Oppenheimer Series Fund


	Shares		Value
Common Stocks—98.0%
Consumer Discretionary—8.0%
Hotels, Restaurants & Leisure—2.0%
Carnival Corp.		349,860	$	23,363,651
Wyndham Worldwide Corp.		189,830		19,812,557
				43,176,208
Household Durables—0.8%
Whirlpool Corp.		102,027		18,148,563
Media—3.8%
Comcast Corp., Cl. A		1,189,420		48,112,039
DISH Network Corp., Cl. A¹		259,810		16,635,634
Walt Disney Co. (The)		160,822		17,679,163
				82,426,836
Textiles, Apparel & Luxury Goods—1.4%
Coach, Inc.		390,400		18,403,456
Hanesbrands, Inc.		464,610		10,648,861
				29,052,317
Consumer Staples—6.5%
Beverages—0.6%
Coca-Cola European Partners plc		322,410		13,937,784
Food & Staples Retailing—2.8%
Walgreens Boots Alliance, Inc.		382,938		30,891,609
Wal-Mart Stores, Inc.		375,370		30,025,846
				60,917,455
Household Products—1.9%
Procter & Gamble Co. (The)		229,330		20,827,750
Weatherford International plc¹		4,289,530		19,131,304
				39,959,054
Tobacco—1.2%
Philip Morris International, Inc.		224,470		26,197,894
Energy—9.6%
Energy Equipment & Services—1.6%
Halliburton Co.		457,843		19,430,857
Schlumberger Ltd.		204,039		13,997,075
				33,427,932


	Shares		Value
Oil, Gas & Consumable Fuels—8.0%
Chevron Corp.		579,276	$	63,251,147
ConocoPhillips		224,438		10,182,752
Enbridge, Inc.		552,277		22,897,405
Hess Corp.		215,380		9,593,025
Phillips 66		171,512		14,364,130
Suncor Energy, Inc.		1,636,460		53,381,325
				173,669,784
Financials—30.5%
Capital Markets—5.9%
Ameriprise Financial, Inc.		146,620		21,242,306
Bank of New York Mellon Corp. (The)		468,170		24,827,055
BlackRock, Inc., Cl. A		51,600		22,008,948
Morgan Stanley		485,400		22,765,260
Nasdaq, Inc.		492,090		36,596,733
				127,440,302
Commercial Banks—14.1%
Bank of America Corp.		4,569,740		110,222,129
Citigroup, Inc.		718,230		49,162,843
JPMorgan Chase & Co.		1,062,980		97,581,564
KeyCorp		1,560,500		28,151,420
Zions Bancorporation		451,560		20,464,699
				305,582,655
Insurance—6.2%
American International Group, Inc.		723,574		47,357,918
Aon plc		187,880		25,959,380
MetLife, Inc.		602,390		33,131,450
XL Group Ltd.		615,290		27,318,876
				133,767,624
Real Estate Investment Trusts (REITs)—4.3%
Crown Castle International Corp.		238,280		23,966,202
Digital Realty Trust, Inc.		119,040		13,730,074
HCP, Inc.		692,210		21,908,447
Invitation Homes, Inc.		414,410		8,835,221
Prologis, Inc.		427,290		25,983,505
				94,423,449


	Shares		Value
Health Care—11.0%
Biotechnology—1.4%
Amgen, Inc.		121,120	$	21,136,651
Gilead Sciences, Inc.		122,830		9,346,135
				30,482,786
Health Care Equipment & Supplies—2.7%
Danaher Corp.		324,054		26,407,160
Medtronic plc		133,310		11,194,041
Zimmer Biomet Holdings, Inc.		178,870		21,700,508
				59,301,709
Health Care Providers & Services—2.4%
UnitedHealth Group, Inc.		276,821		53,097,036
Life Sciences Tools & Services—0.7%
Thermo Fisher Scientific, Inc.		81,860		14,368,886
Pharmaceuticals—3.8%
Bristol-Myers Squibb Co.		218,060		12,407,614
GlaxoSmithKline plc, Sponsored ADR		522,480		21,170,890
Pfizer, Inc.		1,150,930		38,164,839
Teva Pharmaceutical Industries Ltd., Sponsored ADR		329,060		10,585,860
				82,329,203
Industrials—11.4%
Aerospace & Defense—1.8%
Lockheed Martin Corp.		138,810		40,550,565
Air Freight & Couriers—1.8%
FedEx Corp.		56,710		11,797,381
XPO Logistics, Inc.¹		443,500		26,658,785
				38,456,166
Airlines—1.3%
Delta Air Lines, Inc.		344,480		17,003,533
Southwest Airlines Co.		198,070		10,994,866
				27,998,399
Commercial Services & Supplies—1.5%
Johnson Controls International plc		491,655		19,149,962
Waste Management, Inc.		178,370		13,404,506
				32,554,468


