OPPENHEIMER INTERNATIONAL BOND FUND

                             Supplement dated February 18, 2005
                         to the Prospectus dated November 26, 2004

This supplement amends the Prospectus dated November 26, 2004.

This Prospectus is revised as follows:

1.  The following new paragraph should be added to the end of section of the Prospectus
captioned "Risks of Foreign Investing" in the section "ABOUT THE FUND - MAIN RISKS OF
INVESTING IN THE FUND" on page 4.

      Additionally, if a fund invests a significant amount of its assets in foreign
      securities, it might expose the fund to "time-zone arbitrage" attempts by investors
      seeking to take advantage of the differences in value of foreign securities that
      might result from events that occur after the close of the foreign securities market
      on which a foreign security is traded and the close of The New York Stock Exchange
      that day, when the Fund's net asset value is calculated. If such time-zone arbitrage
      were successful, it might dilute the interests of other shareholders. However, the
      Fund's use of "fair value pricing" to adjust the closing market prices of foreign
      securities under certain circumstances, to reflect what the Manager and the Board
      believe to be their fair value may help deter those activities.

2.  The section titled "Pending Litigation" at the end of section of the Prospectus
captioned "ABOUT THE FUND -  HOW THE FUND IS MANAGED," on page 14, should be deleted in its
entirety and replaced with the following:

      PENDING LITIGATION.  A consolidated amended complaint has been filed as putative
      derivative and class actions against the Manager, Distributor and Transfer
      Agent, as well as 51 of the Oppenheimer funds (collectively the "funds")
      including the Fund, 31 present and former Directors or Trustees and 9 present
      and former officers of certain of the Funds. This complaint, filed in the U.S.
      District Court for the Southern District of New York on January 10, 2005,
      consolidates into a single action and amends six individual previously-filed
      putative derivative and class action complaints. Like those prior complaints,
      the complaint alleges that the Manager charged excessive fees for distribution
      and other costs, improperly used assets of the funds in the form of directed
      brokerage commissions and 12b-1 fees to pay brokers to promote sales of the
      funds, and failed to properly disclose the use of fund assets to make those
      payments in violation of the Investment Company Act and the Investment Advisers
      Act of 1940. Also, like those prior complaints, the complaint further alleges
      that by permitting and/or participating in those actions, the Directors/Trustees
      and the Officers breached their fiduciary duties to Fund shareholders under the
      Investment Company Act and at common law.  The complaint seeks unspecified
      compensatory and punitive damages, rescission of the funds' investment advisory
      agreements, an accounting of all fees paid, and an award of attorneys' fees and
      litigation expenses.

            The Manager and the Distributor believe the claims asserted in these law
      suits to be without merit, and intend to defend the suits vigorously. The
      Manager and the Distributor do not believe that the pending actions are likely
      to have a material adverse effect on the Fund or on their ability to perform
      their respective investment advisory or distribution agreements with the Fund.

3. In the section entitled "How Can You Buy Class A Shares?", the following is added after
the chart depicting Class A share sales charges on page 20.

      Due to rounding, the actual sales charge for a particular transaction may be higher
      or lower than the rates listed above.

4.          Effective March 18, 2005, the first two sentences of the first paragraph of the
section entitled "Right of Accumulation" in the section entitled "Can You Reduce Class A
Sales Charges?" on page 20 are replaced with the following:

      To qualify for the reduced Class A sales charge that would apply to a larger
      purchase than you are currently making (as shown in the table above), you can
      add the value of any Class A, Class B or Class C shares of the Fund or other
      Oppenheimer funds that you or your spouse currently own, or are currently
      purchasing, to the value of your Class A share purchase. Your Class A shares of
      Oppenheimer Money Market Fund, Inc. or Oppenheimer Cash Reserves on which you
      did not pay a sales charge will not be counted for this purpose.

5.    Effective March 18, 2005, the first paragraph of the section entitled "Letters of
Intent" in the section entitled "Can You Reduce Class A Sales Charges?" on page 21 is
replaced with the following:

      You may also qualify for reduced Class A sales charges by submitting a Letter
      of Intent to the Distributor. A Letter of Intent is a written statement of your
      intention to purchase a specified value of Class A, Class B or Class C shares
      of the Fund or other Oppenheimer funds over a 13-month period. The total amount
      of your intended purchases of Class A, Class B and Class C shares will
      determine the reduced sales charge rate that will apply to your Class A share
      purchases of the Fund during that period. You can choose to include purchases
      made up to 90 days before the date that you submit a Letter.  Your Class A
      shares of Oppenheimer Money Market Fund, Inc. or Oppenheimer Cash Reserves on
      which you did not pay a sales charge will not be counted for this purpose.
      Submitting a Letter of Intent does not obligate you to purchase the specified
      amount of shares. You can also apply the Right of Accumulation to these
      purchases.

