Oppenheimer Quest For Value Funds


	Shares		Value

Common Stocks—58.5%

Consumer Discretionary—10.0%

Auto Components—0.8%

Bridgestone Corp.		88,500	$	3,217,328

Continental AG		15,092		3,151,705

Delphi Automotive plc		12,930		839,674

Johnson Controls, Inc.		31,770		1,139,590

Lear Corp.		5,350		555,491

Valeo SA		19,259		2,500,661

				11,404,449

Automobiles—0.5%

Astra International Tbk PT		1,122,500		531,990

Bayerische Motoren Werke AG		15,174		1,259,921

Ford Motor Co.		38,140		455,392

Hero MotoCorp Ltd.		46,796		1,773,804

Suzuki Motor Corp.		31,300		960,821

Tata Motors Ltd., ADR¹		66,090		1,650,928

				6,632,856

Diversified Consumer Services—0.2%

Dignity plc		44,341		1,490,512

Estacio Participacoes SA		91,700		268,465

Kroton Educacional SA		175,654		373,284

New Oriental Education & Technology Group, Inc., Sponsored ADR		27,740		871,313

Service Corp. International		11,900		287,861

				3,291,435

Hotels, Restaurants & Leisure—1.7%

Accor SA		44,480		1,708,810

Carnival Corp.		114,770		5,523,880

China Lodging Group Ltd., ADR		5,881		163,198

Crown Resorts Ltd.		202,300		1,773,592

Domino’s Pizza Group plc		153,220		2,152,822

Genting Bhd		437,700		832,326

Genting Malaysia Bhd		235,900		254,907

Homeinns Hotel Group, ADR¹		13,370		453,912

International Game Technology plc		55,914		809,076

Jollibee Foods Corp.		92,130		398,018

Las Vegas Sands Corp.		10,500		473,550

McDonald’s Corp.		41,830		5,177,717

Melco Crown Entertainment Ltd., ADR		38,080		580,339

Revel Entertainment, Inc.¹		5,092		—

Sands China Ltd.		152,400		533,685

Starbucks Corp.		19,160		1,164,353

William Hill plc		417,579		2,322,538

Yum! Brands, Inc.		15,030		1,087,721

				25,410,444

Household Durables—0.5%

Lennar Corp., Cl. A		15,200		640,680

SEB SA		21,300		2,080,806

Sony Corp.		136,800		3,273,142


	Shares		Value

Household Durables (Continued)

Taylor Wimpey plc		272,300	$	750,355

Whirlpool Corp.		2,980		400,482

				7,145,465

Internet & Catalog Retail—1.0%

Amazon.com, Inc.¹		8,776		5,151,512

Ctrip.com International Ltd., ADR¹		31,440		1,341,859

JD.com, Inc., ADR¹		178,716		4,651,977

Netflix, Inc.¹		6,990		641,962

Rakuten, Inc.		227,500		2,343,628

TripAdvisor, Inc.¹		10,410		694,972

				14,825,910

Leisure Products—0.1%

Hasbro, Inc.		13,760		1,022,093

Nintendo Co. Ltd.		3,100		436,617

				1,458,710

Media—1.7%

CBS Corp., Cl. B		18,480		877,800

Cinemark Holdings, Inc.		18,300		539,667

Comcast Corp., Cl. A		78,380		4,366,550

DISH Network Corp., Cl. A¹		15,840		764,597

Grupo Televisa SAB, Sponsored ADR		74,300		1,967,464

ProSiebenSat.1 Media SE		44,846		2,232,443

SES SA		52,710		1,381,246

SKY Perfect JSAT Holdings, Inc.		225,900		1,280,446

Sky plc		250,902		3,888,608

Walt Disney Co. (The)		54,456		5,217,974

Zee Entertainment Enterprises Ltd.		395,749		2,457,003

				24,973,798

Multiline Retail—0.4%

Dollarama, Inc.		55,182		2,960,976

Hudson’s Bay Co.		128,382		1,585,415

Kohl’s Corp.		5,060		251,735

Macy’s, Inc.		5,390		217,810

Nordstrom, Inc.		4,340		213,094

				5,229,030

Specialty Retail—1.1%

AutoZone, Inc.¹		2,720		2,087,301

Bed Bath & Beyond, Inc.¹		4,300		185,631

CarMax, Inc.¹		11,650		514,697

Dufry AG¹		7,547		816,917

Foot Locker, Inc.		8,250		557,370

Home Depot, Inc. (The)		31,180		3,921,197

Industria de Diseno Textil SA		151,302		4,964,154

Signet Jewelers Ltd.		1,870		216,920

Tiffany & Co.		28,020		1,788,797

TJX Cos., Inc. (The)		17,406		1,240,003


	Shares		Value

Specialty Retail (Continued)

Williams-Sonoma, Inc.		3,830	$	197,858

				16,490,845

Textiles, Apparel & Luxury Goods—2.0%

adidas AG		47,181		4,859,355

Brunello Cucinelli SpA		31,293		524,518

Burberry Group plc		197,058		3,361,446

Christian Dior SE		8,160		1,381,905

Cie Financiere Richemont SA		26,203		1,702,379

Hermes International		5,041		1,716,316

Kering		29,298		4,962,306

LVMH Moet Hennessy Louis Vuitton SE		35,900		5,787,204

NIKE, Inc., Cl. B		26,496		1,643,017

Prada SpA		256,000		762,946

Swatch Group AG (The)		4,263		1,459,769

Tod’s SpA		10,162		801,395

VF Corp.		2,700		169,020

				29,131,576

Consumer Staples—6.5%

Beverages—1.5%

Anadolu Efes Biracilik Ve Malt Sanayii AS		44,650		277,235

Coca-Cola Co. (The)		27,790		1,192,747

Coca-Cola Enterprises, Inc.		27,600		1,281,192

Constellation Brands, Inc., Cl. A		9,260		1,411,965

Diageo plc		83,081		2,236,620

Dr Pepper Snapple Group, Inc.		1,590		149,206

Fomento Economico Mexicano SAB de CV		67,070		636,024

Fomento Economico Mexicano SAB de CV, ADR		10,866		1,030,314

Heineken NV		31,763		2,762,075

Nigerian Breweries plc		390,659		196,051

PepsiCo, Inc.		59,210		5,879,553

Pernod Ricard SA		35,630		4,181,172

SABMiller plc		10,100		602,528

Tsingtao Brewery Co. Ltd., Cl. H		42,000		149,669

				21,986,351

Food & Staples Retailing—0.9%

Almacenes Exito SA		31,185		129,585

Almacenes Exito SA, GDR²		22,400		93,838

BIM Birlesik Magazalar AS		18,892		319,811

Costco Wholesale Corp.		15,685		2,370,317

CP ALL PCL		1,845,500		2,118,726

CVS Health Corp.		15,190		1,467,202

Kroger Co. (The)		32,150		1,247,742

Magnit PJSC		11,897		1,827,881

Spar Group Ltd. (The)		120,887		1,400,927

Walgreens Boots Alliance, Inc.		15,460		1,232,471

Wal-Mart de Mexico SAB de CV		120,830		303,312

Wal-Mart Stores, Inc.		7,300		484,428

				12,996,240


	Shares		Value

Food Products—2.3%

Aryzta AG¹		41,397	$	1,892,835

Barry Callebaut AG¹		1,540		1,761,334

Danone SA		72,785		5,019,815

Hormel Foods Corp.		3,730		299,929

Kraft Heinz Co. (The)		51,000		3,981,060

Mondelez International, Inc., Cl. A		148,930		6,418,883

Nestle SA		91,731		6,756,578

Saputo, Inc.		80,058		1,965,876

Tingyi Cayman Islands Holding Corp.		388,000		446,378

Unilever plc		123,120		5,418,732

Want Want China Holdings Ltd.		601,000		397,021

				34,358,441

Household Products—0.6%

Colgate-Palmolive Co.		64,110		4,329,348

Henkel AG & Co. KGaA		14,020		1,290,211

Procter & Gamble Co. (The)		18,550		1,515,350

Reckitt Benckiser Group plc		25,176		2,246,424

				9,381,333

Personal Products—0.1%

Shiseido Co. Ltd.		76,200		1,433,994

Tobacco—1.1%

Japan Tobacco, Inc.		109,000		4,258,891

KT&G Corp.		20,469		1,769,958

Philip Morris International, Inc.		64,600		5,814,646

Reynolds American, Inc.		14,368		717,682

Swedish Match AB		92,119		3,275,833

				15,837,010

Energy—2.0%

Energy Equipment & Services—0.3%

Halliburton Co.		2,582		82,082

Schlumberger Ltd.		14,046		1,015,104

Technip SA		56,660		2,657,672

				3,754,858

Oil, Gas & Consumable Fuels—1.7%

Anadarko Petroleum Corp.		30,466		1,190,916

Apache Corp.		30,058		1,278,667

BP plc, Sponsored ADR		35,562		1,151,142

Chesapeake Energy Corp.		79,068		268,041

Chevron Corp.		46,456		4,017,050

ConocoPhillips		27,855		1,088,573

Continental Resources, Inc.¹		6,691		141,247

Enbridge, Inc.		27,235		942,331

EOG Resources, Inc.		12,350		877,097

HollyFrontier Corp.		28,033		980,314

Koninklijke Vopak NV		41,789		1,817,780

Magellan Midstream Partners LP³		27,180		1,745,771

Newfield Exploration Co.¹		8,454		245,758


	Shares		Value

Oil, Gas & Consumable Fuels (Continued)

Noble Energy, Inc.		56,780	$	1,837,969

Novatek OAO, Sponsored GDR		14,100		1,228,395

Phillips 66		9,791		784,749

Pioneer Natural Resources Co.		1,681		208,360

Repsol SA		83,524		869,865

Suncor Energy, Inc.		191,030		4,498,756

				25,172,781

Financials—8.1%

Capital Markets—1.5%

Bank of New York Mellon Corp. (The)		78,620		2,847,616

Charles Schwab Corp. (The)		52,240		1,333,687

Credit Suisse Group AG¹		102,145		1,803,179

Deutsche Bank AG		67,245		1,189,512

Goldman Sachs Group, Inc. (The)		21,800		3,522,008

ICAP plc		342,161		2,365,969

Morgan Stanley		44,070		1,140,532

Nomura Holdings, Inc.		153,700		840,025

T. Rowe Price Group, Inc.		7,070		501,616

Tullett Prebon plc		113,340		543,267

UBS Group AG		392,761		6,484,798

				22,572,209

Commercial Banks—2.3%

Banca Monte dei Paschi di Siena SpA¹		485,995		351,829

Banco Bilbao Vizcaya Argentaria SA		202,005		1,306,667

Bank of America Corp.		89,370		1,263,692

Bank Pekao SA		4,383		147,460

BNP Paribas SA		13,920		661,588

Citigroup, Inc.⁴		246,570		10,498,950

Commercial International Bank Egypt SAE		70,962		284,571

Grupo Aval Acciones y Valores SA, ADR		68,510		449,426

Grupo Financiero Banorte SAB de CV		145,982		760,585

Grupo Financiero Inbursa SAB de CV		289,790		467,652

Guaranty Trust Bank plc		587,017		49,913

ICICI Bank Ltd., Sponsored ADR		500,332		3,327,208

Intesa Sanpaolo SpA, Sponsored ADR		31,950		544,108

JPMorgan Chase & Co.		80,810		4,808,195

Kotak Mahindra Bank Ltd.¹		212		2,135

Kotak Mahindra Bank Ltd.		18,795		190,513

Lloyds Banking Group plc		1,400,570		1,313,761

M&T Bank Corp.		13,950		1,537,011

Sberbank of Russia PJSC, ADR		110,820		612,990

Societe Generale SA		37,360		1,429,453

Sumitomo Mitsui Financial Group, Inc.		52,700		1,769,808

SunTrust Banks, Inc.		25,670		939,009

SVB Financial Group¹		4,500		455,940

Zenith Bank plc		2,543,620		160,485

				33,332,949

Consumer Finance—0.4%

Ally Financial, Inc.¹		138,520		2,195,542


	Shares		Value

Consumer Finance (Continued)

Discover Financial Services		40,640	$	1,860,905

Synchrony Financial¹		52,990		1,505,976

				5,562,423

Diversified Financial Services—1.4%

Berkshire Hathaway, Inc., Cl. B¹		32,810		4,257,754

BM&FBovespa SA-Bolsa de Valores Mercadorias e Futuros		188,600		483,783

CME Group, Inc., Cl. A		58,980		5,299,353

Grupo de Inversiones Suramericana SA		35,201		383,913

Hong Kong Exchanges & Clearing Ltd.		29,287		651,480

ING Groep NV		62,962		726,784

Intercontinental Exchange, Inc.		1,140		300,732

Investment AB Kinnevik, Cl. B		44,966		1,164,288

McGraw Hill Financial, Inc.		81,040		6,890,021

				20,158,108

Insurance—1.5%

AIA Group Ltd.		187,200		1,048,781

Allianz SE		19,017		3,069,344

American International Group, Inc.		43,050		2,431,464

Aon plc		11,680		1,025,854

China Pacific Insurance Group Co. Ltd., Cl. H		127,200		446,192

Dai-ichi Life Insurance Co. Ltd. (The)		155,800		2,151,597

FNF Group		40,880		1,323,694

Genworth Financial, Inc., Cl. A¹		231,010		642,208

Marsh & McLennan Cos., Inc.		44,760		2,387,051

Old Mutual plc		280,052		680,830

People’s Insurance Co. Group of China Ltd. (The), Cl. H		16,000		6,455

PICC Property & Casualty Co. Ltd., Cl. H		178,000		306,027

Ping An Insurance Group Co. of China Ltd., Cl. H		294,500		1,348,163

Progressive Corp. (The)		35,520		1,110,000

Prudential plc		225,469		4,431,886

Sul America SA		54,560		246,487

				22,656,033

Real Estate Investment Trusts (REITs)—0.3%

Crown Castle International Corp.		2,070		178,434

Digital Realty Trust, Inc.		2,210		176,977

Equity Residential		10,270		791,714

Public Storage		3,880		983,813

Simon Property Group, Inc.		12,990		2,419,777

				4,550,715

Real Estate Management & Development—0.5%

Deutsche Wohnen AG¹		68,970		1,755,807

DLF Ltd.		1,311,407		1,888,018

Global Logistic Properties Ltd.		221,000		265,280

Hang Lung Group Ltd.		78,500		217,256

Hang Lung Properties Ltd.		246,570		456,061

SM Prime Holdings, Inc.		1,361,103		608,808

SOHO China Ltd.		383,500		179,397

Vonovia SE		86,854		2,640,304


	Shares		Value

Real Estate Management & Development (Continued)

Wallace Theater Holdings, Inc.^1,5		430	$	4

				8,010,935

Thrifts & Mortgage Finance—0.2%

Housing Development Finance Corp. Ltd.		144,194		2,518,138

Health Care—6.9%

Biotechnology—1.8%

ACADIA Pharmaceuticals, Inc.¹		42,380		876,842

Amgen, Inc.		3,920		598,701

Biogen, Inc.¹		16,480		4,500,029

BioMarin Pharmaceutical, Inc.¹		14,440		1,068,849

Bluebird Bio, Inc.¹		13,100		541,816

Celgene Corp.¹		4,766		478,125

Celldex Therapeutics, Inc.¹		89,290		741,107

Circassia Pharmaceuticals plc¹		314,724		1,307,541

Clovis Oncology, Inc.¹		12,510		261,709

CSL Ltd.		30,900		2,300,686

Gilead Sciences, Inc.		107,120		8,890,960

Grifols SA		103,752		2,174,647

Ionis Pharmaceuticals, Inc.¹		14,260		555,142

MacroGenics, Inc.¹		28,810		579,945

Sage Therapeutics, Inc.¹		6,020		202,152

Vertex Pharmaceuticals, Inc.¹		10,525		955,144

				26,033,395

Health Care Equipment & Supplies—0.8%

Boston Scientific Corp.¹		133,870		2,346,741

Coloplast AS, Cl. B		25,293		2,084,327

Essilor International SA		12,660		1,573,120

Hologic, Inc.¹		2,630		89,262

Medtronic plc		990		75,161

Sonova Holding AG		13,622		1,635,194

St. Jude Medical, Inc.		18,510		978,439

William Demant Holding AS¹		15,104		1,337,573

Zimmer Biomet Holdings, Inc.		19,380		1,923,659

				12,043,476

Health Care Providers & Services—1.5%

Aetna, Inc.		41,830		4,259,967

Anthem, Inc.		21,960		2,865,560

Apollo Hospitals Enterprise Ltd.		24,051		525,783

Cardinal Health, Inc.		18,660		1,518,364

Cigna Corp.		3,320		443,552

Diagnosticos da America SA		127,900		332,557

Express Scripts Holding Co.¹		46,880		3,369,266

HCA Holdings, Inc.¹		4,090		284,582

Humana, Inc.		950		154,651

McKesson Corp.		9,520		1,532,530

Sinopharm Group Co. Ltd., Cl. H		222,600		778,939

Sonic Healthcare Ltd.		78,789		1,031,872


	Shares		Value

Health Care Providers & Services (Continued)

UnitedHealth Group, Inc.		48,540	$	5,589,866

				22,687,489

Life Sciences Tools & Services—0.2%

Lonza Group AG¹		11,196		1,714,799

Quintiles Transnational Holdings, Inc.¹		5,570		338,823

Thermo Fisher Scientific, Inc.		4,600		607,476

				2,661,098

Pharmaceuticals—2.6%

Allergan plc¹		14,440		4,107,169

Bayer AG		21,647		2,428,295

Bristol-Myers Squibb Co.		56,281		3,498,427

Cipla Ltd.		27,352		239,244

Dr. Reddy’s Laboratories Ltd.		14,437		656,566

Eli Lilly & Co.		15,360		1,214,976

Galenica AG		1,323		1,845,897

Glenmark Pharmaceuticals Ltd.		12,818		148,501

Johnson & Johnson		42,980		4,488,831

Lupin Ltd.		6,478		163,903

Merck & Co., Inc.		53,770		2,724,526

Mylan NV¹		42,460		2,237,217

Novo Nordisk AS, Cl. B		55,364		3,091,731

Perrigo Co. plc		1,650		238,557

Pfizer, Inc.		72,360		2,206,256

Roche Holding AG		16,065		4,179,483

Shire plc		17,300		970,360

Sun Pharmaceutical Industries Ltd.		30,058		391,819

Teva Pharmaceutical Industries Ltd., Sponsored ADR		37,610		2,312,263

Theravance Biopharma, Inc.¹		10,912		179,175

Valeant Pharmaceuticals International, Inc.¹		9,076		818,837

				38,142,033

Industrials—7.9%

Aerospace & Defense—1.4%

Airbus Group SE		147,470		9,275,555

Embraer SA		136,000		977,889

Embraer SA, Sponsored ADR		76,560		2,203,397

Lockheed Martin Corp.		13,980		2,949,780

Rolls-Royce Holdings plc¹		330,762		2,640,331

TransDigm Group, Inc.¹		3,390		761,835

United Technologies Corp.		17,680		1,550,359

				20,359,146

Air Freight & Couriers—0.5%

FedEx Corp.		6,210		825,185

Royal Mail plc		632,180		4,158,229

United Parcel Service, Inc., Cl. B		24,570		2,289,924

				7,273,338

Airlines—0.3%

Delta Air Lines, Inc.		11,430		506,235


	Shares		Value

Airlines (Continued)