	Shares		Value
Electrical Equipment—2.0%
Eaton Corp. plc		553,978	$	43,348,779
Machinery—2.5%
Caterpillar, Inc.		117,380		13,375,451
PACCAR, Inc.		160,430		10,981,433
Parker-Hannifin Corp.		177,205		29,412,486
				53,769,370
Road & Rail—0.5%
Kansas City Southern		99,030		10,218,906
Information Technology—11.1%
Electronic Equipment, Instruments, & Components—1.6%
TE Connectivity Ltd.		305,937		24,594,276
Zebra Technologies Corp., Cl. A¹		91,120		9,268,726
				33,863,002
Internet Software & Services—1.0%
Alphabet, Inc., Cl. A¹		22,220		21,009,010
IT Services—0.9%
First Data Corp., Cl. A¹		1,036,880		19,348,181
Semiconductors & Semiconductor Equipment—2.9%
Broadcom Ltd.		117,574		29,000,803
NXP Semiconductors NV¹		152,710		16,848,494
Texas Instruments, Inc.		210,040		17,093,055
				62,942,352
Software—2.9%
Check Point Software Technologies Ltd.¹		80,570		8,522,695
Microsoft Corp.		398,430		28,965,861
Synopsys, Inc.¹		345,970		26,490,923
				63,979,479
Technology Hardware, Storage & Peripherals—1.8%
Apple, Inc.		150,595		22,397,994
HP, Inc.		929,670		17,756,697
				40,154,691


	Shares		Value
Materials—4.2%
Chemicals—1.6%
Eastman Chemical Co.		411,835	$	34,248,198
Containers & Packaging—1.0%
WestRock Co.		378,840		21,752,993
Metals & Mining—1.6%
Goldcorp, Inc.		1,284,660		16,867,586
Nucor Corp.		318,060		18,342,520
				35,210,106
Telecommunication Services—1.0%
Diversified Telecommunication Services—0.3%
AT&T, Inc.		172,720		6,736,080
Wireless Telecommunication Services—0.7%
T-Mobile US, Inc.¹		244,050		15,048,123
Utilities—4.7%
Electric Utilities—4.7%
Edison International		831,690		65,437,369


	Shares		Value
Electric Utilities (Continued)
Entergy Corp.		337,970	$	25,929,058
NextEra Energy, Inc.		76,453		11,169,019
				102,535,446
Total Common Stocks (Cost $1,658,600,159)				2,125,431,791
Investment Company—1.2%
Oppenheimer Institutional Government Money Market Fund, Cl. E, 0.94%^2,3(Cost $26,066,920)		26,066,920		26,066,920
Total Investments, at Value (Cost $1,684,667,079)		99.2%		2,151,498,711
Net Other Assets (Liabilities)		0.8		16,884,432
Net Assets		100.0%	$	2,168,383,143

3. Is or was an affiliate, as defined in the Investment Company Act of 1940, as amended, at or during the reporting period, 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 reporting period in which the issuer was an affiliate are as follows:

Oppenheimer Value Fund (the “Fund”), a series of Oppenheimer Series Fund, is registered under the Investment Company Act of 1940 (“1940 Act”), as amended, as a diversified open-end management investment company. The Fund’s investment objective is to seek capital appreciation. The Fund’s investment adviser is OFI Global Asset Management, Inc. (“OFI Global” or the “Manager”), a wholly-owned subsidiary of OppenheimerFunds, Inc. (“OFI” or the “Sub-Adviser”). The Manager has entered into a sub-advisory agreement with OFI.

