nvcsr

TOP HOLDINGS AND ALLOCATIONS


Top Ten Common Stock Industries

Insurance	11.6	%
Oil, Gas & Consumable Fuels	9.9
Pharmaceuticals	9.6
Chemicals	6.5
Media	5.7
Food & Staples Retailing	5.4
Industrial Conglomerates	4.5
Beverages	4.1
Machinery	3.8
Multi-Utilities	3.5

Portfolio holdings and allocations are subject to change. Percentages are as of April 30, 2009, and are based on net assets.


Top Ten Common Stock Holdings

Lubrizol Corp. (The)	5.1	%
Everest Re Group Ltd.	4.9
Tyco International Ltd.	4.5
Molson Coors Brewing Co., Cl. B	4.1
Chevron Corp.	4.1
Assurant, Inc.	4.0
Merck & Co., Inc.	4.0
Kroger Co. (The)	3.9
Navistar International Corp.	3.8
PG&E Corp.	3.3

Portfolio holdings and allocations are subject to change. Percentages are as of April 30, 2009, and are based on net assets. For more current Fund holdings, please visit www.oppenheimerfunds.com.

8 | OPPENHEIMER SELECT VALUE FUND

FUND PERFORMANCE DISCUSSION

How has the Fund performed? Below is a discussion by OppenheimerFunds, Inc., of the Fund’s performance during its fiscal year ended April 30, 2009, followed by a graphical comparison of the Fund’s performance to an appropriate broad-based market index.

Management’s Discussion of Fund Performance. In the midst of a global financial crisis, the Fund’s Class A shares (without sales charge) returned –40.33% for the one-year period ended April 30, 2009, compared to the Russell 3000 Value Index, a benchmark for the Fund, which returned - -38.61%. Given the turbulent market environment, all sectors of the benchmark lost value over the reporting period, with consumer staples performing relatively better than all other sectors. The bulk of the Fund’s losses during the reporting period occurred in the last half of 2008, specifically between September and December 2008, during which time the equity markets were in free-fall. In the last quarter of the reporting period, the Fund’s Class A shares (without sales charge) returned to positive territory and in particular had a double-digit return in April 2009, signaling, in our opinion, a calming of the markets and a cautious optimism that the worst is behind us.

On a relative basis versus the benchmark, energy proved to be the Fund’s worst performer. Like most of the economy, the energy sector had a rough reporting period. The sector declined precipitously in value as the economy slowed. A few of the Fund’s holdings, including Devon Energy Corp. and Hess Corp., detracted from relative performance (we exited our position in Hess Corp.). The Fund’s underweighting of Exxon Mobil Corp. and Chevron Corp. hurt results versus the benchmark, as relatively speaking, those stocks performed better than most of their peers. Though energy was the primary driver of the Fund’s relative underperformance for the reporting period, the Fund’s holdings in the sector rebounded in the first four months of 2009 and outperformed the benchmark’s sector performance during that time span.

The Fund was underweight telecommunication services during the reporting period, which hurt relative Fund performance as this sector performed relatively better than others in the benchmark. Within the sector, the Fund’s underweight position of AT&T, Inc. detracted from relative results. The Fund was also underweight consumer staples for the reporting period, which hurt relative performance as this was the benchmark’s best performing sector. In terms of consumer discretionary, the Fund had a few holdings which accounted for the relative underperformance, namely media conglomerate Liberty Global, Inc., which it exited. From the start of the New Year through April 30, 2009, consumer discretionary holdings rebounded significantly for the Fund. We believe that this could be construed as a sign that the markets are pricing in renewed optimism that consumer discretionary stocks, hard hit by the recession, may now rebound as the economy and markets show signs of revival. The Fund underperformed the benchmark in utilities due to stock selection and its overweight to certain electric utilities stocks.

10 | OPPENHEIMER SELECT VALUE FUND

The Fund had relative outperformance versus the benchmark in the materials, information technology, health care and industrials sectors. During the reporting period, the returns of the Fund’s holdings in the materials sector outperformed the benchmark’s total return in the materials sector by approximately 20%. The performance of materials stocks greatly improved in the first four months of 2009, which we believe is another sign that the market’s gloomy outlook has been replaced by a certain degree of optimism that the recession may be ending sooner than expected. The Fund’s overweight to information technology stocks as well as stock selection within that sector benefited relative Fund performance. Information technology was one of the better performing sectors during the reporting period. In particular, the sector rebounded strongly in the first four months of 2009.

Health care stocks outperformed on a relative basis for the Fund. One of the Fund’s larger holdings during the reporting period, Schering-Plough Corp., had a strong reporting period and added to relative performance. We locked in our gains for the period and exited our position. Another pharmaceutical company, Wyeth, also outperformed for the Fund. Stock selection in industrials added to relative Fund performance. Overweight positions in Goodrich Corp., Tyco International Ltd., Navistar International Corp., QUALCOMM, Inc. and Apple, Inc. benefited Fund performance, as did exiting our position in Research in Motion Ltd. after it yielded positive returns for the Fund during the period.

Comparing the Fund’s performance to the Market. The graphs that follow show the performance of a hypothetical $10,000 investment in each class of shares of the Fund held until April 30, 2009. In the case of Class A shares, performance is measured from the inception of the Class on November 26, 2002. In the case of Class B, Class C, Class N and Class Y shares, performance is measured from the inception of each Class on February 27, 2004. The Fund’s performance reflects the deduction of the maximum initial sales charge on Class A shares, the applicable contingent deferred sales charge on Class B, Class C and Class N shares, and reinvestments of all dividends and capital gains distributions. Past performance cannot guarantee future results.

The Fund’s performance is compared to the Russell 3000 Value Index and the S&P 500 Index. The Russell 3000 Value Index is an unmanaged index of U.S. companies that measures the performance of those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values. The S&P 500 Index is an unmanaged index of equity securities that is a measure of the general domestic stock market. The indices are unmanaged and cannot be purchased directly by investors. Index performance reflects the reinvestment of income but does not consider the effect of transaction costs, and none of the data in the graphs shows the effect of taxes. While index comparisons may be useful to provide a benchmark for the Fund’s performance, it must be noted that the Fund’s investments are not limited to the investments in the index.

11 | OPPENHEIMER SELECT VALUE FUND

Class B Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

The 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. For performance data current to the most recent month end, visit us at www.oppenheimerfunds.com, or call us at 1.800.525.7048. 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 Class N shares, the contingent 1% deferred sales charge for the 1-year period. There is no sales charge for Class Y shares. See page 17 for further information.

13 | OPPENHEIMER SELECT VALUE FUND

Class N Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

15 | OPPENHEIMER SELECT VALUE FUND

FUND PERFORMANCE DISCUSSION

Class Y Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

16 | OPPENHEIMER SELECT VALUE FUND

NOTES

Total returns and the ending account values in the graphs include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns shown do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

Investors should consider the Fund’s investment objectives, risks and other charges and expenses carefully before investing. The Fund’s prospectus contains this and other information about the Fund, and may be obtained by asking your financial advisor, calling us at 1.800.525.7048 or visiting our website at www.oppenheimerfunds.com. Read the prospectus carefully before investing.

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.

Class A shares of the Fund were first offered on 11/26/02. Unless otherwise noted, Class A returns include the current maximum initial sales charge of 5.75%.

Class B shares of the Fund were first publicly offered on 2/27/04. Unless otherwise noted, Class B returns include the applicable contingent deferred sales charge of 5% (1-year) and 2% (5-year) Class B shares are subject to an annual 0.75% asset-based sales charge.

Class C shares of the Fund were first publicly offered on 2/27/04. Unless otherwise noted, Class C returns include the contingent deferred sales charge of 1% for the 1-year period. Class C shares are subject to an annual 0.75% asset-based sales charge.

Class N shares of the Fund were first publicly offered on 2/27/04. Class N shares are offered only through retirement plans. Unless otherwise noted, Class N returns include the contingent deferred sales charge of 1% for the 1-year period Class N shares are subject to an annual 0.25% asset-based sales charge.

17 | OPPENHEIMER SELECT VALUE 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 redemption fees (if applicable); 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 April 30, 2009.

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

19 | OPPENHEIMER SELECT VALUE FUND

FUND EXPENSES Continued

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.


	Beginning		Ending		Expenses
	Account		Account		Paid During
	Value		Value		6 Months Ended
	November 1, 2008		April 30, 2009		April 30, 2009

Actual
Class A	$	1,000.00	$	942.00	$	6.72
Class B		1,000.00		938.30		10.78
Class C		1,000.00		938.90		10.54
Class N		1,000.00		941.20		7.93
Class Y		1,000.00		944.20		5.12

Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.90		6.98
Class B		1,000.00		1,013.74		11.20
Class C		1,000.00		1,013.98		10.94
Class N		1,000.00		1,016.66		8.23
Class Y		1,000.00		1,019.54		5.32

Expenses are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Those annualized expense ratios, excluding indirect expenses from affiliated fund, based on the 6-month period ended April 30, 2009 are as follows:


Class	Expense Ratios

Class A		1.39	%
Class B		2.23
Class C		2.18
Class N		1.64
Class Y		1.06

The expense ratios reflect reduction to custodian expenses and voluntary waivers or reimbursements of expenses by the Fund’s Manager and Transfer Agent that can be terminated at any time, without advance notice. 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.