Japan Airlines Co. Ltd.		88,200	$	3,301,071

				3,807,306

Building Products—0.3%

A.O. Smith Corp.		4,720		329,692

Allegion plc		6,390		386,979

Assa Abloy AB, Cl. B		150,974		3,195,026

				3,911,697

Commercial Services & Supplies—0.7%

Aggreko plc		70,669		868,198

Cintas Corp.		10,330		887,554

Edenred		83,084		1,574,923

Prosegur Cia de Seguridad SA		327,408		1,467,765

Republic Services, Inc., Cl. A		15,600		681,720

Tyco International plc		64,250		2,209,558

Waste Connections, Inc.		25,682		1,540,150

Waste Management, Inc.		17,350		918,682

				10,148,550

Construction & Engineering—0.4%

Boskalis Westminster		56,641		2,237,965

CIMIC Group Ltd.		58,100		1,010,698

FLSmidth & Co. AS		14,499		507,670

Vinci SA		41,180		2,792,653

				6,548,986

Electrical Equipment—0.8%

ABB Ltd.¹		42,855		742,121

Acuity Brands, Inc.		2,700		546,561

Eaton Corp. plc		23,100		1,166,781

Emerson Electric Co.		26,010		1,195,940

Legrand SA		32,600		1,796,272

Nidec Corp.		72,900		4,968,112

Prysmian SpA		35,255		726,898

Schneider Electric SE		24,430		1,311,697

				12,454,382

Industrial Conglomerates—0.9%

3M Co.		17,200		2,597,200

Danaher Corp.		28,554		2,474,204

General Electric Co.		233,210		6,786,411

Jardine Strategic Holdings Ltd.		23,072		631,084

Siemens AG		9,343		894,393

SM Investments Corp.		36,823		643,312

				14,026,604

Machinery—0.7%

Aalberts Industries NV		75,645		2,397,127

Atlas Copco AB, Cl. A		78,827		1,692,054

Caterpillar, Inc.		3,510		218,462

Deere & Co.		26,030		2,004,570


	Shares		Value

Machinery (Continued)

FANUC Corp.		14,700	$	1,962,623

Ingersoll-Rand plc		1,400		72,058

NGK Insulators Ltd.		38,000		798,661

Parker-Hannifin Corp.		4,810		467,340

Stanley Black & Decker, Inc.		3,970		374,530

Wabtec Corp.		1,560		99,762

Weir Group plc (The)		35,491		439,701

				10,526,888

Professional Services—0.8%

Experian plc		159,357		2,721,132

Intertek Group plc		52,990		2,148,561

Nielsen Holdings plc		63,970		3,080,795

Recruit Holdings Co. Ltd.		69,400		2,197,905

SGS SA		666		1,293,984

				11,442,377

Road & Rail—0.3%

Canadian National Railway Co.		34,900		1,866,801

Canadian Pacific Railway Ltd.		10,020		1,199,695

CSX Corp.		33,510		771,400

				3,837,896

Trading Companies & Distributors—0.7%

Brenntag AG		73,475		3,600,496

Bunzl plc		94,730		2,534,958

Travis Perkins plc		76,449		1,997,541

Wolseley plc		37,487		1,854,721

				9,987,716

Transportation Infrastructure—0.1%

Airports of Thailand PCL		19,800		209,791

DP World Ltd.		43,036		753,034

Grupo Aeroportuario del Sureste SAB de CV, Cl. B		16,975		232,289

				1,195,114

Information Technology—12.3%

Communications Equipment—0.6%

Nokia OYJ		295,857		2,121,980

Nokia OYJ, Sponsored ADR		211,037		1,519,466

Telefonaktiebolaget LM Ericsson, Cl. B		552,105		4,868,120

				8,509,566

Electronic Equipment, Instruments, & Components—1.0%

Hoya Corp.		55,000		2,124,778

Keyence Corp.		9,350		4,399,614

Kyocera Corp.		44,200		1,776,721

Murata Manufacturing Co. Ltd.		39,500		4,564,658

Spectris plc		40,746		924,007

TE Connectivity Ltd.		23,430		1,339,259

				15,129,037


	Shares		Value

Internet Software & Services—4.1%

Alibaba Group Holding Ltd., Sponsored ADR¹		45,928	$	3,078,554

Alphabet, Inc., Cl. A¹		16,879		12,850,827

Alphabet, Inc., Cl. C^1,4		18,902		14,043,241

Baidu, Inc., Sponsored ADR¹		32,860		5,365,052

eBay, Inc.^1,4		149,520		3,507,739

Facebook, Inc., Cl. A^1,4		93,550		10,497,245

LinkedIn Corp., Cl. A¹		16,880		3,340,721

MercadoLibre, Inc.		1,710		167,990

NAVER Corp.		1,292		682,019

Tencent Holdings Ltd.		118,385		2,236,538

Twitter, Inc.¹		26,030		437,304

United Internet AG		33,522		1,737,383

Yahoo Japan Corp.		428,400		1,641,035

				59,585,648

IT Services—1.8%

Amadeus IT Holding SA, Cl. A		59,508		2,443,605

Amdocs Ltd.		63,180		3,458,473

Earthport plc¹		814,414		331,507

First Data Corp., Cl. A¹		52,560		702,727

Infosys Ltd.		99,153		1,714,264

MasterCard, Inc., Cl. A		29,570		2,632,617

NTT Data Corp.		43,100		2,077,845

PayPal Holdings, Inc.¹		245,950		8,888,633

Tata Consultancy Services Ltd.		21,844		770,052

Visa, Inc., Cl. A		18,592		1,384,918

Xerox Corp.		185,560		1,809,210

				26,213,851

Semiconductors & Semiconductor Equipment—1.4%

Applied Materials, Inc.		55,170		973,750

ARM Holdings plc		106,700		1,531,810

ASML Holding NV		18,324		1,683,803

Broadcom Corp., Cl. A		32,840		1,795,363

Infineon Technologies AG		423,765		5,636,665

Intel Corp.		26,490		821,720

Maxim Integrated Products, Inc.		97,330		3,250,822

Micron Technology, Inc.¹		47,266		521,344

NVIDIA Corp.		41,970		1,229,301

SunEdison, Inc.¹		345,960		1,082,855

Taiwan Semiconductor Manufacturing Co. Ltd.		300,000		1,280,090

Texas Instruments, Inc.		14,020		742,079

				20,549,602

Software—2.4%

Activision Blizzard, Inc.		48,150		1,676,583

Adobe Systems, Inc.¹		39,470		3,517,961

AVEVA Group plc		28,130		535,928

Check Point Software Technologies Ltd.¹		8,540		673,037

Dassault Systemes		27,815		2,155,828

Electronic Arts, Inc.¹		24,170		1,560,053

Gemalto NV		31,535		1,901,761


	Shares		Value

Software (Continued)

Intuit, Inc.		35,480	$	3,388,695

Microsoft Corp.		83,760		4,614,338

Oracle Corp.		64,550		2,343,811

SAP SE		125,923		9,990,432

Synopsys, Inc.¹		22,390		960,531

Temenos Group AG¹		45,481		2,207,735

				35,526,693

Technology Hardware, Storage & Peripherals—1.0%

Apple, Inc.⁴		107,321		10,446,626

Lenovo Group Ltd.		1,692,000		1,511,121

SanDisk Corp.		11,540		815,878

Western Digital Corp.		34,840		1,671,624

				14,445,249

Materials—1.7%

Chemicals—1.2%

Asian Paints Ltd.		9,175		118,300

Eastman Chemical Co.		10,680		653,723

Essentra plc		177,222		1,864,216

Linde AG		24,817		3,352,495

Novozymes AS, Cl. B		44,850		1,870,062

PPG Industries, Inc.		12,500		1,189,000

Sika AG		483		1,729,327

Syngenta AG		13,838		5,094,374

Toray Industries, Inc.		198,000		1,692,654

				17,564,151

Construction Materials—0.3%

Indocement Tunggal Prakarsa Tbk PT		204,500		296,332

James Hardie Industries plc		161,400		1,840,930

Semen Indonesia Persero Tbk PT		318,000		258,807

UltraTech Cement Ltd.		7,724		324,439

Vulcan Materials Co.		18,340		1,617,588

				4,338,096

Metals & Mining—0.1%

Alrosa PAO		419,982		345,914

Glencore plc¹		147,000		190,197

Goldcorp, Inc.		67,090		760,801

Real Gold Mining Ltd.¹		273,000		351

Silver Wheaton Corp.		60,300		709,128

				2,006,391

Paper & Forest Products—0.1%

Louisiana-Pacific Corp.¹		56,790		892,739

Telecommunication Services—2.5%

Diversified Telecommunication Services—1.6%

BT Group plc		372,901		2,593,781

Iliad SA		8,520		2,137,343

Inmarsat plc		152,560		2,402,972


	Shares		Value

Diversified Telecommunication Services (Continued)

Koninklijke KPN NV		203,104	$	787,416

Nippon Telegraph & Telephone Corp.		108,400		4,611,394

Spark New Zealand Ltd.		665,878		1,456,661

Telstra Corp. Ltd.		137,200		551,104

Verizon Communications, Inc.		92,810		4,637,716

Vivendi SA		166,930		3,632,153

				22,810,540

Wireless Telecommunication Services—0.9%

America Movil SAB de CV, Cl. L, ADR		28,170		398,324

China Mobile Ltd.		113,500		1,242,117

KDDI Corp.		146,100		3,693,741

Rogers Communications, Inc., Cl. B		61,755		2,114,632

T-Mobile US, Inc.¹		14,790		593,818

Vodafone Group plc		1,629,330		5,212,039

				13,254,671

Utilities—0.6%

Electric Utilities—0.2%

Edison International		35,930		2,220,474

ITC Holdings Corp.		13,800		550,620

NextEra Energy, Inc.		3,952		441,478

				3,212,572

Gas Utilities—0.1%

AmeriGas Partners LP³		25,210		968,820

Multi-Utilities—0.3%

PG&E Corp.		85,080		4,671,743

WEC Energy Group, Inc.		7,840		433,003

				5,104,746

Total Common Stocks (Cost $877,208,662)				857,476,899

Preferred Stocks—0.3%

Banco Davivienda SA, Preference		25,678		181,174

Bayerische Motoren Werke (BMW) AG, Preference		40,659		2,795,940

Cia Brasileira de Distribuicao, Preference		22,073		210,973

Fuchs Petrolub SE, Preference		18,900		774,739

Lojas Americanas SA, Preference		195,812		912,530

Zee Entertainment Enterprises Ltd., 6% Cum. Non-Cv.		11,755,819		157,604

Total Preferred Stocks (Cost $5,435,395)				5,032,960
	Units

Rights, Warrants and Certificates—0.0%

Genting Bhd Wts., Strike Price 7.96MYR, Exp. 12/18/18¹
(Cost $77,776)		123,800		29,051
	Principal Amount

U.S. Government Obligation—11.1%

United States Treasury Bonds, 2.875%, 8/15/45⁶ (Cost $158,728,649)	$	158,380,000		162,190,940


							Principal Amount		Value

Foreign Government Obligations—11.5%

France—5.8%
French Republic Bonds, 1%, 11/25/25						EUR		75,668,000	$	84,801,853

Italy—5.7%
Italian Republic Buoni del Tesoro Poliennali Bonds, 2%, 12/1/25						EUR		73,188,000		83,656,390

Total Foreign Government Obligations (Cost $165,754,864)										168,458,243

Non-Convertible Corporate Bonds and Notes—0.3%

Ahern Rentals, Inc., 7.375% Sec. Nts., 5/15/23²								408,000		299,880

Cantor Commercial Real Estate Co. LP/CCRE Finance Corp., 7.75% Sr. Unsec. Nts., 2/15/18²								465,000		476,625

FGI Operating Co. LLC/FGI Finance, Inc., 7.875% Sec. Nts., 5/1/20								450,000		291,375

GameStop Corp., 5.50% Sr. Unsec. Nts., 10/1/19²								245,000		240,712

Garda World Security Corp., 7.25% Sr. Unsec. Nts., 11/15/21²								1,000,000		795,000

Omnicare, Inc., 4.75% Sr. Unsec. Nts., 12/1/22								210,000		229,623

PaperWorks Industries, Inc., 9.50% Sr. Sec. Nts., 8/15/19²								70,000		64,750

SPL Logistics Escrow LLC/SPL Logistics Finance Corp., 8.875% Sr. Sec. Nts., 8/1/20²								685,000		626,775

Summit Midstream Holdings LLC/Summit Midstream Finance Corp., 5.50% Sr. Unsec. Nts., 8/15/22								265,000		168,275

Xerium Technologies, Inc., 8.875% Sr. Unsec. Nts., 6/15/18								430,000		418,444

Total Non-Convertible Corporate Bonds and Notes (Cost $4,202,698)										3,611,459

Corporate Loan—0.0%

Revel Entertainment, Inc., Sr. Sec. Credit Facilities 2nd Lien Exit Term Loan, 14.50%, 5/20/18^7,8 (Cost $315,292)								326,143		1,631
		Exercise Expiration
		Price		Date			Contracts

Exchange-Traded Option Purchased—0.0%

iShares iBoxx $ High Yield Corporate Bond ETF Put¹ (Cost $28,637)	USD		77.000		2/19/16	USD		329.00		14,147
							Shares

Investment Companies—16.5%

Oppenheimer Institutional Money Market Fund, Cl. E, 0.38%^9,10								75,303,618		75,303,618

Oppenheimer Master Event-Linked Bond Fund, LLC⁹								5,734,430		86,261,916

Oppenheimer Master Loan Fund, LLC⁹								5,674,937		80,106,480

Total Investment Companies (Cost $251,673,457)										241,672,014

Total Investments, at Value (Cost $1,463,425,430)								98.2%		1,438,487,344

Net Other Assets (Liabilities)								1.8		27,016,412

Net Assets								100 .0%	$	1,465,503,756

*January 29, 2016 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.

2. Represents securities sold under Rule 144A, which are exempt from registration under the Securities Act of 1933, as amended. These securities have been determined to be liquid under guidelines established by the Board of Trustees. These securities amount to $2,597,580 or 0.18% of the Fund’s net assets at period end.

4. All or a portion of the security position is held in segregated accounts and pledged to cover margin requirements with respect to outstanding written options. The aggregate market value of such securities is $26,533,011. See Note 6 of the accompanying Consolidated Notes.

5. Restricted security. The aggregate value of restricted securities at period end was $4, which represents less than 0.005% of the Fund’s net assets. See Note 4 of the accompanying Consolidated Notes. Information concerning restricted securities is as follows:

6. All or a portion of the security position is held in segregated accounts and pledged to cover margin requirements under certain derivative contracts. The aggregate market value of such securities is $1,549,406. See Note 6 of the accompanying Consolidated Notes.

7. Represents the current interest rate for a variable or increasing rate security.

8. This security is not accruing income because the issuer has missed an interest payment on it and/or is not anticipated to make future interest and or principal payments. The rate shown is the contractual interest rate. See Note 4 of the accompanying Consolidated Notes.

9. Is or was an affiliate, as defined in the Investment Company Act of 1940, as amended, at or during the reporting period, 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 reporting period in which the issuer was an affiliate are as follows:

a. Represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Consolidated Notes.

a. Represents the amount allocated to the Fund from Oppenheimer Master Event-Linked Bond Fund, LLC.

b. Represents the amount allocated to the Fund from Oppenheimer Master Loan Fund, LLC.

Distribution of investments representing geographic holdings, as a percentage of total investments at value, is as follows:


Geographic Holdings (Continued)	Value		Percent

Switzerland	$	44,650,157		3.1 %
China		24,974,234		1.7
Netherlands		23,590,268		1.6
Canada		19,399,410		1.3
India		19,018,221		1.3
Sweden		14,195,321		1.0
Spain		13,226,703		0.9
Denmark		8,891,363		0.6
Australia		6,667,952		0.5
Brazil		6,009,364		0.4
Mexico		5,795,963		0.4
Hong Kong		4,118,688		0.3
Russia		4,015,180		0.3
Finland		3,641,446		0.3
Israel		2,985,300		0.2
Ireland		2,811,290		0.2
South Korea		2,451,977		0.2
Thailand		2,328,517		0.2
Philippines		1,650,137		0.1
New Zealand		1,456,661		0.1
South Africa		1,400,927		0.1
Taiwan		1,280,090		0.1
Colombia		1,237,936		0.1
Malaysia		1,116,283		0.1
Indonesia		1,087,129		0.1
United Arab Emirates		753,034		0.1
Turkey		597,046		0.0
Nigeria		406,449		0.0
Egypt		284,571		0.0
Singapore		265,280		0.0
Cayman Islands		179,175		0.0
Argentina		167,990		0.0
Poland		147,460		0.0

Total	$	1,438,487,344		100.0 %



Forward Currency Exchange Contracts (Continued)
Counterparty	Settlement Month(s)			Currency Purchased (000’s)			Currency Sold (000’s)		Unrealized Appreciation		Unrealized Depreciation

HSBC		03/2016	USD		12,212	HKD		95,130	$	—	$	15,080
HSBC		03/2016	USD		2,806	KRW		3,401,000		—		4,344
HSBC		02/2016	ZAR		57,700	USD		3,923		—		296,352
JPM		02/2016	AUD		15,610	USD		11,380		—		336,932
JPM		02/2016 - 03/2016	JPY		9,170,000	USD		76,025		399,207		608,373
JPM		02/2016	MXN		147,800	USD		8,871		—		726,940
JPM		03/2016	NOK		126,780	USD		14,462		133,478		—
JPM		02/2016 - 03/2016	TWD		624,000	USD		18,796		7,308		142,108
JPM		03/2016	USD		8,189	CAD		11,600		—		91,234
JPM		02/2016	USD		43,541	EUR		39,865		362,828		16,050
JPM		02/2016	USD		14,125	GBP		9,270		916,366		—
JPM		02/2016	USD		27,786	JPY		3,370,000		—		50,709
JPM		02/2016 - 03/2016	USD		19,809	TWD		664,000		—		46,306
MSCO		02/2016	USD		95,643	EUR		88,420		365,064		527,766
NOM		03/2016	USD		11,073	CHF		11,210		106,057		—
RBS		02/2016	USD		12,097	EUR		11,135		31,883		—
TDB		02/2016	USD		49,951	EUR		45,500		650,897		—

Total Unrealized Appreciation and Depreciation									$	4,447,654	$	3,769,515

Oppenheimer Global Allocation Fund (the “Fund”), a series of Oppenheimer Quest for Value Funds, is a diversified open-end management investment company registered under the Investment Company Act of 1940 (“1940 Act”), as amended. The Fund’s investment objective is to seek total return. The Fund’s investment adviser is OFI Global Asset Management, Inc. (“OFI Global” or the “Manager”), a wholly-owned subsidiary of OppenheimerFunds, Inc. (“OFI” or the “Sub-Adviser”). The Manager has entered into a sub-advisory agreement with OFI.

Security Valuation. All investments in securities are recorded at their estimated fair value, as described in Note 3.

Reporting Period End Date. The last day of the Fund’s reporting period is the last day the New York Stock Exchange was open for trading during the period. The Fund’s financial statements have been presented through that date to maintain consistency with the Fund’s net asset value calculations used for shareholder transactions.

Basis for Consolidation. The Fund has established a Cayman Islands exempted company, Oppenheimer Global Allocation Fund (Cayman) Ltd., which is wholly-owned and controlled by the Fund (the “Subsidiary”). The Fund and Subsidiary are both managed by the Manager. The Fund may invest up to 25% of its total assets in the Subsidiary. The Subsidiary invests primarily in commodity-linked derivatives (including commodity futures, financial futures, options and swap contracts) and certain fixed-income securities and other investments that may serve as margin or collateral for its derivatives positions. The Subsidiary is subject to the same investment restrictions and guidelines, and follows the same compliance policies and procedures, as the Fund.

At period end, the Fund owned 2,920 shares with net assets of $14,510,823 in the Subsidiary.

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 New York Stock Exchange (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.

The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (the “Exchange”), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading, except in the case of a scheduled early closing of the Exchange, in which case the Fund will calculate net asset value of the shares as of the scheduled early closing time of the Exchange.

The Fund’s Board has adopted procedures for the valuation of the Fund’s securities and has delegated the day-to-day responsibility for valuation determinations under those procedures to the Manager. The Manager has established a Valuation Committee which is responsible for determining a “fair valuation” for any security for which market quotations are not “readily available.” The Valuation Committee’s fair valuation determinations are subject to review, approval and ratification by the Fund’s Board at its next regularly scheduled meeting covering the calendar quarter in which the fair valuation was determined.

