N-CSR 1 d674979dncsr.htm OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND Oppenheimer Commodity Strategy Total Return Fund

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number 811-07857

Oppenheimer Commodity Strategy Total Return Fund

(Exact name of registrant as specified in charter)

6803 South Tucson Way, Centennial, Colorado 80112-3924

(Address of principal executive offices) (Zip code)

Arthur S. Gabinet

OFI Global Asset Management, Inc.

Two World Financial Center, New York, New York 10281-1008

(Name and address of agent for service)

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

Date of fiscal year end: December 31

Date of reporting period: 12/31/2013


Item 1.  Reports to Stockholders.


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Table of Contents

 

Fund Performance Discussion

     3      

Top Holdings and Allocations

     7      

Fund Expenses

     10      

Consolidated Statement of Investments

     12      

Consolidated Statement of Assets and Liabilities

     16      

Consolidated Statement of Operations

     18      

Consolidated Statements of Changes in Net Assets

     20      

Consolidated Financial Highlights

     21      

Notes to Consolidated Financial Statements

     27      

Report of Independent Registered Public Accounting Firm

     50      

Federal Income Tax Information

     51      

Board Approval of the Fund’s Investment Advisory and Sub-Advisory Agreements

     52      

Portfolio Proxy Voting Policies and Procedures; Updates to Statement of Investments

     55      

Trustees and Officers

     56      

Privacy Policy Notice

     62      

 


Class A Shares

AVERAGE ANNUAL TOTAL RETURNS AT 12/31/13

 

     Class A Shares of the Fund    Dow Jones-UBS
Commodity Index  Total
    
         Without Sales Charge            With Sales Charge        Return    S&P GSCITM    

1-Year

   -9.15%    -14.37%    -9.52%    -1.22%

 

5-Year

   0.68     -0.51      1.51      3.86  

 

10-Year

   -2.16      -2.73      0.87      0.71  

 

Performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund returns include changes in share price, reinvested distributions, and a 5.75% maximum applicable sales charge except where “without sales charge” is indicated. Current performance may be lower or higher than the performance quoted. Returns do not consider capital gains or income taxes on an individual’s investment. For performance data current to the most recent month-end, visit oppenheimerfunds.com or call 1.800.CALL OPP (225.5677).

 

2      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


Fund Performance Discussion

The Fund’s Class A shares (without sales charge) produced a total return of -9.15% during the one-year reporting period ended December 31, 2013. In comparison, the Dow Jones-UBS Commodity Index Total Return (the “Index”) produced a return of -9.52% and the S&P GSCI produced a return of -1.22% over the one-year period ended December 31, 2013.

A variety of factors pressured commodity prices throughout the year, including the Federal Reserve’s (the “Fed”) taper talk starting in the spring, the relative stability of the U.S. dollar, a rising equity market, low inflation, a change in China’s growth priorities and fears about slowing emerging market demand.

MARKET OVERVIEW

 

Accommodative monetary policies on the part of central banks in the U.S., Europe and Japan, combined with an improving economic outlook, resulted in a rally among risk equities and higher-yielding bonds over the first four months of 2013. At the same time, yields of U.S. government securities remained near historical lows due to the Federal Reserve’s (the “Fed’s”) massive bond buying program. These developments drove financial markets higher through the early spring of 2013. At that

time, economic data appeared to confirm that the United States, Europe and Japan had engineered a sustained economic rebound, but investors responded negatively to disappointing economic data from China, India, Brazil, and other emerging markets. The ensuing “flight to quality” toward traditional safe havens produced sharp dislocations in commodity, emerging equity, fixed-income and currency markets.

 

 

 

COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:

 

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3      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


In late May, relatively hawkish remarks by Fed chairman Ben Bernanke were widely interpreted as a signal that U.S. monetary policymakers would begin to back away from their quantitative easing program sooner than expected, sparking heightened volatility in financial markets throughout the world. However, market conditions generally stabilized over the summer of 2013. In October, the U.S. Congress managed to reach a bipartisan agreement to raise the national debt ceiling, and did so well ahead of the potential default deadline. While the Fed unexpectedly refrained from reducing its monthly bond purchases in September, in December the Central Bank announced that it would reduce its monthly bond purchases by $10 billion, from $85 billion to $75 billion, starting in January 2014. The Fed also announced that it would continue to hold short-term interest rates at very low levels until unemployment in the United States subsided below 6.5%. This was lower than its earlier 7% target. Despite the reduction in monthly bond purchases, equity markets continued to rally through the end of the year, with commodities generally experiencing declines this reporting period.

FUND REVIEW

In this environment, energy was the only sector of the Index that produced a positive return. Energy was also the largest weighted sector for the Fund this period, consisting of roughly 37% of the Fund’s commodity-linked investments at period end. All areas of the

energy sector performed positively this year, led by Brent Crude and WTI Crude Oil. During this period, we focused on arbitraging the spread between WTI and Brent via futures contracts. Our management of the WTI/Brent crude oil spread contributed to performance in the closing months of the period. The spread traded in a range of $5 to $19 during the fourth quarter of 2013. WTI was the more volatile of the two, trading lower throughout October before finding a bottom in late November. During the final days of November, the spread blew out to $19, but by early December it was trading with a $10 handle where it eventually found some stability. The spread provided more volatility than either WTI or Brent during the period, which allowed us to trade around our view of fair value. We believe supply dynamics in Libya, Iran, Iraq and the shale oil producing regions of the U.S. will continue to drive this spread and will occasionally offer us attractive arbitrage opportunities. Within energy, natural gas also performed positively on the back of cold weather across much of North America.

Agriculture was the Fund’s second largest allocation, consisting of 28% of its commodity-linked investments at period end. Soybeans and cotton were the positive performers in the sector this period. Soybeans benefited from strong demand (especially in China) and the increasing use of soybean oil and soybean meal in the production of biodiesel. Cotton prices increased in December due to high mill demand encouraged by healthy U.S. export volumes.

 

 

4      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


At present, China has a policy of stockpiling domestic crops, and the U.S. Department of Agriculture estimates that China currently holds more than half of the global cotton inventory. The sector was weighed down by the performance of coffee, corn and wheat. Coffee suffered from global oversupply as a result of more acres planted and the recent trend of utilizing sturdier and more productive coffee bean plants. A record U.S. corn harvest in 2013 resulted in a significant rebuild of inventories that has pressured prices. The drop in corn prices also hurt wheat prices because it caused ranchers to switch from wheat to corn for animal feed.

Declines in industrial metals, which consisted of 17% of the Fund’s commodity-linked investments at period end, were largely due to a decrease in demand from China. The Fund had 14% of its commodity-linked investments in precious metals, which was the worst performing sector of the Index this period. Silver and gold fell on concerns about improving economic data, rising real interest rates, low levels of inflation and fears of a sooner-than-expected end to quantitative easing. We had an underweight position in gold and silver at period end. The Fund also held out of benchmark positions in platinum and palladium, which were relatively strong based on improving auto demand in all regions, before being dragged down with gold near the final Fed meeting of the year. These metals, which have a higher percentage of industrial demand, rebounded faster in late December as a result of improving economic data.

The Fund had its smallest allocation to livestock at period end, with 6% of its commodity-linked investments allocated to the sector. While livestock experienced declines this period, it was the second best performing sector of the Index. Despite declines in the price of feed (corn and soybeans), the price of cattle has been slow to respond since it can take up to three years to breed cattle to be ready for slaughter. Ranchers continue to struggle in their recovery from last year’s drought, which hurt beef stockpiles. Texas, the largest cattle-producing state, remains in a drought. Despite a deadly swine virus that thwarted pork producers’ efforts to rebuild herds, lean hog prices fell as a result of oversupply and low demand during the seasonally slow winter period.

STRATEGY & OUTLOOK

While there are reasons to remain mindful of risks, there are also a number of potential positives that could be supportive of commodity pricing in 2014. For example, the U.S. economy has stabilized and growth may be accelerating, the Eurozone exited a lengthy recession in mid-2013, Japan is engaged in a bold money printing experiment and China has avoided a hard landing. Both monetary and fiscal policies in the G-4 countries (and many others as well) remain extremely accommodative, and many commodity markets look fairly well balanced. This means that supply side fundamentals and commodity specific relative value opportunities should continue to evolve as correlations among commodity sectors fall.

 

 

5      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


We believe location and time spreads in energy, relative value positions in base metals, and the continued upside potential of agricultural commodities during harvest seasons in the U.S. will allow us opportunities

to generate value. Additionally, we believe that buying protection in this market can be relatively cheap, and there may be opportunities to dampen downside volatility at attractive prices.

 

 

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George Zivic1

Portfolio Manager

1. George Zivic became a Portfolio Manager in April 2013.

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Christopher Proctor, CFA2

Portfolio Manager

2. Christopher Proctor became a Portfolio Manager in July 2013.

 

 

6      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


Top Holdings and Allocations*

 

SECTOR ALLOCATION OF COMMODITY-LINKED INVESTMENTS

 

   

Energy

     37

Agriculture

     28   

Industrial Metals

     17   

Precious Metals

     14   

Livestock

     6   
Portfolio holdings and allocations are subject to change. Percentages are as of December 31, 2013, and represent the relative economic exposure, by sector, of the commodity-linked investments held by the Fund and its Wholly-Owned Subsidiary, RAF Fund Ltd., and are based on net assets. Commodity-linked investments are investments whose return is based upon the price movements (whether up or down) of a particular commodity or basket of commodities. The Fund’s allocation of its investments within each sector of the Dow Jones-UBS Commodity Index Total Return may differ (at times, significantly) from the sector weightings of the Dow Jones-UBS Commodity Index Total Return. The Fund is not an index fund.             

PORTFOLIO ALLOCATION

 

  

Investment Company Oppenheimer Institutional Money Market Fund

     50.8%   

U.S. Government Obligations

     22.7      

Structured Securities

     16.6      

Short-Term Notes

     9.7      

Exchange Traded Options Purchased

     0.2      

Mortgage-Backed Obligations Non-Agency

     —*   
* Represents less than 0.005%

Portfolio holdings and allocations are subject to change. Percentages are as of December 31, 2013, and are based on the total market value of investments.

 

 

7      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


Share Class Performance

AVERAGE ANNUAL TOTAL RETURNS WITHOUT SALES CHARGE AS OF 12/31/13

 

     Inception  Date              1-Year      5-Year      10-Year  

Class A (QRAAX)

     3/31/97                 -9.15%         0.68%         -2.16%   

Class B (QRABX)

     3/31/97                 -9.91%         -0.20%         -2.64%   

Class C (QRACX)

     3/31/97                 -10.06%         -0.20%         -2.96%   

Class I (QRAIX)

     4/27/12                 -9.06%         -8.44%      N/A       

Class N (QRANX)

     3/1/01                 -9.32%         0.43%         -2.46%   

Class Y (QRAYX)

     3/31/97                 -8.79%         1.03%         -1.73%   

AVERAGE ANNUAL TOTAL RETURNS WITH SALES CHARGE AS OF 12/31/13

 

     Inception  Date              1-Year      5-Year      10-Year  

Class A (QRAAX)

     3/31/97                 -14.37%         -0.51%         -2.73%   

Class B (QRABX)

     3/31/97                 -14.41%         -0.58%         -2.64%   

Class C (QRACX)

     3/31/97                 -10.96%         -0.20%         -2.96%   

Class I (QRAIX)

     4/27/12                 -9.06%         -8.44%      N/A       

Class N (QRANX)

     3/1/01                 -10.22%         0.43%         -2.46%   

Class Y (QRAYX)

     3/31/97                 -8.79%         1.03%         -1.73%   

* Shows performance since inception.

Performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. Returns do not consider capital gains or income taxes on an individual’s investment. For performance data current to the most recent month-end, visit oppenheimerfunds.com or call 1.800.CALL OPP (225.5677). Fund returns include changes in share price, reinvested distributions, and the applicable sales charge: for Class A shares, the current maximum initial sales charge of 5.75%; for Class B shares, the contingent deferred sales charge of 5% (1-year) and 2% (5-year); and for Class C and N shares, the contingent deferred sales charge of 1% for the 1-year period. There is no sales charge for Class I and Class Y shares. Because Class B shares convert to Class A shares 72 months after purchase, the 10-year return for Class B shares uses Class A performance for the period after conversion.

The Fund’s performance is compared to the performance of the Dow Jones-UBS Commodity Index Total Return and the S&P Goldman Sachs Commodity Index (S&P GSCI). The Dow Jones-UBS Commodity Index Total is a broadly diversified index that is composed of futures contracts on 20 physical commodities traded on U.S. futures exchanges, with the exception of aluminum, nickel, and zinc, which trade on the London Metal Exchange. The S&P GSCI® Total Return Index is a composite index of commodity sector returns representing unleveraged, long-only investment in commodity futures across 24 commodities. The Fund has changed its benchmark from the S&P GSCI to the Dow Jones-UBS Commodity Index Total Return, which it believes is a more appropriate measure of the Fund’s performance. Indices are unmanaged and cannot be purchased directly by investors. Index

 

8      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


performance includes reinvestment of income, but does not reflect transaction costs, fees, expenses or taxes. Index performance is shown for illustrative purposes only as a benchmark for the Fund’s performance, and does not predict or depict performance of the Fund. The Fund’s performance reflects the effects of the Fund’s business and operating expenses.

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

Before investing in any of the Oppenheimer funds, investors should carefully consider a fund’s investment objectives, risks, charges and expenses. Fund prospectuses and summary prospectuses contain this and other information about the funds, and may be obtained by asking your financial advisor, visiting oppenheimerfunds.com, or calling 1.800.CALL OPP (225.5677). Read prospectuses and summary prospectuses carefully before investing.

Shares of Oppenheimer funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including the possible loss of the principal amount invested.

 

9      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


Fund Expenses

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

The examples are based on an investment of $1,000.00 invested at the beginning of the period and held for the entire 6-month period ended December 31, 2013.

