LIMITED TERM NEW YORK MUNICIPAL FUND

497 1 prospectus.htm PROSPECTUS LIMITED TERM NEW YORK MUNICIPAL FUND

Limited Term New York Municipal Fund

Prospectus dated April 30, 2006

As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved the Fund's securities nor has it determined that this
Prospectus is accurate or complete. It is a criminal offense to represent
otherwise.

Limited Term New York Municipal Fund is a mutual fund. Its goal is to provide
a high level of income exempt from federal income tax and New York State and
New York City personal income taxes by investing primarily in a portfolio of
investment-grade municipal securities intended to have an average effective
maturity of five years or less.

This Prospectus contains important information about the Fund's objective,
its investment policies, strategies and risks. It also contains important
information about how to buy and sell shares of the Fund and other account
features. Please read this Prospectus carefully before you invest and keep it
for future reference about your account.

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Contents

About the Fund
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The Fund's Investment Objective and Principal Investment
Strategies

Main Risks of Investing in the Fund

The Fund's Past Performance

Fees and Expenses of the Fund

About the Fund's Investments

How the Fund is Managed

About Your Account
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How to Buy Shares
Class A Shares
Class B Shares
Class C Shares

Special Investor Services
AccountLink
PhoneLink
OppenheimerFunds Internet Website

How to Sell Shares
Checkwriting
By Mail
By Wire
By Telephone

How to Exchange Shares

Shareholder Account Rules and Policies

Dividends, Capital Gains and Taxes

Financial Highlights

ABOUT THE FUND

The Fund's Investment Objective and Principal Investment Strategies

WHAT IS THE FUND'S INVESTMENT OBJECTIVE? The Fund seeks as high a level of
income exempt from federal income tax and New York State and New York City
personal income taxes as is consistent with its investment policies and
prudent investment management.

WHAT DOES THE FUND MAINLY INVEST IN? The Fund invests primarily in a
portfolio of investment-grade municipal debt obligations, and seeks a
dollar-weighted average effective portfolio maturity of five years or less.
Under normal market conditions, as a fundamental policy, the Fund invests at
least 95% of its net assets in securities issued by:

What is a Municipal Security? A municipal security essentially
is a loan by the buyer of the security to the issuer of the
security. The issuer promises to pay back the principal amount
of the loan and normally pays interest exempt from federal
personal income taxes.

o the State of New York and its political subdivisions (cities, towns and
counties, for example),
o agencies, instrumentalities (which are state-chartered corporations)
and public authorities of the State of New York, and

o territories, commonwealths and possessions of the United States (for
example, Puerto Rico, Guam and the Virgin Islands) that pay interest
that is exempt (in the opinion of the issuer's legal counsel when
the security is issued) from federal income tax and New York State
and New York City personal income taxes.

These are referred to as "New York municipal securities" in this
Prospectus. Even though the Fund seeks to limit the dollar-weighted average
effective maturity of its portfolio to five years or less, it does buy
securities having maturities of more than five years. The Fund can buy
municipal bonds (which are obligations having a maturity of more than one
year when issued), municipal notes (short-term obligations) and interests in
municipal leases. A substantial percentage of the municipal securities the
Fund buys may be "callable," allowing the issuer of the securities to redeem
them before their maturity date.

Under normal market conditions, at least 95% of the Fund's assets that
are invested in New York municipal securities will be invested in
investment-grade New York municipal securities. "Investment-grade" bonds are
either securities rated in the four highest rating categories of a
nationally-recognized rating organization, such as Moody's Investors Service
("Moody's"), Standard & Poor's Ratings Services ("Standard and Poor's"), a
division of The McGraw-Hill Companies, Inc., Fitch, Inc. ("Fitch"), or
unrated securities that the Fund's investment manager, OppenheimerFunds, Inc.
(the "Manager"), believes to be comparable to investment-grade securities
rated by a nationally-recognized rating organization. The Fund's criteria for
credit quality are further explained below.

The Fund can invest substantial amounts of its assets in industrial
revenue bonds and "private activity" municipal securities that pay interest
that is tax-exempt but which may be a "tax-preference item" for investors
subject to alternative minimum taxation. To the extent the Fund invests in
securities that may pay interest subject to alternative minimum taxation,
those securities will be counted towards the Fund's policy regarding minimum
investments in New York municipal securities as described above. The Fund
does not invest more than 5% of its total assets in industrial revenue bonds
of an industrial user with less than three years' operating history if that
user is responsible for interest and principal payments. The Fund also can
use certain derivative investments to a limited extent to try to increase
income. These investments are more fully explained in "About the Fund's
Investments," below.

HOW DOES THE PORTFOLIO MANAGEMENT TEAM DECIDE WHAT SECURITIES TO BUY OR SELL?
In selecting securities for the Fund, the Fund's portfolio management team
examines a variety of factors, which may change over time and may vary in
particular cases. Currently, the portfolio management team focuses on:
o Investment-grade securities that offer high income, particularly
callable bonds,
o Securities from a variety of different issuers, for portfolio
diversification to help reduce risk of volatility, including unrated
bonds and securities of smaller issuers that might be overlooked by
other investors and funds,
o Coupon interest or accretion rates, current market interest rates,
callability and call prices that might change the effective maturity
of particular securities and the overall portfolio, and
o Securities with maturities of one to twenty years, so that portions of
the portfolio will mature at different times in an effort to reduce
share price volatility and reinvestment risk.

The portfolio managers may consider selling a security if any of these
factors no longer applies to a security purchased for the Fund.

WHO IS THE FUND DESIGNED FOR? The Fund is designed for investors who are
seeking income exempt from federal income tax and New York State and New York
City personal income taxes by investing in a fund emphasizing
investment-grade securities and an intermediate effective average maturity
intended to reduce overall portfolio volatility. As a result of these
strategies, the Fund's yields may be lower than longer-term municipal bond
funds or municipal bond funds that can invest more of their assets in
lower-grade investments. The Fund does not seek capital gains or growth.
Because it invests in tax-exempt securities, the Fund is not appropriate for
retirement plan accounts or for investors whose primary goal is capital
growth. The Fund is not a complete investment program.

Main Risks of Investing in the Fund

All investments have risks to some degree. The Fund's investments are
subject to changes in their value from a number of factors, described below.
There also is the risk that poor security selection by the Manager will cause
the Fund to underperform other funds having a similar objective. The share
prices of the Fund will change daily based on changes in market prices of
securities and market conditions, and in response to other economic events.

CREDIT RISK. Municipal securities are subject to credit risk. Credit risk is
the risk that the issuer of a debt security might not make interest and
principal payments on the security as they become due. If an issuer fails to
pay interest, the Fund's income might be reduced. If an issuer fails to repay
principal, the value of that security and of the Fund's shares might be
reduced. A downgrade in an issuer's credit rating or other adverse news about
an issuer can reduce the value of that issuer's securities. While typically
at least 95% of the Fund's assets that are invested in New York municipal
securities are investment-grade New York municipal securities, and the Fund's
credit risks are therefore less than those of funds that invest a greater
percentage of their assets in securities rated below investment-grade, even
investment-grade securities are subject to risks of default.

INTEREST RATE RISKS. Municipal securities are debt securities that are
subject to changes in value when prevailing interest rates change. When
prevailing interest rates fall, the values of already-issued municipal
securities generally rise. When prevailing interest rates rise, the values of
already-issued municipal securities generally fall, and the securities may
sell at a discount from their face amount. The magnitude of these price
changes is generally greater for securities having longer maturities.

The Fund currently seeks to limit the average effective maturity of its
overall portfolio to not more than five years to try to reduce the volatility
that can occur when interest rates change. However, the Fund does hold
individual securities having an effective maturity of more than five years,
and their prices may be more volatile when interest rates change.

Additionally, the Fund can buy variable and floating rate obligations.
When interest rates fall, the yields of these securities decline. Callable
bonds the Fund buys are more likely to be called when interest rates fall,
and the Fund might then have to reinvest the proceeds of the called
instrument in other securities that have lower yields, reducing its income.

RISKS OF FOCUSING INVESTMENTS IN NEW YORK MUNICIPAL SECURITIES. Even though
the Fund is "diversified" with respect to 75% of its assets (which means
that, as to 75% of its assets, it cannot invest more than 5% of its total
assets in the securities of any one issuer), the Fund invests primarily in
New York municipal securities. Having a high percentage of its assets
invested in the municipal securities of a single state and its municipal
subdivisions could result in fluctuations in the Fund's share prices and
income due to economic, regulatory or political conditions in New York.
Therefore, the value of its portfolio is vulnerable to changes in economic,
regulatory or political conditions in New York that can affect the prices of
these securities or the liquidity of the market for them, as well as the
Fund's share prices. The Statement of Additional Information contains further
information concerning special investment considerations for New York
municipal securities.

While the Fund's fundamental policies do not allow it to concentrate
its investments (that is, to invest 25% or more of its assets in a single
industry), municipal securities are not considered an "industry" under that
policy. At times the Fund can have a relatively high portion of its portfolio
holdings in particular segments of the municipal securities market, such as
general obligation bonds, tobacco settlement revenue, electric utilities or
hospital/health care bonds, and therefore will be vulnerable to economic or
legislative events that affect issuers in particular segments of the
municipal securities market.

Tobacco Settlement Revenue Bonds. The Fund may invest a significant portion
of its assets in tobacco settlement revenue bonds. Tobacco settlement
revenue bonds are secured by an issuing state's proportionate share in the
Master Settlement Agreement ("MSA"). The MSA is an agreement, reached out of
court in November 1998 between 46 states and six other U.S. jurisdictions
(including Puerto Rico and Guam), and the four largest U.S. tobacco
manufacturers (Philip Morris, RJ Reynolds, Brown & Williamson, and
Lorillard). Subsequently, a number of smaller tobacco manufacturers signed on
to the MSA, bringing the current combined market share of participating
tobacco manufacturers to approximately 92%. The MSA provides for payments
annually by the manufacturers to the states and jurisdictions in perpetuity,
in exchange for releasing all claims against the manufacturers and a pledge
of no further litigation. The MSA established a base payment schedule and a
formula for adjusting payments each year. Tobacco manufacturers pay into a
master escrow trust based on their market share, and each state receives a
fixed percentage of the payment as set forth in the MSA.

A number of states have securitized the future flow of those payments by
selling bonds pursuant to indentures, some through distinct governmental
entities created for such purpose. The bonds are backed by the future revenue
flow that is used for principal and interest payments on the bonds. Annual
payments on the bonds, and thus risk to the Fund, therefore, are highly
dependent on the receipt of future settlement payments to the state or its
governmental entity, as well as several other factors. The actual amount of
future settlement payments is dependent on many factors, including, but not
limited to, annual domestic cigarette shipments, cigarette consumption,
inflation and the financial capability of participating tobacco companies. As
a result, payments made by tobacco manufacturers could be reduced if the
decrease in tobacco consumption is significantly greater than the forecasted
decline.

Because tobacco settlement bonds are backed by payments from the tobacco
manufacturers, and generally not by the credit of the state or local
government issuing the bonds, their creditworthiness depends on the ability
of tobacco manufacturers to meet their obligations. A market share loss by
the MSA companies to non-MSA participating tobacco manufacturers could also
cause a downward adjustment in the payment amounts. A participating
manufacturer filing for bankruptcy also could cause delays or reductions in
bond payments, which could affect the fund's net asset value.

The MSA and tobacco manufacturers have been and continue to be subject to
various legal claims. An adverse outcome to any litigation matters relating
to the MSA or affecting tobacco manufacturers could adversely affect the
payment streams associated with the MSA or cause delays or reductions in bond
payments by tobacco manufacturers. The MSA itself has been subject to legal
challenges and has, to date, withstood those challenges. The Statement of
Additional Information contains more detailed information about the Fund's
investments in tobacco settlement revenue bonds.

HOW RISKY IS THE FUND OVERALL? The risks described above collectively form
the overall risk profile of the Fund and can affect the value of the Fund's
investments, its investment performance and its prices per share. Particular
investments and investment strategies also have risks. These risks mean that
you can lose money by investing in the Fund. When you redeem your shares,
they may be worth more or less than what you paid for them. There is no
assurance that the Fund will achieve its investment objective.

The value of the Fund's investments will change over time due to a
number of factors. They include changes in general bond market, interest rate
movements or the change in value of particular securities because of an event
affecting the issuer.

Because the Fund focuses its investments in New York municipal
securities, it will be vulnerable to the effects of economic, regulatory and
political events that affect New York State and its municipalities. Those
changes can affect the value of the Fund's investments and its prices per
share. The Fund is more conservative than some other types of municipal bond
funds because of its policies of diversification, its focus on
investment-grade securities and its goal of limiting its effective average
portfolio maturity. However, the Fund has more credit risks than funds that
invest only in insured municipal bonds, U.S. government securities, the
highest-rated municipal securities or are more diversified geographically.

An investment in the Fund is not a deposit of any bank, and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other
government agency.

The Fund's Past Performance

The bar chart and table below show one measure of the risks of investing in
the Fund, by showing changes in the Fund's performance (for its Class A
shares) from year to year for the last 10 calendar years and by showing how
the average annual total returns of the Fund's shares, both before and after
taxes, compared to those of two broad-based market indices and the Consumer
Price Index. The after tax returns for the other classes of shares will vary.

The after-tax returns are shown for Class A shares only and are
calculated using the historical highest individual federal marginal income
tax rates in effect during the periods shown, and do not reflect the impact
of state or local taxes. In certain cases, the figure representing "Return
After Taxes on Distributions and Sale of Fund Shares" may be higher than the
other return figures for the same period. A higher after-tax return results
when a capital loss occurs upon redemption and translates into an assumed tax
deduction that benefits the shareholder. The after-tax returns are calculated
based on certain assumptions mandated by regulation and your actual after-tax
returns may differ from those shown, depending on your individual tax
situation. The Fund's past investment performance, before and after taxes, is
not necessarily an indication of how the Fund will perform in the future.

