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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000045156-01-000002.txt : 20010123
<SEC-HEADER>0000045156-01-000002.hdr.sgml : 20010123
ACCESSION NUMBER:		0000045156-01-000002
CONFORMED SUBMISSION TYPE:	497
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20010116

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			OPPENHEIMER CAPITAL INCOME FUND
		CENTRAL INDEX KEY:			0000045156
		STANDARD INDUSTRIAL CLASSIFICATION:	UNKNOWN SIC - 0000 [0000]
		IRS NUMBER:				840578481
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			0630

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		
		SEC FILE NUMBER:	002-33043
		FILM NUMBER:		1508633

	BUSINESS ADDRESS:	
		STREET 1:		6803 SOUTH TUCSON WAY
		CITY:			ENGLEWOOD
		STATE:			CO
		ZIP:			80112
		BUSINESS PHONE:		3036713200

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	OPPENHEIMER EQUITY INCOME FUND
		DATE OF NAME CHANGE:	19980710

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	OPPENHEIMER EQUITY INCOME FUND INC
		DATE OF NAME CHANGE:	19920703

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CENTENNIAL EQUITY INCOME FUND INC
		DATE OF NAME CHANGE:	19830428
</SEC-HEADER>
<DOCUMENT>
<TYPE>497
<SEQUENCE>1
<FILENAME>0001.txt
<DESCRIPTION>OPPENHEIMER CAPITAL INCOME FUND
<TEXT>


                       OPPENHEIMER CAPITAL INCOME FUND
                   Supplement dated January 16, 2001 to the
                      Prospectus dated December 18, 2000


The paragraph  captioned  "Portfolio  Mnagers" under the section "How the Fund
is Managed" on page 12 is deleted in and replaced with the following:

Portfolio Manager.  The portfolio manager of the Fund is Michael Levine. He is
      the person  principally  responsible  for the day -to-day  management of
      the Fund's  portfolio.  Mr. Levine became a Vice President and portfolio
      manager  of the Fund on June 1,  1999 and has been a Vice  President  of
      the Manager since June 1998.  Prior to joining the Manager in June 1994,
      Mr.  Levine was a portfolio  manager  and  research  associate  for Amas
      Securities,  Inc. Mr. Levine is a portfolio manager and officer of other
      Oppenheimer funds.


January 16, 2001                                              PS0300.018


<PAGE>


                       OPPENHEIMER CAPITAL INCOME FUND
                   Supplement dated January 16, 2001 to the
         Statement of Additional Information dated December 18, 2000


The biography for John Doney in the section captioned "Trustees and Officers
of the Fund" on page 28 is deleted in its entirety.


January 16, 2001                                             PX0300.0009


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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