6. The section titled "How to Exchange Shares" in the section of the Prospectus captioned
"ABOUT YOUR ACCOUNT," on page 31, should be deleted in its entirety and replaced with the
following:

      How to Exchange Shares

      If you want to change all or part of your investment from one Oppenheimer fund to
      another, you can exchange your shares for shares of the same class of another
      Oppenheimer fund that offers the exchange privilege. For example, you can exchange
      Class A shares of the Fund only for Class A shares of another fund. To exchange
      shares, you must meet several conditions:

            o  Shares of the fund selected for exchange must be available for sale in your
               state of residence.
            o  The prospectuses of  the selected fund must offer the exchange privilege.
            o  You must hold the shares you buy when you establish an account for at least
               seven days before you can exchange them. After your account is open for
               seven days, you can exchange shares on any regular business day, subject to
               the limitations described below.
            o  You must meet the minimum purchase requirements for the selected fund.
            o  Generally, exchanges may be made only between identically registered
               accounts, unless all account owners send written exchange instructions with
               a signature guarantee.
            o  Before exchanging into a fund, you must obtain its prospectus and should
               read it.

               For tax purposes, an exchange of shares of the Fund is considered a sale of
      those shares and a purchase of the shares of the fund to which you are exchanging. An
      exchange may result in a capital gain or loss.

               You can find a list of the Oppenheimer funds that are currently available
      for exchanges in the Statement of Additional Information or you can obtain a list by
      calling a service representative at 1.800.225.5677. The funds available for exchange
      can change from time to time. There are a number of other special conditions and
      limitations that apply to certain types of exchanges. In some cases, sales charges
      may be imposed on exchange transactions. In general, a contingent deferred sales
      charge (CDSC) is not imposed on exchanges of shares that are subject to a CDSC.
      However, if you exchange shares that are subject to a CDSC, the CDSC holding period
      will be carried over to the acquired shares, and the CDSC may be imposed if those
      shares are redeemed before the end of that holding period. These conditions and
      circumstances are described in detail in the "How to Exchange Shares" section in the
      Statement of Additional Information.

      HOW DO YOU SUBMIT EXCHANGE REQUESTS? Exchanges may be requested in writing, by
      telephone or the internet, or by establishing an Automatic Exchange Plan.

      Written Exchange Requests. Send an OppenheimerFunds Exchange Request form, signed by
               all owners of the account, to the Transfer Agent at the address on the back
               cover. Exchanges of shares for which share certificates have been issued
               cannot be processed unless the Transfer Agent receives the certificates with
               the request.

      Telephone and Internet Exchange Requests. Telephone exchange requests may be made
               either by calling a service representative or by using PhoneLink by calling
               1.800.225.5677. You may submit internet exchange requests on the
               OppenheimerFunds internet website, at www.oppenheimerfunds.com. You must
               have obtained a user I.D. and password to make transactions on that website.
               Telephone and/or internet exchanges may be made only between accounts that
               are registered with the same name(s) and address. Shares for which share
               certificates have been issued may not be exchanged by telephone or the
               internet.

       Automatic Exchange Plan. Shareholders can authorize the Transfer Agent to exchange a
               pre-determined amount of shares automatically on a monthly, quarterly,
               semi-annual or annual basis.

      Please refer to "How to Exchange Shares" in the Statement of Additional Information
      for more details.

      ARE THERE LIMITATIONS ON FREQUENT PURCHASES, REDEMPTIONS AND EXCHANGES?

      Risks from Excessive Purchase, Redemption and Short-Term Exchange Activity. The
      OppenheimerFunds exchange privilege affords investors the ability to switch their
      investments among Oppenheimer funds if their investment needs change. However, there
      are limits on that privilege. Frequent purchases, redemptions and exchanges of fund
      shares may interfere with the Manager's ability to manage the fund's investments
      efficiently, increase the fund's transaction and administrative costs and/or affect
      the fund's performance, depending on various factors, such as the size of the fund,
      the nature of its investments, the amount of fund assets the portfolio manager
      maintains in cash or cash equivalents, the aggregate dollar amount and the number and
      frequency of trades. If large dollar amounts are involved in exchange and/or
      redemption transactions, the Fund might be required to sell portfolio securities at
      unfavorable times to meet redemption or exchange requests, and the Fund's brokerage
      or administrative expenses might be increased.

