[GRAPHIC]

Semiannual Report March 31, 2001

Oppenheimer

Strategic Income Fund

[LOGO OF OPPENHEIMER FUNDS]

REPORT HIGHLIGHTS

Fund Objective
Oppenheimer Strategic Income Fund seeks high current income by investing mainly in debt securities.

	CONTENTS
1	President’s Letter
3	An Interview with Your Fund’s Managers
10	Financial Statements
58	Officers and Trustees

Cumulative Total Returns*
	For the Six-Month Period Ended 3/31/01 Without Sales Chg.		With Sales Chg.
Class A	0.88%		–3.91%
Class B	0.75		–4.06
Class C	0.75		–0.21
Class Y	1.25
Average Annual Total Returns*
	For the 1-Year Period Ended 3/31/01 Without Sales Chg.		With Sales Chg.
Class A	2.41%	–	2.46%
Class B	1.89	–	2.77
Class C	1.90		0.97
Class Y	2.95

*See Notes on page 8 for further details.

PRESIDENT’S LETTER

[PHOTO]

James C. Swain
Chairman Oppenheimer Strategic Income Fund

[PHOTO]

Bridget A. Macaskill
President Oppenheimer Strategic Income Fund

Dear Shareholder,

As we approach the midpoint of 2001, the best policy in this investment landscape appears to be “proceed with care.” While perhaps less trying for some than 2000, this year is proving to be a time when patience and prudence will best serve investors.

     The lessons provided by a volatile and difficult market have reinforced many of the basic investment principles we have discussed in this letter from time to time. Over the past year, market volatility has been a powerful reminder of the importance of investment diversification—the time-honored strategy of spreading risk among various asset classes, industry groups and investment styles. In addition, the markets have confirmed that rather than chasing investment fads, relying on sound business fundamentals is a better way to try to achieve investment success over the long term.

     As we look forward, we are optimistic, with some reservations. Our reserve arises from the fact that the U.S. economy has been growing only moderately during 2001. Yet our optimism stems from reassuring signs, such as the Federal Reserve Board’s cuts of key short-term interest rates. These rate cuts, combined with the possibility of a federal income tax cut, may help stimulate the economy.

     Our current situation has mixed implications for stocks and bonds. While slowed growth may mean decelerated corporate earnings growth, lower interest rates could bolster stock valuations. Similarly, slower economic growth has helped interest-rate-sensitive securities, such as those issued by the U.S. Government, but may have a negative effect on credit-sensitive corporate bonds.

1 OPPENHEIMER STRATEGIC INCOME FUND

PRESIDENT’S LETTER

     In overseas markets, we believe potential investment opportunities may reside in Europe, which appears to be experiencing slow, steady growth bolstered by the strengthening euro and falling oil prices. Signs are less encouraging in Japan, where the economy generally remains weak. Lower interest rates are buoying the economies of the emerging markets—but slowing growth, plus Mideast tensions, could cast a shadow over these regions.

     In this environment, we intend to adhere to the same proven investment principles that have driven our funds’ past success: broad diversification to help reduce risks, an unwavering focus on business fundamentals to seek likely winners and a long-term perspective that preserves the integrity of each fund’s investment approach. Regardless of the short-term movements in the financial markets, these principles—fundamental parts of The Right Way to Invest—should serve investors well in 2001 and beyond.

Sincerely,

/s/ James C. Swain

James C. Swain
April 23, 2001 /s/ Bridget A. Macaskill

Bridget A. Macaskill

These general market views represent opinions of OppenheimerFunds, Inc. and are not intended to predict performance of the securities markets or any particular fund. Specific information that applies to your Fund is contained in the pages that follow. Stocks and bonds have different types of investment risks; for example, stocks are subject to price changes from market volatility and other factors and bonds are subject to credit and interest rate risks.

2 OPPENHEIMER STRATEGIC INCOME FUND

AN INTERVIEW WITH YOUR FUND’S MANAGERS

[PHOTO]

Portfolio Management Team (l to r)
Art Steinmetz
David Negri

Q How did Oppenheimer Strategic Income Fund perform over the six-month period that ended March 31, 2001?

A. We are quite pleased with the Fund’s performance in a relatively challenging market environment characterized by rising credit concerns in a slowing economy. In fact, all of the various sectors of the fixed-income markets in which we invest produced reasonably attractive returns, with U.S. government securities benefiting most from a “flight to quality” among investors escaping a volatile stock market. High yield corporate bonds provided lack-luster results early in the period, but bounced back strongly in January. And, while foreign bonds from developed markets did well, emerging-market bonds showed even better returns.

     In our opinion, the past six months provided further confirmation of the effectiveness of the Fund’s multisector strategy for investors seeking to maintain high levels of current income. As some bond market sectors “zigged,” others “zagged,” enabling the fund to provide a solid yield.

How did the economic slowdown in the United States affect the Fund’s performance?

First, some background: the U.S. economy experienced a dramatic slowdown during the six-month reporting period. In the fourth quarter of 2000, U.S. gross domestic product (GDP), a key indicator of the economy’s health, grew at an anemic 1.1% annualized rate. While we have not yet received the official GDP numbers for the first quarter of 2001, Federal Reserve Board (“the Fed”) Chairman Alan Greenspan testified before Congress that economic growth had “stalled” at the start of the year. The Fed responded to the slowdown by reducing interest rates three times—twice in January and once in March—for a total rate cut of 1.50 percentage points.

3 OPPENHEIMER STRATEGIC INCOME FUND

AN INTERVIEW WITH YOUR FUND’S MANAGERS

“Although interest rates have been falling, the Fund has managed to maintain high levels of current income from investments in diverse sectors of the global fixed income markets.”

     These developments affected the Fund in various ways, with certain market sectors benefiting from slower growth and others languishing. For example, U.S. Treasury securities ranked among the top-performing asset classes during the period because they are sensitive to changes in interest rates, so their prices tend to rise as interest rates fall. The Fund, however, held few of these direct government obligations because they began (and ended) the period with unattractively low yields. In addition, the Fund’s holdings of U.S. government agency bonds have generally been lackluster performers because of the increase in prepayments of their underlying mortgages. When interest rates decline, more homeowners refinance their mortgages, adversely affecting most mortgage-backed securities.

     Slowing economic growth also hurt the performance of the Fund’s credit-sensitive, high yield corporate bonds early in the period, when investors became increasingly concerned that a weaker economy might lead to more defaults among issuers. The sector received a much-needed boost when value-oriented and contrarian investors flocked to high yield bonds in January because of their low prices and attractively high yields in a declining interest-rate environment. As a result of this surge in demand, our high yield holdings rebounded strongly. However, the high yield sector gave back some of those gains in March, following renewed concerns that an economic slowdown could persist for the rest of the year.

How did the Fund’s foreign bonds fare?

Our investments in bonds from the emerging markets have performed strongly as many of those developing economies have improved. We received particularly good results from certain Latin American and Eastern European countries whose economies are relatively independent of the U.S. economy. We emphasized investment in these countries over those more closely linked to the United States, including many Asian nations and Mexico.

4 OPPENHEIMER STRATEGIC INCOME FUND

Average Annual
Total Returns with
Sales Charge

For the Periods Ended 3/31/01¹

Class A
1-Year	5-Year	10-Year
–2.46%	4.66%	7.41%
Class B		Since
1-Year	5-Year	Inception
–2.77%	4.65%	6.68%
Class C		Since
1-Year	5-Year	Inception
0.97%	4.90%	5.70%
Class Y		Since
1-Year	5-Year	Inception
2.95%	N/A	3.19%

     We also enjoyed good performance from developed-market bonds, especially in Europe, despite significant fluctuations in currency exchange rates. The value of the U.S. dollar strengthened against the euro early in the period, causing the value of euro-denominated bonds to fall for U.S. investors. As the U.S. economy slowed, however, the euro gained value, ending the period at approximately the same level at which it began. As a net result, developed market bonds helped the Fund’s overall performance.

What changes did you make to the Fund in this environment?

When the period began, the Fund was positioned for an economic slowdown in the United States. We slowly increased the duration—a measure of sensitivity to changing interest rates—of our U.S. government securities holdings as interest rates fell, enabling us to capture higher prevailing yields for a longer time. In addition, we gradually increased our exposure to euro-denominated bonds as Europe’s currency appreciated relative to the U.S. dollar, allowing the Fund to participate in potential price appreciation.

     On the other hand, we have made few changes to our high yield bond and emerging-market holdings. In the high yield sector, we have maintained our emphasis on bonds issued by energy companies, which have generally benefited from robust oil prices and high levels of demand. In the telecommunications area, which represents the largest concentration of high yield bond issuers, we have generally focused on wireless service providers over fixed-wire carriers.

1. See notes on page 8 for further details.

5 OPPENHEIMER STRATEGIC INCOME FUND

AN INTERVIEW WITH YOUR FUND’S MANAGERS

Standardized Yields2
For the 30 Days Ended 3/31/01
Class A	9.68	%
Class B	9.38
Class C	9.40
Class Y	10.43

What is your outlook for the near future?

We are optimistic. In our opinion, investment trends appear to be advantageous for most of the fixed income market sectors in which the Fund invests. We expect the euro to appreciate more relative to the U.S. dollar, and we continue to avoid bonds denominated in the Japanese yen because of economic weakness in Japan. Even if bond prices remain flat in the emerging markets, our investments there should continue to provide attractively high yields. The same is true for high yield corporate bonds in the United States.

     The primary risks to the market and the Fund include the relatively unlikely event of a prolonged recession in the United States, which would take the steam out of the high yield market. We are also monitoring political and economic developments in Latin America, with the intention of moving quickly away from those bonds if we detect any deterioration of the investment environment.

     Otherwise, we are maintaining our longstanding strategy of investing in multiple sectors of the global bond markets in an effort to produce the high levels of income our shareholders expect. An unwavering focus on our investment objective makes Oppenheimer Strategic Income Fund a very important part of

The Right Way to Invest.

2. Standardized yield is based on net investment income for the 30-day period ended March 31, 2001. Falling share prices will tend to artificially raise yields.

6 OPPENHEIMER STRATEGIC INCOME FUND

Portfolio Allocation³

[CHART]

Government
Agency Bonds	36.9	%
Corporate
Bonds	32.5
Foreign
Government
Bonds	15.8
U.S.
Government
Bonds	6.6
Other Bonds	5.6
Stocks	2.2
Cash
Equivalents	0.4

Corporate Bonds & Notes—Top Ten Industries4
Media/Entertainment: Telecommunications	5.3	%
Media/Entertainment: Wireless Communications	5.1
Media/Entertainment: Cable/Wireless Video	4.3
Financial	3.0
Energy	2.6
Gaming/Leisure	2.5
Service	2.1
Transportation	1.8
Forest Products/Containers	1.5
Chemicals	1.3

3. Portfolio data is subject to change. Percentages are as of March 31, 2001, and are dollar-weighted based on total market value of investments. The Fund may invest without limit in below investment-grade securities, which carry a greater risk that the issuer may default on principal or interest payments, and in foreign securities, which entail higher expenses and risks, such as currency fluctuation.
4.Portfolio data is subject to change. Percentages are as of March 31, 2001, and are based on net assets.

7 OPPENHEIMER STRATEGIC INCOME FUND

NOTES

In reviewing performance and rankings, please remember that past performance does not guarantee future results. 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 the original cost. Because of ongoing market volatility, the Fund’s performance may be subject to fluctuations and current performance may be less than the results shown. For updates on the Fund’s performance, please contact your financial advisor, call us at 1.800.525.7048 or visit our website at www.oppenheimerfunds.com.

Total returns include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. Cumulative total returns are not annualized. The Fund’s total returns shown do not show the effects 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.

Class A shares were first publicly offered on 10/16/89. Unless otherwise noted, Class A returns include the current maximum initial sales charge of 4.75%. The Fund’s maximum sales charge for Class A shares was lower prior to 2/1/93, so actual performance may have been higher.

Class B shares of the Fund were first publicly offered on 11/30/92. Unless otherwise noted, Class B returns include the applicable contingent deferred sales charge of 5% (1-year) and 2% (5-year). Because Class B shares convert to Class A shares 72 months after purchase, the “life-of-class” return for Class B 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 5/26/95. 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.

Class N shares of the Fund were first publicly offered on 3/1/01. For this reason, no performance information on class N shares is included in this report. Class N shares are offered only through retirement plans. Class N shares are subject to an annual 0.25% asset-based sales charge.

Class Y shares of the Fund were first publicly offered on 1/26/98. Class Y shares are offered only to certain institutional investors under special agreement with the Distributor.

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

8 OPPENHEIMER STRATEGIC INCOME FUND

Financials

9 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS March 31, 2001 / Unaudited

		Principal	Market Value
		Amount	See Note 1
Asset-Backed Securities—4.6%
American Money Management Corp., Commercial Debt
Obligations Sub. Bonds, Series I, Cl. D1, 13.602%, 1/15/121	$	10,000,000	$	9,990,000
Ameriquest Finance Trust, Collateralized Mtg. Obligations:
Series 1999-1, Cl. D, 9.75%, 3/25/291		12,820,095		12,283,254
Series 2000-1, Cl. D1, 8.50%, 8/17/012		1,716,566		1,682,236
Bank of America Mortgage Securities, Inc., Mtg. Pass-Through
Certificates, Series 1999-7, Cl. A21, 6.50%, 7/25/29		12,401,000		11,687,942
Block Mortgage Finance, Inc., Asset-Backed Certificates, Series 1999-1,
Cl. A2, 6%, 4/27/20		17,537,182		17,811,200
Conseco Finance Securitizations Corp., Home Equity Loan
Pass-Through Certificates:
Series 1999-F, Cl. A3, 6.97%, 10/15/30		10,000,000		10,187,500
Series 2000-F, Cl. MF1, 8.30%, 10/20/311		5,000,000		5,167,969
Series 2001-A, Cl. IA4, 6.85%, 3/15/32		14,220,000		14,384,419
Conseco Finance Securitizations Corp., Manufactured Housing
Contract Sr. Sub. Pass-Through Certificates, Series 2000-2,
Cl. M2, 10.32%, 12/1/30		5,000,000		5,417,150
Countrywide Asset-Backed Certificates, Inc., Home Equity
Collateralized Mtg. Obligations, Series 2000-1, Cl. BV, 8.86%, 3/25/313		5,033,000		4,949,603
Countrywide Home Loan Mortgage Trust, Collateralized Mtg.
Pass-Through Obligations, Series 1999-3, Cl. A8, 6.50%, 4/25/29		19,981,289		19,981,289
CS First Boston Mortgage Securities Corp., Mtg. Pass-Through
Certificates, Series 2001-HE1, Cl. B, 7.51%, 12/15/31		5,000,000		4,962,500
DLJ Ltd., Collateralized Bond Obligations, Series 1A, Cl. C2,
11.96%, 4/15/111		15,000,000		10,546,875
Embarcadero Aircraft Securitization Trust Nts., Series 2000-A,
Cl. B, 6.264%, 8/15/251,3		2,412,372		2,415,388
First U.S.A. Credit Card Master Trust, Asset-Backed Certificates,
Series 2001-2, Cl. C, 6.225%, 11/20/061,3		10,000,000		10,000,000
GE Capital Mortgage Services, Inc., Collateralized Mtg. Obligations:
Series 1994-3, Cl. A12, 6.50%, 1/25/24		14,493,292		14,420,826
Series 1998-24, Cl. A3, 6.25%, 1/25/29		7,205,145		7,151,107
Green Tree Financial Corp., Manufactured Housing Contract Sr. Sub.
Pass-Through Certificates, Series 1997-5, Cl. M1, 6.95%, 5/15/29		5,000,000		4,960,900
Greenpoint Credit Manufactured Housing Contract Trust,
Pass-Through Certificates, Series 2000-3, Cl. IM1, 9.01%, 6/20/31		5,214,000		5,416,042
LBFTC I, Home Equity Collateralized Mtg. Obligations, Series 2000-1A,
Cl. D, 10%, 2/25/302		5,342,419		5,252,266
Madison Avenue CDO Ltd., Commercial Debt Obligations, Series 2A,
Cl. C1, 6.961%, 3/24/142,3		3,000,000		3,000,000
MBNA Master Credit Card Trust, Asset-Backed Nts., Series 2000-H,
Cl. C, 6.364%, 1/15/132,3		5,000,000		5,035,900
NC Finance Trust, Collateralized Mtg. Obligations, Series 1999-I,
Cl. ECFD, 8.75%, 12/25/28		10,401,935		9,452,759
Ocwen Capital Trust I, Collateralized Mtg. Obligations,
Series 1999-OAC, Cl. 1, 4%, 4/27/29		6,594,793		3,363,345

10 OPPENHEIMER STRATEGIC INCOME FUND

		Principal	Market Value
		Amount	See Note 1
Asset-Backed Securities Continued
Option One Mortgage Trust, Collateralized Mtg. Obligations:
Series 1999-1A, 10.06%, 3/26/291	$	5,981,233	$	5,691,518
Series 1999-3, Cl. BB, 10.80%, 12/15/29		8,449,687		8,222,603
PNC Mortgage Securities Corp., Collateralized Mtg. Obligations
Pass-Through Certificates, Series 1998-14, Cl. 3A2, 6.475%, 2/25/29		18,979,136		19,026,585
Providian Master Trust, Sub. Collateralized Mtg. Obligations,
Series 2000-2, Cl. C, 7.98%, 4/15/091		6,200,000		6,200,000
Salomon Brothers Mortgage Securities VII, Commercial Mtg.
Pass-Through Certificates, Series 1998-1A, 5%, 11/25/271		295,758		294,650
SB Finance Trust, Mtg. Pass-Through Certificates, Series 1999-1,
Cl. D, 10.50%, 6/25/291		7,529,592		7,176,643
Seneca Funding I Ltd., Commercial Bond Obligations, Series 1A,
Cl. A, 7.944%, 5/31/291,3		4,400,000		3,366,000
Wells Fargo Mortgage Backed Securities Trust, Collateralized Mtg.
Obligations:
Series 2000-14, Cl. A1, 6.85%, 1/25/31		21,392,422		21,586,291
Series 2001-4, Cl. A5, 7%, 7/25/10		25,223,130		25,443,832
Total Asset-Backed Securities (Cost $300,066,497)				296,528,592
Corporate Loans—0.1%
Telergy, Inc., Sr. Sec. Credit Facilities Term Loan, Tranche A,
11.30%, 12/22/011,3 (Cost $8,996,883)		9,102,181		9,102,181
Mortgage-Backed Obligations—45.0%
Government Agency—34.6%
FHLMC/FNMA/Sponsored—32.4%
Federal Home Loan Mortgage Corp., Collateralized Mtg. Obligations,
Gtd. Multiclass Mtg. Participation Certificates:
11.50%, 10/1/16		1,752,205		1,964,713
Series 1252, Cl. J, 8%, 5/15/22		7,000,000		7,448,420
Series 1440, Cl. PJ, 7%, 10/15/21		9,500,000		9,785,000
Series 2211, Cl. PG, 7%, 1/15/30		30,448,000		31,009,157
Series 2265, Cl. PB, 7.50%, 12/15/29		22,974,000		23,892,960
Series 2275, Cl. PN, 6.50%, 1/15/31		11,229,203		11,141,391
Series 2280, Cl. PH, 6%, 3/15/29		19,628,757		19,647,013
Series 2298, Cl. PC, 6.50%, 3/1/31		15,000,000		15,171,094
Series 2302, Cl. NG, 6.50%, 4/1/314		9,491,336		9,562,521
Federal Home Loan Mortgage Corp., Gtd. Multiclass Mtg.
Participation Certificates:
10%, 5/1/20		887,615		971,655
10.50%, 5/1/20		1,843,901		2,036,350
12%, 6/1/17		3,579,853		4,074,553
Federal Home Loan Mortgage Corp., Gtd. Real Estate Mtg. Investment
Conduit Pass-Through Certificates, Series 2253, Cl. PH, 7.50%, 9/15/30		14,213,800		14,986,604
Federal Home Loan Mortgage Corp., Interest-Only Stripped
Mtg.-Backed Security:
Series 192, Cl. IO, 6.32%, 2/1/285		207,997,829		45,889,521
Series 194, Cl. IO, 6.26%, 4/1/285		74,793,134		17,330,972
Series 197, Cl. IO, 7.03%, 4/1/285		202,558,302		48,835,541
Series 199, Cl. IO, 9.79%, 8/1/285		337,120,428		81,804,379

