OPPENHEIMER CORE BOND FUND
                       (formerly Oppenheimer Bond Fund)

                      Supplement dated February 18, 2005
                  to the Prospectus dated February 24, 2004

This supplement amends the Prospectus dated February 24, 2004, and is in
addition to the supplements dated July 6, 2004 and January 20, 2005.

This Prospectus is revised as follows:

1.    In the section entitled "How Can You Buy Class A Shares?", the
      following is added after the chart depicting Class A share sales
      charges on page 21.

      Due to rounding, the actual sales charge for a particular transaction
      may be higher or lower than the rates listed above.

2.    The following new section should be added to the end of section of the
      Prospectus captioned "Risks of Foreign Investing" in the section "ABOUT
      THE FUND - ABOUT THE FUND'S INVESTMENTS - THE FUND'S PRINCIPAL POLICIES
      AND RISKS" on page 13.

Additionally, if a fund invests a significant amount of its assets in foreign
securities, it might expose the fund to "time-zone arbitrage" attempts by
investors seeking to take advantage of the differences in value of foreign
securities that might result from events that occur after the close of the
foreign securities market on which a foreign security is traded and the close
of The New York Stock Exchange that day, when the Fund's net asset value is
calculated. If such time-zone arbitrage were successful, it might dilute the
interests of other shareholders. However, the Fund's use of "fair value
pricing" to adjust the closing market prices of foreign securities under
certain circumstances, to reflect what the Manager and the Board believe to
be their fair value may help deter those activities.


3.    The section titled "How to Exchange Shares" in the section of the
      Prospectus captioned "ABOUT YOUR ACCOUNT," on page 30, should be
      deleted in its entirety and replaced with the following:

      How to Exchange Shares

      If you want to change all or part of your investment from one
      Oppenheimer fund to another, you can exchange your shares for shares of
      the same class of another Oppenheimer fund that offers the exchange
      privilege. For example, you can exchange Class A shares of the Fund
      only for Class A shares of another fund. To exchange shares, you must
      meet several conditions:

         o  Shares of the fund selected for exchange must be available for
            sale in your state of residence.
         o  The prospectuses of  the selected fund must offer the exchange
            privilege.
         o  You must hold the shares you buy when you establish an account
            for at least seven days before you can exchange them. After your
            account is open for seven days, you can exchange shares on any
            regular business day, subject to the limitations described below.
         o  You must meet the minimum purchase requirements for the selected
            fund.
         o  Generally, exchanges may be made only between identically
            registered accounts, unless all account owners send written
            exchange instructions with a signature guarantee.
         o  Before exchanging into a fund, you must obtain its prospectus and
            should read it.

            For tax purposes, an exchange of shares of the Fund is considered
      a sale of those shares and a purchase of the shares of the fund to
      which you are exchanging. An exchange may result in a capital gain or
      loss.

            You can find a list of the Oppenheimer funds that are currently
      available for exchanges in the Statement of Additional Information or
      you can obtain a list by calling a service representative at
      1.800.225.5677. The funds available for exchange can change from time
      to time. There are a number of other special conditions and limitations
      that apply to certain types of exchanges. In some cases, sales charges
      may be imposed on exchange transactions. In general, a contingent
      deferred sales charge (CDSC) is not imposed on exchanges of shares that
      are subject to a CDSC. However, if you exchange shares that are subject
      to a CDSC, the CDSC holding period will be carried over to the acquired
      shares, and the CDSC may be imposed if those shares are redeemed before
      the end of that holding period. These conditions and circumstances are
      described in detail in the "How to Exchange Shares" section in the
      Statement of Additional Information.

      HOW DO YOU SUBMIT EXCHANGE REQUESTS? Exchanges may be requested in
      writing, by telephone or the internet, or by establishing an Automatic
      Exchange Plan.

      Written Exchange Requests. Send an OppenheimerFunds Exchange Request
            form, signed by all owners of the account, to the Transfer Agent
            at the address on the back cover. Exchanges of shares for which
            share certificates have been issued cannot be processed unless
            the Transfer Agent receives the certificates with the request.