20 | OPPENHEIMER SELECT VALUE FUND

STATEMENT OF INVESTMENTS April 30, 2009


	Shares		Value

Common Stocks—94.7%
Consumer Discretionary—9.8%
Auto Components—1.5%
Goodyear Tire & Rubber Co. (The)¹		416,710	$	4,579,643
Hotels, Restaurants & Leisure—1.0%
Scientific Games Corp., Cl. A¹		177,440		3,103,426
Media—5.7%
Cablevision Systems Corp. New York Group, Cl. A		290,390		4,983,092
Cinemark Holdings, Inc.		409,132		3,641,275
News Corp., Inc., Cl. A		579,400		4,785,844
Time Warner Cable, Inc.		103,350		3,330,968

				16,741,179
Specialty Retail—1.1%
Bed Bath & Beyond, Inc.¹		110,000		3,346,200
Textiles, Apparel & Luxury Goods—0.5%
Phillips/Van Heusen Corp.		48,500		1,407,955
Consumer Staples—11.8%
Beverages—4.1%
Molson Coors Brewing Co., Cl. B		319,200		12,209,400
Food & Staples Retailing—5.4%
Kroger Co. (The)		539,140		11,656,207
Walgreen Co.		134,300		4,221,049

				15,877,256
Food Products—1.4%
Campbell Soup Co.		161,680		4,158,410
Tobacco—0.9%
Lorillard, Inc.		41,730		2,634,415
Energy—9.9%
Oil, Gas & Consumable Fuels—9.9%
Apache Corp.		70,900		5,165,774
Capital Product Partners LP		338,140		3,026,353
Chevron Corp.		182,660		12,073,826
Devon Energy Corp.		98,450		5,104,633
Exxon Mobil Corp.		61,200		4,080,204

				29,450,790
Financials—17.2%
Capital Markets—1.6%
Goldman Sachs Group, Inc. (The)		25,000		3,212,500
Morgan Stanley		64,500		1,524,780

				4,737,280

Commercial Banks—0.5%
KeyCorp		119,800		736,770
SunTrust Banks, Inc.		49,500		714,780

				1,451,550

Consumer Finance—2.5%
SLM Corp.¹		1,512,800		7,306,824
Diversified Financial Services—1.0%
Bank of America Corp.		171,500		1,531,495
JPMorgan Chase & Co.		44,610		1,472,130

				3,003,625
Insurance—11.6%
Assurant, Inc.		489,980		11,975,111
Everest Re Group Ltd.		196,440		14,662,282
MetLife, Inc.		165,900		4,935,525
National Financial Partners Corp.		417,880		2,950,233

				34,523,151

Health Care—15.2%
Health Care Equipment & Supplies—2.5%
Covidien Ltd.		226,200		7,460,076
Health Care Providers & Services—3.1%
Aetna, Inc.		417,200		9,182,572
Pharmaceuticals—9.6%
Abbott Laboratories		88,400		3,699,540
Medicines Co. (The)¹		120,700		1,204,586
Merck & Co., Inc.		489,200		11,858,208
Pfizer, Inc.		305,600		4,082,816
Wyeth		180,740		7,663,376

				28,508,526
Industrials—12.4%
Aerospace & Defense—0.6%
Goodrich Corp.		38,040		1,684,411

F1 | OPPENHEIMER SELECT VALUE FUND

STATEMENT OF INVESTMENTS Continued


	Shares			Value

Building Products—1.0%
Owens Corning, Inc.¹		164,300		$	2,940,970
Industrial Conglomerates—4.5%
Tyco International Ltd.		563,570			13,390,423
Machinery—3.8%
Navistar International Corp.¹		295,369			11,164,948
Trading Companies & Distributors—2.5%
Aircastle Ltd.		353,200			2,331,120
Genesis Lease Ltd., ADS		1,267,053			5,169,576

					7,500,696

Information Technology—3.0%
Communications Equipment—1.0%
QUALCOMM, Inc.²		66,870			2,829,938
Computers & Peripherals—1.0%
Apple, Inc.¹		23,800			2,994,754
Internet Software & Services—1.0%
Google, Inc., Cl. A¹		7,650			3,029,171
Materials—7.5%
Chemicals—6.5%
Lubrizol Corp. (The)		346,480			14,974,866
Potash Corp. of Saskatchewan, Inc.		49,400			4,272,606

					19,247,472

Metals & Mining—1.0%
AK Steel Holding Corp.		217,920			2,835,139
Telecommunication Services—2.0%
Diversified Telecommunication Services—2.0%
AT&T, Inc.		232,530			5,957,419

Utilities—5.9%
Electric Utilities—2.4%
Exelon Corp.		152,590			7,038,977
Multi-Utilities—3.5%
CMS Energy Corp.		61,300			736,826
PG&E Corp.		261,600			9,710,592

					10,447,418


Total Common Stocks (Cost $317,698,810)					280,744,014

Preferred Stocks—2.8%
Petroleo Brasileiro SA, Sponsored ADR, Preference (Cost $11,183,178)		311,250			8,397,525

Investment Company—7.0%
Oppenheimer Institutional Money Market Fund, Cl. E, 0.70%^3,4 (Cost $20,653,287)		20,653,287			20,653,287
Total Investments, at Value (Cost $349,535,275)		104.5	%		309,794,826
Liabilities in Excess of Other Assets		(4.5	)		(13,328,610	)


Net Assets		100.0	%	$	296,466,216

F2 | OPPENHEIMER SELECT VALUE FUND

Footnotes to Statement of Investments


1.		Non-income producing security.

2.		A sufficient amount of liquid assets has been designated to cover outstanding written put options. See Note 5 of accompanying Notes.

3.		Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended April 30, 2009, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows:

Shares

April 30,

Gross

April 30,

2008

Additions

Reductions

2009

Oppenheimer Institutional Money Market Fund, Cl. E

12,566,660

324,969,957

316,883,330

20,653,287


	Value		Income

Oppenheimer Institutional Money Market Fund, Cl. E	$	20,653,287	$	217,476


4.		Rate shown is the 7-day yield as of April 30, 2009.

Valuation Inputs

Various data inputs are used in determining the value of each of the Fund’s investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards:

	1)		Level 1—quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange)

	2)		Level 2—inputs other than quoted prices that are observable for the asset (such as quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.)

	3)		Level 3—unobservable inputs (including the Manager’s own judgments about assumptions that market participants would use in pricing the asset).

The market value of the Fund’s investments was determined based on the following inputs as of April 30, 2009:


	Investments		Other Financial
Valuation Description	in Securities		Instruments*

Level 1—Quoted Prices	$	309,794,826	$	(63,505	)
Level 2—Other Significant Observable Inputs		—		—
Level 3—Significant Unobservable Inputs		—		—

Total	$	309,794,826	$	(63,505	)


*		Other financial instruments include options written, currency contracts, futures, forwards and swap contracts. Currency contracts and forwards are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. Futures are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. Options written and swaps are reported at their market value at measurement date.

See the accompanying Notes for further discussion of the methods used in determining value of the Fund’s investments, and a summary of changes to the valuation techniques, if any, during the reporting period.

Written Options as of April 30, 2009 are as follows:

Number of

Exercise

Expiration

Premiums

Description

Type

Contracts

Price

Date

Received

Value

Aetna, Inc.

Put

977

17.50

7/20/09

129,159

(63,505

)

See accompanying Notes to Financial Statements.

F3 | OPPENHEIMER SELECT VALUE FUND

STATEMENT OF ASSETS AND LIABILITIES April 30, 2009


Assets
Investments, at value—see accompanying statement of investments:
Unaffiliated companies (cost $328,881,988)	$	289,141,539
Affiliated companies (cost $20,653,287)		20,653,287

		309,794,826
Cash		6,024
Receivables and other assets:
Investments sold		21,902,869
Dividends		706,854
Shares of beneficial interest sold		82,170
Other		13,615

Total assets		332,506,358

Liabilities
Options written, at value (premiums received $129,159)		63,505
Payables and other liabilities:
Investments purchased		34,577,221
Shares of beneficial interest redeemed		1,149,458
Transfer and shareholder servicing agent fees		86,160
Distribution and service plan fees		57,770
Shareholder communications		37,220
Trustees’ compensation		30,538
Other		38,270

Total liabilities		36,040,142

Net Assets	$	296,466,216


Composition of Net Assets
Par value of shares of beneficial interest	$	28,542
Additional paid-in capital		643,099,316
Accumulated net investment income		1,558,025
Accumulated net realized loss on investments and foreign currency transactions		(308,544,872	)
Net unrealized depreciation on investments		(39,674,795	)


Net Assets	$	296,466,216

F4 | OPPENHEIMER SELECT VALUE FUND


Net Asset Value Per Share

Class A Shares:
Net asset value and redemption price per share (based on net assets of $194,936,805 and 18,665,779 shares of beneficial interest outstanding)	$	10.44
Maximum offering price per share (net asset value plus sales charge of 5.75% of offering price)	$	11.08

Class B Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $18,270,307 and 1,785,180 shares of beneficial interest outstanding)	$	10.23

Class C Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $56,636,417 and 5,526,394 shares of beneficial interest outstanding)	$	10.25

Class N Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $18,998,728 and 1,836,494 shares of beneficial interest outstanding)	$	10.35

Class Y Shares:
Net asset value, redemption price and offering price per share (based on net assets of $7,623,959 and 727,794 shares of beneficial interest outstanding)	$	10.48

See accompanying Notes to Financial Statements.