11 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal		Market Value
		Amount		See Note 1
FHLMC/FNMA/Sponsored Continued
Federal Home Loan Mortgage Corp., Interest-Only Stripped
Mtg.-Backed Security: Continued
Series 202, Cl. IO, 7.51%, 4/1/295	$	166,826,204	$	39,569,090
Series 203, Cl. IO, 6.39%, 6/15/295		121,463,597		30,214,070
Series 204, Cl. IO, 7.77%, 5/15/295		125,874,700		30,917,973
Series 206, Cl. IO, (13.39)%, 12/15/295		13,478,416		2,405,055
Series 207, Cl. IO, 20.51%, 4/15/305		89,524,939		16,338,301
Series 2084, Cl. YI, 21.36%, 8/15/285		14,196,610		2,391,242
Federal Home Loan Mortgage Corp., Mtg.-Backed Certificates, 10%, 4/1/20		1,044,432		1,133,658
Federal National Mortgage Assn.:
6%, 4/25/31 4		232,500,000		226,687,500
6.50%, 4/1/31 4		362,500,000		361,028,250
6.50%, 10/1/28–1/1/29		47,693,294		47,615,079
7%, 4/25/29 4		888,250,000		899,077,767
7%, 9/25/29–12/25/29		8,434,636		8,544,709
9.50%, 4/1/20–11/25/27		835,275		882,937
10.50%, 10/1/19		884,456		973,176
11%, 10/15/15–2/1/26		2,272,066		2,569,182
12%, 2/15/16		1,487,849		1,708,691
15%, 4/15/13		1,333,428		1,602,901
Federal National Mortgage Assn., Collateralized Mtg. Obligations, Gtd.
Real Estate Mtg. Investment Conduit Pass-Through Certificates:
Trust 1994-27, Cl. PH, 6.50%, 9/25/22		4,045,000		4,161,294
Trust 1999-54, Cl. PE, 6.50%, 12/18/23		8,558,000		8,758,514
Trust 1999-54, Cl. QE, 6%, 12/18/23		20,000,000		20,131,200
Federal National Mortgage Assn., Gtd. Real Estate Mtg. Investment
Conduit Pass-Through Certificates, Trust 2001-T2, Cl. B, 6.022%, 11/25/10		20,000,000		20,400,000
Federal National Mortgage Assn., Interest-Only Stripped
Mtg.-Backed Security:
Trust 294, Cl. 2, 2.24%, 2/1/285		54,249,172		11,375,373
Trust G93-15, Cl. JA, 2.66%, 4/25/235		4,609,510		1,037,140
				2,085,074,946
GNMA/Guaranteed—2.2%
Government National Mortgage Assn.:
6.50%, 3/1/31 4		26,200,000		26,100,702
7%, 1/15/28–1/20/30		47,749,179		48,474,946
8%, 1/15/28–9/15/28		26,026,456		26,883,619
12.50%, 12/15/13–11/15/15		8,210,883		9,446,376
13%, 10/15/15		12,029,385		14,055,495
13.50%, 6/15/15		14,501,483		17,039,243
				142,000,381
Private—10.4%
Agricultural—0.1%
Prudential Agricultural Credit, Inc., Farmer Mac Agricultural Real Estate
Trust Sr. Sub. Mtg. Pass-Through Certificates:
Series 1992-2, Cl. B2, 9.692%, 1/15/031,3		1,534,376		1,275,930
Series 1992-2, Cl. B3, 9.398%, 4/15/091,3		4,863,842		3,555,165
				4,831,095

12 OPPENHEIMER STRATEGIC INCOME FUND

		Principal	Market Value
		Amount	See Note 1
Commercial—7.9%
AMRESCO Commercial Mortgage Funding I Corp., Multiclass Mtg.
Pass-Through Certificates:
Series 1997-C1, Cl. G, 7%, 6/17/291	$	1,550,000	$	1,332,697
Series 1997-C1, Cl. H, 7%, 6/17/291		1,600,000		1,296,188
Asset Securitization Corp., Commercial Mtg. Pass-Through Certificates:
Series 1995-MD4, Cl. A4, 7.384%, 8/13/29		5,000,000		5,131,250
Series 1995-MD4, Cl. A5, 7.384%, 8/13/29		20,000,000		20,264,063
Series 1996-MD6, Cl. A7, 7.355%, 11/13/263		10,860,000		10,230,459
Series 1997-D4, Cl. B1, 7.525%, 4/14/293		11,875,000		9,863,672
Series 1997-D4, Cl. B2, 7.525%, 4/14/293		24,582,312		19,710,021
Series 1997-D4, Cl. B3, 7.525%, 4/14/293		5,532,925		4,077,506
Series 1997-D5, Cl. B1, 6.93%, 2/14/41		7,700,000		5,105,461
Series 1997-D5, Cl. B2, 6.93%, 2/14/41		21,050,000		9,926,391
Series 1997-MD7, Cl. A1B, 7.41%, 1/13/30		7,000,000		7,375,156
CBA Mortgage Corp., Commercial Mtg. Pass-Through Certificates:
Series 1993-C1, Cl. E, 6.72%, 12/25/031,3		2,609,000		2,423,924
Series 1993-C1, Cl. F, 6.72%, 12/25/031,3		14,300,000		12,592,938
Chase Commercial Mortgage Securities Corp., Commercial Mtg.
Obligations Sub. Bonds, Series 1997-2, Cl. F, 6.60%, 8/19/121		10,000,000		8,193,750
Chase Mortgage Finance Corp., Collateralized Mtg. Obligations,
Series 1999-S5, Cl. A7, 6.50%, 5/25/29		19,943,107		20,092,680
Commercial Mortgage Acceptance Corp., Collateralized Mtg. Obligations,
Series 1996-C2, Cl. F, 8.421%, 9/15/231,3		2,500,000		2,403,906
CS First Boston Mortgage Securities Corp., Mtg. Pass-Through Certificates,
Series 1998-C1, Cl. F, 6%, 5/17/401		5,500,000		3,528,594
DLJ Commercial Mortgage Corp., Commercial Mtg. Pass-Through
Certificates, Series 1999-STF1, Cl. B6, 8.029%, 10/5/011,3		4,821,000		4,540,779
FDIC Trust, Gtd. Real Estate Mtg. Investment Conduit
Pass-Through Certificates:
Series 1994-C1, Cl. 2D, 8.70%, 9/25/25		2,500,000		2,510,938
Series 1994-C1, Cl. 2E, 8.70%, 9/25/25		2,500,000		2,447,656
Series 1994-C1, Cl. 2G, 8.70%, 9/25/25		4,870,000		4,719,334
First Chicago/Lennar Trust 1, Commercial Mtg. Pass-Through Certificates:
Series 1997-CHL1, Cl. D, 8.141%, 5/25/081,3		8,500,000		7,267,500
Series 1997-CHL1, Cl. E, 8.141%, 2/25/111,3		14,500,000		11,038,125
First Union-Lehman Brothers Commercial Mortgage Trust, Commercial
Mtg. Pass-Through Certificates, Series 1997-C2, Cl. F, 7.50%, 9/18/15		11,775,000		9,747,492
First Union-Lehman Brothers Commercial Mortgage Trust, Interest-Only
Stripped Mtg.-Backed Security, Series 1998-C2, 9.18%, 5/18/285		115,721,454		3,912,380
First Union-Lehman Brothers Commercial Mortgage Trust, Sub.
Collateralized Mtg. Obligations, Series 1997-C1, Cl. F, 7%, 12/18/141		21,000,000		16,701,563
GMAC Commercial Mortgage Securities, Inc., Commercial Mtg.
Pass-Through Certificates, Series 1997-C22, Cl. F, 6.75%, 4/16/29		17,785,500		11,061,747
GMAC Commercial Mortgage Securities, Inc., Mtg. Pass-Through
Certificates, Interest-Only Stripped Mtg.-Backed Security, Series 1997-C1,
Cl. X, 7.67%, 7/15/275		163,687,021		12,020,766

13 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal	Market Value
		Amount	See Note 1
Commercial Continued
GMAC Commercial Mortgage Securities, Inc., Mtg. Pass-Through
Certificates:
Series 1997-C1, Cl. G, 7.414%, 11/15/11	$	19,440,000	$	15,758,550
Series 1998-C2, Cl. D, 6.50%, 7/15/10		14,583,523		14,218,935
LB Commercial Mortgage Trust, Commercial Mtg. Pass-Through
Certificates, Series 1999-C2, Cl. C, 7.47%, 10/15/09		8,429,000		8,929,472
LB-UBS Commercial Mortgage Trust, Commercial Mtg. Pass-Through
Certificates, Series 2000-C3, Cl. A2, 7.95%, 1/15/10		10,000,000		11,087,500
Merrill Lynch Mortgage Investors, Inc., Mtg. Pass-Through Certificates,
Series 1995-C2, Cl. D, 7.229%, 6/15/213		1,923,761		1,986,434
Morgan Stanley Capital I, Inc., Commercial Mtg. Pass-Through Certificates:
Series 1996-C1, Cl. E, 7.449%, 3/15/061,3		9,365,000		8,504,591
Series 1996-C1, Cl. F, 7.449%, 2/15/282,3		13,360,980		10,250,377
Series 1997-HF1, Cl. F, 6.86%, 2/15/101		3,475,000		3,012,934
Series 1997-HF1, Cl. G, 6.86%, 5/15/111		4,638,000		3,574,883
Series 1997-RR, Cl. D, 7.771%, 4/30/391		2,950,158		2,444,944
Series 1997-RR, Cl. E, 7.677%, 4/30/391,3		9,200,495		6,624,357
Series 1997-RR, Cl. F, 7.771%, 4/30/391		30,801,658		19,116,280
Series 1997-XL1, Cl. G, 7.695%, 10/3/301		14,358,000		12,924,443
Series 1998-HF1, Cl. F, 7.18%, 12/15/091		7,000,000		6,259,531
Series 1998-XL1, Cl. H, 6.663%, 6/3/301,3		10,000,000		8,621,875
Morgan Stanley Capital I, Inc., Sub. Bonds, Series 1995-GAL1,
Cl. E, 8.25%, 8/15/051		4,500,000		4,179,375
Mortgage Capital Funding, Inc., Commercial Mtg. Pass-Through
Certificates:
Series 1996-MC2, Cl. F, 5.75%, 12/21/26		8,500,000		7,158,594
Series 1997-MC1, Cl. F, 7.452%, 5/20/071		2,939,000		2,574,380
Mortgage Capital Funding, Inc., Multifamily Mtg. Pass-Through
Certificates, Series 1996-MC1, Cl. G, 7.15%, 6/15/062		11,700,000		10,497,094
Multi-Family Capital Access One, Inc., Series 1, Cl. D, 1/15/241,6,7		3,576,000		2,885,385
Residential Asset Securitization Trust, Asset-Backed Pass-Through
Certificates, Series 1998-A9, Cl. 1A6, 6.75%, 9/25/28		10,524,586		10,603,521
Residential Funding Mortgage Securities I, Inc., Series 2001-S6,
Cl. A1, 7%, 3/25/31		20,000,000		20,325,000
Resolution Trust Corp., Commercial Mtg. Pass-Through Certificates:
Series 1994-C1, Cl. E, 8%, 6/25/26		5,196,336		5,126,510
Series 1994-C2, Cl. E, 8%, 4/25/25		15,332,634		15,234,410
Series 1994-C2, Cl. G, 8%, 4/25/25		5,168,308		5,067,365
Series 1995-C1, Cl. F, 6.90%, 2/25/27		3,912,881		3,730,688
Salomon Brothers Mortgage Securities VII, Commercial Mtg.
Pass-Through Certificates:
Series 1996-C1, Cl. E, 8.896%, 1/20/283		4,550,000		4,444,781
Series 1996-C1, Cl. F, 8.896%, 1/20/283		9,632,000		7,771,820
Structured Asset Securities Corp., Collateralized Mtg. Obligations
Pass-Through Certificates, Series 1999-SP1, Cl. B, 9%, 5/25/29		15,000,000		14,109,375
Structured Asset Securities Corp., Multiclass Pass-Through Certificates:
Series 1995-C4, Cl. E, 9.145%, 6/25/261,3		9,453,000		9,742,498
Series 1999-C3, Cl. G, 6.458%, 3/20/023		17,633,659		17,688,765

14 OPPENHEIMER STRATEGIC INCOME FUND

		Principal		Market Value
		Amount		See Note 1
Commercial Continued
Two Grand Central Tower Trust, Commercial Mtg. Sub. Nts.,
Series 2000-RIG1, 10.668%, 9/3/013	$	9,000,000	$	8,901,563
				512,873,166
Multifamily—0.1%
Countrywide Funding Corp., Mtg. Pass-Through Certificates:
Series 1993-11, Cl. B1, 6.25%, 2/25/09		868,815		822,117
Series 1993-11, Cl. B3, 6.25%, 2/25/091		465,449		176,725
Goldman Sachs Asset Management, Sub. Collateralized Bond Obligations,
Series 1A, Cl. D, 12.54%, 6/13/11		6,000,000		5,996,250
				6,995,092
Residential—2.3%
Amortizing Residential Collateral Trust, Home Equity Mtg. Pass-Through
Certificates, Trust 2001-1, Cl. NIM, 7.50%, 7/25/301		7,599,981		7,485,981
Amortizing Residential Collateral Trust, Mtg. Pass-Through Certificates,
Trust 2000-BC1, Cl. B, 7.78%, 1/25/301,3		2,767,000		2,767,000
Citicorp Mortgage Securities, Inc., Sub. Collateralized Mtg. Obligations:
Series 1993-5, Cl. B3, 7%, 4/25/231		1,073,151		970,531
Series 1993-5, Cl. B4, 7%, 4/25/231		811,786		515,992
Countrywide Funding Corp., Mtg. Pass-Through Certificates, Series 1993-12,
Cl. B1, 6.625%, 2/25/24		3,129,731		2,908,694
Imperial CMB Trust, Collateralized Mtg. Obligations, Trust 1998-1,
Cl. B, 7.25%, 11/25/29		2,845,054		2,845,054
Norwest Asset Securities Corp., Collateralized Mtg. Obligations,
Series 1998-33, Cl. A1, 6.25%, 1/25/29		3,720,968		3,736,076
Residential Accredit Loans, Inc., Mtg. Asset-Backed Pass-Through Certificates:
Series 1997-QS8, Cl. M3, 7.50%, 8/25/27		3,150,692		2,950,813
Series 1998-QS6, Cl. NB1, 6.75%, 5/25/28		36,187,088		36,797,565
Residential Asset Securitization Trust, Asset-Backed Pass-Through Certificates:
Series 1996-A1, Cl. A8, 7.35%, 3/25/26		11,830,697		11,956,339
Series 1998-A12, Cl. A12, 6.80%, 11/25/28		10,740,000		10,776,838
Residential Funding Mortgage Securities I, Inc., Mtg. Pass-Through Certificates:
Series 1998-S31, Cl. A1, 6.50%, 12/25/28		14,249,886		14,276,534
Series 1998-S9, Cl. 2A4, 6.75%, 4/25/28		16,263,000		16,278,125
Ryland Mortgage Securities Corp. Sub. Bonds, Series 1993-3,
Cl. B2, 6.713%, 8/25/08		748,025		744,694
Salomon Brothers Mortgage Securities VII, Collateralized Mtg. Obligations,
Series 2000-UP1, Cl. A2, 8%, 9/25/30		18,392,384		18,760,232
Salomon Brothers Mortgage Securities VII, Commercial Mtg. Pass-Through
Certificates, Series 1996-B, Cl. 1, 7.136%, 4/25/261		13,759,177		9,786,215
Vendee Mortgage Trust, Interest-Only Stripped Mtg.-Backed Security:
Series 1992-2, Cl. IO, 10.68%, 9/15/225		86,254,770		2,318,097
Series 1995-2B, Cl. 2IO, 14.93%, 6/15/255		8,805,355		227,013
Series 1995-3, Cl. 1IO, 9.94%, 9/15/251,5		234,706,911		2,530,434
				148,632,227
Total Mortgage-Backed Obligations (Cost $2,959,128,328)				2,900,406,907

15 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal	Market Value
		Amount	See Note 1
U.S. Government Obligations—8.1%
U.S. Treasury Bonds:
5.375%, 2/15/31	$	35,990,000	$	35,540,161
5.50%, 8/15/28		60,000,000		58,978,800
6.125%, 11/15/27 8,9,15		81,000,000		86,543,559
6.25%, 5/15/30 8		120,440,000		132,314,661
11.25%, 2/15/15		3,500,000		5,483,517
U.S. Treasury Bonds, STRIPS:
5.71%, 11/15/21 10		350,000,000		106,381,800
6.17%, 5/15/18 10		100,600,000		37,551,968
6.24%, 5/15/05 10		15,235,000		12,602,118
6.55%, 8/15/14 10		39,500,000		18,921,764
U.S. Treasury Nts.:
5.75%, 11/15/05		25,000,000		26,222,675
6.375%, 6/30/02		1,000,000		1,026,763
Total U.S. Government Obligations (Cost $520,251,915)				521,567,786
Foreign Government Obligations—19.3%
Argentina—0.5%
Argentina (Republic of) Bonds, 9.75%, 9/19/27		13,800,000		10,212,000
Argentina (Republic of) Disc. Bonds, 7.562%, 3/31/233		20,775,000		14,958,000
Argentina (Republic of) Par Bonds, 6%, 3/31/233		7,760,000		5,073,100
Buenos Aires (Province of) Bonds, Bonos de Consolidacion de Deudas,
Series PBA1, 2.67%, 4/1/073 [ARP]		2,355,254		1,441,661
				31,684,761
Brazil—1.7%
Brazil (Federal Republic of) Bonds:
8.875%, 4/15/24		24,525,000		16,677,000
10.125%, 5/15/27		9,820,000		7,463,200
12.25%, 3/6/30		2,001,000		1,765,882
12.75%, 1/15/20		1,043,000		983,027
Brazil (Federal Republic of) Debt Capitalization Bonds,
Series 20 yr., 8%, 4/15/14		31,955,089		24,565,475
Brazil (Federal Republic of) Unsec. Unsub. Bonds, 11%, 8/17/40		72,473,200		56,347,913
				107,802,497
Bulgaria—0.2%
Bulgaria (Republic of) Disc. Bonds, Tranche A, 6.312%, 7/28/243		5,070,000		3,815,175
Bulgaria (Republic of) Front-Loaded Interest Reduction Bearer Bonds,
Tranche A, 3%, 7/28/123		4,545,000		3,437,156
Bulgaria (Republic of) Interest Arrears Debs., Series PDI, 6.312%, 7/28/113		7,505,000		5,666,275
				12,918,606
Colombia—0.1%
Colombia (Republic of) Unsec. Unsub. Bonds, 11.75%, 2/25/20		9,533,000		8,794,192

