel and Director of Shareholder Financial Services, Inc. and Shareholder Services, Inc. (since December 2001); Senior Vice President, General Counsel and Director of OFI Private Investments, Inc. and OFI Trust Company (since November 2001); Vice President of OppenheimerFunds Legacy Program (since June 2003); Senior Vice President and General Counsel of OFI Institutional Asset Management, Inc. (since November 2001). An officer of 94 portfolios in the OppenheimerFunds complex.

The Fund’s Statement of Additional Information contains additional information about the Fund’s Trustees and Officers and is available without charge, upon request, by calling 1.800.525.7048.

105 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

OPPENHEIMER LIMITED TERM MUNICIPAL FUND

A Series of Oppenheimer Municipal Fund

Manager	OppenheimerFunds, Inc.
Distributor	OppenheimerFunds Distributor, Inc.
Transfer and Shareholder Servicing Agent	OppenheimerFunds Services
Independent Registered Public Accounting Firm	KPMG llp
Counsel	Kramer Levin Naftalis & Frankel LLP

©2010 OppenheimerFunds, Inc. All rights reserved.

106 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

PRIVACY POLICY NOTICE

As an Oppenheimer fund shareholder, you are entitled to know how we protect your personal information and how we limit its disclosure.

Information Sources

We obtain nonpublic personal information about our shareholders from the following sources:

• Applications or other forms

• When you create a user ID and password for online account access

• When you enroll in eDocs Direct, our electronic document delivery service

• Your transactions with us, our affiliates or others

• A software program on our website, often referred to as a “cookie,” which indicates which parts of our site you’ve visited

• When you set up challenge questions to reset your password online

If you visit www.oppenheimerfunds.com and do not log on to the secure account information areas, we do not obtain any personal information about you. When you do log on to a secure area, we do obtain your user ID and password to identify you. We also use this information to provide you with products and services you have requested, to inform you about products and services that you may be interested in and assist you in other ways.

We do not collect personal information through our website unless you willingly provide it to us, either directly by email or in those areas of the website that request information. In order to update your personal information (including your mailing address, email address and phone number) you must first log on and visit your user profile.

If you have set your browser to warn you before accepting cookies, you will receive the warning message with each cookie. You can refuse cookies by turning them off in your browser. However, doing so may limit your access to certain sections of our website.

We use cookies to help us improve and manage our website. For example, cookies help us recognize new versus repeat visitors to the site, track the pages visited, and enable some special features on the website. This data helps us provide a better service for our website visitors.

Protection of Information

We do not disclose any non-public personal information (such as names on a customer list) about current or former customers to anyone, except as permitted by law.

Disclosure of Information

We send your financial advisor (as designated by you) copies of confirmations, account statements and other documents reporting activity in your fund accounts. We may also use details about you and your investments to help us, our financial service affiliates, or firms that jointly market their financial products and services with ours, to better serve your investment needs or suggest financial services or educational material that may be of interest to you. If this requires us to provide you with an opportunity to “opt in” or “opt out” of such information sharing with a firm not affiliated with us, you will receive notification on how to do so, before any such sharing takes place.

Right of Refusal

We will not disclose your personal information to unaffiliated third parties (except as permitted by law), unless we first offer you a reasonable opportunity to refuse or “opt out” of such disclosure.

107 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

PRIVACY POLICY NOTICE

Internet Security and Encryption

In general, the email services provided by our website are encrypted and provide a secure and private means of communication with us. To protect your own privacy, confidential and/or personal information should only be communicated via email when you are advised that you are using a secure website.

As a security measure, we do not include personal or account information in non-secure emails, and we advise you not to send such information to us in non-secure emails. Instead, you may take advantage of the secure features of our website to encrypt your email correspondence. To do this, you will need to use a browser that supports Secure Sockets Layer (SSL) protocol.

We do not guarantee or warrant that any part of our website, including files available for download, are free of viruses or other harmful code. It is your responsibility to take appropriate precautions, such as use of an anti-virus software package, to protect your computer hardware and software.