F5 | OPPENHEIMER SELECT VALUE FUND

STATEMENT OF OPERATIONS For the Year Ended April 30, 2009


Investment Income
Dividends:
Unaffiliated companies (net of foreign withholding taxes of $68,054)	$	11,186,592
Affiliated companies		217,476
Interest		8,360
Other income		5,794

Total investment income		11,418,222

Expenses
Management fees		3,256,248
Distribution and service plan fees:
Class A		712,515
Class B		254,971
Class C		824,081
Class N		109,708
Transfer and shareholder servicing agent fees:
Class A		765,878
Class B		114,186
Class C		254,558
Class N		94,105
Class Y		77,027
Shareholder communications:
Class A		53,552
Class B		16,822
Class C		21,573
Class N		4,475
Class Y		5,567
Trustees’ compensation		19,729
Custodian fees and expenses		5,614
Other		69,907

Total expenses		6,660,516
Less reduction to custodian expenses		(1,084	)
Less waivers and reimbursements of expenses		(153,776	)

Net expenses		6,505,656

Net Investment Income		4,912,566

F6 | OPPENHEIMER SELECT VALUE FUND

STATEMENTS OF CHANGES IN NET ASSETS


Year Ended April 30,	2009			2008

Operations
Net investment income	$	4,912,566		$	5,113,505
Net realized loss		(227,787,260	)		(71,255,789	)
Net change in unrealized appreciation (depreciation)		(58,867,023	)		(15,745,387	)

Net decrease in net assets resulting from operations		(281,741,717	)		(81,887,671	)

Dividends and/or Distributions to Shareholders
Dividends from net investment income:
Class A		(3,996,240	)		(2,420,947	)
Class B		(79,174	)		—
Class C		(341,190	)		(117,183	)
Class N		(281,257	)		(76,861	)
Class Y		(1,638,719	)		(140,578	)

		(6,336,580	)		(2,755,569	)

Distributions from net realized gain:
Class A		—			(13,212,436	)
Class B		—			(1,247,377	)
Class C		—			(3,742,464	)
Class N		—			(591,818	)
Class Y		—			(532,993	)

		—			(19,327,088	)

Beneficial Interest Transactions
Net increase (decrease) in net assets resulting from beneficial interest transactions:
Class A		(64,736,390	)		300,244,055
Class B		(5,608,627	)		15,087,002
Class C		(19,904,786	)		92,899,241
Class N		4,498,857			20,544,925
Class Y		20,798,504			16,258,300

		(64,952,442	)		445,033,523

Net Assets
Total increase (decrease)		(353,030,739	)		341,063,195
Beginning of period		649,496,955			308,433,760


End of period (including accumulated net investment income of $1,558,025 and $2,625,514, respectively)	$	296,466,216		$	649,496,955

See accompanying Notes to Financial Statements.

F8 | OPPENHEIMER SELECT VALUE FUND

FINANCIAL HIGHLIGHTS


Class A Year Ended April 30,	2009			2008			2007			2006			2005

Per Share Operating Data
Net asset value, beginning of period	$	17.84		$	20.44		$	17.06		$	14.88		$	13.52

Income (loss) from investment operations:
Net investment income¹		.17			.21			.13	²		.09			.04
Net realized and unrealized gain (loss)		(7.38	)		(2.16	)		3.80			2.69			1.84

Total from investment operations		(7.21	)		(1.95	)		3.93			2.78			1.88

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.19	)		(.10	)		(.09	)		(.03	)		—
Distributions from net realized gain		—			(.55	)		(.46	)		(.57	)		(.52	)

Total dividends and/or distributions to shareholders		(.19	)		(.65	)		(.55	)		(.60	)		(.52	)


Net asset value, end of period	$	10.44		$	17.84		$	20.44		$	17.06		$	14.88


Total Return, at Net Asset Value³		(40.33	)%		(9.70	)%		23.29	%		18.92	%		13.89	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	194,937		$	436,757		$	208,402		$	73,716		$	12,842

Average net assets (in thousands)	$	287,473		$	389,036		$	121,668		$	34,760		$	11,568

Ratios to average net assets:⁴
Net investment income		1.29	%		1.10	%		0.70	%²		0.56	%		0.27	%
Total expenses		1.28	%⁵		1.16	%⁵		1.20	%⁵		1.30	%		1.35	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		1.27	%		1.16	%		1.20	%		1.30	%		1.33	%

Portfolio turnover rate		194	%		138	%		107	%		79	%		85	%


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

2.		Net investment income per share and the net investment income ratio include $.05 and 0.28%, respectively, resulting from a special dividend from Ashland, Inc. in October 2006.

3.		Assumes an investment at net asset value 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 return. 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.

4.		Annualized for periods less than one full year.

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


Year Ended April 30, 2009	1.28	%
Year Ended April 30, 2008	1.16	%
Year Ended April 30, 2007	1.20	%

See accompanying Notes to Financial Statements.

F9 | OPPENHEIMER SELECT VALUE FUND

FINANCIAL HIGHLIGHTS Continued


Class B Year Ended April 30,	2009			2008			2007			2006			2005

Per Share Operating Data
Net asset value, beginning of period	$	17.37		$	19.99		$	16.75		$	14.73		$	13.51

Income (loss) from investment operations:
Net investment income (loss)¹		.06			.04			(.03	)²		(.06	)		(.09	)
Net realized and unrealized gain (loss)		(7.16	)		(2.11	)		3.73			2.65			1.83

Total from investment operations		(7.10	)		(2.07	)		3.70			2.59			1.74

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.04	)		—			—			—			—
Distributions from net realized gain		—			(.55	)		(.46	)		(.57	)		(.52	)

Total dividends and/or distributions to shareholders		(.04	)		(.55	)		(.46	)		(.57	)		(.52	)


Net asset value, end of period	$	10.23		$	17.37		$	19.99		$	16.75		$	14.73


Total Return, at Net Asset Value³		(40.85	)%		(10.51	)%		22.27	%		17.79	%		12.85	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	18,270		$	39,163		$	30,500		$	13,040		$	2,121

Average net assets (in thousands)	$	25,561		$	39,218		$	19,762		$	5,924		$	948

Ratios to average net assets:⁴
Net investment income (loss)		0.44	%		0.20	%		(0.16	)%²		(0.39	)%		(0.65	)%
Total expenses		2.26	%⁵		2.03	%⁵		2.07	%⁵		2.27	%		2.73	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		2.13	%		2.03	%		2.07	%		2.24	%		2.25	%

Portfolio turnover rate		194	%		138	%		107	%		79	%		85	%


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

2.		Net investment income per share and the net investment income ratio include $.05 and 0.28%, respectively, resulting from a special dividend from Ashland, Inc. in October 2006.

3.		Assumes an investment at net asset value 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 return. 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.

4.		Annualized for periods less than one full year.

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


Year Ended April 30, 2009	2.26	%
Year Ended April 30, 2008	2.03	%
Year Ended April 30, 2007	2.07	%

See accompanying Notes to Financial Statements.

F10 | OPPENHEIMER SELECT VALUE FUND


Class C Year Ended April 30,	2009			2008			2007			2006			2005

Per Share Operating Data
Net asset value, beginning of period	$	17.40		$	20.03		$	16.77		$	14.73		$	13.52

Income (loss) from investment operations:
Net investment income (loss)¹		.06			.06			(.01	)²		(.04	)		(.10	)
Net realized and unrealized gain (loss)		(7.16	)		(2.12	)		3.73			2.65			1.83

Total from investment operations		(7.10	)		(2.06	)		3.72			2.61			1.73

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.05	)		(.02	)		—	³		—			—
Distributions from net realized gain		—			(.55	)		(.46	)		(.57	)		(.52	)

Total dividends and/or distributions to shareholders		(.05	)		(.57	)		(.46	)		(.57	)		(.52	)


Net asset value, end of period	$	10.25		$	17.40		$	20.03		$	16.77		$	14.73


Total Return, at Net Asset Value⁴		(40.75	)%		(10.45	)%		22.38	%		17.93	%		12.77	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	56,636		$	127,070		$	54,058		$	19,090		$	4,439

Average net assets (in thousands)	$	82,391		$	105,695		$	31,599		$	9,872		$	2,155

Ratios to average net assets:⁵
Net investment income (loss)		0.51	%		0.35	%		(0.08	)%²		(0.27	)%		(0.66	)%
Total expenses		2.08	%⁶		1.94	%⁶		1.99	%⁶		2.13	%		2.47	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		2.04	%		1.94	%		1.99	%		2.13	%		2.25	%

Portfolio turnover rate		194	%		138	%		107	%		79	%		85	%


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

2.		Net investment income per share and the net investment income ratio include $.05 and 0.28%, respectively, resulting from a special dividend from Ashland, Inc. in October 2006.

3.		Less than $0.005 per share.

4.		Assumes an investment at net asset value 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 return. 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 April 30, 2009	2.08	%
Year Ended April 30, 2008	1.94	%
Year Ended April 30, 2007	1.99	%

See accompanying Notes to Financial Statements.