      Telephone and Internet Exchange Requests. Telephone exchange requests
            may be made either by calling a service representative or by
            using PhoneLink by calling 1.800.225.5677. You may submit
            internet exchange requests on the OppenheimerFunds internet
            website, at www.oppenheimerfunds.com. You must have obtained a
                        ------------------------
            user I.D. and password to make transactions on that website.
            Telephone and/or internet exchanges may be made only between
            accounts that are registered with the same name(s) and address.
            Shares for which share certificates have been issued may not be
            exchanged by telephone or the internet.

      Automatic Exchange Plan. Shareholders can authorize the Transfer Agent
            to exchange a pre-determined amount of shares automatically on a
            monthly, quarterly, semi-annual or annual basis.


      Please refer to "How to Exchange Shares" in the Statement of Additional
      Information for more details.


      ARE THERE LIMITATIONS ON FREQUENT PURCHASES, REDEMPTIONS AND EXCHANGES?

      Risks from Excessive Purchase, Redemption and Short-Term Exchange
      Activity. The OppenheimerFunds exchange privilege affords investors the
      ability to switch their investments among Oppenheimer funds if their
      investment needs change. However, there are limits on that privilege.
      Frequent purchases, redemptions and exchanges of fund shares may
      interfere with the Manager's ability to manage the fund's investments
      efficiently, increase the fund's transaction and administrative costs
      and/or affect the fund's performance, depending on various factors,
      such as the size of the fund, the nature of its investments, the amount
      of fund assets the portfolio manager maintains in cash or cash
      equivalents, the aggregate dollar amount and the number and frequency
      of trades. If large dollar amounts are involved in exchange and/or
      redemption transactions, the Fund might be required to sell portfolio
      securities at unfavorable times to meet redemption or exchange
      requests, and the Fund's brokerage or administrative expenses might be
      increased.

      Therefore, the Manager and the Fund's Board of Trustees have adopted
      the following policies and procedures to detect and prevent frequent
      and/or excessive exchanges, and/or purchase and redemption activity,
      while balancing the needs of investors who seek liquidity from their
      investment and the ability to exchange shares as investment needs
      change. There is no guarantee that the policies and procedures
      described below will be sufficient to identify and deter excessive
      short-term trading.

o     Timing of Exchanges.  Exchanged shares are normally redeemed from one
            fund and the proceeds are reinvested in the fund selected for
            exchange on the same regular business day on which the Transfer
            Agent or its agent (such as a financial intermediary holding the
            investor's shares in an "omnibus" or "street name" account)
            receives an exchange request that conforms to these policies. The
            request must be received by the close of The New York Stock
            Exchange that day, which is normally 4:00 p.m. Eastern time, but
            may be earlier on some days. However, the Transfer Agent may
            delay the reinvestment of proceeds from an exchange for up to
            five business days if it determines, in its discretion, that an
            earlier transmittal of the redemption proceeds to the receiving
            fund would be detrimental to either the fund from which the
            exchange is made or the fund to which the exchange is made.

o     Limits on Disruptive Activity. The Transfer Agent may, in its
            discretion, limit or terminate trading activity by any person,
            group or account  that it believes would be disruptive, even if
            the activity has not exceeded the policy outlined in this
            Prospectus. The Transfer Agent may review and consider the
            history of frequent trading activity in all accounts in the
            Oppenheimer funds known to be under common ownership or control
            as part of the Transfer Agent's procedures to detect and deter
            excessive trading activity.

o     Exchanges of Client Accounts by Financial Advisers.  The Fund and the
            Transfer Agent permit dealers and financial intermediaries to
            submit exchange requests on behalf of their customers (unless the
            customer has revoked that authority). The Distributor and/or the
            Transfer Agent have agreements with a number of financial
            intermediaries that permit them to submit exchange orders in bulk
            on behalf of their clients. Those intermediaries are required to
            follow the exchange policy stated in this Prospectus and to
            comply with additional, more stringent restrictions. Those
            additional restrictions include limitations on the funds
            available for exchanges, the requirement to give advance notice
            of exchanges to the Transfer Agent, and limits on the amount of
            client assets that may be invested in a particular fund. A fund
            or the Transfer Agent may limit or refuse bulk exchange requests
            submitted by such financial intermediaries if, in the Transfer
            Agent's judgment, exercised in its discretion, the exchanges
            would be disruptive to any of the funds involved in the
            transaction.