Securities are valued using unadjusted quoted market prices, when available, as supplied primarily by third party pricing services or dealers.

The following methodologies are used to determine the market value or the fair value of the types of securities described below:

Securities traded on a registered U.S. securities exchange (including exchange-traded derivatives other than futures and futures options) are valued based on the last sale price of the security reported on the principal exchange on which it is traded, prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the mean between the bid and asked price on the principal exchange or, if not available from the principal exchange, obtained from two dealers. If bid and asked prices are not available from either the exchange or two dealers, the security is valued by using one of the following methodologies (listed in order of priority): (1) a bid from the principal exchange, (2) the mean between the bid and asked price as provided by a single dealer, or (3) a bid from a single dealer. A security of a foreign issuer traded on a foreign exchange, but not listed on a registered U.S. securities exchange, is valued based on the last sale price on the principal exchange on which the security is traded, as identified by the third party pricing service used by the Manager, prior to the time when the Fund’s assets are valued. If the last sale price is unavailable, the security is valued at the most recent official closing price on the principal exchange on which it is traded. If the last sales price or official closing price for a foreign security is not available, the security is valued at the mean between the bid and asked price per the exchange or, if not available from the exchange, obtained from two dealers. If bid and asked prices are not available from either the exchange or two dealers, the security is valued by using one of the following methodologies (listed in order of priority): (1) a bid from the exchange, (2) the mean between the bid and asked price as provided by a single dealer, or (3) a bid from a single dealer.

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

Corporate and government debt securities (of U.S. or foreign issuers) and municipal debt securities, event-linked bonds, loans, mortgage-backed securities, collateralized mortgage obligations, and asset-backed securities are valued at the mean between the “bid” and “asked” prices utilizing evaluated prices obtained from third party pricing services or broker-dealers who may use matrix pricing methods to determine the evaluated prices.

Short-term money market type debt securities with a remaining maturity of sixty days or less are valued at cost adjusted by the amortization of discount or premium to maturity

(amortized cost), which approximates market value. Short-term debt securities with a remaining maturity in excess of sixty days are valued at the mean between the “bid” and “asked” prices utilizing evaluated prices obtained from third party pricing services or broker-dealers.

Structured securities, swaps, swaptions, and other over-the-counter derivatives are valued utilizing evaluated prices obtained from third party pricing services or broker-dealers.

Forward foreign currency exchange contracts are valued utilizing current and forward currency rates obtained from third party pricing services. When the settlement date of a contract is an interim date for which a quotation is not available, interpolated values are derived using the nearest dated forward currency rate.

Futures contracts and futures options 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.

A description of the standard inputs that may generally be considered by the third party pricing vendors in determining their evaluated prices is provided below.

methodologies include, but are not limited to, valuing securities at the last sale price or initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be further adjusted for any discounts related to security-specific resale restrictions. When possible, such methodologies use observable market inputs such as unadjusted quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities nor can it be assured that the Fund can obtain the fair value assigned to a security if it were to sell the security.

To assess the continuing appropriateness of security valuations, the Manager, or its third party service provider who is subject to oversight by the Manager, regularly compares prior day prices, prices on comparable securities, and sale prices to the current day prices and challenges those prices exceeding certain tolerance levels with the third party pricing service or broker source. For those securities valued by fair valuations, whether through a standardized fair valuation methodology or a fair valuation determination, the Valuation Committee reviews and affirms the reasonableness of the valuations based on such methodologies and fair valuation determinations on a regular basis after considering all relevant information that is reasonably available.

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. 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 or liability (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 or liability).

The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.

The table below categorizes amounts at period end based on valuation input level:


	Level 1— Unadjusted Quoted Prices			Level 2— Other Significant Observable Inputs			Level 3— Significant Unobservable Inputs		Value

Assets Table
Investments, at Value:
Common Stocks
Consumer Discretionary	$	67,264,425		$	78,730,093		$	—	$	145,994,518
Consumer Staples		42,789,911			53,203,458			—		95,993,369
Energy		22,353,927			6,573,712			—		28,927,639
Financials		68,950,267			50,411,239			4		119,361,510
Health Care		70,654,654			30,912,837			—		101,567,491
Industrials		42,963,560			72,556,440			—		115,520,000
Information Technology		117,110,347			62,849,299			—		179,959,646
Materials		5,822,979			18,978,047			351		24,801,377
Telecommunication Services		7,744,490			28,320,721			—		36,065,211
Utilities		9,286,138			—			—		9,286,138
Preferred Stocks		157,604			4,875,356			—		5,032,960
Rights, Warrants and Certificates		29,051			—			—		29,051
U.S. Government Obligation		—			162,190,940			—		162,190,940
Foreign Government Obligations		—			168,458,243			—		168,458,243
Non-Convertible Corporate Bonds and Notes		—			3,611,459			—		3,611,459
Corporate Loan		—			—			1,631		1,631
Exchange-Traded Option Purchased		14,147			—			—		14,147
Investment Companies		75,303,618			166,368,396			—		241,672,014

Total Investments, at Value		530,445,118			908,040,240			1,986		1,438,487,344
Other Financial Instruments:
Futures contracts		769,268			—			—		769,268
Forward currency exchange contracts		—			4,447,654			—		4,447,654

Total Assets	$	531,214,386		$	912,487,894		$	1,986	$	1,443,704,266


Liabilities Table
Other Financial Instruments:
Futures contracts	$	(207,913	)	$	—		$	—	$	(207,913)
Forward currency exchange contracts		—			(3,769,515	)		—		(3,769,515)
Options written, at value		(15,410	)		—			—		(15,410)

Total Liabilities	$	(223,323	)	$	(3,769,515	)	$	—	$	(3,992,838)

Forward currency exchange contracts and futures contracts, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. All additional assets and liabilities included in the above table are reported at their market value at measurement date.

The table below shows the transfers between Level 1 and Level 2. The Fund’s policy is to recognize transfers in and transfers out as of the beginning of the reporting period.

* Transfers from Level 1 to Level 2 are the result of a change from the use of an exchange traded price to a valuation received from a third-party pricing service or a fair valuation determined based on observable market information other than quoted prices from an active market.

Risks of Foreign Investing. The Fund may invest in foreign securities which are subject to special risks. Securities traded in foreign markets may be less liquid and more volatile than those traded in U.S. markets. Foreign issuers are usually not subject to the same accounting and disclosure requirements that U.S. companies are subject to, which may make it difficult for the Fund to evaluate a foreign company’s operations or financial condition. A change in the value of a foreign currency against the U.S. dollar will result in a change in the U.S. dollar value of investments denominated in that foreign currency and in the value of any income or distributions the Fund may receive on those investments. The value of foreign investments may be affected by exchange control regulations, foreign taxes, higher transaction and other costs, delays in the settlement of transactions, changes in economic or monetary policy in the United States or abroad, expropriation or nationalization of a company’s assets, or other political and economic factors. In addition, due to the inter-relationship of global economies and financial markets, changes in political and economic factors in one country or region could adversely affect conditions in another country or region. Investments in foreign securities may also expose the Fund to time-zone arbitrage risk. Foreign securities may trade on weekends or other days when the Fund does not price its shares. At times, the Fund may emphasize investments in a particular country or region and may be subject to greater risks from adverse events that occur in that country or region. Foreign securities and foreign currencies held in foreign banks and securities depositories may be subject to limited or no regulatory oversight.

Investments in Affiliated Funds. The Fund is permitted to invest in other mutual funds advised by the Manager (“Affiliated Funds”). Affiliated Funds are open-end management investment companies registered under the 1940 Act, as amended. The Manager is the investment adviser of, and the Sub-Adviser provides investment and related advisory services to, the Affiliated Funds. When applicable, the Fund’s investments in Affiliated Funds are included in the Consolidated Statement of Investments. Shares of Affiliated Funds are valued at their net asset value per share. As a shareholder, the Fund is subject to its proportional share of the Affiliated Funds’ expenses, including their management fee. The Manager will waive fees and/or reimburse Fund expenses in an amount equal to the indirect management

Each of the Affiliated 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 Affiliated Fund than in another, the Fund will have greater exposure to the risks of that Affiliated Fund.

Investment in Oppenheimer Institutional Money Market Fund. The Fund is permitted to invest daily available cash balances in a money market Affiliated 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 or for defensive purposes. IMMF is regulated as a money market fund under the Investment Company Act of 1940, as amended.

Investment in Oppenheimer Master Funds. The Fund is permitted to invest in entities sponsored and/or advised by the Manager or an affiliate. Certain of these entities in which the Fund invests are mutual funds registered under the Investment Company Act of 1940 that expect to be treated as partnerships for tax purposes, specifically Oppenheimer Master Loan Fund, LLC (“Master Loan”) and Oppenheimer Master Event-Linked Bond Fund, LLC (“Master Event-Linked Bond”) (the “Master Funds”). Each Master Fund 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 Master Fund than in another, the Fund will have greater exposure to the risks of that Master Fund.

The investment objective of Master Loan is to seek income. The investment objective of Master Event-Linked Bond is to seek total return. The Fund’s investments in the Master Funds are included in the Consolidated Statement of Investments. The Fund recognizes income and gain/(loss) on its investments in each Master Fund according to its allocated pro-rata share, based on its relative proportion of total outstanding Master Fund shares held, of the total net income earned and the net gain/(loss) realized on investments sold by the Master Funds. As a shareholder, the Fund is subject to its proportional share of the Master Funds’ expenses, including their management fee. The Manager will waive fees and/or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund’s investment in the Master Funds. The Fund owns 7.3% of Master Loan and 28.4% of Master Event-Linked Bond at period end.

Master Limited Partnerships (“MLPs”). MLPs issue common units that represent an equity ownership interest in a partnership and provide limited voting rights. MLP common units are registered with the Securities and Exchange Commission (“SEC”), and are freely tradable on securities exchanges such as the NYSE and the NASDAQ Stock Market (“NASDAQ”), or in the over-the-counter (“OTC”) market. An MLP consists of one or more general partners, who conduct the business, and one or more limited partners, who contribute capital. MLP common unit holders have a limited role in the partnership’s operations and management. The Fund, as a limited partner, normally would not be liable for the debts of the MLP beyond the amounts the Fund has contributed, but would not be shielded to the same extent that a shareholder of a corporation would be. In certain

circumstances creditors of an MLP would have the right to seek return of capital distributed to a limited partner. This right of an MLP’s creditors would continue after the Fund sold its investment in the MLP.

Loans. The Fund invests in loans made to U.S. and foreign borrowers that are corporations, partnerships or other business entities. The Fund will do so directly as an original lender or by assignment or indirectly through participation agreements or certain derivative instruments. While many of these loans will be collateralized, the Fund can also invest in uncollateralized loans. Loans are often issued in connection with recapitalizations, acquisitions, leveraged buyouts, and refinancing of borrowers. The loans often pay interest at rates that float above (or are adjusted periodically based on) a benchmark that reflects current interest rates although the Fund can also invest in loans with fixed interest rates.

Securities on a When-Issued or Delayed Delivery Basis. The Fund may purchase securities on a “when-issued” basis, and may purchase or sell securities on a “delayed delivery” basis. “When-issued” or “delayed delivery” refers to securities whose terms and indenture are available and for which a market exists, but which are not available for immediate delivery. Delivery and payment for securities that have been purchased by the Fund on a when-issued basis normally takes place within six months and possibly as long as two years or more after the trade date. During this period, such securities do not earn interest, are subject to market fluctuation and may increase or decrease in value prior to their delivery. The purchase of securities on a when-issued basis may increase the volatility of the Fund’s net asset value to the extent the Fund executes such transactions while remaining substantially fully invested. When the Fund engages in when-issued or delayed delivery transactions, it relies on the buyer or seller, as the case may be, to complete the transaction. Their failure to do so may cause the Fund to lose the opportunity to obtain or dispose of the security at a price and yield it considers advantageous. The Fund may also sell securities that it purchased on a when-issued basis or forward commitment prior to settlement of the original purchase.

At period end, the Fund had sold securities issued on a delayed delivery basis as follows:

Restricted Securities. At period end, investments in securities included issues that are restricted. A restricted security may have a contractual restriction on its resale and is valued under methods approved by the Board of Trustees as reflecting fair value. Securities that are restricted are marked with an applicable footnote on the Consolidated Statement of Investments. Restricted securities are reported on a schedule following the Consolidated Statement of Investments.

Equity Security Risk. Stocks and other equity securities fluctuate in price. The value of the Fund’s portfolio may be affected by changes in the equity markets generally. Equity markets may experience significant short-term volatility and may fall sharply at times. Different markets may behave differently from each other and U.S. equity markets may move in the opposite direction from one or more foreign stock markets. Adverse events in any part of the equity or fixed-income markets may have unexpected negative effects on other market segments.

The prices of individual equity securities generally do not all move in the same direction at the same time and a variety of factors can affect the price of a particular company’s securities. These factors may include, but are not limited to, poor earnings reports, a loss of customers, litigation against the company, general unfavorable performance of the company’s sector or industry, or changes in government regulations affecting the company or its industry.

Credit Risk. The Fund invests in high-yield, non-investment-grade bonds, which may be subject to a greater degree of credit risk. Credit risk relates to the ability of the issuer to meet interest or principal payments or both as they become due. The Fund may acquire securities that have missed an interest payment, and is not obligated to dispose of securities whose issuers or underlying obligors subsequently miss an interest payment.

Information concerning securities not accruing interest at period end is as follows:

Sovereign Debt Risk. The Fund invests in sovereign debt securities, which are subject to certain special risks. These risks include, but are not limited to, the risk that a governmental entity may delay or refuse, or otherwise be unable, to pay interest or repay the principal on its sovereign debt. There may also be no legal process for collecting sovereign debt that a government does not pay or bankruptcy proceedings through which all or part of such sovereign debt may be collected. In addition, a restructuring or default of sovereign debt may also cause additional impacts to the financial markets, such as downgrades to credit ratings, reduced liquidity and increased volatility, among others.

The Fund’s investments in securities and/or financial derivatives may expose the fund to various market risk factors:

Commodity Risk. Commodity risk relates to the change in value of commodities or commodity indexes as they relate to increases or decreases in the commodities market. Commodities are physical assets that have tangible properties. Examples of these types of assets are crude oil, heating oil, metals, livestock, and agricultural products.

Credit Risk. Credit risk relates to the ability of the issuer of debt to meet interest and principal payments, or both, as they come due. In general, lower-grade, higher-yield debt securities are subject to credit risk to a greater extent than lower-yield, higher-quality

Equity Risk. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market.

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.

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.

Volatility Risk. Volatility risk refers to the magnitude of the movement, but not the direction of the movement, in a financial instrument’s price over a defined time period. Large increases or decreases in a financial instrument’s price over a relative time period typically indicate greater volatility risk, while small increases or decreases in its price typically indicate lower volatility risk.

The Fund’s investment objective not only permits the Fund to purchase investment securities, it also allows the Fund to enter into various types of derivatives contracts, including, but not limited to, futures contracts, forward currency exchange contracts, credit default swaps, interest rate swaps, total return swaps, variance 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. These instruments 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. Such contracts may be entered into through a bilateral over-the-counter (“OTC”) transaction, or through a securities or futures exchange and cleared through a clearinghouse.

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 due to unanticipated changes in the market risk factors and the overall market. 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. 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. Some derivatives have the potential for unlimited loss, regardless of the size of the Fund’s initial investment.

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.

The Fund’s actual exposures to these market risk factors and associated risks during the period are discussed in further detail, by derivative type, below.

The Fund may enter into forward currency exchange contracts (“forward contracts”) for the purchase or sale of a foreign currency at a negotiated rate at a future date. Such contracts are traded in the OTC inter-bank currency dealer market.

Forward contracts are reported on a schedule following the Consolidated Statement of Investments. The unrealized appreciation (depreciation) is reported in the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports as a receivable (or payable) and in the Consolidated 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 Consolidated Statement of Operations in the annual and semiannual reports.

The Fund has entered into forward 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 contracts seek to increase exposure to foreign exchange rate risk.

The Fund has entered into forward 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 Fund.

The Fund has entered into forward 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 contracts seek to increase exposure to foreign exchange rate risk.

The Fund has entered into forward 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 Fund.

During the reporting period, the Fund had daily average contract amounts on forward contracts to buy and sell of $82,097,670 and $221,696,631, respectively.

Additional associated risk to the Fund includes counterparty credit risk. Counterparty credit risk arises from the possibility that the counterparty to a forward contract will default and fail to perform its obligations to the Fund.

A futures contract is a commitment to buy or sell a specific amount of a commodity, financial instrument or currency 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 and options thereon are generally entered into on a regulated futures exchange and cleared through a clearinghouse associated with the exchange.

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 in an account registered in the futures commission merchant’s name. Subsequent payments (variation margin) are paid to or from the futures commission merchant each day equal to the daily changes in the contract value. Such payments are recorded as unrealized gains and losses. Should the Fund fail to make requested variation margin payments, the futures commission merchant can gain access to the initial margin to satisfy the Fund’s payment obligations.

Futures contracts are reported on a schedule following the Consolidated Statement of Investments. Securities held by a futures commission merchant to cover initial margin requirements on open futures contracts are noted in the Consolidated Statement of Investments. Cash held by a futures commission merchant 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 Consolidated Statement of Assets and Liabilities in the annual and semiannual reports. The net change in unrealized appreciation and depreciation is reported in the Consolidated Statement of Operations in the annual and semiannual reports. Realized gains (losses) are reported in the Consolidated 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 equity indexes to decrease exposure to equity risk.

During the reporting period, the Fund had an ending monthly average market value of $11,777,028 and $107,300,365 on futures contracts purchased and sold, respectively.

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.

The Fund may buy and sell put and call options, or write put and call options. When an option is written, the Fund receives a premium and becomes obligated to sell or purchase the underlying security, currency or other underlying financial instrument at a fixed price, upon exercise of the option.

Options can be traded through an exchange or through a privately negotiated arrangement with a dealer in an OTC transaction. Options traded through an exchange are generally

cleared through a clearinghouse (such as The Options Clearing Corporation). The difference between the premium received or paid, and market value of the option, is recorded as unrealized appreciation or depreciation. The net change in unrealized appreciation or depreciation is reported in the Consolidated Statement of Operations in the annual and semiannual reports. When an option is exercised, the cost of the security purchased or the proceeds of the security sale are adjusted by the amount of premium received or paid. Upon the expiration or closing of the option transaction, a gain or loss is reported in the Consolidated Statement of Operations in the annual and semiannual reports.

The Fund has purchased put options on treasury and/or euro futures to decrease exposure to interest rate risk. A purchased put option becomes more valuable as the price of the underlying financial instrument depreciates relative to the strike price.

The Fund has purchased call options on individual equity securities and/or equity indexes to increase exposure to equity risk. A purchased call option becomes more valuable as the price of the underlying financial instrument appreciates relative to the strike price.

During the reporting period, the Fund had an ending monthly average market value of $2,650,673 and $38,202 on purchased call options and purchased put options, respectively.

Options written, if any, are reported in a schedule following the Consolidated Statement of Investments and as a liability in the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports. Securities held in collateral accounts to cover potential obligations with respect to outstanding written options are noted in the Consolidated Statement of Investments.

The risk in writing a call option is that the market price of the security increases and if the option is exercised, the Fund must either purchase the security at a higher price for delivery or, if the Fund owns the underlying security, give up the opportunity for profit. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. The Fund also has the additional risk that there may be an illiquid market where the Fund is unable to close the contract.

The Fund has written call options on treasury and/or euro futures to decrease exposure to interest rate risk. A written call option becomes more valuable as the price of the underlying financial instrument depreciates relative to the strike price.

During the reporting period, the Fund had an ending monthly average market value of $237,841 on written call options.

