-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RgrZUCpPML2QPaepKZlhJmA0l7kDXoZnpt9Iy/ca33xf2/nuqiiLpPAabzM/qXRw bDpXy3ylK2llLfXn6gCCbA== 0000950123-09-073913.txt : 20091229 0000950123-09-073913.hdr.sgml : 20091229 20091229162010 ACCESSION NUMBER: 0000950123-09-073913 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091031 FILED AS OF DATE: 20091229 DATE AS OF CHANGE: 20091229 EFFECTIVENESS DATE: 20091229 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Oppenheimer Portfolio Series CENTRAL INDEX KEY: 0001307792 IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-21686 FILM NUMBER: 091264172 BUSINESS ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 BUSINESS PHONE: 303-768-3200 MAIL ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 0001307792 S000007511 Active Allocation Fund C000020527 A C000020528 B C000020529 C C000020530 N C000020531 Y 0001307792 S000007512 Equity Investor Fund C000020532 A C000020533 B C000020534 C C000020535 N C000020536 Y 0001307792 S000007513 Conservative Investor Fund C000020537 A C000020538 B C000020539 C C000020540 N C000020541 Y 0001307792 S000007514 Moderate Investor Fund C000020542 A C000020543 B C000020544 C C000020545 N C000020546 Y N-Q 1 p16023nvq.txt N-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-21686 Oppenheimer Portfolio Series (Exact name of registrant as specified in charter) 6803 South Tucson Way, Centennial, Colorado 80112-3924 (Address of principal executive offices) (Zip code) Robert G. Zack, Esq. OppenheimerFunds, Inc. Two World Financial Center, New York, New York 10281-1008 (Name and address of agent for service) Registrant's telephone number, including area code: (303) 768-3200 Date of fiscal year end: January 31 Date of reporting period: 10/31/2009 ITEM 1. SCHEDULE OF INVESTMENTS. Conservative Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED
SHARES VALUE ---------- ------------ INVESTMENT COMPANIES--100.2%(1) ALTERNATIVE INVESTMENT FUNDS--11.1% Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 5,085,929 $ 16,987,003 Oppenheimer Real Estate Fund, Cl. Y 1,448,314 19,045,331 ------------ 36,032,334 ------------ FIXED INCOME FUNDS--67.3% Oppenheimer Champion Income Fund, Cl. Y 12,727,023 22,908,641 Oppenheimer Core Bond Fund, Cl. Y 16,658,283 102,281,857 Oppenheimer International Bond Fund, Cl. Y 3,996,400 26,136,459 Oppenheimer Limited-Term Government Fund, Cl. Y 7,274,782 67,073,490 ------------ 218,400,447 ------------ GLOBAL EQUITY FUND--5.4% Oppenheimer Global Fund, Cl. Y 353,107 17,697,737 MONEY MARKET FUND--0.2% Oppenheimer Institutional Money Market Fund, Cl. E, 0.26%(2) 679,156 679,156 U.S. EQUITY FUNDS--16.2% Oppenheimer Capital Appreciation Fund, Cl. Y(3) 460,507 17,333,470 Oppenheimer Main Street Fund, Cl. Y 660,302 17,478,188 Oppenheimer Value Fund, Cl. Y 941,460 17,831,249 ------------ 52,642,907 ------------ TOTAL INVESTMENTS, AT VALUE (COST $414,940,722) 100.2% 325,452,581 LIABILITIES IN EXCESS OF OTHER ASSETS (0.2) (758,223) ---------- ------------ NET ASSETS 100.0% $324,694,358 ========== ============
FOOTNOTES TO STATEMENT OF INVESTMENTS 1 | CONSERVATIVE INVESTOR FUND Conservative Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED 1. Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended October 31, 2009, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows:
SHARES GROSS GROSS SHARES JANUARY 31, 2009 ADDITIONS REDUCTIONS OCTOBER 31, 2009 ---------------- ---------- ---------- ---------------- Oppenheimer Capital Appreciation Fund, Cl. Y 525,551 40,104 105,148 460,507 Oppenheimer Champion Income Fund, Cl. Y 7,100,439 8,024,888 2,398,304 12,727,023 Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 3,124,062 2,625,603 663,736 5,085,929 Oppenheimer Core Bond Fund, Cl. Y 16,515,487 2,277,330 2,134,534 16,658,283 Oppenheimer Global Fund, Cl. Y 429,928 31,239 108,060 353,107 Oppenheimer Institutional Money Market Fund, Cl. E -- 49,807,138 49,127,982 679,156 Oppenheimer International Bond Fund, Cl. Y 3,991,455 396,563 391,618 3,996,400 Oppenheimer Limited-Term Government Fund, Cl. Y 8,315,752 829,582 1,870,552 7,274,782 Oppenheimer Main Street Fund, Cl. Y 779,922 56,894 176,514 660,302 Oppenheimer Real Estate Fund, Cl. Y 1,285,658 359,245 196,589 1,448,314 Oppenheimer Value Fund, Cl. Y 1,085,665 80,835 225,040 941,460
REALIZED VALUE INCOME LOSS ---------------- ---------- ----------- Oppenheimer Capital Appreciation Fund, Cl. Y $ 17,333,470 $ -- $ 1,877,158 Oppenheimer Champion Income Fund, Cl. Y 22,908,641 1,047,847 16,921,909 Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 16,987,003 -- 3,175,139 Oppenheimer Core Bond Fund, Cl. Y 102,281,857 3,964,436 8,780,722 Oppenheimer Global Fund, Cl. Y 17,697,737 -- 3,386,279 Oppenheimer Institutional Money Market Fund, Cl. E 679,156 2,286 -- Oppenheimer International Bond Fund, Cl. Y 26,136,459 754,008 218,028 Oppenheimer Limited-Term Government Fund, Cl. Y 67,073,490 3,258,235 2,231,542 Oppenheimer Main Street Fund, Cl. Y 17,478,188 -- 3,035,435 Oppenheimer Real Estate Fund, Cl. Y 19,045,331 317,066 2,570,412 Oppenheimer Value Fund, Cl. Y 17,831,249 -- 2,405,919 ------------ ---------- ----------- $325,452,581 $9,343,878 $44,602,543 ============ ========== ===========
2. Rate shown is the 7-day yield as of October 31, 2009. 3. Non-income producing security. VALUATION INPUTS Various data inputs are used in determining the value of each of the Fund's investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards: 1) Level 1-unadjusted quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange) 2) Level 2-inputs other than unadjusted quoted prices that are observable for the asset (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.) 3) Level 3-significant unobservable inputs (including the Manager's own judgments about assumptions that market participants would use in pricing the asset). The table below categorizes amounts that are included in the Fund's Statement of Assets and Liabilities as of October 31, 2009 based on valuation input level: 2 | CONSERVATIVE INVESTOR FUND Conservative Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED
LEVEL 3-- LEVEL 1-- LEVEL 2-- SIGNIFICANT UNADJUSTED OTHER SIGNIFICANT UNOBSERVABLE QUOTED PRICES OBSERVABLE INPUTS INPUTS VALUE ------------- ----------------- ------------ ------------ ASSETS TABLE INVESTMENTS, AT VALUE: Investment Companies $325,452,581 $-- $-- $325,452,581 Total Assets $325,452,581 $-- $-- $325,452,581
Currency contracts and forwards, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract's value from trade date. Futures, if any, are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. All additional assets and liabilities included in the above table are reported at their market value at measurement date. See the accompanying Notes for further discussion of the methods used in determining value of the Fund's investments, and a summary of changes to the valuation techniques, if any, during the reporting period. NOTES TO STATEMENT OF INVESTMENTS SECURITIES VALUATION. The Fund calculates the net asset value of its shares based upon the net asset value of the applicable Underlying Fund. For each Underlying Fund, the net asset value per share for a class of shares is determined as of the close of the New York Stock Exchange (the "Exchange"), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading by dividing the value of the Underlying Fund's net assets attributable to that class by the number of outstanding shares of that class on that day. To determine their net asset values, the Underlying Funds' assets are valued primarily on the basis of current market quotations. In the absence of a readily available unadjusted quoted market price, including for assets whose values have been materially affected by what the Manager identifies as a significant event occurring before the Underlying Fund's assets are valued but after the close of their respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that Underlying Fund's assets using consistently applied procedures under the supervision of the Board of Trustees. The methodologies used for valuing assets are not necessarily an indication of the risks associated with investing in those Underlying Funds. Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Unadjusted quoted prices in active markets for identical assets or liabilities are classified as "Level 1," inputs other than unadjusted quoted prices for an asset that are observable are classified as "Level 2" and significant unobservable inputs, including the Manager's judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as "Level 3." The inputs used for valuing assets and liabilities are not necessarily an indication of the risks associated with investing in those assets or liabilities. A table summarizing the Fund's investments under these levels of classification is included following the Statement of Investments. The Fund classifies each of its investments in the Underlying Funds as Level 1, without consideration as to the classification level of the specific investments held by the Underlying Funds. There have been no significant changes to the fair valuation methodologies during the period. RISKS OF INVESTING IN THE UNDERLYING FUNDS. Each of the Underlying Funds in which the Fund invests has its own investment risks, and those risks can affect the value of the Fund's investments and therefore the value of the Fund's shares. To the extent that the Fund invests more of its assets in one Underlying Fund than in another, the Fund will have greater exposure to the risks of that Underlying Fund. INVESTMENT IN OPPENHEIMER INSTITUTIONAL MONEY MARKET FUND. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund ("IMMF") to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is also the investment 3 | Conservative Investor Fund Conservative Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED adviser of IMMF. When applicable, the Fund's investment in IMMF is included in the Statement of Investments. As a shareholder, the Fund is subject to its proportional share of IMMF's Class E expenses, including its management fee. FEDERAL TAX. The approximate aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes as of October 31, 2009 are noted below. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses. Federal tax cost of securities $ 453,254,963 ------------- Gross unrealized appreciation $ 2,092,688 Gross unrealized depreciation (129,895,070) ------------- Net unrealized depreciation $(127,802,382) =============
4 | CONSERVATIVE INVESTOR FUND Moderate Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED
SHARES VALUE ---------- ------------ INVESTMENT COMPANIES--100.0%(1) ALTERNATIVE INVESTMENT FUNDS--10.1% Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 11,694,042 $ 39,058,099 Oppenheimer Real Estate Fund, Cl. Y 3,341,582 43,941,808 ------------ 82,999,907 ------------ FIXED INCOME FUNDS--45.5% Oppenheimer Champion Income Fund, Cl. Y 20,821,355 37,478,439 Oppenheimer Core Bond Fund, Cl. Y 27,434,515 168,447,923 Oppenheimer International Bond Fund, Cl. Y 8,852,970 57,898,427 Oppenheimer Limited-Term Government Fund, Cl. Y 11,834,873 109,117,525 ------------ 372,942,314 ------------ GLOBAL EQUITY FUND--9.9% Oppenheimer Global Fund, Cl. Y 1,626,893 81,539,896 ------------ MONEY MARKET FUND--0.0% Oppenheimer Institutional Money Market Fund, Cl. E, 0.26%(2) 285,886 285,886 ------------ U.S. EQUITY FUNDS--34.5% Oppenheimer Capital Appreciation Fund, Cl. Y(3) 2,120,781 79,826,205 Oppenheimer Main Street Fund, Cl. Y 3,041,523 80,509,118 Oppenheimer Main Street Opportunity Fund, Cl. Y 3,881,655 40,097,492 Oppenheimer Value Fund, Cl. Y 4,338,749 82,175,906 ------------ 282,608,721 ------------ TOTAL INVESTMENTS, AT VALUE (COST $1,084,673,927) 100.0% 820,376,724 LIABILITIES IN EXCESS OF OTHER ASSETS 0.0 (230,361) ------------ NET ASSETS 100.0% $820,146,363 ============
Footnotes to Statement of Investments 1 | MODERATE INVESTOR FUND Moderate Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED (1.) Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended October 31, 2009, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows:
SHARES SHARES JANUARY GROSS GROSS OCTOBER 31, 2009 ADDITIONS REDUCTIONS 31, 2009 ---------- ---------- ---------- ---------- Oppenheimer Capital Appreciation Fund, Cl. Y 2,332,832 96,972 309,023 2,120,781 Oppenheimer Champion Income Fund, Cl. Y 15,642,337 7,441,442 2,262,424 20,821,355 Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 7,049,222 5,380,896 736,076 11,694,042 Oppenheimer Core Bond Fund, Cl. Y 24,266,078 4,658,169 1,489,732 27,434,515 Oppenheimer Global Fund, Cl. Y 1,901,836 76,316 351,259 1,626,893 Oppenheimer Institutional Money Market Fund, Cl. E -- 54,940,981 54,655,095 285,886 Oppenheimer International Bond Fund, Cl. Y 8,723,767 573,316 444,113 8,852,970 Oppenheimer Limited-Term Government Fund, Cl. Y 11,740,378 846,498 752,003 11,834,873 Oppenheimer Main Street Fund, Cl. Y 3,447,496 137,101 543,074 3,041,523 Oppenheimer Main Street Opportunity Fund, CI. Y 4,525,577 176,500 820,422 3,881,655 Oppenheimer Real Estate Fund, Cl. Y 2,860,717 694,700 213,835 3,341,582 Oppenheimer Value Fund, Cl. Y 4,800,853 196,019 658,123 4,338,749
REALIZED VALUE INCOME LOSS ------------ ----------- ----------- Oppenheimer Capital Appreciation Fund, Cl. Y $ 79,826,205 $ -- $ 5,637,485 Oppenheimer Champion Income Fund, Cl. Y 37,478,439 2,195,748 16,315,844 Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 39,058,099 -- 3,743,940 Oppenheimer Core Bond Fund, Cl. Y 168,447,923 7,877,492 6,815,502 Oppenheimer Global Fund, Cl. Y 81,539,896 -- 11,170,157 Oppenheimer Institutional Money Market Fund, Cl. E 285,886 5,079 -- Oppenheimer International Bond Fund, Cl. Y 57,898,427 1,691,470 232,099 Oppenheimer Limited-Term Government Fund, Cl. Y 109,117,525 4,078,045 735,716 Oppenheimer Main Street Fund, Cl. Y 80,509,118 -- 9,806,012 Oppenheimer Main Street Opportunity Fund, CI. Y 40,097,492 -- 4,941,271 Oppenheimer Real Estate Fund, Cl. Y 43,941,808 748,824 3,124,838 Oppenheimer Value Fund, Cl. Y 82,175,906 -- 7,586,732 ------------ ----------- ----------- $820,376,724 $16,596,658 $70,109,596 ============ =========== ===========
(2.) Rate shown is the 7-day yield as of October 31, 2009. (3.) Non-income producing security. VALUATION INPUTS Various data inputs are used in determining the value of each of the Fund's investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards: 1) Level 1-unadjusted quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange) 2) Level 2-inputs other than unadjusted quoted prices that are observable for the asset (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.) 3) Level 3-significant unobservable inputs (including the Manager's own judgments about assumptions that market participants would use in pricing the asset). The table below categorizes amounts that are included in the Fund's Statement of Assets and Liabilities as of October 31, 2009 based on valuation input level: 2 | MODERATE INVESTOR FUND Moderate Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED
LEVEL 3-- LEVEL 1-- LEVEL 2-- SIGNIFICANT UNADJUSTED OTHER SIGNIFICANT UNOBSERVABLE QUOTED PRICES OBSERVABLE INPUTS INPUTS VALUE ------------- ----------------- ------------ ------------ ASSETS TABLE INVESTMENTS, AT VALUE: Investment Companies $820,376,724 $-- $-- $820,376,724 ------------ --- --- ------------ Total Assets $820,376,724 $-- $-- $820,376,724 ------------ --- --- ------------