Security Valuation. All investments in securities are recorded at their estimated fair value, as described in Note 3.

Foreign Currency Translation. The books and records of the Fund are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

(1) Value of investment securities, other assets and liabilities — at the exchange rates prevailing at Market Close as described in Note 3.

(2) Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

The Fund calculates the net asset value of its shares as of 4:00 P.M. Eastern time, on each day the New York Stock Exchange (the “Exchange”) is open for trading, except in the case of a scheduled early closing of the Exchange, in which case the Fund will calculate net asset value of the shares as of the scheduled early closing time of the Exchange.

The Fund’s Board has adopted procedures for the valuation of the Fund’s securities and has delegated the day-to-day responsibility for valuation determinations under those procedures to the Manager. The Manager has established a Valuation Committee which is responsible for determining a fair valuation for any security for which market quotations are not readily available. The Valuation Committee’s fair valuation determinations are subject to review, approval and ratification by the Fund’s Board at its next regularly scheduled meeting covering the calendar quarter in which the fair valuation was determined.

Securities are valued primarily using unadjusted quoted market prices, when available, as supplied by third party pricing services or broker-dealers.

The following methodologies are used to determine the market value or the fair value of the types of securities described below:

Equity securities traded on a securities exchange (including exchange-traded derivatives other than futures and futures options) are valued based on the official closing price on the principal exchange on which the security is traded, as identified by the Manager, prior to the time when the Fund’s assets are valued. If the official closing price is unavailable, the security is valued at the last sale price on the principal exchange on which it is traded, or if no sales

occurred, the security is valued at the mean between the quoted bid and asked prices. Over-the-counter equity securities are valued at the last published sale price, or if no sales occurred, at the mean between the quoted bid and asked prices. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the time when the Fund’s assets are valued.

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.

Securities for which market quotations are not readily available or a significant event has occurred that would materially affect the value of the security, the security is fair valued either (i) by a standardized fair valuation methodology applicable to the security type or the significant event as previously approved by the Valuation Committee and the Fund’s Board or (ii) as determined in good faith by the Manager’s Valuation Committee. The Valuation Committee considers all relevant facts that are reasonably available, through either public information or information available to the Manager, when determining the fair value of a security. Those standardized fair valuation methodologies include, but are not limited to, valuing securities at the last sale price or initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be further adjusted for any discounts related to security-specific resale restrictions. When possible, such methodologies use observable market inputs such as unadjusted quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities nor can it be assured that the Fund can obtain the fair value assigned to a security if it were to sell the security.

Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Various data inputs may be used in determining the value of each of the Fund’s investments as of the reporting period end.

These data inputs are categorized in the following hierarchy under applicable financial accounting standards:

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

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

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

The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.

The Fund classifies each of its investments in investment companies which are publicly

offered as Level 1. Investment companies that are not publicly offered, if any, are classified as Level 2 in the fair value hierarchy.

The table below categorizes amounts at period end based on valuation input level:

Forward currency exchange contracts and futures contracts, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. All additional assets and liabilities included in the above table are reported at their market value at measurement date.

Investments in Affiliated Funds. The Fund is permitted to invest in other mutual funds advised by the Manager (“Affiliated Funds”). Affiliated Funds are open-end management investment companies registered under the 1940 Act, as amended. The Manager is the investment adviser of, and the Sub-Adviser provides investment and related advisory services to, the Affiliated Funds. When applicable, the Fund’s investments in Affiliated Funds are included in the Statement of Investments. Shares of Affiliated Funds are valued at their net asset value per share. As a shareholder, the Fund is subject to its proportional share of the Affiliated Funds’ expenses, including their 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 the Affiliated Funds.

Each of the Affiliated Funds in which the Fund invests has its own investment risks, and those risks can affect the value of the Fund’s investments and therefore the value of the Fund’s shares. To the extent that the Fund invests more of its assets in one Affiliated Fund than in another, the Fund will have greater exposure to the risks of that Affiliated Fund.