• All transactions, including redemptions, exchanges and purchases, are secured by SSL and 128-bit encryption. SSL is used to establish a secure connection between your PC and OppenheimerFunds’ server. It transmits information in an encrypted and scrambled format.

• Encryption is achieved through an electronic scrambling technology that uses a “key” to code and then decode the data. Encryption acts like the cable converter box you may have on your television set. It scrambles data with a secret code so that no one can make sense of it while it is being transmitted. When the data reaches its destination, the same software unscrambles the data.

• You can exit the secure area by either closing your browser, or for added security, you can use the Log Out button before you close your browser.

Other Security Measures

We maintain physical, electronic and procedural safeguards to protect your personal account information. Our employees and agents have access to that information only so that they may offer you products or provide services, for example, when responding to your account questions.

How You Can Help

You can also do your part to keep your account information private and to prevent unauthorized transactions. If you obtain a user ID and password for your account, do not allow it to be used by anyone else. Also, take special precautions when accessing your account on a computer used by others.

Who We Are

This joint notice describes the privacy policies of the Oppenheimer funds, OppenheimerFunds Distributor, Inc., the trustee of OppenheimerFunds Individual Retirement Accounts (IRAs) and the custodian of the OppenheimerFunds 403(b)(7) tax sheltered custodial accounts. It applies to all Oppenheimer fund accounts you presently have, or may open in the future, using your Social Security number—whether or not you remain a shareholder of our funds. This notice was last updated January 16, 2004. In the event it is updated or changed, we will post an updated notice on our website at www.oppenheimerfunds.com. If you have any questions about these privacy policies, write to us at P.O. Box 5270, Denver, CO 80217-5270, email us by clicking on the Contact Us section of our website at www.oppenheimerfunds.com or call us at 1.800.525.7048.

108 | OPPENHEIMER LIMITED TERM MUNICIPAL FUND

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions.

Item 3. Audit Committee Financial Expert.

The Board of Trustees of the registrant has determined that David Downes, the Board’s Audit Committee Chairman, is an audit committee financial expert and that Mr. Downes is “independent” for purposes of this Item 3.

Item 4. Principal Accountant Fees and Services.

(a) Audit Fees

The principal accountant for the audit of the registrant’s annual financial statements billed $45,200 in fiscal 2010 and $45,200 in fiscal 2009.

(b) Audit-Related Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees during the last two fiscal years.

The principal accountant for the audit of the registrant’s annual financial statements billed $359,900 in fiscal 2010 and $211,540 in fiscal 2009 to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

Such services include: internal control reviews, audit of capital accumulation plan and professional services relating to FIN 45 and FAS 157.

(c) Tax Fees

The principal accountant for the audit of the registrant’s annual financial statements billed $4,224 in fiscal 2010 and $7,426 in fiscal 2009.

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees to the registrant during the last two fiscal years to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

Such services include: tax compliance, tax planning and tax advice. Tax compliance generally involves preparation of original and amended tax returns, claims for a refund and tax payment-planning services. Tax planning and tax advice includes assistance with tax audits and appeals, tax advice related to mergers and acquisitions and requests for rulings or technical advice from taxing authorities.

(d) All Other Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no $2,895 for fiscal 2010 and $2,632 for fiscal 2009.

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees during the last two fiscal years to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

(e)	(1) During its regularly scheduled periodic meetings, the registrant’s audit committee will pre-approve all audit, audit-related, tax and other services to be provided by the principal accountants of the registrant.
	The audit committee has delegated pre-approval authority to its Chairman for any subsequent new engagements that arise between regularly scheduled meeting dates provided that any fees such pre-approved are presented to the audit committee at its next regularly scheduled meeting.
	Under applicable laws, pre-approval of non-audit services maybe waived provided that: 1) the aggregate amount of all such services provided constitutes no more than five percent of the total amount of fees paid by the registrant to it principal accountant during the fiscal year in which services are provided 2) such services were not recognized by the registrant at the time of engagement as non-audit services and 3) such services are promptly brought to the attention of the audit committee of the registrant and approved prior to the completion of the audit.
	(2) 100%
(f)	Not applicable as less than 50%.
(g)	The principal accountant for the audit of the registrant’s annual financial statements billed $367,019 in fiscal 2010 and $221,598 in fiscal 2009 to the registrant and the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant related to non-audit fees. Those billings did not include any prohibited non-audit services as defined by the Securities Exchange Act of 1934.

