OPPENHEIMER VARIABLE ACCOUNT FUNDS
                      Supplement dated June 15, 1998 to the
                          Prospectus dated May 1, 1998

The Prospectus is changed as follows:

1. The third sentence under the caption "Overview of the Funds - Who Manages the
Funds" is revised by  deleting  Money Fund and Dorothy  Warmack,  and adding the
following:

      Money Fund, Arthur J. Zimmer;

2. The first  sentence  under  the  caption  "When-Issued  or  Delayed  Delivery
Transactions" is replaced with the following:

      Each  Fund  may  purchase  securities  on a  "when-issued"  basis  and may
      purchase or sell securities on a "delayed delivery" basis.

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

      The portfolio manager of Money Fund is Arthur J. Zimmer. On June 15, 1998,
      he became the person principally responsible for the day-to-day management
      of that Fund's  portfolio.  During the past five years Mr. Zimmer has also
      served as an  officer of other  Oppenheimer  funds,  and was Money  Fund's
      portfolio manager from October, 1990 to April 30, 1996.

4. The first  sentence of the last  paragraph in the section  captioned "How the
Funds are Managed
- - Portfolio Managers" is replaced with the following:

Messrs.  Bartlett,  Levine,  Reedy,  Tracey,  Gilston  and Ms.  Putnam  are Vice
Presidents of the Manager, and Messrs. Negri, Rubinstein,  Steinmetz,  Wilby and
Zimmer are Senior Vice Presidents of the Manager.


June 15, 1998                                                  PSO600.012.0598



                       OPPENHEIMER VARIABLE ACCOUNT FUNDS
                     Supplement   dated  June  15,  1998  to  the  Statement  of
             Additional Information dated May 1, 1998

The Statement of Additional Information is changed as follows:

1. The biographical  information  under the caption "How the Funds are Managed -
Trustees  and  Officers  of the Trust" on page 26 is revised  to  disclose  that
Michael S. Levine is Vice President of the Manager (since June,  1998) and David
P. Negri is Senior Vice President of the Manager (since May, 1998).

2. The  biographical  information for Dorothy Warmack under the caption "How the
Funds are Managed - Trustees and Officers of the Trust" on page 27 is deleted.

3.  Effective June 15, 1998,  Arthur J. Zimmer became the portfolio  manager for
Money Fund. The  biographical  information  below for Mr. Zimmer is added to the
section captioned "How the Fund is Managed - Trustees and Officers of the Trust"
on page 27 immediately following the information on William L. Wilby:

Arthur J. Zimmer, Vice President;  Money Fund Portfolio Manager;  Age: 52 Senior
Vice  President of the Manager  (since June 1997);  Vice President of Centennial
(since  June  1997);  an  officer  of other  Oppenheimer  funds;  formerly  Vice
President of the Manager (October 1990- June 1997).

4. The first sentence in the section captioned "The Manager and Its Affiliates -
Portfolio  Management"  on page 30 is revised by deleting Money Fund and Dorothy
Warmack, and adding the
following:

      Money Fund, Arthur J. Zimmer;

5. The list of Corporate  Industry  Classifications  (Appendix A) on page A-1 is
modified by including the following new classifications: Asset Backed.



June 15, 1998                                                       PXO600.008