EX-23

The Board of Directors and Shareholders of
Oppenheimer Quest Capital Value Fund, Inc.:


In planning and performing our audit of the financial statements of Oppenheimer
Quest Capital Value Fund, Inc. (the Fund) for the year ended October 31, 2002,
we considered its internal control, including control activities for
safeguarding securities, in order to determine our auditing procedures for the
purpose of expressing our opinion on the financial statements and to comply with
the requirements of Form NSAR, not to provide assurance on internal control.

The management of the Fund is responsible for establishing and maintaining
internal control. In fulfilling this responsibility, estimates and judgments by
management are required to assess the expected benefits and related costs of
controls. Generally, controls that are relevant to an audit pertain to the
entity's objective of preparing financial statements for external purposes that
are fairly presented in conformity with accounting principles generally accepted
in the United States of America. Those controls include the safeguarding of
assets against unauthorized acquisition, use, or disposition.

Because of inherent limitations in internal control, error or fraud may occur
and not be detected. Also, projection of any evaluation of internal control to
future periods is subject to the risk that it may become inadequate because of
changes in conditions or that the effectiveness of the design and operation may
deteriorate.

Our consideration of internal control would not necessarily disclose all matters
in internal control that might be material weaknesses under standards
established by the American Institute of Certified Public Accountants. A
material weakness is a condition in which the design or operation of one or more
of the internal control components does not reduce to a relatively low level the
risk that misstatements caused by error or fraud in amounts that would be
material in relation to the financial statements being audited may occur and not
be detected within a timely period by employees in the normal course of
performing their assigned functions. However, we noted no matters involving
internal control and its operation, including controls for safeguarding
securities, that we consider to be material weaknesses as defined above as of
October 31, 2002.

This report is intended solely for the information and use of management, the
board of directors of Oppenheimer Quest Capital Value Fund, Inc., and the
Securities and Exchange Commission and is not intended to be and should not be
used by anyone other than these specified parties.


KPMG LLP

Denver, Colorado
November 21, 2002

EX-99

Exhibit to Sub-Item 77Q3 of Form N-SAR


(i)           Based on their evaluation of registrant's disclosure controls and
              procedures (as defined in rule 30a-2(c) under the Investment
              Company Act of 1940 (17 CFR 270.30a-2(c)) as of December 19, 2002,
              registrant's principal executive officer and principal financial
              officer found registrant's disclosure controls and procedures to
              be appropriately designed to ensure that information required to
              be disclosed by registrant in the reports that it files under the
              Securities Exchange Act of 1934 (a) is accumulated and
              communicated to registrant's management, including its principal
              executive officer and principal financial officer, to allow timely
              decisions regarding required disclosure, and (b) is recorded,
              processed, summarized and reported, within the time periods
              specified in the rules and forms adopted by the U.S. Securities
              and Exchange Commission.

(ii)          There have been no significant changes in registrant's internal
              controls or in other factors that could significantly affect
              registrant's internal controls subsequent to the date of the most
              recent evaluation as indicated, including no significant
              deficiencies or material weaknesses that required corrective
              action.

(iii)         See certification below.

     CERTIFICATIONS

     I, John V. Murphy, certify that:

     1. I have reviewed this report on Form N-SAR of Oppenheimer Quest Capital
     Value Fund;

     2. Based on my knowledge, this report does not contain any untrue statement
     of a material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such statements
     were made, not misleading with respect to the period covered by this
     report;

     3. Based on my knowledge, the financial information included in this
     report, and the financial statements on which the financial information is
     based, fairly present in all material respects the financial condition,
     results of operations, changes in net assets, and cash flows (if the
     financial statements are required to include a statement of cash flows) of
     the registrant as of, and for, the periods presented in this report;