(h) The registrant’s audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence. No such services were rendered.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments.

a) Not applicable.

b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

The Fund’s Governance Committee Provisions with Respect to Nominations of Directors/Trustees to the Respective Boards

1. The Fund’s Governance Committee (the “Committee”) will evaluate potential Board candidates to assess their qualifications. The Committee shall have the authority, upon approval of the Board, to retain an executive search firm to assist in this effort. The Committee may consider recommendations by business and personal contacts of current Board members and by executive search firms which the Committee may engage from time to time and may also consider shareholder recommendations. The Committee may consider the advice and recommendation of the Funds’ investment manager and its affiliates in making the selection.

2.

The Committee shall screen candidates for Board membership. The Committee has not established specific qualifications that it believes must be met by a trustee nominee. In evaluating trustee nominees, the Committee considers, among other things, an individual’s background, skills, and experience; whether the individual is an “interested person” as defined in the Investment Company Act of 1940; and whether the individual would be deemed an “audit committee financial expert” within the meaning of applicable SEC rules. The Committee also considers whether the individual’s background, skills, and experience will complement the background, skills, and experience of other nominees and will contribute to the Board. There are no differences in the manner in which the Committee evaluates nominees for trustees based on whether the nominee is recommended by a shareholder.

3.

The Committee may consider nominations from shareholders for the Board at such times as the Committee meets to consider new nominees for the Board. The Committee shall have the sole discretion to determine the candidates to present to the Board and, in such cases where required, to shareholders. Recommendations for trustee nominees should, at a minimum, be accompanied by the following:

• the name, address, and business, educational, and/or other pertinent background of the person being recommended;

• a statement concerning whether the person is an “interested person” as defined in the Investment Company Act of 1940;

• any other information that the Funds would be required to include in a proxy statement concerning the person if he or she was nominated; and

• the name and address of the person submitting the recommendation and, if that person is a shareholder, the period for which that person held Fund shares.

	The recommendation also can include any additional information which the person submitting it believes would assist the Committee in evaluating the recommendation.
4.	Shareholders should note that a person who owns securities issued by Massachusetts Mutual Life Insurance Company (the parent company of the Funds’ investment adviser) would be deemed an “interested person” under the Investment Company Act of 1940. In addition, certain other relationships with Massachusetts Mutual Life Insurance Company or its subsidiaries, with registered broker-dealers, or with the Funds’ outside legal counsel may cause a person to be deemed an “interested person.”
5.	Before the Committee decides to nominate an individual as a trustee, Committee members and other directors customarily interview the individual in person. In addition, the individual customarily is asked to complete a detailed questionnaire which is designed to elicit information which must be disclosed under SEC and stock exchange rules and to determine

whether the individual is subject to any statutory disqualification from serving as a trustee of a registered investment company.

Item 11. Controls and Procedures.

Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c)) as of 09/30/2010, the registrant’s principal executive officer and principal financial officer found the registrant’s disclosure controls and procedures to provide reasonable assurances that information required to be disclosed by the registrant in the reports that it files under the Securities Exchange Act of 1934 (a) is accumulated and communicated to registrant’s management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure, and (b) is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the U.S. Securities and Exchange Commission.

There have been no changes in the registrant’s internal controls over financial reporting that occurred during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)	(1) Exhibit attached hereto.
	(2) Exhibits attached hereto.
	(3) Not applicable.
(b)	Exhibit attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Oppenheimer Municipal Fund

By:	/s/ William F. Glavin, Jr.
	William F. Glavin, Jr.
	Principal Executive Officer
Date:	11/09/2010

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ William F. Glavin, Jr.
	William F. Glavin, Jr.
	Principal Executive Officer
Date:	11/09/2010

By:	/s/ Brian W. Wixted
	Brian W. Wixted
	Principal Financial Officer
Date:	11/09/2010