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

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

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

 

10      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


Actual    Beginning
Account
Value
July 1, 2013
   Ending
Account
Value
December 31, 2013
     Expenses
Paid During
6 Months Ended
December 31, 2013            
 

 

 

Class A

   $    1,000.00            $     1,020.60               $     7.41               

 

 

Class B

         1,000.00              1,013.90                 11.54               

 

 

Class C

         1,000.00              1,010.60                 11.31               

 

 

Class I

         1,000.00              1,016.90                 4.94               

 

 

Class N

         1,000.00              1,017.40                 8.68               

 

 

Class Y

         1,000.00              1,020.30                 5.82               
Hypothetical                   

(5% return before expenses)

        

 

 

Class A

         1,000.00              1,017.90                 7.40               

 

 

Class B

         1,000.00              1,013.81                 11.54               

 

 

Class C

         1,000.00              1,014.01                 11.33               

 

 

Class I

         1,000.00              1,020.32                 4.95               

 

 

Class N

         1,000.00              1,016.64                 8.68               

 

 

Class Y

         1,000.00              1,019.46                 5.82               

Expenses are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Those annualized expense ratios, excluding indirect expenses from affiliated funds, based on the 6-month period ended December 31, 2013 are as follows:

 

Class    Expense Ratios                 

 

    

Class A

     1.45%            

 

    

Class B

     2.26               

 

    

Class C

     2.22               

 

    

Class I

     0.97               

 

    

Class N

     1.70               

 

    

Class Y

     1.14               

The expense ratios reflect voluntary and/or contractual waivers and/or reimbursements of expenses by the Fund’s Manager and Transfer Agent. Some of these undertakings may be modified or terminated at any time, as indicated in the Fund’s prospectus. The “Financial Highlights” tables in the Fund’s financial statements, included in this report, also show the gross expense ratios, without such waivers or reimbursements and reduction to custodian expenses, if applicable.

 

11      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

CONSOLIDATED

STATEMENT OF INVESTMENTS    December 31, 2013

  
     Principal
Amount
     Value  

Mortgage-Backed Obligation—0.0%

  

 

 

NC Finance Trust, Series 1999-I, Cl. D, 8.75%, 1/25/291,2 (Cost $481,670)

   $ 645,555       $ 38,733  
     

U.S. Government Obligations—22.7%

  

 

 

U.S. Treasury Nts.:

     

0.125%, 4/30/15

     8,500,000         8,490,370  

0.25%, 1/31/14-7/15/153

     7,150,000         7,153,947  

0.375%, 11/15/14-2/15/16

     12,900,000         12,910,023  

0.625%, 7/15/14

     6,600,000         6,618,823  

1.00%, 1/15/144

     6,725,000         6,727,495  

1.25%, 2/15/14-10/31/153

     11,750,000         11,856,285  

1.75%, 3/31/14-5/31/16

     1,840,000         1,876,859  

1.875%, 2/28/14-4/30/144

     6,700,000         6,721,017  

2.00%, 4/30/163

     2,450,000         2,534,792  

2.25%, 5/31/14-1/31/154

     8,850,000         8,987,685  

2.375%, 10/31/14-2/28/153

     7,050,000         7,201,534  

2.50%, 4/30/15

     1,000,000         1,030,312  

4.125%, 5/15/15

     4,800,000         5,056,219  

4.25%, 8/15/14-8/15/154

     5,320,000         5,568,731  
     

 

 

 

Total U.S. Government Obligations (Cost $92,639,892)

        92,734,092  
     

Structured Securities—16.6%

  

 

 

Canadian Imperial Bank of Commerce, Dow Jones-UBS Commodity Index Total Return 2 Month Forward Linked Nts., 0.009%, 4/9/145,6

     14,000,000         10,003,554  

 

 

Canadian Imperial Bank of Commerce, Dow Jones-UBS Precious Metals 3 Month Forward Sub-Index Total Return Linked Nts., 0.008%, 5/16/146

     5,000,000         3,673,500  

 

 

Canadian Imperial Bank of Commerce, Oppenheimer Quarterly Roll Index Linked Nts., 0.079%, 8/6/146

     24,300,000         25,473,690  

 

 

Morgan Stanley, Dow Jones-UBS Commodity Index Total Return 2 Month Forward Linked Nts., 0.084%, 4/9/145,6

     25,000,000         17,892,853  

 

 

UBS AG (London Branch), Dow Jones-UBS Commodity Index Total Return 2 Month Forward Linked Nts., 0.043%, 4/9/145,6

     15,000,000         10,733,844  
     

 

 

 

Total Structured Securities (Cost $83,300,000)

        67,777,441  
     

Short-Term Notes—9.7%

  

 

 

Agrium US, Inc., 0.30%, 1/3/147

     4,900,000         4,899,959  

 

 

American Water Capital Corp., 0.29%, 1/21/147

     5,100,000         5,099,219  

 

 

Arabella Finance LLC, 0.43%, 1/2/14

     4,900,000         4,900,000  

 

 

Canadian Natural Resources, 0.31%, 1/14/145

     4,800,000         4,799,504  

 

 

FMC Corp., 0.26%, 1/14/147

     4,900,000         4,899,576  

 

 

Glencore Funding LLC, 0.37%, 1/6/147

     4,900,000         4,899,799  

 

 

Holcim US Finance SARL, 0.42%, 2/13/147

     5,000,000         4,998,539  

 

 

Nissan Motor Acceptance Corp., 0.32%, 1/16/147

     5,000,000         4,999,529  
     

 

 

 

Total Short-Term Notes (Cost $39,494,984)

        39,496,125  

 

12      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


     Shares      Value  

Investment Company—50.6%

  

Oppenheimer Institutional Money Market Fund, Cl. E, 0.09%8,9 (Cost $207,050,783)

     207,050,783       $ 207,050,783   

 

            Exercise
Price
     Expiration
Date
     Contracts        

Exchange-Traded Options Purchased—0.2%

                                           

Crude Oil Put10

     USD         100.000         2/10/14 USD         200        52,000   

 

 

Gold (100 oz.) Futures, 2/26/14 Call10

     USD         1,250.000         1/28/14 USD         100        77,000   

 

 

Lean Hogs Call10

     USD         98.000         6/13/14 USD         100        207,000   

 

 

Palladium Call10

     USD         725.000         2/19/14 USD         100        187,300   

 

 

Palladium Put10

     USD         650.000         2/19/14 USD         150        62,100   

 

 

Platinum Futures, 4/28/14 Call10

     USD         1,400.000         3/19/14 USD         100        168,500   

 

 

Sugar #11 World Futures, 3/7/14 Call10

     USD         18.000         2/18/14 USD         100        7,840   

 

 

Zinc Call10

     USD         2,250.000         10/1/14 USD         50        69,688   
             

 

 

 

Total Exchange-Traded Options Purchased (Cost $1,044,831)

                831,428   

 

 

Total Investments, at Value

(Cost $424,012,160)

              99.8     407,928,602   

 

 

Assets in Excess of Other Liabilities

              0.2     974,544   
           

 

 

 

Net Assets

              100.0   $ 408,903,146   
           

 

 

 

Footnotes to Consolidated Statement of Investments

1. Restricted security. The aggregate value of restricted securities as of December 31, 2013 was $38,733, which represents 0.01% of the Fund’s net assets. See Note 7 of the accompanying Notes. Information concerning restricted securities is as follows:

 

Security    Acquisition
Date
     Cost      Value      Unrealized
Depreciation
 

NC Finance Trust, Series 1999-I, Cl. D, 8.75%, 1/25/29

     8/10/10       $ 481,670       $ 38,733       $ 442,937   

2. 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 original contractual interest rate. See Note 1 of the accompanying Notes.

3. 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 $11,929,191. See Note 6 of the accompanying Notes.

4. All or a portion of the security position is held in accounts at a futures clearing merchant and pledged to cover margin requirements on open futures contracts and written options on futures, if applicable. The aggregate market value of such securities is $5,458,000. See Note 6 of the accompanying Notes.

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 $43,429,755 or 10.62% of the Fund’s net assets as of December 31, 2013.

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

7. Security issued in an exempt transaction without registration under the Securities Act of 1933. Such securities amount to $29,796,621 or 7.29% of the Fund’s net assets, and have been determined to be liquid pursuant to guidelines adopted by the Board of Trustees.

 

13      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

CONSOLIDATED

STATEMENT OF INVESTMENTS    Continued

  

Footnotes to Consolidated Statement of Investments (Continued)

8. Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended December 31, 2013, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows:

      Shares
December 31,
2012
     Gross
Additions
     Gross
Reductions
     Shares
December 31,
2013
 

Oppenheimer Institutional Money Market Fund, Cl. E

     280,801,983         309,019,680         382,770,880         207,050,783   
                      Value      Income  

Oppenheimer Institutional Money Market Fund, Cl. E

         $ 207,050,783       $ 239,147   

9. Rate shown is the 7-day yield as of December 31, 2013.

10. Non-income producing security.

 

 

 

Futures Contracts as of December 31, 2013:

  

                 
Description    Exchange      Buy/Sell      Expiration
Date
     Number of
Contracts
     Value      Unrealized
Appreciation
(Depreciation)
 

Brent Crude Oil

     ICE         Sell         1/16/14         100       $ 11,080,000       $ 79,738   

Gas Oil

     NYM         Sell         7/31/14         50         5,993,820         (333,376)   

Gold (100 oz.)

     CMX         Buy         2/26/14         23         2,765,290         (91,417)   

Gold (100 oz.)

     CMX         Buy         4/28/14         14         1,684,200         (4,250)   

Gold (100 oz.)

     CMX         Sell         4/28/14         14         1,684,200         16,050   

Lean Hogs

     CME         Sell         2/14/14         3         102,510         5,293   

Natural Gas

     NYM         Buy         2/26/14         50         2,096,500         (9,611)   

Natural Gas

     NYM         Buy         1/29/14         50         2,115,000         (12,601)   

Natural Gas

     NYM         Buy         3/27/14         50         2,052,500         (24,567)   

New York Harbor ULSD

     NYM         Buy         7/31/14         50         6,324,150         321,194   

Platinum

     NYM         Buy         4/28/14         15         1,030,350         33,725   

WTI Crude Oil

     NYM         Buy         11/20/14         400         37,088,000         356,852   

WTI Crude Oil

     NYM         Sell         5/20/14         400         38,912,000         (290,182)   
                 

 

 

 
                  $ 46,848   
                 

 

 

 

 

 

Exchange-Traded Options Written at December 31, 2013

Description    Exercise Price      Expiration
Date
     Number of
Contracts
    Premiums
Received
     Value  

Gold (100 oz.) Futures, 4/28/14 Put

     USD         1250.000         3/26/14         USD         (50   $ 177,399       $ (362,000

 

 

Lean Hogs Call

     USD         106.000         6/13/14         USD         (100     79,569         (71,000

 

 

Lean Hogs Put

     USD         96.000         6/13/14         USD         (100     119,569         (90,000

 

 

London Metal Exchange Lead Put

     USD         2050.000         3/5/14         USD         (150     186,657         (34,913

 

 

London Metal Exchange Primary Aluminum Call

     USD         2175.000         10/1/14         USD         (50     74,177         (28,975

 

 

Palladium Put

     USD         680.000         2/19/14         USD         (100     183,789         (89,300

 

 

Silver Put

     USD         16.500         2/25/14         USD         (50     62,322         (37,000

 

 

Sugar #11 World Futures, 3/7/14 Call

     USD         18.000         2/18/14         USD         (100     72,398         (7,840
                

 

 

 

Total of Exchange-Traded Options Written

                 $ 955,880       $ (721,028
                

 

 

 

 

14      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

Over-the-Counter Total Return Swaps at December 31, 2013

  

Reference Asset    Counterparty      Pay/Receive
Total
Return
     Floating
Rate
     Maturity
Date
     Notional
Amount
     Value  

CIBZNGLO Index

     CIBC         Receive        
 
 
 
 
Official
settlement
price of
CIBZNGLO
Index
  
  
  
  
  
     2/5/14         USD         23,000       $ (901,824)     

 

 

DJUBSAG Index

     MLCI         Receive        
 
 
 
 
Official
settlement
price of
DJUBSAG
Index
  
  
  
  
  
     2/11/14         USD         42,500         (275,407)     

 

 

DJUBSIN Index

     MLCI         Receive        
 
 
 
 
Official
settlement
price of
DJUBSIN
Index
  
  
  
  
  
     2/11/14         USD         26,000         (177,244)     

 

 

DJUBSLI Index

     MLCI         Receive        
 
 
 
 
Official
settlement
price of
DJUBSLI
Index
  
  
  
  
  
     2/11/14         USD         8,500         (2,965)     

 

 

DJUBSPE Index

     MLCI         Receive        
 
 
 
 
Official
settlement
price of
DJUBSPE
Index
  
  
  
  
  
     2/11/14         USD         40,000         (177,531)     

 

 

MQCP004E Index

     MAC         Receive        
 
 
 
 
Official
settlement
price of
MQCP004E
Index
  
  
  
  
  
     2/5/14         USD         35,000         (120,146)     
                    

 

 

 

Total of Over-the-Counter Total Return Swaps

                     $ (1,655,117)     
                    

 

 

 

 

Glossary:     

Counterparty Abbreviations

  

CIBC

   Canadian Imperial Bank of Commerce

MAC

   MacQuarie Bank Ltd.

MLCI

   Merrill Lynch Commodities, Inc.

Definitions

  

CIBZNGLO

   CIBC Natural Gas Long Only Commodity Index

DJUBSAG

   Dow Jones-UBS Agriculture Index

DJUBSIN

   Dow Jones-UBS Industrial Metals Index

DJUBSLI

   Dow Jones-UBS Livestock Index

DJUBSPE

   Dow Jones-UBS Petroleum Index

MQCP004E

   Macquarie Backwardation F3 Index

Exchange Abbreviations

  

CME

   Chicago Mercantile Exchange

CMX

   Commodity Exchange, Inc.

ICE

   Intercontinental Exchange

NYM

   New York Mercantile Exchange

See accompanying Notes to Consolidated Financial Statements.