16 OPPENHEIMER STRATEGIC INCOME FUND

		Principal	Market Value
		Amount	See Note 1
Ecuador—0.1%
Ecuador (Republic of) Unsec. Bonds:
4%, 8/15/30 3	$	13,256,000	$	5,474,715
12%, 11/15/12 2		4,450,000		3,037,125
				8,511,840
France—2.5%
France (Government of) Bonds, Obligations Assimilables du Tresor:
5.50%, 4/25/07 [EUR]		104,640,000		96,738,341
5.50%, 10/25/10 [EUR]		69,120,000		64,022,760
				160,761,101
Germany—1.2%
Germany (Republic of) Bonds:
5.25%, 1/4/11 [EUR]		54,615,000		50,259,126
Series 98, 5.25%, 1/4/08 [EUR]		29,020,000		26,690,089
				76,949,215
Great Britain—0.4%
United Kingdom Treasury Bonds, 8.50%, 12/7/05 [GBP]		17,225,000		28,137,611
Greece—0.3%
Greece (Republic of) Bonds, 8.60%, 3/26/08 [EUR]		15,019,515		16,003,271
Hungary—0.5%
Hungary (Government of) Bonds:
Series 01/F, 15%, 7/24/01 [HUF]		88,240,000		295,802
Series 01/H, 13.50%, 6/12/01 [HUF]		8,579,000,000		28,546,374
				28,842,176
Indonesia—0.0%
Perusahaan Listr Nts., 17%, 8/21/01 [IDR]		9,000,000,000		820,734
Italy—0.1%
Italy (Republic of) Treasury Bonds, Buoni del Tesoro Poliennali,
5.25%, 12/15/05 [EUR]		8,475,000		7,691,934
Ivory Coast—0.0%
Ivory Coast (Government of) Front Loaded Interest Reduction Bonds,
2%, 3/29/18 6,7		87,000		12,778
Ivory Coast (Government of) Past Due Interest Bonds, Series F,
1.90%, 3/29/18 6,7 [FRF]		111,406,500		2,270,821
				2,283,599
Japan—1.5%
Japan (Government of) 10 yr. Bonds, Series 225B, 1.90%, 12/20/10 [JPY]		10,994,700,000		93,398,143
Mexico—2.5%
United Mexican States Bonds, Bonos de Desarrollo,
14.50%, 5/12/05 3 [MXN]		160,537,920		16,514,694
United Mexican States Collateralized Fixed Rate Par Bonds:
Series A, 6.25%, 12/31/19		14,765,000		13,177,762
Series B, 6.25%, 12/31/19		18,325,000		16,355,063

17 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal		Market Value
		Amount		See Note 1
Mexico Continued
United Mexican States Nts.:
8.125%, 12/30/19	$	28,925,000	$	25,974,650
8.375%, 1/14/11		64,924,000		64,112,450
Series A, 9.875%, 2/1/10		23,195,000		24,957,797
				161,092,416
New Zealand—0.4%
New Zealand (Government of) Bonds, Series 403, 5.50%, 4/15/03 [NZD]		68,945,000		27,788,552
Norway—0.6%
Norway (Government of) Bonds, 5.50%, 5/15/09 [NOK]		365,290,000		38,637,946
Peru—0.8%
Peru (Republic of) Sr. Nts., Zero Coupon, 4.53%, 2/28/1610		109,967,625		48,748,648
Philippines—0.6%
Philippines (Republic of) Nts., 10.625%, 3/16/25		28,615,000		25,038,125
Philippines (Republic of) Unsec. Bonds, 9.875%, 1/15/19		17,830,000		15,021,775
				40,059,900
Portugal—0.3%
Portugal (Republic of) Obrig Do Tes Medio Prazo Unsec. Unsub. Nts.,
5.85%, 5/20/10 [EUR]		21,940,000		20,481,078
Russia—2.8%
Russian Federation Sr. Unsec. Unsub. Nts., 11.75%, 6/10/03		7,552,000		7,402,187
Russian Federation Unsec. Unsub. Nts.:
8.25%, 3/31/10		6,486,105		4,378,121
8.75%, 7/24/05		29,177,000		23,998,083
10%, 6/26/07		54,875,000		43,214,063
12.75%, 6/24/28		36,690,000		32,302,335
Russian Federation Unsub. Bonds, 8.25%, 3/31/10		19,405,000		13,068,055
Russian Federation Unsub. Nts., 5%, 3/31/303		140,477,250		57,061,859
				181,424,703
South Africa—0.4%
South Africa (Republic of) Bonds, Series 153, 13%, 8/31/10 [ZAR]		201,800,000		26,294,499
Spain—1.1%
Spain (Kingdom of) Gtd. Bonds, Bonos y Obligacion del Estado,
5.15%, 7/30/09 [EUR]		77,145,000		69,211,281
Venezuela—0.7%
Venezuela (Republic of) Bonds, 9.25%, 9/15/27		48,790,000		33,860,260
Venezuela (Republic of) Debs., Series DL, 7.375%, 12/18/073		11,809,881		9,876,014
				43,736,274
Total Foreign Government Obligations (Cost $1,262,274,951)				1,242,074,977

18 OPPENHEIMER STRATEGIC INCOME FUND

	Principal	Market Value
	Amount	See Note 1
Loan Participations—0.8%
Algeria (Republic of) Trust III Nts., Tranche 3, 1.125%, 3/4/101,3 [JPY]	$  632,456,526	$	3,551,638
Morocco (Kingdom of) Loan Participation Agreement, Tranche A,
7.562%, 1/1/091,3	18,795,237		16,610,291
Shoshone Partners Loan Trust Sr. Nts., 7.318%, 4/28/02 (representing a
basket of reference loans and a total return swap between Chase
Manhattan Bank and the Trust)1,3	39,790,000		29,420,636
Total Loan Participations (Cost $60,843,241)			49,582,565
Corporate Bonds and Notes—39.8%
Aerospace/Defense—0.5%
BE Aerospace, Inc., 9.50% Sr. Unsec. Sub. Nts., 11/1/08	5,300,000		5,445,750
Fairchild Corp., 10.75% Sr. Unsec. Sub. Nts., 4/15/09	10,350,000		8,228,250
GPA Holland BV, 9.75% Sr. Nts., 12/10/011	2,000,000		1,960,000
Greater Toronto Airports Authority, 5.40% Debs., 12/3/02 [CAD]	10,005,000		6,424,143
SC International Services, Inc., 9.25% Sr. Sub. Nts., Series B, 9/1/07	10,150,000		10,505,250
			32,563,393
Chemicals—1.3%
Avecia Group plc, 11% Sr. Unsec. Nts., 7/1/09	7,500,000		7,950,000
ClimaChem, Inc., 10.75% Sr. Unsec. Nts., Series B, 12/1/071	1,700,000		535,500
Huntsman Corp./ICI Chemical Co. plc:
10.125% Sr. Unsec. Sub. Nts., 7/1/09	4,650,000		4,812,750
10.125% Sr. Unsec. Sub. Nts., 7/1/09 [EUR]	12,500,000		11,243,375
Zero Coupon Sr. Unsec. Disc. Nts., 13.09%, 12/31/0910	25,140,000		8,421,900
Lyondell Chemical Co.:
9.625% Sr. Sec. Nts., Series A, 5/1/07	1,800,000		1,854,000
9.875% Sec. Nts., Series B, 5/1/07	8,775,000		9,038,250
10.875% Sr. Sub. Nts., 5/1/09	3,875,000		3,933,125
NL Industries, Inc., 11.75% Sr. Sec. Nts., 10/15/03	7,329,000		7,475,580
PCI Chemicals Canada, Inc., 9.25% Sec. Nts., 10/15/07	4,375,000		1,728,125
Pioneer Americas Acquisition Corp., 9.25% Sr. Nts., 6/15/071,6,7	5,020,000		1,229,900
PMD Group, Inc., 11% Sr. Sub. Nts., 2/28/112	4,500,000		4,702,500
Polymer Group, Inc., 9% Sr. Unsec. Sub. Nts., Series B, 7/1/07	5,450,000		2,643,250
Reliance Industries Ltd.:
10.25% Unsec. Nts., Series B, 1/15/972	2,000,000		1,664,562
10.25% Unsec. Nts., Series B, 1/15/97	8,700,000		7,240,845
Royster-Clark, Inc., 10.25% First Mtg. Nts., 4/1/09	2,250,000		1,811,250
Sterling Chemicals, Inc.:
11.75% Sr. Unsec. Sub. Nts., 8/15/06	9,415,000		4,401,512
12.375% Sr. Sec. Nts., Series B, 7/15/06	5,180,000		4,843,300
			85,529,724
Consumer Durables—0.0%
Icon Health & Fitness, Inc., 12% Unsec. Nts., 9/27/051	3,596,000		1,977,800

19 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal	Market Value
		Amount	See Note 1
Consumer Non-Durables—0.7%
AKI Holdings Corp., 0%/13.50% Sr. Disc. Debs., 7/1/0911	$	3,850,000	$	1,467,812
AKI, Inc., 10.50% Sr. Unsec. Nts., 7/1/08		3,700,000		3,348,500
Boyds Collection Ltd. (The), 9% Sr. Unsec. Sub. Nts., Series B, 5/15/08		4,296,000		4,016,760
Galey & Lord, Inc., 9.125% Sr. Unsec. Sub. Nts., 3/1/08		7,450,000		4,805,250
Globe Manufacturing Corp., 10% Sr. Unsec. Sub. Nts., Series B, 8/1/086,7		4,550,000		455
Holmes Products Corp.:
9.875% Sr. Sub. Nts., Series C, 11/15/07		2,000,000		810,000
9.875% Sr. Unsec. Sub. Nts., Series B, 11/15/07		6,110,000		2,474,550
Levi Strauss & Co., 11.625% Sr. Nts., 1/15/082		5,000,000		5,150,000
Phillips-Van Heusen Corp., 9.50% Sr. Unsec. Sub. Nts., 5/1/08		3,750,000		3,806,250
PT Inti Indorayon Utama, 9.125% Sr. Nts., 10/15/001,6,7		4,025,000		493,062
Revlon Consumer Products Corp., 9% Sr. Nts., 11/1/06		9,800,000		7,105,000
Salton, Inc., 10.75% Sr. Unsec. Sub. Nts., 12/15/05		9,000,000		8,617,500
Styling Technology Corp., 10.875% Sr. Unsec. Sub. Nts., 7/1/086,7		6,340,000		95,100
Williams (J. B.) Holdings, Inc., 12% Sr. Nts., 3/1/04		6,300,000		6,142,500
				48,332,739
Energy—2.6%
AEI Resources, Inc., 11.50% Sr. Sub. Nts., 12/15/061,6,7		5,000,000		275,000
Chesapeake Energy Corp.:
8.50% Sr. Nts., Series B, 3/15/12		2,000,000		1,980,000
9.125% Sr. Unsec. Nts., 4/15/06		1,491,000		1,565,550
9.625% Sr. Unsec. Nts., Series B, 5/1/05		5,825,000		6,378,375
Clark Refinancing & Marketing, Inc., 8.875% Sr. Sub. Nts., 11/15/07		9,700,000		5,577,500
Denbury Management, Inc., 9% Sr. Sub. Nts., 3/1/08		6,750,000		6,480,000
Frontier Oil Corp., 11.75% Sr. Nts., 11/15/09		9,735,000		10,197,412
Gothic Production Corp., 11.125% Sr. Sec. Nts., Series B, 5/1/05		13,450,000		14,660,500
Grant Geophysical, Inc., 9.75% Sr. Unsec. Nts., Series B, 2/15/08		5,925,000		3,466,125
Leviathan Gas Pipeline Partners LP/Leviathan Finance Corp.,
10.375% Sr. Unsec. Sub. Nts., Series B, 6/1/09		7,000,000		7,525,000
Nuevo Energy Co., 9.375% Sr. Sub. Nts., 10/1/102		1,200,000		1,179,000
Ocean Rig Norway AS, 10.25% Sr. Sec. Nts., 6/1/08		14,250,000		11,827,500
P&L Coal Holdings Corp., 9.625% Sr. Sub. Nts., Series B, 5/15/08		13,000,000		13,715,000
Parker Drilling Co., 9.75% Sr. Unsec. Nts., Series D, 11/15/06		4,600,000		4,761,000
Pogo Producing Co., 8.75% Sr. Sub. Nts., Series B, 5/15/07		9,185,000		9,322,775
R&B Falcon Corp., 12.25% Sr. Unsec. Nts., 3/15/06		8,500,000		11,038,151
RAM Energy, Inc., 11.50% Sr. Unsec. Nts., 2/15/08		20,215,000		15,995,119
RBF Finance Co., 11% Sr. Sec. Nts., 3/15/06		7,275,000		9,051,329
Statia Terminals International NV/Statia Terminals (Canada), Inc.,
11.75% First Mtg. Nts., Series B, 11/15/03		1,775,000		1,828,250
Stone Energy Corp., 8.75% Sr. Sub. Nts., 9/15/07		8,160,000		8,323,200
Universal Compression Holdings, Inc., 0%/9.875% Sr. Disc. Nts., 2/15/0811		22,275,000		19,351,406
				164,498,192

20 OPPENHEIMER STRATEGIC INCOME FUND

		Principal	Market Value
		Amount	See Note 1
Financial—3.0%
Alpha Wind 2000-A Ltd.:
9.93% Nts., 5/23/012,3	$	4,500,000	$	4,516,875
12.37% Nts., 5/23/012,3		9,200,000		9,257,500
AMRESCO, Inc.:
9.875% Sr. Sub. Nts., Series 98-A, 3/15/05		6,485,000		3,550,537
10% Sr. Sub. Nts., Series 97-A, 3/15/04		7,050,000		3,859,875
Bank Plus Corp., 12% Sr. Nts., 7/18/07		4,167,000		3,812,805
Federal Home Loan Bank, 5.625% Unsec. Unsub. Nts., 6/10/03 [GBP]		3,555,000		5,153,887
Federal National Mortgage Assn., 6.625% Nts., 11/15/10		60,000,000		63,843,600
Finova Capital Corp., 7.25% Nts., 11/8/046,7		3,000,000		2,556,150
General Motors Acceptance Corp., 6.875% Nts., Series EC, 9/9/04 [GBP]		15,135,000		21,937,235
Gold Eagle Capital Ltd., 13.914% Sec. Nts., 4/7/023		11,000,000		11,000,000
IBJ Preferred Capital Co. (The) LLC, 8.79% Bonds, 12/29/492,3		6,550,000		5,112,445
Kredit Fuer Wiederaufbau, 5% Unsec. Unsub. Bonds, 7/4/11 [EUR]		7,230,000		6,334,501
LaBranche & Co., Inc., 12% Sr. Unsec. Sub. Nts., 3/2/071		5,900,000		6,637,500
Local Financial Corp., 11% Sr. Nts., 9/8/042		10,000,000		10,050,000
Mexican Williams Sr. Nts., 7.46%, 11/15/083		1,500,000		1,410,000
Ocwen Capital Trust I, 10.875% Capital Nts., 8/1/271		5,350,000		4,253,250
Ocwen Financial Corp., 11.875% Nts., 10/1/03		9,275,000		8,811,250
Ongko International Finance Co. BV, 10.50% Sec. Nts., 3/29/041,6,7		4,970,000		111,825
Parametric RE Ltd., 11.01% Nts., 11/19/072,3		2,400,000		2,446,798
Saul (B.F.) Real Estate Investment Trust, 9.75% Sr. Sec. Nts., Series B, 4/1/08		17,590,000		16,446,650
SBS Agro Finance BV, 10.25% Bonds, 7/21/011,6,7		14,961,000		523,635
Southern Pacific Funding Corp., 11.50% Sr. Nts., 11/1/046,7		7,580,000		2,321,375
				193,947,693
Food & Drug—0.5%
Family Restaurants, Inc.:
9.75% Sr. Nts., 2/1/021,6,7		21,100,000		2,321,000
10.875% Sr. Sub. Disc. Nts., 2/1/046,7		4,800,000		768,000
Fleming Cos., Inc.:
10.125% Sr. Nts., 4/1/082		6,500,000		6,727,500
10.625% Sr. Sub. Nts., Series B, 7/31/07		14,600,000		14,819,000
Pantry, Inc. (The), 10.25% Sr. Sub. Nts., 10/15/07		3,450,000		3,406,875
Shoppers Food Warehouse Corp., 9.75% Sr. Nts., 6/15/04		3,225,000		3,371,915
				31,414,290
Food/Tobacco—0.7%
Aurora Foods, Inc., 8.75% Sr. Sub. Nts., Series B, 7/1/08		2,750,000		2,165,625
Canandaigua Brands, Inc., 8.50% Sr. Unsec. Sub. Nts., 3/1/09		1,500,000		1,515,000
Chiquita Brands International, Inc., 10% Sr. Nts., 6/15/097		1,975,000		938,125
Del Monte Foods Co., 0%/12.50% Sr. Disc. Nts., Series B, 12/15/0711		6,581,000		5,758,375
Doane Pet Care Co., 9.75% Sr. Unsec. Sub. Nts., 5/15/07		2,197,000		1,768,585
New World Pasta Co., 9.25% Sr. Nts., 2/15/09		500,000		275,000

21 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal	Market Value
		Amount	See Note 1
Food/Tobacco Continued
Packaged Ice, Inc., 9.75% Sr. Unsec. Nts., Series B, 2/1/05	$	7,860,000	$	6,838,200
SmithField Foods, Inc., 7.625% Sr. Unsec. Sub. Nts., 2/15/08		2,800,000		2,744,000
Sparkling Spring Water Group Ltd., 11.50% Sr. Sec. Sub. Nts., 11/15/07		12,550,000		9,412,500
Winn-Dixie Stores, Inc., 8.875% Sr. Nts., 4/1/08		11,000,000		11,096,250
				42,511,660
Forest Products/Containers—1.5%
Ainsworth Lumber, Inc., 12.50% Sr. Nts., 7/15/0712		2,500,000		2,137,500
American Pad & Paper Co., 13% Sr. Sub. Nts., Series B, 11/15/051,6,7		3,462,000		86,550
Ball Corp.:
7.75% Sr. Unsec. Nts., 8/1/06		3,300,000		3,361,875
8.25% Sr. Unsec. Sub. Nts., 8/1/08		3,300,000		3,374,250
Consumers International, Inc., 10.25% Sr. Sec. Nts., 4/1/051		5,875,000		2,261,875
Doman Industries Ltd., 8.75% Sr. Nts., 3/15/04		15,250,000		8,616,250
Domtar, Inc., 10.85% Debs., 8/5/17 [CAD]		1,700,000		1,317,894
Gaylord Container Corp., 9.75% Sr. Unsec. Nts., Series B, 6/15/07		2,350,000		1,598,000
Packaging Corp. of America, 9.625% Sr. Unsec. Sub. Nts., 4/1/09		4,800,000		5,160,000
Repap New Brunswick, Inc.:
9% First Priority Sr. Sec. Nts., 6/1/04		3,775,000		3,982,625
10.625% Second Priority Sr. Sec. Nts., 4/15/05		3,000,000		3,094,800
Riverwood International Corp.:
10.625% Sr. Unsec. Nts., 8/1/07		10,640,000		10,959,200
10.875% Sr. Sub. Nts., 4/1/08		8,280,000		7,907,400
Scotia Pacific Co. LLC, 7.71% Sec. Nts., Series B, Cl. A-3, 1/20/14		5,000,000		4,203,600
SD Warren Co., 14% Unsec. Nts., 12/15/0612		16,327,710		17,715,565
Stone Container Corp.:
9.25% Sr. Nts., 2/1/082		4,500,000		4,590,000
9.75% Sr. Nts., 2/1/112		8,800,000		9,020,000
Tembec Finance Corp., 9.875% Sr. Nts., 9/30/05		1,000,000		1,040,000
U.S. Timberlands Co. LP, 9.625% Sr. Nts., 11/15/07		4,725,000		3,803,625
				94,231,009
Gaming/Leisure—2.5%
Capital Gaming International, Inc., 11.50% Promissory Nts., 8/1/19951,6,7		33,500		—
Capstar Hotel Co., 8.75% Sr. Sub. Nts., 8/15/07		10,475,000		10,160,750
Choctaw Resort Development Enterprise, 9.25% Sr. Nts., 4/1/092		3,000,000		3,063,750
Coast Hotel & Casinos, Inc., 9.50% Sr. Unsec. Sub. Nts., 4/1/09		3,000,000		3,056,250
Florida Panthers Holdings, Inc., 9.875% Sr. Sub. Nts., 4/15/09		6,800,000		6,834,000
HMH Properties, Inc., 8.45% Sr. Nts., Series C, 12/1/08		5,225,000		5,146,625
Hollywood Casino Corp., 11.25% Sr. Sec. Nts., 5/1/07		6,000,000		6,390,000
Hollywood Park, Inc., 9.25% Sr. Unsec. Sub. Nts., Series B, 2/15/07		8,000,000		7,890,000
Horseshoe Gaming LLC, 9.375% Sr. Sub. Nts., 6/15/07		13,350,000		13,817,250
Intrawest Corp., 9.75% Sr. Nts., 8/15/08		11,875,000		12,053,125
Isle of Capri Casinos, Inc., 8.75% Sr. Unsec. Nts., 4/15/09		2,900,000		2,639,000