Annual Total Returns (Class A) (as of December 31 each year)

[See appendix to prospectus for data in bar chart showing annual total
returns]

Sales charges and taxes are not included in the calculations of return in
this bar chart, and if those charges and taxes were included, the returns
would be less than those shown.

During the period shown in the bar chart, the highest return (not annualized)
before taxes for a calendar quarter was 3.67% (3 Qtr'02) and the lowest
return (not annualized) before taxes for a calendar quarter was -2.21% (2
Qtr'04).

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Average Annual Total Returns

------------------------------ 10 Years
for the periods ended (or life of
December 31, 2005 1 Year 5 Years class, if less)

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Class A Shares (inception

9/18/91) 1.45% 4.43% 4.73%
Return Before Taxes 1.45% 4.43% 4.73%
Return After Taxes on 2.37% 4.44% 4.72%
Distributions
Return After Taxes on
Distributions and Sale of
Fund Shares

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Lehman Brothers Municipal
Bond Index (reflects no
deduction for fees, expenses

or taxes) 3.51% 5.59% 5.71%(1)

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Merrill Lynch Municipal Index
(3-7 Years) (reflects no
deduction for fees, expenses

or taxes) 1.27% 4.85% 4.97%(1)

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Consumer Price Index 3.42% 2.49% 2.52%(1)

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Class B Shares (inception 0.62% 4.20% 4.60%

5/01/97)
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Class C Shares (inception 3.35% 4.39% 4.33%

5/01/97)
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1. From 12/31/95.

The Fund's average annual total returns include the applicable sales charge:
for Class A, the current maximum initial sales charge of 3.50%; for Class B,
the contingent deferred sales charges of 4% (1-year) and 1% (5-years) and for
Class C, the 1% contingent deferred sales charge for the 1-year period.
Because Class B shares convert to Class A shares 72 months after purchase,
Class B "life of class" performance does not include any contingent deferred
sales charge and uses Class A performance for the period after conversion.
The Fund's returns measure the performance of a hypothetical account and
assume that all dividends and capital gains distributions have been
reinvested in additional shares. The performance of the Fund's Class A shares
is compared to the Lehman Brothers Municipal Bond Index, an unmanaged index
of a broad range of investment-grade municipal bonds. The Fund's performance
also is compared to the Merrill Lynch Municipal Index (3-7 Years), which
consists of municipal bonds having remaining maturities of between 3 and 7
years, and the Consumer Price Index, a non-securities index that measures
changes in the inflation rate. Performance of the securities indices includes
reinvestment of income, but does not reflect transaction costs, fees,
expenses or taxes and includes municipal securities from many states while
the Fund invests primarily in New York municipal securities.

Fees and Expenses of the Fund

The following tables are meant to help you understand the fees and expenses
you may pay if you buy and hold shares of the Fund. The Fund pays a variety
of expenses directly for management of its assets, administration,
distribution of its shares and other services. Those expenses are subtracted
from the Fund's assets to calculate the Fund's net asset values per share.
All shareholders therefore pay those expenses indirectly. Shareholders pay
other expenses directly, such as sales charges and account transaction
charges. The numbers below are based on the Fund's expenses during its fiscal
year ended December 31, 2005.

--------------------------------------------------------------
Shareholder Fees (charges paid directly from your
investment):
--------------------------------------------------------------
--------------------------------------------------------------
Class A Class B Class C
Shares Shares Shares
--------------------------------------------------------------
--------------------------------------------------------------
Maximum Sales Charge 3.50% None None
(Load) on purchases
(as % of offering price)
--------------------------------------------------------------
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Maximum Deferred Sales
Charge (Load) (as % of
the lower of the None(1) 4%(2) 1%(3)
original offering price
or redemption proceeds)
--------------------------------------------------------------

-------------------------------------------------------------
Annual Fund Operating Expenses (deducted from Fund assets):
(% of average daily net assets)
-------------------------------------------------------------
-------------------------------------------------------------
Class A Class B Class C
Shares Shares Shares
-------------------------------------------------------------
-------------------------------------------------------------

Management Fees 0.40% 0.40% 0.40%

-------------------------------------------------------------
-------------------------------------------------------------
Distribution and/or 0.25% 1.00% 1.00%
Service (12b-1) Fees
-------------------------------------------------------------
-------------------------------------------------------------

Other Expenses 0.14% 0.18% 0.16%

-------------------------------------------------------------
-------------------------------------------------------------

Total Annual Operating 0.79% 1.58% 1.56%
Expenses

-------------------------------------------------------------

Expenses may vary in future years. "Other Expenses" include
transfer agent fees, custodial fees, accounting,
administrative and legal expenses that the Fund pays. The
"Other Expenses" in the table are based on among other things,
the fees the Fund would have paid if the transfer agent had
not waived a portion of its fees under a voluntary
undertaking to the Fund to limit those fees to 0.35% of
average daily net assets per fiscal year for all classes.
That undertaking may be amended or withdrawn at any time. For
the Fund's fiscal year ended December 31, 2005, the transfer
agent fees did not exceed the expense limitation described
above.

1. A contingent deferred sales charge may apply to redemptions of
investments of $1 million or more of Class A shares. See "How to Buy
Shares" for details.
2. Applies to redemptions in first year after purchase. The contingent
deferred sales charge gradually declines from 4% to 1% in years one
through six and is eliminated after that.
3. Applies to shares redeemed within 12 months of purchase.

Examples. The following examples are intended to help you compare the cost
of investing in the Fund with the cost of investing in other funds. The
examples assume that you invest $10,000 in a class of shares of the Fund for
the time periods indicated and reinvest your dividends and distributions.

The first example assumes that you redeem all of your shares at the end
of those periods. The second example assumes that you keep your shares. Both
examples also assume that your investment has a 5% return each year and that
the class's operating expenses remain the same. Your actual costs may be
higher or lower because expenses will vary over time. Based on these
assumptions your expenses would be as follows:

--------------------------------------------------------------------------------
If shares are redeemed: 1 Year 3 Years 5 Years 10 Years
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

Class A Shares $428 $594 $775 $1,297

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

Class B Shares $562 $703 $967 $1,481(1)

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--------------------------------------------------------------------------------

Class C Shares $260 $496 $856 $1,871

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------
If shares are not 1 Year 3 Years 5 Years 10 Years
redeemed:
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

Class A Shares $428 $594 $775 $1,297

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

Class B Shares $162 $503 $867 $1,481(1)

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

Class C Shares $160 $496 $856 $1,871

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In the first example, expenses include the initial sales charge for Class A
and the applicable Class B and Class C contingent deferred sales charges. In
the second example, the Class A expenses include the sales charge, but Class
B and Class C expenses do not include contingent deferred sales charges.
1. Class B expenses for years 7 through 10 are based on Class A expenses
since Class B shares automatically convert to Class A shares 72 months after
purchase.

About the Fund's Investments

THE FUND'S PRINCIPAL INVESTMENT POLICIES AND RISKS. The allocation of the
Fund's portfolio among different investments will vary over time based on the
Manager's evaluation of economic and market trends. The Fund's portfolio
might not always include all of the different types of investments described
below. The Statement of Additional Information contains more detailed
information about the Fund's investment policies and risks.

The Manager tries to reduce risks by diversifying investments,
emphasizing investment-grade securities, seeking to limit the average
effective maturity of the portfolio, and carefully researching securities
before they are purchased. However, changes in the overall market prices of
municipal securities and the income they pay can occur at any time. The
yields and share prices of the Fund will change daily based on changes in
market prices of securities, interest rates and market conditions and in
response to other economic events.

Municipal Securities. The Fund buys municipal bonds and notes, interests in
municipal leases and other debt obligations. Generally, these are debt
obligations issued by the State of New York and its political
subdivisions (such as cities, towns and counties and also include debt
securities issued by certain territories, commonwealths, and
possessions of the United States). Some debt securities, such as
zero-coupon securities, do not pay current interest. Other securities
may be subject to calls by the issuer (to redeem the debt) or to
prepayment prior to their stated maturity. To seek a higher yield, the
Fund also can invest in municipal securities other than New York
municipal securities. Although any interest from those securities
generally would be exempt from federal taxation, any such interest may
be subject to New York State and New York City personal income tax. The
Fund does not expect to invest a significant portion of its assets in
securities that are not New York municipal securities.

Under highly unusual circumstances, the Internal Revenue Service may
determine that a municipal bond issued as tax-exempt should in fact be
taxable. If the Fund held such a bond, it might have to distribute
taxable income or reclassify as taxable income previously distributed
as tax-free.

Municipal securities are issued to raise money for a variety of public
or private purposes, including financing state or local governments,
specific projects or public facilities. The Fund can invest in
municipal securities that are "general obligations," which are secured
by the issuer's pledge of its full faith, credit and taxing power for
the payment of principal and interest.

The Fund also can buy "revenue obligations," whose interest is payable
only from the revenues derived from a particular facility or class of
facilities, or a specific excise tax or other revenue source such as,
e.g., tobacco revenue settlement bonds. Some of these revenue
obligations are private activity bonds that pay interest that may be a
tax preference for investors subject to the alternative minimum tax.
The Fund selects investments without regard to this type of tax
treatment.

Municipal Lease Obligations. Municipal leases are used by state and local
governments to obtain financing to acquire land, equipment or
facilities. The Fund can invest in certificates of participation that
represent a proportionate interest in payments made under municipal
lease obligations. Most municipal leases, while secured by the leased
property, are not general obligations of the issuing municipality. They
often contain "non-appropriation" clauses that provide that the
municipal government has no obligation to make lease or installment
payments in future years unless money is appropriated on a yearly basis.

If the government stops making payments or transfers its payment
obligations to a private entity, the obligation could lose value or
become taxable. Although the obligation may be secured by the leased
equipment or facilities, the disposition of the property in the event
of non-appropriation or foreclosure might prove difficult, time
consuming and costly, and may result in a delay in recovering or the
failure fully to recover the original investment.
Some of these obligations may not have an active trading market, which
means that the Fund might have difficulty selling its investment at an
acceptable price when it wants to. The Fund cannot invest more than 5%
of its net assets in unrated or illiquid municipal leases.

Ratings of Municipal Securities the Fund Buys. The Fund primarily buys
municipal securities that are "investment-grade" at the time of
purchase. "Investment-grade" bonds are either securities rated in the
four highest rating categories of a nationally-recognized rating
organization, such as Moody's, Standard and Poor's, Fitch or unrated
securities that the Manager, believes to be comparable to
investment-grade securities rated by a nationally-recognized rating
organization. The Fund considers the following securities to be
"investment grade" under its credit quality guidelines:

o municipal bonds, tax-exempt commercial paper and short-term tax-exempt
notes rated investment grade by a nationally-recognized rating
organization,

o New York municipal securities issued by an entity that has other
obligations outstanding that meet one of the rating criteria discussed
herein,
o New York municipal securities backed by a letter of credit or guarantee
by a bank or other institution that has outstanding securities that
meet one of the credit criteria discussed herein,

o unrated New York municipal securities that the Manager believes are
comparable to investment-grade rated securities, and
o obligations backed by the full faith and credit of the U.S. government.

Lower-rated securities may have speculative characteristics. The Fund
will not buy securities with a rating, at the time of investment, below "Ba"
by Moody's or "BB" by Standard & Poor's or Fitch (or unrated securities that
the Manager has determined are comparable to rated securities in those
categories). Appendix A to the Statement of Additional Information contains a
list of the ratings definitions of the principal rating organizations.

The Manager relies to some extent on credit ratings by
nationally-recognized rating organizations in evaluating the credit risk of
securities selected for the Fund's portfolio. It also uses its own research
and analysis to evaluate risks. Many factors affect an issuer's ability to
make timely payments, and the credit risks of a particular security may
change over time. If the rating of a security is reduced after the Fund buys
it, the Fund is not required automatically to dispose of that security.
However, the Manager will evaluate those securities to determine whether to
keep them in the Fund's portfolio.

Determining the "Average Effective Maturity" of the Fund's Portfolio. In
general, when interest rates change, debt securities having shorter
maturities fluctuate in value less than securities with longer
maturities. The Fund tries to reduce the volatility of its share
prices by seeking to maintain an average effective portfolio maturity
of five years or less. It measures the "average" maturity of all of its
securities on a "dollar-weighted" basis, meaning that larger securities
holdings have a greater effect on overall portfolio maturity than
smaller holdings. The Fund can therefore hold securities with stated
and effective maturities of more or less than five years.

The "effective" maturity of a security is not always the same as the
stated maturity date. A number of factors may cause the "effective"
maturity to be shorter than the stated maturity. For example, a bond's
effective maturity might be deemed to be shorter (for pricing and
trading purposes) than its stated maturity as a result of differences
between its coupon interest rate and current market interest rates,
whether the bond is callable (that means the issuer can pay off the
bond prior to its stated maturity), the rate of accretion of discounts
on the bond, and other factors such as mandatory put provisions and
scheduled sinking fund payments.

When interest rates change, securities that have an effective maturity
that is shorter than their stated maturity tend to behave like
securities having those shorter maturity dates. However, those
securities might not behave as expected, and the Fund might not always
be successful in maintaining its average effective portfolio maturity
at five years or less or in reducing the volatility of its share prices.

CAN THE FUND'S INVESTMENT OBJECTIVE AND POLICIES CHANGE? The Fund's Board of
Trustees can change non-fundamental investment policies without shareholder
approval, although significant changes will be described in amendments to
this Prospectus. Fundamental policies cannot be changed without the approval
of a majority of the Fund's outstanding voting shares. The Fund's investment
objective is not a fundamental policy, but it will not be changed without the
approval of the Board of Trustees and notice to shareholders. Investment
restrictions that are fundamental policies are listed in the Statement of
Additional Information. An investment policy is not fundamental unless this
Prospectus or the Statement of Additional Information says that it is.