F11 | OPPENHEIMER SELECT VALUE FUND

FINANCIAL HIGHLIGHTS Continued


Class N Year Ended April 30,	2009			2008			2007			2006			2005

Per Share Operating Data
Net asset value, beginning of period	$	17.67		$	20.29		$	16.96		$	14.81		$	13.52

Income (loss) from investment operations:
Net investment income (loss)¹		.13			.16			.08	²		.04			(.02	)
Net realized and unrealized gain (loss)		(7.29	)		(2.16	)		3.78			2.68			1.83

Total from investment operations		(7.16	)		(2.00	)		3.86			2.72			1.81

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.16	)		(.07	)		(.07	)		—			—
Distributions from net realized gain		—			(.55	)		(.46	)		(.57	)		(.52	)

Total dividends and/or distributions to shareholders		(.16	)		(.62	)		(.53	)		(.57	)		(.52	)


Net asset value, end of period	$	10.35		$	17.67		$	20.29		$	16.96		$	14.81


Total Return, at Net Asset Value³		(40.45	)%		(10.01	)%		22.98	%		18.58	%		13.37	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	18,999		$	27,334		$	9,542		$	2,701		$	763

Average net assets (in thousands)	$	21,963		$	18,182		$	5,150		$	1,289		$	438

Ratios to average net assets:⁴
Net investment income (loss)		1.06	%		0.87	%		0.45	%²		0.24	%		(0.13	)%
Total expenses		1.70	%⁵		1.47	%⁵		1.47	%⁵		1.63	%		1.79	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		1.60	%		1.47	%		1.46	%		1.63	%		1.74	%

Portfolio turnover rate		194	%		138	%		107	%		79	%		85	%


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

2.		Net investment income per share and the net investment income ratio include $.05 and 0.28%, respectively, resulting from a special dividend from Ashland, Inc. in October 2006.

3.		Assumes an investment at net asset value 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 return. 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.

4.		Annualized for periods less than one full year.

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


Year Ended April 30, 2009	1.70	%
Year Ended April 30, 2008	1.47	%
Year Ended April 30, 2007	1.47	%

See accompanying Notes to Financial Statements.

F12 | OPPENHEIMER SELECT VALUE FUND


Class Y Year Ended April 30,	2009			2008			2007			2006			2005

Per Share Operating Data
Net asset value, beginning of period	$	17.97		$	20.57		$	17.13		$	14.91		$	13.53

Income (loss) from investment operations:
Net investment income¹		.18			.28			.21	²		.14			.06
Net realized and unrealized gain (loss)		(7.41	)		(2.18	)		3.84			2.71			1.84

Total from investment operations		(7.23	)		(1.90	)		4.05			2.85			1.90

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.26	)		(.15	)		(.15	)		(.06	)		—
Distributions from net realized gain		—			(.55	)		(.46	)		(.57	)		(.52	)

Total dividends and/or distributions to shareholders		(.26	)		(.70	)		(.61	)		(.63	)		(.52	)


Net asset value, end of period	$	10.48		$	17.97		$	20.57		$	17.13		$	14.91


Total Return, at Net Asset Value³		(40.10	)%		(9.44	)%		23.88	%		19.36	%		14.03	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	7,624		$	19,173		$	5,932		$	1,859		$	392

Average net assets (in thousands)	$	30,650		$	14,768		$	2,577		$	968		$	175

Ratios to average net assets:⁴
Net investment income		1.47	%		1.49	%		1.15	%²		0.89	%		0.42	%
Total expenses		1.02	%⁵		0.83	%⁵		0.77	%⁵		0.97	%		1.18	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		0.96	%		0.83	%		0.77	%		0.97	%		1.18	%

Portfolio turnover rate		194	%		138	%		107	%		79	%		85	%


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

2.		Net investment income per share and the net investment income ratio include $.05 and 0.28%, respectively, resulting from a special dividend from Ashland, Inc. in October 2006.

3.		Assumes an investment at net asset value 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 return. 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.

4.		Annualized for periods less than one full year.

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


Year Ended April 30, 2009	1.02	%
Year Ended April 30, 2008	0.83	%
Year Ended April 30, 2007	0.77	%

See accompanying Notes to Financial Statements.

F13 | OPPENHEIMER SELECT VALUE FUND

NOTES TO FINANCIAL STATEMENTS

1. Significant Accounting Policies

Oppenheimer Select Value Fund (the “Fund”), is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The Fund’s investment objective is to seek long-term capital appreciation. The Fund’s investment adviser is OppenheimerFunds, Inc. (the “Manager”).

The Fund offers Class A, Class B, Class C, Class N and Class Y shares. Class A shares are sold at their offering price, which is normally net asset value plus a front-end sales charge. Class B, Class C and Class N shares are sold without a front-end sales charge but may be subject to a contingent deferred sales charge (“CDSC”). Class N shares are sold only through retirement plans. Retirement plans that offer Class N shares may impose charges on those accounts. Class Y shares are sold to certain institutional investors without either a front-end sales charge or a CDSC, however, the institutional investor may impose charges on those accounts. 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 have separate distribution and/or service plans. No such plan has been adopted for Class Y shares. Class B shares will automatically convert to Class A shares 72 months after the date of purchase.

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

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.

Effective for fiscal periods beginning after November 15, 2007, FASB Statement of Financial Accounting Standards No. 157, Fair Value Measurements, establishes a hierarchy for measuring fair value of assets and liabilities. As required by the standard, 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. Quoted prices in active markets for identical securities are classified as “Level 1,” inputs other than quoted prices for an asset that are observable are classified as “Level 2” and unobservable inputs, including the Manager’s judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as “Level 3.” The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. A table summarizing the Fund’s investments under these levels of classification is included following the Statement of Investments.

Securities are valued using quoted market prices, when available, as supplied primarily either by portfolio pricing services approved by the Board of Trustees or dealers. These securities are typically classified within Level 1 or 2; however, they may be designated as Level 3 if the dealer or portfolio pricing service values a security through an internal model with significant unobservable market data inputs.

F14 | OPPENHEIMER SELECT VALUE FUND

Securities traded on a registered U.S. securities exchange are valued based on the last sale price of the security reported on the principal exchange on which traded, prior to the time when the Fund’s assets are valued. Securities whose principal exchange is NASDAQ^® are valued based on the official closing prices reported by NASDAQ 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 foreign security traded on a foreign exchange is valued based on the last sale price on the principal exchange on which the security is traded, as identified by the portfolio pricing service used by the Manager, prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the most recent official closing price on the principal exchange on which it is traded.

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, government and municipal debt instruments having a remaining maturity in excess of sixty days and all mortgage-backed securities, collateralized mortgage obligations and other asset-backed securities are valued at the mean between the “bid” and “asked” prices.

“Money market-type” debt instruments with remaining maturities 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. These securities are typically designated as Level 2.

In the absence of a readily available quoted market price, including for securities whose values have been materially affected by what the Manager identifies as a significant event occurring before the Fund’s assets are valued but after the close of the securities’ respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that asset using consistently applied procedures under the supervision of the Board of Trustees (which reviews those fair valuations by the Manager). Those procedures include certain standardized methodologies to fair value securities. Such methodologies include, but are not limited to, pricing securities 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 adjusted for any discounts related to resale restrictions. When possible, such methodologies use observable market inputs such as 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.

Fair valued securities may be classified as “Level 3” if the valuation primarily reflects the Manager’s own assumptions about the inputs that market participants would use in valuing such securities.

There have been no significant changes to the fair valuation methodologies during the period.

F15 | OPPENHEIMER SELECT VALUE FUND

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

Foreign Currency Translation. The Fund’s accounting records are maintained in U.S. dollars. The values of securities denominated in foreign currencies and amounts related to the purchase and sale of foreign securities and foreign investment income are translated into U.S. dollars as of the close of the Exchange, normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading. Foreign exchange rates may be valued primarily using a reliable bank, dealer or service authorized by the Board of Trustees.

Reported net realized gains and losses from foreign currency transactions arise from sales of portfolio securities, sales and maturities of short-term securities, sales of foreign currencies, exchange rate fluctuations between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized appreciation and depreciation on the translation of assets and liabilities denominated in foreign currencies arise from changes in the values of assets and liabilities, including investments in securities at fiscal period end, resulting from changes in exchange rates.

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

Investment in Oppenheimer Institutional Money Market Fund. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund (“IMMF”) to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is also the investment adviser of IMMF. When applicable, the Fund’s investment in IMMF is included in the Statement of Investments. As a shareholder, the Fund is subject to its proportional share of IMMF’s Class E expenses, including its management fee. 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.

Investments With Off-Balance Sheet Market Risk. The Fund enters into financial instrument transactions (such as swaps, futures, options and other derivatives) that may have off-balance sheet market risk. Off-balance sheet market risk exists when the maximum potential loss on a particular financial instrument is greater than the value of such financial instrument, as reflected in the Fund’s Statement of Assets and Liabilities.

Use of Leverage. Derivatives may have little or no initial cash investment relative to their market value exposure and therefore can produce significant gains or losses in excess of their cost. This use of embedded leverage allows the Fund to increase its market value exposure relative to its net assets and can substantially increase the volatility of the Fund’s performance.

F16 | OPPENHEIMER SELECT VALUE FUND

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.

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.

