UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                  FORM 24F-2
                       Annual Notice of Securities Sold
                            Pursuant to Rule 24f-2

1.   Name and address of issuer:
          Oppenheimer Series Fund, Inc.        
          Two World Trade Center
          New York, NY  10048

2.   Name of each series or class of securities for which this Form is filed (If
     the Form is being  filed  for all  series  and class of  securities  of the
     issuer, check the box but do not list series or classes):            /   /
                    
          Oppenheimer Disciplined Value Fund - Class C Shares

3.   Investment Company Act File Number:          811-3346
      Securities Act File Number:                 2-75276

4(a). Last day of fiscal year for which this Form is filed:      10/31/97

4(b). /   /    Check box if this Form is being  filed late  (i.e.,  more that 90
               calendar days after the end of the issuer's  fiscal  year).  (See
               instruction A.2)

Note: If the Form is being filed late, interest must be paid on the registration
fee due.

4(c). /   /    Check box if this is the last time the issuer will be filing this
               Form.

5. Calculation of registration fee:

     (i)  Aggregate  sale  price of  securities  sold  during  the  fiscal  year
          pursuant to section 24(f):                                $  9,800,625

     (ii) Aggregate  price of  securities  redeemed  or  repurchased  during the
          fiscal year:                                              $    801,629

     (iii)Aggregate  price of  securities  redeemed  or  repurchased  during any
          prior  fiscal year ending no earlier  than  October 11, 1995 that were
          not  previously  used  to  reduce  registration  fees  payable  to the
          Commission:                                               $ -0-

     (iv) Total available redemption credits [add items 5(ii) and 5(iii)]:
                                                                    $    801,629

     (v)  Net sales - if Item 5(i) is  greater  than Item 5(iv)  [subtract  Item
          5(iv) from Item 5(i)]:                                    $  8,998,996

     (vi) Redemption  credits  available for use in future years -- if Item 5(i)
          is less than Item 5(iv) [subtract Item 5(iv from Item 5(i)]:
                                                                     $ -0-

     (vii)Multiplier for determining  registration fee (See Instructions C.9): 
                                                                     x .000295

     (viii)Registration  fee due [multiple  Item 5(v) by Item 5(vii)] (enter "0"
          if no fee is due):                                         = $ 2,655
                                                                    ============
6.   Prepaid Shares:

     If the  response  to Item 5(i) was  determined  by  deducting  an amount of
     securities that were  registered  under the Securities Act of 1933 pursuant
     to rule 24e-2 as in effect before October 11, 1997,  then report the amount
     of  securities  (number of shares or other units)  deducted  here:  -0-. If
     there is a number of shares or other units that were registered pursuant to
     rule 24e-2  remaining  unsold at the end of the fiscal  year for which this
     form is filed that are  available  for use by the  issuer in future  fiscal
     years, then state that number here: -0-.

7.   Interest due:

     If this Form is being filed more than 90 days after the end of the issuer's
     fiscal year (see Instruction D):                                N/A

8.   Total of the amount of the registration fee due plus any interest due [line
     5(viii) plus line 7]:                                           = $ 2,655
                                                                    ============

9.    Date  the  registration  fee  and any  interest  payment  was  sent to the
      Commission's lockbox depository:

         Method of Delivery:    Wire transfer - Fed Wire #6810 on 1/27/98

                                  SIGNATURES

This  report has been  signed  below by the  following  person on behalf of the
issuer and in the capacity and on the date indicated.



          /s/ Robert J. Bishop
By:   _______________________________________
      Robert J. Bishop, Assistant Treasurer

Date: January 28, 1998

cc:  Ronald Feiman, Esq.
     Katherine P. Feld, Esq.
     Gloria LaFond


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