OTHER INVESTMENT STRATEGIES. To seek its objective, the Fund can use the
non-principal investment techniques and strategies described below. The Fund
might not always use all of them. These techniques have risks, although some
are designed to help reduce overall investment or market risks.

Borrowing for Leverage. The Fund has the ability borrow from banks to
purchase additional securities, a technique referred to as "leverage" in
amounts up to one-third of its total assets (including the amount borrowed)
less all liabilities and indebtedness other than borrowings. It may also
borrow up to 5% of its total assets for temporary purposes from any person.
This use of leverage will subject the Fund to greater costs than funds that
do not borrow for leverage and may also make the Fund's share price more
sensitive to interest rate changes. The interest on borrowed money is an
expense that might reduce the Fund's yield.

Derivative Investments. The Fund can use derivatives to seek increased income
or to try to hedge investment risks. In general terms, a derivative
investment is an investment contract whose value depends on (or is
derived from) the value of an underlying asset, interest rate or index.
"Inverse floaters" and "floating rate" or "variable rate obligations"
are examples of derivatives that the Fund can use and are discussed
further below. The Fund generally does not use hedging instruments,
such as options, to try to hedge investment risks.

o There are Special Risks in Using Derivative Investments. If the issuer
of the derivative investment does not pay the amount due, the Fund can
lose money on its investment. Also, the underlying security or
investment on which the derivative is based, and the derivative itself,
might not perform the way the Manager expected it to perform. If that
happens, the Fund will get less income than expected or its hedge might
be unsuccessful, and its share prices could fall. To try to preserve
capital, the Fund has limits on the amount of particular types of
derivatives it can hold. However, using derivatives can increase the
volatility of the Fund's share prices. Some derivatives may be
illiquid, making it difficult for the Fund to sell them quickly at an
acceptable price.

Floating Rate/Variable Rate Obligations. Some municipal securities the Fund
can purchase have variable or floating interest rates. Variable rates
are adjustable at stated periodic intervals. Floating rates are
automatically adjusted according to a specified market rate for those
investments, such as a percentage of the prime rate of a bank, or the
91-day U.S. Treasury Bill rate. These obligations may be secured by
bank letters of credit or other credit support arrangements and can
include "participation interests" purchased from banks that give the
Fund an undivided interest in a municipal obligation in proportion to
its investment.

o Inverse Floaters . Variable rate bonds known as "inverse floaters" pay
interest at rates that move in the opposite direction of yields on
short-term bonds in response to market changes. As short term interest
rates rise, inverse floaters produce less current income, and their
market value can become volatile. As short term interest rates fall,
inverse floaters produce more current income. Inverse floaters are a
type of "derivative security." Some have a "cap," so that if interest
rates rise above the "cap," the security pays additional interest
income. If rates do not rise above the "cap," the Fund will have paid
an additional amount for a feature that proves worthless. Under certain
circumstances, the Fund may enter into an agreement with the sponsor of
an inverse floater that commits the Fund to reimburse the sponsor the
difference between the liquidation value of the underlying security
(which is the basis of the inverse floater) and the principal amount
due to the holders of the floating rate security. Although entering
into this type of agreement would expose the Fund to the risk that it
may be required to make a reimbursement of the type described above,
the Fund would usually receive higher interest payments than under a
typical inverse floater and would be able to defer recognizing any loss
on an inverse floater covered by the agreement. The Fund will not
invest more than 5% of its total assets in inverse floaters.

"When-Issued" and "Delayed-Delivery" Transactions. The Fund can purchase
municipal securities on a "when-issued" basis and may purchase or sell
such securities on a "delayed-delivery" basis. These terms refer to
securities that have been created and for which a market exists, but
which are not available for immediate delivery. The Fund does not
intend to enter into these transactions for speculative purposes.
During the period between the purchase and settlement, no payment is
made for the security and no interest accrues to the Fund from the
investment until the Fund receives the security on settlement of the
trade. There is a risk of loss to the Fund if the value of the
security declines prior to the settlement date. The Fund limits these
investments to not more than 10% of its net assets.

Illiquid and Restricted Securities. Investments may be illiquid because they
do not have an active trading market, making it difficult to value them
or dispose of them promptly at an acceptable price. A restricted
security may have a contractual restriction on its resale or cannot be
sold publicly until it is registered under the Securities Act of 1933.
The Fund will not invest more than 15% of its net assets in illiquid
and restricted securities. The Manager monitors holdings of illiquid
securities on an ongoing basis to determine whether to sell any
holdings to maintain adequate liquidity.

Zero-Coupon Securities. The Fund can invest without limit in zero-coupon
securities. These debt obligations do not pay interest prior to their
maturity date or else they do not start to pay interest at a stated
coupon rate until a future date. They are issued and traded at a
discount from their face amount. The discount varies as the securities
approach their maturity date (or the date interest payments are
scheduled to begin). When interest rates change, zero-coupon securities
are subject to greater fluctuations in their value than securities that
pay current interest. The Fund accrues the discount on zero-coupon
bonds as tax-free income on a current basis. The Fund may have to pay
out the imputed income on zero-coupon securities without receiving
actual cash payments currently.

Temporary Defensive and Interim Investments. In times of unstable adverse
market, economic or political conditions, the Fund can invest up to
100% of its total assets in temporary investments that are inconsistent
with the Fund's principal investment strategies. This may happen when
the Manager believes that unstable or adverse market, economic or
political conditions might erode the value of the Fund's portfolio.
Generally, these investments would be short-term municipal securities
but could be taxable short-term debt securities. The Fund also might
hold these types of securities pending the investment of proceeds from
the sale of portfolio securities or to meet anticipated redemptions of
Fund shares. The income from some of these temporary defensive or
interim investments may not be tax-exempt. Therefore when making those
investments, the Fund might not achieve its objective.

PORTFOLIO HOLDINGS. The Fund's portfolio holdings are included in
semi-annual and annual reports that are distributed to shareholders of
the Fund within 60 days after the close of the period for which such
report is being made. The Fund also discloses its portfolio holdings in
its Statements of Investments on Form N-Q, which are filed with the
Securities and Exchange Commission (the "SEC") no later than 60 days
after the close of the first and third fiscal quarters. These required
quarterly filings are publicly available at the SEC. Therefore,
portfolio holdings of the Fund are made publicly available no later
than 60 days after the close of each of the Fund's fiscal quarters.

A description of the Fund's policies and procedures with respect to
the disclosure of the Fund's portfolio securities is available in the
Fund's Statement of Additional Information.

How the Fund is Managed

THE MANAGER. The Manager chooses the Fund's investments and handles its
day-to-day business. The Manager carries out its duties, subject to the
policies established by the Fund's Board of Trustees, under an investment
advisory agreement that states the Manager's responsibilities. The agreement
sets the fees the Fund pays to the Manager and describes the expenses that
the Fund is responsible to pay to conduct its business.

The Manager has been an investment advisor since 1960. The Manager and
its subsidiaries and controlled affiliates managed more than $215 billion in
assets as of March 31, 2006, including other Oppenheimer funds with more than
6 million shareholder accounts. The Manager is located at Two World Financial
Center, 225 Liberty Street, 11th Floor, New York, New York 10281-1008.

Advisory Fees. Under the Investment Advisory Agreement, the Fund pays the
Manager an advisory fee at an annual rate, which declines on additional
assets as the Fund grows: 0.50% of the first $100 million of average daily
net assets, 0.45% of the next $150 million, 0.40% of the next $1.75 billion,
0.39% of the next $3 billion and 0.38% of average daily net assets in excess
of $5 billion. The Fund's management fee for its last fiscal year ended
December 31, 2005, was 0.40% of average annual net assets for each class of
shares.

A discussion regarding the basis for the Board of Trustees' approval of
the Fund's investment advisory contract is available in the Fund's Annual
Report to shareholders for the year ended December 31, 2005.

Portfolio Managers. The Fund's portfolio is managed by a team of investment
professionals, including Ronald H. Fielding, Daniel G. Loughran, Scott
Cottier, Troy Willis, Mark DeMitry, Marcus Franz and Michael Camarella, who

are primarily responsible for the day-to-day management of the Fund's
investments.

Mr. Fielding has been a Vice President and Senior Portfolio Manager of
the Fund since January 1996. Mr. Fielding has been a Senior Vice
President of the Manager since January 1996 and Chairman of the
Rochester Division of the Manager since January 1996. He is a portfolio
manager and officer of other Oppenheimer Funds. Mr. Fielding is the
chief strategist and a trader for the Fund and other Oppenheimer Funds
complex.

Mr. Loughran has been a Vice President of the Fund since October 2005
and a Senior Portfolio Manager of the Fund since April 2001. Mr.
Loughran has been a Vice President of the Manager since April 2001. He
is a portfolio manager and officer of other Oppenheimer Funds. Mr.
Loughran is the team leader, lead manager and a trader for the Fund and
other Oppenheimer Funds.

Mr. Cottier has been a Vice President of the Fund since October 2005 and
a Senior Portfolio Manager of the Fund since 2002. Mr. Cottier has been
a Vice President of the Manager since 2002. Prior to joining the
Manager in 2002, Mr. Cottier was a portfolio manager and trader at
Victory Capital Management from 1999 to 2002. He is a senior portfolio
manager and officer of other Oppenheimer Funds. Mr. Cottier is also a
trader for the Fund and other Oppenheimer Funds.

Mr. Willis has been a Vice President of the Fund since October 2005 and
a Senior Portfolio Manager of the Fund since 2005. Mr. Willis was an
Associate Portfolio Manager of the Fund from 2003 to 2005. Prior to
joining the Manager in 2003, Mr. Willis was a Corporate Attorney for
Southern Resource Group from 1999 to 2003. He is a senior portfolio
manager and officer of other Oppenheimer Funds. Mr. Willis is also a
trader for the Fund and other Oppenheimer Funds.

Mr. DeMitry is a research analyst for the Fund. He has been a research
analyst of the Manager since June 2003. Mr. DeMitry was a credit
analyst of the Manager from July 2001 to May 2003 and an Associate
Regional Sales Representative of the Manager from December 2000 to June
2001. Mr. DeMitry is also a trader for the fund and other Oppenheimer
Funds.

Mr. Franz is a research analyst for the Fund. He has been a research
analyst of the Manager since June 2003. Prior to joining the Manager,
Mr. Franz was a summer intern in the Securities Division at TIAA-CREF
from June 2002 to September 2002; and Senior Commercial Credit Analyst
at M&T Bank from June 1999 to September 2001. Mr. Franz is also a trader
for the fund and other Oppenheimer Funds.

Mr. Camarella is a research analyst for the Fund. He has been a
research analyst of the Manager since February 2006. Mr. Camarella was
a credit analyst of the Manager from June 2003 to January 2006. Prior
to joining the Manager, he was employed as an Investment Banking Analyst
for Wachovia Securities in Charlotte, North Carolina. Mr. Camarella is
also a trader for the fund and other Oppenheimer Funds.

Additional information about the Fund's Portfolio Management Team, regarding
compensation, other accounts managed and their ownership of Fund shares, is
provided in the Statement of Additional Information.

Pending Litigation. A complaint was filed as a putative class action
against the Manager and the Transfer Agent (and other defendants) in
the U.S. District Court for the Southern District of New York on
January 10, 2005 and was amended on March 4, 2005. The complaint
alleged, among other things, that the Manager charged excessive fees
for distribution and other costs, and that by permitting and/or
participating in those actions, the Directors/Trustees and the Officers
of the funds breached their fiduciary duties to fund shareholders under
the Investment Company Act of 1940 and at common law. The plaintiffs
sought unspecified damages, an accounting of all fees paid, and an
award of attorneys' fees and litigation expenses. In response to
motions to dismiss the suit that had been filed by defendants, seven of
the eight counts in the complaint, including the claims against certain
of the Oppenheimer funds, as nominal defendants, and against certain
present and former Directors, Trustees and officers of the funds, and
the Distributor, as defendants, were dismissed with prejudice, by court
order dated March 10, 2006, and the remaining count against the Manager
and the Transfer Agent was dismissed with prejudice by court order
dated April 5, 2006. The time in which plaintiffs may file an appeal
to those decisions has not yet lapsed.

OppenheimerFunds, Inc. believes that it is premature to render any
opinion as to the likelihood of an outcome unfavorable to them, the Funds,
the Directors/Trustees or the Officers if the plaintiffs should appeal the
decisions of the district court, and that no estimate can yet be made with
any degree of certainty as to the amount or range of any potential loss.
However, OppenheimerFunds believes that the allegations contained in the
complaints are without merit and that if the decisions of the district court
are appealed, there are substantial grounds to sustain the district court's
ruling.

ABOUT YOUR ACCOUNT

How to Buy Shares

You can buy shares several ways, as described below. The Fund's Distributor,
OppenheimerFunds Distributor, Inc., may appoint servicing agents to accept
purchase (and redemption) orders. The Distributor, in its sole discretion,
may reject any purchase order for the Fund's shares.