22 OPPENHEIMER STRATEGIC INCOME FUND

	Principal	Market Value
	Amount	See Note 1
Gaming/Leisure Continued
Jupiters Ltd., 8.50% Sr. Unsec. Nts., 3/1/06	$      7,100,000		$      7,082,250
Mandalay Resort Group, 10.25% Sr. Unsec. Sub. Nts., Series B, 8/1/07	7,000,000		7,245,000
Meristar Hospitality Corp.:
8.75% Sr. Unsec. Sub. Nts., 8/15/07	8,000,000		7,640,000
9.125% Sr. Nts., 1/15/082	3,800,000		3,857,000
9.125% Sr. Nts., 1/15/112	2,000,000		2,050,000
MGM Mirage, 8.375% Sr. Unsec. Sub. Nts., 2/1/11	6,700,000		6,767,000
Mohegan Tribal Gaming Authority:
8.125% Sr. Nts., 1/1/06	3,150,000		3,205,125
8.75% Sr. Unsec. Sub. Nts., 1/1/09	12,050,000		12,426,562
Penn National Gaming, Inc., 11.125% Sr. Sub. Nts., 3/1/082	8,500,000		8,521,250
Premier Cruise Ltd., 11% Sr. Nts., 3/15/081,6,7	10,800,000		—
Premier Parks, Inc.:
0%/10% Sr. Disc. Nts., 4/1/0811	6,350,000		5,016,500
9.25% Sr. Nts., 4/1/06	5,355,000		5,435,325
9.75% Sr. Nts., 6/15/07	6,050,000		6,246,625
Six Flags Entertainment Corp., 8.875% Sr. Nts., 4/1/06	5,720,000		5,777,200
Station Casinos, Inc.:
8.875% Sr. Unsec. Sub. Nts., 12/1/08	4,500,000		4,556,250
9.875% Sr. Unsec. Sub. Nts., 7/1/10	1,700,000		1,776,500
Venetian Casino Resort LLC/Las Vegas Sands, Inc.,
12.25% Mtg. Nts., 11/15/04	2,000,000		2,075,000
			160,728,337
Healthcare—0.7%
Charles River Laboratories International, Inc., 13.50% Sr. Sub. Nts.,
Series B, 10/1/09	3,867,500		4,428,287
Fresenius Medical Care Capital Trust II, 7.875% Nts., 2/1/08	3,550,000		3,452,375
Fresenius Medical Care Capital Trust III, 7.375% Nts., 2/1/08 [DEM]	1,700,000		776,053
ICN Pharmaceuticals, Inc.:
8.75% Sr. Nts., 11/15/082	4,100,000		4,079,500
9.75% Sr. Nts., 11/15/082	5,500,000		5,458,750
Kinetic Concepts, Inc., 9.625% Sr. Unsec. Sub. Nts., Series B, 11/1/071	975,000		926,250
King Pharmaceuticals, Inc., 10.75% Sr. Unsec. Sub. Nts., 2/15/09	3,480,000		3,732,300
Magellan Health Services, Inc., 9% Sr. Sub. Nts., 2/15/08	10,250,000		9,609,375
Tenet Healthcare Corp.:
8.125% Sr. Unsec. Sub. Nts., Series B, 12/1/08	2,000,000		2,065,000
8.625% Sr. Sub. Nts., 1/15/07	3,550,000		3,700,875
9.25% Sr. Nts., 9/1/10	3,500,000		3,889,375
Unilab Finance Corp., 12.75% Sr. Sub. Nts., 10/1/09	4,900,000		5,475,750
			47,593,890
Housing—1.1%
CB Richard Ellis Services, Inc., 8.875% Sr. Unsec. Sub. Nts., 6/1/06	5,000,000		4,975,000
D.R. Horton, Inc.:
8% Sr. Nts., 2/1/09	8,500,000		8,287,500
9.375% Sr. Unsec. Sub. Nts., 3/15/11	3,500,000		3,482,500

23 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal	Market Value
		Amount	See Note 1
Housing Continued
D.R. Horton, Inc.: Continued
9.75% Sr. Sub. Nts., 9/15/10	$	5,200,000	$	5,278,000
Del Webb Corp., 10.25% Sr. Unsec. Sub. Nts., 2/15/10		8,000,000		7,840,000
Formica Corp., 10.875% Sr. Unsec. Sub. Nts., Series B, 3/1/09		4,300,000		2,730,500
KB Home:
7.75% Sr. Nts., 10/15/04		13,800,000		13,593,000
9.50% Sr. Unsec. Sub. Nts., 2/15/11		5,500,000		5,458,750
Lennar Corp., 9.95% Sr. Unsec. Nts., Series B, 5/1/10		5,200,000		5,616,000
Nortek, Inc.:
9.125% Sr. Unsec. Nts., Series B, 9/1/07		8,830,000		8,675,475
9.25% Sr. Nts., Series B, 3/15/07		3,640,000		3,603,600
				69,540,325
Information Technology—1.2%
Amkor Technology, Inc.:
9.25% Sr. Nts., 2/15/082		6,200,000		5,921,000
9.25% Sr. Unsec. Nts., 5/1/06		3,700,000		3,533,500
10.50% Sr. Unsec. Sub. Nts., 5/1/09		6,250,000		6,031,250
ASAT Finance LLC, 12.50% Sr. Unsec. Nts., 11/1/06		1,430,000		1,426,425
Chippac International Ltd., 12.75% Sr. Unsec. Sub. Nts., Series B, 8/1/09		2,750,000		2,475,000
Communications & Power Industries, Inc., 12% Sr. Sub. Nts., Series B, 8/1/05		12,553,000		7,845,625
Dyncorp, Inc., 9.50% Sr. Sub. Nts., 3/1/07		6,345,000		5,750,156
Fairchild Semiconductor Corp.:
10.375% Sr. Unsec. Nts., 10/1/07		10,500,000		10,001,250
10.50% Sr. Sub. Nts., 2/1/092		2,075,000		2,002,375
Fisher Scientific International, Inc.:
9% Sr. Unsec. Sub. Nts., 2/1/08		8,760,000		8,781,900
9% Sr. Unsec. Sub. Nts., 2/1/08		1,875,000		1,879,687
Flextronics International Ltd., 9.875% Sr. Unsec. Sub. Nts., 7/1/10		7,250,000		7,032,500
Micron Technology, Inc., 6.50% Sub. Nts., 9/30/05		14,000,000		11,900,000
Seagate Technology International, Inc., 12.50% Sr. Unsec.
Sub. Nts., 11/15/072		2,250,000		2,250,000
				76,830,668
Manufacturing—1.1%
Actuant Corp., 13% Sr. Sub. Nts., 5/1/09		3,050,000		3,004,250
Blount, Inc., 13% Sr. Sub. Nts., 8/1/09		4,450,000		2,647,750
Burke Industries, Inc., 10% Sr. Sub. Nts., 8/15/07		3,475,000		851,375
Eagle-Picher Industries, Inc., 9.375% Sr. Unsec. Sub. Nts., 3/1/08		1,050,000		530,250
Grove Worldwide LLC, 9.25% Sr. Sub. Nts., 5/1/08		11,350,000		851,250
Hydrochem Industrial Services, Inc., 10.375% Sr. Sub. Nts., 8/1/07		5,800,000		4,669,000
Insilco Corp., 12% Sr. Sub. Nts., 8/15/07		10,550,000		9,547,750
International Wire Group, Inc., 11.75% Sr. Sub. Nts., Series B, 6/1/05		7,835,000		7,874,175
Jordan Industries, Inc., 10.375% Sr. Unsec. Nts., Series D, 8/1/07		7,750,000		6,626,250
Moll Industries, Inc., 10.50% Sr. Unsec. Sub. Nts., 7/1/08		2,600,000		975,000

24 OPPENHEIMER STRATEGIC INCOME FUND

		Principal	Market Value
		Amount	See Note 1
Manufacturing Continued
Roller Bearing Co. of America, Inc., 9.625% Sr. Sub. Nts., Series B, 6/15/07	$	10,400,000	$	9,516,000
Terex Corp.:
8.875% Sr. Unsec. Sub. Nts., 4/1/08		1,400,000		1,323,000
8.875% Sr. Unsec. Sub. Nts., Series C, 4/1/08		5,100,000		4,819,500
10.375% Sr. Sub. Nts., 4/1/112		10,000,000		10,150,000
Unifrax Investment Corp., 10.50% Sr. Nts., 11/1/03		5,000,000		4,525,000
				67,910,550
Media/Entertainment: Broadcasting—1.1%
Allbritton Communications Co., 8.875% Sr. Sub. Nts., Series B, 2/1/08		2,375,000		2,369,062
AMFM Operating, Inc., 12.625% Sr. Sub. Debs., Series E, 10/31/0612		1,393,500		1,543,301
Chancellor Media Corp.:
8.125% Sr. Sub. Nts., Series B, 12/15/07		2,250,000		2,334,375
8.75% Sr. Unsec. Sub. Nts., Series B, 6/15/07		6,000,000		6,315,000
Citadel Broadcasting Co., 9.25% Sr. Unsec. Sub. Nts., 11/15/08		1,750,000		1,881,250
Cumulus Media, Inc., 10.375% Sr. Unsec. Sub. Nts., 7/1/08		3,600,000		3,384,000
Emmis Communications Corp., 8.125% Sr. Unsec. Sub. Nts., Series B, 3/15/09		7,225,000		6,954,062
Emmis Escrow Corp., 0%/12.50% Sr. Disc. Nts., 3/15/112,11		16,000,000		8,920,000
Paxson Communications Corp., 11.625% Sr. Sub. Nts., 10/1/02		7,205,000		7,385,125
Radio One, Inc., 12% Sr. Sub. Nts., Series B, 5/15/04		3,000,000		3,165,000
Sinclair Broadcast Group, Inc.:
8.75% Sr. Sub. Nts., 12/15/07		4,325,000		3,914,125
9% Sr. Unsec. Sub. Nts., 7/15/07		6,990,000		6,413,325
Spanish Broadcasting System, Inc., 9.625% Sr. Sub. Nts., 11/1/09		11,400,000		10,488,000
Young Broadcasting, Inc., 8.75% Sr. Sub. Debs., 6/15/07		7,625,000		7,053,125
				72,119,750
Media/Entertainment: Cable/Wireless Video—4.3%
Adelphia Communications Corp.:
7.875% Sr. Unsec. Nts., 5/1/09		1,400,000		1,288,000
8.125% Sr. Nts., Series B, 7/15/03		3,750,000		3,665,625
8.375% Sr. Nts., Series B, 2/1/08		5,150,000		4,905,375
9.25% Sr. Nts., 10/1/02		7,175,000		7,264,687
9.375% Sr. Nts., 11/15/09		3,300,000		3,291,750
9.875% Sr. Nts., Series B, 3/1/07		2,000,000		2,015,000
10.50% Sr. Unsec. Nts., Series B, 7/15/04		6,290,000		6,525,875
10.875% Sr. Unsec. Nts., 10/1/10		3,750,000		3,993,750
Charter Communications Holdings LLC/Charter Communications
Holdings Capital Corp.:
0%/9.92% Sr. Unsec. Disc. Nts., 4/1/1111		25,250,000		17,738,125
8.25% Sr. Unsec. Nts., 4/1/07		6,650,000		6,392,312
10% Sr. Nts., 4/1/09		350,000		364,875
10.75% Sr. Unsec. Nts., 10/1/09		10,500,000		11,235,000
11.125% Sr. Unsec. Nts., 1/15/11		8,000,000		8,580,000
Classic Cable, Inc., 10.50% Sr. Sub. Nts., 3/1/10		2,725,000		1,648,625
CSC Holdings, Inc., 9.875% Sr. Sub. Debs., 2/15/131		2,435,000		2,611,537
Diamond Holdings plc, 9.125% Sr. Nts., 2/1/08		2,050,000		1,681,000
EchoStar Broadband Corp., 10.375% Sr. Unsec. Nts., 10/1/07		25,750,000		26,393,750

25 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

	Principal	Market Value
	Amount	See Note 1
Media/Entertainment: Cable/Wireless Video Continued
EchoStar DBS Corp., 9.375% Sr. Unsec. Nts., 2/1/09	$18,005,000		$18,140,037
EchoStar II Sinking Fund, 8.25% Bonds, 11/9/011	1,397,645		1,397,645
Insight Communications Co., Inc., 0%/12.25% Sr. Disc. Nts., 2/15/112,11	5,500,000		3,038,750
Insight Midwest LP/Insight Capital, Inc., 9.75% Sr. Nts., 10/1/09	4,000,000		4,180,000
Mediacom LLC/Mediacom Capital Corp., 9.50% Sr. Nts., 1/15/132	8,000,000		7,860,000
NTL Communications Corp.:
0%/9.75% Sr. Unsec. Nts., Series B, 4/15/0911 [GBP]	39,800,000		26,877,239
0%/12.375% Sr. Unsec. Nts., Series B, 10/1/0811	5,200,000		3,042,000
9.875% Sr. Unsec. Nts., Series B, 11/15/09 [EUR]	10,450,000		7,621,185
11.50% Sr. Unsec. Nts., Series B, 10/1/08	1,850,000		1,637,250
NTL, Inc.:
0%/9.75% Sr. Deferred Coupon Nts., Series B, 4/1/0811	3,550,000		2,050,125
0%/10.75% Sr. Unsec. Unsub. Nts., Series B, 4/1/0811 [GBP]	7,590,000		6,258,608
10% Sr. Nts., Series B, 2/15/07	6,750,000		5,973,750
Rogers Cablesystems Ltd., 10% Second Priority Sr. Sec. Debs., 12/1/07	4,350,000		4,687,125
Rogers Communications, Inc., 8.75% Sr. Nts., 7/15/07 [CAD]	20,000,000		12,733,393
Telewest Communications plc:
0%/9.25% Sr. Disc. Nts., 4/15/0911	12,750,000		7,554,375
0%/9.875% Sr. Disc. Nts., 4/15/0911 [GBP]	12,000,000		9,511,173
11% Sr. Disc. Debs., 10/1/07	10,975,000		10,810,375
United International Holdings, Inc., 0%/10.75% Sr. Disc. Nts.,
Series B, 2/15/0811	16,095,000		7,806,075
United Pan-Europe Communications NV:
0%/13.375% Sr. Unsec. Disc. Nts., Series B, 11/1/0911	8,700,000		3,088,500
0%/13.75% Sr. Unsec. Disc. Nts., Series B, 2/1/1011	19,800,000		6,633,000
10.875% Sr. Nts., 8/1/09 [EUR]	13,250,000		7,672,015
10.875% Sr. Unsec. Nts., Series B, 11/1/07	1,000,000		690,000
10.875% Sr. Unsec. Nts., Series B, 8/1/09	2,250,000		1,518,750
11.25% Sr. Nts., Series B, 11/1/09 [EUR]	9,500,000		5,479,695
11.25% Sr. Unsec. Nts., Series B, 2/1/10	3,000,000		2,047,500
11.50% Sr. Unsec. Nts., Series B, 2/1/10	1,000,000		685,000
			278,588,851
Media/Entertainment: Diversified Media—0.9%
AMC Entertainment, Inc., 9.50% Sr. Unsec. Sub. Nts., 2/1/11	10,850,000		8,517,250
Carmike Cinemas, Inc., 9.375% Gtd. Sr. Sub. Nts., Series B, 2/1/096,7	1,000,000		315,000
GSP I Corp., 10.15% First Mtg. Bonds, 6/24/101	705,580		709,539
IPC Magazines Group plc:
0%/10.75% Bonds, 3/15/0811 [GBP]	3,000,000		2,719,001
9.625% Bonds, 3/15/08 [GBP]	9,475,000		11,584,723
Lamar Advertising Co., 8.625% Sr. Sub. Nts., 9/15/07	4,475,000		4,586,875
Mail-Well I Corp., 8.75% Sr. Unsec. Sub. Nts., Series B, 12/15/08	2,015,000		1,722,825
Sun Media Corp., 9.50% Sr. Sub. Nts., 5/15/07	578,000		584,502
Time Warner, Inc., 9.125% Debs., 1/15/13	2,000,000		2,384,134
TV Guide, Inc., 8.125% Sr. Unsec. Sub. Nts., 3/1/09	8,750,000		8,607,813
World Color Press, Inc., 7.75% Sr. Unsec. Sub. Nts., 2/15/09	2,500,000		2,485,773

26 OPPENHEIMER STRATEGIC INCOME FUND

		Principal	Market Value
		Amount	See Note 1
Media/Entertainment: Diversified Media Continued
WRC Media, Inc./Weekly Reader Corp./Compass Learning Corp.,
12.75% Sr. Sub. Nts., 11/15/09	$	10,750,000	$	9,271,875
Ziff Davis Media, Inc., 12% Sr. Sub. Nts., 7/15/10		2,000,000		1,640,000
				55,129,310
Media/Entertainment: Telecommunications—5.3%
360networks, Inc.:
12% Sr. Unsec. Sub. Nts., 8/1/09		4,100,000		1,537,500
13% Sr. Unsec. Nts., 5/1/08 [EUR]		1,900,000		625,651
13% Sr. Unsec. Nts., 5/1/08		2,300,000		885,500
Adelphia Business Solutions, Inc., 12% Sr. Sub. Nts., 11/1/07		6,625,000		4,206,875
Allegiance Telecom, Inc.:
0%/11.75% Sr. Unsec. Disc. Nts., Series B, 2/15/0811		9,600,000		6,672,000
12.875% Sr. Nts., 5/15/08		4,000,000		3,940,000
COLO.com, Inc., 13.875% Sr. Nts., 3/15/102		6,350,000		1,111,250
COLT Telecom Group plc:
0%/12% Sr. Unsec. Disc. Nts., 12/15/061,11		19,790,000		19,097,350
7.625% Bonds, 7/31/08 [DEM]		8,400,000		3,454,951
10.125% Sr. Nts., 11/30/07 [GBP]		5,200,000		7,318,912
Comcast UK Cable Partner Ltd., 11.20% Sr. Unsec. Disc. Debs., 11/15/07		6,260,000		5,665,300
Concentric Network Corp., 12.75% Sr. Unsec. Nts., 12/15/07		4,085,000		2,879,925
Covad Communications Group, Inc., 0%/13.50% Sr. Disc. Nts., 3/15/0811		8,150,000		366,750
Diamond Cable Communications plc, 11.75% Sr. Disc. Nts., 12/15/05		27,875,000		25,923,750
Equinix, Inc., 13% Sr. Unsec. Nts., 12/1/07		8,100,000		5,710,500
ESAT Telecom Group plc, 11.875% Sr. Unsec. Unsub. Nts., 11/1/09 [EUR]		2,500,000		2,739,848
Exodus Communications, Inc.:
10.75% Sr. Unsec. Sub. Nts., 12/15/09		11,300,000		8,814,000
11.25% Sr. Nts., 7/1/08		8,315,000		6,693,575
11.625% Sr. Nts., 7/15/10		14,800,000		11,988,000
FirstWorld Communications, Inc., 0%/13% Sr. Disc. Nts., 4/15/0811		5,700,000		1,168,500
FLAG Telecom Holdings Ltd.:
11.625% Sr. Nts., 3/30/10 [EUR]		2,375,000		1,616,615
11.625% Sr. Unsec. Nts., 3/30/10		2,375,000		1,816,875
Focal Communications Corp.:
0%/12.125% Sr. Unsec. Disc. Nts., 2/15/0811		3,270,000		1,585,950
11.875% Sr. Unsec. Nts., Series B, 1/15/10		2,850,000		1,952,250
Global Crossing Holdings Ltd.:
8.70% Sr. Nts., 8/1/072		15,000,000		13,800,000
9.625% Sr. Unsec. Nts., 5/15/08		4,125,000		3,908,438
Global TeleSystems, Inc., 10.50% Sr. Unsec. Bonds, 12/1/06 [EUR]		7,200,000		1,941,264
Globix Corp., 12.50% Sr. Unsec. Nts., 2/1/10		9,000,000		2,655,000
Intermedia Communications, Inc.:
0%/11.25% Sr. Disc. Nts., Series B, 7/15/0711		4,400,000		3,850,000
0%/12.25% Sr. Disc. Nts., Series B, 3/1/0911		9,980,000		7,135,700
8.875% Sr. Nts., 11/1/07		7,660,000		7,545,100
Jazztel plc, 13.25% Sr. Unsec. Nts., 12/15/09 [EUR]		10,000,000		5,746,000
KMC Telecom Holdings, Inc., 0%/12.50% Sr. Unsec. Disc. Nts., 2/15/0811		30,941,000		2,784,690