Currency contracts and forwards, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract's value from trade date. Futures, if any, are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. All additional assets and liabilities included in the above table are reported at their market value at measurement date. SEE THE ACCOMPANYING NOTES FOR FURTHER DISCUSSION OF THE METHODS USED IN DETERMINING VALUE OF THE FUND'S INVESTMENTS, AND A SUMMARY OF CHANGES TO THE VALUATION TECHNIQUES, IF ANY, DURING THE REPORTING PERIOD. NOTES TO STATEMENT OF INVESTMENTS SECURITIES VALUATION. The Fund calculates the net asset value of its shares based upon the net asset value of the applicable Underlying Fund. For each Underlying Fund, the net asset value per share for a class of shares is determined as of the close of the New York Stock Exchange (the "Exchange"), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading by dividing the value of the Underlying Fund's net assets attributable to that class by the number of outstanding shares of that class on that day. To determine their net asset values, the Underlying Funds' assets are valued primarily on the basis of current market quotations. In the absence of a readily available unadjusted quoted market price, including for assets whose values have been materially affected by what the Manager identifies as a significant event occurring before the Underlying Fund's assets are valued but after the close of their respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that Underlying Fund's assets using consistently applied procedures under the supervision of the Board of Trustees. The methodologies used for valuing assets are not necessarily an indication of the risks associated with investing in those Underlying Funds. Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Unadjusted quoted prices in active markets for identical assets or liabilities are classified as "Level 1," inputs other than unadjusted quoted prices for an asset that are observable are classified as "Level 2" and significant unobservable inputs, including the Manager's judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as "Level 3." The inputs used for valuing assets and liabilities are not necessarily an indication of the risks associated with investing in those assets or liabilities. A table summarizing the Fund's investments under these levels of classification is included following the Statement of Investments. The Fund classifies each of its investments in the Underlying Funds as Level 1, without consideration as to the classification level of the specific investments held by the Underlying Funds. There have been no significant changes to the fair valuation methodologies during the period. RISKS OF INVESTING IN THE UNDERLYING FUNDS. Each of the Underlying Funds in which the Fund invests has its own investment risks, and those risks can affect the value of the Fund's investments and therefore the value of the Fund's shares. To the extent that the Fund invests more of its assets in one Underlying Fund than in another, the Fund will have greater exposure to the risks of that Underlying Fund. INVESTMENT IN OPPENHEIMER INSTITUTIONAL MONEY MARKET FUND. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund ("IMMF") to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is also the investment 3 | MODERATE INVESTOR FUND Moderate Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED adviser of IMMF. When applicable, the Fund's investment in IMMF is included in the Statement of Investments. As a shareholder, the Fund is subject to its proportional share of IMMF's Class E expenses, including its management fee. FEDERAL TAX. The approximate aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes as of October 31, 2009 are noted below. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses. Federal tax cost of securities $ 1,156,170,499 =============== Gross unrealized appreciation $ 5,194,792 Gross unrealized depreciation (340,988,567) --------------- Net unrealized depreciation $ (335,793,775) ===============
4 | MODERATE INVESTOR FUND Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited
Shares Value ---------- -------------- INVESTMENT COMPANIES--99.6%(1) ALTERNATIVE INVESTMENT FUNDS--9.3% Oppenheimer Real Estate Fund, Cl. Y 5,666,493 $ 74,514,380 Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 29,534,480 98,645,162 Oppenheimer Gold & Special Minerals Fund, Cl. A 238,729 7,474,619 -------------- 180,634,161 -------------- FIXED INCOME FUNDS--25.9% Oppenheimer U.S. Government Trust, Cl. Y 13,892,728 127,257,390 Oppenheimer Core Bond Fund, Cl. Y 32,452,193 199,256,465 Oppenheimer International Bond Fund, Cl. Y 16,853,217 110,220,042 Oppenheimer Champion Income Fund, Cl. Y 35,460,160 63,828,288 -------------- 500,562,185 -------------- GLOBAL EQUITY FUNDS--22.7% Oppenheimer International Growth Fund, Cl. Y 7,483,390 176,159,010 Oppenheimer Global Fund, Cl. Y 2,757,398 138,200,791 Oppenheimer Developing Markets Fund, Cl. Y 3,881,556 100,959,276 Oppenheimer International Small Company Fund, Cl. Y 1,252,949 23,254,728 -------------- 438,573,805 -------------- MONEY MARKET FUND--1.2% Oppenheimer Institutional Money Market Fund, Cl. E, 0.26%(2) 23,531,093 23,531,093 -------------- U.S. EQUITY FUNDS--40.5% Oppenheimer Capital Appreciation Fund, Cl. Y(3) 5,685,262 213,993,253 Oppenheimer Main Street Fund, Cl. Y 8,101,748 214,453,267 Oppenheimer Value Fund, Cl. Y 11,295,356 213,934,034 Oppenheimer Main Street Small Cap Fund, Cl. Y 8,850,547 140,192,664 -------------- 782,573,218 -------------- Total Investment Companies (Cost $2,203,746,327) 1,925,874,462 -------------- U.S. GOVERNMENT OBLIGATIONS--0.5% U.S. Treasury Bills, 0.256%, 12/3/09(4) (Cost $9,998,800) 10,000,000 9,998,800 -------------- TOTAL INVESTMENTS, AT VALUE (COST $2,213,745,127) 100.1% 1,935,873,262 Liabilities in Excess of Other Assets (0.1) (1,536,682) ----- -------------- Net Assets 100.0% $1,934,336,580 ===== ==============
Footnotes to Statement of Investments 1 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited (1.) Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended October 31, 2009, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows:
SHARES SHARES JANUARY 31, GROSS GROSS OCTOBER 31, 2009 ADDITIONS REDUCTIONS 2009 ----------- ----------- ----------- ----------- Oppenheimer Capital Appreciation Fund, Cl. Y 8,783,285 267,766 3,365,789 5,685,262 Oppenheimer Champion Income Fund, Cl. Y 21,194,454 20,674,551 6,408,845 35,460,160 Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 16,267,698 15,158,840 1,892,058 29,534,480 Oppenheimer Core Bond Fund, Cl. Y 27,132,676 10,404,857 5,085,340 32,452,193 Oppenheimer Developing Markets Fund, Cl. Y 3,730,645 1,971,442 1,820,531 3,881,556 Oppenheimer Discovery Fund, Cl. Y -- 7(a) 7 -- Oppenheimer Global Fund, Cl. Y 3,003,866 359,918 606,386 2,757,398 Oppenheimer Gold & Special Minerals Fund, Cl. A -- 261,979 23,250 238,729 Oppenheimer Institutional Money Market Fund, Cl. E 33,291,478 251,801,495 261,561,880 23,531,093 Oppenheimer International Bond Fund, Cl. Y 10,486,302 7,471,864 1,104,949 16,853,217 Oppenheimer International Growth Fund, Cl. Y 8,313,075 936,958 1,766,643 7,483,390 Oppenheimer International Small Company Fund, Cl. Y -- 1,601,917 348,968 1,252,949 Oppenheimer Main Street Fund, Cl. Y 7,759,207 1,309,098 966,557 8,101,748 Oppenheimer Main Street Small Cap Fund, Cl. Y 9,165,954 1,542,144 1,857,551 8,850,547 Oppenheimer MidCap Fund, Cl. Y 2,666,826 12,173 2,678,999(a) -- Oppenheimer Real Estate Fund, Cl. Y 4,932,187 1,654,766 920,460 5,666,493 Oppenheimer Small- & Mid- Cap Value Fund, Cl. Y 1,562,855 8,205 1,571,060 -- Oppenheimer U.S. Government Trust, Cl. Y 14,581,076 2,151,512 2,839,860 13,892,728 Oppenheimer Value Fund, Cl. Y 17,156,128 372,651 6,233,423 11,295,356
REALIZED VALUE INCOME GAIN (LOSS) -------------- ----------- ------------- Oppenheimer Capital Appreciation Fund, Cl. Y $ 213,993,253 $ -- $(48,721,233) Oppenheimer Champion Income Fund, Cl. Y 63,828,288 3,454,299 (27,539,662) Oppenheimer Commodity Strategy Total Return Fund, Cl. Y 98,645,162 -- (10,893,403) Oppenheimer Core Bond Fund, Cl. Y 199,256,465 8,768,343 (15,229,245) Oppenheimer Developing Markets Fund, Cl. Y 100,959,276 -- (5,057,253) Oppenheimer Discovery Fund, Cl. Y -- -- 14 Oppenheimer Global Fund, Cl. Y 138,200,791 -- (16,479,322) Oppenheimer Gold & Special Minerals Fund, Cl. A 7,474,619 -- 32,563 Oppenheimer Institutional Money Market Fund, Cl. E 23,531,093 93,948 -- Oppenheimer International Bond Fund, Cl. Y 110,220,042 2,815,823 (392,864) Oppenheimer International Growth Fund, Cl. Y 176,159,010 -- (4,630,717) Oppenheimer International Small Company Fund, Cl. Y 23,254,728 -- 1,823,180 Oppenheimer Main Street Fund, Cl. Y 214,453,267 -- (18,153,235) Oppenheimer Main Street Small Cap Fund, Cl. Y 140,192,664 -- (17,671,507) Oppenheimer MidCap Fund, Cl. Y -- -- (15,665,162) Oppenheimer Real Estate Fund, Cl. Y 74,514,380 1,494,118 (7,631,837) Oppenheimer Small- & Mid- Cap Value Fund, Cl. Y -- -- (15,274,715) Oppenheimer U.S. Government Trust, Cl. Y 127,257,390 5,401,130 (2,601,265) Oppenheimer Value Fund, Cl. Y 213,934,034 -- (68,267,001) -------------- ----------- ------------- $1,925,874,462 $22,027,661 $(272,352,664) ============== =========== =============