 

15      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


CONSOLIDATED STATEMENT OF

ASSETS AND LIABILITIES        December 31, 2013

 

 

 

 

Assets

  

Investments, at value—see accompanying consolidated statement of investments:

  

Unaffiliated companies (cost $216,961,377)

    $     200,877,819      

Affiliated companies (cost $207,050,783)

     207,050,783      
  

 

 

 
     407,928,602      

 

 

Cash

     93,603      

 

 

Receivables and other assets:

  

Investments sold

     6,206,062      

Shares of beneficial interest sold

     539,752      

Variation margin receivable

     526,877      

Interest and dividends

     412,566      

Other

     183,737      
  

 

 

 

Total assets

     415,891,199      

 

 

Liabilities

  

Options written, at value (premiums received $955,880)

     721,028      

 

 

Swaps, at value

     1,655,117      

 

 

Payables and other liabilities:

  

Shares of beneficial interest redeemed

     2,343,385      

Investments purchased

     1,406,351      

Variation margin payable

     369,130      

Transfer and shareholder servicing agent fees

     59,587      

Shareholder communications

     56,576      

Distribution and service plan fees

     50,144      

Trustees’ compensation

     37,632      

Other

     289,103      
  

 

 

 

Total liabilities

     6,988,053      

 

 

Net Assets

    $ 408,903,146      
  

 

 

 

 

 

Composition of Net Assets

  

Par value of shares of beneficial interest

    $ 137,410      

 

 

Additional paid-in capital

     1,384,079,109      

 

 

Accumulated net investment loss

     (305,393,211)      

 

 

Accumulated net realized loss on investments

     (652,463,187)      

 

 

Net unrealized depreciation on investments

     (17,456,975)      
  

 

 

 

Net Assets

    $     408,903,146      
  

 

 

 

 

16      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

Net Asset Value Per Share

 

  

Class A Shares:

  

Net asset value and redemption price per share (based on net assets of $163,932,170 and 55,088,574 shares of beneficial interest outstanding)

   $ 2.98      

Maximum offering price per share (net asset value plus sales charge of 5.75% of offering price)

   $ 3.16      

 

 

Class B Shares:

  

Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $7,762,421 and 2,667,638 shares of beneficial interest outstanding)

   $ 2.91      

 

 

Class C Shares:

  

Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $44,362,003 and 15,488,462 shares of beneficial interest outstanding)

   $ 2.86      

 

 

Class I Shares:

  

Net asset value, redemption price and offering price per share (based on net assets of $109,030,518 and 36,166,762 shares of beneficial interest outstanding)

   $ 3.01      

 

 

Class N Shares:

  

Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $11,580,430 and 3,972,641 shares of beneficial interest outstanding)

   $ 2.92      

 

 

Class Y Shares:

  

Net asset value, redemption price and offering price per share (based on net assets of $72,235,604 and 24,025,539 shares of beneficial interest outstanding)

   $ 3.01      

See accompanying Notes to Consolidated Financial Statements.

 

17      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

CONSOLIDATED STATEMENT OF

OPERATIONS    For the Year Ended December 31, 2013

  

 

Investment Income

        

Interest

   $ 871,085     

 

 

Dividends:

  

Unaffiliated companies

     14,234     

Affiliated companies

     239,147     

 

 

Other income

     24,685     
  

 

 

 

Total investment income

 

    

 

1,149,151  

 

  

 

Expenses

        

Management fees

     5,587,658     

 

 

Distribution and service plan fees:

  

Class A

     467,530     

Class B

     102,171     

Class C

     529,535     

Class N

     63,197     

 

 

Transfer and shareholder servicing agent fees:

  

Class A

     521,063     

Class B

     36,596     

Class C

     159,724     

Class I

     22,886     

Class N

     44,314     

Class Y

     188,436     

 

 

Shareholder communications:

  

Class A

     58,838     

Class B

     5,726     

Class C

     19,306     

Class I

     18     

Class N

     3,440     

Class Y

     5,316     

 

 

Trustees’ compensation

     33,492     

 

 

Custodian fees and expenses

     21,679     

 

 

Other

     115,208     
  

 

 

 

Total expenses

     7,986,133     

Less waivers and reimbursements of expenses

     (1,478,050)     
  

 

 

 

Net expenses

 

    

 

6,508,083  

 

  

 

Net Investment Loss

     (5,358,932)     

Realized and Unrealized Gain (Loss)

        

Net realized gain (loss) on:

  

Investments from unaffiliated companies (including premiums on options exercised)

     (5,436,984)     

Closing and expiration of option contracts written

     2,581,380     

Closing and expiration of futures contracts

     (4,025,784)     

Swap contracts

     37,356     
  

 

 

 

Net realized loss

     (6,844,032)     

 

18      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


Realized and Unrealized Gain (Loss) Continued

        

Net change in unrealized appreciation/depreciation on:

  

Investments

   $ (27,951,109)   

Futures contracts

     (4,898,960)   

Option contracts written

     100,926   

Swap contracts

     (1,655,117)   
  

 

 

 

Net change in unrealized appreciation/depreciation

     (34,404,260)   

Net Decrease in Net Assets Resulting from Operations

   $ (46,607,224)   
  

 

 

 

See accompanying Notes to Consolidated Financial Statements.

 

19      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  CONSOLIDATED STATEMENTS OF
CHANGES IN NET ASSETS
 

 

     Year Ended
December 31, 2013
     Year Ended
December 31, 2012
1
 

 

 

Operations

     

Net investment loss

   $ (5,358,932)           $ (9,236,700)       

 

 

Net realized loss

     (6,844,032)             (37,681,473)       

 

 

Net change in unrealized appreciation/depreciation

     (34,404,260)             22,827,277        
  

 

 

    

 

 

 

Net decrease in net assets resulting from operations

     (46,607,224)             (24,090,896)       

 

 

Beneficial Interest Transactions

     

Net increase (decrease) in net assets resulting from beneficial interest transactions:

     

Class A

     (44,981,219)             (93,283,326)       

Class B

     (4,411,230)             (4,334,842)       

Class C

     (14,008,780)             (16,644,444)       

Class I

     108,339,416              7,348,634        

Class N

     (1,252,957)             (2,618,174)       

Class Y

     (209,035,789)             (430,218,541)       
  

 

 

    

 

 

 
     (165,350,559)             (539,750,693)       

 

 

Net Assets

     

Total decrease

     (211,957,783)             (563,841,589)       

 

 

Beginning of period

     620,860,929              1,184,702,518        
  

 

 

    

 

 

 

End of period (including accumulated net investment loss of $305,393,211 and $304,818,966, respectively)

   $     408,903,146            $     620,860,929        
  

 

 

 

1. Certain amounts have been restated to reflect a change in method of accounting. See Note 1 of the accompanying Notes.

See accompanying Notes to Consolidated Financial Statements.

 

20      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  CONSOLIDATED FINANCIAL HIGHLIGHTS  

 

Class A    Year Ended
December
31, 2013  
     Year Ended
December
31, 20121
     Year Ended
December
30, 20111,2
     Year Ended
December
31, 20101
     Year Ended
December
31, 20091
 

 

 

Per Share Operating Data

              

Net asset value, beginning of period

   $ 3.28             $ 3.34             $ 3.66             $ 3.42             $ 3.11         

 

 

Income (loss) from investment operations:

              

Net investment loss3

     (0.04)               (0.04)               (0.04)               (0.04)               (0.02)         

Net realized and unrealized gain (loss)

     (0.26)               (0.02)               (0.07)               0.33               0.33         
  

 

 

 

Total from investment operations

     (0.30)               (0.06)               (0.11)               0.29               0.31         

 

 

Dividends and/or distributions to shareholders:

              

Dividends from net investment income

     0.00               0.00               (0.21)               (0.05)               0.00         

 

 

Net asset value, end of period

   $ 2.98             $ 3.28             $ 3.34             $ 3.66             $ 3.42         
  

 

 

 

 

 

Total Return, at Net Asset Value4

     (9.15)%           (1.80)%           (2.93)%           8.61%           9.97%     

 

 

Ratios/Supplemental Data

              

Net assets, end of period (in thousands)

   $ 163,932       $ 228,224       $ 326,818       $ 439,204       $ 457,757   

 

 

Average net assets (in thousands)

   $ 190,441       $ 284,670       $ 424,280       $ 410,353       $ 385,924   

 

 

Ratios to average net assets:5

              

Net investment loss

     (1.20)%           (1.18)%           (1.15)%           (1.11)%           (0.68)%     

Total expenses6

     1.77%           1.90%           1.72%           1.79%           1.92%     
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.44%           1.49%           1.41%           1.40%           1.45%     

 

 

Portfolio turnover rate

     80%           44%           21%           38%           51%7     

1. Certain amounts have been restated to reflect a change in method of accounting. See Note 1 of the accompanying Consolidated Notes.

2. December 30, 2011 represents the last business day of the Fund’s reporting period.

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

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

5. Annualized for periods less than one full year.

6. Total expenses including indirect expenses from affiliated fund were as follows:

Year Ended December 31, 2013

   1.82%

Year Ended December 31, 2012

   1.95%

Year Ended December 30, 2011

   1.77%

Year Ended December 31, 2010

   1.85%

Year Ended December 31, 2009

   1.97%

7. The portfolio turnover rate excludes purchase and sale transactions of To Be Announced (TBA) mortgage-related securities as follows:

      Purchase
Transactions
     Sale Transactions  

Year Ended December 31, 2009

     $39,303,425         $39,062,313   

See accompanying Notes to Consolidated Financial Statements.

 

21      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  CONSOLIDATED FINANCIAL HIGHLIGHTS    Continued

 

Class B    Year Ended
December 31,
2013  
     Year Ended
December 31,
20121  
     Year Ended
December 30,
20111,2  
     Year Ended
December 31,
20101  
     Year Ended
December 31,
20091  
 

 

 

Per Share Operating Data

              

Net asset value, beginning of period

    $ 3.23             $ 3.32             $ 3.63             $ 3.40             $ 3.12        

 

 

Income (loss) from investment operations:

              

Net investment loss3

     (0.06)             (0.07)             (0.07)             (0.06)             (0.04)       

Net realized and unrealized gain (loss)

     (0.26)             (0.02)             (0.06)             0.31              0.32        
  

 

 

 

Total from investment operations

     (0.32)             (0.09)             (0.13)             0.25              0.28        

 

 

Dividends and/or distributions to shareholders:

              

Dividends from net investment income

     0.00              0.00              (0.18)             (0.02)             0.00        

 

 

Net asset value, end of period

    $ 2.91             $ 3.23             $ 3.32             $ 3.63             $ 3.40        
  

 

 

 

 

 

Total Return, at Net Asset Value4

     (9.91)%           (2.71)%           (3.57)%           7.48%           8.97%     

 

 

Ratios/Supplemental Data

              

Net assets, end of period (in thousands)

    $ 7,762        $ 13,291        $ 17,965        $ 23,489        $ 28,683   

 

 

Average net assets (in thousands)

    $   10,188        $   15,469        $   22,207        $   23,528        $   27,137   

 

 

Ratios to average net assets:5

              

Net investment loss

     (1.98)%           (2.08)%           (1.95)%           (1.89)%           (1.43)%     

Total expenses6

     2.64%           3.18%           2.99%           3.17%           3.26%     
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      2.24%           2.39%           2.23%           2.21%           2.25%     

 

 

Portfolio turnover rate

     80%           44%           21%           38%           51%7    

1. Certain amounts have been restated to reflect a change in method of accounting. See Note 1 of the accompanying Consolidated Notes.

2. December 30, 2011 represents the last business day of the Fund’s reporting period.

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

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

5. Annualized for periods less than one full year.

6. Total expenses including indirect expenses from affiliated fund were as follows:

Year Ended December 31, 2013

   2.69%

Year Ended December 31, 2012

   3.23%

Year Ended December 30, 2011

   3.04%

Year Ended December 31, 2010

   3.23%

Year Ended December 31, 2009

   3.31%

7. The portfolio turnover rate excludes purchase and sale transactions of To Be Announced (TBA) mortgage-related securities as follows:

 

     Purchase
Transactions
     Sale Transactions  

 

 

Year Ended December 31, 2009

   $ 39,303,425       $ 39,062,313   

See accompanying Notes to Consolidated Financial Statements.

 

22      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

Class C    Year Ended
December
31, 2013  
     Year Ended
December
31, 20121
     Year Ended
December
30, 20111,2
     Year Ended
December
31, 20101
     Year Ended
December
31, 20091
 

 

 

Per Share Operating Data

              

Net asset value, beginning of period

   $ 3.18             $ 3.26             $ 3.58             $ 3.35             $ 3.08         

 

 

Income (loss) from investment operations:

              

Net investment loss3

     (0.06)               (0.07)               (0.07)               (0.06)               (0.04)         

Net realized and unrealized gain (loss)

     (0.26)               (0.01)               (0.06)               0.32               0.31         
  

 

 

 

Total from investment operations

     (0.32)               (0.08)               (0.13)               0.26               0.27         

 

 

Dividends and/or distributions to shareholders:

              

Dividends from net investment income

     0.00               0.00               (0.19)               (0.03)               0.00         

 

 

Net asset value, end of period

   $ 2.86             $ 3.18             $ 3.26             $ 3.58             $ 3.35         
  

 

 

 

 

 

Total Return, at Net Asset Value4

     (10.06)%           (2.45)%           (3.69)%           7.74%           8.77%     

 

 

Ratios/Supplemental Data

              

Net assets, end of period (in thousands)

   $ 44,362       $ 64,074       $ 82,710       $ 86,502       $ 90,170   

 

 

Average net assets (in thousands)

   $ 52,931       $ 74,103       $ 92,415       $ 80,967       $ 78,974   

 

 

Ratios to average net assets:5

              

Net investment loss

     (1.97)%           (2.00)%           (1.91)%           (1.87)%           (1.44)%     

Total expenses6

     2.56%           2.74%           2.55%           2.68%           2.84%     
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      2.22%           2.31%           2.18%           2.17%           2.23%     

 

 

Portfolio turnover rate

     80%           44%           21%           38%           51%7     

1. Certain amounts have been restated to reflect a change in method of accounting. See Note 1 of the accompanying Consolidated Notes.