Investments in Money Market Instruments. The Fund is permitted to invest its free cash balances in money market instruments to provide liquidity or for defensive purposes. The Fund may invest in money market instruments by investing in Class E shares of Oppenheimer Institutional Government Money Market Fund (“IGMMF”), which is an Affiliated Fund. IGMMF is regulated as a money market fund under the 1940 Act, as amended. The Fund may also invest in money market instruments directly or in other affiliated or unaffiliated money market funds.

Equity Security Risk. Stocks and other equity securities fluctuate in price. The value of the

Fund’s portfolio may be affected by changes in the equity markets generally. Equity markets may experience significant short-term volatility and may fall sharply at times. Different markets may behave differently from each other and U.S. equity markets may move in the opposite direction from one or more foreign stock markets. Adverse events in any part of the equity or fixed-income markets may have unexpected negative effects on other market segments.

The prices of individual equity securities generally do not all move in the same direction at the same time and a variety of factors can affect the price of a particular company’s securities. These factors may include, but are not limited to, poor earnings reports, a loss of customers, litigation against the company, general unfavorable performance of the company’s sector or industry, or changes in government regulations affecting the company or its industry.

The Fund’s investments in securities and/or financial derivatives may expose the Fund to various market risk factors:

Commodity Risk. Commodity risk relates to the change in value of commodities or commodity indexes as they relate to increases or decreases in the commodities market. Commodities are physical assets that have tangible properties. Examples of these types of assets are crude oil, heating oil, metals, livestock, and agricultural products.

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

Equity Risk. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market.

Foreign Exchange Rate Risk. Foreign exchange rate risk relates to the change in the U.S. dollar value of a security held that is denominated in a foreign currency.

The U.S. dollar value of a foreign currency denominated security will decrease as the dollar appreciates against the currency, while the U.S. dollar value will increase as the dollar depreciates against the currency.

Interest Rate Risk. Interest rate risk refers to the fluctuations in value of fixed-income securities resulting from the inverse relationship between price and yield. For example, an increase in general interest rates will tend to reduce the market value of already issued

fixed-income investments, and a decline in general interest rates will tend to increase their value. In addition, debt securities with longer maturities, which tend to have higher yields, are subject to potentially greater fluctuations in value from changes in interest rates than obligations with shorter maturities.

Volatility Risk. Volatility risk refers to the magnitude of the movement, but not the direction of the movement, in a financial instrument’s price over a defined time period. Large increases or decreases in a financial instrument’s price over a relative time period typically indicate greater volatility risk, while small increases or decreases in its price typically indicate lower volatility risk.

The approximate 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 at period end are noted below. 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.

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

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


Federal tax cost of securities	$	1,691,672,093

Gross unrealized appreciation	$	489,796,566
Gross unrealized depreciation		(29,969,948)

Net unrealized appreciation	$	459,826,618


Oppenheimer Series Fund

By:		/s/ Arthur P. Steinmetz
		Arthur P. Steinmetz Principal Executive Officer
Date:		9/12/2017


By:		/s/ Arthur P. Steinmetz
		Arthur P. Steinmetz Principal Executive Officer
Date:		9/12/2017


By:		/s/ Brian S. Petersen
		Brian S. Petersen Principal Financial Officer
Date:		9/12/2017


	Value		Income
Oppenheimer Institutional Government Money Market Fund, Cl. E	$	26,066,920	$	145,651


	Level 1— Unadjusted Quoted Prices		Level 2— Other Significant Observable Inputs		Level 3— Significant Unobservable Inputs		Value

Assets Table
Investments, at Value:
Common Stocks
Consumer Discretionary	$	172,803,924	$	—	$	—	$	172,803,924
Consumer Staples		141,012,187		—		—		141,012,187
Energy		207,097,716		—		—		207,097,716
Financials		661,214,030		—		—		661,214,030
Health Care		239,579,620		—		—		239,579,620
Industrials		246,896,653		—		—		246,896,653
Information Technology		241,296,715		—		—		241,296,715
Materials		91,211,297		—		—		91,211,297
Telecommunication Services		21,784,203		—		—		21,784,203
Utilities		102,535,446		—		—		102,535,446
Investment Company		26,066,920		—		—		26,066,920

Total Assets	$	2,151,498,711	$	—	$	—	$	2,151,498,711