Buying Shares Through Your Dealer. You can buy shares through any dealer,
broker or financial institution that has a sales agreement with the
Distributor. Your dealer will place your order with the Distributor on
your behalf. A broker or dealer may charge for that service.
Buying Shares Through the Distributor. Complete an OppenheimerFunds new
account application and return it with a check payable to
"OppenheimerFunds Distributor, Inc." Mail it to P.O. Box 5270, Denver,
Colorado 80217. If you don't list a dealer on the application, Class A
shares are your only purchase option. The Distributor will act as your
agent in buying Class A shares. However, we recommend that you discuss
your investment with a financial advisor before you make a purchase to
be sure that the Fund is appropriate for you. Class B or Class C shares
may not be purchased by a new investor directly from the Distributor
without the investor designating another registered broker-dealer. If a
current investor no longer has another broker-dealer of record for an
existing Class B or Class C account, the Distributor is automatically
designated as the broker-dealer of record, but solely for the purpose
of acting as the investor's agent to purchase the shares.

o Paying by Federal Funds Wire. Shares purchased through the Distributor
may be paid for by Federal Funds wire. The minimum investment is
$2,500. Before sending a wire, call the Distributor's Wire Department
at 1.800.225.5677 to notify the Distributor of the wire and to receive
further instructions.
o Buying Shares Through OppenheimerFunds AccountLink. With AccountLink,
you pay for shares by electronic funds transfers from your bank
account. Shares are purchased for your account by a transfer of money
from your bank account through the Automated Clearing House (ACH)
system. You can provide those instructions automatically, under an
Asset Builder Plan, described below, or by telephone instructions using
OppenheimerFunds PhoneLink, also described below. Please refer to
"AccountLink," below for more details.
o Buying Shares Through Asset Builder Plans. You may purchase shares of
the Fund automatically each month from your account at a bank or other
financial institution under an Asset Builder Plan with AccountLink.
Details are in the Asset Builder application and the Statement of
Additional Information.

WHAT IS THE MINIMUM AMOUNT YOU MUST INVEST? In most cases, you can buy Fund
shares with a minimum initial investment of $1,000 and make additional
investments at any time with as little as $50. There are reduced minimums
available under the following special investment plans:
o By using an Asset Builder Plan or Automatic Exchange Plan (details are
in the Statement of Additional Information), or government allotment
plan, you can make subsequent investments (after making an initial
investment of $500) for as little as $50. For any type of account
established under one of these plans prior to November 1, 2002, the
minimum additional investment will remain $25.
o The minimum investment requirement does not apply to reinvesting
dividends from the Fund or other Oppenheimer funds (a list of them
appears in the Statement of Additional Information, or you can ask your
dealer or call the Transfer Agent), or reinvesting distributions from
unit investment trusts that have made arrangements with the Distributor.

AT WHAT PRICE ARE SHARES SOLD? Shares are sold at their offering price which
is the net asset value per share plus any initial sales charge that applies.
The offering price that applies to a purchase order is based on the next
calculation of the net asset value per share that is made after the
Distributor receives the purchase order at its offices in Colorado, or after
any agent appointed by the Distributor receives the order.

Net Asset Value. The Fund calculates the net asset value of each class of
shares as of the close of the New York Stock Exchange (the "NYSE"), on
each day the NYSE is open for trading (referred to in this Prospectus
as a "regular business day"). The NYSE normally closes at 4:00 p.m.,
Eastern time, but may close earlier on some days. All references to
time in this Prospectus mean "Eastern time."

The net asset value per share for a class of shares on a "regular
business day" is determined by dividing the value of the Fund's net
assets attributable to that class by the number of shares of that class
outstanding on that day. To determine net asset values, the Fund
assets are valued primarily on the basis of current market quotations.
If market quotations are not readily available or do not accurately
reflect fair value for a security (in the Manager's judgment) or if a
security's value has been materially affected by events occurring after
the close of the NYSE or market on which the security is principally
traded, that security may be valued by another method that the Board of
Trustees believes accurately reflects the fair value.

The Board has adopted valuation procedures for the Fund and has
delegated the day-to-day responsibility for fair value determinations
to the Manager's Valuation Committee. Fair value determinations by the
Manager are subject to review, approval and ratification by the Board
at its next scheduled meeting after the fair valuations are
determined. In determining whether current market prices are readily
available and reliable, the Manager monitors the information it
receives in the ordinary course of its investment management
responsibilities for significant events that it believes in good faith
will affect the market prices of the securities of issuers held by the
Fund. Those may include events affecting specific issuers (for
example, a halt in trading of the securities of an issuer on an
exchange during the trading day) or events affecting securities markets
(for example, a foreign securities market closes early because of a
natural disaster).

If, after the close of the principal market on which a security
held by the Fund is traded and before the time as of which the Fund's
net asset values are calculated that day, a significant event occurs
that the Manager learns of and believes in the exercise of its judgment
will cause a material change in the value of that security from the
closing price of the security on the principal market on which it is
traded, the Manager will use its best judgment to determine a fair
value for that security.

The Offering Price. To receive the offering price for a
particular day, the Distributor or its designated agent must receive
your order, in good order, by the time the NYSE closes that day. If
your order is received on a day when the NYSE is closed or after it has
closed, the order will receive the next offering price that is
determined after your order is received.
Buying Through a Dealer. If you buy shares through a dealer, your dealer must
receive the order by the close of the NYSE (normally 4:00 p.m.) and
transmit it to the Distributor so that it is received before the
Distributor's close of business on a regular business day (normally
5:00 p.m.) to receive that day's offering price, unless your dealer has
made alternative arrangements with the Distributor. Otherwise, the
order will receive the next offering price that is determined.

------------------------------------------------------------------------------

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WHAT CLASSES OF SHARES DOES THE FUND OFFER? The Fund offers investors three
different classes of shares. The different classes of shares represent
investments in the same portfolio of securities, but the classes are subject
to different expenses and will likely have different share prices. When you
buy shares, be sure to specify the class of shares. If you do not choose a
class, your investment will be made in Class A shares.
------------------------------------------------------------------------------

------------------------------------------------------------------------------
------------------------------------------------------------------------------
Class A Shares. If you buy Class A shares, you pay an initial sales charge
(on investments up to $1 million). The amount of that sales charge will
vary depending on the amount you invest. The sales charge rates are
listed in "How Can You Buy Class A Shares?" below.
------------------------------------------------------------------------------
Class B Shares. If you buy Class B shares, you pay no sales charge at the
time of purchase, but you will pay an annual asset-based sales charge.
If you sell your shares within 5 years of buying them, you will
normally pay a contingent deferred sales charge. That contingent
deferred sales charge varies depending on how long you own your shares,
as described in "How Can You Buy Class B Shares?" below.
------------------------------------------------------------------------------
Class C Shares. If you buy Class C shares, you pay no sales charge at the
time of purchase, but you will pay an annual asset-based sales charge.
If you sell your shares within 12 months of buying them, you will
normally pay a contingent deferred sales charge of 1.0%, as described
in "How Can You Buy Class C Shares?" below.
------------------------------------------------------------------------------

WHICH CLASS OF SHARES SHOULD YOU CHOOSE? Once you decide that the Fund is an
appropriate investment for you, the decision as to which class of shares is
best suited to your needs depends on a number of factors that you should
discuss with your financial advisor. Some factors to consider are how much
you plan to invest and how long you plan to hold your investment. If your
goals and objectives change over time and you plan to purchase additional
shares, you should re-evaluate those factors to see if you should consider
another class of shares. The Fund's operating costs that apply to a class of
shares and the effect of the different types of sales charges on your
investment will vary your investment results over time.

The discussion below is not intended to be investment advice or a
recommendation, because each investor's financial considerations are
different. The discussion below assumes that you will purchase only one class
of shares and not a combination of shares of different classes. Of course,
these examples are based on approximations of the effects of current sales
charges and expenses projected over time, and do not detail all of the
considerations in selecting a class of shares. You should analyze your
options carefully with your financial advisor before making that choice.

How Long Do You Expect to Hold Your Investment? While future financial needs
cannot be predicted with certainty, knowing how long you expect to hold
your investment will assist you in selecting the appropriate class of
shares. Because of the effect of class-based expenses, your choice will
also depend on how much you plan to invest. For example, the reduced
sales charges available for larger purchases of Class A shares may,
over time, offset the effect of paying an initial sales charge on your
investment, compared to the effect over time of higher class-based
expenses on shares of Class B or Class C.

o Investing for the Shorter Term. While the Fund is meant to be a
long-term investment, if you have a relatively short-term investment
horizon (that is, you plan to hold your shares for not more than five
years), you should most likely invest in Class A or Class C shares
rather than Class B shares. That is because of the effect of the Class
B contingent deferred sales charge if you redeem within five years, as
well as the effect of the Class B asset-based sales charge on the
investment return for that class in the short-term. Class C shares
might be the appropriate choice (especially for investments of less
than $100,000), because there is no initial sales charge on Class C
shares, and the contingent deferred sales charge does not apply to
amounts you sell after holding them one year.

However, if you plan to invest more than $100,000 for the shorter term,
then as your investment horizon increases toward six years, Class C
shares might not be as advantageous as Class A shares. That is because
the annual asset-based sales charge on Class C shares will have a
greater impact on your account over the longer term than the reduced
front-end sales charge available for larger purchases of Class A
shares.

If you invest $1 million or more, in most cases Class A shares will be
the most advantageous choice, no matter how long you intend to hold
your shares. The Distributor will not accept purchase orders of more
than $100,000 for Class B shares or $1 million or more of Class C
shares from a single investor. Dealers or other financial
intermediaries purchasing shares for their customers in omnibus
accounts are responsible for compliance with those limits.

o Investing for the Longer Term. If you are investing less than $100,000
for the longer-term, and do not expect to need access to your money for
five years, Class B shares may be appropriate.

Are There Differences in Account Features That Matter to You? Some account
features may not be available to Class B and Class C shareholders.
Other features may not be advisable (because of the effect of the
contingent deferred sales charge) for Class B and Class C shareholders.
Therefore, you should carefully review how you plan to use your
investment account before deciding which class of shares to buy.

Additionally, the dividends payable to Class B and Class C shareholders
will be reduced by the additional expenses borne by those classes that
are not borne by Class A shares, such as the Class B and Class C
asset-based sales charge described below and in the Statement of
Additional Information. Also, checkwriting is not available on
accounts subject to a contingent deferred sales charge.

How Do Share Classes Affect Payments to Your Broker? A financial advisor may
receive different compensation for selling one class of shares than for
selling another class. It is important to remember that Class B and
Class C contingent deferred sales charges and asset-based sales charges
have the same purpose as the front-end sales charge on sales of Class A
shares: to compensate the Distributor for concessions and expenses it
pays to dealers and financial institutions for selling shares. The
Distributor may pay additional compensation from its own resources to
securities dealers or financial institutions based upon the value of
shares of the Fund owned by the dealer or financial institution for its
own account or for its customers.

HOW CAN YOU BUY CLASS A SHARES? Class A shares are sold at their offering
price, which is normally net asset value plus an initial sales charge.
However, in some cases, described below, purchases are not subject to an
initial sales charge, and the offering price will be the net asset value. In
other cases, reduced sales charges may be available, as described below or in
the Statement of Additional Information. Out of the amount you invest, the
Fund receives the net asset value to invest for your account.

The sales charge varies depending on the amount of your purchase. A
portion of the sales charge may be retained by the Distributor or allocated
to your dealer as concession. The Distributor reserves the right to reallow
the entire concession to dealers. The current sales charge rates and
concessions paid to dealers and brokers are as follows:

------------------------------------------------------------------------------
Amount of Purchase Front-End Sales Front-End Sales Concession As a
Charge As a
Charge As a Percentage of
Percentage of Net Percentage of
Offering Price Amount Invested Offering Price
------------------------------------------------------------------------------
------------------------------------------------------------------------------
Less than $100,000 3.50% 3.63% 3.00%
------------------------------------------------------------------------------
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$100,000 or more but 3.00% 3.09% 2.50%
less than $250,000
------------------------------------------------------------------------------
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$250,000 or more but 2.50% 2.56% 2.00%
less than $500,000
------------------------------------------------------------------------------
------------------------------------------------------------------------------
$500,000 or more but 2.00% 2.04% 1.50%
less than $1 million
------------------------------------------------------------------------------

Due to rounding, the actual sales charge for a particular transaction may be
higher or lower than the rates listed above.

SPECIAL SALES CHARGE ARRANGEMENTS AND WAIVERS. Appendix C to the Statement of
Additional Information details the conditions for the waiver of sales charges
that apply in certain cases and the special sales charge rates that apply to
purchases of shares of the Fund by certain groups, or in other special types
of transactions. To receive a waiver or special sales charge rate, you must
advise the Distributor when purchasing shares or the Transfer Agent when
redeeming shares that a special condition applies.

Can You Reduce Class A Sales Charges? You and your spouse may be eligible to
buy Class A shares of the Fund at reduced sales charge rates set forth in the
table above under the Fund's "Right of Accumulation" or a "Letter of Intent."
The Fund reserves the right to modify or to cease offering these programs at
any time.

o Right of Accumulation. To qualify for the reduced Class A sales charge
that would apply to a larger purchase than you are currently making
(as shown in the table above), you can add the value of any Class A,
Class B or, Class C shares of the Fund or other Oppenheimer funds
that you or your spouse currently own, or are currently purchasing,
to the value of your Class A share purchase. Your Class A shares of
Oppenheimer Money Market Fund, Inc. or Oppenheimer Cash Reserves on
which you have not paid a sales charge will not be counted for this
purpose. In totaling your holdings, you may count shares held in
your individual accounts (including IRAs and 403(b) plans), your
joint accounts with your spouse, or accounts you or your spouse hold
as trustees or custodians on behalf of your children who are minors.
A fiduciary can count all shares purchased for a trust, estate or
other fiduciary account that has multiple accounts (including
employee benefit plans for the same employer). If you are buying
shares directly from the Fund, you must inform the Distributor of
your eligibility and holdings at the time of your purchase in order
to qualify for the Right of Accumulation. If you are buying shares
through your financial intermediary you must notify your
intermediary of your eligibility for the Right of Accumulation at
the time of your purchase.