2. December 30, 2011 represents the last business day of the Fund’s reporting period.

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

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

5. Annualized for periods less than one full year.

6. Total expenses including indirect expenses from affiliated fund were as follows:

Year Ended December 31, 2013

   2.61%

Year Ended December 31, 2012

   2.79%

Year Ended December 30, 2011

   2.60%

Year Ended December 31, 2010

   2.74%

Year Ended December 31, 2009

   2.89%

7. The portfolio turnover rate excludes purchase and sale transactions of To Be Announced (TBA) mortgage-related securities as follows:

      Purchase
Transactions
     Sale Transactions  

Year Ended December 31, 2009

   $ 39,303,425       $ 39,062,313   

See accompanying Notes to Consolidated Financial Statements.

 

23      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  CONSOLIDATED FINANCIAL HIGHLIGHTS    Continued  

 

Class I    Year Ended
December
31, 2013  
     Period Ended
December
31, 20121,2
                     

 

             

Per Share Operating Data

  

           

Net asset value, beginning of period

   $ 3.31             $ 3.49                     

 

             

Income (loss) from investment operations:

                 

Net investment loss3

     (0.02)               (0.01)                     

Net realized and unrealized loss

     (0.28)               (0.17)                     
  

 

 

             

Total from investment operations

     (0.30)               (0.18)                     

 

             

Dividends and/or distributions to shareholders:

                 

Dividends from net investment income

     0.00               0.00                     

 

             

Net asset value, end of period

   $ 3.01             $ 3.31                     
  

 

 

             

 

             

Total Return, at Net Asset Value4

     (9.06)%           (5 .16)%                 

 

             

Ratios/Supplemental Data

  

           

Net assets, end of period (in thousands)

   $ 109,031       $ 7,383               

 

             

Average net assets (in thousands)

   $ 76,647       $ 275               

 

             

Ratios to average net assets:5

                 

Net investment loss

     (0.75)%           (0.70)%                 

Total expenses6

     1.25%           1.31%                 
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      0.96%           1.03%                 

 

             

Portfolio turnover rate

     80%           44%                 

1. Certain amounts have been restated to reflect a change in method of accounting. See Note 1 of the accompanying Consolidated Notes.

2. For the period from April 27, 2012 (inception of offering) to December 31, 2012.

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

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

5. Annualized for periods less than one full year.

6. Total expenses including indirect expenses from affiliated fund were as follows:

Year Ended December 31, 2013

   1.30%

Period Ended December 31, 2012

   1.36%

See accompanying Notes to Consolidated Financial Statements.

 

24      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

Class N    Year Ended
December
31, 2013  
     Year Ended
December
31, 20121
     Year Ended
December
30, 20111,2
     Year Ended
December
31, 20101
     Year Ended
December
31, 20091
 

 

 

Per Share Operating Data

              

Net asset value, beginning of period

   $ 3.22             $ 3.29             $ 3.61             $ 3.38             $ 3.08         

 

 

Income (loss) from investment operations:

              

Net investment loss3

     (0.04)               (0.05)               (0.05)               (0.04)               (0.03)         

Net realized and unrealized gain (loss)

     (0.26)               (0.02)               (0.06)               0.32               0.33         
  

 

 

 

Total from investment operations

     (0.30)               (0.07)               (0.11)               0.28               0.30         

 

 

Dividends and/or distributions to shareholders:

              

Dividends from net investment income

     0.00               0.00               (0.21)               (0.05)               0.00         

 

 

Net asset value, end of period

   $ 2.92             $ 3.22             $ 3.29             $ 3.61             $ 3.38         
  

 

 

 

 

 

Total Return, at Net Asset Value4

     (9 .32)%           (2 .13)%           (3 .08)%           8.21%           9.74%     

 

 

Ratios/Supplemental Data

              

Net assets, end of period (in thousands)

   $ 11,580       $ 14,102       $ 17,044       $ 18,176       $ 16,412   

 

 

Average net assets (in thousands)

   $ 12,654       $ 15,775       $ 18,734       $ 16,050       $ 13,661   

 

 

Ratios to average net assets:5

              

Net investment loss

     (1.47)%           (1.48)%           (1.40)%           (1.37)%           (0.92)%     

Total expenses6

     2.09%           2.38%           2.13%           2.29%           2.50%     
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.70%           1.79%           1.66%           1.66%           1.70%     

 

 

Portfolio turnover rate

     80%           44%           21%           38%           51%7     

1. Certain amounts have been restated to reflect a change in method of accounting. See Note 1 of the accompanying Consolidated Notes.

2. December 30, 2011 represents the last business day of the Fund’s reporting period.

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

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

5. Annualized for periods less than one full year.

6. Total expenses including indirect expenses from affiliated fund were as follows:

Year Ended December 31, 2013

   2.14%

Year Ended December 31, 2012

   2.43%

Year Ended December 30, 2011

   2.18%

Year Ended December 31, 2010

   2.35%

Year Ended December 31, 2009

   2.55%

7. The portfolio turnover rate excludes purchase and sale transactions of To Be Announced (TBA) mortgage-related securities as follows:

      Purchase
Transactions
     Sale Transactions  

Year Ended December 31, 2009

     $39,303,425         $39,062,313   

See accompanying Notes to Consolidated Financial Statements.

 

25      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  CONSOLIDATED FINANCIAL HIGHLIGHTS    (Continued)  

 

Class Y    Year Ended
December 31,
2013  
     Year Ended
December 31,
20121  
     Year Ended
December 30,
20111,2  
     Year Ended
December 31,
20101  
     Year Ended
December 31,
20091  
 

 

 

Per Share Operating Data

              

Net asset value, beginning of period

    $ 3.30             $ 3.35             $ 3.67             $ 3.43             $ 3.11        

 

 

Income (loss) from investment operations:

              

Net investment loss3

     (0.03)             (0.03)             (0.03)             (0.02)             (0.01)       

Net realized and unrealized gain (loss)

     (0.26)             (0.02)             (0.07)             0.33              0.33        
  

 

 

 

Total from investment operations

     (0.29)             (0.05)             (0.10)             0.31              0.32        

 

 

Dividends and/or distributions to shareholders:

              

Dividends from net investment income

     0.00               0.00               (0.22)               (0.07)             0.00        

 

 

Net asset value, end of period

    $ 3.01              $ 3.30              $ 3.35              $ 3.67            $ 3.43       
  

 

 

 

 

 

Total Return, at Net Asset Value4

     (8.79)%          (1.49)%           (2.57)%           8.99%          10.29%    

 

 

Ratios/Supplemental Data

              

Net assets, end of period (in thousands)

    $ 72,236           $ 293,787           $ 740,166           $ 1,198,790         $ 838,122   

 

 

Average net assets (in thousands)

    $   130,023         $   470,565         $   1,173,253         $   974,924         $   549,032   

 

 

Ratios to average net assets:5

              

Net investment loss

     (0.82)%           (0.81)%           (0.81)%          (0.74)%          (0.16)%    

Total expenses6

     1.36%           1.39%           1.33%          1.31%          1.18%    
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.07%           1.11%           1.07%          1.03%          0.89%    

 

 

Portfolio turnover rate

     80%           44%           21%          38%          51%7   

1. Certain amounts have been restated to reflect a change in method of accounting. See Note 1 of the accompanying Consolidated Notes.

2. December 30, 2011 represents the last business day of the Fund’s reporting period.

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

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

5. Annualized for periods less than one full year.

6. Total expenses including indirect expenses from affiliated fund were as follows:

Year Ended December 31, 2013

   1.41%

Year Ended December 31, 2012

   1.44%

Year Ended December 30, 2011

   1.38%

Year Ended December 31, 2010

   1.37%

Year Ended December 31, 2009

   1.23%

7. The portfolio turnover rate excludes purchase and sale transactions of To Be Announced (TBA) mortgage-related securities as follows:

 

     Purchase
Transactions
     Sale Transactions  

 

 

Year Ended December 31, 2009

   $ 39,303,425       $ 39,062,313   

See accompanying Notes to Consolidated Financial Statements.

 

26      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS

 

 

 

1. Significant Accounting Policies

Oppenheimer Commodity Strategy Total Return Fund (the “Fund”) is a diversified open-end management investment company registered under the Investment Company Act of 1940, 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.

The Fund offers Class A, Class C, Class I, Class N and Class Y shares, and previously offered Class B shares for new purchase through June 29, 2012. Subsequent to that date, no new purchases of Class B shares are permitted, however reinvestment of dividend and/or capital gain distributions and exchanges of Class B shares into and from other Oppenheimer funds will be allowed. Class A shares are sold at their offering price, which is normally net asset value plus a front-end sales charge. Class C and Class N shares are sold, and Class B shares were sold, without a front-end sales charge but may be subject to a contingent deferred sales charge (“CDSC”). Class N shares are sold only through retirement plans. Retirement plans that offer Class N shares may impose charges on those accounts. Class I and Class Y shares are sold to certain institutional investors or intermediaries without either a front-end sales charge or a CDSC, however, the intermediaries may impose charges on their accountholders who beneficially own Class I and Class Y shares. All classes of shares have identical rights and voting privileges with respect to the Fund in general and exclusive voting rights on matters that affect that class alone. Earnings, net assets and net asset value per share may differ due to each class having its own expenses, such as transfer and shareholder servicing agent fees and shareholder communications, directly attributable to that class. Class A, B, C and N shares have separate distribution and/or service plans under which they pay fees. Class I and Class Y shares do not pay such fees. Class B shares will automatically convert to Class A shares 72 months after the date of purchase.

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

Change in Method of Accounting. The accompanying financial statements reflect the financial position of the Fund and its Subsidiary and the results of operations on a consolidated basis. Prior to June 28, 2013, the Subsidiary was shown as an investment of the Fund on the Statement of Investments and the financial statements of the Subsidiary were presented along with the Fund. The staff of the Securities and Exchange Commission has recently commented on their preference to have wholly-owned Cayman investment funds consolidated into the parent fund’s financial statements. Management of the Fund implemented the change in policy because it is a more effective method of providing transparency into the Fund’s holdings and operations. Accordingly, as a result of the change in method of accounting, the Fund consolidates the assets and liabilities as well as the operations of the Subsidiary within its financial statements.

The result of the policy change did not have an impact on total net assets of the Fund, however it resulted in the following changes to the financial statements. As of the beginning of the Fund’s fiscal period, the financial statement line items on the Consolidated Statement of Assets and Liabilities were affected by the change as follows: investments, at value

 

27      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

1. Significant Accounting Policies (Continued)

increased $144,836,695; cash increased $34,023; other assets increased $4,700,899; payables and other liabilities increased $2,132,511 and investments at value, wholly-owned subsidiary decreased $147,439,106. For the year ended December 31, 2013, the financial statement line items on the Consolidated Statements of Operations and Changes in Net Assets were affected by the change as follows: net investment loss includes a net investment loss from the Subsidiary of $788,453; and net realized loss on investments includes $1,857,652 of gains or losses realized by the Subsidiary and net change in unrealized depreciation includes $2,646,105 of change experienced by the Subsidiary. For the year ended December 31, 2012, the following changes were made to the Consolidated Statement of Changes in Net Assets: net investment loss increased $1,299,380; net realized loss increased $16,914,677 and net change in unrealized appreciation increased by $18,214,057. For the years ended December 31, 2012, December 30, 2011, December 31, 2010 and December 31, 2009, the changes to the Consolidated Financial Highlights were immaterial.

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. The Fund records a realized gain or loss when a structured security is sold or matures.

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 as of December 31, 2013 is as follows:

Cost

   $ 481,670   

Market Value

   $ 38,733   

Market value as % of Net Assets

     0.01%   

Investment in RAF Fund Ltd. The Fund may invest up to 25% of its total assets in RAF Fund Ltd., a wholly-owned and controlled Cayman Islands subsidiary (the “Subsidiary”), which is expected to invest primarily in commodity and financial futures and option contracts, as well as fixed income securities and other investments intended to serve as margin or collateral for the Subsidiary’s derivatives positions. The Fund wholly owns and controls the Subsidiary, and the Fund and Subsidiary are both managed by the Manager and the Sub-Adviser.

 

28      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

1. Significant Accounting Policies (Continued)

For tax purposes, the Subsidiary is an exempted Cayman investment company. The Subsidiary has received an undertaking from the Government of the Cayman Islands exempting it from all local income, profits and capital gains taxes through June of 2026. No such taxes are levied in the Cayman Islands at the present time. For U.S. income tax purposes, the Subsidiary is a Controlled Foreign Corporation and as such is not subject to U.S. income tax. However, as a wholly-owned Controlled Foreign Corporation, the Subsidiary’s net income and capital gain, to the extent of its earnings and profits, will be included each year in the Fund’s investment company taxable income. For the year ended December 31, 2013, the Subsidiary has a deficit of $7,680,702 in its taxable earnings and profits. In addition, any in-kind capital contributions made by the Fund to the Subsidiary will result in the Fund recognizing taxable gain to the extent of unrealized gain, if any, on securities transferred to the Subsidiary while any unrealized losses on securities so transferred will not be recognized at the time of transfer.

The financial statements have been consolidated and include accounts of the Fund and the Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated. At December 31, 2013, the Fund owned 4,000,000 shares with a market value of $91,613,428.

Investment in Oppenheimer Institutional Money Market Fund. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund (“IMMF”) to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is the investment adviser of IMMF, and the Sub-Adviser provides investment and related advisory services to IMMF. When applicable, the Fund’s investment in IMMF is included in the Consolidated Statement of Investments. Shares of IMMF are valued at their net asset value per share. As a shareholder, the Fund is subject to its proportional share of IMMF’s Class E expenses, including its 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 IMMF.