(a.) All or a portion is the result of a corporate action. 2 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited (2.) Rate shown is the 7-day yield as of October 31, 2009. (3.) Non-income producing security. (4.) All or a portion of the security is held in collateralized accounts to cover initial margin requirements on open futures contracts. The aggregate market value of such securities is $9,998,000. See accompanying Notes. VALUATION INPUTS Various data inputs are used in determining the value of each of the Fund's investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards: 1) Level 1-unadjusted quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange) 2) Level 2-inputs other than unadjusted quoted prices that are observable for the asset (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.) 3) Level 3-significant unobservable inputs (including the Manager's own judgments about assumptions that market participants would use in pricing the asset). The table below categorizes amounts that are included in the Fund's Statement of Assets and Liabilities as of October 31, 2009 based on valuation input level:
LEVEL 2-- OTHER LEVEL 3-- LEVEL 1-- SIGNIFICANT SIGNIFICANT UNADJUSTED OBSERVABLE UNOBSERVABLE QUOTED PRICES INPUTS INPUTS VALUE -------------- ----------- ------------ -------------- ASSETS TABLE INVESTMENTS, AT VALUE: Investment Companies $1,925,874,462 $ -- $-- $1,925,874,462 U.S. Government Obligations -- 9,998,800 -- 9,998,800 -------------- ----------- --- -------------- Total Investments, at Value 1,925,874,462 9,998,800 -- 1,935,873,262 OTHER FINANCIAL INSTRUMENTS: Depreciated swaps, at value -- 1,981,645 -- 1,981,645 Futures margins 203,519 -- -- 203,519 -------------- ----------- --- -------------- Total Assets $1,926,077,981 $11,980,445 $-- $1,938,058,426 -------------- ----------- --- -------------- LIABILITIES TABLE OTHER FINANCIAL INSTRUMENTS: Appreciated swaps, at value $ -- $(1,235,883) $-- $ (1,235,883) Depreciated swaps, at value -- (1,068,238) -- (1,068,238) -------------- ----------- --- -------------- Total Liabilities $ -- $(2,304,121) $-- $ (2,304,121) -------------- ----------- --- --------------
Currency contracts and forwards, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract's value from trade date. Futures, if any, are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. All additional assets and liabilities included in the above table are reported at their market value at measurement date. SEE THE ACCOMPANYING NOTES FOR FURTHER DISCUSSION OF THE METHODS USED IN DETERMINING VALUE OF THE FUND'S INVESTMENTS, AND A SUMMARY OF CHANGES TO THE VALUATION TECHNIQUES, IF ANY, DURING THE REPORTING PERIOD. FUTURES CONTRACTS AS OF OCTOBER 31, 2009 ARE AS FOLLOWS:
NUMBER OF EXPIRATION UNREALIZED CONTRACT DESCRIPTION BUY/SELL CONTRACTS DATE VALUE APPRECIATION - -------------------- -------- --------- ---------- ----------- ------------ U.S. Treasury Nts., 10 yr. Buy 233 12/21/09 $27,635,984 $288,606
3 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited CREDIT DEFAULT SWAP CONTRACTS AS OF OCTOBER 31, 2009 ARE AS FOLLOWS:
PAY/ UPFRONT BUY/SELL NOTIONAL RECEIVE PAYMENT UNREALIZED SWAP COUNTERPARTY/ CREDIT AMOUNT FIXED TERMINATION RECEIVED/ APPRECIATION REFERENCE ENTITY PROTECTION (000'S) RATE DATE (PAID) VALUE (DEPRECIATION) - ------------------ ---------- -------- ------- ----------- ----------- ----------- -------------- CDX EMERGING MARKETS INDEX, SERIES 12 Barclays Bank plc Sell $18,700 5% 12/20/14 $(2,187,380) $ 1,981,645 $ (205,735) ------- ----------- ----------- ---------- Total 18,700 (2,187,380) 1,981,645 (205,735) ------- ----------- ----------- ---------- CDX NORTH AMERICA HIGH YIELD INDEX, SERIES 12: Barclays Bank plc Sell 10,340 5 6/20/14 4,163,292 (438,539) 3,724,753 Goldman Sachs International Sell 18,800 5 6/20/14 2,159,389 (797,344) 1,362,045 ------- ----------- ----------- ---------- Total 29,140 6,322,681 (1,235,883) 5,086,798 ------- ----------- ----------- ---------- Grand Total Buys -- -- -- Grand Total Sells 4,135,301 745,762 4,881,063 ----------- ----------- ---------- Total Credit Default Swaps $ 4,135,301 $ 745,762 $4,881,063 =========== =========== ==========
The table that follows shows the undiscounted maximum potential payment by the Fund related to selling credit protection in credit default swaps:
TOTAL MAXIMUM POTENTIAL PAYMENTS FOR SELLING CREDIT REFERENCE PROTECTION AMOUNT ASSET RATING TYPE OF REFERENCE ASSET ON WHICH THE FUND SOLD PROTECTION (UNDISCOUNTED) RECOVERABLE* RANGE** - --------------------------------------------------------- -------------- ------------ ------------ Non-Investment Grade Corporate Debt Indexes $47,840,000 $-- BB+ to B
* The Fund has no amounts recoverable from related purchased protection. In addition, the Fund has no recourse provisions under the credit derivatives and holds no collateral which can offset or reduce potential payments under a triggering event. ** The period end reference asset security ratings, as rated by any rating organization, are included in the equivalent Standard & Poor's rating category. The reference asset rating represents the likelihood of a potential credit event on the reference asset which would result in a related payment by the Fund. TOTAL RETURN SWAP CONTRACTS AS OF OCTOBER 31, 2009 ARE AS FOLLOWS:
NOTIONAL REFERENCE ENTITY/ AMOUNT PAID BY RECEIVED BY TERMINATION SWAP COUNTERPARTY (000'S) THE FUND THE FUND DATE VALUE - ----------------- -------- -------- ----------- ----------- ----------- THE BARCLAYS CAPITAL US FIXED RATE MORTGAGE INDEX Barclays Bank plc $19,702 If positive, the Total One-Month USD BBA 11/5/09 $ (96,557) Return of the LIBOR minus 50 basis Barclays Capital points and if negative, US Fixed Rate the absolute value of the Mortgage Index Total Return of the Barclays Capital US Fixed Rate Mortgage Index MSCI DAILY TR NET EMERGING MARKETS USD INDEX
4 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited UBS AG 18,375 One-Month USD If positive, the Total 5/12/10 (857,475) BBA LIBOR plus Return of the MSCI 100 basis points Daily Net Emerging and if negative, the Markets USD Index absolute value of the Total Return of the MSCI Daily Net Emerging Markets USD Index STANDARD & POOR'S 100 INDEX Goldman Sachs Group, Inc. (The) 23,164 If positive, the Total One-Month USD BBA 10/8/10 (114,206) Return of the LIBOR minus 15 basis Standard & Poor's points and if negative, 100 Index the absolute value of the Total Return of the Standard & Poor's 100 Index ----------- Total of Total Return Swaps $(1,068,238) ===========
Abbreviations are as follows: BBA LIBOR British Bankers' Association London-Interbank Offered Rate MSCI Morgan Stanley Capital International TR Total Return SWAP SUMMARY AS OF OCTOBER 31, 2009 IS AS FOLLOWS: The following table aggregates, as of period end, the amount receivable from/(payable to) each counterparty with whom the Fund has entered into a swap agreement. Swaps are individually disclosed in the preceding tables.
NOTIONAL SWAP TYPE FROM AMOUNT SWAP COUNTERPARTY FUND PERSPECTIVE (000'S) VALUE - ----------------- ---------------- -------- ---------- Barclays Bank plc: Credit Default Sell Protection $29,040 $1,543,106 Total Return 19,702 (96,557) ---------- 1,446,549 ---------- Goldman Sachs Group, Inc. (The) Total Return 23,164 (114,206) ---------- Credit Default Sell Goldman Sachs International Protection 18,800 (797,344) ---------- UBS AG Total Return 18,375 (857,475) ---------- Total Swaps $ (322,476) ==========