To count shares of eligible Oppenheimer funds held in accounts at
other intermediaries under this Right of Accumulation, you may be
requested to provide the Distributor or your current intermediary with
a copy of all account statements showing your current holdings of the
Fund or other eligible Oppenheimer funds, including statements for
accounts held by you and your spouse or in retirement plans or trust or
custodial accounts for minor children as described above. The
Distributor or intermediary through which you are buying shares will
calculate the value of your eligible Oppenheimer fund shares, based on
the current offering price, to determine which Class A sales charge
rate you qualify for on your current purchase.

o Letters of Intent. You may also qualify for reduced Class A sales
charges by submitting a Letter of Intent to the Distributor. A
Letter of Intent is a written statement of your intention to
purchase a specified value of Class A, Class B or Class C shares of
the Fund or other Oppenheimer funds over a 13-month period. The
total amount of your intended purchases of Class A, Class B and
Class C shares will determine the reduced sales charge rate that
will apply to your Class A share purchases of the Fund during that
period. You can choose to include purchases made up to 90 days
before the date that you submit a Letter of Intent. Your Class A
shares of Oppenheimer Money Market Fund, Inc. or Oppenheimer Cash
Reserves on which you have not paid a sales charge will not be
counted for this purpose. Submitting a Letter of Intent does not
obligate you to purchase the specified amount of shares. You may
also be able to apply the Right of Accumulation to these purchases.

If you do not complete the Letter of Intent, the front-end sales
charge you paid on your purchases will be recalculated to reflect
the actual value of shares you purchased. A certain portion of
your shares will be held in escrow by the Fund's Transfer Agent for
this purpose. Please refer to "How to Buy Shares - Letters of
Intent" in the Fund's Statement of Additional Information for more
complete information.

Other Special Sales Charge Arrangements and Waivers. The Fund and the
Distributor offer other opportunities to purchase shares without front-end or
contingent deferred sales charges under the programs described below. The
Fund reserves the right to amend or discontinue these programs at any time
without prior notice.

o Dividend Reinvestment. Dividends and/or capital gains distributions
received by a shareholder from the Fund may be reinvested in shares
of the Fund or any of the other Oppenheimer funds into which shares
of the Fund may be exchanged without a sales charge, at the net
asset value per share in effect on the payable date. You must notify
the Transfer Agent in writing to elect this option and must have an
existing account in the fund selected for reinvestment.

o Exchanges of Shares. Shares of the Fund may be exchanged for shares of
certain other Oppenheimer funds at net asset value per share at the
time of exchange, without sales charge, and shares of the Fund can
be purchased by exchange of shares of certain other Oppenheimer
funds on the same basis. Please refer to "How to Exchange Shares" in
this Prospectus and in the Statement of Additional Information for
more details, including a discussion of circumstances in which sales
charges may apply on exchanges.

o Reinvestment Privilege. Within six months of a redemption of certain
Class A and Class B shares, the proceeds may be reinvested in Class
A shares of the Fund, or any of the other Oppenheimer funds into
which shares of the Fund may be exchanged, without a sales charge.
This privilege applies to redemptions of Class A shares that were
subject to an initial sales charge or Class A or Class B shares that
were subject to a contingent deferred sales charge when redeemed.
The investor must ask the Transfer Agent or his or her financial
intermediary for that privilege at the time of reinvestment and must
identify the account from which the redemption was made.
o Other Special Reductions and Waivers. The Fund and the Distributor
offer additional arrangements to reduce or eliminate front-end
sales charges or to waive contingent deferred sales charges
for certain types of transactions and for certain classes of
investors (primarily retirement plans that purchase shares in
special programs through the Distributor). These are described
in greater detail in Appendix C to the Statement of Additional
Information, which may be ordered by calling 1.800.225.5677 or
through the OppenheimerFunds website, at
www.oppenheimerfunds.com (follow the hyperlinks: "Access
Accounts and Services" - "Forms & Literature" - "Order
Literature" - "Statements of Additional Information"). A
description of these waivers and special sales charge
arrangements is also available for viewing on the
OppenheimerFunds website (follow the hyperlinks: "Research
Funds" - "Fund Documents" - "View a description . . ."). To
receive a waiver or special sales charge rate under these
programs, the purchaser must notify the Distributor (or other
financial intermediary through which shares are being
purchased) at the time of purchase, or notify the Transfer
Agent at the time of redeeming shares for those waivers that
apply to contingent deferred sales charges.

Class A Contingent Deferred Sales Charge. There is no initial sales charge on
purchases of Class A shares of any one or more of the Oppenheimer funds
aggregating $1 million or more. The Distributor pays dealers of record
concessions in an amount equal to 0.50% of purchases of $1 million or
more. That concession will not be paid on purchases of shares by
exchange or that were previously subject to a front-end sales charge
and dealer concession.

If you redeem any of those shares within an 18 month "holding period"
measured from the beginning of the calendar month of their purchase, a
contingent deferred sales charge (called the "Class A contingent
deferred sales charge") may be deducted from the redemption proceeds.
That sales charge will be equal to 1.0% of the lesser of:
o the aggregate net asset value of the redeemed shares at the time of
redemption (excluding shares purchased by reinvestment of dividends or
capital gain distributions) or
o the original net asset value of the redeemed shares.

The Class A contingent deferred sales charge will not exceed the
aggregate amount of the concessions the Distributor paid to your dealer
on all purchases of Class A shares of all Oppenheimer funds you made
that were subject to the Class A contingent deferred sales charge.

HOW CAN YOU BUY CLASS B SHARES? Class B shares are sold at net asset value
per share without an initial sales charge. However, if Class B shares are
redeemed within five years from the beginning of the calendar month of their
purchase, a contingent deferred sales charge will be deducted from the
redemption proceeds. The Class B contingent deferred sales charge is paid to
compensate the Distributor for its expenses of providing distribution-related
services to the Fund in connection with the sale of Class B shares.

The amount of the contingent deferred sales charge will depend on the
number of years since you invested and the dollar amount being redeemed,
according to the following schedule for the Class B contingent deferred sales
charge holding period:

--------------------------------------------------------------------------------
Years Since Beginning of Month in Which Contingent Deferred Sales Charge on
Redemptions in That Year
Purchase Order was Accepted (As % of Amount Subject to Charge)
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
0 - 1 4.0%
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
1 - 2 3.0%
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
2 - 3 2.0%
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
3 - 4 2.0%
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
4 - 5 1.0%
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
More than 5 None
--------------------------------------------------------------------------------
In the table, a "year" is a 12-month period. In applying the contingent
deferred sales charge, all purchases are considered to have been made on the
first regular business day of the month in which the purchase was made.

Automatic Conversion of Class B Shares. Class B shares automatically convert
to Class A shares 72 months after you purchase them. This conversion
feature relieves Class B shareholders of the asset-based sales charge
that applies to Class B shares under the Class B Distribution and
Service Plan, described below. The conversion is based on the relative
net asset value of the two classes, and no sales load or other charge
is imposed. When any Class B shares that you hold convert, any other
Class B shares that were acquired by reinvesting dividends and
distributions on the converted shares will also convert to Class A
shares. For further information on the conversion feature and its tax
implications, see "Class B Conversion" in the Statement of Additional
Information.

HOW CAN YOU BUY CLASS C SHARES? Class C shares are sold at net asset value
per share without an initial sales charge. However, if Class C shares are
redeemed within a holding period of 12 months from the beginning of the
calendar month of their purchase, a contingent deferred sales charge of 1.0%
will be deducted from the redemption proceeds. The Class C contingent
deferred sales charge is paid to compensate the Distributor for its expenses
of providing distribution-related services to the Fund in connection with the
sale of Class C shares.

DISTRIBUTION AND SERVICE (12b-1) PLANS.

Service Plan for Class A Shares. The Fund has adopted a Service Plan for
Class A shares. It reimburses the Distributor for a portion of its
costs incurred for services provided to accounts that hold Class A
shares. Reimbursement is made quarterly at an annual rate of up to
0.25% of the average annual net assets of Class A shares of the Fund.
The Distributor currently uses all of those fees to pay dealers,
brokers, banks and other financial institutions periodically for
providing personal service and maintenance of accounts of their
customers that hold Class A shares.

Distribution and Service Plans for Class B and Class C Shares. The Fund has
adopted Distribution and Service Plans for Class B and Class C shares
to pay the Distributor for its services and costs in distributing Class
B and Class C shares and servicing accounts. Under the plans, the Fund
pays the Distributor an annual asset-based sales charge of 0.75% per
year on Class B shares and on Class C shares. The Distributor also
receives a service fee of up to 0.25% per year under each plan.

The asset-based sales charge and service fees increase Class B and
Class C expenses by 1.00% of the net assets per year of the respective
class. Because these fees are paid out of the Fund's assets on an
ongoing basis, over time these fees will increase the cost of your
investment and may cost you more than other types of sales charges.

The Distributor uses the service fees to compensate dealers for
providing personal services for accounts that hold Class B or Class C
shares. The Distributor normally pays the 0.25% service fees to dealers
in advance for the first year after the shares are sold by the dealer.
After the shares have been held for a year, the Distributor pays the
service fees to dealers periodically.

The Distributor currently pays a sales concession of 2.75% of the
purchase price of Class B shares to dealers from its own resources at
the time of sale. Including the advance of the service fee, the total
amount paid by the Distributor to the dealer at the time of sale of
Class B shares is therefore 3.00% of the purchase price. The
Distributor normally retains the Class B asset-based sales charge. See
the Statement of Additional Information for exceptions.

The Distributor currently pays a sales concession of 0.75% of the
purchase price of Class C shares to dealers from its own resources at
the time of sale. Including the advance of the service fee, the total
amount paid by the Distributor to the dealer at the time of sale of
Class C shares is therefore 1.00% of the purchase price. The
Distributor pays the asset-based sales charge as an ongoing concession
to the dealer on Class C shares that have been outstanding for a year
or more. The Distributor normally retains the Class C asset-based sales
charge during the first year after Class C shares are purchased. See
the Statement of Additional Information for exceptions.

Under certain circumstances, the Distributor will pay the full Class B
or Class C asset-based sales charge and the service fee to the dealer
beginning in the first year after purchase of such shares in lieu of
paying the dealer the sales concession and the advance of the first
year's service fee at the time of purchase, if there is a special
agreement between the dealer and the Distributor. In those
circumstances, the sales concession will not be paid to the dealer.

OTHER PAYMENTS TO FINANCIAL INTERMEDIARIES AND SERVICE PROVIDERS. The Manager
and the Distributor, in their discretion, also may pay dealers or other
financial intermediaries and service providers for distribution and/or
shareholder servicing activities. These payments are made out of the
Manager's and/or the Distributor's own resources, including from the profits
derived from the advisory fees the Manager receives from the Fund. These cash
payments, which may be substantial, are paid to many firms having business
relationships with the Manager and Distributor. These payments are in
addition to any distribution fees, servicing fees, or transfer agency fees
paid directly or indirectly by the Fund to these financial intermediaries and
any commissions the Distributor pays to these firms out of the sales charges
paid by investors. These payments by the Manager or Distributor from their
own resources are not reflected in the tables in the section called "Fees and
Expenses of the Fund" in this Prospectus because they are not paid by the
Fund.

"Financial intermediaries" are firms that offer and sell Fund shares to
their clients, or provide shareholder services to the Fund, or both, and
receive compensation for doing so. Your securities dealer or financial
adviser, for example, is a financial intermediary, and there are other types
of financial intermediaries that receive payments relating to the sale or
servicing of the Fund's shares. In addition to dealers, the financial
intermediaries that may receive payments include sponsors of fund
"supermarkets," sponsors of fee-based advisory or wrap fee programs, sponsors
of college and retirement savings programs, banks and trust companies
offering products that hold Fund shares, and insurance companies that offer
variable annuity or variable life insurance products.

In general, these payments to financial intermediaries can be
categorized as "distribution-related" or "servicing" payments. Payments for
distribution-related expenses, such as marketing or promotional expenses, are
often referred to as "revenue sharing." Revenue sharing payments may be made
on the basis of the sales of shares attributable to that dealer, the average
net assets of the Fund and other Oppenheimer funds attributable to the
accounts of that dealer and its clients, negotiated lump sum payments for
distribution services provided, or sales support fees. In some circumstances,
revenue sharing payments may create an incentive for a dealer or financial
intermediary or its representatives to recommend or offer shares of the Fund
or other Oppenheimer funds to its customers. These payments also may give an
intermediary an incentive to cooperate with the Distributor's marketing
efforts. A revenue sharing payment may, for example, qualify the Fund for
preferred status with the intermediary receiving the payment or provide
representatives of the Distributor with access to representatives of the
intermediary's sales force, in some cases on a preferential basis over funds
of competitors. Additionally, as firm support, the Manager or Distributor may
reimburse expenses related to educational seminars and "due diligence" or
training meetings (to the extent permitted by applicable laws or the rules of
the NASD) designed to increase sales representatives' awareness about
Oppenheimer funds, including travel and lodging expenditures. However, the
Manager does not consider a financial intermediary's sale of shares of the
Fund or other Oppenheimer funds when selecting brokers or dealers to effect
portfolio transactions for the funds.

Various factors are used to determine whether to make revenue sharing
payments. Possible considerations include, without limitation, the types of
services provided by the intermediary, sales of Fund shares, the redemption
rates on accounts of clients of the intermediary or overall asset levels of
Oppenheimer funds held for or by clients of the intermediary, the willingness
of the intermediary to allow the Distributor to provide educational and
training support for the intermediary's sales personnel relating to the
Oppenheimer funds, the availability of the Oppenheimer funds on the
intermediary's sales system, as well as the overall quality of the services
provided by the intermediary and the Manager or Distributor's relationship
with the intermediary. The Manager and Distributor have adopted guidelines
for assessing and implementing each prospective revenue sharing arrangement.
To the extent that financial intermediaries receiving distribution-related
payments from the Manager or Distributor sell more shares of the Oppenheimer
funds or retain more shares of the funds in their client accounts, the
Manager and Distributor benefit from the incremental management and other
fees they receive with respect to those assets.

Payments may also be made by the Manager, the Distributor or the
Transfer Agent to financial intermediaries to compensate or reimburse them
for administrative or other client services provided such as sub-transfer
agency services for shareholders or retirement plan participants, omnibus
accounting or sub-accounting, participation in networking arrangements,
account set-up, recordkeeping and other shareholder services. Payments may
also be made for administrative services related to the distribution of Fund
shares through the intermediary. Firms that may receive servicing fees
include retirement plan administrators, qualified tuition program sponsors,
banks and trust companies, and others. These fees may be used by the service
provider to offset or reduce fees that would otherwise be paid directly to
them by certain account holders, such as retirement plans.