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

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

 

29      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

1. Significant Accounting Policies (Continued)

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

 

Undistributed
Net Investment
Income
   Undistributed
Long-Term
Gain
     Accumulated
Loss
Carryforward1,2,3
     Net Unrealized
Depreciation
Based on cost of
Securities and
Other  Investments
for Federal Income
Tax Purposes
 

$—

     $—         $578,071,021         $354,868,764   

1. As of December 31, 2013, the Fund had $578,171,021 of net capital loss carryforwards available to offset future realized capital gains, if any, and thereby reduce future taxable gain distributions. Details of the capital loss carryforwards are included in the table below. Capital loss carryovers with no expiration, if any, must be utilized prior to those with expiration dates.

Expiring        

2015

   $   183,272,671   

2017

     374,871,458   

No expiration

     19,926,892   
  

 

 

 

Total

   $ 578,071,021   
  

 

 

 

2. During the fiscal year ended December 31, 2013, the Fund did not utilize any capital loss carryforward.

3. During the fiscal year ended December 31, 2012, the Fund did not utilize any capital loss carryforward.

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

Accordingly, the following amounts have been reclassified for December 31, 2013. Net assets of the Fund were unaffected by the reclassifications.

Reduction
to Paid-in Capital
   Reduction
to Accumulated
Net Investment
Loss
 

$4,784,687

     $4,784,687   

No distributions were paid during the years ended December 31, 2013 and December 31, 2012.

The aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax

 

30      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

1. Significant Accounting Policies (Continued)

purposes as of December 31, 2013 are noted in the following table. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses or tax realization of financial statement unrealized gain or loss.

Federal tax cost of securities

   $ 761,423,949   

Federal tax cost of other investments

     (3,619,268)   
  

 

 

 

Total federal tax cost

   $ 757,804,681  
  

 

 

 

Gross unrealized appreciation

   $ 2,458,700  

Gross unrealized depreciation

     (357,327,464)   
  

 

 

 

Net unrealized depreciation

   $ (354,868,764)   
  

 

 

 

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

Dividends and Distributions to Shareholders. Dividends and distributions to shareholders, which are determined in accordance with income tax regulations and may differ from U.S. generally accepted accounting principles, are recorded on the ex-dividend date. Income and capital gain distributions, if any, are declared and paid annually or at other times as deemed necessary by the Manager.

Investment Income. Dividend income is recorded on the ex-dividend date or upon ex-dividend notification in the case of certain foreign dividends where the ex-dividend date may have passed. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is recognized on an accrual basis. Discount and premium, which are included in interest income on the Consolidated Statement of Operations, are amortized or accreted daily.

Custodian Fees. “Custodian fees and expenses” in the Consolidated Statement of Operations may include interest expense incurred by the Fund on any cash overdrafts of its custodian account during the period. Such cash overdrafts may result from the effects of failed trades in portfolio securities and from cash outflows resulting from unanticipated shareholder

 

31      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

1. Significant Accounting Policies (Continued)

redemption activity. The Fund pays interest to its custodian on such cash overdrafts, to the extent they are not offset by positive cash balances maintained by the Fund, at a rate equal to the Federal Funds Rate plus 0.50%. The “Reduction to custodian expenses” line item, if applicable, represents earnings on cash balances maintained by the Fund during the period. Such interest expense and other custodian fees may be paid with these earnings.

Security Transactions. Security transactions are recorded on the trade date. Realized gains and losses on securities sold (except for the investments in the Subsidiary) are determined on the basis of identified cost.

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

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

 

 

2. Securities Valuation

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

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.

Valuation Methods and Inputs

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:

 

32      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    (Continued)

 
 

 

2. Securities Valuation (Continued)

 

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 last sale price on the prior trading day, if it is within the spread of the current day’s closing “bid” and “asked” prices, and if not, at the current day’s closing bid price. A 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) using 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.

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.

 

33      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    (Continued)

 
 

 

2. Securities Valuation (Continued)

 
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.

 

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.

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

 

34      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

2. Securities Valuation (Continued)

methodologies and fair valuation determinations on a regular basis after considering all relevant information that is reasonably available.

Classifications

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 that are included in the Fund’s Consolidated Statement of Assets and Liabilities as of December 31, 2013 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:

           

Mortgage-Backed Obligations

   $      $      $     38,733      $     38,733    

U.S. Government Obligations

            92,734,092               92,734,092    

Structured Securities

            67,777,441               67,777,441    

Investment Company

     207,050,783                      207,050,783    

Exchange-Traded Options Purchased

     831,428                      831,428    

Short-Term Notes

            39,496,125               39,496,125    
  

 

 

 

Total Investments, at Value

     207,882,211        200,007,658        38,733        407,928,602    

Other Financial Instruments:

           

Variation margin receivable

     526,877                      526,877    
  

 

 

 

Total Assets

    $ 208,409,088       $ 200,007,658      $ 38,733       $ 408,455,479    
  

 

 

 

Liabilities Table

           

Other Financial Instruments:

           

Swaps, at value

   $      $ (1,655,117)       $      $ (1,655,117)     

Options written, at value

            (721,028)                (721,028)     

Variation margin payable

     (369,130)                       (369,130)     
  

 

 

 

Total Liabilities

   $ (369,130)       $ (2,376,145)       $      $ (2,745,275)     
  

 

 

 

 

35      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

2. Securities Valuation (Continued)

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

 

 

3. Shares of Beneficial Interest

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

       Year Ended December 31, 2013        Year Ended December 31, 2012  
       Shares          Amount          Shares          Amount    

 

 

Class A

                   

Sold

       15,114,737        $ 46,580,792          24,188,276        $ 82,375,226    

Redeemed

       (29,654,865        (91,562,011        (52,454,085        (175,658,552)     
    

 

 

 

Net decrease

       (14,540,128      $ (44,981,219        (28,265,809      $ (93,283,326)     
    

 

 

 
                                             

Class B

                   

Sold

       57,879        $ 181,735          774,247        $ 2,608,259    

Redeemed

       (1,504,926        (4,592,965        (2,072,895        (6,943,101)     
    

 

 

 

Net decrease

       (1,447,047      $ (4,411,230        (1,298,648      $ (4,334,842)     
    

 

 

 
                                             

Class C

                   

Sold

       2,341,014        $ 7,046,822           2,977,405        $ 9,742,262    

Redeemed

       (7,004,969        (21,055,602        (8,158,426        (26,386,706)     
    

 

 

 

Net decrease

       (4,663,955      $ (14,008,780        (5,181,021      $ (16,644,444)     
    

 

 

 
                                             

Class I

                   

Sold

       43,658,354        $ 138,180,955          2,238,971        $ 7,366,643    

Redeemed

       (9,725,106        (29,841,539        (5,457        (18,009)     
    

 

 

 

Net increase

       33,933,248        $ 108,339,416          2,233,514        $ 7,348,634    
    

 

 

 
                                             

Class N

                   

Sold

       1,293,343        $ 3,900,488          1,249,646        $ 4,105,589    

Redeemed

       (1,700,781        (5,153,445        (2,052,986        (6,723,763)     
    

 

 

 

Net decrease

       (407,438      $ (1,252,957        (803,340      $ (2,618,174)     
    

 

 

 
                                             

Class Y

                   

Sold

       12,784,139        $ 40,564,855          33,845,603        $ 113,280,546    

Redeemed

       (77,832,346        (249,600,644        (165,951,037        (543,499,087)     
    

 

 

 

Net decrease

       (65,048,207      $ (209,035,789        (132,105,434      $ (430,218,541)     
    

 

 

 

 

 

4. Purchases and Sales of Securities

The aggregate cost of purchases and proceeds from sales of securities, other than short-term obligations and investments in IMMF, for the year ended December 31, 2013 were as follows:

 

36      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

4. Purchases and Sales of Securities (Continued)

        Purchases        Sales  

Investment securities

     $ 78,043,599         $ 110,480,981   

U.S. government and government agency obligations

       74,159,110           128,531,906   

 

 

5. Fees and Other Transactions with Affiliates

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

 

    Fee Schedule

 

    Up to $200 million

     1.00%     

    Next $200 million

     0.90       

    Next $200 million

     0.85       

    Next $200 million

     0.80       

    Over $800 million

     0.75       

The Manager also provides investment management related services to the Subsidiary. The Subsidiary pays the Manager a monthly management fee at an annual rate according to the above schedule. The Subsidiary also pays certain other expenses including custody and directors’ fees.

Sub-Adviser Fees. The Manager has retained the Sub-Adviser to provide the day-to-day portfolio management of the Fund. Under the Sub-Advisory Agreement, the Manager pays the Sub-Adviser an annual fee in monthly installments, equal to a percentage of the investment management fee collected by the Manager from the Fund, which shall be calculated after any investment management fee waivers. The fee paid to the Sub-Adviser is paid by the Manager, not by the Fund.

Transfer Agent Fees. OFI Global (the “Transfer Agent”) serves as the transfer and shareholder servicing agent for the Fund. Fees incurred by the Fund with respect to these services are detailed in the Consolidated Statement of Operations.

Sub-Transfer Agent Fees. The Transfer Agent has retained Shareholder Services, Inc., a wholly-owned subsidiary of OFI (the “Sub-Transfer Agent”), to provide the day-to-day transfer agent and shareholder servicing of the Fund. Under the Sub-Transfer Agency Agreement, the Transfer Agent pays the Sub-Transfer Agent an annual fee in monthly installments, equal to a percentage of the transfer agent fee collected by the Transfer Agent from the Fund, which shall be calculated after any applicable fee waivers. The fee paid to the Sub-Transfer Agent is paid by the Transfer Agent, not by the Fund.

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

 

37      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

5. Fees and Other Transactions with Affiliates (Continued)

Service Plan for Class A Shares. The Fund has adopted a Service Plan (the “Plan”) for Class A shares under Rule 12b-1 of the Investment Company Act of 1940. Under the Plan, the Fund reimburses the Distributor for a portion of its costs incurred for services provided to accounts that hold Class A shares. Reimbursement is made periodically at an annual rate of up to 0.25% of the daily net assets of Class A shares of the Fund. The Distributor currently uses all of those fees to pay dealers, brokers, banks and other financial institutions periodically for providing personal service and maintenance of accounts of their customers that hold Class A shares. Any unreimbursed expenses the Distributor incurs with respect to Class A shares in any fiscal year cannot be recovered in subsequent periods. Fees incurred by the Fund under the Plan are detailed in the Consolidated Statement of Operations.

Distribution and Service Plans for Class B, Class C and Class N Shares. The Fund has adopted Distribution and Service Plans (the “Plans”) for Class B, Class C and Class N shares under Rule 12b-1 of the Investment Company Act of 1940 to compensate the Distributor for its services in connection with the distribution of those shares and servicing accounts. Under the Plans, the Fund pays the Distributor an annual asset-based sales charge of 0.75% on Class B and Class C shares daily net assets and 0.25% on Class N shares daily net assets. The Distributor also receives a service fee of 0.25% per year under each plan. If either the Class B, Class C or Class N plan is terminated by the Fund or by the shareholders of a class, the Board of Trustees and its independent trustees must determine whether the Distributor shall be entitled to payment from the Fund of all or a portion of the service fee and/or asset-based sales charge in respect to shares sold prior to the effective date of such termination. Fees incurred by the Fund under the Plans are detailed in the Consolidated Statement of Operations. The Distributor determines its uncompensated expenses under the Plans at calendar quarter ends. The Distributor’s aggregate uncompensated expenses under the Plans at December 31, 2013 were as follows:

 

Class B

       $3,347,705   

Class C

     5,763,455   

Class N

     707,920   

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

Year Ended    Class A
Front-End
Sales Charges
Retained by
Distributor
     Class A
Contingent
Deferred Sales
Charges
Retained by
Distributor
     Class B
Contingent
Deferred Sales
Charges
Retained by
Distributor
     Class C
Contingent
Deferred Sales
Charges
Retained by
Distributor
     Class N
Contingent
Deferred Sales
Charges
Retained by
Distributor
 

December 31, 2013

     $43,463         $410         $34,181         $4,274         $170   

 

38      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

5. Fees and Other Transactions with Affiliates (Continued)

Waivers and Reimbursements of Expenses. The Manager has contractually agreed to waive the Fund’s management fee in an amount equal to the management fee of the Subsidiary. During the year ended December 31, 2013, this waiver reduced the Fund’s management fee by $1,146,907.

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 IMMF. During the year ended December 31, 2013, the Manager waived fees and/or reimbursed the Fund $213,174 for IMMF management fees.

The Transfer Agent has voluntarily agreed to limit transfer and shareholder servicing agent fees for Classes B, C, N and Y shares to 0.35% of average annual net assets per class and for Class A shares to 0.30% of average annual net assets of the class.

During the year ended December 31, 2013, the Transfer Agent waived transfer and shareholder servicing agent fees as follows:

Class A

   $ 68,286   

Class B

     10,843   

Class C

     26,204   

Class N

     12,636   

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

 

 

6. Risk Exposures and the Use of Derivative Instruments

The Fund’s investment objectives not only permit the Fund to purchase investment securities, they also allow the Fund to enter into various types of derivatives contracts, including, but not limited to, futures contracts, forward 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.

Market Risk Factors. In accordance with its investment objectives, the Fund may use derivatives to increase or decrease its exposure to one or more of the following 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.

 

39      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

6. Risk Exposures and the Use of Derivative Instruments (Continued)

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

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.

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.

 

40      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

6. Risk Exposures and the Use of Derivative Instruments (Continued)

Futures Contracts

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. The net change in unrealized appreciation and depreciation is reported in the Consolidated Statement of Operations. Realized gains (losses) are reported in the Consolidated Statement of Operations at the closing or expiration of futures contracts.

The Fund has purchased futures contracts, which have values that are linked to the price movement of the related commodities, in order to increase exposure to commodity risk.

The Fund has sold futures contracts, which have values that are linked to the price movement of the related commodities, in order to decrease exposure to commodity risk.

During the year ended December 31, 2013, the Fund had an ending monthly average market value of $137,295,612 and $43,930,736 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.

Option Activity

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

 

41      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

6. Risk Exposures and the Use of Derivative Instruments (Continued)

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. 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.

