CENTENNIAL MONEY MARKET TRUST
                           CENTENNIAL GOVERNMENT TRUST
                           CENTENNIAL TAX EXEMPT TRUST
                    Supplement dated December 1, 1997 to the
                        Prospectus dated October 1, 1997

The Prospectus is changed as follows:

1. In the  paragraph  which  follows  "Annual  Trust  Operating  Expenses  (as a
percentage  of average net assets)" on page 1-2,  the fifth  sentence is deleted
and replaced by the following:

"On November 21, 1997, the Manager withdrew its voluntary waiver and amended its
Agreement with the Trust."

2. The first two paragraphs in the section entitled "Fees and Expenses" on pages
A-1 to A-2 are deleted and replaced with the following paragraphs:

     o Fees and Expenses.  The management fee is payable  monthly to the Manager
under the terms of each Trust's  Agreement and is computed on the average annual
net assets of the  respective  Trust as of the close of business  each day.  The
annual rates  applicable  to Money  Market  Trust are as follows:  0.500% of the
first $250 million of net assets; 0.475% of the next $250 million of net assets;
0.450% of the next $250  million of net assets;  0.425% of the next $250 million
of net assets; 0.400% of the next $250 million of net assets; 0.375% of the next
$250 million of net assets;  0.350% of the next $500 million of net assets;  and
0.325%  of  net  assets  in  excess  of $2  billion.  Furthermore,  the  Manager
guarantees  that the total  expenses of Money  Market  Trust in any fiscal year,
exclusive  of taxes,  interest  and  brokerage  commissions,  and  extraordinary
expenses such as litigation costs,  shall not exceed, and the Manager undertakes
to pay or refund to Money Market Trust any amount by which such  expenses  shall
exceed,  the lesser of (i) 1.5% of the average annual net assets of Money Market
Trust up to $30 million and 1% of its average annual net assets in excess of $30
million; or (ii) 25% of total annual investment income of Money Market Trust.

      The annual rates applicable to Government  Trust are as follows:  0.50% of
the first $250  million of net  assets;  0.475% of the next $250  million of net
assets;  0.45% of the next $250  million of net assets;  0.425% of the next $250
million of net assets; and 0.40% of net assets in excess of $1 billion.

      The annual rates  applicable to Tax Exempt Trust are as follows:  0.50% of
the first $250  million of net  assets;  0.475% of the next $250  million of net
assets; 0.45% of the next $250 million

                                                            Continued





of net assets;  0.425% of the next $250 million of net assets; 0.40% of the next
$250 million of net assets; 0.375% of the next $250 million of net assets; 0.35%
of the next $500  million of net assets and 0.325% of net assets in excess of $2
billion. Furthermore,  under Tax Exempt Trust's Agreement, when the value of Tax
Exempt  Trust's net assets is less than $1.5 billion,  the annual fee payable to
the Manager  shall be reduced by $100,000  based on average net assets  computed
daily and paid monthly at the annual rates, but in no event shall the annual fee
be less than $0. See the Statement of Additional  Information for an explanation
of the  Manager's  reimbursement  arrangement  for the Trusts set forth in their
Agreements.  "Investment  Management  Services" in the  Statement of  Additional
Information contains more complete information about the Agreements, including a
discussion  of  expense  arrangements,  and a  description  of  the  exculpation
provisions and portfolio transactions.


December 1, 1997                                                  PS000.006


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