The Statement of Additional Information contains more information about
revenue sharing and service payments made by the Manager or the Distributor.
Your dealer may charge you fees or commissions in addition to those disclosed
in this Prospectus. You should ask your dealer or financial intermediary for
details about any such payments it receives from the Manager or the
Distributor and their affiliates, or any other fees or expenses it charges.

Special Investor Services

ACCOUNTLINK. You can use our AccountLink feature to link your Fund account
with an account at a U.S. bank or other financial institution. It must be an
Automated Clearing House (ACH) member. AccountLink lets you:
o transmit funds electronically to purchase shares by telephone (through
a service representative or by PhoneLink) or automatically under Asset
Builder Plans, or
o have the Transfer Agent send redemption proceeds or transmit dividends
and distributions directly to your bank account. Please call the
Transfer Agent for more information.
You may purchase shares by telephone only after your account has been
established. To purchase shares in amounts up to $250,000 through a telephone
representative, call the Distributor at 1.800.225.5677. The purchase payment
will be debited from your bank account.

AccountLink privileges should be requested on your Application or your
dealer's settlement instructions if you buy your shares through a dealer.
After your account is established, you can request AccountLink privileges by
sending signature-guaranteed instructions and proper documentation to the
Transfer Agent. AccountLink privileges will apply to each shareholder listed
in the registration on your account as well as to your dealer representative
of record unless and until the Transfer Agent receives written instructions
terminating or changing those privileges. After you establish AccountLink for
your account, any change of bank account information must be made by
signature-guaranteed instructions to the Transfer Agent signed by all
shareholders who own the account.

PHONELINK PhoneLink is the OppenheimerFunds automated telephone system that
enables shareholders to perform a number of account transactions
automatically using a touch-tone phone. PhoneLink may be used on
already-established Fund accounts after you obtain a Personal Identification
Number (PIN), by calling the PhoneLink number, 1.800.225.5677.
Purchasing Shares. You may purchase shares in amounts up to $100,000 by
phone, by calling 1.800.225.5677. You must have established AccountLink
privileges to link your bank account with the Fund to pay for these
purchases.
Exchanging Shares. With the OppenheimerFunds Exchange Privilege, described
below, you can exchange shares automatically by phone from your Fund
account to another OppenheimerFunds account you have already
established by calling the special PhoneLink number.
Selling Shares. You can redeem shares by telephone automatically by calling
the PhoneLink number and the Fund will send the proceeds directly to
your AccountLink bank account. Please refer to "How to Sell Shares,"
below for details.

CAN YOU SUBMIT TRANSACTION REQUESTS BY FAX? You may send requests for certain
types of account transactions to the Transfer Agent by fax (telecopier).
Please call 1.800.225.5677 for information about which transactions may be
handled this way. Transaction requests submitted by fax are subject to the
same rules and restrictions as written and telephone requests described in
this Prospectus.

OPPENHEIMERFUNDS INTERNET WEBSITE. You can obtain information about the Fund,
as well as your account balance, on the OppenheimerFunds Internet website, at
www.oppenheimerfunds.com. Additionally, shareholders listed in the account
registration (and the dealer of record) may request certain account
transactions through a special section of that website. To perform account
transactions or obtain account information online, you must first obtain a
user I.D. and password on that website. If you do not want to have Internet
account transaction capability for your account, please call the Transfer
Agent at 1.800.225.5677. At times, the website may be inaccessible or its
transaction features may be unavailable.

AUTOMATIC WITHDRAWAL AND EXCHANGE PLANS. The Fund has several plans that
enable you to sell shares automatically or exchange them to another
OppenheimerFunds account on a regular basis. Please call the Transfer Agent
or consult the Statement of Additional Information for details.

How to Sell Shares

You can sell (redeem) some or all of your shares on any regular business day.
Your shares will be sold at the next net asset value calculated after your
order is received in proper form (which means that it must comply with the
procedures described below) and is accepted by the Transfer Agent. The Fund
lets you sell your shares by writing a letter, by wire, by using the Fund's
checkwriting privilege, or by telephone. You can also set up Automatic
Withdrawal Plans to redeem shares on a regular basis. If you have questions
about any of these procedures, and especially if you are redeeming shares in
a special situation, such as due to the death of the owner, please call the
Transfer Agent first, at 1.800.225.5677, for assistance.

Certain Requests Require a Signature Guarantee. To protect you and the Fund
from fraud, the following redemption requests must be in writing and
must include a signature guarantee (although there may be other
situations that also require a signature guarantee):
o You wish to redeem more than $100,000 and receive a check.
o The redemption check is not payable to all shareholders listed on the
account statement.
o The redemption check is not sent to the address of record on your
account statement.
o Shares are being transferred to a Fund account with a different owner
or name.
o Shares are being redeemed by someone (such as an Executor) other than
the owners.

Where Can You Have Your Signature Guaranteed? The Transfer Agent will accept
a guarantee of your signature by a number of financial institutions,
including:
o a U.S. bank, trust company, credit union or savings association,
o a foreign bank that has a U.S. correspondent bank,
o a U.S. registered dealer or broker in securities, municipal securities
or government securities, or
o a U.S. national securities exchange, a registered securities
association or a clearing agency.
If you are signing on behalf of a corporation, partnership or other
business or as a fiduciary, you must also include your title in the signature.

Receiving Redemption Proceeds by Wire. While the Fund normally sends your
money by check, you can arrange to have the proceeds of shares you sell
sent by Federal Funds wire to a bank account you designate. It must be
a commercial bank that is a member of the Federal Reserve wire system.
The minimum redemption you can have sent by wire is $2,500. There is a
$10 fee for each request. To find out how to set up this feature on
your account or to arrange a wire, call the Transfer Agent at
1.800.225.5677.

CHECKWRITING. To write checks against your Fund account, request that
privilege on your account application, or contact the Transfer Agent for
signature cards. They must be signed (with a signature guarantee) by all
owners of the account and returned to the Transfer Agent so that checks can
be sent to you to use. Shareholders with joint accounts can elect in writing
to have checks paid over the signature of one owner. If you previously signed
a signature card to establish checkwriting in another Oppenheimer fund,
simply call 1.800.225.5677 to request checkwriting for an account in this
Fund with the same registration as the other account.

o Checks can be written to the order of whomever you wish, but may not be
cashed at the bank the checks are payable through or the Fund's
custodian bank.
o Checkwriting privileges are not available for accounts holding shares
that are subject to a contingent deferred sales charge.
o Checks must be written for at least $500. Checks written below the
stated amount on the check will not be accepted. However, if you have
existing checks indicating a $100 minimum, you may still use them for
amounts of $100 or more.
o Checks cannot be paid if they are written for more than your account
value. Remember, your shares fluctuate in value and you should not
write a check close to the total account value.
o You may not write a check that would require the Fund to redeem shares
that were purchased by check or Asset Builder Plan payments within the
prior 10 days.
o Don't use your checks if you changed your Fund account number, until
you receive new checks.

HOW DO YOU SELL SHARES BY MAIL? Write a letter of instruction that includes:
o Your name,
o The Fund's name,
o Your Fund account number (from your account statement),
o The dollar amount or number of shares to be redeemed,
o Any special payment instructions,
o Any share certificates for the shares you are selling,
o The signatures of all registered owners exactly as the account is
registered, and
o Any special documents requested by the Transfer Agent to assure proper
authorization of the person asking to sell the shares.

Use the following address for Send courier or express mail
requests by mail: requests to:
OppenheimerFunds Services OppenheimerFunds Services
P.O. Box 5270 10200 E. Girard Avenue, Building D
Denver, Colorado 80217 Denver, Colorado 80231

HOW DO YOU SELL SHARES BY TELEPHONE? You and your dealer representative of
record may also sell your shares by telephone. To receive the redemption
price calculated on a particular regular business day, your call must be
received by the Transfer Agent by the close of the NYSE that day, which is
normally 4:00 p.m., but may be earlier on some days. You may not redeem
shares under a share certificate by telephone.

o To redeem shares through a service representative or automatically on
PhoneLink, call 1.800.225.5677.

Whichever method you use, you may have a check sent to the address on
the account statement, or, if you have linked your Fund account to your bank
account on AccountLink, you may have the proceeds sent to that bank account.

Are There Limits on Amounts Redeemed by Telephone?
Telephone Redemptions Paid by Check. Up to $100,000 may be redeemed by
telephone in any seven-day period. The check must be payable to all
owners of record of the shares and must be sent to the address on the
account statement. This service is not available within 30 days of
changing the address on an account.

Telephone Redemptions Through AccountLink or by Wire. There are no dollar
limits on telephone redemption proceeds sent to a bank account
designated when you establish AccountLink. Normally the ACH transfer to
your bank is initiated on the business day after the redemption. You do
not receive dividends on the proceeds of the shares you redeemed while
they are waiting to be transferred.

If you have requested Federal Funds wire privileges for your account,
the wire of the redemption proceeds will normally be transmitted on the
next bank business day after the shares are redeemed. There is a
possibility that the wire may be delayed up to seven days to enable the
Fund to sell securities to pay the redemption proceeds. No dividends
are accrued or paid on the proceeds of shares that have been redeemed
and are awaiting transmittal by wire.

CAN YOU SELL SHARES THROUGH YOUR DEALER? The Distributor has made
arrangements to repurchase Fund shares from dealers and brokers on behalf of
their customers. Brokers or dealers may charge for that service. If your
shares are held in the name of your dealer, you must redeem them through your
dealer.

HOW CONTINGENT DEFERRED SALES CHARGES AFFECT REDEMPTIONS. If you purchase
shares subject to a Class A, Class B or Class C contingent deferred sales
charge and redeem any of those shares during the applicable holding period
for the class of shares, the contingent deferred sales charge will be
deducted from the redemption proceeds (unless you are eligible for a waiver
of that sales charge based on the categories listed in Appendix C to the
Statement of Additional Information and you advise the Transfer Agent of your
eligibility for the waiver when you place your redemption request.)

A contingent deferred sales charge will be based on the lesser of the
net asset value of the redeemed shares at the time of redemption or the
original net asset value. A contingent deferred sales charge is not imposed
on:
o the amount of your account value represented by an increase in net
asset value over the initial purchase price,
o shares purchased by the reinvestment of dividends or capital gains
distributions, or
o shares redeemed in the special circumstances described in Appendix C to
the Statement of Additional Information.

To determine whether a contingent deferred sales charge applies to a
redemption, the Fund redeems shares in the following order:
1. shares acquired by reinvestment of dividends and capital gains
distributions,
2. shares held for the holding period that applies to the class, and
3. shares held the longest during the holding period.

Contingent deferred sales charges are not charged when you exchange
shares of the Fund for shares of other Oppenheimer funds. However, if you
exchange them within the applicable contingent deferred sales charge holding
period, the holding period will carry over to the fund whose shares you
acquire. Similarly, if you acquire shares of this Fund by exchanging shares
of another Oppenheimer fund that are still subject to a contingent deferred
sales charge holding period, that holding period will carry over to this Fund.

How to Exchange Shares

If you want to change all or part of your investment from one Oppenheimer
fund to another, you can exchange your shares for shares of the same class of
another Oppenheimer fund that offers the exchange privilege. For example, you
can exchange Class A shares of the Fund only for Class A shares of another
fund. To exchange shares, you must meet several conditions:

o Shares of the fund selected for exchange must be available for sale in
your state of residence.

o The prospectus of the selected fund must offer the exchange privilege.
o When you establish an account, you must hold the shares you buy for at

least seven days before you can exchange them. After your account is
open for seven days, you can exchange shares on any regular business
day, subject to the limitations described below.
o You must meet the minimum purchase requirements for the selected fund.
o Generally, exchanges may be made only between identically registered
accounts, unless all account owners send written exchange instructions
with a signature guarantee.

o Before exchanging into a fund, you must obtain its prospectus and
should read it carefully.

For tax purposes, an exchange of shares of the Fund is considered a
sale of those shares and a purchase of the shares of the fund into which you
are exchanging. An exchange may result in a capital gain or loss.

You can find a list of the Oppenheimer funds that are currently available for
exchanges in the Statement of Additional Information or you can obtain a list
by calling a service representative at 1.800.225.5677. The funds available
for exchange can change from time to time.

A contingent deferred sales charge (CDSC) is not charged when you exchange
shares of the Fund for shares of another Oppenheimer fund. However, if you
exchange your shares during the applicable CDSC holding period, the holding
period will carry over to the fund shares that you acquire. Similarly, if you
acquire shares of the Fund in exchange for shares of another Oppenheimer fund
that are subject to a CDSC holding period, that holding period will carry
over to the acquired shares of the Fund. In either of these situations, a
CDSC may be imposed if the acquired shares are redeemed before the end of the
CDSC holding period that applied to the exchanged shares.

There are a number of other special conditions and limitations that apply to
certain types of exchanges. These conditions and circumstances are described
in detail in the "How to Exchange Shares" section in the Statement of
Additional Information.

HOW DO YOU SUBMIT EXCHANGE REQUESTS? Exchanges may be requested in writing,
by telephone or the internet, or by establishing an Automatic Exchange Plan.

Written Exchange Requests. Send a request letter, signed by all owners of the
account, to the Transfer Agent at the address on the back cover.
Exchanges of shares for which share certificates have been issued
cannot be processed unless the Transfer Agent receives the certificates
with the request letter.

Telephone and Internet Exchange Requests. Telephone exchange requests may be
made either by calling a service representative or by using PhoneLink
by calling 1.800.225.5677. You may submit internet exchange requests on
the OppenheimerFunds internet website, at www.oppenheimerfunds.com. You
must have obtained a user I.D. and password to make transactions on
that website. Telephone and/or internet exchanges may be made only
between accounts that are registered with the same name(s) and address.
Shares for which share certificates have been issued may not be
exchanged by telephone or the internet.