      Therefore, the Manager and the Fund's Board of Trustees have adopted the following
      policies and procedures to detect and prevent frequent and/or excessive exchanges,
      and/or purchase and redemption activity, while balancing the needs of investors who
      seek liquidity from their investment and the ability to exchange shares as investment
      needs change. There is no guarantee that the policies and procedures described below
      will be sufficient to identify and deter excessive short-term trading.

o     Timing of Exchanges.  Exchanged shares are normally redeemed from one fund and the
            proceeds are reinvested in the fund selected for exchange on the same regular
            business day on which the Transfer Agent or its agent (such as a financial
            intermediary holding the investor's shares in an "omnibus" or "street name"
            account) receives an exchange request that conforms to these policies. The
            request must be received by the close of The New York Stock Exchange that day,
            which is normally 4:00 p.m. Eastern time, but may be earlier on some days.
            However, the Transfer Agent may delay the reinvestment of proceeds from an
            exchange for up to five business days if it determines, in its discretion, that
            an earlier transmittal of the redemption proceeds to the receiving fund would
            be detrimental to either the fund from which the exchange is made or the fund
            to which the exchange is made.

o     Limits on Disruptive Activity. The Transfer Agent may, in its discretion, limit or
            terminate trading activity by any person, group or account  that it believes
            would be disruptive, even if the activity has not exceeded the policy outlined
            in this Prospectus. The Transfer Agent may review and consider the history of
            frequent trading activity in all accounts in the Oppenheimer funds known to be
            under common ownership or control as part of the Transfer Agent's procedures to
            detect and deter excessive trading activity.

o     Exchanges of Client Accounts by Financial Advisers.  The Fund and the Transfer Agent
            permit dealers and financial intermediaries to submit exchange requests on
            behalf of their customers (unless the customer has revoked that authority). The
            Distributor and/or the Transfer Agent have agreements with a number of
            financial intermediaries that permit them to submit exchange orders in bulk on
            behalf of their clients. Those intermediaries are required to follow the
            exchange policy stated in this Prospectus and to comply with additional, more
            stringent restrictions. Those additional restrictions include limitations on
            the funds available for exchanges, the requirement to give advance notice of
            exchanges to the Transfer Agent, and limits on the amount of client assets that
            may be invested in a particular fund. A fund or the Transfer Agent may limit or
            refuse bulk exchange requests submitted by such financial intermediaries if, in
            the Transfer Agent's judgment, exercised in its discretion, the exchanges would
            be disruptive to any of the funds involved in the transaction.

o     Redemptions of Shares.  These exchange policy limits do not apply to redemptions of
            shares. Shareholders are permitted to redeem their shares on any regular
            business day, subject to the terms of this Prospectus.

o     Right to Refuse Exchange and Purchase Orders.  The Distributor and/or the Transfer
            Agent may refuse any purchase or exchange order in their discretion and are not
            obligated to provide notice before rejecting an order. The Fund may amend,
            suspend or terminate the exchange privilege at any time. You will receive 60
            days' notice of any material change in the exchange privilege unless applicable
            law allows otherwise.

o     Right to Terminate or Suspend Account Privileges.  The Transfer Agent may send a
            written warning to direct shareholders who the Transfer Agent believes may be
            engaging in excessive purchases, redemptions and/or exchange activity and
            reserves the right to suspend or terminate the ability to purchase shares
            and/or exchange privileges for any account that the Transfer Agent determines,
            in carrying out these policies and in the exercise of its discretion, has
            engaged in disruptive or excessive trading activity.

o     Omnibus Accounts.  If you hold your shares of the Fund through a financial
            intermediary such as a broker-dealer, a bank, an insurance company separate
            account, an investment adviser, an administrator or trustee of a retirement
            plan or 529 plan that holds your shares in an account under its name (these are
            sometimes referred to as "omnibus" or "street name" accounts), that financial
            intermediary may impose its own restrictions or limitations to discourage
            short-term or excessive trading. You should consult your financial intermediary
            to find out what trading restrictions, including limitations on exchanges, they
            may apply to you.


    While the Fund, the Distributor, the Manager and the Transfer Agent encourage financial
    intermediaries to apply the Fund's policies to their customers who invest indirectly in
    the Fund, the Transfer Agent may not be able to apply this policy to accounts such as
    (a) accounts held in omnibus form in the name of a broker-dealer or other financial
    institution, or (b) omnibus accounts held in the name of a retirement plan or 529 plan
    trustee or administrator, or (c) accounts held in the name of an insurance company for
    its separate account(s), or (d) other accounts having multiple underlying owners but
    registered in a manner such that the underlying beneficial owners are not identified to
    the Transfer Agent.

    Therefore the Transfer Agent might not be able to detect excessive short term trading
    activity facilitated by, or in accounts maintained in, the "omnibus" or "street name"
    accounts of a financial intermediary. However, the Transfer Agent will attempt to
    monitor overall purchase and redemption activity in those accounts to seek to identify
    patterns that may suggest excessive trading by the underlying owners.  If evidence of
    possible excessive trading activity is observed by the Transfer Agent, the financial
    intermediary that is the registered owner will be asked to review account activity, and
    to confirm to the Transfer Agent and the fund that appropriate action has been taken to
    curtail any excessive trading activity. However, the Transfer Agent's ability to
    monitor and deter excessive short-term trading in omnibus or street name accounts
    ultimately depends on the capability and cooperation of the financial intermediaries
    controlling those accounts.