o     Redemptions of Shares.  These exchange policy limits do not apply to
            redemptions of shares. Shareholders are permitted to redeem their
            shares on any regular business day, subject to the terms of this
            Prospectus.

o     Right to Refuse Exchange and Purchase Orders.  The Distributor and/or
            the Transfer Agent may refuse any purchase or exchange order in
            their discretion and are not obligated to provide notice before
            rejecting an order. The Fund may amend, suspend or terminate the
            exchange privilege at any time. You will receive 60 days' notice
            of any material change in the exchange privilege unless
            applicable law allows otherwise.

o     Right to Terminate or Suspend Account Privileges.  The Transfer Agent
            may send a written warning to direct shareholders who the
            Transfer Agent believes may be engaging in excessive purchases,
            redemptions and/or exchange activity and reserves the right to
            suspend or terminate the ability to purchase shares and/or
            exchange privileges for any account that the Transfer Agent
            determines, in carrying out these policies and in the exercise of
            its discretion, has engaged in disruptive or excessive trading
            activity.

o     Omnibus Accounts.  If you hold your shares of the Fund through a
            financial intermediary such as a broker-dealer, a bank, an
            insurance company separate account, an investment adviser, an
            administrator or trustee of a retirement plan or 529 plan that
            holds your shares in an account under its name (these are
            sometimes referred to as "omnibus" or "street name" accounts),
            that financial intermediary may impose its own restrictions or
            limitations to discourage short-term or excessive trading. You
            should consult your financial intermediary to find out what
            trading restrictions, including limitations on exchanges, they
            may apply to you.


      While the Fund, the Distributor, the Manager and the Transfer Agent
      encourage financial intermediaries to apply the Fund's policies to
      their customers who invest indirectly in the Fund, the Transfer Agent
      may not be able to apply this policy to accounts such as (a) accounts
      held in omnibus form in the name of a broker-dealer or other financial
      institution, or (b) omnibus accounts held in the name of a retirement
      plan or 529 plan trustee or administrator, or (c) accounts held in the
      name of an insurance company for its separate account(s), or (d) other
      accounts having multiple underlying owners but registered in a manner
      such that the underlying beneficial owners are not identified to the
      Transfer Agent.

      Therefore the Transfer Agent might not be able to detect excessive
      short term trading activity facilitated by, or in accounts maintained
      in, the "omnibus" or "street name" accounts of a financial
      intermediary. However, the Transfer Agent will attempt to monitor
      overall purchase and redemption activity in those accounts to seek to
      identify patterns that may suggest excessive trading by the underlying
      owners.  If evidence of possible excessive trading activity is observed
      by the Transfer Agent, the financial intermediary that is the
      registered owner will be asked to review account activity, and to
      confirm to the Transfer Agent and the fund that appropriate action has
      been taken to curtail any excessive trading activity. However, the
      Transfer Agent's ability to monitor and deter excessive short-term
      trading in omnibus or street name accounts ultimately depends on the
      capability and cooperation of the financial intermediaries controlling
      those accounts.


      The Fund's Board has adopted additional policies and procedures to
      detect and prevent frequent and/or excessive exchanges and purchase and
      redemption activity. Those additional policies and procedures will take
      effect on June 20, 2005:

o     30-Day Limit.  A direct shareholder may exchange all or some of the
            shares of the Fund held in his or her account to another eligible
            Oppenheimer fund once in a 30 calendar-day period. When shares
            are exchanged into another fund account, that account will be
            "blocked" from further exchanges into another fund for a period
            of 30 calendar days from the date of the exchange. The block will
            apply to the full account balance and not just to the amount
            exchanged into the account. For example, if a shareholder
            exchanged $1,000 from one fund into another fund in which the
            shareholder already owned shares worth $10,000, then, following
            the exchange, the full account balance ($11,000 in this example)
            would be blocked from further exchanges into another fund for a
            period of 30 calendar days. A "direct shareholder" is one whose
            account is registered on the Fund's books showing the name,
            address and tax ID number of the beneficial owner.

