Oppenheimer Value Fund/VA
                              Amendment Dated September 1, 2006
                            to the Prospectus Dated April 30, 2006


     Effective September 15, 2006 the Fund will begin offering Service shares to
certain  investors.  This Amendment to the Fund's  Prospectus  should be read in
conjunction  with the Fund's  Prospectus,  dated April 30, 2006.  This Amendment
describes  features  of the  Service  shares and  provides  updated  performance
information for the Fund. The following information  supplements and/or replaces
the respective information in the Fund's Prospectus dated April 30, 2006.

The Fund's Past Performance

Annual Total Returns (Non-Service Shares)

     Charges  imposed by the separate  accounts  that invest in the Fund are not
included in the calculations of return, and if those charges were included,  the
returns would be less than those shown.  As of June 30, 2006,  the  year-to-date
return for  Non-Service  shares was  1.97%.  During the period  shown in the bar
chart,  the highest  return for a calendar  quarter was 17.01% (2nd Qtr '03) and
the lowest return for a calendar quarter was -0.75% (4th Qtr '05).

Fees and Expenses of the Fund

The following information is added to the section "Fees and Expenses of the Fund."
Annual Fund Operating Expenses (deducted from Fund assets):
(% of average daily net assets)

      --------------------------------------------------------
                                                    Service
                                                    Shares
      --------------------------------------------------------
      --------------------------------------------------------
      Management Fees                                0.75%
      --------------------------------------------------------
      --------------------------------------------------------
      Distribution and/or Service (12b-1) Fees       0.25%
      --------------------------------------------------------
      --------------------------------------------------------
      Other Expenses                                 0.05%
      --------------------------------------------------------
      --------------------------------------------------------
      Total Annual Operating Expenses                1.05%
      --------------------------------------------------------

     Expenses  may vary in future  years.  "Other  Expenses"  are  estimates  of
transfer agent fees,  custodial  expenses,  and  accounting and legal  expenses,
among others, based on the Manager's  projections of what those expenses will be
for the Fund's Service shares for the first fiscal year.


     Examples. The following example is intended to help you compare the cost of
investing in the Service  shares of the Fund with the cost of investing in other
mutual funds.

     The example  assumes that you invest  $10,000 in Service shares of the Fund
for the time periods  indicated and reinvest your  dividends and  distributions.
The example also assumes that your investment has a 5% return each year and that
the Fund's operating expenses remain the same as those estimated for the Service
Shares'  first  fiscal year.  Your actual costs may be higher or lower,  because
expenses will vary over time. Based on these  assumptions your expenses would be
as follows, whether or not you redeem your investment at the end of each period:

- --------------------------------------------------------------------------------
                        1 Year           3 Years       5 Years      10 Years
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Service Shares              $108          $336          $582         $1,289
- --------------------------------------------------------------------------------

How the Fund is Managed

     The Manager.  The Manager  chooses the Fund's  investments  and handles its
day-to-day business. The Manager carries out its duties, subject to the policies
established  by the  Fund's  Board of  Trustees,  under an  investment  advisory
agreement  that states the Manager's  responsibilities.  The agreement  sets the
fees the Fund pays to the Manager and  describes  the expenses  that the Fund is
responsible to pay to conduct its business.

     The Manager has been an investment  advisor since 1960. The Manager and its
subsidiaries and controlled  affiliates managed more than $215 billion in assets
as of June 30, 2006,  including other Oppenheimer funds with more than 6 million
shareholder accounts.  The Manager is located at Two World Financial Center, 225
Liberty Street, 11th Floor, New York, New York 10281-1008.

     |X| Pending  Litigation.  A consolidated  amended  complaint was filed as a
putative  class  action  against the Manager and the  Transfer  Agent (and other
defendants) in the U.S.  District Court for the Southern District of New York on
January 10, 2005 and was amended on March 4, 2005. The complaint alleged,  among
other things, that the Manager charged excessive fees for distribution and other
costs,  and  that by  permitting  and/or  participating  in those  actions,  the
Directors/Trustees and the Officers of the funds breached their fiduciary duties
to fund shareholders under the Investment Company Act of 1940 and at common law.
The plaintiffs sought unspecified  damages,  an accounting of all fees paid, and
an award of attorneys' fees and litigation expenses.

     A  consolidated  amended  complaint  was filed as a putative  class  action
against the Manager and the Transfer  Agent (and other  defendants)  in the U.S.
District Court for the Southern District of New York on January 10, 2005 and was
amended on March 4, 2005. The complaint  alleged,  among other things,  that the
Manager charged  excessive fees for  distribution  and other costs,  and that by
permitting and/or participating in those actions, the Directors/Trustees and the
Officers of the funds breached their fiduciary duties to fund shareholders under
the  Investment  Company Act of 1940 and at common law.  The  plaintiffs  sought
unspecified  damages, an accounting of all fees paid, and an award of attorneys'
fees and litigation expenses.

     In response to the  defendants'  motions to dismiss the suit,  seven of the
eight  counts in the  complaint,  including  the claims  against  certain of the
Oppenheimer funds, as nominal defendants, and against certain present and former
Directors,  Trustees  and  officers  of  the  funds,  and  the  Distributor,  as
defendants,  were dismissed with prejudice,  by court order dated March 10, 2006,
and the remaining count against the Manager and the Transfer Agent was dismissed
with  prejudice  by court  order dated April 5, 2006.  The  plaintiffs  filed an
appeal of those dismissals on May 11, 2006.

