ROCHESTER FUND MUNICIPALS
                     Supplement dated June 5, 1998 to the
            Statement of Additional Information dated April 1, 1998

The Statement of Additional Information is hereby supplemented as follows:

1.    The  Supplement  dated  May 15,  1998  to the  Statement  of  Additional
Information is replaced
by this supplement.

2.    Effective  June 2, 1998,  Robert G. Galli was appointed a Trustee of the
Fund.  The
biographical  information  below for Mr.  Galli should be added to the section
captioned "How the Fund
is Managed - Trustees  and  Officers of the Fund"  immediately  following  the
information on Thomas
W. Courtney:

Robert G. Galli, Trustee; Age: 64
19750 Beach Road, Jupiter Island, Florida 33469
Formerly he held the following  positions:  Vice Chairman of OppenheimerFunds,
Inc. (the
"Manager")  (October  1995 to December  1997),  Vice  President  (June 1990 to
March 1994) and
Counsel  of  Oppenheimer  Acquisition  Corp.,  the  Manager's  parent  holding
company; Executive Vice
President  (December  1977 to October  1995),  General  Counsel and a director
(December 1975 to
October  1993) of the  Manager;  Executive  Vice  President  and a director of
OppenheimerFunds
Distributor,  Inc. (July 1978 to October 1993); Executive Vice President and a
director of
HarbourView  Asset  Management  Corporation  (April 1986 to October 1995),  an
investment adviser
subsidiary  of the Manager;  Vice  President  and a director  (October 1988 to
October 1993) and
Secretary  (March  1981 to  September  1988) of  Centennial  Asset  Management
Corporation, an
investment  adviser  subsidiary of the Manager;  a director  (November 1989 to
October 1993) and
Executive  Vice  President  (November  1989 to  January  1990) of  Shareholder
Financial Services, Inc.,
a  transfer  agent  subsidiary  of the  Manager;  a  director  of  Shareholder
Services, Inc. (August 1984 to
October 1993), a transfer agent subsidiary of the Manager;  a director/trustee
of other Oppenheimer
funds.

3.    The  following is added as the last  paragraph to the section  captioned
"How the Fund is
Managed - Deferred Compensation Plan":

      On June 2, 1998 the Fund  adopted a  retirement  plan that  provides for
payment to a retired
Trustee of up to 80% of the average  compensation  paid during that  Trustee's
five years of service in
which the highest  compensation  was  received.  A Trustee  must serve in that
capacity for any of the
Oppenheimer  Quest  Funds,  Oppenheimer  Rochester  Funds  or the  Oppenheimer
MidCap Fund for at
least  15  years  to  be  eligible  for  the  maximum  payment.  Because  each
Trustee's retirement benefits
will depend on the amount of the Trustee's  future  compensation and length of
service, the amount
of  those  benefits  cannot  be  determined  as of this  time nor can the Fund
estimate the number of years
of credited service that will be used to determine those benefits.



4.    The third sentence of the third  paragraph in the section  entitled "How
To Exchange Shares"
page 47 is revised to read as follows:

      However,  if you redeem Class A shares of the Fund that were acquired by
      exchange of Class
      A shares  of other  Oppenheimer  funds  purchased  subject  to a Class A
      contingent deferred sales
      charge  within  18  months  of  the  end of the  calendar  month  of the
      purchase of the exchanged
      Class A shares, the Class A contingent  deferred sales charge is imposed
      on the redeemed
      shares  (see  "Class  A  Contingent   Deferred   Sales  Charge"  in  the
      Prospectus). (A different
      holding period may apply to shares purchased prior to June 1, 1998).






June 5, 1998                                                        PXO365.005