Automatic Exchange Plan. Shareholders can authorize the Transfer Agent to
exchange a pre-determined amount of shares automatically on a monthly,
quarterly, semi-annual or annual basis.

Please refer to "How to Exchange Shares" in the Statement of Additional
Information for more details.

ARE THERE LIMITATIONS ON FREQUENT PURCHASES, REDEMPTIONS AND EXCHANGES?

Risks from Excessive Purchase, Redemption and Short-Term Exchange Activity.
The OppenheimerFunds exchange privilege affords investors the ability
to switch their investments among Oppenheimer funds if their investment
needs change. However, there are limits on that privilege. Frequent
purchases, redemptions and exchanges of Fund shares may interfere with
the Manager's ability to manage the Fund's investments efficiently,
increase the Fund's transaction and administrative costs and/or affect
the Fund's performance, depending on various factors, such as the size
of the Fund, the nature of its investments, the amount of Fund assets
the portfolio manager maintains in cash or cash equivalents, the
aggregate dollar amount and the number and frequency of trades. If
large dollar amounts are involved in exchange and/or redemption
transactions, the Fund might be required to sell portfolio securities
at unfavorable times to meet redemption or exchange requests, and the
Fund's brokerage or administrative expenses might be increased.

Therefore, the Manager and the Fund's Board of Trustees have adopted
the following policies and procedures to detect and prevent frequent
and/or excessive exchanges, and/or purchase and redemption activity,
while balancing the needs of investors who seek liquidity from their
investment and the ability to exchange shares as investment needs
change. There is no guarantee that the policies and procedures
described below will be sufficient to identify and deter excessive
short-term trading.

o Timing of Exchanges. Exchanged shares are normally redeemed from one
fund and the proceeds are reinvested in the fund selected for
exchange on the same regular business day on which the Transfer
Agent or its agent (such as a financial intermediary holding the
investor's shares in an "omnibus" or "street name" account) receives
an exchange request that conforms to these policies. The request
must be received by the close of the NYSE that day, which is
normally 4:00 p.m. Eastern time, but may be earlier on some days, in
order to receive that day's net asset value on the exchanged shares.
Exchange requests received after the close of the NYSE will receive
the next net asset value calculated after the request is received.
However, the Transfer Agent may delay transmitting the proceeds from
an exchange for up to five business days if it determines, in its
discretion, that an earlier transmittal of the redemption proceeds
to the receiving fund would be detrimental to either the fund from
which the exchange is being made or the fund into which the exchange
is being made. The proceeds will be invested in the fund into which
the exchange is being made at the next net asset value calculated
after the proceeds are received. In the event that such a delay in
the reinvestment of proceeds occurs, the Transfer Agent will notify
you or your financial representative.

o Limits on Disruptive Activity. The Transfer Agent may, in its
discretion, limit or terminate trading activity by any person, group
or account that it believes would be disruptive, even if the
activity has not exceeded the policy outlined in this Prospectus.
The Transfer Agent may review and consider the history of frequent
trading activity in all accounts in the Oppenheimer funds known to
be under common ownership or control as part of the Transfer Agent's
procedures to detect and deter excessive trading activity.

o Exchanges of Client Accounts by Financial Advisers. The Fund and the
Transfer Agent permit dealers and financial intermediaries to submit
exchange requests on behalf of their customers (unless the customer
has revoked that authority). The Distributor and/or the Transfer
Agent have agreements with a number of financial intermediaries that
permit them to submit exchange orders in bulk on behalf of their
clients. Those intermediaries are required to follow the exchange
policies stated in this Prospectus and to comply with additional,
more stringent restrictions. Those additional restrictions include
limitations on the funds available for exchanges, the requirement to
give advance notice of exchanges to the Transfer Agent, and limits
on the amount of client assets that may be invested in a particular
fund. A fund or the Transfer Agent may limit or refuse bulk exchange
requests submitted by such financial intermediaries if, in the
Transfer Agent's judgment, exercised in its discretion, the
exchanges would be disruptive to any of the funds involved in the
transaction.

o Redemptions of Shares. These exchange policy limits do not apply to
redemptions of shares. Shareholders are permitted to redeem their
shares on any regular business day, subject to the terms of this
Prospectus. Further details are provided under "How to Sell Shares."

o Right to Refuse Exchange and Purchase Orders. The Distributor and/or
the Transfer Agent may refuse any purchase or exchange order in
their discretion and are not obligated to provide notice before
rejecting an order. The Fund may amend, suspend or terminate the
exchange privilege at any time. You will receive 60 days' notice of
any material change in the exchange privilege unless applicable law
allows otherwise.

o Right to Terminate or Suspend Account Privileges. The Transfer Agent
may send a written warning to direct shareholders that the Transfer
Agent believes may be engaging in excessive purchases, redemptions
and/or exchange activity and reserves the right to suspend or
terminate the ability to purchase shares and/or exchange privileges
for any account that the Transfer Agent determines, in carrying out
these policies and in the exercise of its discretion, has engaged in
disruptive or excessive trading activity, with or without such
warning.

o Omnibus Accounts. If you hold your shares of the Fund through a
financial intermediary such as a broker-dealer, a bank, an insurance
company separate account, an investment adviser, an administrator or
trustee of a retirement plan or 529 plan, that holds your shares in
an account under its name (these are sometimes referred to as
"omnibus" or "street name" accounts), that financial intermediary
may impose its own restrictions or limitations to discourage
short-term or excessive trading. You should consult your financial
intermediary to find out what trading restrictions, including
limitations on exchanges, they may apply.

While the Fund, the Distributor, the Manager and the Transfer Agent
encourage financial intermediaries to apply the Fund's policies to
their customers who invest indirectly in the Fund, the Transfer
Agent may not be able to detect excessive short term trading
activity facilitated by, or in accounts maintained in, the "omnibus"
or "street name" accounts of a financial intermediary. Therefore the
Transfer Agent might not be able to apply this policy to accounts
such as (a) accounts held in omnibus form in the name of a
broker-dealer or other financial institution, or (b) omnibus
accounts held in the name of a retirement plan or 529 plan trustee
or administrator, or (c) accounts held in the name of an insurance
company for its separate account(s), or (d) other accounts having
multiple underlying owners but registered in a manner such that the
underlying beneficial owners are not identified to the Transfer
Agent.

However, the Transfer Agent will attempt to monitor overall purchase
and redemption activity in those accounts to seek to identify
patterns that may suggest excessive trading by the underlying
owners. If evidence of possible excessive trading activity is
observed by the Transfer Agent, the financial intermediary that is
the registered owner will be asked to review account activity, and
to confirm to the Transfer Agent and the Fund that appropriate
action has been taken to curtail any excessive trading activity.
However, the Transfer Agent's ability to monitor and deter excessive
short-term trading in omnibus or street name accounts ultimately
depends on the capability and cooperation of the financial
intermediaries controlling those accounts.

Additional Policies and Procedures. The Fund's Board has adopted the
following additional policies and procedures to detect and prevent
frequent and/or excessive exchanges and purchase and redemption
activity:

o 30-Day Limit. A direct shareholder may exchange some or all of the
shares of the Fund held in his or her account to another eligible
Oppenheimer fund once in a 30 calendar-day period. When shares are
exchanged into a fund account, that account will be "blocked" from
further exchanges into another fund for a period of 30 calendar days
from the date of the exchange. The block will apply to the full
account balance and not just to the amount exchanged into the
account. For example, if a shareholder exchanged $1,000 from one
fund into another fund in which the shareholder already owned shares
worth $10,000, then, following the exchange, the full account
balance ($11,000 in this example) would be blocked from further
exchanges into another fund for a period of 30 calendar days. A
"direct shareholder" is one whose account is registered on the
Fund's books showing the name, address and tax ID number of the
beneficial owner.

o Exchanges Into Money Market Funds. A direct shareholder will be
permitted to exchange shares of a stock or bond fund for shares of a
money market fund at any time, even if the shareholder has exchanged
shares into the stock or bond fund during the prior 30 days.
However, all of the shares held in that money market fund would then
be blocked from further exchanges into another fund for 30 calendar
days.

o Dividend Reinvestments/B Share Conversions. Reinvestment of dividends
or distributions from one fund to purchase shares of another fund
and the conversion of Class B shares into Class A shares will not be
considered exchanges for purposes of imposing the 30-day limit.

o Asset Allocation. Third-party asset allocation and rebalancing
programs will be subject to the 30-day limit described above. Asset
allocation firms that want to exchange shares held in accounts on
behalf of their customers must identify themselves to the Transfer
Agent and execute an acknowledgement and agreement to abide by these
policies with respect to their customers' accounts. "On-demand"
exchanges outside the parameters of portfolio rebalancing programs
will be subject to the 30-day limit. However, investment programs by
other Oppenheimer "funds-of-funds" that entail rebalancing of
investments in underlying Oppenheimer funds will not be subject to
these limits.

o Automatic Exchange Plans. Accounts that receive exchange proceeds
through automatic or systematic exchange plans that are established
through the Transfer Agent will not be subject to the 30-day block
as a result of those automatic or systematic exchanges (but may be
blocked from exchanges, under the 30-day limit, if they receive
proceeds from other exchanges).

Shareholder Account Rules and Policies

More information about the Fund's policies and procedures for buying, selling
and exchanging shares is contained in the Statement of Additional Information.
A $12 annual "Minimum Balance Fee" is assessed on each Fund account with a

value of less than $500. The fee is automatically deducted from each
applicable Fund account annually in September. See the Statement of
Additional Information to learn how you can avoid this fee and for
circumstances under which this fee will not be assessed.

The offering of shares may be suspended during any period in which the
determination of net asset value is suspended, and the offering may be
suspended by the Board of Trustees at any time the Board believes it is
in the Fund's best interest to do so.
Telephone transaction privileges for purchases, redemptions or exchanges may
be modified, suspended or terminated by the Fund at any time. The Fund
will provide you notice whenever it is required to do so by applicable
law. If an account has more than one owner, the Fund and the Transfer
Agent may rely on the instructions of any one owner. Telephone
privileges apply to each owner of the account and the dealer
representative of record for the account unless the Transfer Agent
receives cancellation instructions from an owner of the account.
The Transfer Agent will record any telephone calls to verify data concerning
transactions and has adopted other procedures to confirm that telephone
instructions are genuine, by requiring callers to provide tax
identification numbers and other account data or by using PINs, and by
confirming such transactions in writing. The Transfer Agent and the
Fund will not be liable for losses or expenses arising out of telephone
instructions reasonably believed to be genuine.
Redemption or transfer requests will not be honored until the Transfer Agent
receives all required documents in proper form. From time to time, the
Transfer Agent in its discretion may waive certain of the requirements
for redemptions stated in this Prospectus.
Dealers that perform account transactions for their clients by participating
in NETWORKING through the National Securities Clearing Corporation are
responsible for obtaining their clients' permission to perform those
transactions, and are responsible to their clients who are shareholders
of the Fund if the dealer performs any transaction erroneously or
improperly.
The redemption price for shares will vary from day to day because the value
of the securities in the Fund's portfolio fluctuates. The redemption
price, which is the net asset value per share, will normally differ for
each class of shares. The redemption value of your shares may be more
or less than their original cost.

Payment for redeemed shares ordinarily is made in cash. It is forwarded by
check, or through AccountLink or by Federal Funds wire (as elected by
the shareholder) within seven days after the Transfer Agent receives
redemption instructions in proper form. However, under unusual
circumstances determined by the SEC, payment may be delayed or
suspended. For accounts registered in the name of a broker-dealer,
payment will normally be forwarded within three business days after
redemption.

The Transfer Agent may delay processing any type of redemption payment as
described under "How to Sell Shares" for recently purchased shares, but
only until the purchase payment has cleared. That delay may be as much
as 10 days from the date the shares were purchased. That delay may be
avoided if you purchase shares by Federal Funds wire or certified
check, or arrange with your bank to provide telephone or written
assurance to the Transfer Agent that your purchase payment has cleared.
Involuntary redemptions of small accounts may be made by the Fund if the
account value has fallen below $200 for reasons other than the fact
that the market value of shares has dropped. In some cases, involuntary
redemptions may be made to repay the Distributor for losses from the
cancellation of share purchase orders.
Shares may be "redeemed in kind" under unusual circumstances (such as a lack
of liquidity in the Fund's portfolio to meet redemptions). This means
that the redemption proceeds will be paid with liquid securities from
the Fund's portfolio. If the Fund redeems your shares in kind, you may
bear transaction costs and will bear market risks until such time as
such securities are converted into cash.
Federal regulations may require the Fund to obtain your name, your date of
birth (for a natural person), your residential street address or
principal place of business and your Social Security Number, Employer
Identification Number or other government issued identification when
you open an account. Additional information may be required in certain
circumstances or to open corporate accounts. The Fund or the Transfer
Agent may use this information to attempt to verify your identity. The
Fund may not be able to establish an account if the necessary
information is not received. The Fund may also place limits on account
transactions while it is in the process of attempting to verify your
identity. Additionally, if the Fund is unable to verify your identity
after your account is established, the Fund may be required to redeem
your shares and close your account.
"Backup withholding" of federal income tax may be applied against taxable
dividends, distributions and redemption proceeds (including exchanges)
if you fail to furnish the Fund your correct, certified Social Security
or Employer Identification Number when you sign your application, or if
you under-report your income to the Internal Revenue Service.
To avoid sending duplicate copies of materials to households, the Fund will
mail only one copy of each prospectus, annual and semi-annual report
and annual notice of the Fund's privacy policy to shareholders having
the same last name and address on the Fund's records. The consolidation
of these mailings, called householding, benefits the Fund through
reduced mailing expense.