     4. The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in rule 30a-2(c) under the Investment Company Act) for the registrant and
     have:

     a) designed such disclosure controls and procedures to ensure that material
     information relating to the registrant, including its consolidated
     subsidiaries, is made known to us by others within those entities,
     particularly during the period in which this report is being prepared;

     b) evaluated the effectiveness of the registrant's disclosure controls and
     procedures as of a date within 90 days prior to the filing date of this
     report (the "Evaluation Date"); and

     c) presented in this report our conclusions about the effectiveness of the
     disclosure controls and procedures based on our evaluation as of the
     Evaluation Date;

     5. The registrant's other certifying officers and I have disclosed, based
     on our most recent evaluation, to the registrant's auditors and the audit
     committee of the registrant's board of directors (or persons performing the
     equivalent functions):

     a) all significant deficiencies in the design or operation of internal
     controls which could adversely affect the registrant's ability to record,
     process, summarize, and report financial data and have identified for the
     registrant's auditors any material weaknesses in internal controls; and

     b) any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal
     controls; and

     6. The registrant's other certifying officers and I have indicated in this
     report whether or not there were significant changes in internal controls
     or in other factors that could significantly affect internal controls
     subsequent to the date of our most recent evaluation, including any
     corrective actions with regard to significant deficiencies and material
     weaknesses.

     Date: 12/19/02
           --------
                                 /s/John V. Murphy
                              -----------------------
                                 John V. Murphy
                                    President

     I, Brian W. Wixted, certify that:

     1. I have reviewed this report on Form N-SAR of Oppenheimer Quest Capital
     Value Fund;

     2. Based on my knowledge, this report does not contain any untrue statement
     of a material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such statements
     were made, not misleading with respect to the period covered by this
     report;

     3. Based on my knowledge, the financial information included in this
     report, and the financial statements on which the financial information is
     based, fairly present in all material respects the financial condition,
     results of operations, changes in net assets, and cash flows (if the
     financial statements are required to include a statement of cash flows) of
     the registrant as of, and for, the periods presented in this report;

     4. The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in rule 30a-2(c) under the Investment Company Act) for the registrant and
     have:

     a) designed such disclosure controls and procedures to ensure that material
     information relating to the registrant, including its consolidated
     subsidiaries, is made known to us by others within those entities,
     particularly during the period in which this report is being prepared;

     b) evaluated the effectiveness of the registrant's disclosure controls and
     procedures as of a date within 90 days prior to the filing date of this
     report (the "Evaluation Date"); and

     c) presented in this report our conclusions about the effectiveness of the
     disclosure controls and procedures based on our evaluation as of the
     Evaluation Date;

     5. The registrant's other certifying officers and I have disclosed, based
     on our most recent evaluation, to the registrant's auditors and the audit
     committee of the registrant's board of directors (or persons performing the
     equivalent functions):

     a) all significant deficiencies in the design or operation of internal
     controls which could adversely affect the registrant's ability to record,
     process, summarize, and report financial data and have identified for the
     registrant's auditors any material weaknesses in internal controls; and

     b) any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal
     controls; and

     6. The registrant's other certifying officers and I have indicated in this
     report whether or not there were significant changes in internal controls
     or in other factors that could significantly affect internal controls
     subsequent to the date of our most recent evaluation, including any
     corrective actions with regard to significant deficiencies and material
     weaknesses.

     Date: 12/19/02
           --------
                                /s/Brian W. Wixted
                                 ---------------------
                                 Brian W. Wixted
                                    Treasurer

EX-99

Oppenheimer Quest Capital Value Fund, Inc. ROCSOP

The Fund adjusts the classification of distributions to shareholders to reflect
the differences between financial statement amounts and distributions determined
in accordance with income tax regulations. Accordingly, during the year ended
October 31, 2002, amounts have been reclassified to reflect a decrease in
paid-in capital of $1,775,653, a decrease in accumulated net investment loss of
$1,765,210, and a decrease in accumulated net realized loss on investments of
$10,443. Net assets of the Fund were unaffected by the reclassifications.