27 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal	Market Value
		Amount	See Note 1
Media/Entertainment: Telecommunications Continued
KPNQwest BV, 8.875% Sr. Nts., 2/1/081 [EUR]	$	6,500,000	$	5,286,320
Level 3 Communications, Inc.:
0%/10.50% Sr. Disc. Nts., 12/1/0811		13,150,000		6,377,750
9.125% Sr. Unsec. Nts., 5/1/08		8,230,000		5,884,450
11% Sr. Unsec. Nts., 3/15/08		3,750,000		2,953,125
11.25% Sr. Unsec. Nts., 3/15/10		3,700,000		2,904,500
McLeodUSA, Inc.:
8.125% Sr. Unsec. Nts., 2/15/09		6,300,000		5,292,000
8.375% Sr. Nts., 3/15/08		5,000,000		4,262,500
11.375% Sr. Nts., 1/1/09		11,500,000		11,327,500
Metromedia Fiber Network, Inc.:
10% Sr. Nts., 12/15/09		11,500,000		9,602,500
10% Sr. Unsec. Nts., Series B, 11/15/08		16,050,000		13,401,750
Metromedia International Group, Inc., 0%/10.50% Sr. Unsec.
Disc. Nts., 9/30/0711		26,139,615		5,881,413
MGC Communications, Inc./Mpower Holding Corp.,
13% Sr. Unsec. Nts., 4/1/10		10,225,000		4,038,875
NorthPoint Communications Group, Inc., 12.875% Nts., 2/15/106,7		6,400,000		128,000
Ntelos, Inc., 13% Sr. Nts., 8/15/101		8,000,000		5,480,000
OpTel, Inc., 13% Sr. Nts., Series B, 2/15/056,7		5,675,000		2,752,375
PSINet, Inc.:
10% Sr. Unsec. Nts., Series B, 2/15/05		6,225,000		529,125
10.50% Sr. Unsec. Nts., 12/1/06 [EUR]		8,150,000		576,368
11% Sr. Nts., 8/1/09		3,600,000		324,000
RCN Corp.:
0%/9.80% Sr. Disc. Nts., Series B, 2/15/0811		1,500,000		337,500
10.125% Sr. Unsec. Nts., 1/15/10		4,750,000		1,971,250
Rhythms NetConnections, Inc., 14% Sr. Unsec. Nts., Series B, 2/15/10		9,000,000		945,000
RSL Communications plc:
0%/10% Bonds, 3/15/081,11 [DEM]		4,100,000		37,063
0%/10.125% Sr. Disc. Nts., 3/1/087,11		5,425,000		74,594
10.50% Sr. Unsec. Nts., 11/5/086,7		8,250,000		175,313
12.875% Sr. Unsec. Nts., 3/1/106,7		6,500,000		146,250
Shaw Communications, Inc., 8.54% Debs., 9/30/27 [CAD]		14,580,000		8,811,335
Tele1 Europe BV:
11.875% Sr. Nts., 12/1/09 [EUR]		5,300,000		4,076,124
13% Sr. Unsec. Nts., 5/15/09 [EUR]		5,000,000		4,066,400
Teligent, Inc., 11.50% Sr. Nts., 12/1/07		4,835,000		169,225
Time Warner Telecom LLC, 9.75% Sr. Nts., 7/15/08		4,000,000		3,980,000
Time Warner Telecom, Inc., 10.125% Sr. Nts., 2/1/112		5,500,000		5,527,500
Versatel Telecom International NV:
11.25% Sr. Nts., 3/30/10 [EUR]		5,400,000		2,935,764
11.875% Sr. Nts., 7/15/09 [EUR]		6,000,000		3,182,400
Viatel, Inc., 11.25% Sr. Sec. Nts., 4/15/08		9,480,000		1,564,200
WAM!NET, Inc., 0%/13.25% Sr. Unsec. Disc. Nts., Series B, 3/1/0511		19,700,000		3,250,500

28 OPPENHEIMER STRATEGIC INCOME FUND

		Principal	Market Value
		Amount	See Note 1
Media/Entertainment: Telecommunications Continued
Williams Communications Group, Inc.:
10.875% Sr. Unsec. Nts., 10/1/09	$	5,850,000	$	4,299,750
11.70% Sr. Unsec. Nts., 8/1/08		3,000,000		2,355,000
11.875% Sr. Unsec. Nts., 8/1/10		14,000,000		10,850,000
Winstar Communications, Inc., 12.75% Sr. Nts., 4/15/10		7,775,000		2,060,375
XO Communications, Inc.:
9% Sr. Unsec. Nts., 3/15/08		8,150,000		4,686,250
9.625% Sr. Nts., 10/1/07		12,135,000		7,220,325
10.75% Sr. Unsec. Nts., 11/15/08		5,100,000		3,034,500
10.75% Sr. Unsec. Nts., 6/1/09		3,800,000		2,261,000
				342,158,188
Media/Entertainment: Wireless Communications—5.1%
Alamosa Delaware, Inc., 12.50% Sr. Nts., 2/1/112		6,000,000		5,985,000
American Cellular Corp., 9.50% Sr. Unsec. Sub. Nts., 10/15/092		6,000,000		5,820,000
American Tower Corp., 9.375% Sr. Nts., 2/1/092		20,400,000		19,635,000
CellNet Data Systems, Inc., 0%/14% Sr. Unsec. Disc. Nts., 10/1/071,6,7,11		21,148,000		132,175
Crown Castle International Corp.:
0%/10.375% Sr. Disc. Nts., 5/15/1111		9,600,000		6,864,000
0%/10.625% Sr. Unsec. Disc. Nts., 11/15/0711		14,510,000		12,043,300
9% Sr. Nts., 5/15/11		2,850,000		2,793,000
10.75% Sr. Nts., 8/1/11		5,300,000		5,498,750
Horizon PCS, Inc., Units (each unit consists of $1,000 principal amount
of 0%/14% sr. disc. nts., 10/1/10 and one warrant to purchase
12.9 shares of Cl. A common stock at $5.88 per share)2,11,13		11,000,000		4,785,000
IPCS, Inc., 0%/14% Sr. Unsec. Disc. Nts., 7/15/1011		6,600,000		2,871,000
Leap Wireless International, Inc., 12.50% Sr. Nts., 4/15/10		6,700,000		4,187,500
Loral Space & Communications Ltd., 9.50% Sr. Nts., 1/15/06		4,875,000		3,071,250
Metrocall, Inc., 10.375% Sr. Sub. Nts., 10/1/07		7,470,000		634,950
Microcell Telecommunications, Inc.:
0%/11.125% Sr. Disc. Nts., Series B, 10/15/0711 [CAD]		11,545,000		5,407,365
0%/12% Sr. Unsec. Disc. Nts., 6/1/0911		9,000,000		5,535,000
0%/14% Sr. Disc. Nts., Series B, 6/1/0611		2,100,000		2,121,000
Millicom International Cellular SA, 0%/13.50% Sr. Disc. Nts., 6/1/061,11		8,715,000		7,799,925
Nextel Communications, Inc.:
0%/10.65% Sr. Disc. Nts., 9/15/0711		4,765,000		3,538,013
0%/9.75% Sr. Disc. Nts., 10/31/0711		3,950,000		2,765,000
0%/9.95% Sr. Disc. Nts., 2/15/0811		14,880,000		10,155,600
9.375% Sr. Unsec. Nts., 11/15/09		5,600,000		4,774,000
Nextel Partners, Inc., 11% Sr. Unsec. Nts., 3/15/10		2,200,000		1,919,500
Omnipoint Corp., 11.50% Sr. Nts., 9/15/092		14,950,000		16,669,250
ORBCOMM Global LP/ORBCOMM Capital Corp.,
14% Sr. Nts., 8/15/041,6,7		15,930,000		338,513
Orion Network Systems, Inc., 0%/12.50% Sr. Disc. Nts., 1/15/0711		11,975,000		3,233,250
Pinnacle Holdings, Inc., 0%/10% Sr. Unsec. Disc. Nts., 3/15/0811		10,985,000		6,426,225
Price Communications Wireless, Inc.:
9.125% Sr. Sec. Nts., Series B, 12/15/06		10,825,000		11,176,813
11.75% Sr. Sub. Nts., 7/15/07		10,240,000		11,059,200

29 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal	Market Value
		Amount	See Note 1
Media/Entertainment: Wireless Communications Continued
Real Time Data Co., 13% Disc. Nts., 5/31/092,12	$	8,296,887	$	8,624,863
Rural Cellular Corp., 9.625% Sr. Sub. Nts., Series B, 5/15/08		9,550,000		8,786,000
SBA Communications Corp.:
0%/12% Sr. Unsec. Disc. Nts., 3/1/0811		28,875,000		22,955,625
10.25% Sr. Nts., 2/1/092		19,200,000		18,048,000
Spectrasite Holdings, Inc.:
0%/11.25% Sr. Unsec. Disc. Nts., 4/15/0911		6,900,000		3,191,250
0%/12% Sr. Disc. Nts., 7/15/0811		10,410,000		6,089,850
0%/12.875% Sr. Unsec. Disc. Nts., Series B, 3/15/1011		3,300,000		1,402,500
Sprint Spectrum LP/Sprint Spectrum Finance Corp.,
0%/12.50% Sr. Disc. Nts., 8/15/0611		610,000		630,727
TeleCorp PCS, Inc.:
0%/11.625% Sr. Unsec. Sub. Disc. Nts., 4/15/0911		1,650,000		1,105,500
10.625% Sr. Unsec. Sub. Nts., 7/15/10		8,400,000		8,148,000
Tritel PCS, Inc.:
0%/12.75% Sr. Unsec. Sub. Disc. Nts., 5/15/0911		4,600,000		3,059,000
10.375% Sr. Sub. Nts., 1/15/112		6,000,000		5,775,000
Triton PCS, Inc.:
0%/11% Sr. Unsec. Sub. Disc. Nts., 5/1/0811		4,150,000		3,226,625
9.375% Sr. Sub. Nts., 2/1/112		7,000,000		6,790,000
US Unwired, Inc., 0%/13.375% Sr. Unsec. Sub. Disc. Nts., Series B, 11/1/0911		17,800,000		9,078,000
USA Mobile Communications, Inc. II, 14% Sr. Nts., 11/1/04		5,885,000		3,442,725
VoiceStream Wireless Corp., 10.375% Sr. Unsec. Nts., 11/15/09		43,961,000		48,357,100
			325,950,344
Metals/Minerals—0.8%
AK Steel Corp.:
7.875% Sr. Unsec. Nts., 2/15/09		11,425,000		10,682,375
9.125% Sr. Nts., 12/15/06		2,840,000		2,840,000
Better Minerals & Aggregates Co., 13% Sr. Unsec. Sub. Nts., 9/15/09		4,500,000		3,802,500
California Steel Industries Corp., 8.50% Sr. Unsec. Nts., Series B, 4/1/09		3,000,000		2,760,000
Centaur Mining & Exploration Ltd., 11% Sr. Nts., 12/1/07		7,025,000		1,369,875
Century Aluminum Co., 11.75% Sr. Sec. Nts., 4/15/082		7,000,000		7,096,250
Great Lakes Carbon Corp., 10.25% Sr. Sub. Nts., Series B, 5/15/08		7,250,000		2,936,250
Kaiser Aluminum & Chemical Corp., 12.75% Sr. Sub. Nts., 2/1/03		5,250,000		4,357,500
Keystone Consolidated Industries, Inc., 9.625% Sr. Sec. Nts., 8/1/07		5,700,000		855,000
Metallurg Holdings, Inc., 0%/12.75%  Sr. Disc. Nts., 7/15/0811		10,600,000		3,286,000
Metallurg, Inc., 11% Sr. Nts., 12/1/07		9,595,000		8,515,563
National Steel Corp., 9.875% First Mtg. Bonds, Series D, 3/1/09		17,000,000		6,375,000
				54,876,313
Retail—0.2%
Amazon.com, Inc., 0%/10% Sr. Unsec. Disc. Nts., 5/1/0811		13,100,000		7,663,500
Eye Care Centers of America, Inc., 9.125% Sr. Unsec. Sub. Nts., 5/1/08		3,775,000		1,736,500
Finlay Enterprises, Inc., 9% Debs., 5/1/08		4,000,000		3,700,000

30 OPPENHEIMER STRATEGIC INCOME FUND

		Principal	Market Value
		Amount	See Note 1
Retail Continued
Finlay Fine Jewelry Corp., 8.375% Sr. Nts., 5/1/08	$	3,125,000	$	2,921,875
Just For Feet, Inc., 11% Sr. Sub. Nts., 5/1/0926,7		4,300,000		430
				16,022,305
Service—2.1%
Allied Waste North America, Inc.:
7.625% Sr. Nts., Series B, 1/1/06		1,050,000		1,023,750
7.875% Sr. Unsec. Nts., Series B, 1/1/09		2,120,000		2,061,700
8.875% Sr. Sec. Nts., 4/1/082		17,000,000		17,510,000
10% Sr. Unsec. Sub. Nts., Series B, 8/1/09		20,000,000		20,500,000
American Plumbing & Mechanical, Inc., 11.625% Sr. Sub. Nts.,
Series B, 10/15/08		8,500,000		8,521,250
AP Holdings, Inc., 0%/11.25% Sr. Disc. Nts., 3/15/0811		2,150,000		158,563
Apcoa, Inc., 9.25% Sr. Unsec. Sub. Nts., 3/15/081		4,875,000		2,327,813
Brand Scaffold Service, Inc., 10.25% Sr. Unsec. Nts., 2/15/08		2,000,000		1,810,000
Budget Group, Inc., 9.125% Sr. Unsec. Nts., 4/1/06		12,125,000		3,758,750
Coinstar, Inc., 13% Sr. Disc. Nts., 10/1/06		2,525,000		2,515,531
Comforce Operating, Inc., 12% Sr. Nts., Series B, 12/1/07		2,920,000		2,117,000
Great Lakes Dredge & Dock Corp., 11.25% Sr. Unsec. Sub. Nts., 8/15/08		6,655,000		6,754,825
Integrated Electric Services, Inc., 9.375% Sr. Sub. Nts., Series B, 2/1/09		2,000,000		1,952,500
Iron Mountain, Inc., 8.75% Sr. Sub. Nts., 9/30/09		9,800,000		9,971,500
IT Group, Inc., 11.25% Sr. Unsec. Sub. Nts., Series B, 4/1/09		5,000,000		4,331,250
Kindercare Learning Centers, Inc., 9.50% Sr. Sub. Nts., 2/15/09		7,050,000		6,803,250
Lamar Media Corp., 9.625% Sr. Unsec. Sub. Nts., 12/1/06		6,725,000		7,044,438
Pentacon, Inc., 12.25% Sr. Unsec. Nts., Series B, 4/1/09		9,350,000		3,786,750
Protection One, Inc., 7.375% Sr. Unsec. Nts., 8/15/05		7,450,000		5,885,500
Safety-Kleen Corp., 9.25% Sr. Unsec. Nts., 5/15/091,6,7		13,150,000		164,375
United Rentals, Inc.:
9% Sr. Unsec. Sub. Nts., Series B, 4/1/09		6,050,000		5,414,750
9.25% Sr. Unsec. Sub. Nts., Series B, 1/15/09		6,550,000		5,927,750
URS Corp., 12.25% Sr. Sub. Nts., Series B, 5/1/09		14,375,000		14,752,344
				135,093,589
Transportation—1.8%
Aftermarket Technology Corp., 12% Sr. Sub. Nts., Series B, 8/1/04		3,700,000		3,496,500
America West Airlines, Inc., 10.75% Sr. Nts., 9/1/05		22,273,000		21,716,175
Amtran, Inc.:
9.625% Nts., 12/15/05		4,000,000		3,300,000
10.50% Sr. Nts., 8/1/04		11,800,000		10,266,000
Atlas Air, Inc.:
9.25% Sr. Nts., 4/15/08		6,200,000		6,231,000
9.375% Sr. Unsec. Nts., 11/15/06		3,350,000		3,383,500
10.75% Sr. Nts., 8/1/05		8,183,000		8,592,150
Cambridge Industries, Inc., 10.25% Sr. Sub. Nts., Series B, 7/15/076,7		5,025,000		1,268,813
Collins & Aikman Products Co., 11.50% Sr. Unsec. Sub. Nts., 4/15/06		6,725,000		5,548,125

31 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Principal		Market Value
		Amount		See Note 1
Transportation Continued
Dura Operating Corp.:
9% Sr. Sub. Nts., Series B, 5/1/09	$	1,300,000	$	1,150,500
9% Sr. Sub. Nts., Series B, 5/1/09 [EUR]		8,600,000		6,633,094
Hayes Wheels International, Inc.:
9.125% Sr. Unsec. Sub. Nts., Series B, 7/15/07		2,800,000		2,058,000
11% Sr. Sub. Nts., 7/15/06		3,100,000		2,573,000
Lear Corp., 9.50% Sub. Nts., 7/15/06		2,825,000		2,923,875
Millenium Seacarriers, Inc., Units (each unit consists of $1,000 principal
amount of 11.699% first priority ship mtg. sr. sec. nts., 7/15/05 and one
warrant to purchase five shares of common stock)3,13		5,400,000		2,835,000
Navigator Gas Transport plc, 10.50% First Priority Ship Mtg. Nts., 6/30/072		11,650,000		5,883,250
Oxford Automotive, Inc., 10.125% Sr. Unsec. Sub. Nts., Series D, 6/15/071		13,425,000		8,122,125
Tenneco, Inc., 11.625% Sr. Unsec. Sub. Nts., Series B, 10/15/09		9,300,000		3,301,500
Trans World Airlines, Inc.:
11.50% Sr. Sec. Nts., 12/15/047		12,270,000		12,147,300
14% Lease Equipment Trust, 7/2/081		2,864,413		2,148,310
				113,578,217
Utility—0.8%
AES Corp. (The), 8.875% Sr. Unsec. Nts., 2/15/11		6,900,000		7,089,750
AES Drax Energy Ltd., 11.25% Sr. Sec. Bonds, 8/30/101 [GBP]		5,000,000		7,721,608
Azurix Corp., 10.75% Sr. Unsec. Nts., Series B, 2/15/10		2,150,000		2,225,250
Caithness Coso Funding Corp., 9.05% Sr. Sec. Nts., Series B, 12/15/09		3,000,000		2,745,000
Calpine Corp., 8.75% Sr. Nts., 7/15/07		2,600,000		2,673,918
Central Termica Guemes SA, 2% Unsec. Unsub. Bonds, 9/26/101,3		5,422,500		488,025
CMS Energy Corp.:
8.50% Sr. Nts., 4/15/11		7,250,000		7,322,500
9.875% Sr. Unsec. Nts., 10/15/07		7,500,000		8,033,573
El Paso Electric Co., 9.40% First Mtg. Sec. Nts., Series E, 5/1/11		9,300,000		10,315,179
Funding Corp./Beaver Valley Funding Corp., 9% Second Lease
Obligation Bonds, 6/1/17		956,000		1,048,572
				49,663,375
Total Corporate Bonds and Notes (Cost $3,143,648,461)				2,560,790,512
		Shares
Preferred Stocks—2.3%
AmeriKing, Inc., 13% Cum. Sr. Exchangeable, Non-Vtg.12		279,097		348,871
BankUnited Capital Trust, 10.25% Capital Securities, 12/31/261		10,050,000		8,065,125
CGA Group Ltd., Series A, Vtg.1,12		210,453		5,261,325
Chesapeake Energy Corp., 7% Cv., Non-Vtg.		146,175		8,989,762
Contour Energy Co., $2.625 Cum. Cv., Vtg.6		159,100		1,332,462
CRIIMI MAE, Inc., 10.875% Cum. Cv., Series B, Non-Vtg.6		278,000		5,587,800
Crown American Realty Trust, 11% Cum., Series A, Non-Vtg.		49,500		2,197,800
CSC Holdings, Inc., 11.125% Cum., Series M1,12		85,396		9,308,164
Doane Pet Care Co., 14.25% Jr. Sub. Debs., Non-Vtg.1,6		255,000		7,713,750