If you want to receive multiple copies of these materials, you may call
the Transfer Agent at 1.800.225.5677. You may also notify the Transfer
Agent in writing. Individual copies of prospectuses, reports and
privacy notices will be sent to you commencing 30 days after the
Transfer Agent receives your request to stop householding.

Dividends, Capital Gains and Taxes

DIVIDENDS. The Fund intends to declare dividends separately for each class of
shares from net tax-exempt income and/or net taxable investment income each
regular business day and to pay those dividends monthly. Daily dividends will
not be declared or paid on newly-purchased shares until Federal Funds are
available to the Fund from the purchase payment for such shares.

The Fund attempts to pay dividends on Class A shares at a constant
level. There is no assurance that it will be able to do so. The Board of
Trustees may change the targeted dividend level at any time, without prior
notice to shareholders. The amount of those dividends and any other
distributions paid on other classes of shares may vary over time, depending
on market conditions, the composition of the Fund's portfolio, and expenses
borne by the particular class of shares. Dividends and other distributions
paid on Class A shares will generally be higher than dividends for Class B
and Class C shares, which normally have higher expenses than Class A. The
Fund cannot guarantee that it will pay any dividends or other distributions.

CAPITAL GAINS. Although the Fund does not seek capital gains, it may realize
capital gains on the sale of portfolio securities. If it does, it may make
distributions out of any net short-term or long-term capital gains annually.
The Fund may make supplemental distributions of dividends and capital gains
following the end of its fiscal year. There can be no assurance that the Fund
will pay any capital gains distributions in a particular year. Long-term
capital gains will be separately identified in the tax information the Fund
sends you after the end of the calendar year.

WHAT CHOICES DO YOU HAVE FOR RECEIVING DISTRIBUTIONS? When you open your
account, specify on your application how you want to receive your dividends
and distributions. You have four options:
Reinvest All Distributions in the Fund. You can elect to reinvest all
dividends and capital gains distributions in additional shares of the
Fund.
Reinvest Dividends or Capital Gains. You can elect to reinvest some
distributions (dividends, short-term capital gains or long-term capital
gains distributions) in the Fund while receiving the other types of
distributions by check or having them sent to your bank account through
AccountLink.
Receive All Distributions in Cash. You can elect to receive a check for all
dividends and capital gains distributions or have them sent to your
bank through AccountLink.
Reinvest Your Distributions in Another OppenheimerFunds Account. You can
reinvest all distributions in the same class of shares of another
OppenheimerFunds account you have established.

TAXES. Dividends paid from net investment income earned by the Fund on
municipal securities will be excludable from gross income for federal income
tax purposes. All or a portion of the dividends paid by the Fund that are
derived from interest paid on certain "private activity bonds" may be an item
of tax preference if you are subject to the federal alternative minimum tax.

Dividends and capital gains distributions may be subject to federal,
state or local taxes. Any short-term capital gain distributions are taxable
to you as ordinary income. Any long-term capital gain distributions are
taxable to you as long-term capital gains, no matter how long you have owned
shares in the Fund. The Fund may derive gains in part from municipal
obligations the Fund purchased below their principal or face values. All, or
a portion of these gains may be taxable to you as ordinary income rather than
capital gains. Whether you reinvest your distributions in additional shares
or take them in cash, the tax treatment is the same.

Exempt-interest dividends earned by residents of New York should not
be subject to federal, state, or local income taxes. The portion of the
Fund's dividends that are attributable to income earned on other
obligations (not New York municipal securities) will normally be subject
to New York State and City personal income tax.

Every year the Fund will send you and the IRS a statement showing the
amount of any taxable distribution you received in the previous year. The
Fund will also send you a separate statement summarizing the total
distributions paid by the Fund.

The Fund intends each year to qualify as a "regulated investment
company" under the Internal Revenue Code, but reserves the right not to
qualify. It qualified during its last fiscal year. The Fund, as a regulated
investment company, will not be subject to federal income taxes on any of its
income, provided that it satisfies certain income, diversification and
distribution requirements.

Remember, There May be Taxes on Transactions. Because the Fund's share prices
fluctuate, you may have a capital gain or loss when you sell or
exchange your shares. A capital gain or loss is the difference between
the price you paid for the shares and the price you received when you
sold them. Any capital gain is subject to capital gains tax.

Returns of Capital Can Occur. In certain cases, distributions made by the
Fund may be considered a non-taxable return of capital to shareholders.
If that occurs, it will be identified in notices to shareholders

This information is only a summary of certain federal and state income
tax information about your investment. You should consult with your tax
advisor about the effect of an investment in the Fund on your particular tax
situation.

Financial Highlights

The Financial Highlights Table is presented to help you understand the Fund's
financial performance for the past five fiscal years. Certain information
reflects financial results for a single Fund share. The total returns in the
table represent the rate that an investor would have earned (or lost) on an
investment in the Fund (assuming reinvestment of all dividends and
distributions).This information has been audited by KPMG LLP, the Fund's
independent registered public accounting firm, whose report, along with the
Fund's financial statements, is included in the Statement of Additional
Information, which is available upon request.

FINANCIAL HIGHLIGHTS
--------------------------------------------------------------------------------

CLASS A YEAR ENDED DECEMBER 31, 2005 2004 2003 2002 2001
-------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
-------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 3.33 $ 3.32 $ 3.31 $ 3.27 $ 3.27
-------------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
Net investment income .14 1 .14 1 .14 .15 .16
Net realized and unrealized gain .03 .01 .01 .05 --
------------------------------------------------------------------------
Total from investment operations .17 .15 .15 .20 .16
-------------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income (.14) (.14) (.14) (.16) (.16)
-------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 3.36 $ 3.33 $ 3.32 $ 3.31 $ 3.27
========================================================================

-------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE 2 5.13% 4.77% 4.80% 6.33% 4.85%
-------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in thousands) $ 2,589,629 $ 2,155,310 $ 1,944,385 $ 1,868,271 $ 1,124,846
-------------------------------------------------------------------------------------------------------------------------
Average net assets (in thousands) $ 2,380,822 $ 2,029,517 $ 1,894,331 $ 1,472,317 $ 996,671
-------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 3
Net investment income 4.12% 4.30% 4.51% 4.65% 4.95%
Total expenses 0.79% 0.77% 0.76% 0.74% 0.78%
Expenses after payments and waivers and
reduction to custodian expenses 0.79% 0.77% 0.76% 0.74% 0.74%
-------------------------------------------------------------------------------------------------------------------------
Portfolio turnover rate 22% 17% 28% 19% 23%

1. Per share amounts calculated based on the average shares outstanding during
the period.

2. Assumes an investment on the business day before the first day of the fiscal
period, with all dividends and distributions reinvested in additional shares on
the reinvestment date, and redemption at the net asset value calculated on the
last business day of the fiscal period. Sales charges are not reflected in the
total returns. Total returns are not annualized for periods less than one year.
Returns do not reflect the deduction of taxes that a shareholder would pay on
Fund distributions or the redemption of Fund shares.

3. Annualized for periods of less than one full year.

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

69 | LIMITED TERM NEW YORK MUNICIPAL FUND

FINANCIAL HIGHLIGHTS Continued
--------------------------------------------------------------------------------

CLASS B YEAR ENDED DECEMBER 31, 2005 2004 2003 2002 2001
-------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
-------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 3.32 $ 3.32 $ 3.31 $ 3.27 $ 3.27
-------------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
Net investment income .11 1 .12 1 .12 .13 .13
Net realized and unrealized gain .04 -- .01 .05 --
------------------------------------------------------------------------
Total from investment operations .15 .12 .13 .18 .13
-------------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income (.11) (.12) (.12) (.14) (.13)
-------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 3.36 $ 3.32 $ 3.32 $ 3.31 $ 3.27
========================================================================

-------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE 2 4.62% 3.65% 3.99% 5.53% 4.06%
-------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in thousands) $ 379,045 $ 417,473 $ 444,537 $ 383,690 $ 153,471
-------------------------------------------------------------------------------------------------------------------------
Average net assets (in thousands) $ 398,461 $ 427,486 $ 429,564 $ 261,858 $ 113,976
-------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 3
Net investment income 3.34% 3.52% 3.72% 3.85% 4.17%
Total expenses 1.58% 1.55% 1.55% 1.51% 1.54%
Expenses after payments and waivers and
reduction to custodian expenses 1.58% 1.55% 1.55% 1.51% 1.50%
-------------------------------------------------------------------------------------------------------------------------
Portfolio turnover rate 22% 17% 28% 19% 23%

1. Per share amounts calculated based on the average shares outstanding during
the period.

3. Annualized for periods of less than one full year.

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

70 | LIMITED TERM NEW YORK MUNICIPAL FUND

CLASS C YEAR ENDED DECEMBER 31, 2005 2004 2003 2002 2001
-------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
-------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 3.32 $ 3.31 $ 3.30 $ 3.26 $ 3.26
-------------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
Net investment income .11 1 .12 1 .12 .13 .13
Net realized and unrealized gain .03 .01 .01 .05 --
------------------------------------------------------------------------
Total from investment operations .14 .13 .13 .18 .13
-------------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income (.11) (.12) (.12) (.14) (.13)
-------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 3.35 $ 3.32 $ 3.31 $ 3.30 $ 3.26
========================================================================

-------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE 2 4.35% 4.00% 4.02% 5.54% 4.06%
-------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in thousands) $ 1,139,882 $ 1,040,035 $ 1,006,103 $ 894,469 $ 261,857
-------------------------------------------------------------------------------------------------------------------------
Average net assets (in thousands) $ 1,095,066 $ 1,009,112 $ 977,323 $ 574,124 $ 150,504
-------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 3
Net investment income 3.36% 3.55% 3.74% 3.82% 4.13%
Total expenses 1.56% 1.52% 1.52% 1.51% 1.53%
Expenses after payments and waivers and
reduction to custodian expenses 1.56% 1.52% 1.52% 1.51% 1.49%
-------------------------------------------------------------------------------------------------------------------------
Portfolio turnover rate 22% 17% 28% 19% 23%

1. Per share amounts calculated based on the average shares outstanding during
the period.

3. Annualized for periods of less than one full year.

INFORMATION AND SERVICES

For More Information on
Limited Term New York Municipal Fund
The following additional information about the Fund is available without
charge upon request:

STATEMENT OF ADDITIONAL INFORMATION. This document includes additional
information about the Fund's investment policies, risks, and operations. It
is incorporated by reference into this Prospectus (which means it is legally
part of this Prospectus).

ANNUAL AND SEMI-ANNUAL REPORTS. Additional information about the Fund's
investments and performance is available in the Fund's Annual and Semi-Annual
Reports to shareholders. The Annual Report includes a discussion of market
conditions and investment strategies that significantly affected the Fund's
performance during its last fiscal year.

How to Get More Information
You can request the Statement of Additional Information, the Annual and
Semi-Annual Reports, the notice explaining the Fund's privacy policy and
other information about the Fund or your account:

------------------------------------------------------------------------------
By Telephone: Call OppenheimerFunds Services toll-free:
1.800.CALL OPP (225.5677)
------------------------------------------------------------------------------
------------------------------------------------------------------------------
By Mail: Write to:
OppenheimerFunds Services
P.O. Box 5270
Denver, Colorado 80217-5270
------------------------------------------------------------------------------
------------------------------------------------------------------------------
On the Internet: You can request these documents by e-mail or
through the OppenheimerFunds website. You may
also read or download certain documents on the
OppenheimerFunds website:
www.oppenheimerfunds.com
------------------------------------------------------------------------------

Information about the Fund including the Statement of Additional Information
can be reviewed and copied at the SEC's Public Reference Room in Washington,
D.C. Information on the operation of the Public Reference Room may be
obtained by calling the SEC at 1.202.942.8090. Reports and other information
about the Fund are available on the EDGAR database on the SEC's Internet
website at www.sec.gov. Copies may be obtained after payment of a duplicating
fee by electronic request at the SEC's e-mail address: publicinfo@sec.gov or
by writing to the SEC's Public Reference Section, Washington, D.C. 20549-0102.
No one has been authorized to provide any information about the Fund or to
make any representations about the Fund other than what is contained in this
Prospectus. This Prospectus is not an offer to sell shares of the Fund, nor a
solicitation of an offer to buy shares of the Fund, to any person in any
state or other jurisdiction where it is unlawful to make such an offer.

The Fund's shares are distributed by: [logo] OppenheimerFunds
Distributor, Inc.
The Fund's SEC File No.: 811-6332

PR0355.001.0406
Printed on recycled paper

Appendix to Prospectus of
LIMITED TERM NEW YORK MUNICIPAL FUND

Graphic material included in Prospectus of Limited Term New York
Municipal Fund: "Annual Total Returns (Class A) (as of December 31 each
year)."

A bar chart will be included in the Prospectus of Limited Term New York
Municipal Fund (the "Fund") depicting the annual total returns of a
hypothetical investment in Class A shares of the Fund for each of the last 10
calendar years, without deducting sales charges or taxes. Set forth below are
the relevant data points that will appear in the bar chart:

------------------------------------------------------

Limited Term
Calendar Year Ended: New York Municipal Fund

------------------------------------------------------
------------------------------------------------------

12/31/96 4.82%

------------------------------------------------------
------------------------------------------------------

12/31/97 8.01%

------------------------------------------------------
------------------------------------------------------

12/31/98 5.94%

------------------------------------------------------
------------------------------------------------------

12/31/99 -0.87%

------------------------------------------------------
------------------------------------------------------

12/31/00 7.47%

------------------------------------------------------
------------------------------------------------------

12/31/01 4.85%

------------------------------------------------------
------------------------------------------------------

12/31/02 6.33%

------------------------------------------------------
------------------------------------------------------

12/31/03 4.80%

------------------------------------------------------
------------------------------------------------------

12/31/04 4.77%

------------------------------------------------------
------------------------------------------------------

12/31/05 5.13%

------------------------------------------------------