OPPENHEIMER VARIABLE ACCOUNT FUNDS
Supplement Dated June 27, 1996
to the Prospectus dated May 1, 1996

The prospectus is amended as follows:

     1.  The third sentence under the caption "Overview of the Funds - Who
Manages the Funds?" is revised by deleting Robert C. Doll, Jr. after the
reference to Growth & Income Fund and by adding Michael S. Levine after
Robert J. Milnamow.

     2.  The seventeenth, eighteenth, nineteenth and twentieth sentences
in the section captioned "How the Funds are Managed - Portfolio
Managers"are deleted band replaced with the following: "The Portfolio
Manager of Growth & Income Fund is Robert J. Milnamow and the Associate
Portfolio Manager of that Fund is Michael S. Levine.  Mr. Milnamow has
been the person principally responsible for the day-to-day management of
that Fund since November, 1995.  Mr. Milnamow is a Vice President of the
Manager and an officer of other Oppenheimer funds and Mr. Levine is an
Assistant Vice President of the Manager.  During the past five years, Mr.
Milnamow was portfolio manager with Phoenix Securities Group, and Mr.
Levine was a portfolio manager and research associate for Amos Securities,
Inc.; before which he was an analyst for Shearson Lehman Hutton, Inc."

     In addition, the reference to Mr. Doll in the twenty-first sentence
of that section is deleted.


June 27, 1996                                           PS 0600.006.0696