NOTES TO STATEMENT OF INVESTMENTS SECURITIES VALUATION. The Fund calculates the net asset value of its shares based upon the net asset value of the applicable Underlying Fund. For each Underlying Fund, the net asset value per share for a class of shares is determined as of the close of the New York Stock Exchange (the "Exchange"), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading by dividing the value of the Underlying Fund's net assets attributable to that class by the number of outstanding shares of that class on that day. To determine their net asset values, the Underlying Funds' assets are valued primarily on the basis of current market quotations. In the absence of a readily available unadjusted quoted market price, including for assets whose values have been materially affected by what the Manager identifies as a significant event occurring before the Underlying Fund's assets are valued but after the close of their respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that Underlying Fund's assets using consistently applied procedures under the supervision of the Board of Trustees. The methodologies used for valuing assets are not necessarily an indication of the risks associated with investing in those Underlying Funds. Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Unadjusted quoted prices in active markets for identical assets or liabilities are classified as "Level 1," inputs other than unadjusted quoted prices for an asset that are observable are classified as "Level 2" and significant unobservable inputs, including the Manager's judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as "Level 3." The inputs used for valuing assets and liabilities are 5 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited not necessarily an indication of the risks associated with investing in those assets or liabilities. A table summarizing the Fund's investments under these levels of classification is included following the Statement of Investments. The Fund classifies each of its investments in the Underlying Funds as Level 1, without consideration as to the classification level of the specific investments held by the Underlying Funds. There have been no significant changes to the fair valuation methodologies during the period. RISKS OF INVESTING IN THE UNDERLYING FUNDS. Each of the Underlying Funds in which the Fund invests has its own investment risks, and those risks can affect the value of the Fund's investments and therefore the value of the Fund's shares. To the extent that the Fund invests more of its assets in one Underlying Fund than in another, the Fund will have greater exposure to the risks of that Underlying Fund. FOREIGN CURRENCY TRANSLATION. The Fund's accounting records are maintained in U.S. dollars. The values of securities denominated in foreign currencies and amounts related to the purchase and sale of foreign securities and foreign investment income are translated into U.S. dollars as of the close of the Exchange, normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading. Foreign exchange rates may be valued primarily using a reliable bank, dealer or service authorized by the Board of Trustees. Reported net realized gains and losses from foreign currency transactions arise from sales of portfolio securities, sales and maturities of short-term securities, sales of foreign currencies, exchange rate fluctuations between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized appreciation and depreciation on the translation of assets and liabilities denominated in foreign currencies arise from changes in the values of assets and liabilities, including investments in securities at fiscal period end, resulting from changes in exchange rates. The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and reported with all other foreign currency gains and losses in the Fund's Statement of Operations in the annual and semiannual reports. INVESTMENT IN OPPENHEIMER INSTITUTIONAL MONEY MARKET FUND. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund ("IMMF") to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is also the investment adviser of IMMF. When applicable, the Fund's investment in IMMF is included in the Statement of Investments. As a shareholder, the Fund is subject to its proportional share of IMMF's Class E expenses, including its management fee. RISK EXPOSURES AND THE USE OF DERIVATIVE INSTRUMENTS The Fund's investment objectives not only permit the Fund to purchase investment securities, they also allow the Fund to enter into various types of derivatives contracts, including, but not limited to, futures contracts, forward foreign currency exchange contracts, credit default swaps, interest rate swaps, total return swaps, and purchased and written options. In doing so, the Fund will employ strategies in differing combinations to permit it to increase, decrease, or change the level or types of exposure to market risk factors. Central to those strategies are features inherent to derivatives that make them more attractive for this purpose than equity and debt securities: they require little or no initial cash investment, they can 6 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited focus exposure on only certain selected risk factors, and they may not require the ultimate receipt or delivery of the underlying security (or securities) to the contract. This may allow the Fund to pursue its objectives more quickly and efficiently than if it were to make direct purchases or sales of securities capable of effecting a similar response to market factors. MARKET RISK FACTORS. In pursuit of its investment objectives, the Fund may seek to use derivatives to increase or decrease its exposure to the following market risk factors: INTEREST RATE RISK. Interest rate risk refers to the fluctuations in value of fixed-income securities resulting from the inverse relationship between price and yield. For example, an increase in general interest rates will tend to reduce the market value of already issued fixed-income investments, and a decline in general interest rates will tend to increase their value. In addition, debt securities with longer maturities, which tend to have higher yields, are subject to potentially greater fluctuations in value from changes in interest rates than obligations with shorter maturities. CREDIT RISK. Credit risk relates to the ability of the issuer to meet interest and principal payments, or both, as they come due. In general, lower-grade, higher-yield bonds are subject to credit risk to a greater extent than lower-yield, higher-quality bonds. FOREIGN EXCHANGE RATE RISK. Foreign exchange rate risk relates to the change in the U.S. dollar value of a security held that is denominated in a foreign currency. The U.S. dollar value of a foreign currency denominated security will decrease as the dollar appreciates against the currency, while the U.S. dollar value will increase as the dollar depreciates against the currency. EQUITY RISK. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market. RISKS OF INVESTING IN DERIVATIVES. The Fund's use of derivatives can result in losses due to unanticipated changes in the market risk factors and the overall market. In instances where the Fund is using derivatives to decrease, or hedge, exposures to market risk factors for securities held by the Fund, there are also risks that those derivatives may not perform as expected resulting in losses for the combined or hedged positions. Derivatives may have little or no initial cash investment relative to their market value exposure and therefore can produce significant gains or losses in excess of their cost. This use of embedded leverage allows the Fund to increase its market value exposure relative to its net assets and can substantially increase the volatility of the Fund's performance. Additional associated risks from investing in derivatives also exist and potentially could have significant effects on the valuation of the derivative and the Fund. Typically, the associated risks are not the risks that the Fund is attempting to increase or decrease exposure to, per its investment objectives, but are the additional risks from investing in derivatives. Examples of these associated risks are liquidity risk, which is the risk that the Fund will not be able to sell the derivative in the open market in a timely manner, and counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. Associated risks can be different for each type of derivative and are discussed by each derivative type in the notes that follow. COUNTERPARTY CREDIT RISK. Certain derivative positions are subject to counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. The Fund's derivative counterparties are financial institutions who are subject to market conditions that may weaken their financial position. The Fund intends to enter into financial transactions with counterparties that the Manager believes to be creditworthy at the time of the transaction. As of October 31, 2009, the maximum amount of loss that the Fund would incur if the counterparties to its derivative transactions failed to perform would be $1,981,645, which represents gross payments to be received by the Fund on these derivative contracts were they to be unwound as of period end. To reduce this risk the Fund has entered into