Additional associated risks to the Fund include counterparty credit risk and liquidity risk.

The Fund may enter into swap contract agreements with a counterparty to exchange a series of cash flows based on either specified reference rates, the price or volatility of asset or non-asset references, or the occurrence of a credit event, over a specified period. Swaps can be executed in a bi-lateral privately negotiated arrangement with a dealer in an OTC transaction (“OTC swaps”) or executed on a regulated market. Certain swaps, regardless of the venue of their execution, are required to be cleared through a clearinghouse (“centrally cleared swaps”). Swap contracts may include interest rate, equity, debt, index, total return, credit default, currency, and volatility swaps.

Swap contracts are reported on a schedule following the Consolidated Statement of Investments. The values of centrally cleared swap and OTC swap contracts are aggregated by positive and negative values and disclosed separately on the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports. 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, if any, at termination or settlement. The net change in this amount during the period is included on the Consolidated 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 Consolidated Statement of Operations in the annual and semiannual reports.

Swap contract agreements are exposed to the market risk factor of the specific underlying reference rate or 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 have embedded leverage, they can expose the Fund to substantial risk in the isolated market risk factor.

Interest Rate Swap Contracts. An interest rate swap is an agreement between counterparties to exchange periodic payments based on interest rates. One cash flow stream will typically be a floating rate payment based upon a specified floating interest rate while the other is typically a fixed interest rate.

The Fund has entered into interest rate swaps in which it pays a floating interest rate and receives a fixed interest rate in order to increase exposure to interest rate risk. Typically, if relative interest rates rise, payments made by the Fund under a swap agreement will be greater than the payments received by the Fund.

For the reporting period, the Fund had ending monthly average notional amounts of $7,880,000 on interest rate swaps which receive a fixed rate.

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 the value of asset or non-asset references. One cash flow is typically based on a non-asset reference (such as an interest rate) and the other on the total return of a reference asset (such as a security or a basket of

securities or securities index). 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 to decrease exposure to the credit risk of various indexes or basket of securities. These credit risk related total return swaps require the fund to pay to, or receive payments from, the counterparty based on the movement of credit spreads of the related indexes or securities.

For the reporting period, the Fund had ending monthly average notional amounts of $37,486,336 on total return swaps which are short the reference asset.

Additional associated risks to the Fund include counterparty credit risk and liquidity risk.

Counterparty Credit Risk. Derivative positions are subject to the risk that the counterparty will not fulfill its obligation to the Fund. The Fund intends to enter into derivative transactions with counterparties that the Manager believes to be creditworthy at the time of the transaction.

The Fund’s risk of loss from counterparty credit risk on OTC derivatives is generally limited to the aggregate unrealized gain netted against any collateral held by the Fund. For OTC options purchased, the Fund bears the risk of loss of the amount of the premiums paid plus the positive change in market values net of any collateral held by the Fund should the counterparty fail to perform under the contracts. Options written by the Fund do not typically give rise to counterparty credit risk, as options written generally obligate the Fund and not the counterparty to perform.

To reduce counterparty risk with respect to OTC transactions, 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 make (or to have an entitlement to receive) a single net payment in the event of default (close-out netting) for outstanding payables and receivables with respect to certain OTC positions in swaps, options, swaptions, and forward currency exchange contracts for each individual counterparty. In addition, the Fund may require that certain counterparties post cash and/or securities in collateral accounts to cover their net payment obligations for those derivative contracts subject to ISDA master agreements. If the counterparty fails to perform under these contracts and agreements, the cash and/or securities will be made available to the Fund.

At period end, the Fund has required certain counterparties to post collateral of $2,369,406.

ISDA master agreements include credit related contingent features which allow counterparties to OTC derivatives to terminate derivative contracts prior to maturity in the event that, for example, the Fund’s net assets decline by a stated percentage or the Fund fails to meet the terms of its ISDA master agreements, which would cause the Fund to accelerate payment of any net liability owed to the counterparty.

For financial reporting purposes, the Fund does not offset derivative assets and derivative

liabilities that are subject to netting arrangements in the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports. Bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy, insolvency or other events.

The Fund’s risk of loss from counterparty credit risk on exchange-traded derivatives cleared through a clearinghouse and for centrally cleared swaps is generally considered lower than as compared to OTC derivatives. However, counterparty credit risk exists with respect to initial and variation margin deposited/paid by the Fund that is held in futures commission merchant, broker and/or clearinghouse accounts for such exchange-traded derivatives and for centrally cleared swaps.

With respect to centrally cleared swaps, such transactions will be submitted for clearing, and if cleared, will be held in accounts at futures commission merchants or brokers that are members of clearinghouses. While brokers, futures commission merchants and clearinghouses are required to segregate customer margin from their own assets, in the event that a broker, futures commission merchant or clearinghouse becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the broker, futures commission merchant or clearinghouse for all its customers, U.S. bankruptcy laws will typically allocate that shortfall on a pro-rata basis across all the broker’s, futures commission merchant’s or clearinghouse’s customers, potentially resulting in losses to the Fund.

There is the risk that a broker, futures commission merchant or clearinghouse will decline to clear a transaction on the Fund’s behalf, and the Fund may be required to pay a termination fee to the executing broker with whom the Fund initially enters into the transaction. Clearinghouses may also be permitted to terminate centrally cleared swaps at any time. The Fund is also subject to the risk that the broker or futures commission merchant will improperly use the Fund’s assets deposited/paid as initial or variation margin to satisfy payment obligations of another customer. In the event of a default by another customer of the broker or futures commission merchant, the Fund might not receive its variation margin payments from the clearinghouse, due to the manner in which variation margin payments are aggregated for all customers of the broker/futures commission merchant.

Collateral and margin requirements differ by type of derivative. Margin requirements are established by the broker, futures commission merchant or clearinghouse for exchange-traded and cleared derivatives, including centrally cleared swaps. Brokers, futures commission merchants and clearinghouses can ask for margin in excess of the regulatory minimum, or increase the margin amount, in certain circumstances.

Collateral terms are contract specific for OTC derivatives. For derivatives traded under an ISDA master agreement, the collateral requirements are typically calculated by netting the mark to market amount for each transaction under such agreement and comparing that amount to the value of any collateral currently pledged by the Fund or the counterparty.

amount threshold (e.g. $250,000) before a transfer has to be made. To the extent amounts due to the Fund from its counterparties are not fully collateralized, contractually or otherwise, the Fund bears the risk of loss from counterparty nonperformance.

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 at period end 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.


	Shares		Value

Common Stocks—42.7%

Consumer Discretionary—2.2%

Hotels, Restaurants & Leisure—0.8%

Brinker International, Inc.		178,806	$	8,893,129

Household Durables—0.0%

Everyware Global, Inc.¹		8,735		64,421

Media—0.5%

DISH Network Corp., Cl. A¹		117,635		5,678,241

Multiline Retail—0.9%

Target Corp.		134,780		9,760,768

Consumer Staples—2.7%

Beverages—0.7%

Coca-Cola Co. (The)		164,950		7,079,654

Tobacco—2.0%

Altria Group, Inc.		288,131		17,607,686

Philip Morris International, Inc.		48,210		4,339,382

				21,947,068

Energy—3.3%

Energy Equipment & Services—0.4%

Schlumberger Ltd.		60,164		4,348,052

Oil, Gas & Consumable Fuels—2.9%

Canadian Natural Resources Ltd.		95,067		2,035,163

Chevron Corp.		51,644		4,465,657

ConocoPhillips		118,984		4,649,895

EOG Resources, Inc.		59,714		4,240,888

Noble Energy, Inc.		233,122		7,546,159

Occidental Petroleum Corp.		73,121		5,032,918

Valero Energy Corp.		45,546		3,091,207

				31,061,887

Financials—7.2%

Commercial Banks—2.0%

Citigroup, Inc.		129,570		5,517,090

JPMorgan Chase & Co.		124,990		7,436,905

M&T Bank Corp.		54,150		5,966,247

Wells Fargo & Co.		48,390		2,430,630

				21,350,872

Insurance—2.2%

Allstate Corp. (The)		78,890		4,780,734

Chubb Ltd.		131,920		14,916,194

Unum Group		142,770		4,088,933

				23,785,861

Real Estate Investment Trusts (REITs)—3.0%

American Assets Trust, Inc.		83,048		3,105,165

Blackstone Mortgage Trust, Inc., Cl. A		344,060		8,525,807


	Shares		Value

Real Estate Investment Trusts (REITs) (Continued)

Macerich Co. (The)		64,290	$	5,012,691

Starwood Property Trust, Inc.²		866,070		16,489,973

				33,133,636

Health Care—7.3%

Biotechnology—0.6%

Baxalta, Inc.		148,890		5,957,089

Health Care Equipment & Supplies—0.4%

Medtronic plc		49,638		3,768,517

New Millennium Holdco, Inc.¹		7,733		98,595

				3,867,112

Health Care Providers & Services—2.6%

Express Scripts Holding Co.¹		79,920		5,743,850

HCA Holdings, Inc.¹		27,320		1,900,926

Millennium Corporate Claim Litigation Trust^1,14		441		4

Millennium Lender Claim Litigation Trust^1,14		882		9

UnitedHealth Group, Inc.		138,150		15,909,354

Universal Health Services, Inc., Cl. B		43,220		4,868,301

				28,422,444

Pharmaceuticals—3.7%

Allergan plc¹		32,310		9,189,933

Merck & Co., Inc.		195,030		9,882,170

Novartis AG, ADR		127,760		9,961,447

Roche Holding AG		44,398		11,550,620

				40,584,170

Industrials—7.3%

Aerospace & Defense—4.4%

Honeywell International, Inc.		182,090		18,791,688

Lockheed Martin Corp.		86,670		18,287,370

Northrop Grumman Corp.		58,390		10,805,653

				47,884,711

Airlines—0.3%

United Continental Holdings, Inc.¹		55,336		2,671,622

Commercial Services & Supplies—1.6%

Republic Services, Inc., Cl. A		278,840		12,185,308

Tyco International plc		144,300		4,962,477

				17,147,785

Industrial Conglomerates—0.2%

General Electric Co.		75,840		2,206,944

Machinery—0.4%

Flowserve Corp.		110,450		4,267,788

Road & Rail—0.3%

Union Pacific Corp.		51,210		3,687,120


	Shares		Value

Trading Companies & Distributors—0.1%

AerCap Holdings NV¹		51,681	$	1,587,124

Information Technology—6.0%

Communications Equipment—2.1%

Juniper Networks, Inc.		472,370		11,147,932

QUALCOMM, Inc.		195,580		8,867,597

Telefonaktiebolaget LM Ericsson, Cl. B		340,019		2,998,077

				23,013,606

Internet Software & Services—1.9%

Alphabet, Inc., Cl. A¹		27,180		20,693,493

Semiconductors & Semiconductor Equipment—1.0%

Xilinx, Inc.		207,640		10,438,063

Technology Hardware, Storage & Peripherals—1.0%

Apple, Inc.		115,816		11,273,529

Materials—2.7%

Chemicals—1.7%

Celanese Corp., Cl. A		110,230		7,018,344

LyondellBasell Industries NV, Cl. A		73,616		5,739,839

Methanex Corp.		202,463		5,369,319

				18,127,502

Containers & Packaging—1.0%

Packaging Corp. of America		86,300		4,386,629

Sonoco Products Co.		157,870		6,237,444

				10,624,073

Telecommunication Services—2.0%

Diversified Telecommunication Services—2.0%

AT&T, Inc.²		395,300		14,254,518

BCE, Inc.		176,680		7,120,204

				21,374,722

Utilities—2.0%

Electric Utilities—1.7%

Edison International		166,420		10,284,756

PPL Corp.		249,164		8,735,690

				19,020,446

Multi-Utilities—0.3%

CMS Energy Corp.		79,710		3,099,125

Total Common Stocks (Cost $443,169,829)				463,052,057


	Shares		Value

Preferred Stocks—2.1%

M&T Bank Corp., 6.375% Cum., Series A, Non-Vtg.		5,167	$	5,270,340

M&T Bank Corp., 6.375% Cum., Series C, Non-Vtg.		7,500		7,650,000

U.S. Bancorp, 6% Non-Cum., Series G, Non-Vtg.³		362,600		9,594,396

Total Preferred Stocks (Cost $22,063,130)				22,514,736
	Principal Amount

Asset-Backed Securities—7.5%

Airspeed Ltd.:
Series 2007-1A, Cl. G1, 0.696%, 6/15/32^3,4	$	23,195,572		18,556,457
Series 2007-1A, Cl. G2, 0.706%, 6/15/32^3,4		6,668,727		5,535,043

Blade Engine Securitization Ltd., Series 2006-1AW, Cl. A1, 0.726%, 9/15/41^3,4		28,219,830		19,189,484

Citigroup Mortgage Loan Trust Series Asset Backed Pass-Through Certificate, Series 2004-OPT1, Cl. M3, 1.372%, 10/25/34³		1,250,000		1,050,833

GSAMP Trust:
Series 2005-HE4, Cl. M3, 0.947%, 7/25/45³		3,300,000		2,699,762
Series 2005-HE5, Cl. M3, 0.887%, 11/25/35³		8,121,777		6,220,180

New Century Home Equity Loan Trust, Series 2005-2, Cl. M3, 0.917%, 6/25/35³		5,500,000		4,508,065

Park Place Securities, Inc., Series 2005-WCW3, Cl. M1, 0.907%, 8/25/35³		5,000,000		4,683,312

RASC Series Trust:
Series 2005-KS8, Cl. M5, 1.067%, 8/25/35³		2,993,634		2,393,887
Series 2006-KS2, Cl. M2, 0.817%, 3/25/36³		14,625,000		11,204,131

Saxon Asset Securities Trust, Series 2007-3, Cl. 2A4, 0.917%, 9/25/47³		7,595,000		4,937,241

Total Asset-Backed Securities (Cost $81,141,481)				80,978,395

Mortgage-Backed Obligations—5.6%

Ameriquest Mortgage Securities, Inc., Series 2004-R2, Cl. M1, 1.067%, 4/25/34³		3,558,338		2,981,738

Asset-Backed Funding Certificates Trust, Series 2005-HE2, Cl. M3, 1.207%, 6/25/35³		4,000,000		3,690,465

Bear Stearns Asset Backed Securities I Trust, Series 2004-HE9, Cl. M2, 2.222%, 11/25/34³		4,905,217		4,471,398

First NLC Trust, Series 2005-4, Cl. A4, 0.817%, 2/25/36³		11,003,000		9,491,208

Home Equity Asset Trust, Series 2005-5, Cl. M2, 1.192%, 11/25/35³		1,888,088		1,811,971

Home Equity Mortgage Loan Asset-Backed Trust, Series 2005-B, Cl. M3, 0.917%, 8/25/35³		1,298,061		1,188,976

MASTR Adjustable Rate Mortgages Trust, Series 2004-13, Cl. 2A2, 2.778%, 4/21/34³		509,726		519,931

RAMP Trust:
Series 2005-RS2, Cl. M4, 1.147%, 2/25/35³		4,469,000		4,011,155
Series 2005-RS6, Cl. M2, 0.937%, 6/25/35³		944,044		926,873
Series 2006-EFC1, Cl. M2, 0.827%, 2/25/36³		5,490,000		4,508,796
Series 2006-NC3, Cl. A3, 0.697%, 3/25/36³		16,698,000		13,973,007

Structured Asset Securities Corp. Mortgage Loan Trust:
Series 2007-GEL2, Cl. A2, 0.747%, 5/25/37^3,5		11,097,793		10,142,470
Series 2007-GEL2, Cl. A3, 0.877%, 5/25/37^3,5		4,486,000		3,533,694

Total Mortgage-Backed Obligations (Cost $47,991,679)				61,251,682


	Principal Amount		Value

Non-Convertible Corporate Bonds and Notes—2.9%

Goldman Sachs Capital II, 4% Jr. Sub. Perpetual Bonds^3,6	$	1,199,000	$	814,571

Lukoil International Finance BV, 6.125% Sr. Unsec. Nts., 11/9/20⁵		17,300,000		17,754,125

Wachovia Capital Trust III, 5.57% Jr. Sub. Perpetual Bonds^3,6		13,460,000		12,871,125

Total Non-Convertible Corporate Bonds and Notes (Cost $30,928,159)				31,439,821


Convertible Corporate Bond and Note—0.3%

SEACOR Holdings, Inc., 2.50% Cv. Sr. Unsec. Nts., 12/15/27 (Cost $3,664,798)		3,694,000		3,188,384


Corporate Loans—13.6%

Consumer Discretionary—4.7%

Auto Components—0.2%

Affinia Group, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%-5.80%, 4/25/20³		374,394		374,394

Cooper Standard, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 3/26/21³		623,103		598,179

FPC Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%, 11/19/19^3,7		404,235		294,333

Tower Automotive Holdings USA LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 4/23/20^3,7		580,503		557,282

Transtar Holding Co., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.80%, 10/9/18³		234,055		197,777

				2,021,965


Automobiles—0.1%

Chrysler LLC, Sr. Sec. Credit Facilities Term Loan, Tranche B1, 5.333%, 8/3/49^3,8		644,264		64

Federal-Mogul Holdings Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B, 4.00%, 4/3/18³		124,684		105,150
Tranche C, 4.80%, 4/15/21³		1,077,752		870,959

				976,173


Distributors—0.5%

Ascena Retail Group, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%, 7/29/22³		800,000		757,800

Bass Pro Group LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 6/5/20³		582,109		559,916

BJ’s Wholesale Club, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 9/26/19³		386,754		368,176

Capital Automotive LP, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 4/10/19³		67,399		67,357

Capital Automotive LP, Sr. Sec. Credit Facilities 2nd Lien Term Loan, 6.00%, 4/30/20³		596,672		585,484

Gymboree Corp. (The), Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 2/23/18³		190,512		100,971

Leslie’s Poolmart, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 10/16/19³		226,580		220,420

PetSmart, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 3/11/22³		944,601		917,109

Staples Escrow LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 1/29/22^3,7		547,500		544,647


	Principal Amount		Value

Distributors (Continued)

Staples, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.50%, 4/24/21^3,7	$	560,000	$	555,528

SUPERVALU, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 3/21/19³		625,000		603,906

				5,281,314


Diversified Consumer Services—0.3%

4L Technologies, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.50%-7.00%, 5/8/20³		149,310		135,872

Affinion Group, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.80%, 4/30/18³		473,793		431,003

IQOR US, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.00%, 4/1/21³		318,777		252,896

IQOR US, Inc., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 9.80%, 4/1/22³		89,964		67,698

Koosharem LLC, Sr. Sec. Credit Facilities 1st Lien Exit Term Loan, 7.50%, 5/15/20³		1,033,379		971,376

Laureate Education, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 6/15/18³		479,562		378,255

Nord Anglia Education Finance, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 3/31/21³		692,368		681,118

ServiceMaster Co. LLC (The), Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 7/1/21³		373,836		371,734

				3,289,952


Hotels, Restaurants & Leisure—0.9%

Amaya Gaming, Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 7/29/21³		456,160		421,948

AMC Entertainment, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 12/15/22³		2,369,381		2,361,977

American Casino & Entertainment Properties, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 7/7/22³		99,500		99,003

Bowlmor AMF, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 7.30%, 9/20/21³		222,472		220,247

Caesars Entertainment Operating Co., Inc., Extended Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B5, 1.50%, 3/1/17^3,9		146,278		126,774

Caesars Entertainment Operating Co., Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B4, 1.50%, 10/31/16^3,9		65,614		58,396
Tranche B6, 1.50%, 3/1/17^3,9		306,497		267,163
Tranche B7, 1.50%, 1/29/18^3,9		372,725		305,635

Caesars Entertainment Resort Properties LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 7.00%, 10/11/20³		895,755		785,129

Caesars Growth Properties Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.30%, 5/10/21³		413,361		353,423

CEC Entertainment, Inc., Sr. Sec. Credit Facilities Term Loan, Tranche B, 4.30%, 2/14/21^3,7		363,058		346,418