Net Unrealized

Depreciation

Based on Cost of

Securities and

Undistributed

Accumulated

Other Investments

Net Investment

Long-Term

Loss

for Federal Income

Income

Gain

Carryforward^1,2,3,4

Tax Purposes

2,919,063

—

301,825,280

47,725,936


1.		As of April 30, 2009, the Fund had $135,033,417 of net capital loss carryforwards available to offset future realized capital gains, if any, and thereby reduce future taxable gain distributions. As of April 30, 2009, details of the capital loss carryforward were as follows:


Expiring

2017	$	135,033,417


2.		As of April 30, 2009, the Fund had $166,791,863 of post-October losses available to offset future realized capital gains, if any. Such losses, if unutilized, will expire in 2018.

3.		During the fiscal year ended April 30, 2009, the Fund did not utilize any capital loss carryforward.

4.		During the fiscal year ended April 30, 2008, 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.

F17 | OPPENHEIMER SELECT VALUE FUND

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

Accordingly, the following amounts have been reclassified for April 30, 2009. Net assets of the Fund were unaffected by the reclassifications.

Increase to

Accumulated

Accumulated Net

Increase to

Net Investment

Realized Loss

Paid-in Capital

Income

on Investments

241,016

356,525

597,541

The tax character of distributions paid during the years ended April 30, 2009 and April 30, 2008 was as follows:


	Year Ended		Year Ended
	April 30, 2009		April 30, 2008

Distributions paid from:
Ordinary income	$	6,336,580	$	9,684,400
Long-term capital gain		—		12,398,257

Total	$	6,336,580	$	22,082,657

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 purposes as of April 30, 2009 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	$	357,586,416
Federal tax cost of other investments		(129,159	)

Total federal tax cost	$	357,457,257


Gross unrealized appreciation	$	18,550,048
Gross unrealized depreciation		(66,275,984	)

Net unrealized depreciation	$	(47,725,936	)

Trustees’ Compensation. The Fund has adopted an unfunded retirement plan (the “Plan”) for the Fund’s independent trustees. Benefits are based on years of service and fees paid to each trustee during their period of service. The Plan was frozen with respect to adding new participants effective December 31, 2006 (the “Freeze Date”) and existing Plan Participants as of the Freeze Date will continue to receive accrued benefits under the Plan. Active independent trustees as of the Freeze Date have each elected a distribution method with respect to their benefits under the Plan. During the year ended April 30, 2009, the Fund’s projected benefit obligations, payments to retired trustees and accumulated liability were as follows:


Projected Benefit Obligations Increased	$	6,655
Payments Made to Retired Trustees		2,058
Accumulated Liability as of April 30, 2009		21,488

F18 | OPPENHEIMER SELECT VALUE FUND

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 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 to 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 Statement of Operations, are amortized or accreted daily.

Custodian Fees. “Custodian fees and expenses” in the 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 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 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

F19 | OPPENHEIMER SELECT VALUE FUND

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

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. 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 April 30, 2009						Year Ended April 30, 2008
	Shares			Amount			Shares			Amount

Class A
Sold		6,617,739		$	88,117,555			24,126,971		$	482,436,453
Dividends and/or distributions reinvested		380,938			3,611,277			732,723			13,833,130
Redeemed		(12,820,149	)		(156,465,222	)		(10,567,336	)		(196,025,528	)

Net increase (decrease)		(5,821,472	)	$	(64,736,390	)		14,292,358		$	300,244,055


Class B
Sold		490,182		$	6,327,189			1,607,256		$	31,361,659
Dividends and/or distributions reinvested		7,965			74,234			62,406			1,150,292
Redeemed		(968,083	)		(12,010,050	)		(940,615	)		(17,424,949	)

Net increase (decrease)		(469,936	)	$	(5,608,627	)		729,047		$	15,087,002


Class C
Sold		1,580,343		$	19,930,241			6,150,121		$	120,627,419
Dividends and/or distributions reinvested		31,086			290,037			163,891			3,027,078
Redeemed		(3,386,932	)		(40,125,064	)		(1,711,377	)		(30,755,256	)

Net increase (decrease)		(1,775,503	)	$	(19,904,786	)		4,602,635		$	92,899,241


Class N
Sold		918,627		$	12,274,744			1,291,277		$	24,492,892
Dividends and/or distributions reinvested		27,113			254,865			33,308			623,524
Redeemed		(655,845	)		(8,030,752	)		(248,266	)		(4,571,491	)

Net increase		289,895		$	4,498,857			1,076,319		$	20,544,925

F20 | OPPENHEIMER SELECT VALUE FUND


	Year Ended April 30, 2009						Year Ended April 30, 2008
	Shares			Amount			Shares			Amount

Class Y
Sold		6,434,977		$	89,077,655			1,235,353		$	24,628,629
Dividends and/or distributions reinvested		171,963			1,633,648			34,770			660,284
Redeemed		(6,946,162	)		(69,912,799	)		(491,538	)		(9,030,613	)

Net increase (decrease)		(339,222	)	$	20,798,504			778,585		$	16,258,300

3. 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 April 30, 2009, were as follows:


	Purchases		Sales

Investment securities	$	857,802,578	$	912,310,669

4. 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	0.75	%
Next $200 million	0.72
Next $200 million	0.69
Next $200 million	0.66
Over $800 million	0.60

Transfer Agent Fees. OppenheimerFunds Services (“OFS”), a division of the Manager, acts as the transfer and shareholder servicing agent for the Fund. The Fund pays OFS a per account fee. For the year ended April 30, 2009, the Fund paid $1,172,795 to OFS for services to the Fund.

Additionally, Class Y shares are subject to minimum fees of $10,000 annually for assets of $10 million or more. The Class Y shares are subject to the minimum fees in the event that the per account fee does not equal or exceed the applicable minimum fees. OFS may voluntarily waive the minimum fees.

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.

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 average annual net assets of Class A shares of the

F21 | OPPENHEIMER SELECT VALUE FUND

NOTES TO FINANCIAL STATEMENTS Continued

4. Fees and Other Transactions with Affiliates Continued

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 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 and 0.25% on Class N shares. 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. The Distributor’s aggregate uncompensated expenses under the Plans at March 31, 2009 for Class B, Class C and Class N shares were $215,995, $1,117,168 and $283,814, respectively. Fees incurred by the Fund under the Plans are detailed in the Statement of Operations.

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.

Class A

Class B

Class C

Class N

Class A

Contingent

Front-End

Deferred

Sales Charges

Retained by

Year Ended

Distributor

April 30, 2009

184,646

10,771

79,373

35,006

2,934

Waivers and Reimbursements of Expenses. Effective February 27, 2004, the Manager has voluntarily undertaken to reimburse the Fund for “Total expenses” exceeding the following limits: 1.50% for Class A shares, 2.25% for Class B shares, 2.25% for Class C shares, 1.75% for Class N shares and 1.25% for Class Y shares. That voluntary undertaking may be revised or terminated by the Manager at any time without notice to shareholders.

F22 | OPPENHEIMER SELECT VALUE FUND

OFS has voluntarily agreed to limit transfer and shareholder servicing agent fees for all classes to 0.35% of average annual net assets per class. This undertaking may be amended or withdrawn at any time.

During the year ended April 30, 2009, OFS waived transfer and shareholder servicing agent fees as follows:


Class A	$	36,902
Class B		31,894
Class C		31,612
Class N		22,524
Class Y		19,886

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 April 30, 2009, the Manager waived $10,958 for IMMF management fees.

During the year ended April 30, 2009, the Manager voluntarily reimbursed the Fund $436,171 for certain transactions. The payment increased the Fund’s total returns by less than 0.01%.

5. Option Activity

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

Options are valued daily based upon the last sale price on the principal exchange on which the option is traded. The difference between the premium received or paid, and market value of the option, is recorded as unrealized appreciation or depreciation. The net change in unrealized appreciation or depreciation is reported in the 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 Statement of Operations.

Securities designated to cover outstanding call or put options are noted in the Statement of Investments where applicable. Options written are reported in a schedule following the Statement of Investments and as a liability in the Statement of Assets and Liabilities.

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

F23 | OPPENHEIMER SELECT VALUE FUND

NOTES TO FINANCIAL STATEMENTS Continued

5. Option Activity Continued

Written option activity for the year ended April 30, 2009 was as follows:


	Call Options						Put Options
	Number of			Amount of			Number of			Amount of
	Contracts			Premiums			Contracts			Premiums

Options outstanding as of April 30, 2008		—		$	—			—		$	—
Options written		6,664			535,932			1,642			193,664
Options closed or expired		(6,153	)		(467,785	)		(665	)		(64,505	)
Options exercised		(511	)		(68,147	)		—			—

Options outstanding as of April 30, 2009		—		$	—			977		$	129,159

6. Recent Accounting Pronouncement

In March 2008, the Financial Accounting Standards Board (“FASB”) issued Statement on Financial Accounting Standards (“SFAS”) No. 161, Disclosures about Derivative Instruments and Hedging Activities. This standard requires enhanced disclosures about derivative and hedging activities, including qualitative disclosures about how and why the Fund uses derivative instruments, how these activities are accounted for, and their effect on the Fund’s financial position, financial performance and cash flows. SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. At this time, management is evaluating the implications of SFAS No. 161 and its impact on the Fund’s financial statements and related disclosures.