o     Exchanges Into Money Market Funds.  A direct shareholder will be
            permitted to exchange shares of a stock or bond fund for shares
            of a money market fund at any time, even if the shareholder has
            exchanged shares into the stock or bond fund during the prior 30
            days. However, all of the shares held in that money market fund
            would then be blocked from further exchanges into another fund
            for 30 calendar days.

o     Dividend Reinvestments/B Share Conversions.  Reinvestment of dividends
            or distributions from one fund to purchase shares of another fund
            and the conversion of Class B shares into Class A shares will not
            be considered exchanges for purposes of imposing the 30-day
            limit.

o     Asset Allocation.  Third-party asset allocation and rebalancing
            programs will be subject to the 30-day limit described above.
            Asset allocation firms that want to exchange shares held in
            accounts on behalf of their customers must identify themselves to
            the Transfer Agent and execute an acknowledgement and agreement
            to abide by these policies with respect to their customers'
            accounts. "On-demand" exchanges outside the parameters of
            portfolio rebalancing programs will be subject to the 30-day
            limit. However, investment programs by other Oppenheimer
            "funds-of-funds" that entail rebalancing of investments in
            underlying Oppenheimer funds will not be subject to these limits.

o     Automatic Exchange Plans.  Accounts that receive exchange proceeds
            through automatic or systematic exchange plans that are
            established through the Transfer Agent will not be subject to the
            30-day block as a result of those automatic or systematic
            exchanges (but may be blocked from exchanges, under the 30-day
            limit, if they receive proceeds from other exchanges).




February 18, 2005                                           PS0285.034

                          OPPENHEIMER CORE BOND FUND
                       (formerly Oppenheimer Bond Fund)

                  Supplement dated February 18, 2005 to the
         Statement of Additional Information dated February 24, 2004

This Statement of Additional  Information  supplement  amends the Statement of
Additional  Information  dated  February 24,  2004,  and is in addition to the
supplements dated July 6, 2004 and January 20, 2005.

The Statement of Additional Information is revised as follows:

1.    Effective  March 18,  2005,  the first three  paragraphs  of the section
      entitled "Letters of Intent" on page 61 are replaced with the following:

      Letters of Intent.  Under a Letter of Intent ("Letter"),  you can reduce
      the sales charge rate that  applies to your  purchases of Class A shares
      if you purchase  Class A, Class B or Class C shares of the Fund or other
      Oppenheimer  funds  during a 13-month  period.  The total amount of your
      purchases  of Class A,  Class B and Class C shares  will  determine  the
      sales  charge rate that applies to your Class A share  purchases  during
      that  period.  You can  choose to include  purchases  made up to 90 days
      before  the date of the  Letter.  Class A shares  of  Oppenheimer  Money
      Market Fund,  Inc. and  Oppenheimer  Cash Reserves fund on which you did
      not pay a sales charge and any Class N shares you purchase,  or may have
      purchased,   will  not  be  counted  towards  satisfying  the  purchases
      specified in a Letter.

            A Letter is an investor's  statement in writing to the Distributor
      of his or her intention to purchase a specified  value of Class A, Class
      B and Class C shares of the Fund and other  Oppenheimer  funds  during a
      13-month period (the "Letter period").  At the investor's request,  this
      may  include  purchases  made up to 90  days  prior  to the  date of the
      Letter.  The  Letter  states  the  investor's   intention  to  make  the
      aggregate  amount  of  purchases  of  shares  which,  when  added to the
      investor's  holdings of shares of those funds,  will equal or exceed the
      amount  specified  in the  Letter.  Purchases  made by  reinvestment  of
      dividends  or capital  gains  distributions  and  purchases  made at net
      asset  value  (i.e.   without  a  sales  charge)  do  not  count  toward
      satisfying the amount of the Letter.

            Each  purchase of Class A shares  under the Letter will be made at
      the offering  price  (including  the sales charge) that would apply to a
      single  lump-sum  purchase  of  shares  in  the  amount  intended  to be
      purchased under the Letter.

2.    The  following is added to the end of the section  entitled  "Waivers of
      Initial and Contingent  Deferred Sales Charges in Certain  Transactions"
      and the  third  and  fourth  bullets  are  hereby  deleted  on page 4 of
      Appendix C.

|_|   Shares purchased in amounts of less than $5.

February 18, 2005                                                   PX0285.018