32 OPPENHEIMER STRATEGIC INCOME FUND

		Market Value
	Shares	See Note 1
Preferred Stocks Continued
Dobson Communications Corp.:
12.25% Sr. Exchangeable, Non-Vtg.12	10,081	$	8,997,292
13% Sr. Exchangeable, Non-Vtg.12	10,223		9,635,178
e.spire Communications, Inc., 12.75% Jr. Redeemable, Non-Vtg.1,12	11,718		30,467
Eagle-Picher Holdings, Inc., 11.75% Cum. Exchangeable, Series B, Non-Vtg.1,6	39,000		594,750
Earthwatch, Inc., 12% Cv. Sr., Series C, Non-Vtg.1	306,026		612,052
Fidelity Federal Bank, l2% Non-Cum. Exchangeable, Series A, Non-Vtg.1	20		305
Global Crossing Holdings Ltd., 10.50% Sr. Exchangeable, Non-Vtg.12	20,000		1,875,000
ICG Holdings, Inc., 14.25% Exchangeable, Non-Vtg.12	5,771		577
Intermedia Communications, Inc.:
7% Cv., Series E, Non-Vtg.	80,000		1,660,000
13.50% Exchangeable, Series B12	7,155		7,029,788
International Utility Structures, Inc.:
13%2,12	496		199,640
Units (each unit consists of $1,000 principal amount of 13% sr. exchangeable
preferred stock and one warrant to purchase 30 shares of common stock)1,12,13	1,090		438,725
Nebco Evans Holdings, Inc., 11.25% Sr. Redeemable Exchangeable, Non-Vtg.6,12	96,993		12,124
Nextel Communications, Inc., 11.125% Exchangeable, Series E, Non-Vtg.12	8,817		6,458,453
Paxson Communications Corp., 13.25% Cum. Jr. Exchangeable, Non-Vtg.12	1,135		10,697,375
Premcor USA, Inc., 11.50% Cum. Sr., Non-Vtg.1,6,12	3,704		564,860
PRIMEDIA, Inc.:
8.625% Exchangeable, Series H, Non-Vtg.	165,600		13,869,000
9.20% Exchangeable, Series F, Non-Vtg.	46,400		4,025,200
Rural Cellular Corp., 11.375% Cum. Sr., Series B, Non-Vtg.12	18,545		14,326,013
SF Holdings Group, Inc.:
13.75% Exchangeable, Non-Vtg.2	130		328,250
13.75% Exchangeable, Series B, Non-Vtg.12	300		757,500
Sovereign Real Estate Investment Trust, 12% Non-Cum., Series A2	57,800		5,346,500
Supermarkets General Holdings Corp., $3.52 Exchangeable1,12	200,000		—
World Access, Inc., Cv. Sr., Series D, Non-Vtg.1,6	3,010		30,100
XO Communications, Inc.:
13.50% Sr., Series E, Non-Vtg.12	9,949		3,109,063
14% Cum. Sr. Exchangeable Redeemable, Non-Vtg.12	368,569		8,569,229
Total Preferred Stocks (Cost $240,828,387)			147,972,500
Common Stocks—0.2%
Aurora Foods, Inc.1,6	48,704		168,029
Celcaribe SA2,6	1,658,520		2,695,095
Chesapeake Energy Corp.1,6	875,000		7,356,562
Equitable Bag, Inc.1,6	68,985		68,985
Forest Oil Corp.6	80,000		2,392,000
Geotek Communications, Inc.1,6	6,475		65
Geotek Communications, Inc., Series B1,6	625		2,187
GST Telecommunications, Inc.6	200,000		2,600

33 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

		Market Value
	Shares	See Note 1
Common Stocks Continued
ICO Global Communication Holdings Ltd.6	276,705	$	665,835
Ladish Co., Inc.6	80,000		900,000
OpTel, Inc., Non-Vtg.1,6	11,560		116
Premier Holdings Ltd.1,14	799,833		7,998
SF Holdings Group, Inc., Cl. C1,6	11,100		55,500
Walter Industries, Inc.	80,000		688,000
Wilshire Financial Services Group, Inc.6	560,000		980,000
WRC Media Corp.1,6	15,559		156
Total Common Stocks (Cost $16,458,553)		15,983,128
	Units
Rights, Warrants and Certificates—0.1%
Adelphia Business Solutions, Inc. Wts., Exp. 4/15/01	1,035		27,686
ASAT Finance LLC Wts., Exp. 11/1/061	2,200		89,100
CellNet Data Systems, Inc. Wts., Exp. 10/1/072	13,893		6,946
CGA Group Ltd. Wts., Exp. 6/16/071	130,000		39,000
Charles River Laboratories International, Inc. Wts., Exp. 10/1/091	5,950		71,400
COLO.com, Inc. Wts., Exp. 3/15/10	6,350		63
Comunicacion Celular SA Wts., Exp. 11/15/031	8,109		162
Concentric Network Corp. Wts., Exp. 12/15/071	4,650		862,575
Covergent Communications, Inc. Wts., Exp. 4/1/081	18,300		27,450
e.spire Communications, Inc. Wts., Exp. 11/1/051	5,225		18,823
Equinix, Inc. Wts., Exp. 12/1/071	8,100		568,012
FirstWorld Communications, Inc. Wts., Exp. 4/15/081	7,000		52,500
Geotek Communications, Inc. Wts., Exp. 7/15/051	690,000		6,900
Gothic Energy Corp. Wts.:
Exp. 1/23/03	128,643		—
Exp. 1/23/031	64,350		643
Exp. 9/1/04	189,000		1,890
Exp. 5/1/05	146,363		—
Grand Union Co. Wts., Exp. 8/17/031	11,563		12
HF Holdings, Inc. Wts., Exp. 9/27/091	34,425		3,442
ICG Communications, Inc. Wts., Exp. 9/15/051	46,860		5,872
ICO Global Communication Holdings Ltd. Wts.:
Exp. 5/16/061	69,399		13,012
Exp. 5/16/06	103		132
In-Flight Phone Corp. Wts., Exp. 8/31/02	13,050		—
Insilco Corp. Wts., Exp. 8/15/071	7,780		7,780
Internet Commerce & Communications, Inc. Wts., Exp. 7/3/031	55,000		23,513
IPCS, Inc. Wts., Exp. 6/15/10	6,600		151,800
KMC Telecom Holdings, Inc. Wts., Exp. 4/15/081	23,200		26,121
Leap Wireless International, Inc. Wts., Exp. 4/15/101	6,700		201,837
Long Distance International, Inc. Wts., Exp. 4/13/081	4,160		42

34 OPPENHEIMER STRATEGIC INCOME FUND

		Market Value
	Units	See Note 1
Rights, Warrants and Certificates Continued
Loral Space & Communications Ltd. Wts., Exp. 1/15/071	6,250		$         32,425
Mexico Value Rts., Exp. 6/30/03	301,615		3,544
Microcell Telecommunications, Inc. Wts., Exp. 6/1/062	29,300		710,525
Millenium Seacarriers, Inc. Wts., Exp. 7/15/051	5,800		58
Ntelos, Inc. Wts., Exp. 8/15/101	8,000		25,000
Occidente y Caribe Celular SA Wts., Exp. 3/15/041	21,600		197,100
PLD Telekom, Inc. Wts.:
Exp. 3/31/031	16,650		832
Exp. 3/31/031	1,500		75
Exp. 6/1/061	16,650		833
Protection One Alarm Monitoring, Inc. Wts.:
Exp. 11/1/031	182,000		318,500
Exp. 6/30/051	13,440		1,344
Real Time Data Co. Wts., Exp. 5/31/041	2,251,489		22,515
Republic Technologies International LLC Wts., Exp. 7/15/091	4,900		49
Telergy, Inc. Wts., Exp. 9/25/101	18,175		182
Telus Corp. Wts., Exp. 9/15/05	12,147		230,433
Venezuela (Republic of) Oil Linked Payment Obligation Wts., Exp. 4/15/20	18,600		—
WAM!NET, Inc. Wts., Exp. 3/1/051	50,685		76,028
Total Rights, Warrants and Certificates (Cost $5,418,329)			3,826,156
	Principal
	Amount
Structured Instruments—1.4%
Citibank NA (Nassau Branch), Mexican Nuevo Peso Linked Nts.,
19.95%, 2/20/04 [MXN]	102,651,812		11,086,828
Credit Suisse First Boston Corp. (New York Branch),
Russian Obligatzii Federal’nogo Zaima Linked Nts.:
Series 27005, 20.055%, 10/9/021,3 [RUR]	410,576,800		12,379,917
Series 27006, 20.055%, 1/22/031,3 [RUR]	254,695,040		7,455,849
Series 27007, 20.055%, 2/5/031,3 [RUR]	284,271,080		8,315,722
Series 27008, 20.055%, 5/21/031,3 [RUR]	127,637,280		3,661,031
Series 27009, 20.055%, 6/4/031,3 [RUR]	240,191,772		6,886,104
Series 27010, 20.055%, 9/17/031,3 [RUR]	82,938,490		2,338,884
Series 27011, 20.055%, 10/8/031,3 [RUR]	142,293,520		3,906,435
Series 28001, 20.055%, 1/21/041,3 [RUR]	10,781,020		291,032
Deutsche Bank AG, Mexican Nuevo Peso Linked Nts.,
Zero Coupon, 16.383%, 6/20/0310 [MXN]	214,610,425		15,547,107
ING Barings LLC, Zero Coupon USD Russian Equity Linked Nts., 4/19/01	88,000		4,929,760
Russia (Government of) Federal Loan Obligatzii
Federal’nogo Zaima Bonds, Series 27010, 20.055%, 9/17/031,3 [RUR]	134,087,300		3,781,293
Salomon Smith Barney, Inc. Turkish Lira Linked Nts., 16%, 3/13/011,6,7	376,000		107,261
Salomon Smith Barney, Inc. Turkish Lira Treasury Bill Index
Linked Nts., 24%, 7/13/011	14,098,700		8,310,714
Total Structured Instruments (Cost $96,596,612)			88,997,938

35 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS Unaudited / Continued

								Market Value
	Date	Strike			Contracts			See Note 1
Options Purchased—0.0%
United Mexican States Bonds,
11.50%, 5/15/26 Call1 (Cost $206,213)	5/14/01	125.50	%		14,625		$	39,488
					Principal
					Amount
Repurchase Agreements—0.5%
Repurchase agreement with Banc One Capital Markets, Inc., 5.22%,
dated 3/30/01, to be repurchased at $33,532,580 on 4/2/01,
collateralized by U.S. Treasury Bonds, 5.25%–11.25%, 2/15/15–5/15/30,
with a value of $25,561,447 and U.S.Treasury Nts., 5.50%–7%,
12/31/01–8/15/09, with a value of $8,659,198 (Cost $33,518,000)				$	33,518,000			33,518,000
Total Investments, at Value (Cost $8,648,236,370)					122.2	%		7,870,390,730
Liabilities in Excess of Other Assets					(22.2	)		(1,429,427,173	)
Net Assets					100.0	%	$	6,440,963,557

Footnotes to Statement of Investments

Principal amount is reported in U.S. Dollars, except for those denoted in the following currencies:

ARP	Argentine Peso	IDR	Indonesian Rupiah
CAD	Canadian Dollar	JPY	Japanese Yen
DEM	German Mark	MXN	Mexican Nuevo Peso
EUR	Euro	NOK	Norwegian Krone
FRF	French Franc	NZD	New Zealand Dollar
GBP	British Pound Sterling	RUR	Russian Ruble
HUF	Hungarian Forint	ZAR	South African Rand

1.	Identifies issues considered to be illiquid or restricted—See Note 9 of Notes to Financial Statements.
2.	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 $322,692,302 or 5.01% of the Fund’s net assets as of March 31, 2001.
3.	Represents the current interest rate for a variable or increasing rate security.
4.	When-issued security to be delivered and settled after March 31, 2001.
5.	Interest-Only Strips represent the right to receive the monthly interest payments on an underlying pool of mortgage loans.These securities typically decline in price as interest rates decline. Most other fixed income securities increase in price when interest rates decline.The principal amount of the underlying pool represents the notional amount on which current interest is calculated.The price of these securities is typically more sensitive to changes in prepayment rates than traditional mortgage-backed securities (for example, GNMA pass-throughs). Interest rates disclosed represent current yields based upon the current cost basis and estimated timing and amount of future cash flows.
6.	Non-income-producing security.
7.	Issuer is in default.
8.	Securities with an aggregate market value of $8,082,649 are held in collateralized accounts to cover initial margin requirements on open futures sales contracts. See Note 6 of Notes to Financial Statements.
9.	A sufficient amount of securities has been designated to cover outstanding foreign currency contracts. See Note 5 of Notes to Financial Statements.
10.	Zero coupon bond reflects the effective yield on the date of purchase.
11.	Denotes a step bond: a zero coupon bond that converts to a fixed or variable interest rate at a designated future date.
12.	Interest or dividend is paid in kind.
13.	Units may be comprised of several components, such as debt and equity and/or warrants to purchase equity at some point in the future. For units which represent debt securities, principal amount disclosed represents total underlying principal.

36  OPPENHEIMER STRATEGIC INCOME FUND

Footnotes to Statement of Investments Continued

14. Affiliated company. Represents ownership of at least 5% of the voting securities of the issuer, and is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended March 31, 2001. The aggregate fair value of securities of affiliated companies held by the Fund as of March 31, 2001 amounts to $7,998. Transactions during the period in which the issuer was an affiliate are as follows:

	Shares/Units			Shares/Units
	September 30,	Gross	Gross	March 31,	Dividend
	2000	Additions	Reductions	2001	Income
CGA Group Ltd., Series A, Vtg.*	196,698	13,755	—	210,453	$	343,910
CGA Group Ltd., Wts., Exp. 6/16/07*	130,000	—	—	130,000		—
Premier Holdings Ltd.	799,833	—	—	799,833		—
					$	343,910

*Not an affiliate as of March 31, 2001.

15. A sufficient amount of liquid assets has been designated to cover outstanding written put options, as follows:

	Contracts	Expiration	Exercise		Premium		Market Value
	Subject to Put	Date	Price		Received		See Note 1
United Mexican States Bonds,
11.50%, 5/15/26 Put	14,625	5/14/01	122.00	%		$   564,525	$	583,538

See accompanying Notes to Financial Statements.

37 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF ASSETS AND LIABILITIES Unaudited

March 31, 2001
Assets
Investments, at value—see accompanying statement:
Unaffiliated companies (cost $8,648,236,370)	$	7,870,382,732
Affiliated companies (cost $0)		7,998
		7,870,390,730
Cash		5,104,416
Cash—foreign currencies (cost $401,998)		401,330
Unrealized appreciation on foreign currency contracts		5,011,883
Unrealized appreciation on interest rate swap contract		15,056
Receivables and other assets:
Investments sold (including $1,394,205,824 sold on a when-issued basis)		1,464,657,100
Interest		129,097,089
Shares of beneficial interest sold		13,543,895
Daily variation on futures contracts		971,853
Other		325,378
Total assets		9,489,518,730
Liabilities
Unrealized depreciation on foreign currency contracts		202,915
Unrealized depreciation on interest rate swap contract		4,091
Options written, at value (premiums received $564,525)—see accompanying statement		583,538
Payables and other liabilities:
Investments purchased (including $2,920,780,625 purchased on a when-issued basis)		3,020,345,025
Dividends		10,057,829
Shares of beneficial interest redeemed		8,941,145
Distribution and service plan fees		3,928,125
Closed foreign currency contracts		2,978,506
Transfer and shareholder servicing agent fees		620,487
Trustees’ compensation		9,164
Other		884,348
Total liabilities		3,048,555,173
Net Assets	$	6,440,963,557
Composition of Net Assets
Paid-in capital	$	8,052,806,213
Overdistributed net investment income		(50,529,130	)
Accumulated net realized loss on investments and foreign currency transactions		(788,635,120	)
Net unrealized depreciation on investments and translation of assets and
liabilities denominated in foreign currencies		(772,678,406	)
Net Assets	$	6,440,963,557

38 OPPENHEIMER STRATEGIC INCOME FUND

Net Asset Value Per Share
Class A Shares:
Net asset value and redemption price per share (based on net assets of
$3,366,283,175 and 838,754,951 shares of beneficial interest outstanding)	$	4.01
Maximum offering price per share (net asset value plus sales charge of
4.75% of offering price)	$	4.21
Class B Shares:
Net asset value, redemption price (excludes applicable contingent deferred
sales charge) and offering price per share (based on net assets of $2,420,624,844
and 601,340,766 shares of beneficial interest outstanding)	$	4.03
Class C Shares:
Net asset value, redemption price (excludes applicable contingent deferred
sales charge) and offering price per share (based on net assets of $557,725,158
and 139,178,660 shares of beneficial interest outstanding)	$	4.01
Class N Shares:
Net asset value, redemption price and offering price per share (based on
net assets of $238,055 and 59,319 shares of beneficial interest outstanding)	$	4.01
Class Y Shares:
Net asset value, redemption price and offering price per share (based on
net assets of $96,092,325 and 23,977,543 shares of beneficial interest outstanding)	$	4.01

See accompanying Notes to Financial Statements.

39 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENT OF OPERATIONS Unaudited

For the Six Months Ended March 31, 2001
Investment Income
Interest (net of foreign withholding taxes of $219,498)	$	298,068,450
Dividends:
Unaffiliated companies		9,535,778
Affiliated companies		343,910
Total income		307,948,138
Expenses
Management fees		17,035,431
Distribution and service plan fees:
Class A		4,112,292
Class B		12,279,727
Class C		2,707,069
Class N		20
Transfer and shareholder servicing agent fees:
Class A		1,061,894
Class B		766,978
Class C		172,577
Class N		15
Class Y		27,909
Shareholder reports		1,353,785
Custodian fees and expenses		483,006
Trustees’ compensation		49,077
Other		267,548
Total expenses		40,317,328
Less expenses paid indirectly		(102,531	)
Net expenses		40,214,797
Net Investment Income		267,733,341
Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investments (including premiums on options exercised)		(9,969,283	)
Closing of futures contracts		(10,797,826	)
Closing and expiration of options written		2,527,849
Foreign currency transactions		(19,929,137	)
Net realized loss		(38,168,397	)
Net change in unrealized depreciation on:
Investments		(179,671,191	)
Translation of assets and liabilities denominated in foreign currencies		(135,452	)
Net change		(179,806,643	)
Net realized and unrealized loss		(217,975,040	)
Net Increase in Net Assets Resulting from Operations	$	49,758,301

See accompanying Notes to Financial Statements.

