EXHIBIT 77Q1

                          OPPENHEIMER SERIES FUND, INC.
                             ARTICLES SUPPLEMENTARY

         Oppenheimer Series Fund, Inc., a Maryland corporation, having its
 principal office in Baltimore City, Maryland (hereinafter called the
"Corporation"), hereby certifies to the State Department of Assessments and
Taxation of Maryland that:

         FIRST: The Corporation is registered as an open-end company under the
Investment Company Act of 1940, as amended, with the authority to issue
3,000,000,000 (Three Billion) shares of capital stock, par value $0.001 per
share and aggregate par value $3,000,000, initially classified as Common Stock
and further classified as follows:

         Series and Classes                            Authorized Shares

         Oppenheimer Value Fund
              Class A Common Stock                       300,000,000
              Class B Common Stock                       100,000,000
              Class C Common Stock                       50,000,000
              Class N Common Stock                       100,000,000
              Class Y Common Stock                       100,000,000

The remaining 2,350,000,000 shares of Common Stock of the Corporation are
undesignated as to series or class.

         SECOND: The Board of Directors hereby reclassifies as Class Y shares of
Oppenheimer Value Fund 50,000,000 shares of Common Stock that were previously
undesignated as to series or class.

         THIRD: After this reclassification, the total number of shares of all
classes and series of stock which the Corporation has authority to issue remains
3,000,000,000 (Three Billion) shares of capital stock, par value $0.001 per
share and aggregate par value $3,000,000, and is, classified and designated as
follows.

         Series and Classes                              Authorized Shares

         Oppenheimer Value Fund
              Class A Common Stock                         300,000,000
              Class B Common Stock                         100,000,000
              Class C Common Stock                         50,000,000
              Class N Common Stock                         100,000,000
              Class Y Common Stock                         150,000,000

The remaining 2,300,000,000 shares of Common Stock of the Corporation are
undesignated as to series or class.

         FOURTH: The forgoing does not change the preferences, conversion or
other rights, voting powers, restrictions, limitations as to dividends,
qualifications, or terms or conditions of redemption, as set forth in the
Charter, of the capital stock of the Corporation existing before the
reclassification. The terms of the reclassified Class Y shares of the
Oppenheimer Value Fund (including the preferences, conversion or other rights,
voting powers, restrictions, limitations as to dividends and other
distributions, qualifications, or terms or conditions of redemption) shall be as
set forth in the Charter for the capital stock of the Corporation existing
before the reclassification.

         FIFTH: The foregoing reclassification has been approved by a majority
of the entire Board of Directors pursuant to authority expressly granted to the
Board of Directors by Sections 2-105(a)(9), and 2-605(a)(2) of the Maryland
General Corporation Law, and in Article IV of the Charter of the Corporation.

         SIXTH: The foregoing articles shall become effective upon filing with
the State Department of Assessments and Taxation of Maryland.

IN WITNESS WHEREOF, OPPENHEIMER SERIES FUND, INC., has caused these presents to
be signed in its name and on its behalf by its Vice President and witnessed by
its Assistant Secretary on May 15, 2009.

WITNESS:                                     OPPENHEIMER SERIES FUND, INC.

/s/ Taylor V. Edwards                            By: /s/ Mark Vandehey
-------------------------------------- ----------------------------------------
Taylor V. Edwards, Assistant Secretary       Mark Vandehey, Vice President

         THE UNDERSIGNED, Vice President of OPPENHEIMER SERIES FUND, INC., who
executed on behalf of the Corporation the foregoing Articles Supplementary of
which this certificate is made a part, hereby acknowledges in the name and on
behalf of said Corporation the foregoing Articles Supplementary to be the
corporate act of said Corporation and hereby certifies that to the best of his
knowledge, information, and belief the matters and facts set forth therein with
respect to the authorization and approval thereof are true in all material
respects under the penalties of perjury.

                                    /s/ Mark Vandehey
                                    Mark Vandehey, Vice President