7. Pending Litigation

During 2009, a number of complaints have been filed in federal courts against the Manager, the Distributor, and certain of the funds in the Oppenheimer family of funds (the “Defendant Funds”) advised by the Manager and distributed by the Distributor. The complaints naming the Defendant Funds also name certain officers, trustees and former trustees of the respective Defendant Funds. The plaintiffs seek class action status on behalf of purchasers of shares of the respective Defendant Fund during a particular time period. The complaints against the Defendant Funds raise claims under federal securities laws alleging that, among other things, the disclosure documents of the respective Defendant Fund contained misrepresentations and omissions, that such Defendant Fund’s investment policies were not followed, and that such Defendant Fund and the other defendants violated federal securities laws and regulations. The plaintiffs seek unspecified damages, equitable relief and an award of attorneys’ fees and litigation expenses. Additionally, a complaint has been brought in state court against the Manager, the Distributor and another subsidiary of the Manager (but not the Fund), on behalf of the Oregon College Savings Plan Trust. The complaint alleges breach of contract, breach of fiduciary duty, negligence and violation of state securities laws, and seeks compensatory damages, equitable relief and an award of attorneys’ fees and litigation expenses.

F24 | OPPENHEIMER SELECT VALUE FUND

Other complaints have been filed in 2008 and 2009 in state and federal courts, by investors who made investments through an affiliate of the Manager, against the Manager and certain of its affiliates. Those complaints relate to the alleged investment fraud perpetrated by Bernard Madoff and his firm (“Madoff “) and allege 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 an award of attorneys’ fees and litigation expenses. None of the suits have named the Distributor, any of the Oppenheimer mutual funds or any of their independent Trustees or Directors. None of the Oppenheimer funds invested in any funds or accounts managed by Madoff.

The Manager believes that the lawsuits described above are without legal merit and intends to defend them vigorously. The Defendant Funds’ Boards of Trustees have also engaged counsel to defend the suits vigorously on behalf of those Funds, their boards and the Trustees named in those suits. The Manager believes that it is premature to render any opinion as to the likelihood of an outcome unfavorable to it and that no estimate can be made with any degree of certainty as to the amount or range of any potential loss. The Manager also believes that these suits should not impair the ability of the Manager or the Distributor to perform their respective duties to the Fund.

F25 | OPPENHEIMER SELECT VALUE FUND

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Trustees and Shareholders of Oppenheimer Select Value Fund:

We have audited the accompanying statement of assets and liabilities of Oppenheimer Select Value Fund, including the statement of investments, as of April 30, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the four-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits The financial highlights for the year ended April 30, 2005, were audited by another independent registered public accounting firm, whose report dated May 26, 2005, expressed an unqualified opinion thereon.

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 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 April 30, 2009, by correspondence with the custodian 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 financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Oppenheimer Select Value Fund as of April 30, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the four-year period then ended, in conformity with U.S. generally accepted accounting principles.

KPMG llp

Denver, Colorado
June 17, 2009

F26 | OPPENHEIMER SELECT VALUE FUND

FEDERAL INCOME TAX INFORMATION Unaudited

In early 2009, if applicable, shareholders of record received information regarding all dividends and distributions paid to them by the Fund during calendar year 2008. Regulations of the U.S. Treasury Department require the Fund to report this information to the Internal Revenue Service.

Dividends, if any, paid by the Fund during the fiscal year ended April 30, 2009 which are not designated as capital gain distributions should be multiplied by 100% to arrive at the amount eligible for the corporate dividend-received deduction.

A portion, if any, of the dividends paid by the Fund during the fiscal year ended April 30, 2009 which are not designated as capital gain distributions are eligible for lower individual income tax rates to the extent that the Fund has received qualified dividend income as stipulated by recent tax legislation. $11,134,666 of the Fund’s fiscal year taxable income may be eligible for the lower individual income tax rates. In early 2009, shareholders of record received information regarding the percentage of distributions that are eligible for lower individual income tax rates.

Recent tax legislation allows a regulated investment company to designate distributions not designated as capital gain distributions, as either interest related dividends or short-term capital gain dividends, both of which are exempt from the U.S. withholding tax applicable to non U.S. taxpayers. For the fiscal year ended April 30, 2009, $4,265 or 0.67% of the ordinary distributions paid by the Fund qualifies as an interest related dividend.

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.

21 | OPPENHEIMER SELECT VALUE FUND

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 1.800.525.7048, (ii) on the Fund’s website at www.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 1.800.525.7048, 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 http://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, 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, reports and privacy policy within 30 days of receiving your request to stop householding.

22 | OPPENHEIMER SELECT VALUE FUND

TRUSTEES AND OFFICERS Unaudited


Name, Position(s) Held with the		Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships
Fund, Length of Service, Age		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.

Brian F. Wruble, Chairman of the Board of Trustees (since 2007), Trustee (since 2005) Age: 66		Chairman (since August 2007) and Trustee (since August 1991) of the Board of Trustees of The Jackson Laboratory (non-profit); Director of Special Value Opportunities Fund, LLC (registered investment company) (affiliate of the Manager’s parent company) (since September 2004); Member of Zurich Financial Investment Management Advisory Council (insurance) (since 2004); Treasurer and Trustee of the Institute for Advanced Study (non-profit educational institute) (since May 1992); General Partner of Odyssey Partners, L.P. (hedge fund) (September 1995-December 2007); Special Limited Partner of Odyssey Investment Partners, LLC (private equity investment) (January 1999-September 2004). Oversees 64 portfolios in the OppenheimerFunds complex.

David K. Downes, Trustee (since 2007) Age: 69		Independent Chairman GSK Employee Benefit Trust (since April 2006); Director of Correctnet (since January 2006); Trustee of Employee Trusts (since January 2006); Chief Executive Officer and Board Member of CRAFund Advisors, Inc. (investment management company) (since January 2004); Director of Internet Capital Group (information technology company) (since October 2003); Independent Chairman of the Board of Trustees of Quaker Investment Trust (registered investment company) (2004-2007); President of The Community Reinvestment Act Qualified Investment Fund (investment management company) (2004-2007); Chief Operating Officer and Chief Financial Officer of Lincoln National Investment Companies, Inc. (subsidiary of Lincoln National Corporation, a publicly traded company) and Delaware Investments U.S., Inc. (investment management subsidiary of Lincoln National Corporation) (1993-2003); President, Chief Executive Officer and Trustee of Delaware Investment Family of Funds (1993-2003); President and Board Member of Lincoln National Convertible Securities Funds, Inc. and the Lincoln National Income Funds, TDC (1993-2003); Chairman and Chief Executive Officer of Retirement Financial Services, Inc. (registered transfer agent and investment adviser and subsidiary of Delaware Investments U.S., Inc.) (1993-2003); President and Chief Executive Officer of Delaware Service Company, Inc. (1995-2003); Chief Administrative Officer, Chief Financial Officer, Vice Chairman and Director of Equitable Capital Management Corporation (investment subsidiary of Equitable Life Assurance Society) (1985-1992); Corporate Controller of Merrill Lynch & Company (financial services holding company) (1977-1985); held the following positions at the Colonial Penn Group, Inc. (insurance company): Corporate Budget Director (1974-1977), Assistant Treasurer (1972-1974) and Director of Corporate Taxes (1969-1972); held the following positions at Price Waterhouse & Company (financial services firm): Tax Manager (1967-1969), Tax Senior (1965-1967) and Staff Accountant (1963-1965); United States Marine Corps (1957-1959). Oversees 64 portfolios in the OppenheimerFunds complex.

Matthew P. Fink, Trustee (since 2005) Age: 68		Trustee of the Committee for Economic Development (policy research foundation) (since 2005); Director of ICI Education Foundation (education foundation) (October 1991-August 2006); President of the Investment Company Institute (trade association) (October 1991-June 2004); Director of ICI Mutual Insurance Company (insurance company) (October 1991-June 2004). Oversees 54 portfolios in the OppenheimerFunds complex.

23 | OPPENHEIMER SELECT VALUE FUND

TRUSTEES AND OFFICERS Unaudited / Continued


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

Phillip A. Griffiths, Trustee (since 2005) Age: 70		Fellow of the Carnegie Corporation (since 2007); Distinguished Presidential Fellow for International Affairs (since 2002) and Member (since 1979) of the National Academy of Sciences; Council on Foreign Relations (since 2002); Director of GSI Lumonics Inc. (precision technology products company) (since 2001); Senior Advisor of The Andrew W. Mellon Foundation (since 2001); Chair of Science Initiative Group (since 1999); Member of the American Philosophical Society (since 1996); Trustee of Woodward Academy (since 1983); Foreign Associate of Third World Academy of Sciences; Director of the Institute for Advanced Study (1991-2004); Director of Bankers Trust New York Corporation (1994-1999); Provost at Duke University (1983-1991). Oversees 54 portfolios in the OppenheimerFunds complex.

Mary F. Miller, Trustee (since 2005) Age: 66		Trustee of International House (not-for-profit) (since June 2007); Trustee of the American Symphony Orchestra (not-for-profit) (since October 1998); and Senior Vice President and General Auditor of American Express Company (financial services company) (July 1998-February 2003). Oversees 54 portfolios in the OppenheimerFunds complex.