40 OPPENHEIMER STRATEGIC INCOME FUND

STATEMENTS OF CHANGES IN NET ASSETS

		Six Months			Year
		Ended			Ended
		Mar. 31, 2001			Sept. 30,
		(Unaudited)			2000
Operations
Net investment income	$	267,733,341		$	671,796,984
Net realized gain (loss)		(38,168,397	)		(236,607,143	)
Net change in unrealized appreciation (depreciation)		(179,806,643	)		(28,026,990	)
Net increase in net assets resulting from operations		49,758,301			407,162,851
Dividends and/or Distributions to Shareholders
Dividends from net investment income:
Class A		(171,072,475	)		(334,457,226	)
Class B		(112,525,247	)		(253,388,232	)
Class C		(24,958,399	)		(49,832,039	)
Class N		(900	)		—
Class Y		(4,419,347	)		(5,639,560	)
Beneficial Interest Transactions
Net increase (decrease) in net assets resulting from
beneficial interest transactions:
Class A		71,916,707			(25,457,910	)
Class B		(60,766,083	)		(705,682,563	)
Class C		31,823,237			(42,906,192	)
Class N		241,435			—
Class Y		23,732,776			29,388,352
Net Assets
Total decrease		(196,269,995	)		(980,812,519	)
Beginning of period		6,637,233,552			7,618,046,071
End of period (including overdistributed net investment
income of $50,529,130 and $5,286,103, respectively)	$	6,440,963,557		$	6,637,233,552

See accompanying Notes to Financial Statements.

41 OPPENHEIMER STRATEGIC INCOME FUND

FINANCIAL HIGHLIGHTS

	Six Months																						Year
		Ended																				Ended
	March 31, 2001																					Sept. 30,
Class A	(Unaudited)						2000				1999				1998				1997				1996
Per Share Operating Data
Net asset value, beginning of period			$4.18				$4.33				$4.59				$4.95				$4.84				$4.68
Income (loss) from investment operations:
Net investment income			.17				.43				.42				.42				.43				.44
Net realized and unrealized gain (loss)			(.14	)			(.17	)			(.29	)			(.37	)			.09				.15
Total income from investment operations			.03				.26				.13				.05				.52				.59
Dividends and/or distributions to shareholders:
Dividends from net investment income			(.20	)			(.41	)			(.39	)			(.41	)			(.41	)			(.41	)
Tax return of capital distribution			—				—				—				—				—				(.02	)
Total dividends and/or distributions
to shareholders			(.20	)			(.41	)			(.39	)			(.41	)			(.41	)			(.43	)
Net asset value, end of period			$4.01				$4.18				$4.33				$4.59				$4.95				$4.84
Total Return, at Net Asset Value1			0.88	%			6.18	%			2.91	%			0.80	%		11.29		%		13.06		%
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$3,366,283			$	3,431,763			$	3,578,105			$	3,950,818			$	3,969,438			$	3,526,249
Average net assets (in thousands)		$3,376,998			$	3,517,517			$	3,798,380			$	4,077,360			$	3,734,657			$	3,340,353
Ratios to average net assets:2
Net investment income			8.69	%			9.98	%			9.34	%			8.48	%			8.77	%			9.09	%
Expenses			0.90	%			0.95	%			0.94	%			0.92	%	3		0.93	%	3		0.97	%3
Portfolio turnover rate			107	%			136	%			172	%			104	%			117	%			105	%

1.	Assumes a $1,000 hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one full year.
2.	Annualized for periods of less than one full year.
3.	Expense ratio has not been grossed up to reflect the effect of expenses paid indirectly.

See accompanying Notes to Financial Statements.

42 OPPENHEIMER STRATEGIC INCOME FUND

	Six Months																					Year
	Ended																					Ended
	March 31, 2001																					Sept .30,
Class B	(Unaudited)					2000				1999				1998				1997				1996
Per Share Operating Data
Net asset value, beginning of period		$	4.19			$	4.34			$	4.61			$	4.96			$	4.85			$	4.69
Income (loss) from investment operations:
Net investment income			.16				.39				.39				.37				.39				.40
Net realized and unrealized gain (loss)			(.13	)			(.17	)			(.30	)			(.35	)			.10				.15
Total income from investment operations			.03				.22				.09				.02				.49				.55
Dividends and/or distributions to shareholders:
Dividends from net investment income			(.19	)			(.37	)			(.36	)			(.37	)			(.38	)			(.37	)
Tax return of capital distribution			—				—				—				—				—				(.02	)
Total dividends and/or distributions
to shareholders			(.19	)			(.37	)			(.36	)			(.37	)			(.38	)			(.39	)
Net asset value, end of period		$	4.03			$	4.19			$	4.34			$	4.61			$	4.96			$	4.85
Total Return, at Net Asset Value1			0.75	%			5.37	%			1.92	%			0.26	%		10.43		%		12.19		%
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	2,420,625			$	2,581,391			$	3,380,689			$	4,040,704			$	3,500,903			$	2,590,391
Average net assets (in thousands)	$	2,465,925			$	2,907,627			$	3,838,145			$	3,871,397			$	3,018,393			$	2,249,599
Ratios to average net assets:2
Net investment income			7.93	%			9.01	%			8.55	%			7.73	%			7.94	%			8.30	%
Expenses			1.65	%			1.71	%			1.69	%			1.67	%3			1.69	%3			1.72	%3
Portfolio turnover rate			107	%			136	%			172	%			104	%			117	%			105	%

1.	Assumes a $1,000 hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one full year.
2.	Annualized for periods of less than one full year.
3.	Expense ratio has not been grossed up to reflect the effect of expenses paid indirectly.

See accompanying Notes to Financial Statements.

43 OPPENHEIMER STRATEGIC INCOME FUND

FINANCIAL HIGHLIGHTS Continued

	Six Months																				Year
	Ended																				Ended
	March 31, 2001																				Sept. 30,
Class C	(Unaudited)					2000				1999				1998				1997			1996
Per Share Operating Data
Net asset value, beginning of period			$ 4.17				$ 4.32				$ 4.59				$ 4.95				$ 4.83				$ 4.68
Income (loss) from investment operations:
Net investment income			.16				.39				.39				.37				.37				.38
Net realized and unrealized gain (loss)			(.13	)			(.17	)			(.30	)			(.36	)			.13				.16
Total income from investment operations			.03				.22				.09				.01				.50				.54
Dividends and/or distributions to shareholders:
Dividends from net investment income			(.19	)			(.37	)			(.36	)			(.37	)			(.38	)			(.37	)
Tax return of capital distribution			—				—				—				—				—				(.02	)
Total dividends and/or distributions
to shareholders			(.19	)			(.37	)			(.36	)			(.37	)			(.38	)			(.39	)
Net asset value, end of period			$ 4.01				$ 4.17				$ 4.32				$ 4.59				$ 4.95				$ 4.83
Total Return, at Net Asset Value1			0.75	%			5.39	%			1.92	%			0.05	%		10.67		%		11.96		%
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	557,725			$	548,332			$	610,686			$	650,584			$	416,550			$	174,504
Average net assets (in thousands)	$	543,690			$	568,742			$	650,197			$	546,577			$	291,053			$	109,722
Ratios to average net assets:2
Net investment income			7.93	%			9.21	%			8.58	%			7.73	%			7.73	%			8.18	%
Expenses			1.65	%			1.71	%			1.69	%			1.67	%3			1.69	%3			1.74	%3
Portfolio turnover rate			107	%			136	%			172	%			104	%			117	%			105	%

1.	Assumes a $1,000 hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one full year.
2.	Annualized for periods of less than one full year.
3.	Expense ratio has not been grossed up to reflect the effect of expenses paid indirectly

See accompanying Notes to Financial Statements.

44 OPPENHEIMER STRATEGIC INCOME FUND

	Period
	Ended
	March 31,2001
Class N	(Unaudited)		1
Per Share Operating Data
Net asset value, beginning of period	$	4.13
Income (loss) from investment operations:
Net investment income		.03
Net realized and unrealized loss		(.12	)
Total loss from investment operations		(.09	)
Dividends and/or distributions to shareholders:
Dividends from net investment income		(.03	)
Tax return of capital distribution		—
Total dividends and/or distributions
to shareholders		(.03	)
Net asset value, end of period	$	4.01
Total Return, at Net Asset Value2	(2.01		)%
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	238
Average net assets (in thousands)	$	101
Ratios to average net assets:3
Net investment income	11.12		%
Expenses		0.77	%
Portfolio turnover rate		107	%

1.	For the period from March 1, 2001 (inception of offering) to March 31, 2001.
2.	Assumes a $1,000 hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns.Total returns are not annualized for periods of less than one full year.
3.	Annualized for periods of less than one five year.

See accompanying Notes to Financial Statements.

45 OPPENHEIMER STRATEGIC INCOME FUND

FINANCIAL HIGHLIGHTS Continued

	Six Months Ended March 31, 2001											Year Ended Sept. 30,
Class Y	(Unaudited)				2000				1999			1998		1
Per Share Operating Data
Net asset value, beginning of period	$	4.17			$	4.32			$	4.59		$	4.90
Income (loss) from investment operations:
Net investment income		.18				.46				.44			.29
Net realized and unrealized loss		(.13	)			(.19	)			(.30	)		(.32	)
Total income (loss) from investment operations		.05				.27				.14			(.03	)
Dividends and/or distributions to shareholders:
Dividends from net investment income		(.21	)			(.42	)			(.41	)		(.28	)
Tax return of capital distribution		—				—				—			—
Total dividends and/or distributions
to shareholders		(.21	)			(.42	)			(.41	)		(.28	)
Net asset value, end of period	$	4.01			$	4.17			$	4.32		$	4.59
Total Return, at Net Asset Value2		1.25	%			6.55	%			3.07	%	(0.64		)%
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	96,092		$	75,748			$	48,566			$	6,907
Average net assets (in thousands)	$	86,570		$	57,127			$	32,310			$	4,344
Ratios to average net assets:3
Net investment income		8.92	%		11.39		%		10.16		%		8.82	%
Expenses		0.66	%			0.83	%			0.57	%		0.58	%4
Portfolio turnover rate		107	%			136	%			172	%		104	%

1.	For the period from January 26,1998 (inception of offering) to September 30,1998.
2.	Assumes a $1,000 hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns.Total returns are not annualized for periods of less than one full year.
3.	Annualized for periods of less than one full year.
4.	Expense ratio has not been grossed up to reflect the effect of expenses paid indirectly.

See accompanying Notes to Financial Statements.

46 OPPENHEIMER STRATEGIC INCOME FUND

N OTES TO FINANCIAL STATEMENTS Unaudited

1. Significant Accounting Policies

Oppenheimer Strategic Income Fund (the Fund) is a separate series of Oppenheimer Strategic Funds Trust, an open-end management investment company registered under the Investment Company Act of 1940, as amended. The Fund’s investment objective is to seek high current income by investing mainly in debt securities. The Fund’s investment advisor is OppenheimerFunds, Inc. (the Manager).

     The Fund offers Class A, Class B, Class C, Class N and Class Y shares. Class A shares are sold at their offering price, which is normally net asset value plus a front-end sales charge. Class B, Class C and Class N shares are sold without a front-end sales charge but may be subject to a contingent deferred sales charge (CDSC). Class N shares are sold only through retirement plans. Retirement plans that offer Class N shares may impose charges on those accounts. Class Y shares are sold to certain institutional investors without either a front-end sales charge or a CDSC. All classes of shares have identical rights to earnings, assets and voting privileges, except that each class has its own expenses directly attributable to that class and exclusive voting rights with respect to matters affecting that class. Classes A, B, C and N have separate distribution and/or service plans. No such plan has been adopted for Class Y shares. Class B shares will automatically convert to Class A shares six years after the date of purchase. The following is a summary of significant accounting policies consistently followed by the Fund.

Securities Valuation. Securities listed or traded on National Stock Exchanges or other domestic or foreign exchanges are valued based on the last sale price of the security traded on that exchange 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 closing bid and asked prices, and if not, at the closing bid price. Securities (including restricted securities) for which quotations are not readily available are valued primarily using dealer-supplied valuations, a portfolio pricing service authorized by the Board of Trustees, or at their fair value. Fair value is determined in good faith under consistently applied procedures under the supervision of the Board of Trustees. Short-term “money market type” debt securities with remaining maturities of sixty days or less are valued at amortized cost (which approximates market value).

Structured Notes. The Fund invests in foreign currency-linked structured notes whose market value and redemption price are linked to foreign currency exchange rates. The structured notes are leveraged, which increases the notes’ volatility relative to the principal of the security. Fluctuations in value of these securities are recorded as unrealized gains and losses in the accompanying financial statements. As of March 31, 2001, the market value of these securities comprised 1.4% of the Fund’s net assets and resulted in unrealized losses in the current period of $7,583,619. The Fund also hedges a portion of the foreign currency exposure generated by these securities, as discussed in Note 5.

47 OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

1. Significant Accounting Policies Continued

Securities Purchased on a When-Issued Basis. Delivery and payment for securities that have been purchased by the Fund on a when-issued basis can take place a month or more after the trade date. Normally the settlement date occurs within six months after the trade date; however, the Fund may, from time to time, purchase securities whose settlement date extends beyond six months and possibly as long as two years or more beyond 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 Fund maintains segregated assets with a market value equal to or greater than the amount of its purchase commitments. The purchase of securities on a when-issued or forward commitment basis may increase the volatility of the Fund’s net asset value to the extent the Fund makes such purchases while remaining substantially fully invested. As of March 31, 2001, the Fund had entered into net outstanding when-issued or forward commitments of $1,526,266,555.

     In connection with its ability to purchase securities on a when-issued basis, the Fund may enter into mortgage dollar-rolls in which the Fund sells securities for delivery in the current month and simultaneously contracts with the same counterparty to repurchase similar (same type, coupon and maturity) but not identical securities on a specified future date. The Fund records each dollar-roll as a sale and a new purchase transaction.

Security Credit Risk. The Fund invests in high yield securities, which may be subject to a greater degree of credit risk, greater market fluctuations and risk of loss of income and principal, and may be more sensitive to economic conditions than lower yielding, higher rated fixed income securities. The Fund may acquire securities in default, and is not obligated to dispose of securities whose issuers subsequently default. As of March 31, 2001, securities with an aggregate market value of $34,639,560, representing 0.54% of the Fund’s net assets, were in default. Foreign Currency Translation. The accounting records of the Fund are maintained in U.S. dollars. Prices of securities denominated in foreign currencies are translated into U.S. dollars at the closing rates of exchange. Amounts related to the purchase and sale of foreign securities and investment income are translated at the rates of exchange prevailing on the respective dates of such transactions.

     The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and reported with all other foreign currency gains and losses in the Fund’s Statement of Operations.

48 OPPENHEIMER STRATEGIC INCOME FUND

Repurchase Agreements. The Fund requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. The market value of the underlying securities is required to be at least 102% of the resale price at the time of purchase. If the seller of the agreement defaults and the value of the collateral declines, or if the seller enters an insolvency proceeding, realization of the value of the collateral by the Fund may be delayed or limited. Allocation of Income, Expenses, Gains and Losses. Income, expenses (other than those attributable to a specific class), gains and losses are allocated daily 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 continue to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income, including any net realized gain on investments not offset by loss carryovers, to shareholders. Therefore, no federal income or excise tax provision is required. As of September 30, 2000, the Fund had available for federal tax purposes unused capital loss carryovers as follows:

Expiring
2004	$      114,650,580
2007	16,381,920
2008	358,683,799

Dividends and Distributions to Shareholders. Dividends and distributions to shareholders, which are determined in accordance with income tax regulations, are recorded on the ex-dividend date. Classification of Dividends and Distributions to Shareholders. Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes primarily because of paydown gains and losses and the recognition of certain foreign currency gains (losses) as ordinary income (loss) for tax purposes. The character of dividends and distributions made during the fiscal year from net investment income or net realized gains may differ from its 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 realized gain was recorded by the Fund.

     The Manager believes that for the upcoming fiscal year end, a return of capital for tax purposes is likely to occur. The dollar and per share amounts for the fiscal year cannot be estimated as of March 31, 2001.

49 OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

1. Significant Accounting Policies Continued

Expense Offset Arrangements. Expenses paid indirectly represent a reduction of custodian fees for earnings on cash balances maintained by the Fund.

Other Investment transactions are accounted for as of trade date and dividend income is recorded on the ex-dividend date. Discount on securities purchased is accreted over the life of the respective securities, in accordance with federal income tax requirements. Realized gains and losses on investments and options written and unrealized appreciation and depreciation are determined on an identified cost basis, which is the same basis used for federal income tax purposes. Dividends-in-kind are recognized as income on the ex-dividend date, at the current market value of the underlying security. Interest on payment-in-kind debt instruments is accrued as income at the coupon rate and a market adjustment is made periodically.

     The Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies, as revised, effective for fiscal years beginning after December 15, 2000. As required, the Fund began amortizing premiums on debt securities effective January 1, 2001. Prior to this date, the Fund did not amortize premiums on debt securities. The cumulative effect of this accounting change had no impact on the total net assets of the Fund, but resulted in a $15,203,030 decrease to cost of securities and a corresponding $15,203,030 decrease in net unrealized depreciation, based on securities held as of December 31, 2000.

     The preparation of financial statements in conformity with generally accepted accounting principles 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 income and expenses during the reporting period. Actual results could differ from those estimates.

50 OPPENHEIMER STRATEGIC INCOME FUND

2. Shares of Beneficial Interest

The Fund has authorized an unlimited number of no par value shares of beneficial interest of each class. Transactions in shares of beneficial interest were as follows:

	Six Months Ended March 31, 20011					Year Ended September 30, 2000
	Shares			Amount		Shares				Amount
Class A
Sold	92,313,376		$	377,781,953		214,443,146		$		921,078,449
Dividends and/or
distributions reinvested	26,388,969			107,133,771		49,690,817			212,687,097
Redeemed	(101,239,174	)	(412,999,017		)	(269,779,508	)		(1,159,223,456		)
Net increase (decrease)	17,463,171		$	71,916,707		(5,645,545	)	$	(25,457,910		)
Class B
Sold	48,786,400		$	200,088,550		81,787,488			$	351,599,230
Dividends and/or
distributions reinvested	15,461,286			62,948,475		33,184,932				142,497,147
Redeemed	(78,996,474	)	(323,803,108		)	(278,194,920	)		(1,199,778,940		)
Net decrease	(14,748,788	)	$	(60,766,083	)	(163,222,500	)	$	(705,682,563		)
Class C
Sold	21,531,050		$	87,996,398		30,754,642		$		131,667,319
Dividends and/or
distributions reinvested	3,781,649			15,327,175		7,186,761				30,731,677
Redeemed	(17,554,095	)		(71,500,336	)	(47,828,394	)		(205,305,188		)
Net increase (decrease)	7,758,604		$	31,823,237		(9,886,991	)	$	(42,906,192		)
Class N
Sold	59,194		$	240,933		—		$		—
Dividends and/or
distributions reinvested	125			502		—				—
Redeemed	—			—		—				—
Net increase	59,319		$	241,435		—		$		—
Class Y
Sold	9,077,239		$	37,072,614		9,737,970		$		41,515,951
Dividends and/or
distributions reinvested	1,030,858			4,181,510		1,281,695				5,468,384
Redeemed	(4,283,826	)		(17,521,348	)	(4,102,670	)			(17,595,983	)
Net increase	5,824,271		$	23,732,776		6,916,995		$		29,388,352

1. For the six months ended March 31, 2001, for Class A, B, C and Y shares and for the period from March 1, 2001 (inception of offering) to March 31, 2001, for Class N shares.