Cinemark USA, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 3.40%-3.60%, 5/6/22³		24,808		24,875

Corner Investment Propco LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 11.00%, 11/2/19³		285,067		276,515


	Principal Amount		Value

Hotels, Restaurants & Leisure (Continued)

Del Monte Foods Co., Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%-5.80%, 2/18/21³	$	305,793	$	293,561

Eldorado Resorts, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 7/25/22³		602,972		601,963

Equinox Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 1/31/20³		325,278		321,889

Golden Nugget, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 11/21/19³		294,262		292,178

Golden Nugget, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Delayed Draw, Tranche B, 5.50%, 11/21/19³		252,307		250,519

Jacobs Entertainment, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%, 10/29/18³		256,161		243,353

La Quinta Intermediate Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 4/14/21³		225,221		218,652

Landry’s, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 4/24/18³		210,049		209,524

Peninsula Gaming LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 11/20/17³		243,409		243,409

Pinnacle Operating Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 11/15/18³		407,239		376,696

Regal Cinemas Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 3.80%, 4/1/22³		54,912		54,954

Revel Entertainment, Inc., Sr. Sec. Credit Facilities 2nd Lien Exit Term Loan, 14.50%, 5/20/18^3,8,12		280,573		1,403

Scientific Games International, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B1, 6.00%, 10/18/20³		111,506		100,256
Tranche B2, 6.00%, 10/1/21³		294,886		263,502

SeaWorld Parks & Entertainment, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B3, 4.00%, 5/14/20³		97,722		96,073

US Foods, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 3/31/19³		658,914		650,678

Weight Watchers International, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 4.00%, 4/2/20³		642,933		446,196

				10,312,309


Household Durables—0.1%

SRAM LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.00%-5.30%, 4/10/20³		332,125		270,781

Sun Products Corp. (The), Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.50%, 3/23/20³		780,479		744,870

Wilton Brands LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 8.50%, 8/30/18³		160,061		150,991

				1,166,642


Internet & Catalog Retail—0.0%

Camping World, Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%-5.80%, 2/20/20³		299,027		297,158


Leisure Products—0.2%

Boyd Gaming Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 8/14/20³		332,813		331,045


	Principal Amount		Value

Leisure Products (Continued)

Hilton Worldwide, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 3.50%, 10/26/20³	$	125,452	$	125,390

Intrawest Operations Group LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 12/9/20³		228,949		225,085

Pinnacle Entertainment, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 3.80%, 8/13/20³		95,752		95,707

Playa Resorts Holding BV, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 8/9/19³		184,748		179,205

Station Casinos LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 3/2/20³		895,978		881,792

				1,838,224


Media—2.1%

Alpha Media Group, Inc., Sr. Sec. Credit Facilities Term Loan, Tranche B, 3.05%, 7/15/16^3,8,12		229,519		23

Altice Financing SA, Sr. Sec. Credit Facilities 1st Lien Term Loan, Delayed Draw, 5.50%, 7/2/19³		669,100		667,985

CCO Safari III LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche I, 3.50%, 1/23/23³		575,000		575,419

Checkout Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 4/1/21³		371,343		294,598

Cinram International, Inc., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 0.432%, 8/3/49^3,8,12		39,438		100

Clear Channel Communications, Inc., Extended Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche D, 7.20%, 1/30/19^3,7		1,616,691		1,077,457

Clear Channel Communications, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche E, 7.90%, 7/30/19³		57,055		37,966

CSC Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 10/9/22³		1,000,000		999,722

Cumulus Media Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 12/18/20³		66,712		49,256

Deluxe Entertainment Services, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.50%, 2/26/20^3,7		884,660		839,874

Endemol, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.80%, 8/11/21³		621,462		543,002

Formula One, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 7/30/21³		512,240		484,600

Getty Images, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 10/18/19³		179,019		115,494

Gray Television, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 3.80%, 6/10/21³		192,026		190,436

Harland Clarke Holdings Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 8/4/19³		820,578		771,343

IMG Worldwide, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%, 5/6/21³		642,608		632,768

Intelsat Jackson Holdings SA, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 3.80%, 6/30/19³		5,600,000		5,375,418

Internet Brands, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 6/30/21³		823,599		807,127


	Principal Amount		Value

Media (Continued)

ION Media Networks, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 12/18/20³	$	1,237,591	$	1,214,387

Media General, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 7/30/20³		1,104,592		1,101,554

Mergermarket USA, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 2/4/21³		253,182		246,219

Merrill Communications LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.30%, 6/1/22³		310,187		260,557

NEP/NCP Holdco, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 1/22/20³		597,041		571,666

NEP/NCP Holdco, Inc., Sr. Sec. Credit Facilities Incremental 1st Lien Term Loan, Tranche B, 4.30%, 1/22/20^3,7		500,000		478,750

Numericable US LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.60%, 7/29/22³		408,975		390,444

Penton Business Media, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 10/3/19³		621,933		617,268

Project Sunshine IV Pty Ltd., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 8.00%, 9/23/19^3,7		16,478		15,448

Salem Communications Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 3/13/20³		185,966		177,132

SuperMedia, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 11.60%, 12/30/16³		180,280		68,506

Technicolor, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 7/11/20³		976,820		971,528

Tribune Co., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 12/27/20³		1,074,074		1,057,515

Univision Communications, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche C3, 4.00%, 3/1/20³		48,513		47,426
Tranche C4, 4.00%, 3/1/20³		939,073		918,629

WaveDivision Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.00%, 10/12/19³		400,719		396,044

Yankee Cable Acquisition LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 3/1/20³		442,355		436,549

YP LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 8.00%, 6/4/18³		109,587		105,752

				22,537,962

Multiline Retail—0.1%

J.C. Penney Corp., Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 5/22/18³		489,535		479,056

Neiman Marcus, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 10/25/20³		777,539		677,551

				1,156,607

Specialty Retail—0.2%

Burlington Coat Factory Warehouse Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 8/13/21³		748,208		743,532

Harbor Freight Tools USA, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 7/26/19³		456,875		458,246

Key Safety Systems, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 8/30/21³		554,081		538,497


	Principal Amount		Value

Specialty Retail (Continued)

National Vision, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 3/5/21³	$	143,718	$	139,527

				1,879,802

Consumer Staples—0.4%

Beverages—0.1%

Burger King, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 12/10/21³		456,179		453,993

Hostess Brands LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 8/3/22³		793,013		789,419

				1,243,412

Food & Staples Retailing—0.1%

Albertsons Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B2, 5.40%, 3/21/19³		443,547		439,697
Tranche B4, 5.50%, 8/25/21³		443,445		434,853

Rite Aid Corp., Sr. Sec. Credit Facilities 2nd Lien Term Loan, Tranche 1, 5.80%, 8/21/20³		63,202		63,360

				937,910

Food Products—0.2%

AdvancePierre Foods, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.80%, 7/10/17³		521,786		521,786

CSM Bakery Supplies, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 7/3/20³		517,133		502,265

CSM Bakery Supplies, Sr. Sec. Credit Facilities 2nd Lien Term Loan, 8.80%, 7/5/21³		49,896		47,401

Dole Food Co., Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%-5.80%, 11/1/18³		644,248		632,974

JBS USA LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 9/18/20³		295,596		287,467

Performance Food Group, Inc., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 6.30%, 11/14/19³		200,723		200,556

				2,192,449

Energy—0.1%

Energy Equipment & Services—0.1%

American Energy-Marcellus LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%, 8/4/20³		288,584		62,046

ExGen Texas Power LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.80%, 9/20/21³		315,329		200,234

MEG Energy Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 3/31/20^3,7		89,766		70,511

Offshore Group Investment Ltd., Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B, 5.00%, 10/25/17^3,8		160,021		29,684
Tranche B, 5.80%, 3/28/19^3,8		125,008		22,293

ProPetro Services, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 7.30%, 9/30/19³		269,722		182,062

Sabine Oil & Gas Corp., Sr. Sec. Credit Facilities 2nd Lien Term Loan, Tranche B, 8.80%, 12/31/18^3,8		205,632		6,169

Templar Energy LLC, Sr. Sec. Credit Facilities 2nd Lien Term Loan, 8.50%, 11/25/20³		396,494		29,737


	Principal Amount		Value

Energy Equipment & Services (Continued)

TPF II Power LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 10/4/21³	$	523,894	$	502,502

				1,105,238

Oil, Gas & Consumable Fuels—0.0%

Southcross Energy Partners LP, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.30%, 7/29/21³		203,959		96,115


Financials—0.9%

Commercial Banks—0.2%

Acrisure LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.50%, 5/13/22^3,7		785,838		750,475

Alliant Holdings I LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 8/12/22³		288,550		281,607

HUB International Ltd., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 10/2/20³		966,018		929,491

Hyperion Insurance Group Ltd., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 4/9/22³		213,844		207,785

				2,169,358

Consumer Finance—0.0%

PGX Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.80%, 9/29/20³		142,177		141,466

PGX Holdings, Inc., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 10.00%, 9/29/21³		79,734		80,133

				221,599

Diversified Financial Services—0.6%

Delos Finance Sarl, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.50%, 2/26/21³		2,800,000		2,791,950

Guggenheim Partners Investment Management, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 7/22/20³		183,615		182,467

International Lease Finance Corp., Sr. Sec. Credit Facilities Term Loan, Tranche B, 3.50%, 2/26/21³		2,620,000		2,612,467

RCS Capital, Sr. Sec. Credit Facilities 1st Lien Term Loan, 7.50%, 4/29/19^3,8		358,032		241,672

				5,828,556

Insurance—0.1%

Aqgen Liberty Management I, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.50%, 7/1/19³		341,231		327,582

National Financial Partners Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 7/1/20³		674,783		648,425

				976,007

Health Care—1.3%

Health Care Equipment & Supplies—1.0%

21st Century Oncology, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.50%, 4/30/22^3,7		331,513		285,101

Air Medical Group Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 4/28/22³		445,489		424,514


	Principal Amount		Value

Health Care Equipment & Supplies (Continued)

Akorn, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.00%, 4/16/21³	$	604,332	$	594,512

Alliance Healthcare Services, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 6/3/19^3,7		249,355		230,654

Alvogen Pharma US, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 4/1/22³		252,606		247,449

AMAG Pharmaceuticals, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 8/17/21³		59,250		57,324

Ardent Legacy Acquisitions, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.50%, 8/4/21³		114,713		114,282

CareCore National LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 3/5/21³		158,306		136,143

Carestream Health, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 6/7/19³		909,248		795,592

CHS/Community Health Systems, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche G, 3.80%, 12/31/19³		63,302		61,002
Tranche H, 4.00%, 1/27/21³		201,247		194,091

Connolly Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 5/14/21³		437,178		429,527

ConvaTec, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 6/15/20³		533,073		527,187

CT Technologies Intermediate Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.30%, 11/18/21³		234,449		227,904

DJO Finance LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 6/8/20³		303,475		294,118

Drumm Investors LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.80%, 5/4/18^3,7		520,974		519,021

Endo Luxembourg Finance I Co. Sarl, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 9/26/22³		75,000		74,156

Envision Healthcare Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 4.50%, 10/28/22³		400,000		398,550

eResearchTechnology, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 5/8/22³		84,363		82,465

HCR ManorCare, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 4/6/18³		190,973		181,265

IASIS Healthcare LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 4.50%, 5/3/18³		608,540		601,948

inVentiv Health, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B4, 7.80%, 5/15/18³		213,985		212,648

Kinetic Concepts, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche E1, 4.50%, 5/4/18^3,7		698,728		679,516

LHP Operations Co. LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 9.00%, 7/3/18³		75,731		74,216

LifeCare Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Exit Term Loan, Tranche A, 6.50%, 11/30/18³		164,792		148,587

National Mentor, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 1/31/21³		481,600		474,677

National Surgical Hospitals, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 6/1/22³		59,700		58,040

New Trident Holdcorp, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.50%, 7/31/19³		111,599		107,345


	Principal Amount		Value

Health Care Equipment & Supplies (Continued)

Opal Acquisition, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 11/27/20³	$	470,705	$	388,920

Ortho-Clinical Diagnostics, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 6/30/21³		373,441		330,728

Pharmaceutical Product Development LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche D, 4.30%, 8/18/22³		457,700		449,805

PRA Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 9/24/20³		361,605		360,339

Sage Products Holdings III LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 12/13/19³		59,410		58,990

Sterigenics-Nordion Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 5/15/22³		174,563		169,762

Team Health, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 11/23/22³		800,000		797,500

US Renal Care, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%, 12/30/22³		570,000		568,219

				11,356,097

Health Care Providers & Services—0.2%

American Renal Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Delayed Draw, Tranche B, 4.50%, 8/20/19³		155,113		152,010

Genesis Healthcare Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 10.00%, 12/4/17³		216,529		215,446

Kindred Healthcare, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 4/9/21³		543,620		525,953

New Millennium Holdco, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 7.50%, 12/21/20³		264,692		240,539

Steward Health Care System LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.80%, 4/10/20³		123,598		119,272

Surgery Center Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%, 11/3/20³		489,685		486,217

				1,739,437

Health Care Technology—0.0%

Vitera Healthcare Solutions LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 11/4/20³		169,993		157,243

Life Sciences Tools & Services—0.1%

JLL/Delta Dutch Newco BV, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 3/11/21³		601,444		578,138

Pharmaceuticals—0.0%

Catalent Pharma Solutions, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 5/20/21^3,7		149,620		149,165


Industrials—2.3%

Aerospace & Defense—0.1%

AM General LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 10.30%, 3/22/18³		109,028		90,221

Doncasters Group Ltd., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 4/9/20³		402,948		384,815


	Principal Amount		Value

Aerospace & Defense (Continued)

Landmark Aviation Canadian, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 10/25/19^3,7	$	12,524	$	12,483

LM US Member LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 10/25/19^3,7		315,575		314,556

Sequa Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.30%, 6/19/17³		82,714		55,625

TurboCombustor Technology, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 12/2/20³		215,530		185,355

				1,043,055


Building Products—0.0%

ABC Supply Co., Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 3.50%, 4/16/20^3,7		375,000		371,859


Commercial Services & Supplies—1.0%

Access CIG LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.00%, 10/18/21³		124,003		123,228

Allied Security Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 2/12/21³		675,194		656,908

Allied Security Holdings LLC, Sr. Sec. Credit Facilities 2nd Lien Term Loan, Tranche B, 8.00%, 8/12/21³		16,911		15,938

Ascend Learning LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 7/26/19³		442,422		441,131

Asurion LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B, 5.00%, 8/4/22³		1,249,603		1,151,196
Tranche B1, 5.00%, 5/24/19³		435,234		410,861

Asurion LLC, Sr. Sec. Credit Facilities 2nd Lien Term Loan, 8.50%, 3/3/21³		15,000		12,743

Audio Visual Services Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 1/22/21³		859,212		829,139

Ceridan HCM Holding, Inc., Sr. Sec. Credit Facilities 1st Lien Exit Term Loan, Tranche B, 4.50%, 9/15/20³		474,465		416,343

CEVA Group plc, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.50%, 3/19/21³		68,796		57,445

CEVA Group plc, Sr. Sec. Credit Facilities Letter of Credit 1st Lien Term Loan, 6.50%, 3/14/21³		137,571		114,872

EWT Holdings III Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 1/15/21³		230,414		225,805

Expert Global Solutions, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 8.50%, 4/3/18³		71,058		70,703

First Advantage, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.30%, 6/30/22³		202,904		197,832

Garda World Security Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.00%, 11/6/20³		612,087		583,395

Garda World Security Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Delayed Draw, Tranche B, 4.00%, 11/6/20³		93,607		89,220

GCA Services Group, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%-5.50%, 11/1/19³		160,155		159,588

IG Investments Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.00%, 10/31/21³		465,680		462,769


	Principal Amount		Value

Commercial Services & Supplies (Continued)

Information Resources, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 9/30/20³	$	42,499	$	42,470

Inmar, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 1/27/21³		156,379		151,296

Knowledge Universe, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 8/12/22^3,7		789,275		779,409

Leighton Services, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 5/23/22³		182,188		181,960

Livingston International, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B1, 5.00%, 4/18/19³		103,194		95,454

Livingston International, Inc., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 9.00%, 4/17/20³		45,073		40,341

Novitex Acquisition LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 7.50%, 7/1/20³		165,587		151,512

Packers Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 12/2/21³		54,262		54,262

Protection One, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 7/1/21³		578,550		570,233

Sabre, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 2/19/19³		900,165		891,445

Sabre, Inc., Sr. Sec. Credit Facilities Incremental 1st Lien Term Loan, Tranche B2, 4.00%, 2/19/19³		114,543		113,470

SourceHOV LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 7.80%, 10/31/19³		243,592		216,797

TransFirst, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 11/12/21³		827,159		827,365

TransFirst, Inc., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 9.00%, 11/11/22³		36,320		36,729

Universal Services, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 7/28/22³		1,075,000		1,032,000

				11,203,859


Electrical Equipment—0.0%

Applied Systems, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 1/25/21³		336,059		330,152

Internap Network Services Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 11/22/19³		111,873		105,161

				435,313


Industrial Conglomerates—0.5%

Apex Tool Group LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 1/31/20^3,7		544,022		520,447

Boyd Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.30%, 4/15/22³		144,487		137,534

Calpine Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.50%, 5/27/22³		154,225		146,546


	Principal Amount		Value

Industrial Conglomerates (Continued)

CPI Acquisition, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 8/17/22³	$	628,939	$	618,718

Dayco Products LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.30%, 12/12/19³		379,660		375,626

Doosan Bobcat, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 5/28/21^3,7		534,297		513,593

Excelitas Technologies Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 11/2/20^3,7		142,446		125,471

Filtration Group, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 11/20/20^3,7		196,672		190,854

Gates Global LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 7/5/21^3,7		648,003		585,362

Hillman Group, Inc. (The), Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 6/30/21^3,7		570,330		550,368

Milacron LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 9/28/20^3,7		433,627		425,225

Sensus USA, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 5/9/17³		234,397		226,193

TransDigm, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche E, 3.50%, 5/14/22^3,7		213,215		204,931

US Farathane LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.80%, 12/23/21³		266,550		266,550

Wencor Group, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 6/25/21³		251,754		228,782

WP CPP Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 12/28/19^3,7		401,161		374,083

				5,490,283


Machinery—0.1%

BWAY Holdings Co., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.50%, 8/14/20³		557,250		526,601

International Equipment Solutions LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 7.30%-8.50%, 8/16/19³		133,663		120,297

Pelican Products, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.30%, 4/8/20³		276,792		263,645

RBS Global, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.00%, 8/21/20^3,7		611,138		584,909

				1,495,452


Road & Rail—0.3%

Commercial Barge Line Co., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 9.80%, 11/12/20³		375,000		333,750

Kenan Advantage Group, Inc. (The), Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B1, 4.00%, 7/29/22³		341,933		338,086
Tranche B2, 4.00%, 7/29/22³		109,065		107,838

Kenan Advantage Group, Inc. (The), Sr. Sec. Credit Facilities 1st Lien Term Loan, Delayed Draw, 1.50%, 1/31/17³		47,872		47,334

Wabash National Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.30%, 3/18/22³		104,671		104,671

Western Express, Inc., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 8.70%, 2/23/22³		982,800		886,485


	Principal Amount		Value

Road & Rail (Continued)

YRC Worldwide, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 8.00%, 2/13/19³	$	1,126,987	$	935,400

				2,753,564


Trading Companies & Distributors—0.1%

iStar Financial, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 7.00%, 3/19/17³		129,148		129,794

Ocwen Financial Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.50%, 2/15/18³		34,967		34,974

Orchard Acquisition Co. LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 7.00%, 2/8/19³		361,682		240,518

Walter Investment Management Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 12/11/20³		525,142		410,268

				815,554


Transportation Infrastructure—0.2%

Goodyear Tire & Rubber Co. (The), Sr. Sec. Credit Facilities 2nd Lien Term Loan, Tranche B, 3.80%, 4/30/19³		161,337		161,715