Joel W. Motley, Trustee (since 2005) Age: 56		Managing Director of Public Capital Advisors, LLC (privately held financial advisor) (since January 2006); Managing Director of Carmona Motley, Inc. (privately-held financial advisor) (since January 2002); Director of Columbia Equity Financial Corp. (privately-held financial advisor) (2002-2007); Managing Director of Carmona Motley Hoffman Inc. (privately-held financial advisor) (January 1998-December 2001); Member of the Finance and Budget Committee of the Council on Foreign Relations, Member of the Investment Committee of the Episcopal Church of America, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee of Historic Hudson Valley. Oversees 54 portfolios in the OppenheimerFunds complex.

Mary Ann Tynan, Trustee (since 2008) Age: 63		Vice Chair of Board of Trustees of Brigham and Women’s/Faulkner Hospital (non-profit hospital) (since 2000); Chair of Board of Directors of Faulkner Hospital (non-profit hospital) (since 1990); Member of Audit and Compliance Committee of Partners Health Care System (non-profit) (since 2004); Board of Trustees of Middlesex School (educational institution) (since 1994); Board of Directors of Idealswork, Inc. (financial services provider) (since 2003); Partner, Senior Vice President and Director of Regulatory Affairs of Wellington Management Company, LLP (global investment manager) (1976 to 2002); Vice President and Corporate Secretary, John Hancock Advisers, Inc. (mutual fund investment adviser) (1970-1976). Oversees 57 portfolios in the OppenheimerFunds complex.

Joseph M. Wikler, Trustee (since 2002) Age: 68		Director of C-TASC (bio-statistics services (since 2007); Director of the following medical device companies: Medintec (since 1992) and Cathco (since 1996); Director of Lakes Environmental Association (environmental protection organization) (1996-2008); Member of the Investment Committee of the Associated Jewish Charities of Baltimore (since 1994); Director of Fortis/Hartford mutual funds (1994- December 2001). Oversees 54 portfolios in the OppenheimerFunds complex.

24 | OPPENHEIMER SELECT VALUE FUND


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

Peter I. Wold, Trustee (since 2002) Age: 61		Director and Chairman of Wyoming Enhanced Oil Recovery Institute Commission (enhanced oil recovery study) (since 2004); President of Wold Oil Properties, Inc. (oil and gas exploration and production company) (since 1994); Vice President of American Talc Company, Inc. (talc mining and milling) (since 1999); Managing Member of Hole-in-the-Wall Ranch (cattle ranching) (since 1979); Director and Chairman of the Denver Branch of the Federal Reserve Bank of Kansas City (1993-1999); and Director of PacifiCorp. (electric utility) (1995- 1999). Oversees 54 portfolios in the OppenheimerFunds complex.

INTERESTED TRUSTEE		The address of Mr. Reynolds is 6803 S. Tucson Way, Centennial, Colorado 80112-3924. Mr. Reynolds serves for an indefinite term, or until his resignation, retirement, death or removal. Mr. Reynolds is an “Interested Trustee” because of a potential consulting relationship between RSR Partners, which Mr. Reynolds may be deemed to control, and the Manager.

Russell S. Reynolds, Jr., Trustee (since 2005) Age: 77		Chairman of RSR Partners (formerly “The Directorship Search Group, Inc.”) (corporate governance consulting and executive recruiting) (since 1993); Retired CEO of Russell Reynolds Associates (executive recruiting) (October 1969-March 1993); Life Trustee of International House (non-profit educational organization); Former Trustee of The Historical Society of the Town of Greenwich; Former Director of Greenwich Hospital Association. Oversees 54 portfolios in the OppenheimerFunds complex.

INTERESTED TRUSTEE AND OFFICER		The address of Mr. Murphy is Two World Financial Center, 225 Liberty Street, 11^th Floor, New York, New York 10281-1008. Mr. Murphy serves as a Trustee for an indefinite term, or until his resignation, retirement, death or removal and as an Officer for an indefinite term, or until his resignation, retirement, death or removal. Mr. Murphy is an interested Trustee due to his positions with OppenheimerFunds, Inc. and its affiliates.

John V. Murphy, Trustee, President and Principal Executive Officer (since 2002) Age: 59		Chairman and Director of the Manager (since June 2001); Chief Executive Officer of the Manager (June 2001-December 2008); President of the Manager (September 2000-February 2007); President and director or trustee of other Oppenheimer funds; President and Director of Oppenheimer Acquisition Corp. (“OAC”) (the Manager’s parent holding company) and of Oppenheimer Partnership Holdings, Inc. (holding company subsidiary of the Manager) (since July 2001); Director of OppenheimerFunds Distributor, Inc. (subsidiary of the Manager) (November 2001-December 2006); Chairman and Director of Shareholder Services, Inc. and of Shareholder Financial Services, Inc. (transfer agent subsidiaries of the Manager) (since July 2001); President and Director of OppenheimerFunds Legacy Program (charitable trust program established by the Manager) (since July 2001); Director of the following investment advisory subsidiaries of the Manager: OFI Institutional Asset Management, Inc., Centennial Asset Management Corporation and Trinity Investment Management Corporation (since November 2001), HarbourView Asset Management Corporation and OFI Private Investments, Inc. (since July 2001); President (since November 2001) and Director (since July 2001) of Oppenheimer Real Asset Management, Inc.; Executive Vice President of Massachusetts Mutual Life Insurance Company (OAC’s parent company) (since February 1997); Director of DLB Acquisition Corporation (holding company parent of Babson Capital Management LLC) (since June 1995); Chairman (since October 2007) and Member of the Investment Company Institute’s Board of Governors (since October 2003). Oversees 102 portfolios in the OppenheimerFunds complex.

25 | OPPENHEIMER SELECT VALUE FUND

TRUSTEES AND OFFICERS Unaudited / Continued


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

OTHER OFFICERS OF THE FUND		The addresses of the Officers in the chart below are as follows: for Messrs Williams, Damian and Zack, Two World Financial Center, 225 Liberty Street, New York, New York 10281-1008, for Messrs. 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.

Mitch Williams, Vice President and Portfolio Manager (since 2009) Age: 40		Vice President of the Manager (since July 2006); CFA and a Senior Research Analyst of the Manager (since April 2002). Vice President and Research Analyst for Evergreen Funds (October 2000 to January 2002). A portfolio manager and officer of 4 portfolios in the OppenheimerFunds complex.

John Damian, Vice President and Portfolio Manager (since 2004) Age: 40		Senior Vice President and Head of Value Equity Investments (since February 2007); Vice President of the Manager (September 2001-February 2007). Senior Analyst/Director for Citigroup Asset Management (November 1999-September 2001). A portfolio manager and officer of 5 portfolios in the OppenheimerFunds complex.

Mark S. Vandehey, Vice President and Chief Compliance Officer (since 2004) Age: 58		Senior Vice President and Chief Compliance Officer of the Manager (since March 2004); Chief Compliance Officer of OppenheimerFunds Distributor, Inc., Centennial Asset Management and Shareholder Services, Inc. (since March 2004); Vice President of OppenheimerFunds Distributor, Inc., Centennial Asset Management Corporation and Shareholder Services, Inc. (since June 1983); Former Vice President and Director of Internal Audit of the Manager (1997- February 2004). An officer of 102 portfolios in the OppenheimerFunds complex.

Brian W. Wixted, Treasurer and Principal Financial & Accounting Officer (since 2002) Age: 49		Senior Vice President of the Manager (since March 1999); Treasurer of the Manager and the following: HarbourView Asset Management Corporation, Shareholder Financial Services, Inc., Shareholder Services, Inc., Oppenheimer Real Asset Management, Inc. and Oppenheimer Partnership Holdings, 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. (since November 2000), and OppenheimerFunds Legacy Program (charitable trust program established by the Manager) (since June 2003); Treasurer and Chief Financial Officer of OFI Trust Company (trust company subsidiary of the Manager) (since May 2000); Assistant Treasurer of the following: OAC (March 1999-June 2008), Centennial Asset Management Corporation (March 1999-October 2003) and OppenheimerFunds Legacy Program (April 2000-June 2003). An officer of 102 portfolios in the OppenheimerFunds complex.

Robert G. Zack, Secretary (since 2002) Age: 60		Executive Vice President (since January 2004) and General Counsel (since March 2002) of the Manager; General Counsel and Director of the Distributor (since December 2001); General Counsel of Centennial Asset Management Corporation (since December 2001); Senior Vice President and General Counsel of HarbourView Asset Management Corporation (since December 2001); Secretary and General Counsel of OAC (since November 2001); Assistant Secretary (since September 1997) and Director (since November 2001) of OppenheimerFunds International Ltd. and OppenheimerFunds plc; Vice President and Director of Oppenheimer Partnership Holdings, Inc. (since December 2002); Director of Oppenheimer Real Asset Management, Inc. (since November 2001); Senior Vice President, General Counsel and Director of Shareholder Financial Services, Inc. and Shareholder Services, Inc. (since December 2001); Senior Vice President, General Counsel and Director of OFI Private Investments, Inc. and OFI Trust Company (since November 2001); Vice President of OppenheimerFunds Legacy Program (since June 2003); Senior Vice President and General Counsel of OFI Institutional Asset Management, Inc. (since November 2001); Director of OppenheimerFunds

26 | OPPENHEIMER SELECT VALUE FUND

Item 4. Principal Accountant Fees and Services.

