OPPENHEIMER VARIABLE ACCOUNT FUNDS
                       Supplement Dated February 27, 1998
                       to the Prospectus dated May 1, 1997

The Prospectus is amended as follows:


      1. The supplement to the  Prospectus  dated January 1, 1998 is replaced by
this supplement.

      2. The third  sentence  under  the  caption  "Overview  of the Funds - Who
Manages  the  Funds?" is revised by  deleting  High Income Fund from the list of
funds managed by David Negri and adding
the following:

      High Income Fund, Thomas P. Reedy;

      3. The  following  is added as a final  paragraph  under  "Can the  Funds'
Investment Objectives
Policies Change?"

      Anticipated  Change  in Bond  Fund.  The  Trust's  Board of  Trustees  has
determined  that it would be in the best interests of the  shareholders  of Bond
Fund  to  change  that  Fund's  current  investment  policies  with  respect  to
investment  in  investment  grade bonds.  Details  about this  proposal  will be
contained  in a proxy  statement  sent to the Fund's  shareholders  of record on
February 6, 1998,  the record date for the  shareholder  meeting to vote on this
and  other  proposals  to  change  other  investment  policies.  There can be no
assurance  that  shareholders  will  approve  this  proposal.   Only  Bond  Fund
shareholders are affected by, and vote on, this proposal.

      If the shareholders approve this proposal,  Bond Fund's primary investment
objective  would  change,  effective  May 1, 1998,  to: "to seek a high level of
current  income".  Its secondary  objective would remain "to seek capital growth
when  consistent  with its primary  objective." In addition,  Bond Fund would be
permitted to invest up to 35% of its total assets in debt securities  rated less
than investment grade,  when consistent with Bond Fund's investment  objectives,
as revised. Under normal market conditions,  Bond Fund would invest at least 65%
of its  total  assets in  investment  grade  debt  securities,  U.S.  government
securities and money market instruments.  Investment grade debt securities would
include  those  rated  in one of the  four  highest  ranking  categories  by any
nationally-recognized  rating  organization or if unrated or split-rated  (rated
investment grade and below investment grade by different rating  organizations),
determined by the Fund's investment  adviser,  OppenheimerFunds,  Inc., to be of
comparable quality.


                                                                     (continued)







      There is an  increased  credit risk that issuers of  non-investment  grade
debt  securities,  often  referred to as "junk  bonds",  may not be able to make
interest or  principal  payments as they become due.  For further  details,  see
Proposal  No. 3 in the  proxy  statement  (a copy of which  may be  obtained  by
calling  1-800-525-7048)  and "High Yield  Securities" in  Oppenheimer  Variable
Account Fund's prospectus.

      4. The first paragraph in the section captioned "How the Funds are Managed
- - Portfolio  Managers" is revised by deleting all references to High Income Fund
and by adding the following
after the sixth paragraph under that caption:

The Portfolio  Manager of High Income Fund is Thomas P. Reedy.  He is the person
principally responsible for the day-to-day management of that Fund since January
1, 1998.

During  the past five  years Mr.  Reedy has served as a  portfolio  manager  and
officer of other Oppenheimer  funds and formerly served as a Securities  Analyst
for OFI (the "Manager").

     5. The last paragraph in the section captioned "How the Funds are Managed -
Portfolio Managers" is replaced by the following:

Messrs. LaRocco,  Milnamow, Negri and Reedy, Ms. Putnam and Ms. Warmack are Vice
Presidents  of the Manager,  Mr.  Levine is an Assistant  Vice  President of the
Manager, and Messrs. Rubinstein,  Steinmetz and Wilby are Senior Vice Presidents
of the  Manager.  Each of the  Portfolio  Managers  named  above  is also a Vice
President of the Trust.

February 27, 1998                                              PS0600.009.0298