The Fund has purchased put options on individual commodities to decrease exposure to commodity 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 commodities to increase exposure to commodity risk. A purchased call option becomes more valuable as the price of the underlying financial instrument appreciates relative to the strike price.

During the year ended December 31, 2013, the Fund had an ending monthly average market value of $384,630 and $333,008 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. Securities held in collateral accounts to cover potential obligations with respect to outstanding written options are noted in the 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 put options on individual commodities to increase exposure to commodity risk. A written put option becomes more valuable as the price of the underlying financial instrument appreciates relative to the strike price.

The Fund has written call options on individual commodities to decrease exposure to commodity risk. A written call option becomes more valuable as the price of the underlying financial instrument depreciates relative to the strike price.

During the year ended December 31, 2013, the Fund had an ending monthly average market value of $424,285 and $523,663 on written call options and written put options, respectively.

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

 

42      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

6. Risk Exposures and the Use of Derivative Instruments (Continued)

Written option activity for the year ended December 31, 2013 was as follows:

     Call Options      Put Options  
     

Number of    

Contracts    

     Amount of    
Premiums    
     Number of    
Contracts    
     Amount of    
Premiums    
 

Options outstanding as of December 31, 2012

     629          $ 124,415            92          $ 58,081       

Options written

     4,324            5,037,318            3,029            4,977,837        

Options closed or expired

     (2,878)             (1,782,532)             (985)             (1,402,015)       

Options exercised

     (1,825)             (3,153,057)             (1,686)             (2,904,167)       
  

 

 

 

Options outstanding as of December 31, 2013

     250          $ 226,144            450          $ 729,736      
  

 

 

 

Swap Contracts

The Fund may enter into swap contract agreements with a counterparty to exchange a series of cash flows based on either specified reference rates, 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 (“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. Daily changes in the value of cleared swaps are reported as variation margin receivable or payable on the Consolidated Statement of Assets and Liabilities. The values of OTC swap contracts are aggregated by positive and negative values and disclosed separately on the Consolidated Statement of Assets and Liabilities. 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. 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.

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.

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.

 

43      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

6. Risk Exposures and the Use of Derivative Instruments (Continued)

Total return swap contracts are exposed to the market risk factor of the specific underlying financial instrument or index. Total return swaps are less standard in structure than other types of swaps and can isolate and/or include multiple types of market risk factors including equity risk, credit risk, and interest rate risk.

The Fund has entered into total return swaps on various commodity indexes to increase exposure to commodity risk. These commodity risk related total return swaps require the Fund to pay a fixed or a floating reference interest rate, and an amount equal to the negative price movement of 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 index (expressed as a percentage) multiplied by the notional amount of the contract.

The Fund has entered into total return swaps on various commodity indexes to decrease exposure to commodity risk. These commodity risk related total return swaps require the Fund to pay an amount equal to the positive price movement of an index (expressed as a percentage) multiplied by the notional amount of the contract. The Fund will receive payments of a fixed or a floating reference interest rate and an amount equal to the negative price movement of the same index (expressed as a percentage) multiplied by the notional amount of the contract.

For the year ended December 31, 2013, the Fund had ending monthly average notional amounts of $13,461,538 and $101,923,077 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.

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.

 

44      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

6. Risk Exposures and the Use of Derivative Instruments (Continued)

As of December 31, 2013, the Fund has required certain counterparties to post collateral of $259,187.

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. 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 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 cleared swaps.

With respect to 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 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 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.

 

45      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    (Continued)

 
 

 

6. Risk Exposures and the Use of Derivative Instruments (Continued)

 

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.

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 as cash pledged as collateral. Non-cash collateral pledged by the Fund, if any, is noted in the 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.

The following table presents by counterparty the Fund’s OTC derivative liabilities net of the related collateral pledged by the Fund at December 31, 2013:

           Statement of Assets & Liabilities         
Counterparty    Gross Amount
of Liabilities in
the Statement
of Assets &
Liabilities*
    Financial
Instruments
Available for
Offset
     Financial
Instruments
Collateral
Pledged**
     Cash
Collateral
Pledged**
     Net Amount  

 

 

Canadian Imperial Bank of Commerce

   $ (901,824   $       $       $       $ (901,824

MacQuarie Bank Ltd.

     (120,146                             (120,146

Merrill Lynch Commodities, Inc.

     (633,147             633,147                   
  

 

 

 

Total

   $ (1,655,117   $       $ 633,147       $       $ (1,021,970
  

 

 

 

*OTC derivatives are reported gross on the Consolidated Statement of Assets and Liabilities. Exchange traded options and margin related to cleared swaps and futures are excluded from these reported amounts.

**Reported collateral pledged within this table is limited to the net outstanding amount due from the Fund. The securities pledged as collateral by the Fund as reported on the Consolidated Statement of Investments may exceed these amounts.

The following table presents the valuations of derivative instruments by risk exposure as reported within the Consolidated Statement of Assets and Liabilities as of December 31, 2013:

 

     Asset Derivatives     Liability Derivatives  
Derivatives Not
Accounted for as Hedging
Instruments
   Consolidated
Statement of
Assets and
Liabilities
Location
   Value     Consolidated
Statement of
Assets and
Liabilities
Location
   Value  

 

 

Commodity contracts

   Variation margin
receivable
   $ 526,877    Options written, at
value
   $ 721,028   

Commodity contracts

   Investments, at value      831,428 **    Swaps, at value      1,655,117   

Commodity contracts

        Variation margin
payable
     369,130
     

 

 

      

 

 

 

Total

      $ 1,358,305        $ 2,745,275  
     

 

 

      

 

 

 

 

46      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

6. Risk Exposures and the Use of Derivative Instruments (Continued)

*Includes only the current day’s variation margin. Prior variation margin movements have been reflected in cash on the Statement of Assets and Liabilities upon receipt or payment.

**Amounts relate to purchased option contracts and purchased swaption contracts.

The effect of derivative instruments on the Consolidated Statement of Operations is as follows:

 

Amount of Realized Gain or (Loss) Recognized on Derivatives  
Derivatives Not
Accounted for as
Hedging
Instruments
     Investments from
unaffiliated companies
(including premiums on
options  exercised)*
       Closing and
expiration of
option
contracts
written
       Closing and
expiration of
futures
contracts
       Swap
Positions
       Total  

Commodity contracts

     $ (488,947      $ 2,581,380         $ (4,025,784      $ 37,356         $ (1,895,995

*Includes purchased option contracts, purchased swaption contracts, written option contracts exercised and written swaption contracts exercised, if any.

 

Amount of Change in Unrealized Gain or (Loss) Recognized on Derivatives  
Derivatives Not
Accounted for as
Hedging
Instruments
     Investments*        Option
contracts
written
       Futures
contracts
       Swap
contracts
       Total  

Commodity contracts

     $ 402,528         $ 100,926         $ (4,898,960      $ (1,655,117      $ (6,050,623

*Includes purchased option contracts and purchased swaption contracts, if any.

 

 

7. Restricted Securities

As of December 31, 2013, 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.

 

 

8. Pending Litigation

Since 2009, seven class action lawsuits have been pending in the U.S. District Court for the District of Colorado against OppenheimerFunds, Inc. (“OFI”), OppenheimerFunds Distributor, Inc., the Fund’s principal underwriter and distributor (the “Distributor”), and certain funds (but not including the Fund) advised by OFI Global Asset Management, Inc. and distributed by the Distributor (the “Defendant Funds”). The lawsuits also name as defendants certain officers and current and former trustees of the respective Defendant Funds. The lawsuits raise claims under federal securities law and allege, among other things, that the disclosure documents of the respective Defendant Funds contained misrepresentations and omissions and that the respective Defendant Funds’ investment policies were not followed. The plaintiffs in these actions seek unspecified damages, equitable relief and awards of attorneys’ fees and

 

47      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS    Continued

 

 

 

8. Pending Litigation (Continued)

litigation expenses. The Defendant Funds’ Boards of Trustees have also engaged counsel to represent the Funds and the present and former Independent Trustees named in those suits. On August 26, 2013, the parties in six of these lawsuits executed a memorandum of understanding setting forth the terms of proposed settlements of those actions. The proposed settlements are subject to a variety of contingencies, including the execution of settlement agreements, which will require preliminary and final approval by the court. The proposed settlements do not resolve a seventh outstanding lawsuit relating to Oppenheimer California Municipal Fund.

Other class action and individual lawsuits have been filed since 2008 in various state and federal courts against OFI and certain of its affiliates by investors seeking to recover investments they allegedly lost as a result of the “Ponzi” scheme run by Bernard L. Madoff and his firm, Bernard L. Madoff Investment Securities, LLC (“BLMIS”). Plaintiffs in these suits allege that they suffered losses as a result of their investments in several funds managed by an affiliate of OFI and assert a variety of claims, including breach of fiduciary duty, fraud, negligent misrepresentation, unjust enrichment, and violation of federal and state securities laws and regulations, among others. They seek unspecified damages, equitable relief and awards of attorneys’ fees and litigation expenses. Neither the Distributor, nor any of the Oppenheimer mutual funds, their independent trustees or directors are named as defendants in these lawsuits. None of the Oppenheimer mutual funds invested in any funds or accounts managed by Madoff or BLMIS. On February 28, 2011, a stipulation of partial settlement of three groups of consolidated putative class action lawsuits relating to these matters was filed in the U.S. District Court for the Southern District of New York. On August 19, 2011, the court entered an order and final judgment approving the settlement as fair, reasonable and adequate. In September 2011, certain parties filed notices of appeal from the court’s order approving the settlement. The settlement does not resolve other outstanding lawsuits against OFI and its affiliates relating to BLMIS.

On April 16, 2010, a lawsuit was filed in New York state court against (i) OFI, (ii) an affiliate of OFI and (iii) AAArdvark IV Funding Limited (“AAArdvark IV”), an entity advised by OFI’s affiliate, in connection with investments made by the plaintiffs in AAArdvark IV. Plaintiffs allege breach of contract and common law fraud claims against the defendants and seek compensatory damages, costs and disbursements, including attorney fees. On April 11, 2013, the court granted defendants’ motion for summary judgment, dismissing plaintiffs’ fraud claim with prejudice and dismissing their contract claim without prejudice, and granted plaintiffs leave to replead their contract claim to assert a cause of action for specific performance within 30 days. On May 9, 2013, plaintiffs filed a notice of appeal from the court’s dismissal order. On January 7, 2014, the appellate court affirmed the trial court’s dismissal order. On July 15, 2011, a lawsuit was filed in New York state court against OFI, an affiliate of OFI and AAArdvark Funding Limited (“AAArdvark I”), an entity advised by OFI’s affiliate, in connection with investments made by the plaintiffs in AAArdvark I. The complaint alleges breach of contract and common law fraud claims against the defendants and seeks compensatory damages, costs and disbursements, including attorney fees. On November 9,

 

48      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

 

8. Pending Litigation (Continued)

2011, a lawsuit was filed in New York state court against OFI, an affiliate of OFI and AAArdvark XS Funding Limited (“AAArdvark XS”), an entity advised by OFI’s affiliate, in connection with investments made by the plaintiffs in AAArdvark XS. The complaint alleged breach of contract against the defendants and sought compensatory damages, costs and disbursements, including attorney fees. On November 8, 2013, the parties filed a stipulation of discontinuance dismissing the lawsuit with prejudice.

OFI believes the lawsuits and appeals described above are without legal merit and, with the exception of actions it has settled, is defending against them vigorously. While it is premature to render any opinion as to the outcome in these lawsuits, or whether any costs that the Defendant Funds may bear in defending the suits might not be reimbursed by insurance, OFI believes that these suits should not impair the ability of OFI or the Distributor to perform their respective duties to the Fund, and that the outcome of all of the suits together should not have any material effect on the operations of any of the Oppenheimer mutual funds.

 

49      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
 

 

 

The Board of Trustees and Shareholders of Oppenheimer Commodity Strategy Total Return Fund:

We have audited the accompanying consolidated statement of assets and liabilities of Oppenheimer Commodity Strategy Total Return Fund and subsidiary, including the consolidated statement of investments, as of December 31, 2013, and the related consolidated statement of operations for the year then ended, the consolidated statements of changes in net assets for each of the years in the two-year period then ended, and the consolidated financial highlights for each of the years or periods in the five-year period then ended. These consolidated financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these consolidated financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian, transfer agent and brokers, or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Oppenheimer Commodity Strategy Total Return Fund and subsidiary as of December 31, 2013, the results of their operations for the year then ended, the changes in their net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years or periods in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

As discussed in Note 1 to the consolidated financial statements, Oppenheimer Commodity Strategy Total Return Fund has elected to change its method of accounting for its investment in RAF Fund Ltd., a wholly-owned investment company.

KPMG LLP

Denver, Colorado

February 28, 2014

 

50      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

FEDERAL INCOME TAX INFORMATION    Unaudited

 

 

 

In early 2014, if applicable, shareholders of record received information regarding all dividends and distributions paid to them by the Fund during calendar year 2013.

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

 

51      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  BOARD APPROVAL OF THE FUND’S INVESTMENT
ADVISORY AND SUB-ADVISORY AGREEMENTS
Unaudited
 

 

 

The Fund has entered into an investment advisory agreement with OFI Global Asset Management, Inc. (“OFI Global” or the “Adviser”), a wholly-owned subsidiary of OppenheimerFunds, Inc. (“OFI” or the “Sub-Adviser”) (“OFI Global” and “OFI” together the “Managers”) and OFI Global has entered into a sub-advisory agreement with OFI whereby OFI provides investment sub-advisory services to the Fund (collectively, the “Agreements”). Each year, the Board of Trustees (the “Board”), including a majority of the independent Trustees, is required to determine whether to renew the Agreements. The Investment Company Act of 1940, as amended, requires that the Board request and evaluate, and that the Managers provide, such information as may be reasonably necessary to evaluate the terms of the Agreements. The Board employs an independent consultant to prepare a report that provides information, including comparative information that the Board requests for that purpose. In addition to in-person meetings focused on this evaluation, the Board receives information throughout the year regarding Fund services, fees, expenses and performance.