(a)

Audit Fees

The principal accountant for the audit of the registrant’s annual financial statements billed $19,900 in fiscal 2009 and $19,900 in fiscal 2008.

(b)

Audit-Related Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees during the last two fiscal years.

The principal accountant for the audit of the registrant’s annual financial statements billed $331,200 in fiscal 2009 and $256,236 in fiscal 2008 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 and professional services for FAS 157.

(c)

Tax Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees to the registrant during the last two fiscal years.

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees to the registrant during the last two fiscal years 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.

(d)

All Other Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees during the last two fiscal years.

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees during the last two fiscal years 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.

(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 maybe 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 it 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) 100%

(f)		Not applicable as less than 50%.

(g)		The principal accountant for the audit of the registrant’s annual financial statements billed $331,200 in fiscal 2009 and $256,236 in fiscal 2008 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.

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

The Fund’s Governance Committee (the “Committee”) will evaluate potential Board candidates to assess their qualifications. The Committee shall have the authority, upon approval of the Board, to retain an executive search firm to assist in this effort. The Committee may consider recommendations by business and personal contacts of current Board members and by executive search firms which the Committee may engage from time to time and may also consider shareholder recommendations. The Committee may consider the advice and recommendation of the Funds’ investment manager and its affiliates in making the selection.

The Committee shall screen candidates for Board membership. The Committee has not established specific qualifications that it believes must be met by a trustee nominee. In evaluating trustee nominees, the Committee considers, among other things, an individual’s background, skills, and experience; whether the individual is an “interested person” as defined in the Investment Company Act of 1940; and whether the individual would be deemed an “audit committee financial expert” within the meaning of applicable SEC rules. The Committee also considers whether the individual’s background, skills, and experience will complement the background, skills, and experience of other nominees and will contribute to the Board. There are no differences in the manner in which the Committee evaluates nominees for trustees based on whether the nominee is recommended by a shareholder.

The Committee may consider nominations from shareholders for the Board at such times as the Committee meets to consider new nominees for the Board. The Committee shall have the sole discretion to determine the candidates to present to the

Board and, in such cases where required, to shareholders. Recommendations for trustee nominees should, at a minimum, be accompanied by the following:

	•		the name, address, and business, educational, and/or other pertinent background of the person being recommended;

	•		a statement concerning whether the person is an “interested person” as defined in the Investment Company Act of 1940;

	•		any other information that the Funds would be required to include in a proxy statement concerning the person if he or she was nominated; and

	•		the name and address of the person submitting the recommendation and, if that person is a shareholder, the period for which that person held Fund shares.

		The recommendation also can include any additional information which the person submitting it believes would assist the Committee in evaluating the recommendation.

4.		Shareholders should note that a person who owns securities issued by Massachusetts Mutual Life Insurance Company (the parent company of the Funds’ investment adviser) would be deemed an “interested person” under the Investment Company Act of 1940. In addition, certain other relationships with Massachusetts Mutual Life Insurance Company or its subsidiaries, with registered broker-dealers, or with the Funds’ outside legal counsel may cause a person to be deemed an “interested person.”

5.		Before the Committee decides to nominate an individual as a trustee, Committee members and other directors customarily interview the individual in person. In addition, the individual customarily is asked to complete a detailed questionnaire which is designed to elicit information which must be disclosed under SEC and stock exchange rules and to determine whether the individual is subject to any statutory disqualification from serving as a trustee of a registered investment company.

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 04/30/2009, the registrant’s principal executive officer and principal financial officer found the registrant’s disclosure controls and procedures to provide reasonable assurances that information required to be disclosed by the registrant in the reports that it files under the Securities Exchange Act of 1934 (a) is accumulated and communicated to 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.


Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investments from unaffiliated companies (including premiums on options exercised)	$	(225,245,123	)
Closing and expiration of option contracts written		147,211
Foreign currency transactions		(3,125,519	)
Increase from payment by affiliate		436,171

Net realized loss		(227,787,260	)
Net change in unrealized appreciation (depreciation) on:
Investments		(58,932,677	)
Option contracts written		65,654

Net change in unrealized depreciation		(58,867,023	)

Net Decrease in Net Assets Resulting from Operations	$	(281,741,717	)


By:		/s/ John V. Murphy

		John V. Murphy
		Principal Executive Officer
Date:		06/15/2009


By:		/s/ John V. Murphy

		John V. Murphy
		Principal Executive Officer
Date:		06/15/2009

By:		/s/ Brian W. Wixted

		Brian W. Wixted
		Principal Financial Officer
Date:		06/15/2009

	•		honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

	•		full, fair, accurate, timely, and understandable disclosure in reports and documents that a Fund files with, or submits to, the U.S. Securities and Exchange Commission (“SEC”) and in other public communications made by the Fund;

	•		compliance with applicable governmental laws, rules and regulations;

	•		the prompt internal reporting of violations of this Code to the Code Administrator identified below; and

	•		accountability for adherence to this Code.


¹		The obligations imposed by this Code on Covered Officers are separate from and in addition to any obligations that may be imposed on such persons as Covered Persons under the Code of Ethics adopted by OFI and the Funds under Rule 17j-1 of the Investment Company Act of 1940, as amended and any other code of conduct applicable to Covered Officers in whatever capacity they serve. This Code does not incorporate by reference any provisions of the Rule 17j-1 Code of Ethics and accordingly, any violations or waivers granted under the Rule 17j-1 Code of Ethics will not be considered a violation or waiver under this Code.

	(i)		employ any device, scheme or artifice to defraud a Fund or its shareholders;

	(ii)		intentionally cause a Fund to make any untrue statement of a material fact or omit to state a material fact necessary in order to

			make the statements made, in light of the circumstances under which they are made, not misleading in its official documents, regulatory filings, financial statements or communications to the public;

	(iii)		engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any Fund or its shareholders;

	(iv)		engage in any manipulative practice with respect to any Fund;

	(v)		use his or her personal influence or personal relationships to influence any business decision, investment decisions, or financial reporting by a Fund whereby the Covered Officer would benefit personally to the detriment of the Fund or its shareholders;

	(vi)		intentionally cause a Fund to fail to comply with applicable laws, rules and regulations, including failure to comply with the requirement of full, fair, accurate, understandable and timely disclosure in reports and documents that a Fund files with, or submits to, the SEC and in other public communications made by the Fund;

	(vii)		intentionally mislead or omit to provide material information to the Fund’s independent auditors or to the Board of Trustees/Directors or the officers of the Fund or its investment adviser in connection with financial reporting matters;

	(viii)		fail to notify the Code Administrator or the Chief Executive Officer of the Fund or its investment adviser promptly if he or she becomes aware of any existing or potential violations of this Code or applicable laws;

	(ix)		retaliate against others for, or otherwise discourage the reporting of, actual or apparent violations of this Code; or

	(x)		fails to acknowledge or certify compliance with this Code if requested to do so.

	(a)		The administration of this Code of Ethics shall be the responsibility of OFI’s General Counsel or his designee as the “Code Administrator” of this Code, acting under the terms of this Code and the oversight of the Trustees/Directors of the Funds.

	(b)		The duties of such Code Administrator will include:

	(i)		Continuous maintenance of a current list of the names of all Covered Officers;

	(ii)		Furnishing all Covered Officers a copy of this Code and initially and periodically informing them of their duties and obligations thereunder;

	(iii)		Maintaining or supervising the maintenance of all records required by this Code, including records of waivers granted hereunder;


²		An “implicit waiver” is the failure to take action within a reasonable period of time regarding a material departure from a provision of this Code that has been made known to the General Counsel, the Code Administrator, and an executive officer of the Fund or OFI.

	(iv)		Issuing interpretations of this Code which appear to the Code Administrator to be consistent with the objectives of this Code and any applicable laws or regulations;

	(v)		Conducting such inspections or investigations as shall reasonably be required to detect and report any violations of this Code, with his or her recommendations, to the Chief Executive Officer of OFI and to the Trustees/Directors of the affected Fund(s) or any committee appointed by them to deal with such information; and

	(vi)		Periodically conducting educational training programs as needed to explain and reinforce the terms of this Code.

	(a)		A copy of any Code which has been in effect during the period;

	(b)		A record of any violation of any such Code and of any action taken as a result of such violation, during the period;

	(c)		A copy of each annual report pursuant to the Code made by a Covered Officer during the period;

	(d)		A copy of each report made by the Code Administrator pursuant to this Code during the period;

	(e)		A list of all Covered Officers who are or have been required to make reports pursuant to this Code during the period, plus those person(s) who are or were responsible for reviewing these reports;

	(f)		A record of any request to waive any requirement of this Code, the decision thereon and the reasons supporting the decision; and

	(g)		A record of any report of any conflict of interest or appearance of a conflict of interest received by the Code Administrator or discovered by the Code Administrator during the period, the decision thereon and the reasons supporting the decision.

1.		I have reviewed this report on Form N-CSR of Oppenheimer Select Value Fund;

2.		Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.		Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.		The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

	(a)		Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)		Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)		Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

	(d)		Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period

	(a)		All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

	(b)		Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Principal Executive Officer				Principal Financial Officer

Oppenheimer Select Value Fund				Oppenheimer Select Value Fund

/s/ John V. Murphy				/s/ Brian W. Wixted

John V. Murphy				Brian W. Wixted

Date: 06/15/2009				Date: 06/15/2009