Oppenheimer Value Stock Fund
                   Supplement dated July 16, 1997 to the
                      Prospectus dated April 30, 1997

The Prospectus is changed as follows:

1.   The following is added as the first paragraph under the
heading  How Much Must You Invest?  in  How to Buy Shares  on page
26 :

     Shares of the Fund are not available for sale to new
     investors, including shares purchased by exchange from other
     Oppenheimer funds, lump-sum purchases, and purchases under an
     Asset Builder Plan (described on page 27) or by reinvestment
     of dividends or distributions from other Oppenheimer funds, or
     under the  Reinvestment Privilege  (described on page 39). 
     Existing Fund shareholders may purchase additional Fund shares
     through subsequent investments or reinvestment of Fund
     dividends or distributions, until the Fund s closing date of
     July 25, 1997 at such time the reorganization of the Fund with
     and into Oppenheimer Disciplined Value Fund will occur. The
     foregoing is subject to the right of the Fund and the
     Distributor, in their complete discretion, to modify or
     terminate the terms of this offer at any time without prior
     notice.  The remaining sections of this Prospectus are hereby
     amended to conform to the terms of this offer. 


July 16, 1997                                                    PSP325.010

                           OPPENHEIMER BOND FUND
                   Supplement dated July 15, 1997 to the
                      Prospectus dated April 30, 1997

The Prospectus is changed as follows:

1.   The fourth sentence of the sub-section captioned  Who Manages
the Fund  in  A Brief Overview of the Fund  is revised as follows:

     Effective July 15, 1997, the Fund s portfolio manager, who is
     primarily responsible for the selection of the Fund s
     securities, is David P. Negri.

2.   The sub-section captioned  Portfolio Manager  in  How the Fund
is Managed-The Manager and Its Affiliates  on page 22 is revised as
follows:

     Effective July 15, 1997, the Fund s portfolio manager is David
     P. He is the individual principally responsible for the day-
     to-day management of the Fund s portfolio.  Mr. Negri is a
     Vice President of the Manager and of the Fund and has been a
     portfolio manager of the Fund since July 10, 1995.






July 15, 1997                                                   PSP0285.009

                           Oppenheimer Bond Fund
                   Supplement dated July 15, 1997 to the
         Statement of Additional Information Dated April 30, 1997 

The Statement of Additional Information is amended as follows:

1.   The second biographical paragraph in the section  How the Fund
is Managed  on page 24 for David Rosenberg is hereby deleted.





































July 15, 1997                                                   SAI0285.004