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

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

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

The Board also considered the quality of the services provided and the quality of the Managers’ resources that are available to the Fund. The Board took account of the fact that the Sub-Adviser has had over fifty years of experience as an investment adviser and that its assets under management rank it among the top mutual fund managers in the United States. The Board evaluated the Sub-Adviser’s advisory, administrative, accounting, legal, compliance

 

52      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


services and risk management, and information the Board has received regarding the experience and professional qualifications of the Managers’ key personnel and the size and functions of its staff. In its evaluation of the quality of the portfolio management services provided, the Board considered the experience of George Zivic and Christopher Proctor, the portfolio managers for the Fund, and the Sub-Adviser’s investment team and analysts. The Board members also considered the totality of their experiences with the Managers as directors or trustees of the Fund and other funds advised by the Managers. The Board considered information regarding the quality of services provided by affiliates of the Managers, which its members have become knowledgeable about in connection with the renewal of the Fund’s service agreements. The Board concluded, in light of the Managers’ experience, reputation, personnel, operations and resources that the Fund benefits from the services provided under the Agreement.

Investment Performance of the Manager, Sub-Adviser and the Fund. Throughout the year, the Manager and Sub-Adviser provided information on the investment performance of the Fund, including comparative performance information. The Board also reviewed information, prepared by the Manager and by the independent consultant, comparing the Fund’s historical performance to relevant market indices and to the performance of other retail commodities broad basket funds. The Board considered that Morningstar does not have a performance category for retail front-end load specialty diversified funds that, like the Fund, specialize in commodities. The Board also considered Management’s assertion that reviewing performance of the commodity-only portion of the Fund’s portfolio provides greater insight into the performance of the Fund with respect to active commodities management. The Board noted that the commodities-only portion of the Fund outperformed its benchmark in the second and fourth quarters of 2012 but underperformed its benchmark in the first and third quarters of 2012. The Board considered that the Fund underperformed its performance category median for the one-, three-, five- and ten-year periods.

Costs of Services by the Manager. The Board reviewed the fees paid to the Manager and the other expenses borne by the Fund. The Board noted that the Manager, not the Fund, pays the Sub-Adviser’s fee under the sub-advisory agreement. The independent consultant provided comparative data in regard to the fees and expenses of the Fund and other retail commodities broad basket funds with comparable asset levels and distribution features. The Board noted that the Fund’s contractual management fees, as well as its total expenses (after waivers), were lower than its respective peer group median and category median. Within the total asset range of $500 million to $1 billion, the Fund’s effective rate was higher than its peer group median and category median. The Board also noted that the Manager has contractually agreed to waive the management fee it receives from the Fund in an amount equal to the management fee paid to the Manager by its subsidiary, RAF Fund Ltd. This waiver will continue to be in effect so long as the Fund invests in the subsidiary and the Manager may not modify or terminate these limitations until one year after the date of the prospectus.

Economies of Scale and Profits Realized by the Adviser and Sub-Adviser. The Board considered information regarding the Managers’ costs in serving as the Fund’s investment adviser and sub-adviser, including the costs associated with the personnel and

 

53      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  BOARD APPROVAL OF THE FUND’S INVESTMENT
ADVISORY AND SUB-ADVISORY AGREEMENTS    
Unaudited / ontinued
 

systems necessary to manage the Fund, and information regarding the Managers’ profitability from their relationship with the Fund. The Board reviewed whether the Managers may realize economies of scale in managing and supporting the Fund. The Board noted that the Fund currently has management fee breakpoints, which are intended to share with Fund shareholders economies of scale that may exist as the Fund’s assets grow.

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

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

Based on its review of the information it received and its evaluations described above, the Board, including a majority of the independent Trustees, decided to continue the Agreements through August 31, 2014. In arriving at its decision, the Board did not identify any factor or factors as being more important than others, but considered all of the above information, and considered the terms and conditions of the Agreements, including the management fees, in light of all the surrounding circumstances.

 

54


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

 

 

The Fund has adopted Portfolio Proxy Voting Policies and Procedures under which the Fund votes proxies relating to securities (“portfolio proxies”) held by the Fund. A description of the Fund’s Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.CALL OPP (225.5677), (ii) on the Fund’s website at oppenheimerfunds.com, and (iii) on the SEC’s website at www.sec.gov. In addition, the Fund is required to file Form N-PX, with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Fund’s voting record is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.CALL OPP (225.5677), and (ii) in the Form N-PX filing on the SEC’s website at www.sec.gov.

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

Householding—Delivery of Shareholder Documents

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

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

 

55      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

TRUSTEES AND OFFICERS    Unaudited

 

 

Name, Position(s) Held with the Fund, Length of Service, Year of Birth    Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships Held; Number of Portfolios in the Fund Complex Currently Overseen

INDEPENDENT TRUSTEES

   The address of each Trustee in the chart below is 6803 S. Tucson Way, Centennial, Colorado 80112-3924. Each Trustee serves for an indefinite term, or until his or her resignation, retirement, death or removal.

Sam Freedman,

Chairman of the Board of Trustees (since 2013) and Trustee (since 1997)

Year of Birth: 1940

   Director of Colorado UpLIFT (charitable organization) (since September 1984). Mr. Freedman held several positions with the Sub-Adviser and with subsidiary or affiliated companies of the Sub-Adviser (until October 1994). Oversees 39 portfolios in the OppenheimerFunds complex. Mr. Freedman has served on the Boards of certain Oppenheimer funds since 1996, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

Edward L. Cameron,

Trustee (since 1999)

Year of Birth: 1938

   Member of The Life Guard of Mount Vernon (George Washington historical site) (June 2000-June 2006); Partner of PricewaterhouseCoopers LLP (accounting firm) (July 1974-June 1999); Chairman of Price Waterhouse LLP Global Investment Management Industry Services Group (accounting firm) (July 1994-June 1998). Oversees 39 portfolios in the OppenheimerFunds complex. Mr. Cameron has served on the Boards of certain Oppenheimer funds since 1999, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

Jon S. Fossel,

Trustee (since 1997)

Year of Birth: 1942

   Chairman of the Board (2006-December 2011) and Director (June 2002-December 2011) of UNUMProvident (insurance company); Director of Northwestern Energy Corp. (public utility corporation) (November 2004-December 2009); Director of P.R. Pharmaceuticals (October 1999-October 2003); Director of Rocky Mountain Elk Foundation (non-profit organization) (February 1998-February 2003 and February 2005-February 2007); Chairman and Director (until October 1996) and President and Chief Executive Officer (until October 1995) of the Sub-Adviser; President, Chief Executive Officer and Director of the following: Oppenheimer Acquisition Corp. (“OAC”) (parent holding company of the Sub-Adviser), Shareholders Services, Inc. and Shareholder Financial Services, Inc. (until October 1995). Oversees 39 portfolios in the OppenheimerFunds complex. Mr. Fossel has served on the Boards of certain Oppenheimer funds since 1990, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

Richard F. Grabish,

Trustee (since 2012)

Year of Birth: 1948

   Formerly Senior Vice President and Assistant Director of Sales and Marketing (March 1997-December 2007), Director (March 1987-December 2007) and Manager of Private Client Services (June 1985-June 2005) of A.G. Edwards & Sons, Inc. (broker/dealer and investment firm); Chairman and Chief Executive Officer of A.G. Edwards Trust Company, FSB (March 2001-December 2007); President and Vice Chairman of A.G. Edwards Trust Company, FSB (investment adviser) (April 1987-March 2001); President of A.G. Edwards Trust Company, FSB (investment adviser) (June 2005-December 2007). Oversees 39 portfolios in the OppenheimerFunds complex. Mr. Grabish has served on the Boards of certain Oppenheimer funds since 2001, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

 

56      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


Beverly L. Hamilton,

Trustee (since 2002)

Year of Birth: 1946

   Trustee of Monterey Institute for International Studies (educational organization) (since February 2000); Board Member of Middlebury College (educational organization) (December 2005-June 2011); Chairman (since 2010) of American Funds’ Emerging Markets Growth Fund, Inc. (mutual fund); Director of The California Endowment (philanthropic organization) (April 2002-April 2008); Director (February 2002-2005) and Chairman of Trustees (2006-2007) of the Community Hospital of Monterey Peninsula; Director (October 1991-2005); Vice Chairman (2006-2009) of American Funds’ Emerging Markets Growth Fund, Inc. (mutual fund); President of ARCO Investment Management Company (February 1991-April 2000); Member of the investment committees of The Rockefeller Foundation (2001-2006) and The University of Michigan (since 2000); Advisor at Credit Suisse First Boston’s Sprout venture capital unit (venture capital fund) (1994-January 2005); Trustee of MassMutual Institutional Funds (investment company) (1996-June 2004); Trustee of MML Series Investment Fund (investment company) (April 1989-June 2004); Member of the investment committee of Hartford Hospital (2000-2003); and Advisor to Unilever (Holland) pension fund (2000-2003). Oversees 39 portfolios in the OppenheimerFunds complex. Ms. Hamilton has served on the Boards of certain Oppenheimer funds since 2002, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

Victoria J. Herget,

Trustee (since 2012)

Year of Birth:1951

   Independent Director of the First American Funds (mutual fund family) (2003-2011); former Managing Director (1993-2001), Principal (1985-1993), Vice President (1978-1985) and Assistant Vice President (1973-1978) of Zurich Scudder Investments (and its predecessor firms); Board Chair (2008-Present) and Director (2004-Present), United Educators (insurance company); Trustee (1992-2007), Chair of the Board of Trustees (1999-2007), Investment Committee Chair (1994-1999) and Investment Committee member (2007-2010) of Wellesley College; Trustee (since 2000) and Chair (since 2010), Newberry Library; Trustee, Mather LifeWays (since 2001); Trustee, BoardSource (2006-2009) and Chicago City Day School (1994-2005). Oversees 39 portfolios in the OppenheimerFunds complex. Ms. Herget has served on the Boards of certain Oppenheimer funds since 2012, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

Robert J. Malone,

Trustee (since 2002)

Year of Birth: 1944

   Chairman of the Board (since 2012) and Director (since August 2005) of Jones International University (educational organization) (since August 2005); Chairman, Chief Executive Officer and Director of Steele Street Bank Trust (commercial banking) (since August 2003); Trustee of the Gallagher Family Foundation (non-profit organization) (since 2000); Board of Directors of Opera Colorado Foundation (non-profit organization) (2008-2012); Director of Colorado UpLIFT (charitable organization) (1986-2010); Director of Jones Knowledge, Inc. (2006-2010); Former Chairman of U.S. Bank-Colorado (subsidiary of U.S. Bancorp and formerly Colorado National Bank) (July 1996-April 1999); Director of Commercial Assets, Inc. (real estate investment trust) (1993-2000); Director of U.S. Exploration, Inc. (oil and gas exploration) (1997-February 2004); Chairman of the Board (1991-1994) and Trustee (1985-1994) of Regis University; and Chairman of the Board (1990-1991 and Trustee (1984-1999) of Young Presidents Organization. Oversees 39 portfolios in the OppenheimerFunds complex. Mr. Malone has served on the Boards of certain Oppenheimer funds since 2002, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

 

57      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

TRUSTEES AND OFFICERS    Unaudited / Continued

 

F. William Marshall, Jr.,

Trustee (since 2000)

Year of Birth: 1942

   Trustee Emeritus of Worcester Polytech Institute (WPI) (private university) (since 2009); Trustee of MassMutual Select Funds (formerly MassMutual Institutional Funds) (investment company) (since 1996), MML Series Investment Fund (investment company) (since 1996) and Mass Mutual Premier Funds (investment company) (since January 2012); President and Treasurer of the SIS Fund (private charitable fund) (January 1999 – March 2011); Former Trustee of WPI (1985-2008); Former Chairman of the Board (2004-2006) and Former Chairman of the Investment Committee of WPI (1994-2008); Chairman of SIS & Family Bank, F.S.B. (formerly SIS Bank) (commercial bank) (January 1999-July 1999); Executive Vice President of Peoples Heritage Financial Group, Inc. (commercial bank) (January 1999-July 1999); and Former President and Chief Executive Officer of SIS Bancorp. (1993-1999). Oversees 43 portfolios in the OppenheimerFunds complex. Mr. Marshall has served on the Boards of certain Oppenheimer funds since 2000, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

Karen L. Stuckey,

Trustee (since 2012)

Year of Birth: 1953

   Partner (1990-2012) of PricewaterhouseCoopers LLP (held various positions 1975-1990); Emeritus Trustee (since 2006), Trustee (1992-2006) and member of Executive, Nominating and Audit Committees and Chair of Finance Committee of Lehigh University; and member, Women’s Investment Management Forum since inception. Oversees 39 portfolios in the OppenheimerFunds complex. Ms. Stuckey has served on the Boards of certain Oppenheimer funds since 2012, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.

James D. Vaughn,

Trustee (since 2012)

Year of Birth: 1945

   Retired; former managing partner (1994-2001) of Denver office of Deloitte & Touche LLP, (held various positions 1969-1993); Trustee and Chairman of the Audit Committee of Schroder Funds (2003-2012); Board member and Chairman of Audit Committee of AMG National Trust Bank (since 2005); Trustee and Investment Committee member, University of South Dakota Foundation (since 1996); Board member, Audit Committee Member and past Board Chair, Junior Achievement (since 1993); former Board member, Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network. Oversees 39 portfolios in the OppenheimerFunds complex. Mr. Vaughn has served on the Boards of certain Oppenheimer funds since 2012, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Boards’ deliberations.
  
INTERESTED TRUSTEE AND OFFICER    Mr. Glavin is an “Interested Trustee” because he is affiliated with the Manager and the Sub-Adviser by virtue of his positions as an officer and director of the Manager and a director of the Sub-Adviser, and as a shareholder of the Sub-Adviser’s parent company. Both as a Trustee and as an officer, he serves for an indefinite term, or until his resignation, retirement, death or removal. Mr. Glavin’s address is Two World Financial Center, 225 Liberty Street, 11th Floor, New York, New York 10281-1008.

