OppenheimerFunds, Inc.

Two World Financial Center

225 Liberty Street, 11th Floor

New York, NY 10281-1008

March 1, 2012

VIA EDGAR

Securities and Exchange Commission

Mail Stop 0-7, Filer Support

6432 General Green Way

Alexandria, VA 22312

Re:	Oppenheimer Equity Income Fund, Inc. (the “Registrant”)
	Reg. No. 333-16881; File No. 811-04797

To the Securities and Exchange Commission:

Pursuant to Rule 497(j) under the Securities Act of 1933, as amended (the "Securities Act"), I hereby represent that the form of Prospectus and Statement of Additional Information that would have been filed pursuant to Rule 497(c) under the Securities Act would not have differed from that contained in Post-Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, which was filed electronically with the Securities and Exchange Commission on February 27, 2012.

Sincerely,

/s/Amee Kantesaria

Amee Kantesaria

Vice President & Assistant Counsel

(212) 323-5217

akantesaria@oppenheimerfunds.com

cc:	Kramer Levin Naftalis & Frankel LLP
	KPMG LLP
	Gloria LaFond
	Taylor V. Edwards