51 OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

3. Purchases and Sales of Securities

The aggregate cost of purchases and proceeds from sales of securities, other than short-term obligations, for the six months ended March 31, 2001, were $8,047,834,864 and $7,919,307,465, respectively.

4. Fees and Other Transactions with Affiliates

Management Fees. Management fees paid to the Manager were in accordance with the investment advisory agreement with the Fund which provides for a fee of 0.75% of the first $200 million of average annual net assets of the Fund, 0.72% of the next $200 million, 0.69% of the next $200 million, and 0.66% of the next $200 million, 0.60% of the next $200 million and 0.50% of average annual net assets in excess of $1 billion. The Fund’s management fee for the six months ended March 31, 2001, was an annualized rate of 0.53%, before any waiver by the Manager if applicable.

Transfer Agent Fees. Oppenheimer Funds Services (OFS), a division of the Manager, acts as the transfer and shareholder servicing agent for the Fund. Prior to January 1, 2001, OFS performed these services on an at-cost basis. Beginning January 2001, OFS is paid at an agreed upon per account fee. Distribution and Service Plan Fees. Under its General Distributor’s Agreement with the Manager, the Distributor acts as the Fund’s principal underwriter in the continuous public offering of the different classes of shares of the Fund.

The compensation paid to (or retained by) the Distributor from the sale of shares or on the redemption of shares is shown in the table below for the period indicated.

	Aggregate	Class A	Commissions	Commissions	Commissions	Commissions
	Front-End	Front-End	on Class A	on Class B	on Class C	on Class C
	Sales Charges	Sales Charges	Shares	Shares	Shares	Shares
	on Class A	Retained by	Advanced by	Advanced by	Advanced by	Advanced by
Six Months Ended	Shares	Distributor	Distributor1	Distributor1	Distributor1	Distributor1
March 31, 2001	$3,526,799	$992,450	$415,991	$6,915,772	$715,560	$2,399

1. The Distributor advances commission payments to dealers for certain sales of Class A shares and for sales of Class B, Class C and Class N shares from its own resources at the time of sale.

	Class A	Class B	Class C	Class N
	Contingent Deferred	Contingent Deferred	Contingent Deferred	Contingent Deferred
	Sales Charges	Sales Charges	Sales Charges	Sales Charges
	Retained by	Retained by	Retained by	Retained by
Six Months Ended	Distributor	Distributor	Distributor	Distributor
March 31, 2001	$20,010	$3,197,768	$50,476	$—

The Fund has adopted a Service Plan for Class A shares and Distribution and Service Plans for Class B, Class C and Class N shares under Rule 12b-1 of the Investment Company Act. Under those plans the Fund pays the Distributor for all or a portion of its costs incurred in connection with the distribution and/or servicing of the shares of the particular class.

52 OPPENHEIMER STRATEGIC INCOME FUND

Class A Service Plan Fees. Under the Class A service plan, the Distributor currently uses the fees it receives from the Fund to pay brokers, dealers and other financial institutions. The Class A service plan permits reimbursements to the Distributor at a rate of up to 0.25% of average annual net assets of Class A shares purchased. The Distributor makes payments to plan recipients quarterly at an annual rate not to exceed 0.25% of the average annual net assets consisting of Class A shares of the Fund. For the six months ended March 31, 2001, payments under the Class A plan totaled $4,112,292 prior to Manager waiver if applicable, all of which were paid by the Distributor to recipients, and included $270,588 paid to an affiliate of the Manager. Any unreimbursed expenses the Distributor incurs with respect to Class A shares in any fiscal year cannot be recovered in subsequent years.

Class B, Class C and Class N Distribution and Service Plan Fees. Under each plan, service fees and distribution fees are computed on the average of the net asset value of shares in the respective class, determined as of the close of each regular business day during the period. The Class B, Class C and Class N plans provide for the Distributor to be compensated at a flat rate, whether the Distributor’s distribution expenses are more or less than the amounts paid by the Fund under the plan during the period for which the fee is paid.

     The Distributor retains the asset-based sales charge on Class B shares. The Distributor retains the asset-based sales charge on Class C shares during the first year the shares are outstanding. The Distributor retains the asset-based sales charge on Class N shares. The asset-based sales charges on Class B, Class C and Class N shares allow investors to buy shares without a front-end sales charge while allowing the Distributor to compensate dealers that sell those shares.

     The Distributor’s actual expenses in selling Class B, Class C and Class N shares may be more than the payments it receives from the contingent deferred sales charges collected on redeemed shares and asset-based sales charges from the Fund under the plans. If any plan is terminated by the Fund, the Board of Trustees may allow the Fund to continue payments of the asset-based sales charge to the Distributor for distributing shares before the plan was terminated. The plans allow for the carry-forward of distribution expenses, to be recovered from asset-based sales charges in subsequent fiscal periods.

Distribution fees paid to the Distributor for the six months ended March 31, 2001, were as follows:

							Distributor’s
					Distributor’s		Aggregate
						Aggregate	Unreimbursed
					Unreimbursed		Expenses as %
	Total Payments		Amount Retained			Expenses	of Net Assets
		Under Plan	by Distributor			Under Plan	of Class
Class B Plan	$	12,279,727	$	9,582,573	$	113,377,712	4.68	%
Class C Plan		2,707,069		568,330		13,698,494	2.46
Class N Plan		—		—		4,999	2.10

53 OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

5. Foreign Currency Contracts

A foreign currency contract is a commitment to purchase or sell a foreign currency at a future date, at a negotiated rate. The Fund may enter into foreign currency contracts for operational purposes and seek to protect against adverse exchange rate fluctuations. Risks to the Fund include the potential inability of the counterparty to meet the terms of the contract.

     The net U.S. dollar value of foreign currency underlying all contractual commitments held by the Fund and the resulting unrealized appreciation or depreciation are determined using foreign currency exchange rates as provided by a reliable bank, dealer or pricing service. Unrealized appreciation and depreciation on foreign currency contracts are reported in the Statement of Assets and Liabilities.

     The Fund may realize a gain or loss upon the closing or settlement of the foreign currency transactions. Realized gains and losses are reported with all other foreign currency gains and losses in the Statement of Operations.

     Securities denominated in foreign currency to cover net exposure on outstanding foreign currency contracts are noted in the Statement of Investments where applicable. As of March 31, 2001, the Fund had outstanding foreign currency contracts as follows:

			Valuation
		Contract	as of
	Expiration	Amount	March 31,		Unrealized	Unrealized
Contract Description	Date	(000s)	2001	Appreciation		Depreciation
Contracts to Purchase
Euro (EUR)	4/2/01–7/11/01	EUR6,874	$        6,081,354		$                       —		$     197,105
Contracts to Sell
Australian Dollar (AUD)	6/15/01	AUD50,960	24,881,187		748,635		—
British Pound Sterling (GBP)	5/21/01–6/26/01	GBP31,735	45,076,774		491,701		—
Canadian Dollar (CAD)	5/22/01	CAD51,550	32,744,213		180,358		—
Euro (EUR)	4/20/01–6/26/01	EUR193,505	171,123,019		1,837,144		5,810
Japanese Yen (JPY)	6/26/01–9/17/01	JPY5,478,280	44,549,395		1,650,858		—
New Zealand Dollar (NZD)	6/26/01	NZD8,530	3,440,559		84,416		—
Norwegian Krone (NOK)	6/26/01	NOK44,045	4,806,978		18,771		—
					5,011,883		5,810
Total Unrealized Appreciation
and Depreciation					$        5,011,883		$     202,915

6. Futures Contracts

A futures contract is a commitment to buy or sell a specific amount of a commodity or financial instrument at a particular price on a stipulated future date at a negotiated price. Futures contracts are traded on a commodity exchange. The Fund may buy and sell futures contracts that relate to broadly–based securities indices “financial futures” or debt securities “interest rate futures” in order to gain exposure to or to seek to protect against changes in market value of stock and bonds or interest rates. The Fund may also buy or write put or call options on these futures contracts.

54 OPPENHEIMER STRATEGIC INCOME FUND

     The Fund generally sells futures contracts to hedge against increases in interest rates and decreases in market value of portfolio securities. The Fund may also purchase futures contracts to gain exposure to changes in interest rates as it may be more efficient or cost effective than actually buying fixed income securities.

     Upon entering into a futures contract, the Fund is required to deposit either cash or securities (initial margin) in an amount equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses. The Fund recognizes a realized gain or loss when the contract is closed or expires.

     Securities held in collateralized accounts to cover initial margin requirements on open futures contracts are noted in the Statement of Investments. The Statement of Assets and Liabilities reflects a receivable and/or payable for the daily mark to market for variation margin.

     Risks of entering into futures contracts (and related options) include the possibility that there may be an illiquid market and that a change in the value of the contract or option may not correlate with changes in the value of the underlying securities. As of March 31, 2001, the Fund had outstanding futures contracts as follows:

					Unrealized
	Expiration	Number of	Valuation as of		Appreciation
Contract Description	Date	Contracts	March 31, 2001		(Depreciation)
Contracts to Purchase
Canadian (Government of) Bond, 10 yr.	6/20/01	255	$	16,809,983	$	(88,715	)
Euro-Schatz	6/7/01	924		84,368,925		52,324
U.S. Long Bond	6/20/01	571		59,491,062		(522,468	)
U.S. Treasury Nts., 10 yr.	6/20/01	2,964		314,786,062	1,255,896
						697,037
Contracts to Sell
Australian Bond, 10 yr.	6/15/01	228		16,877,140		315,820
Euro-Bundesobligation	6/7/01	84		8,135,487		56,435
United Kingdom Long Gilt	6/27/01	183		30,377,578		(166,410	)
U.S. Treasury Nts., 2 yr.	6/27/01	45		9,269,297		(33,750	)
U.S. Treasury Nts., 5 yr.	6/20/01	324		34,187,062		(175,030	)
						(2,935	)
					$	694,102

7. Option Activity

The Fund may buy and sell put and call options, or write put and covered call options on portfolio securities in order to produce incremental earnings or protect against changes in the value of portfolio securities.

     The Fund generally purchases put options or writes covered call options to hedge against adverse movements in the value of portfolio holdings. When an option is written, the Fund receives a premium and becomes obligated to sell or purchase the underlying security at a fixed price, upon exercise of the option.

55 OPPENHEIMER STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

     Options are valued daily based upon the last sale price on the principal exchange on which the option is traded and unrealized appreciation or depreciation is recorded. The Fund will realize a gain or loss upon the expiration or closing of the option transaction. When an option is exercised, the proceeds on sales for a written call option, the purchase cost for a written put option, or the cost of the security for a purchased put or call option is adjusted by the amount of premium received or paid.

     Securities designated to cover outstanding call options are noted in the Statement of Investments where applicable. Shares subject to call, expiration date, exercise price, premium received and market value are detailed in a note to the Statement of Investments. Options written are reported as a liability in the Statement of Assets and Liabilities. Realized gains and losses are reported in the Statement of Operations.

     The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. The Fund also has the additional risk of not being able to enter into a closing transaction if a liquid secondary market does not exist. Written option activity for the six months ended March 31, 2001, was as follows:

			Call Options					Put Options
	Number of		Amount of			Number of		Amount of
	Contracts		Premiums			Contracts		Premiums
Options outstanding at
September 30, 2000	39,995		$	362,743		121,830,333		$	1,974,278
Options written	40,885			805,525		35,792			1,694,658
Options closed or expired	(72,750	)		(916,258	)	(65,146,105	)		(1,807,432	)
Options exercised	(8,130	)		(252,010	)	(56,705,395	)		(1,296,979	)
Options outstanding as of
March 31, 2001	—		$	—		14,625		$	564,525

8. Interest Rate Swap Contract

The Fund may enter into an interest rate swap transaction to seek to maintain a total return or yield spread on a particular investment or portion of its portfolio, or for other non-speculative purposes. Interest rate swaps involve the exchange of commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments. The coupon payments are based on an agreed upon notional principal amount and a specified index. Because the principal amount is not exchanged, it represents neither an asset nor a liability to either counterparty, and is referred to as a notional principal amount. The Fund records an increase or decrease to unrealized appreciation or depreciation, in the amount due to or owed by the Fund at termination or settlement. Interest rate swaps are subject to credit risk (if the counterparty fails to meet its obligations) and interest rate risk. The Fund could be obligated to pay more under its swap agreements than it receives under them, as a result of interest rate changes. As of March 31, 2001, the transactions resulted in unrealized appreciation of $15,056 and $4,091 of unrealized depreciation in the current period.

56 OPPENHEIMER STRATEGIC INCOME FUND

9. Illiquid or Restricted Securities and Currency

As of March 31, 2001, investments in securities and currency included issues that are illiquid or restricted. Restricted securities are often purchased in private placement transactions, are not registered under the Securities Act of 1933, may have contractual restrictions on resale, and are valued under methods approved by the Board of Trustees as reflecting fair value. A security may also be considered illiquid if it lacks a readily available market or if its valuation has not changed for a certain period of time. The Fund intends to invest no more than 10% of its net assets (determined at the time of purchase and reviewed periodically) in illiquid or restricted securities. Certain restricted securities, eligible for resale to qualified institutional investors, are not subject to that limitation. The aggregate value of illiquid or restricted securities and currency subject to this limitation as of March 31, 2001, was $510,943,935, which represents 7.93% of the Fund’s net assets, of which $15,404,015 is considered restricted. Information concerning restricted securities is as follows:

					Valuation			Unrealized
	Acquisition		Cost		Per Unit as of			Appreciation
Security	Date	Per Unit			March 31,2001			(Depreciation)
Bonds
Trans World Airlines, Inc., 14% Lease
Equipment Trust, 7/2/08	3/19/98		101.00	%	75.00		%	$	(736,295	)
Stocks and Warrants
Aurora Foods, Inc.	9/18/00	$	—		$	3.45			168,029
CGA Group Ltd. Wts., Exp. 6/16/07	6/17/97		—			0.30			39,000
CGA Group Ltd., Series A, Vtg.	6/17/97–12/29/00		25.00		25.00				—
Chesapeake Energy Corp.	6/27/00		7.55			8.40			752,291
Geotek Communications, Inc.	4/6/00		—			0.01			65
Geotek Communications, Inc., Series B	1/4/01		4.00			3.50			(313	)
Real Time Data Co. Wts., Exp. 5/31/04	6/30/99		0.01			0.01			—
World Access, Inc., Cv. Sr., Series D,
Non-Vtg.	2/14/00	1,382.06			10.00				(4,129,900	)
Currency
Russian Ruble	3/14/01–3/21/01		0.03			0.03			—

10. Bank Borrowings

The Fund may borrow from a bank for temporary or emergency purposes including, without limitation, funding of shareholder redemptions provided asset coverage for borrowings exceeds 300%. The Fund has entered into an agreement which enables it to participate with other Oppenheimer funds in an unsecured line of credit with a bank, which permits borrowings up to $400 million, collectively. Interest is charged to each fund, based on its borrowings, at a rate equal to the Federal Funds Rate plus 0.45%. Borrowings are payable 30 days after such loan is executed. The Fund also pays a commitment fee equal to its pro rata share of the average unutilized amount of the credit facility at a rate of 0.08% per annum.

The Fund had no borrowings outstanding during the six months ended or at March 31, 2001.

57 OPPENHEIMER STRATEGIC INCOME FUND

OPPENHEIMER STRATEGIC INCOME FUND

A   Series of Oppenheimer Strategic Income Funds Trust
Officers and Trustees	James C. Swain, Trustee and Chairman of the Board
	Bridget A. Macaskill, Trustee and President
	William L. Armstrong, Trustee
	Robert G. Avis, Trustee
	Edward L. Cameron, Trustee
	Jon S. Fossel, Trustee
	Sam Freedman, Trustee
	Raymond J. Kalinowski, Trustee
	C. Howard Kast, Trustee
	Robert M. Kirchner, Trustee
	Andrew J. Donohue, Vice President and Secretary
	David P. Negri, Vice President
	Arthur P. Steinmetz, Vice President
	Brian W. Wixted, Treasurer
	Robert J. Bishop, Assistant Treasurer
	Scott T. Farrar, Assistant Treasurer
	Robert G. Zack, Assistant Secretary
Investment Advisor	OppenheimerFunds, Inc.
Distributor	OppenheimerFunds Distributor, Inc.
Transfer and Shareholder	OppenheimerFunds Services
Servicing Agent
Custodian of	The Bank of New York
Portfolio Securities
Independent Auditors	Deloitte & Touche LLP
Legal Counsel	Myer, Swanson, Adams & Wolf, P.C.
	The financial statements included herein have been taken from the records of
	the Fund without examination of those records by the independent auditors.
	For more complete information about Oppenheimer Strategic Income Fund,
	please refer to the Prospectus. To obtain a copy, call your financial advisor,
	or call OppenheimerFunds Distributor, Inc. at 1.800.525.7048, or visit the
	OppenheimerFunds Internet website, at www.oppenheimerfunds.com.
	Shares of Oppenheimer funds are not deposits or obligations of any bank,
	are not guaranteed by any bank, and are not insured by the FDIC or any
	other agency, and involve investment risks, including the possible loss of
	the principal amount invested.
	Oppenheimer funds are distributed by OppenheimerFunds Distributor, Inc.,
	Two World Trade Center, New York, NY 10048-0203

2001 OppenheimerFunds, Inc. All rights reserved.

58 OPPENHEIMER STRATEGIC INCOME FUND

OPPENHEIMER FUNDS FAMILY

Global Equity	Developing Markets Fund	Global Fund
	International Small Company Fund	Quest Global Value Fund
	Europe Fund	Global Growth & Income Fund
	International Growth Fund
Equity	Stock	Stock & Bond
	Emerging Technologies Fund	Main Street Growth & Income Fund
	Emerging Growth Fund	Quest Opportunity Value Fund
	Enterprise Fund	Total Return Fund
	Discovery Fund	Quest Balanced Value Fund
	Main Street Small Cap Fund	Capital Income Fund
	Small Cap Value Fund1	Multiple Strategies Fund
	MidCap Fund	Disciplined Allocation Fund
	Main Street Opportunity Fund	Convertible Securities Fund
	Growth Fund	Specialty
	Capital Appreciation Fund	Real Asset Fund
	Large Cap Growth Fund	Gold & Special Minerals Fund
	Value Fund2
	Quest Capital Value Fund
	Quest Value Fund
	Trinity Growth Fund
	Trinity Core Fund
	Trinity Value Fund
Income	Taxable	Municipal
	International Bond Fund	California Municipal Fund4
	High Yield Fund	Florida Municipal Fund4
	Champion Income Fund	New Jersey Municipal Fund4
	Strategic Income Fund	New York Municipal Fund4
	Bond Fund	Pennsylvania Municipal Fund4
	Senior Floating Rate Fund	Municipal Bond Fund
	U.S. Government Trust	Intermediate Municipal Fund
	Limited-Term Government Fund
	Capital Preservation Fund3
	Rochester Division
	Rochester Fund Municipals
	Limited Term New York Municipal Fund
Select Managers	Stock	Stock & Bond
	Mercury Advisors Focus Growth Fund	QM Active Balanced Fund3
	Gartmore Millennium Growth Fund
	Jennison Growth Fund
	Salomon Brothers Capital Fund
	Mercury Advisors S&P 500 Index Fund 3
Money Market5	Money Market Fund	Cash Reserves

1.	The Fund’s name was changed from “Oppenheimer Quest Small Cap FundSM ” on 3/1/01.
2.	The Fund’s name was changed from “Oppenheimer Disciplined Value Fund” on 2/28/01.
3.	Available only through qualified retirement plans.
4.	Available to investors only in certain states.
5.	An investment in money market funds is neither insured nor guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although these funds may seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in these funds.

59 OPPENHEIMER STRATEGIC INCOME FUND

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RS0230.001.0301 May 30, 2001