master netting arrangements, established within the Fund's International Swap and Derivatives Association, Inc. ("ISDA") master agreements, which allow the Fund to net unrealized appreciation and depreciation for positions in swaps, over-the-counter options, and forward currency exchange contracts 7 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited for each individual counterparty. The amount of loss that the Fund would incur taking into account these master netting arrangements would be $1,446,549 as of October 31, 2009. CREDIT RELATED CONTINGENT FEATURES. The Fund has several credit related contingent features that if triggered would allow its derivatives counterparties to close out and demand payment or additional collateral to cover their exposure from the Fund. Credit related contingent features are established between the Fund and its derivatives counterparties to reduce the risk that the Fund will not fulfill its payment obligations to its counterparties. These triggering features include, but are not limited to, a percentage decrease in the Fund's net assets and or a percentage decrease in the Fund's Net Asset Value or NAV. The contingent features are established within the Fund's ISDA master agreements which govern positions in swaps, over-the-counter options, and forward currency exchange contracts for each individual counterparty. As of October 31, 2009, the total value of derivative positions with credit related contingent features in a net liability position was $1,769,025. If a contingent feature would have been triggered as of October 31, 2009, the Fund could have been required to pay this amount in cash to its counterparties. The Fund did not hold or post collateral for its derivative transactions. FOREIGN CURRENCY EXCHANGE CONTRACTS The Fund may enter into foreign currency exchange contracts ("forward contracts") for the purchase or sale of a foreign currency at a negotiated rate at a future date. Forward contracts are reported on a schedule following the Statement of Investments. Forward contracts will be valued daily based upon the closing prices of the forward currency rates determined at the close of the Exchange as provided by a bank, dealer or pricing service. The resulting unrealized appreciation (depreciation) is reported in the Statement of Assets and Liabilities in the annual and semiannual reports as a receivable or payable and in the Statement of Operations in the annual and semiannual reports within the change in unrealized appreciation (depreciation). At contract close, the difference between the original cost of the contract and the value at the close date is recorded as a realized gain (loss) in the Statement of Operations in the annual and semiannual reports. The Fund has entered into forward foreign currency exchange contracts with the obligation to purchase specified foreign currencies in the future at a currently negotiated forward rate in order to take a positive investment perspective on the related currency. These forward foreign currency exchange contracts seek to increase exposure to foreign exchange rate risk. The Fund has entered into forward foreign currency exchange contracts with the obligation to purchase specified foreign currencies in the future at a currently negotiated forward rate in order to decrease exposure to foreign exchange rate risk associated with foreign currency denominated securities held by the portfolio. The Fund has entered into forward foreign currency exchange contracts with the obligation to sell specified foreign currencies in the future at a currently negotiated forward rate in order to take a negative investment perspective on the related currency. These forward foreign currency exchange contracts seek to increase exposure to foreign exchange rate risk. The Fund has entered into forward foreign currency exchange contracts with the obligation to sell specified foreign currencies in the future at a currently negotiated forward rate in order to decrease exposure to foreign exchange rate risk associated with foreign currency denominated securities held by the portfolio. Additional associated risk to the Fund includes counterparty credit risk. Counterparty credit risk arises from the possibility that the counterparty will default. If the counterparty defaults, the Fund's loss will consist of the net amount of contractual payments that the Fund has not yet received. As of October 31, 2009, the Fund had no outstanding forward contracts. FUTURES 8 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited A futures contract is a commitment to buy or sell a specific amount of a financial instrument at a negotiated price on a stipulated future date. The Fund may buy and sell futures contracts and may also buy or write put or call options on these futures contracts. Futures contracts traded on a commodities or futures exchange will be valued at the final settlement price or official closing price on the principal exchange as reported by such principal exchange at its trading session ending at, or most recently prior to, the time when the Fund's assets are valued. Upon entering into a futures contract, the Fund is required to deposit either cash or securities (initial margin) in an amount equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses. Futures contracts are reported on a schedule following the Statement of Investments. Securities held in collateralized accounts to cover initial margin requirements on open futures contracts are noted in the Statement of Investments. Cash held by the broker to cover initial margin requirements on open futures contracts and the receivable and/or payable for the daily mark to market for the variation margin are noted in the Statement of Assets and Liabilities in the annual and semiannual reports. The net change in unrealized appreciation and depreciation is reported in the Statement of Operations in the annual and semiannual reports. Realized gains (losses) are reported in the Statement of Operations in the annual and semiannual reports at the closing or expiration of futures contracts. The Fund has purchased futures contracts on various bonds and notes to increase exposure to interest rate risk. The Fund has sold futures contracts on various bonds and notes to decrease exposure to interest rate risk. The Fund has purchased futures contracts on various equity indexes to increase exposure to equity risk. The Fund has sold futures contracts on various equity indexes to decrease exposure to equity risk. Additional associated risks of entering into futures contracts (and related options) include the possibility that there may be an illiquid market where the Fund is unable to liquidate the contract or enter into an offsetting position and, if used for hedging purposes, the risk that the price of the contract will correlate imperfectly with the prices of the Fund's securities. SWAP CONTRACTS The Fund may enter into swap contract agreements with a counterparty to exchange a series of cash flows based on either specified reference rates, or the occurrence of a credit event, over a specified period. Such contracts may include interest rate, equity, debt, index, total return, credit and currency swaps. Swaps are marked to market daily using primarily quotations from pricing services, counterparties and brokers. Swap contracts are reported on a schedule following the Statement of Investments. The values of swap contracts are aggregated by positive and negative values and disclosed separately on the Statement of Assets and Liabilities in the annual and semiannual reports by contracts in unrealized appreciation and depreciation positions. Upfront payments paid or received, if any, affect the value of the respective swap. Therefore, to determine the unrealized appreciation (depreciation) on swaps, upfront payments paid should be subtracted from, while upfront payments received should be added to, the value of contracts reported as an asset on the Statement of Assets and Liabilities in the annual and semiannual reports. Conversely, upfront payments paid should be added to, while upfront payments received should be subtracted from the value of contracts reported as a liability. The unrealized appreciation (depreciation) related to the change in the valuation of the notional amount of the swap is combined with the accrued interest due to (owed by) the Fund at termination or settlement. The net change in this amount during the period is included on the Statement of Operations in the annual and semiannual reports. The Fund also records any periodic payments received from (paid to) the counterparty, including at termination, under such contracts as realized gain (loss) on the Statement of Operations in the annual and semiannual reports. Swap contract agreements are exposed to the market risk factor of the specific underlying reference asset. Swap contracts are typically more attractively priced compared to similar investments in related cash securities because they isolate the risk to one market risk factor and eliminate the other market risk factors. Investments in cash securities (for instance bonds) have exposure to multiple risk factors (credit and interest rate risk). Because swaps require little or no initial cash investment, they can expose the Fund to substantial risk in the isolated market risk factor. 