MPG Holdco I, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 3.80%, 10/21/21³		235,504		227,072

Navistar, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.50%, 8/7/20³		610,000		541,375

TI Group Automotive Systems LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 6/30/22³		648,375		631,355

				1,561,517


Information Technology—1.1%

Communications Equipment—0.0%

Birch Communications, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 7.80%, 7/17/20³		247,177		227,402


Electronic Equipment, Instruments, & Components—0.1%

Aricent Technologies, Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.50%, 4/14/21³		200,999		183,244

Kronos, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 10/30/19³		526,707		518,806

				702,050


Internet Software & Services—0.7%

Active Network, Inc. (The), Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.50%, 11/13/20³		276,218		268,737

Avaya, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B7, 6.30%, 4/30/20³		1,202,001		820,366

Blue Coat Systems, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 5/20/22³		483,788		466,653

CommScope, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 12/29/22³		104,738		104,427

Compuware Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 6.30%, 12/15/21³		570,708		523,387

Dell International LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 4.00%, 4/29/20^3,7		794,433		793,054


	Principal Amount		Value

Internet Software & Services (Continued)

Deltek, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 6/25/22³	$	684,490	$	673,367

Epicor Software Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 6/1/22³		433,349		416,340

Informatica Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 8/5/22³		598,539		572,952

Linxens France SA, Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 10/14/22³		315,000		314,606

Micro Focus US, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.30%, 11/19/21³		761,754		753,819

Mitchell International, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 10/12/20^3,7		237,621		211,086

Riverbed Technology, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.00%, 4/25/22³		687,667		683,185

TIBCO Software, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.50%, 12/4/20³		600,264		520,229

TTM Technologies, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.00%, 5/31/21³		193,838		161,854

Zebra Technologies Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.80%, 10/27/21³		33,128		33,174

				7,317,236


IT Services—0.2%
First Data Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B, 4.40%, 3/24/21³		673,476		671,687
Tranche B, 4.20%, 7/8/22³		100,000		98,446
Tranche C1, 3.90%, 3/23/18³		264,144		261,078

Vertafore, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 10/3/19³		637,324		633,853

				1,665,064


Office Electronics—0.0%

BMC Software, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 9/10/20³		373,586		300,316


Software—0.1%

Aptean, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.30%, 2/21/20³		120,646		117,781

Blackboard, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B3, 4.80%, 10/4/18³		375,844		359,244

Infor US, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B5, 3.80%, 6/3/20³		584,973		551,702

RP Crown Parent LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.00%, 12/21/18³		320,891		283,989

				1,312,716


Materials—0.9%

Chemicals—0.4%

Allnex Luxembourg & CY SCA, Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B1, 4.50%, 10/4/19³		78,521		77,638
Tranche B2, 4.50%, 10/4/19³		40,741		40,283

CeramTec Acquisition Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 4.30%, 8/28/20³		31,622		31,464


	Principal Amount		Value

Chemicals (Continued)

CeramTec Service GmbH, Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B1, 4.30%, 8/28/20³	$	303,538	$	302,020
Tranche B3, 4.30%, 8/28/20³		92,368		91,906

Cyanco Intermediate Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 5/1/20³		323,490		303,002

Emerald Performance Materials LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 7/23/21³		190,529		187,969

Huntsman International LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 10/1/21³		498,741		492,506

Ineos US Finance LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B, 3.80%, 5/4/18³		389,005		378,793
Tranche B, 4.30%, 3/31/22³		77,285		74,698

Nusil Technology LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.30%, 4/7/17³		63,322		62,438

OCI Beaumont LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.50%, 8/20/19³		168,118		169,379

PQ Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.00%, 8/7/17³		437,193		433,948

Road Infrastructure Investment, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 3/31/21³		280,700		270,875

Royal Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 6/20/22³		199,000		194,921

Solenis International LP, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 8/2/21³		142,674		136,833

Styrolution Group GmbH, Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.50%, 11/7/19³		453,698		452,375

Tronox Pigments BV, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 3/19/20³		158,833		139,455

Univar, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 7/1/22³		743,138		721,905

				4,562,408


Construction Materials—0.2%

Atkore, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 4/9/21³		213,345		204,456

Continental Building Products LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 8/28/20³		322,447		316,266

CPG International, Inc., Sr. Sec. Credit Facilities Term Loan, Tranche B, 4.80%, 9/30/20³		168,579		158,464

GYP Holdings, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 3/27/21³		200,548		191,147

HD Supply, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 3.80%, 8/13/21³		379,050		373,838

Quikrete Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.00%, 9/28/20³		229,964		228,419

Realogy Group LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 3/5/20^3,7		375,000		373,203

				1,845,793


	Principal Amount		Value

Containers & Packaging—0.3%

Ardagh Holdings USA, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Delayed Draw, Tranche B, 4.00%, 12/17/19³	$	364,621	$	361,886

Consolidated Container Holdings LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 7/3/19³		257,360		234,841

Exopack/Coveris, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 5/8/19³		220,107		212,403

KIK Custom Products, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 8/26/22³		738,150		710,931

Kloeckner Pentaplast of America, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 4/22/20³		110,971		110,786

Kloeckner Pentaplast of America, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 4/28/20³		261,127		260,692

Reynolds Group Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.50%, 12/1/18³		560,000		558,289

Tekni-Plex, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B1, 4.50%, 6/1/22³		373,376		366,958

				2,816,786


Metals & Mining—0.0%

Novelis, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 6/2/22³		226,461		210,609


Paper & Forest Products—0.0%

Signode Industrial Group US, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 3.80%, 4/30/21³		567,401		546,124


Telecommunication Services—0.5%

Diversified Telecommunication Services—0.5%

Cincinnati Bell, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.00%, 9/10/20³		437,086		421,970

Communications Sales & Leasing, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 10/14/22³		789,618		743,557

FairPoint Communications, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 7.50%, 2/14/19³		634,159		626,549

Global Tel*Link Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 5.00%, 5/22/20³		478,800		350,322

IPC Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 8/6/21³		522,967		487,667

IPC Corp., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 10.50%, 2/4/22³		161,028		132,848

Level 3 Financing, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B, 3.50%, 5/31/22³		290,000		286,254
Tranche BI, 4.00%, 1/15/20³		712,152		711,707

LTS Buyer LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.00%, 4/13/20³		780,485		765,359

Securus Technologies Holdings, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 4.80%, 4/30/20³		308,160		229,579

Securus Technologies Holdings, Inc., Sr. Sec. Credit Facilities 2nd Lien Term Loan, 9.00%, 4/30/21³		87,678		48,808

US TelePacific Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, 6.00%, 11/25/20³		216,067		207,902


	Principal Amount		Value

Diversified Telecommunication Services (Continued)

XO Communications, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.30%, 3/22/21³	$	165,849	$	163,413

Zayo Group LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 3.80%, 5/6/21³		548,429		541,476

				5,717,411


Wireless Telecommunication Services—0.0%

NTELOS, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.80%, 11/9/19³		43,066		43,066


Utilities—1.4%

Electric Utilities—0.7%

Alinta Energy Finance Pty Ltd., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 6.40%, 8/13/19³		631,525		619,684

Alinta Energy Finance Pty Ltd., Sr. Sec. Credit Facilities 1st Lien Term Loan, Delayed Draw, 6.40%, 8/13/18³		41,973		41,186

Atlantic Power LP, Sr. Sec. Credit Facilities 1st Lien Term Loan, 4.80%, 2/20/21³		307,330		301,567

Calpine Corp., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B3, 4.00%, 10/9/19^3,7		350,000		341,834

Energy Future Intermediate Holding Co. LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Debtor in Possession, 4.30%, 12/19/16³		5,335,806		5,329,136

Green Energy Partners/Stonewall LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B1, 6.50%, 11/15/21³		52,542		48,601

InterGen NV, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.50%, 6/15/20³		299,330		270,145

LA Frontera Generation LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 4.50%, 9/30/20³		60,332		58,648

Moxie Patriot LLC, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B1, 6.80%, 12/19/20³		518,994		477,475

NRG Energy, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 2.80%, 7/1/18³		547,952		537,526

Sandy Creek Energy Associates LP, Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B, 5.00%, 11/9/20^3,7		68,214		45,703

Wheelabrator, Sr. Sec. Credit Facilities 1st Lien Term Loan:
Tranche B, 5.00%, 12/17/21³		189,281		172,719
Tranche C, 5.00%, 12/17/21³		8,412		7,676

				8,251,900


Independent Power and Renewable Electricity Producers—0.7%

Dynegy, Inc., Sr. Sec. Credit Facilities 1st Lien Term Loan, Tranche B2, 4.00%, 4/23/20³		7,597,130		7,343,104

Total Corporate Loans (Cost $155,965,873)				147,541,273

	Shares

Structured Securities—0.5%

Africa Telecommunications Media & Technology Fund 1 LLC⁴		9,542,930		849,321

Exercise

Expiration

Counterparty

Price

Date

Contracts

Over-the-Counter Options Purchased—0.2%

CNH

Currency

Put¹

BOA

CNH

6.906

1/24/17

CNH

28,000,000

80,136

CNH

Currency

Put¹

GSG

CNH

6.475

11/2/16

CNH

33,000,000

219,087

CNH

Currency

Put¹

GSG

CNH

6.388

7/13/16

CNH

196,000,000

1,762,432

Total Over-the-Counter Options Purchased (Cost $777,721)

2,061,655

Pay/Receive

Floating

Rate

Floating

Fixed

Expiration

Notional Amount

Counterparty

Rate

Date

(000’s)

Over-the-Counter Interest Rate Swaptions Purchased—0.3%

Interest

Rate

Swap

maturing

1/24/29

Call¹

GSG

Receive

Six-Month
JPY BBA
LIBOR

0.708%

1/22/19

JPY

795,000

113,811

Interest

Rate

Swap

maturing

1/9/29

Call¹

GOL

Receive

Three-
Month USD
BBA LIBOR

2.595

1/7/19

USD

9,500

395,056

Interest

Rate

Swap

maturing

11/21/28

Call¹

GSG

Receive

Six-Month
JPY BBA
LIBOR

0.850

11/19/18

JPY

749,000

75,513

Interest

Rate

Swap

maturing

11/22/27

Call¹

GOL

Receive

Six-Month
JPY BBA
LIBOR

1.070

11/20/17

JPY

8,024,000

201,787

Interest

Rate

Swap

maturing

11/7/28

Call¹

GSG

Receive

Three-
Month USD

BBA LIBOR

2.680

11/5/18

USD

9,500

351,172

Pay/Receive

Floating

Fixed

Expiration

Notional Amount

Counterparty

Rate

Date

(000’s)

Value

Over-the-Counter Interest Rate Swaptions Purchased (Continued)

Interest

Rate

Swap

maturing

3/21/28

Call¹

GOL

Receive

Three-
Month USD

BBA LIBOR

2.580%

3/19/18

USD

14,400

460,131

Interest

Rate

Swap

maturing

4/18/28

Call¹

GOL

Receive

Three-
Month USD

BBA LIBOR

2.505

4/16/18

USD

36,000

1,265,361

Interest

Rate

Swap

maturing

7/25/28

Call¹

GOL

Receive

Six-Month
JPY BBA
LIBOR

1.050

7/23/18

JPY

2,000,000

106,156

Total Over-the-Counter Interest Rate Swaptions Purchased (Cost $6,269,628)

2,968,987

*January 29, 2016 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Consolidated Notes.

2. All or portion of the security position is held in segregated accounts and pledged to cover margin requirements with respect to securities sold short. The aggregate market value of such securities is $2,112,990. See Note 7 of accompanying Consolidated Notes.

3. Represents the current interest rate for a variable or increasing rate security.

4. Restricted security. The aggregate value of restricted securities at period end was $44,130,305, which represents 4.07% of the Fund’s net assets. See Note 4 of the accompanying Consolidated Notes. Information concerning restricted securities is as follows:

5. Represents securities sold under Rule 144A, which are exempt from registration under the Securities Act of 1933, as amended. These securities have been determined to be liquid under guidelines established by the Board of Trustees. These securities amount to $36,269,591 or 3.35% of the Fund’s net assets at period end.

6. This bond has no contractual maturity date, is not redeemable and contractually pays an indefinite stream of interest.

7. All or a portion of the security position is when-issued or delayed delivery to be delivered and settled after period end. See Note 4 of the accompanying Consolidated Notes.

9. Subject to a forbearance agreement. Rate shown is the contractual interest rate. See Note 4 of the accompanying Consolidated Notes.

10. Is or was an affiliate, as defined in the Investment Company Act of 1940, as amended, at or during the reporting period, 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 reporting period in which the issuer was an affiliate are as follows:

a. Represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Consolidated Notes.

b. Represents the amount allocated to the Fund from Oppenheimer Master Loan Fund, LLC.

13. All or a portion of this security is owned by the subsidiary. See Note 2 of the accompanying Consolidated Notes.


	Shares Sold Short		Value

Common Stock Securities Sold Short (Continued)

Assurant, Inc.		(46,200)	$	(3,756,522)

athenahealth, Inc.		(28,500)		(4,041,300)

BHP Billiton Ltd., Sponsored ADR		(199,480)		(4,370,607)

Boeing Co. (The)		(80,164)		(9,630,101)

Camden Property Trust		(102,030)		(7,784,889)

Caterpillar, Inc.		(157,230)		(9,785,995)

CBL & Associates Properties, Inc.		(359,630)		(3,866,023)

Charter Communications, Inc., Cl. A		(37,320)		(6,395,155)

Cheniere Energy, Inc.		(174,610)		(5,247,031)

Cie Financiere Richemont SA		(126,226)		(8,200,758)

CNH Industrial NV		(911,340)		(5,704,988)

Colgate-Palmolive Co.		(140,930)		(9,517,003)

Comcast Corp., Cl. A		(157,040)		(8,748,698)

Comerica, Inc.		(132,090)		(4,530,687)

Commerce Bancshares, Inc.		(130,164)		(5,353,645)

Deere & Co.		(204,150)		(15,721,592)

Ensco plc, Cl. A		(437,120)		(4,275,034)

Gulfmark Offshore, Inc., Cl. A		(359,370)		(1,362,012)

Nasdaq, Inc.		(69,530)		(4,310,860)

Nationstar Mortgage Holdings, Inc.		(170,020)		(1,717,202)

Oracle Corp.		(192,140)		(6,976,603)

Pennsylvania Real Estate Investment Trust		(630,750)		(12,350,085)

Procter & Gamble Co. (The)		(123,220)		(10,065,842)

Rio Tinto plc, Sponsored ADR		(114,607)		(2,825,063)

RLJ Lodging Trust		(263,900)		(4,826,731)

Rouse Properties, Inc.		(1)		(18)

Southern Copper Corp.		(333,335)		(8,640,043)

Subsea 7 SA		(1,352,499)		(8,138,112)

Tidewater, Inc.		(476,490)		(2,530,162)

Tiffany & Co.		(107,945)		(6,891,209)

Time Warner, Inc.		(35,440)		(2,496,394)

Transocean Ltd.		(56,962)		(593,544)

Weingarten Realty Investors		(379,996)		(13,258,060)

Zions Bancorporation		(135,710)		(3,077,903)

Total Securities Sold Short (Proceeds $263,676,870)			$	(235,090,941)


Centrally Cleared Credit Default Swaps at January 29, 2016
Reference Asset	Buy/Sell Protection		Fixed Rate		Maturity Date		Notional Amount (000’s)			Premiums Received/(Paid)		Value

CDX.HY.24		Buy		5.000%		6/20/20		USD	19,206	$	1,485,497	$	(610,286)

CDX.IG.25		Sell		1.000		12/20/20		USD	2,140		(7,310)		1,962

CDX.IG.25		Sell		1.000		12/20/20		USD	57,400		(608,453)		52,637

CDX.IG.25		Sell		1.000		12/20/20		USD	1,907		(14,976)		1,749

iTraxx.Main.24		Buy		1.000		12/20/20		EUR	1,644		15,136		(8,624)

iTraxx.Main.24		Buy		1.000		12/20/20		EUR	51,900		832,769		(272,246)

iTraxx.Main.24		Buy		1.000		12/20/20		EUR	2,700		36,140		(14,163)

Total Cleared Credit Default Swaps										$	1,738,803	$	(848,971)


Over-the-Counter Credit Default Swaps at January 29, 2016
Reference Asset	Counterparty		Buy/Sell Protection		Fixed Rate		Maturity Date		Notional Amount (000’s)			Premiums Received/(Paid)		Value

Italy Government International		BAC		Buy		1.000%		12/20/20		USD	1,140	$	1,225	$	7,873

Italy Government International		BAC		Buy		1.000		12/20/20		USD	1,282		(738)		8,853

Italy Government International		GSG		Buy		1.000		12/20/20		USD	34,400		(68,209)		237,557

Kingdom of Spain		BAC		Buy		1.000		12/20/20		USD	953		6,706		(3,898)

Kingdom of Spain		BOA		Buy		1.000		12/20/20		USD	28,700		151,476		(117,383)

Kingdom of Spain Bond		BAC		Buy		1.000		12/20/20		USD	1,070		2,874		(4,376)

Malaysia		BAC		Buy		1.000		12/20/20		USD	2,900		(136,197)		104,356

Malaysia		MOS-A		Buy		1.000		12/20/20		USD	10,000		(502,319)		359,848

Penerbangan Malaysia Bhd		BAC		Buy		1.000		12/20/20		USD	854		(35,262)		30,731


Over-the-Counter Credit Default Swaps (Continued)
Reference Asset	Counterparty		Buy/Sell Protection		Fixed Rate		Maturity Date		Notional Amount (000’s)		Premiums Received/(Paid)		Value


Penerbangan Malaysia Bhd		BNP		Buy		1.000%		12/20/20	USD	761	$	(26,351)	$	27,384

Penerbangan Malaysia Bhd		BNP		Buy		1.000		12/20/20	USD	10,000		(651,135)		359,848

Portugal Obrigacoes Do Tesouro		BAC		Buy		1.000		12/20/20	USD	641		(24,558)		34,379

Portuguese Republic		BAC		Buy		1.000		12/20/20	USD	570		(21,466)		30,571

Portuguese Republic		GSG		Buy		1.000		12/20/20	USD	17,200		(596,516)		922,484

Republic of Austria Bond		BAC		Buy		1.000		12/20/20	USD	322		12,251		(11,932)

Republic of Austria Bond		BAC		Buy		1.000		12/20/20	USD	362		13,517		(13,414)

Republic of Austria Bond		GSG		Buy		1.000		12/20/20	USD	9,700		356,896		(359,435)

Total Over-the-Counter Credit Default Swaps											$	(1,517,806)	$	1,613,446

The table that follows shows the undiscounted maximum potential payment by the Fund related to selling credit protection in credit default swaps:

*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.

* Fund will pay or receive the total return of the reference asset depending on whether the return is positive or negative. For contracts where the Fund has elected to receive the total return of the reference asset if positive, it will be responsible for paying the floating rate and the total return of the reference asset if negative. If the Fund has elected to pay the total return of the reference asset if positive, it will receive the floating rate and the total return of the reference asset if negative.

Oppenheimer Flexible Strategies Fund (the “Fund”), a series of Oppenheimer Quest for Value Funds, is a diversified open-end management investment company registered under the Investment Company Act of 1940 (“1940 Act”), as amended. The Fund’s investment objective is to seek total return. The Fund’s investment adviser is OFI Global Asset Management, Inc. (“OFI Global” or the “Manager”), a wholly-owned subsidiary of OppenheimerFunds, Inc. (“OFI” or the “Sub-Adviser”). The Manager has entered into a sub-advisory agreement with OFI.

Security Valuation. All investments in securities are recorded at their estimated fair value, as described in Note 3.

