OPPENHEIMER VARIABLE ACCOUNT FUNDS
                         Supplement Dated April 3, 1998
                       to the Prospectus dated May 1, 1997

The Prospectus is amended as follows:


      1. The supplements to the Prospectus  dated January 1, 1998,  February 27,
1998 and March 16, 1998 are 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 by  deleting  Capital  Appreciation  Fund and
Robert J. Milnamow, and adding the
following:

      High Income Fund, Thomas P. Reedy;
      Capital Appreciation Fund, Bruce Bartlett

      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 are 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.  At a shareholder meeting held on
April 3, 1998, Bond Fund shareholders voted to approve this proposal.

      Bond Fund's primary investment objective is expected to change,  effective
May 1,  1998,  to:  "to seek a high  level of  current  income".  Its  secondary
objective will remain "to seek capital growth when  consistent  with its primary
objective." In addition,  Bond Fund will 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 will  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 will 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. (the "Manager"), 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 the Manager.

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

      The portfolio  manager of Capital  Appreciation Fund is Bruce L. Bartlett.
He has been the person principally  responsible for the day-to-day management of
that  Fund's  portfolio  since  April,  1998.  During the past five  years,  Mr.
Bartlett  has  served  as a  portfolio  manager  and  Vice  President  of  other
Oppenheimer  funds and formerly served as a Vice President and Senior  Portfolio
Manager at First of America Investment Corp.

     6. The sixth paragraph in the section  captioned "How The Funds Are Managed
- - Portfolio Managers" is replaced by the following:

The Portfolio  Manager of Growth & Income Fund is Michael S. Levine.  Mr. Levine
has been the person  principally  responsible  for the day-to-day  management of
that Fund since April,  1998.  During the past five years, Mr. Levine has served
as an Associate Portfolio Manager of Growth & Income Fund and formerly served as
a portfolio  manager and research  associate for Amas Securities,  Inc.,  before
which he was an analyst for Shearson Lehman Hutton, Inc.

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

Messrs.  Bartlett,  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.

April 3, 1998                                                  PS0600.011.0498


                       OPPENHEIMER VARIABLE ACCOUNT FUNDS
                        Supplement  dated  April  3,  1998 to the  Statement  of
         Additional Information dated May 1, 1997

The supplement to the Statement of Additional  Information  dated March 16, 1998
is  replaced  by  this  supplement.  Page  23 of  the  Statement  of  Additional
Information is amended as follows:


   1. The listing for Michael S. Levine is replaced with the following:

Michael S. Levine,  Vice  President;  Growth & Income Fund Portfolio  Manager;
Age: 31
Two World Trade Center, New York, New York 10048-0203
Assistant Vice President and Associate  Portfolio  Manager of the Manager (since
April  1996);  formerly  portfolio  manager  and  research  associate  for  Amas
Securities,  Inc.  prior to which he was an analyst for Shearson  Lehman Hutton,
Inc.

   2. The listing for Paul LaRocco is replaced with the following:

Bruce L. Bartlett,  Vice President;  Capital Appreciation Portfolio Manager; Age
48 Vice  President  of the  Manager  (since  April  1995);  Vice  President  and
portfolio  manager of other  Oppenheimer  funds,  formerly a Vice  President and
Senior Portfolio Manager at First of America Investment Corp.

   3. The listing for David P. Negri is replaced with the following:

David P.  Negri,  Vice  President;  Bond Fund,  Multiple  Strategies  Fund and
Strategic Bond Fund
Portfolio Manager; Age: 43
Two World Trade Center, New York, New York 10048-0203
Vice  President of the Manager;  Vice  President and portfolio  manager of other
Oppenheimer funds.

Thomas P. Reedy, Vice President;  High Income Fund Portfolio Manager; Age 35 Two
World Trade Center,  New York, New York 10048-0203 Vice President of the Manager
(since June 1993);  Vice  President and portfolio  manager of other  Oppenheimer
funds; formerly a Securities Analyst for the Manager.

   4. The listing for Robert Milnamow is deleted.


April 3, 1998                                                PX0600.007

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