9 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited CREDIT DEFAULT SWAP CONTRACTS. A credit default swap is a bilateral contract that enables an investor to buy or sell protection on a debt security against a defined-issuer credit event, such as the issuer's failure to make timely payments of interest or principal on the debt security, bankruptcy or restructuring. The Fund may enter into credit default swaps either by buying or selling protection on a single security or a basket of securities (the "reference asset"). The buyer of protection pays a periodic fee to the seller of protection based on the notional amount of debt securities underlying the swap contract. The seller of protection agrees to compensate the buyer of protection for future potential losses as a result of a credit event on the reference asset. The contract effectively transfers the credit event risk of the reference asset from the buyer of protection to the seller of protection. The ongoing value of the contract will fluctuate throughout the term of the contract based primarily on the credit risk of the reference asset. If the credit quality of the reference asset improves relative to the credit quality at contract initiation, the buyer of protection may have an unrealized loss greater than the anticipated periodic fee owed. This unrealized loss would be the result of current credit protection being cheaper than the cost of credit protection at contract initiation. If the buyer elects to terminate the contract prior to its maturity, and there has been no credit event, this unrealized loss will become realized. If the contract is held to maturity, and there has been no credit event, the realized loss will be equal to the periodic fee paid over the life of the contract. If there is a credit event, the buyer of protection can exercise its rights under the contract and receive a payment from the seller of protection equal to the notional amount of the reference asset less the market value of the reference asset. Upon exercise of the contract the difference between the value of the underlying reference asset and the notional amount is recorded as realized gain (loss) and is included on the Statement of Operations in the annual and semiannual reports. The Fund has sold credit protection through credit default swaps to increase exposure to the credit risk of individual securities and, or, indexes that are either unavailable or considered to be less attractive in the bond market. Additional associated risks to the Fund include counterparty credit risk and liquidity risk. TOTAL RETURN SWAP CONTRACTS. A total return swap is an agreement between counterparties to exchange periodic payments based on asset or non-asset references. One cash flow is typically based on a non-asset reference (such as an interest rate or index) and the other on the total return of a reference asset (such as a security or a basket of securities). The total return of the reference asset typically includes appreciation or depreciation on the reference asset, plus any interest or dividend payments. Total return swap contracts are exposed to the market risk factor of the specific underlying financial instrument or index. Total return swaps are less standard in structure than other types of swaps and can isolate and, or, include multiple types of market risk factors including equity risk, credit risk, and interest rate risk. The Fund has entered into total return swaps on various equity indexes to increase exposure to equity risk. These equity risk related total return swaps require the Fund to pay a floating reference interest rate, or an amount equal to the negative price movement of an index multiplied by the notional amount of the contract. The Fund will receive payments equal to the positive price movement of the same index multiplied by the notional amount of the contract. The Fund has entered into total return swaps on various equity indexes to decrease exposure to equity risk. These equity risk related total return swaps require the Fund to pay an amount equal to the positive price movement of an index multiplied by the notional amount of the contract. The Fund will receive payments of a floating reference interest rate or an amount equal to the negative price movement of the same index multiplied by the notional amount of the contract. Additional associated risks to the Fund include counterparty credit risk and liquidity risk. 10 | Active Allocation Fund Active Allocation Fund STATEMENT OF INVESTMENTS October 31, 2009 / Unaudited FEDERAL TAX. The approximate aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes as of October 31, 2009 are noted below. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses. Federal tax cost of securities $2,567,685,343 Federal tax cost of other investments 23,212,077 -------------- Total federal tax cost $2,590,897,420 ============== Gross unrealized appreciation $ 94,190,613 Gross unrealized depreciation (721,901,263 -------------- Net unrealized depreciation $ (627,710,650) ==============
11 | Active Allocation Fund Equity Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED
SHARES VALUE --------- ------------ INVESTMENT COMPANIES--100.2%(1) GLOBAL EQUITY FUNDS--35.5% Oppenheimer Developing Markets Fund, Cl. Y 2,019,340 $ 52,523,032 Oppenheimer Global Fund, Cl. Y 2,075,653 104,031,743 Oppenheimer Global Opportunities Fund, Cl. Y 1,123,896 26,355,363 ------------ 182,910,138 ------------ MONEY MARKET FUND--0.1% Oppenheimer Institutional Money Market Fund, Cl. E, 0.26%(2) 552,152 552,152 ------------ U.S. EQUITY FUNDS--64.6% Oppenheimer Capital Appreciation Fund, Cl. Y(3) 2,704,900 101,812,437 Oppenheimer Main Street Fund, Cl. Y 2,908,313 76,983,046 Oppenheimer Main Street Opportunity Fund, Cl. Y 2,487,079 25,691,521 Oppenheimer Main Street Small Cap Fund, Cl. Y 3,154,305 49,964,190 Oppenheimer Value Fund, Cl. Y 4,147,217 78,548,298 ------------ 332,999,492 ------------ TOTAL INVESTMENTS, AT VALUE (COST $630,142,363) 100.2% 516,461,782 LIABILITIES IN EXCESS OF OTHER ASSETS (0.2) (809,320) ----- ------------ NET ASSETS 100.0% $515,652,462 ===== ============
FOOTNOTES TO STATEMENT OF INVESTMENTS 1 | EQUITY INVESTOR FUND Equity Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED (1.) Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended October 31, 2009, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows:
SHARES GROSS GROSS SHARES JANUARY 31, 2009 ADDITIONS REDUCTIONS OCTOBER 31, 2009 ---------------- ---------- ---------- ---------------- Oppenheimer Capital Appreciation Fund, Cl. Y 2,443,260 345,502 83,862 2,704,900 Oppenheimer Developing Markets Fund, Cl. Y 1,051,398 1,014,651 46,709 2,019,340 Oppenheimer Global Fund, Cl. Y 1,987,573 175,890 87,810 2,075,653 Oppenheimer Global Opportunities Fund, Cl. Y 1,214,009 95,541 185,654 1,123,896 Oppenheimer Institutional Money Market Fund, Cl. E -- 29,523,151 28,970,999 552,152 Oppenheimer Main Street Fund, Cl. Y 2,698,904 298,753 89,344 2,908,313 Oppenheimer Main Street Opportunity Fund, Cl. Y 4,725,621 372,801 2,611,343 2,487,079 Oppenheimer Main Street Small Cap Fund, Cl. Y 3,122,674 268,136 236,505 3,154,305 Oppenheimer Value Fund, Cl. Y 3,761,980 512,205 126,968 4,147,217