Basis for Consolidation. The Fund has established a Cayman Islands exempted company, Oppenheimer Fundamental Alternatives Fund (Cayman) Ltd., which is wholly-owned and controlled by the Fund (the “Subsidiary”). The Fund and Subsidiary are both managed by the Manager. The Fund may invest up to 25% of its total assets in the Subsidiary. The Subsidiary invests primarily in commodity-linked derivatives (including commodity futures, financial futures, options and swap contracts) and certain fixed-income securities and other investments that may serve as margin or collateral for its derivatives positions. Investments in the Subsidiary are expected to provide the Fund with exposure to commodities markets within the limitations of the federal tax requirements that apply to the Fund. The Subsidiary is subject to the same investment restrictions and guidelines, and follows the same compliance policies and procedures, as the Fund.

At period end, the Fund owned 9,283 shares with net assets of $24,899,029 in the Subsidiary.

case the Fund will calculate net asset value of the shares as of the scheduled early closing time of the Exchange.

Securities are valued using unadjusted quoted market prices, when available, as supplied primarily by third party pricing services or dealers.

The following methodologies are used to determine the market value or the fair value of the types of securities described below:

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

Short-term money market type debt securities with a remaining maturity of sixty days or less are valued at cost adjusted by the amortization of discount or premium to maturity (amortized cost), which approximates market value. Short-term debt securities with a remaining maturity in excess of sixty days are valued at the mean between the “bid” and “asked” prices utilizing evaluated prices obtained from third party pricing services or broker-dealers.

Structured securities, swaps, swaptions, and other over-the-counter derivatives are valued utilizing evaluated prices obtained from third party pricing services or broker-dealers.

A description of the standard inputs that may generally be considered by the third party pricing vendors in determining their evaluated prices is provided below.

ratification by the Fund’s Board at its next regularly scheduled meeting covering the calendar quarter in which the fair valuation was determined. Those fair valuation standardized methodologies include, but are not limited to, valuing securities at the last sale price or initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be further adjusted for any discounts related to security-specific resale restrictions. When possible, such methodologies use observable market inputs such as unadjusted quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities nor can it be assured that the Fund can obtain the fair value assigned to a security if it were to sell the security.

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

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

The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.

The table below categorizes amounts at period end based on valuation input level:


	Level 1— Unadjusted Quoted Prices		Level 2— Other Significant Observable Inputs		Level 3— Significant Unobservable Inputs		Value

Assets Table
Investments, at Value:
Common Stocks
Consumer Discretionary	$	24,332,138	$	64,421	$	—	$	24,396,559
Consumer Staples		29,026,722		—		—		29,026,722
Energy		35,409,939		—		—		35,409,939
Financials		78,270,369		—		—		78,270,369
Health Care		67,181,587		11,649,228		—		78,830,815
Industrials		79,453,094		—		—		79,453,094
Information Technology		62,420,614		2,998,077		—		65,418,691
Materials		28,751,575		—		—		28,751,575
Telecommunication Services		21,374,722		—		—		21,374,722
Utilities		22,119,571		—		—		22,119,571
Preferred Stocks		9,594,396		12,920,340		—		22,514,736
Asset-Backed Securities		—		61,788,911		19,189,484		80,978,395
Mortgage-Backed Obligations		—		61,251,682		—		61,251,682
Non-Convertible Corporate Bonds and Notes		—		31,439,821		—		31,439,821
Convertible Corporate Bond and Note		—		3,188,384		—		3,188,384
Corporate Loans		—		147,539,847		1,426		147,541,273
Structured Securities		—		4,839,302		849,321		5,688,623
Over-the-Counter Options Purchased		—		2,061,655		—		2,061,655
Over-the-Counter Interest Rate
Swaptions Purchased		—		2,968,987		—		2,968,987
Investment Companies		227,043,542		—		—		227,043,542

Total Investments, at Value		684,978,269		342,710,655		20,040,231		1,047,729,155
Other Financial Instruments:
Swaps, at value		—		2,492,775		—		2,492,775
Centrally cleared swaps, at value		—		56,348		—		56,348
Forward currency exchange contracts		—		751,490		—		751,490

Total Assets	$	684,978,269	$	346,011,268	$	20,040,231	$	1,051,029,768


Liabilities Table
Other Financial Instruments:
Securities Sold Short	$	(213,914,259)	$	(21,176,682)	$	—	$	(235,090,941)
Swaps, at value		—		(2,135,364)		—		(2,135,364)
Centrally cleared swaps, at value		—		(905,319)		—		(905,319)
Futures contracts		(288,793)		—		—		(288,793)
Forward currency exchange contracts		—		(817,481)		—		(817,481)

Total Liabilities	$	(214,203,052)	$	(25,034,846)	$	—	$	(239,237,898)

Forward currency exchange contracts and futures contracts, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in

the contract’s value from trade date. All additional assets and liabilities included in the above table are reported at their market value at measurement date.

The table below shows the transfers between Level 2 and Level 3. The Fund’s policy is to recognize transfers in and transfers out as of the beginning of the reporting period.

* Transferred from Level 3 to Level 2 due to the availability of market data for this security.

Investment in Oppenheimer Master Fund. The Fund is permitted to invest in entities sponsored and/or advised by the Manager or an affiliate. Certain of these entities in which the Fund invests are mutual funds registered under the Investment Company Act of 1940 that expect to be treated as partnerships for tax purposes, specifically Oppenheimer Master Loan Fund, LLC (the “Master Fund”). The Master Fund 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 the Master Fund, the Fund will have greater exposure to the risks of the Master Fund.

The investment objective of the Master Fund is to seek income. The Fund’s investment in the Master Fund is included in the Consolidated Statement of Investments. The Fund recognizes income and gain/(loss) on its investment in the master fund according to its allocated pro-rata share, based on its relative proportion of total outstanding Master Fund shares held, of the total net income earned and the net gain/(loss) realized on investments sold by the Master Fund. As a shareholder, the Fund is subject to its proportional share of the Master Fund’s expenses, including its management fee. At period end the Fund no longer held Master Loan Fund.

Structured Securities. The Fund invests in structured securities whose market values, interest rates and/or redemption prices are linked to the performance of underlying foreign currencies, interest rate spreads, stock market indices, prices of individual securities, commodities or other financial instruments or the occurrence of other specific events. The structured securities are often leveraged, increasing the volatility of each note’s market value relative to the change in the underlying linked financial element or event. Fluctuations in value of these securities are recorded as unrealized gains and losses in the accompanying Consolidated Statement of Operations in the annual and semiannual reports. The Fund records a realized gain or loss when a structured security is sold or matures.

At period end, the Fund had purchased securities issued on a when-issued or delayed delivery basis and sold securities issued on a delayed delivery basis as follows:

The Fund has entered into forbearance agreements with certain obligors under which the Fund has agreed to temporarily forego receipt of the original principal or coupon interest

rates. At period end, securities with an aggregate market value of $757,968, representing 0.07% of the Fund’s net assets, were subject to these forbearance agreements.

The Fund’s investments in securities and/or financial derivatives may expose the fund to various market risk factors:

Equity Risk. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market.

decrease, or change the level or types of exposure to market risk factors. These instruments 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. Such contracts may be entered into through a bilateral over-the-counter (“OTC”) transaction, or through a securities or futures exchange and cleared through a clearinghouse.

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.

The Fund’s actual exposures to these market risk factors and associated risks during the period are discussed in further detail, by derivative type, below.

The Fund has entered into forward 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 Fund.

During the reporting period, the Fund had daily average contract amounts on forward contracts to buy and sell of $10,627,202 and $89,145,088, respectively.

The Fund has sold futures contracts on various bonds and notes to decrease exposure to interest rate risk.

During the reporting period, the Fund had an ending monthly average market value of $17,437,190 on futures contracts sold.

Options can be traded through an exchange or through a privately negotiated arrangement with a dealer in an OTC transaction. Options traded through an exchange are generally cleared through a clearinghouse (such as The Options Clearing Corporation). The difference between the premium received or paid, and market value of the option, is recorded as unrealized appreciation or depreciation. The net change in unrealized appreciation or depreciation is reported in the Consolidated Statement of Operations in the annual and semiannual reports. When an option is exercised, the cost of the security purchased or the proceeds of the security sale are adjusted by the amount of premium received or paid. Upon the expiration or closing of the option transaction, a gain or loss is reported in the Consolidated Statement of Operations in the annual and semiannual reports.

The Fund has purchased put options on currencies to decrease exposure to foreign exchange rate risk. A purchased put option becomes more valuable as the price of the underlying financial instrument depreciates relative to the strike price.

During the reporting period, the Fund had an ending monthly average market value of $1,442,149 on purchased put options.

Additional associated risks to the Fund include counterparty credit risk and liquidity risk.

Credit Default Swap Contracts. A credit default swap is a contract that enables an investor to buy or sell protection against a defined-issuer credit event, such as the issuer’s failure to make timely payments of interest or principal on a debt security, bankruptcy or restructuring. The Fund may enter into credit default swaps either by buying or selling protection on a corporate issuer, sovereign issuer, or a basket or index of issuers (the “reference asset”).

The buyer of protection pays a periodic fee to the seller of protection based on the notional amount of 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 swap less the market value of specified debt securities issued by the reference asset. Upon exercise of the contract the difference between such value and the notional amount is recorded as realized gain (loss) and is included on the Consolidated 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 issuers and/or indexes of issuers that are either unavailable or considered to be less attractive in the bond market.

The Fund has purchased credit protection through credit default swaps to decrease exposure to the credit risk of individual issuers and/or indexes of issuers.

The Fund has purchased credit protection through credit default swaps to take an outright negative investment perspective on the credit risk of an individual issuer or basket or index of issuers as opposed to decreasing its credit risk exposure related to debt securities of such issuer(s) held by the Fund.

For the reporting period, the Fund had ending monthly average notional amounts of $188,302,467 and $57,038,500 on credit default swaps to buy protection and credit default swaps to sell protection, respectively.

Additional associated risks to the Fund include counterparty credit risk and liquidity risk.

The Fund has entered into interest rate swaps in which it pays a fixed interest rate and receives a floating interest rate in order to decrease exposure to interest rate risk. Typically, if relative interest rates rise, payments received by the Fund under the swap agreement will be greater than the payments made by the Fund.

For the reporting period, the Fund had ending monthly average notional amounts of $2,195,914 and $15,831,352 on interest rate swaps which pay a fixed rate and interest rate swaps which receive a fixed rate, respectively.

Additional associated risks to the Fund include counterparty credit risk and liquidity risk.

securities or securities index). The total return of the reference asset typically includes appreciation or depreciation on the reference asset, plus any interest or dividend payments.

The Fund has entered into total return swaps on various equity securities or indexes to increase exposure to equity risk. These equity risk related total return swaps require the Fund to pay a floating reference interest rate, and an amount equal to the negative price movement of securities or an index (expressed as a percentage) multiplied by the notional amount of the contract. The Fund will receive payments equal to the positive price movement of the same securities or index (expressed as a percentage) multiplied by the notional amount of the contract and, in some cases, dividends paid on the securities.

The Fund has entered into total return swaps on various equity securities or 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 securities or an index (expressed as a percentage) multiplied by the notional amount of the contract and, in some cases, dividends paid on the securities. The Fund will receive payments of a floating reference interest rate and an amount equal to the negative price movement of the same securities or index (expressed as a percentage) multiplied by the notional amount of the contract.

For the reporting period, the Fund had ending monthly average notional amounts of $10,919,071 and $17,098,831 on total return swaps which are long the reference asset and total return swaps which are short the reference asset, respectively.

Additional associated risks to the Fund include counterparty credit risk and liquidity risk.

The Fund may enter into a swaption contract which grants the purchaser the right, but not the obligation, to enter into a swap transaction at preset terms detailed in the underlying agreement within a specified period of time. The purchaser pays a premium to the swaption writer who bears the risk of unfavorable changes in the preset terms on the underlying swap.

Purchased swaptions are reported as a component of investments in the Consolidated Statement of Investments and the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports. Written swaptions are reported on a schedule following the Consolidated Statement of Investments and their value is reported as a separate asset or liability line item in the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports. The net change in unrealized appreciation or depreciation on written swaptions is separately reported in the Consolidated Statement of Operations in the annual and semiannual reports. When a swaption is exercised, the cost of the swap is adjusted by

the amount of premium paid or received. Upon the expiration or closing of an unexercised swaption contract, a gain or loss is reported in the Consolidated Statement of Operations in the annual and semiannual reports for the amount of the premium paid or received.

The Fund generally will incur a greater risk when it writes a swaption than when it purchases a swaption. When the Fund writes a swaption it will become obligated, upon exercise of the swaption, according to the terms of the underlying agreement. Swaption contracts written by the Fund do not give rise to counterparty credit risk prior to exercise as they obligate the Fund, not its counterparty, to perform. When the Fund purchases a swaption it only risks losing the amount of the premium it paid if the swaption expires unexercised. However, when the Fund exercises a purchased swaption there is a risk that the counterparty will fail to perform or otherwise default on its obligations under the swaption contract.

The Fund has purchased swaptions which gives it the option to enter into an interest rate swap in which it pays a fixed interest rate and receives a floating interest rate in order to decrease exposure to interest rate risk. A purchased swaption of this type becomes more valuable as the reference interest rate increases relative to the preset interest rate.

During the reporting period, the Fund had an ending monthly average market value of $3,384,376 on purchased.

At period end, the Fund has required certain counterparties to post collateral of $7,238,576.

ISDA master agreements include credit related contingent features which allow counterparties to OTC derivatives to terminate derivative contracts prior to maturity in the

event that, for example, the Fund’s net assets decline by a stated percentage or the Fund fails to meet the terms of its ISDA master agreements, which would cause the Fund to accelerate payment of any net liability owed to the counterparty.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports. Bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy, insolvency or other events.

For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Fund, if any, is reported separately on the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports as cash pledged as collateral. Non-cash collateral pledged by the Fund, if any, is noted in the Consolidated Statement of Investments. Generally, the amount of collateral due from or to a party must exceed a minimum transfer amount threshold (e.g. $250,000) before a transfer has to be made. To the extent amounts due to the Fund from its counterparties are not fully collateralized, contractually or otherwise, the Fund bears the risk of loss from counterparty nonperformance.

Securities Sold Short. The Fund sells securities that it does not own, and it will therefore be obligated to purchase such securities at a future date. Upon entering into a short position, the Fund is required to segregate cash or securities at its custodian which are pledged for the benefit of the lending broker and/or to deposit and pledge cash directly at the lending broker, with a value equal to a certain percentage, exceeding 100%, of the value of the securities that it sold short. Cash that has been segregated and pledged for this purpose will be disclosed on the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports; securities that have been segregated and pledged for this purpose are disclosed as such in the Consolidated Statement of Investments. The aggregate market value of such cash and securities at period end is $231,168,865. The value of the open short position is recorded as a liability, and the Fund records an unrealized gain or loss to the extent of the difference between the proceeds received and the change in value of the open short position. The Fund records a realized gain or loss when the short position is closed out. By entering into short sales, the Fund bears the market risk of increases in value of the security sold short in excess of the proceeds received. Until the security is replaced, the Fund is required to pay the lender any dividend or interest earned. Dividend expense on short sales is treated as an expense in the Consolidated Statement of Operations in the annual and semiannual reports.

Loan Commitments. Pursuant to the terms of certain credit agreements, the Fund has unfunded loan commitments of $47,364 at period end. The Fund generally will maintain with its custodian, liquid investments having an aggregate value at least equal to the par value of unfunded loan commitments. At period end, these commitments have a market value of $47,364 and have been included as Corporate Loans in the Consolidated Statement of Investments. The following commitments are subject to funding based on the borrower’s discretion. The Fund is obligated to fund these commitments at the time of the request by the borrower. These commitments have been excluded from the Consolidated Statement of Investments. The unrealized appreciation/depreciation on these commitments is recorded as an asset/liability on the Consolidated Statement of Assets and Liabilities in the annual and semiannual reports.


	Shares		Value
Common Stocks—97.9%
Consumer Discretionary—11.7%
Auto Components—0.9%
BorgWarner, Inc.		367,650	$	10,794,204


Automobiles—0.9%
Thor Industries, Inc.		211,010		11,063,254


Hotels, Restaurants & Leisure—1.2%
Norwegian Cruise Line Holdings Ltd.¹		165,820		7,523,253
Royal Caribbean Cruises Ltd.		88,330		7,239,527

				14,762,780


Household Durables—3.4%
Lennar Corp., Cl. A		733,600		30,921,240
Newell Rubbermaid, Inc.		75,620		2,932,544
Whirlpool Corp.		55,100		7,404,889

				41,258,673


Leisure Products—1.3%
Arctic Cat, Inc.		219,780		2,705,492
Mattel, Inc.		442,100		12,197,539

				14,903,031


Media—1.6%
Cinemark Holdings, Inc.		315,080		9,291,709
Regal Entertainment Group, Cl. A		221,700		3,824,325
TEGNA, Inc.		260,110		6,245,241

				19,361,275


Multiline Retail—1.0%
Dillard’s, Inc., Cl. A		48,300		3,400,803
Kohl’s Corp.		109,770		5,461,058
Nordstrom, Inc.		57,180		2,807,538

				11,669,399


Specialty Retail—1.4%
Advance Auto Parts, Inc.		25,670		3,903,124
Bed Bath & Beyond, Inc.¹		54,320		2,344,994
Best Buy Co., Inc.		150,910		4,214,916
Signet Jewelers Ltd.		24,230		2,810,680


	Shares		Value
Specialty Retail (Continued)
Williams-Sonoma, Inc.		69,750	$	3,603,285

				16,876,999


Consumer Staples—6.9%
Beverages—1.4%
Molson Coors Brewing Co., Cl. B		180,090		16,294,543


Food & Staples Retailing—1.3%
Rite Aid Corp.¹		2,030,668		15,818,904


Food Products—2.2%
B&G Foods, Inc.		254,084		9,253,739
Hain Celestial Group, Inc. (The)¹		85,660		3,116,311
Tyson Foods, Inc., Cl. A		254,220		13,565,179

				25,935,229


Household Products—1.0%
Energizer Holdings, Inc.		176,081		5,641,636
Spectrum Brands Holdings, Inc.		69,680		6,622,387

				12,264,023


Personal Products—0.5%
Edgewell Personal Care Co.		83,521		6,181,389


Tobacco—0.5%
Reynolds American, Inc.		132,978		6,642,251


Energy—7.2%
Energy Equipment & Services—1.8%
FMC Technologies, Inc.¹		204,020		5,131,103
Helmerich & Payne, Inc.		111,050		5,641,340
Oceaneering International, Inc.		118,445		4,009,363
Patterson-UTI Energy, Inc.		436,022		6,269,997

				21,051,803


Oil, Gas & Consumable Fuels—5.4%
Chesapeake Energy Corp.		831,175		2,817,683
Cimarex Energy Co.		151,130		14,055,090
Denbury Resources, Inc.		1,433,900		2,236,884


	Shares		Value
Oil, Gas & Consumable Fuels (Continued)
EQT Corp.		97,146	$	5,997,794
Hess Corp.		141,140		5,998,450
HollyFrontier Corp.		88,637		3,099,636
Newfield Exploration Co.¹		215,187		6,255,486
PDC Energy, Inc.¹		74,530		4,238,521
SM Energy Co.		220,350		3,080,493
Tesoro Corp.		71,220		6,213,945
WPX Energy, Inc.¹		2,118,230		11,480,807

				65,474,789


Financials—27.5%
Capital Markets—2.3%
Ares Management LP²		801,442		9,424,958
Raymond James Financial, Inc.		409,700		17,948,957

				27,373,915


Commercial Banks—6.7%
Associated Banc-Corp.		1,265,970		22,217,774
First NBC Bank Holding Co.¹		382,960		12,021,114
Huntington Bancshares, Inc.		1,811,380		15,541,640
SunTrust Banks, Inc.		444,840		16,272,247
TCF Financial Corp.		823,570		9,891,076
Zions Bancorporation		208,337		4,725,083

				80,668,934


Consumer Finance—3.3%
Ally Financial, Inc.¹		1,457,510		23,101,534
Synchrony Financial¹		564,510		16,043,374