     The Manager  believes  that it is premature to render any opinion as to the
likelihood of an outcome unfavorable to it, the funds, the Directors/Trustees or
the Officers on the appeal of the decisions of the district  court,  and that no
estimate  can yet be made with any degree of certainty as to the amount or range
of any  potential  loss.  However,  the Manager  believes  that the  allegations
contained  in the  complaint  are without  merit and that there are  substantial
grounds to sustain the district court's rulings.


INVESTING IN THE FUND

How to Buy and Sell Shares

     |X| Classes of Shares. The Fund has four classes of shares authorized.  The
Fund currently offers only two classes of shares. The class of shares designated
as Service shares are subject to a Distribution  and Service Plan. The impact of
the  expenses of the Plan on Service  shares is  described  below.  The class of
shares that are not subject to a Plan has no class  "name"  designation,  but is
referred to herein as  "Non-Service  shares."  The  different  classes of shares
represent  investments  in the same  portfolio of securities  but are subject to
different expenses and will likely have different share prices.

     Distribution  and Service Plan for Service  Shares.  The Fund has adopted a
Distribution  and Service  Plan for Service  shares to pay the  Distributor  for
distribution related services, personal services and account maintenance for the
Fund's Service shares.  Under the Plan, payments are made quarterly at an annual
rate of up to 0.25% of the  average  annual net assets of Service  shares of the
Fund. Because these fees are paid out of the Fund's assets on an on-going basis,
over time these fees will increase the cost of your  investment and may cost you
more than other types of fees or sales charges.  The Distributor  currently uses
all of those fees to compensate  sponsor(s) of the insurance product that offers
Fund shares, for providing personal service and maintenance of accounts of their
variable contract owners that hold Service shares.

Dividends, Capital Gains and Taxes

     Dividends.  The Fund intends to declare dividends separately for each class
of  shares  from  net  investment  income  on an  annual  basis.  Dividends  and
distributions  will generally be lower for Service  shares,  which normally have
higher  expenses.  The Fund has no fixed dividend rate and cannot guarantee that
it will pay any dividends.

     All  dividends  and any  capital  gains  distributions  will be  reinvested
automatically  in  additional  Fund shares at net asset value for the account of
the participating insurance company, unless the insurance company elects to have
dividends or distributions paid in cash.


September 1, 2006                      PS0642.001




                      OPPENHEIMER VARIABLE ACCOUNT FUNDS (the "Trust")
          is an investment company consisting of 11 separate Funds (the "Funds"):
                                Oppenheimer Balanced Fund/VA
                          Oppenheimer Capital Appreciation Fund/VA
                               Oppenheimer Core Bond Fund/VA
                           Oppenheimer Global Securities Fund/VA
                              Oppenheimer High Income Fund/VA
                       addressStreetOppenheimer Main Street Fund(R)/VA
                  addressStreetOppenheimer Main Street Small Cap Fund(R)/VA
                                 Oppenheimer MidCap Fund/VA
(named "Oppenheimer Aggressive Growth Fund/VA" prior to April
                                         30, 2006)
                                 Oppenheimer Money Fund/VA
                             Oppenheimer Strategic Bond Fund/VA
                                 Oppenheimer Value Fund/VA

           Amendment dated September 1, 2006 to the
   Statement of Additional Information dated April 30, 2006

The Statement of Additional Information is amended as follows:

     Effective September 15, 2006 the Fund will begin offering Service shares to
certain  investors.  Features of the Fund's  Service shares are described in the
amendment dated September 1, 2006 to the Fund's Prospectus dated April 30, 2006.
This  amendment  to the Fund's  Statement  of  Additional  Information  provides
information about the Fund's classes of shares and should be read in conjunction
with the Fund's Statement of Additional Information dated April 30, 2006.

     1. Effective  September 15, 2006, the section titled "Classes of Shares" on
page 45 is deleted in its entirety and replaced by the following:

     |X| Classes of Shares.  The Trustees are  authorized,  without  shareholder
approval,  to create new series and classes of shares,  to  reclassify  unissued
shares into additional  series or classes and to divide or combine the shares of
a class  into a  greater  or  lesser  number  of  shares  without  changing  the
proportionate  beneficial  interest of a shareholder in the Funds. Shares do not
have cumulative voting rights,  preemptive rights or subscription rights. Shares
may be voted in person or by proxy at shareholder meetings.

     The Funds currently have four classes of shares authorized. All Funds offer
a class  of  shares  with no name  designation  referred  to in this SAI and the
Prospectus  as  "non-service  shares." As of September 15, 2006 all Funds except
Money Fund/VA also offer a service share class,  subject to a  Distribution  and
Service  Plan.  Money  Fund/VA  currently  only offers the class of  non-service
shares. Global Securities Fund/VA offers two additional share classes,  referred
to in this SAI and the Global  Securities  Fund/VA  Prospectus  as "Class 3" and
"Class 4",  which are subject to a redemption  fee. In addition,  Class 4 shares
are subject to a Distribution  and Service Plan. Each class of shares:

     o has its own dividends and  distributions,

     o pays certain expenses which may be different for the different classes,

     o will generally have a different net asset value,

     o will generally have separate  voting rights on matters in which interests
of one class are different from interests of another class, and

     o votes as a class on matters that affect that class alone.

     Shares are freely  transferable  under the terms of the insurance  product,
and  each  share  of each  class  has one  vote at  shareholder  meetings,  with
fractional  shares  voting  proportionally,  on matters  submitted  to a vote of
shareholders.  Each  share  of a  Fund  represents  an  interest  in  each  Fund
proportionately  equal to the  interest of each other share of the same class of
that Fund.


September 1, 2006                       PXOVAF.027