REALIZED VALUE INCOME LOSS ------------ ------ ----------- Oppenheimer Capital Appreciation Fund, Cl. Y $101,812,437 $ -- $ 1,747,713 Oppenheimer Developing Markets Fund, Cl. Y 52,523,032 -- 1,244,885 Oppenheimer Global Fund, Cl. Y 104,031,743 -- 3,306,587 Oppenheimer Global Opportunities Fund, Cl. Y 26,355,363 -- 3,563,906 Oppenheimer Institutional Money Market Fund, Cl. E 552,152 3,032 -- Oppenheimer Main Street Fund, Cl. Y 76,983,046 -- 1,919,786 Oppenheimer Main Street Opportunity Fund, Cl. Y 25,691,521 -- 12,946,426 Oppenheimer Main Street Small Cap Fund, Cl. Y 49,964,190 -- 2,401,216 Oppenheimer Value Fund, Cl. Y 78,548,298 -- 1,782,490 ------------ ------ ----------- $516,461,782 $3,032 $28,913,009 ============ ====== ===========
(2.) Rate shown is the 7-day yield as of October 31, 2009. (3.) Non-income producing security. VALUATION INPUTS Various data inputs are used in determining the value of each of the Fund's investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards: 1) Level 1-unadjusted quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange) 2) Level 2-inputs other than unadjusted quoted prices that are observable for the asset (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.) 3) Level 3-significant unobservable inputs (including the Manager's own judgments about assumptions that market participants would use in pricing the asset). The table below categorizes amounts that are included in the Fund's Statement of Assets and Liabilities as of October 31, 2009 based on valuation input level:
LEVEL 3-- LEVEL 1-- LEVEL 2-- SIGNIFICANT UNADJUSTED OTHER SIGNIFICANT UNOBSERVABLE QUOTED PRICES OBSERVABLE INPUTS INPUTS VALUE ------------- ----------------- ------------ ------------ ASSETS TABLE INVESTMENTS, AT VALUE: Investment Companies $516,461,782 $-- $-- $516,461,782 ------------ --- --- ------------ Total Assets $516,461,782 $-- $-- $516,461,782 ------------ --- --- ------------
2 | EQUITY INVESTOR FUND Equity Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED Currency contracts and forwards, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract's value from trade date. Futures, if any, are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. All additional assets and liabilities included in the above table are reported at their market value at measurement date. SEE THE ACCOMPANYING NOTES FOR FURTHER DISCUSSION OF THE METHODS USED IN DETERMINING VALUE OF THE FUND'S INVESTMENTS, AND A SUMMARY OF CHANGES TO THE VALUATION TECHNIQUES, IF ANY, DURING THE REPORTING PERIOD. NOTES TO STATEMENT OF INVESTMENTS SECURITIES VALUATION. The Fund calculates the net asset value of its shares based upon the net asset value of the applicable Underlying Fund. For each Underlying Fund, the net asset value per share for a class of shares is determined as of the close of the New York Stock Exchange (the "Exchange"), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading by dividing the value of the Underlying Fund's net assets attributable to that class by the number of outstanding shares of that class on that day. To determine their net asset values, the Underlying Funds' assets are valued primarily on the basis of current market quotations. In the absence of a readily available unadjusted quoted market price, including for assets whose values have been materially affected by what the Manager identifies as a significant event occurring before the Underlying Fund's assets are valued but after the close of their respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that Underlying Fund's assets using consistently applied procedures under the supervision of the Board of Trustees. The methodologies used for valuing assets are not necessarily an indication of the risks associated with investing in those Underlying Funds. Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Unadjusted quoted prices in active markets for identical assets or liabilities are classified as "Level 1," inputs other than unadjusted quoted prices for an asset that are observable are classified as "Level 2" and significant unobservable inputs, including the Manager's judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as "Level 3." The inputs used for valuing assets and liabilities are not necessarily an indication of the risks associated with investing in those assets or liabilities. A table summarizing the Fund's investments under these levels of classification is included following the Statement of Investments. The Fund classifies each of its investments in the Underlying Funds as Level 1, without consideration as to the classification level of the specific investments held by the Underlying Funds. There have been no significant changes to the fair valuation methodologies during the period. RISKS OF INVESTING IN THE UNDERLYING FUNDS. Each of the Underlying Funds in which the Fund invests has its own investment risks, and those risks can affect the value of the Fund's investments and therefore the value of the Fund's shares. To the extent that the Fund invests more of its assets in one Underlying Fund than in another, the Fund will have greater exposure to the risks of that Underlying Fund. INVESTMENT IN OPPENHEIMER INSTITUTIONAL MONEY MARKET FUND. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund ("IMMF") to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is also the investment adviser of IMMF. When applicable, the Fund's investment in IMMF is included in the Statement of Investments. As a shareholder, the Fund is subject to its proportional share of IMMF's Class E expenses, including its management fee. FEDERAL TAX. The approximate aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes as of October 31, 2009 are noted below. The 3 | EQUITY INVESTOR FUND Equity Investor Fund STATEMENT OF INVESTMENTS OCTOBER 31, 2009 / UNAUDITED primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses. Federal tax cost of securities $ 665,998,551 ============= Gross unrealized appreciation $ -- Gross unrealized depreciation (149,536,769) ------------- Net unrealized depreciation $(149,536,769) =============
4 | EQUITY INVESTOR FUND ITEM 2. CONTROLS AND PROCEDURES. (a) Based on their evaluation of the registrant's disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c)) as of 10/31/2009, the registrant's principal executive officer and principal financial officer found the registrant's disclosure controls and procedures to provide reasonable assurances that information required to be disclosed by the registrant in the reports that it files under the Securities Exchange Act of 1934 (a) is accumulated and communicated to the registrant's management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure, and (b) is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the U.S. Securities and Exchange Commission. (b) There have been no significant changes in the registrant's internal controls over financial reporting that occurred during the registrant's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 3. EXHIBITS. Exhibits attached hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Oppenheimer Portfolio Series By: /s/ John V. Murphy --------------------------------- John V. Murphy Principal Executive Officer Date: 12/10/2009 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/ John V. Murphy --------------------------------- John V. Murphy Principal Executive Officer Date: 12/10/2009 By: /s/ Brian W. Wixted --------------------------------- Brian W. Wixted Principal Financial Officer Date: 12/10/2009 EX-99.CERT 2 p16023exv99wcert.txt EX-99.CERT Exhibit 99.CERT Section 302 Certifications CERTIFICATIONS I, John V. Murphy, certify that: 1. I have reviewed this report on Form N-Q of Oppenheimer Portfolio Series; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of Trustees (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ John V. Murphy - ------------------------------------- John V. Murphy Principal Executive Officer Date: 12/10/2009 Exhibit 99.CERT Section 302 Certifications CERTIFICATIONS I, Brian W. Wixted, certify that: 1. I have reviewed this report on Form N-Q of Oppenheimer Portfolio Series; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of Trustees (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ Brian W. Wixted - ------------------------------------- Brian W. Wixted Principal Financial Officer Date: 12/10/2009 -----END PRIVACY-ENHANCED MESSAGE-----