				39,144,908


Insurance—8.7%
CNO Financial Group, Inc.		289,100		5,030,340
Everest Re Group Ltd.		48,900		8,750,166
Genworth Financial, Inc., Cl. A¹		1,939,870		5,392,839
Reinsurance Group of America, Inc., Cl. A		355,820		29,970,719
Unum Group		636,880		18,240,243


	Shares		Value
Insurance (Continued)
Validus Holdings Ltd.		549,470	$	24,308,553
XL Group plc		355,490		12,890,067

				104,582,927


Real Estate Investment Trusts (REITs)—6.5%
Alexandria Real Estate Equities, Inc.		64,690		5,122,154
American Capital Agency Corp.		390,200		6,660,714
Apartment Investment & Management Co., Cl. A		131,770		5,158,795
Care Capital Properties, Inc.		77,190		2,311,069
CubeSmart		484,290		15,153,434
Digital Realty Trust, Inc.		55,890		4,475,671
Equity LifeStyle Properties, Inc.		243,180		16,030,426
Highwoods Properties, Inc.		117,590		4,972,881
LaSalle Hotel Properties		440,974		9,771,984
Omega Healthcare Investors, Inc.		278,437		8,829,237

				78,486,365


Health Care—6.8%
Health Care Equipment & Supplies—3.5%
Boston Scientific Corp.¹		393,437		6,896,951
Cooper Cos., Inc. (The)		42,810		5,614,531
Teleflex, Inc.		125,737		17,061,254
Zimmer Biomet Holdings, Inc.		129,190		12,823,399

				42,396,135


Life Sciences Tools & Services—1.4%
Quintiles Transnational Holdings, Inc.¹		271,251		16,500,198


Pharmaceuticals—1.9%
Indivior plc, Sponsored ADR		1,375,554		14,732,183


	Shares		Value
Pharmaceuticals (Continued)
Jazz Pharmaceuticals plc¹		60,690	$	7,813,231

				22,545,414


Industrials—10.2%
Aerospace & Defense—2.9%
Esterline Technologies Corp.¹		170,170		13,394,081
Huntington Ingalls Industries, Inc.		74,410		9,515,551
Orbital ATK, Inc.		131,550		11,869,756

				34,779,388


Airlines—0.7%
Air Canada¹		1,472,443		8,245,681


Commercial Services & Supplies—1.3%
Deluxe Corp.		278,940		15,592,746


Electrical Equipment—1.9%
Eaton Corp. plc		266,110		13,441,216
Hubbell, Inc., Cl. B		107,550		9,725,747

				23,166,963


Machinery—0.5%
Parker-Hannifin Corp.		60,390		5,867,492


Professional Services—1.7%
Nielsen Holdings plc		136,870		6,591,659
On Assignment, Inc.¹		355,000		13,720,750

				20,312,409


Trading Companies & Distributors—1.2%
HD Supply Holdings, Inc.¹		564,410		14,827,051


Information Technology—11.9%
Electronic Equipment, Instruments, & Components—2.8%
Avnet, Inc.		390,110		15,573,191
Dolby Laboratories, Inc., Cl. A		263,200		9,477,832
Flextronics International Ltd.¹		789,190		8,270,711

				33,321,734


	Shares		Value
IT Services—0.3%
First Data Corp., Cl. A¹		242,680	$	3,244,632


Semiconductors & Semiconductor Equipment—3.3%
Applied Materials, Inc.		570,570		10,070,560
Lam Research Corp.		179,270		12,869,793
Micron Technology, Inc.¹		328,120		3,619,164
Semtech Corp.¹		640,040		12,864,804

				39,424,321


Software—3.7%
Check Point Software Technologies Ltd.¹		164,330		12,950,848
Synopsys, Inc.¹		504,070		21,624,603
Verint Systems, Inc.¹		261,230		9,563,630

				44,139,081


Technology Hardware, Storage & Peripherals—1.8%
SanDisk Corp.		166,500		11,771,550
Western Digital Corp.		221,080		10,607,418

				22,378,968


Materials—5.9%
Chemicals—3.0%
Eastman Chemical Co.		86,890		5,318,537
International Flavors & Fragrances, Inc.		93,340		10,917,047
PPG Industries, Inc.		129,370		12,305,674
RPM International, Inc.		185,160		7,267,530

				35,808,788


Containers & Packaging—1.7%
Ball Corp.		123,980		8,285,583
Owens-Illinois, Inc.¹		503,170		6,511,020
WestRock Co.		146,690		5,175,223

				19,971,826

* January 29, 2016 represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.

4. Is or was an affiliate, as defined in the Investment Company Act of 1940, as amended, at or during the reporting period, 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 reporting period in which the issuer was an affiliate are as follows:

a. Represents the last business day of the Fund’s reporting period. See Note 2 of the accompanying Notes.

Oppenheimer Mid Cap Value Fund (the “Fund”), a series of Oppenheimer Quest for Value Funds, is registered under the Investment Company Act of 1940 (“1940 Act”), as amended, as a diversified open-end management investment company. The Fund’s investment objective is to seek capital appreciation. The Fund’s investment adviser is OFI Global Asset Management, Inc. (“OFI Global” or the “Manager”), a wholly-owned subsidiary of OppenheimerFunds, Inc. (“OFI” or the “Sub-Adviser”) The Manager has entered into a sub-advisory agreement with OFI.

Security Valuation. All investments in securities are recorded at their estimated fair value, as described in Note 3.

Securities are valued using unadjusted quoted market prices, when available, as supplied primarily by third party pricing services or dealers.

The following methodologies are used to determine the market value or the fair value of the types of securities described below:

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

A description of the standard inputs that may generally be considered by the third party pricing vendors in determining their evaluated prices is provided below.

If a market value or price cannot be determined for a security using the methodologies described above, or if, in the “good faith” opinion of the Manager, the market value or price obtained does not constitute a “readily available market quotation,” or a significant event has occurred that would materially affect the value of the security, the security is fair valued either (i) by a standardized fair valuation methodology applicable to the security type or the significant event as previously approved by the Valuation Committee and the Fund’s Board or (ii) as determined in good faith by the Manager’s Valuation Committee. The Valuation Committee considers all relevant facts that are reasonably available, through either public information or information available to the Manager, when determining the fair value of a security. Fair value determinations by the Manager are subject to review, approval and ratification by the Fund’s Board at its next regularly scheduled meeting covering the calendar quarter in which the fair valuation was determined. Those fair valuation standardized methodologies include, but are not limited to, valuing securities at the last sale price or initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be further adjusted for any discounts related to security-specific resale restrictions. When possible, such methodologies use observable market inputs such as unadjusted quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities nor can it be assured that the Fund can obtain the fair value assigned to a security if it were to sell the security.

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)

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

The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.

The table below categorizes amounts at period end based on valuation input level:

Investments in Affiliated Funds. The Fund is permitted to invest in other mutual funds advised by the Manager (“Affiliated Funds”). Affiliated Funds are open-end management investment companies registered under the 1940 Act, as amended. The Manager is the investment adviser of, and the Sub-Adviser provides investment and related advisory services to, the Affiliated Funds. When applicable, the Fund’s investments in Affiliated Funds are included in the Statement of Investments. Shares of Affiliated Funds are valued at their net asset value per share. As a shareholder, the Fund is subject to its proportional share of the Affiliated Funds’ expenses, including their management fee. The Manager will waive fees

and/or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund’s investment in the Affiliated Funds.

The Fund’s investments in securities and/or financial derivatives may expose the fund to various market risk factors:

Equity Risk. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market.

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.

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.


Security	Acquisition Dates		Cost		Value		Unrealized Appreciation/ Depreciation

Wallace Theater Holdings, Inc.		3/28/13	$	4	$	4	$	—


	Value		Income		Realized Gain (Loss)

Oppenheimer Institutional Money Market Fund, Cl. E	$	75,303,618	$	39,923	$	—
Oppenheimer Master Event-Linked Bond Fund, LLC		86,261,916		1,129,360 ^b		103,229 ^b
Oppenheimer Master Loan Fund, LLC		80,106,480		1,181,846 ^c		(681,036) ^c

Total	$	241,672,014	$	2,351,129	$	(577,807)


Geographic Holdings	Value		Percent

United States	$	805,960,252		56.0 %
France		137,244,799		9.5
Italy		87,368,084		6.1
United Kingdom		72,673,363		5.1
Japan		61,777,111		4.3
Germany		52,662,213		3.7


Glossary:
Counterparty Abbreviations
BAC		Barclays Bank plc
BOA		Bank of America NA
CITNA-B		Citibank NA
DEU		Deutsche Bank AG
GSCO-OT		Goldman Sachs Bank USA
HSBC		HSBC Bank USA NA
JPM		JPMorgan Chase Bank NA
MSCO		Morgan Stanley Capital Services, Inc.
NOM		Nomura Global Financial Products, Inc.
RBS		Royal Bank of Scotland plc (The)
TDB		Toronto Dominion Bank


Currency abbreviations indicate amounts reporting in currencies
AUD		Australian Dollar
CAD		Canadian Dollar
CHF		Swiss Franc
EUR		Euro
GBP		British Pound Sterling
HKD		Hong Kong Dollar
INR		Indian Rupee
JPY		Japanese Yen
KRW		South Korean Won
MXN		Mexican Nuevo Peso
MYR		Malaysian Ringgit
NOK		Norwegian Krone
PLN		Polish Zloty
SEK		Swedish Krona
TWD		New Taiwan Dollar
ZAR		South African Rand

Definitions
BTP		Italian Treasury Bonds
ETF		Exchange Traded Fund
OAT		French Goverment Bonds
S&P		Standard & Poor’s

Exchange Abbreviations
CME		Chicago Mercantile Exchanges
EUX		European Stock Exchange


	Shares October 30, 2015 ^a		Gross Additions		Gross Reductions		Shares January 29, 2016 ^a

Oppenheimer Institutional Money Market Fund, Cl. E		26,662,924		95,344,840		46,704,146		75,303,618
Oppenheimer Master Event-Linked Bond Fund, LLC		5,734,430		—		—		5,734,430
Oppenheimer Master Loan Fund, LLC		5,674,937		—		—		5,674,937


Forward Currency Exchange Contracts as of January 29, 2016
Counterparty	Settlement Month(s)			Currency Purchased (000’s)			Currency Sold (000’s)		Unrealized Appreciation		Unrealized Depreciation

BAC		03/2016	SEK		101,930	USD		11,898	$	—	$	4,378
BAC		02/2016	USD		29,236	CHF		29,690		241,799		—
BOA		02/2016	USD		15,746	EUR		14,315		235,187		—
CITNA-B		02/2016	JPY		1,967,000	USD		16,237		139,654		128,610
CITNA-B		02/2016	USD		2,892	KRW		3,401,000		58,779		—
DEU		02/2016	AUD		21,510	USD		15,588		—		370,752
DEU		03/2016	PLN		58,270	USD		14,103		166,195		—
DEU		02/2016	SEK		210,110	USD		24,667		—		183,944
DEU		02/2016	USD		4,437	EUR		4,045		54,638		—
DEU		03/2016	USD		53,841	GBP		37,566		308,367		—
DEU		02/2016	USD		8,542	JPY		1,032,000		17,994		—
GSCO-OT		03/2016	INR		1,436,000	USD		21,074		—		89,822
HSBC		02/2016	INR		574,000	USD		8,530		—		88,758
HSBC		02/2016	KRW		3,401,000	USD		2,810		23,703		—
HSBC		02/2016	USD		28,754	EUR		26,365		228,250		41,057


Security Type		Standard inputs generally considered by third-party pricing vendors
Corporate debt, government debt, municipal, mortgage-backed and asset-backed securities		Reported trade data, broker-dealer price quotations, benchmark yields, issuer spreads on comparable securities, the credit quality, yield, maturity, and other appropriate factors.
Loans		Information obtained from market participants regarding reported trade data and broker-dealer price quotations.
Event-linked bonds		Information obtained from market participants regarding reported trade data and broker-dealer price quotations.
Structured securities		Relevant market information such as the price of underlying financial instruments, stock market indices, foreign currencies, interest rate spreads, commodities, or the occurrence of other specific events.
Swaps		Relevant market information, including underlying reference assets such as credit spreads, credit event probabilities, index values, individual security values, forward interest rates, variable interest rates, volatility measures, and forward currency rates.


	Transfers into Level 2*		Transfers out of Level 1*

Assets Table
Investments, at Value:
Preferred Stocks	$	1,514,435	$	(1,514,435)
Common Stocks
Consumer Discretionary		956,803		(956,803)
Consumer Staples		1,239,700		(1,239,700)
Financials		3,020,756		(3,020,756)
Health Care		298,148		(298,148)
Industrials		1,260,350		(1,260,350)

Total Assets	$	8,290,192	$	(8,290,192)


	When-Issued or Delayed Delivery Basis Transactions

Sold securities		$1,200,215


Cost			$315,292
Market Value			$1,631
Market Value as % of Net Assets			Less than 0.005%


	Number of Contracts		Amount of Premiums

Options outstanding as of October 30, 2015		–	$	–
Options written		2,311		829,538
Options exercised		(2,244)		(805,488)

Options outstanding as of January 29, 2016		67	$	24,050


Federal tax cost of securities	$	1,467,480,189
Federal tax cost of other investments		(42,867,655)

Total federal tax cost	$	1,424,612,534

Gross unrealized appreciation	$	106,037,884
Gross unrealized depreciation		(133,525,208)

Net unrealized depreciation	$	(27,487,324)


	Shares		Value

Structured Securities (Continued)

Merrill Lynch International & Co. CV, Macy’s, Inc. Equity Linked Nts., 2/10/16⁵		119,684	$	4,839,302

Total Structured Securities (Cost $15,600,014)				5,688,623


	Shares

Investment Companies—21.0%

Oppenheimer Institutional Money Market Fund, Cl. E, 0.38%^10,11		204,004,358			204,004,358

SPDR Gold Trust Exchange Traded Fund^1,13		215,400			23,039,184

Total Investment Companies (Cost $229,688,851)					227,043,542


Total Investments, at Value (Cost $1,037,261,163)		96.7	%		1,047,729,155

Net Other Assets (Liabilities)		3.3			35,618,570

Net Assets		100.0	%	$	1,083,347,725


	Shares October 30, 2015^a		Gross Additions		Gross Reductions		Shares January 29, 2016^a

Oppenheimer Institutional Money Market Fund, Cl. E		138,198,466		165,765,931		99,960,039		204,004,358
Oppenheimer Master Loan Fund, LLC		1,370,520		—		1,370,520		—

			Value		Income		Realized Loss

Oppenheimer Institutional Money Market Fund, Cl. E			$	204,004,358	$	97,948	$	—
Oppenheimer Master Loan Fund, LLC				—		162,705^b		21,116^b

Total			$	204,004,358	$	260,653	$	21,116


	Shares Sold Short		Value

Securities Sold Short—(21.7)%
Common Stock Securities Sold Short—(21.7)%
AGCO Corp.		(167,290)	$	(8,158,733)

Air Lease Corp., Cl. A		(478,850)		(12,335,176)

Aircastle Ltd.		(161,290)		(2,769,349)

Aker Solutions ASA		(1,588,566)		(4,837,812)


Type of Reference Asset on which the Fund Sold Protection	Total Maximum Potential Payments for Selling Credit Protection (Undiscounted)		Amount Recoverable*	Reference Asset Rating Range**

Investment Grade Corporate Debt Indexes		$61,447,000	$—		BBB+


Currency abbreviations indicate amounts reporting in currencies (Continued)
CNY		Chinese Renminbi
EUR		Euro
HKD		Hong Kong Dollar
JPY		Japanese Yen
NOK		Norwegian Krone
SEK		Swedish Krona
THB		Thailand Baht

Definitions
BBA LIBOR		British Bankers’ Association London - Interbank Offered Rate
BTP		Italian Treasury Bonds
CDX.HY.24		Markit CDX High Yield Index
CDX.IG.25		Markit CDX Investment Grade Index
CNREPOFIX=CFXS		Repurchase Fixing Rates
GSEHOPCN		Custom Basket of Securities
HIBOR		Hong Kong Interbank Offered Rate
HKAB		Hong Kong Association of Banks
IBXXLL		IBOXX USD Liquid Leveraged Loans Index Series 1 Version 1
iTraxx.Main.24		Credit Default Swap Trading Index for a Specific Basket of Securities
TR		Total Return

Exchange Abbreviations
CBT		Chicago Board of Trade
EUX		European Stock Exchange


	Transfers into Level 2*		Transfers out of Level 3*

Assets Table
Investments, at Value:
Corporate Loans	$	251,369	$	(251,369)

Total Assets	$	251,369	$	(251,369)


	When-Issued or Delayed Delivery Basis Transactions

Purchased securities		$5,657,773
Sold securities		3,012,435


Cost			$1,393,981
Market Value			$301,408
Market Value as % of Net Assets			0.03%


Federal tax cost of securities	$	1,038,436,326
Federal tax cost of other investments		(258,230,069)

Total federal tax cost	$	780,206,257

Gross unrealized appreciation	$	109,605,182
Gross unrealized depreciation		(73,141,115)

Net unrealized appreciation	$	36,464,067


	Shares		Value
Paper & Forest Products—1.2%
Louisiana-Pacific Corp.¹		935,560	$	14,707,003


Utilities—9.8%
Electric Utilities—3.2%
Avangrid, Inc.¹		150,100		5,771,345
Emera, Inc.		244,314		7,790,354
Portland General Electric Co.		247,370		9,615,272
PPL Corp.		209,540		7,346,472
Xcel Energy, Inc.		199,240		7,614,953

				38,138,396


Independent Power and Renewable Electricity Producers—0.5%
AES Corp.		682,690		6,485,555


Multi-Utilities—4.6%
Alliant Energy Corp.		192,530		12,579,910
Ameren Corp.		425,280		19,103,577
Avista Corp.		283,820		10,509,855
DTE Energy Co.		116,000		9,861,160
MDU Resources Group, Inc.		212,610		3,588,857

				55,643,359


	Shares			Value
Water Utilities—1.5%
American Water Works Co., Inc.		270,660		$	17,568,541

Total Common Stocks (Cost $1,179,411,245)					1,175,675,276

Investment Company—2.7%
Oppenheimer Institutional Money Market Fund, Cl. E, 0.38%^3,4 (Cost $32,550,257)		32,550,257			32,550,257
Total Investments, at Value (Cost $1,211,961,502)		100.6	%		1,208,225,533
Net Other Assets (Liabilities)		(0.6	)		(6,722,760	)

Net Assets		100.0	%	$	1,201,502,773


	Level 1— Unadjusted Quoted Prices		Level 2— Other Significant Observable Inputs		Level 3— Significant Unobservable Inputs		Value
Assets Table
Investments, at Value:
Common Stocks
Consumer Discretionary	$	140,689,615	$	—	$	—	$	140,689,615
Consumer Staples		83,136,339		—		—		83,136,339
Energy		86,526,592		—		—		86,526,592
Financials		330,257,049		—		—		330,257,049
Health Care		81,441,747		—		—		81,441,747
Industrials		122,791,730		—		—		122,791,730
Information Technology		142,508,736		—		—		142,508,736
Materials		70,487,617		—		—		70,487,617
Utilities		117,835,851		—		—		117,835,851
Investment Company		32,550,257		—		—		32,550,257

Total Assets	$	1,208,225,533	$	—	$	—	$	1,208,225,533


Federal tax cost of securities	$	1,214,125,145

Gross unrealized appreciation	$	126,730,519
Gross unrealized depreciation		(132,630,131	)

Net unrealized depreciation	$	(5,899,612	)


Oppenheimer Quest for Value Funds

By:		/s/ Arthur P. Steinmetz
		Arthur P. Steinmetz
		Principal Executive Officer
Date:		3/15/2016


By:		/s/ Brian S. Petersen
		Brian S. Petersen
		Principal Financial Officer
Date:		3/15/2016