William F. Glavin, Jr.,

Trustee, President and Principal Executive Officer (since 2009)

Year of Birth: 1958

   Director, Chairman and Chief Executive Officer of the Manager (since January 2013); President of the Manager (January 2013-May 2013); Chairman of the Sub-Adviser (December 2009-December 2012); Chief Executive Officer (January 2009-December 2012) and Director of the Sub-Adviser (since January 2009); President of the Sub-Adviser (May 2009-December 2012); Management Director (since June 2009), President (since December 2009) and Chief Executive Officer (since January 2011) of Oppenheimer Acquisition Corp. (“OAC”) (the Sub-Adviser’s parent holding

 

58      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


William F. Glavin, Jr.,

(Continued)

   company); Director of Oppenheimer Real Asset Management, Inc. (since March 2010); Executive Vice President (March 2006-February 2009) and Chief Operating Officer (July 2007-February 2009) of Massachusetts Mutual Life Insurance Company (OAC’s parent company); Director (May 2004-March 2006) and Chief Operating Officer and Chief Compliance Officer (May 2004-January 2005), President (January 2005-March 2006) and Chief Executive Officer (June 2005-March 2006) of Babson Capital Management LLC; Director (March 2005-March 2006), President (May 2003-March 2006) and Chief Compliance Officer (July 2005-March 2006) of Babson Capital Securities, Inc. (a broker-dealer); President (May 2003-March 2006) of Babson Investment Company, Inc.; Director (May 2004-August 2006) of Babson Capital Europe Limited; Director (May 2004-October 2006) of Babson Capital Guernsey Limited; Director (May 2004-March 2006) of Babson Capital Management LLC; Non-Executive Director (March 2005-March 2007) of Baring Asset Management Limited; Director (February 2005-June 2006) Baring Pension Trustees Limited; Director and Treasurer (December 2003-November 2006) of Charter Oak Capital Management, Inc.; Director (May 2006-September 2006) of C.M. Benefit Insurance Company; Director (May 2008-June 2009) and Executive Vice President (June 2007-July 2009) of C.M. Life Insurance Company; President (March 2006-May 2007) of MassMutual Assignment Company; Director (January 2005-December 2006), Deputy Chairman (March 2005-December 2006) and President (February 2005-March 2005) of MassMutual Holdings (Bermuda) Limited; Director (May 2008-June 2009) and Executive Vice President (June 2007-July 2009) of MML Bay State Life Insurance Company; Chief Executive Officer and President (April 2007-January 2009) of MML Distributors, LLC; and Chairman (March 2006-December 2008) and Chief Executive Officer (May 2007-December 2008) of MML Investors Services, Inc. An officer of 90 portfolios in the OppenheimerFunds complex.
  

OTHER OFFICERS OF THE
FUND

   The addresses of the Officers in the chart below are as follows: for Messrs. Zivic, Gabinet and Ms. Nasta, Two World Financial Center, 225 Liberty Street, New York, New York 10281-1008, for Messrs. Proctor, Vandehey and Wixted, 6803 S. Tucson Way, Centennial, Colorado 80112-3924. Each Officer serves for an indefinite term or until his or her resignation, retirement, death or removal.

George Zivic,

Vice President (since 2013)

Year of Birth: 1969

   Senior Vice President and Team Leader, Commodities, of the Sub-Adviser (since April 2013). Prior to joining the Sub-Adviser, he was a founding partner and portfolio manager of Almanac Capital Management, LP, a commodity focused alternative investment firm, (2006-2013) and also 2004-2005). Director, Head of Commodity Allocations, Alternative Capital at Credit Suisse (in 2006), and Vice President, Structured Derivatives Group at Rabobank International (2003-2004), and Vice President of Commodity Trading at XL Capital (2001-2003). A portfolio manager and officer of in the OppenheimerFunds complex.

Christopher Proctor,

Vice President (since 2010)

Year of Birth: 1968

   Head of the Cash Strategies Team (since July 2013); Senior Vice President of the Sub-Adviser (since July 2013) and Senior Portfolio Manager of the Sub-Adviser (since January 2010). Vice President of the Sub-Adviser (August 2008-July 2013). Vice President at Calamos Asset Management (January 2007-March 2008) and Scudder-Kemper Investments (1999-2002). Managing Director and Co-Founder of Elmhurst Capital Management (June 2004-January 2007); Senior Manager of Research for Etrade Global Asset Management (2002-2004). A portfolio manager and officer of other portfolios in the OppenheimerFunds complex.

Arthur S. Gabinet,

Secretary (since 2011)

Year of Birth: 1958

   Executive Vice President, Secretary and General Counsel of the Manager (since January 2013); General Counsel OFI SteelPath, Inc. (since January 2013); Executive Vice President (May 2010-December 2012) and General Counsel (since January 2011) of the Sub-Adviser; General Counsel of the Distributor (since January 2011);

 

59      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


 

TRUSTEES AND OFFICERS    Unaudited / Continued

 

Arthur S. Gabinet,

(Continued)

   General Counsel of Centennial Asset Management Corporation (January 2011-December 2012); Executive Vice President (January 2011-December 2012) and General Counsel of HarbourView Asset Management Corporation (since January 2011); Assistant Secretary (since January 2011) and Director (since January 2011) of OppenheimerFunds International Ltd. and OppenheimerFunds plc; Director of Oppenheimer Real Asset Management, Inc. (January 2011-December 2012) and General Counsel (since January 2011); Executive Vice President (January 2011-December 2011) and General Counsel of Shareholder Financial Services, Inc. and Shareholder Services, Inc. (since January 2011); Executive Vice President (January 2011-December 2012) and General Counsel of OFI Private Investments Inc. (since January 2011); Vice President of OppenheimerFunds Legacy Program (January 2011-December 2011); Executive Vice President (January 2011-December 2012) and General Counsel of OFI Institutional Asset Management, Inc. (since January 2011); General Counsel, Asset Management of the Sub-Adviser (May 2010-December 2010); Principal, The Vanguard Group (November 2005-April 2010); District Administrator, U.S. Securities and Exchange Commission (January 2003-October 2005). An officer of 90 portfolios in the OppenheimerFunds complex.

Christina M. Nasta,

Vice President and Chief Business Officer (since 2011)

Year of Birth: 1973

   Senior Vice President of OppenheimerFunds Distributor, Inc. (since January 2013); Senior Vice President of the Sub-Adviser (July 2010-December 2012); Vice President of the Sub-Adviser (January 2003-July 2010); Vice President of OppenheimerFunds Distributor, Inc. (January 2003-July 2010). An officer of 90 portfolios in the OppenheimerFunds complex.

Mark S. Vandehey,

Vice President and Chief Compliance Officer (since 2004)

Year of Birth: 1950

   Senior Vice President and Chief Compliance Officer of the Manager (since January 2013); Chief Compliance Officer of OFI SteelPath, Inc. (since January 2013); Senior Vice President of the Sub-Adviser (March 2004-December 2012); Chief Compliance Officer of the Sub-Adviser, OppenheimerFunds Distributor, Inc., OFI Trust Company, OFI Institutional Asset Management, Inc., Oppenheimer Real Asset Management, Inc., OFI Private Investments, Inc., Harborview Asset Management Corporation, Trinity Investment Management Corporation, and Shareholder Services, Inc. (since March 2004); Vice President of OppenheimerFunds Distributor, Inc., Centennial Asset Management Corporation and Shareholder Services, Inc. (June 1983-December 2012). An officer of 90 portfolios in the OppenheimerFunds complex.

Brian W. Wixted,

Treasurer and Principal Financial & Accounting Officer (since 1999)

Year of Birth: 1959

   Senior Vice President of the Manager (since January 2013); Treasurer of the Sub-Adviser, HarbourView Asset Management Corporation, Shareholder Financial Services, Inc., Shareholder Services, Inc., and Oppenheimer Real Asset Management, Inc. (March 1999-June 2008), OFI Private Investments, Inc. (March 2000-June 2008), OppenheimerFunds International Ltd. and OppenheimerFunds plc (since May 2000), OFI Institutional Asset Management, Inc. (November 2000-June 2008), and OppenheimerFunds Legacy Program (charitable trust program established by the Sub-Adviser) (June 2003-December 2011); Treasurer and Chief Financial Officer of OFI Trust Company (since May 2000); Assistant Treasurer of Oppenheimer Acquisition Corporation (March 1999-June 2008). An officer of 90 portfolios in the OppenheimerFunds complex.

The Fund’s Statement of Additional Information contains additional information about the Fund’s Trustees and Officers is available without charge upon request, by calling 1.800.CALL OPP (225.5677).

 

60      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  OPPENHEIMER COMMODITY STRATEGY TOTAL
RETURN FUND
 

 

Manager

   OFI Global Asset Management, Inc.

Sub-Adviser

   OppenheimerFunds, Inc.

Distributor

   OppenheimerFunds Distributor, Inc.

Transfer and Shareholder

   OFI Global Asset Management, Inc.

Servicing Agent

  

Sub-Transfer Agent

  

Shareholder Services, Inc.

DBA OppenheimerFunds Services

Independent Registered

Public Accounting Firm

   KPMG LLP

Counsel

   K&L Gates LLP

© 2014 OppenheimerFunds, Inc. All rights reserved.

 

61      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


  PRIVACY POLICY NOTICE  

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

Information Sources

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

   

Applications or other forms

   

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

   

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

   

Your transactions with us, our affiliates or others

   

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

   

When you set up challenge questions to reset your password online

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

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

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

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

Protection of Information

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

Disclosure of Information

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

Right of Refusal

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

 

62      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


Internet Security and Encryption

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

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

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

   

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

   

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

   

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

Other Security Measures

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

How You Can Help

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

Who We Are

This joint notice describes the privacy policies of the Oppenheimer funds, OppenheimerFunds, Inc., and each of its investment adviser subsidiaries, OppenheimerFunds Distributor, Inc. and OFI Global Trust Co. It applies to all Oppenheimer fund accounts you presently have, or may open in the future, using your Social Security number—whether or not you remain a shareholder of our funds. This notice was last updated November 2013. In the event it is updated or changed, we will post an updated notice on our website at oppenheimerfunds.com. If you have any questions about these privacy policies, write to us at P.O. Box 5270, Denver, CO 80217-5270, email us by clicking on the Contact Us section of our website at oppenheimerfunds.com or call us at 1.800.CALL OPP (225.5677).

 

63      OPPENHEIMER COMMODITY STRATEGY TOTAL RETURN FUND


LOGO


Item 2.  Code of Ethics.

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

Item 3.  Audit Committee Financial Expert.

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

Item 4.  Principal Accountant Fees and Services.

 

(a) Audit Fees

The principal accountant for the audit of the registrant’s annual financial statements billed $43,000 in fiscal 2013 and $42,100 in fiscal 2012.

 

(b) Audit-Related Fees

The principal accountant for the audit of the registrant’s annual financial statements billed $1,500 in fiscal 2013 and no such fees in fiscal 2012.

The principal accountant for the audit of the registrant’s annual financial statements billed $697,965 in fiscal 2013 and $264,139 in fiscal 2012 to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

Such services include: Internal control reviews, GIPS attestation procedures, internal audit training, surprise exams, reorganization, and system conversion testing.

 

(c) Tax Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees in fiscal 2013 and no such fees in fiscal 2012.

The principal accountant for the audit of the registrant’s annual financial statements billed $581,620 in fiscal 2013 and $451,924 in fiscal 2012 to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.


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

 

(d) All Other Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees in fiscal 2013 and no such fees in fiscal 2012.

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees in fiscal 2013 and no such fees in fiscal 2012 to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

Such fees would include the cost to the principal accountant of attending audit committee meetings and consultations regarding the registrant’s retirement plan with respect to its Trustees.

 

(e) (1) During its regularly scheduled periodic meetings, the registrant’s audit committee will pre-approve all audit, audit-related, tax and other services to be provided by the principal accountants of the registrant.

The audit committee has delegated pre-approval authority to its Chairman for any subsequent new engagements that arise between regularly scheduled meeting dates provided that any fees such pre-approved are presented to the audit committee at its next regularly scheduled meeting.

Under applicable laws, pre-approval of non-audit services may be waived provided that: 1) the aggregate amount of all such services provided constitutes no more than five percent of the total amount of fees paid by the registrant to its principal accountant during the fiscal year in which services are provided 2) such services were not recognized by the registrant at the time of engagement as non-audit services and 3) such services are promptly brought to the attention of the audit committee of the registrant and approved prior to the completion of the audit.

(2) 0%

 

(f) Not applicable as less than 50%.

 

(g) The principal accountant for the audit of the registrant’s annual financial statements billed $1,281,085 in fiscal 2013 and $716,063 in fiscal 2012 to the registrant and the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant related to non-audit fees. Those billings did not include any prohibited non-audit services as defined by the Securities Exchange Act of 1934.


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

Item 5.  Audit Committee of Listed Registrants

Not applicable.

Item 6.  Schedule of Investments.

a) Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.

b) Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

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

None

Item 11.  Controls and Procedures.


Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c)) as of 12/31/2013, the registrant’s principal executive officer and principal financial officer found the registrant’s disclosure controls and procedures to provide reasonable assurances that information required to be disclosed by the registrant in the reports that it files under the Securities Exchange Act of 1934 (a) is accumulated and communicated to registrant’s management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure, and (b) is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the U.S. Securities and Exchange Commission.

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

Item 12   Exhibits.

 

(a) (1) Exhibit attached hereto.

(2) Exhibits attached hereto.

(3) Not applicable.

 

(b) Exhibit attached hereto.


SIGNATURES

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

Oppenheimer Commodity Strategy Total Return Fund

 

By:

 

/s/  William F. Glavin, Jr.

  William F. Glavin, Jr.
  Principal Executive Officer

Date:

  2/10/2014

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

 

By:

 

/s/  William F. Glavin, Jr.

  William F. Glavin, Jr.
  Principal Executive Officer

Date:

  2/10/2014

By:

 

/s/  Brian W. Wixted

  Brian W. Wixted
  Principal Financial Officer

Date:

  2/10/2014