    The Fund's Board has adopted additional policies and procedures to detect and prevent
    frequent and/or excessive exchanges and purchase and redemption activity. Those
    additional policies and procedures will take effect on June 20, 2005:

o     30-Day Limit.  A direct shareholder may exchange all or some of the shares of the
             Fund held in his or her account to another eligible Oppenheimer fund once in a
             30 calendar-day period. When shares are exchanged into another fund account,
             that account will be "blocked" from further exchanges into another fund for a
             period of 30 calendar days from the date of the exchange. The block will apply
             to the full account balance and not just to the amount exchanged into the
             account. For example, if a shareholder exchanged $1,000 from one fund into
             another fund in which the shareholder already owned shares worth $10,000,
             then, following the exchange, the full account balance ($11,000 in this
             example) would be blocked from further exchanges into another fund for a
             period of 30 calendar days. A "direct shareholder" is one whose account is
             registered on the Fund's books showing the name, address and tax ID number of
             the beneficial owner.

o     Exchanges Into Money Market Funds.  A direct shareholder will be permitted to
             exchange shares of a stock or bond fund for shares of a money market fund at
             any time, even if the shareholder has exchanged shares into the stock or bond
             fund during the prior 30 days. However, all of the shares held in that money
             market fund would then be blocked from further exchanges into another fund for
             30 calendar days.

o     Dividend Reinvestments/B Share Conversions.  Reinvestment of dividends or
             distributions from one fund to purchase shares of another fund and the
             conversion of Class B shares into Class A shares will not be considered
             exchanges for purposes of imposing the 30-day limit.

o     Asset Allocation.  Third-party asset allocation and rebalancing programs will be
             subject to the 30-day limit described above. Asset allocation firms that want
             to exchange shares held in accounts on behalf of their customers must identify
             themselves to the Transfer Agent and execute an acknowledgement and agreement
             to abide by these policies with respect to their customers' accounts.
             "On-demand" exchanges outside the parameters of portfolio rebalancing programs
             will be subject to the 30-day limit. However, investment programs by other
             Oppenheimer "funds-of-funds" that entail rebalancing of investments in
             underlying Oppenheimer funds will not be subject to these limits.

o     Automatic Exchange Plans.  Accounts that receive exchange proceeds through automatic
             or systematic exchange plans that are established through the Transfer Agent
             will not be subject to the 30-day block as a result of those automatic or
             systematic exchanges (but may be blocked from exchanges, under the 30-day
             limit, if they receive proceeds from other exchanges).




February 18, 2005                                           PS0880032

                  OPPENHEIMER INTERNATIONAL BOND FUND

               Supplement dated February 18, 2005 to the
      Statement of Additional Information dated November 26, 2004
                        Revised February 2, 2005

This supplement amends the Statement of Additional Information dated
November 26, 2004,  revised February 2, 2005.

The Statement of Additional Information is revised as follows:

1. Effective March 18, 2005, the first three paragraphs of the section
entitled "Letters of Intent" on page 62 are replaced with the following:

   Letters of Intent.  Under a Letter of Intent ("Letter"), you can
   reduce the sales charge rate that applies to your purchases of Class
   A shares if you purchase Class A, Class B or Class C shares of the
   Fund or other Oppenheimer funds during a 13-month period. The total
   amount of your purchases of Class A, Class B and Class C shares will
   determine the sales charge rate that applies to your Class A share
   purchases during that period. You can choose to include purchases
   made up to 90 days before the date of the Letter. Class A shares of
   Oppenheimer Money Market Fund, Inc. and Oppenheimer Cash Reserves
   fund on which you did not pay a sales charge and any Class N shares
   you purchase, or may have purchased, will not be counted towards
   satisfying the purchases specified in a Letter.

         A Letter is an investor's statement in writing to the
   Distributor of his or her intention to purchase a specified value of
   Class A, Class B and Class C shares of the Fund and other
   Oppenheimer funds during a 13-month period (the "Letter period"). At
   the investor's request, this may include purchases made up to 90
   days prior to the date of the Letter. The Letter states the
   investor's intention to make the aggregate amount of purchases of
   shares which, when added to the investor's holdings of shares of
   those funds, will equal or exceed the amount specified in the
   Letter. Purchases made by reinvestment of dividends or capital gains
   distributions and purchases made at net asset value (i.e. without a
   sales charge) do not count toward satisfying the amount of the
   Letter.

         Each purchase of Class A shares under the Letter will be made
   at the offering price (including the sales charge) that would apply
   to a single lump-sum purchase of shares in the amount intended to be
   purchased under the Letter.

2. The following is added to the end of the section entitled "Waivers
of Initial and Contingent Deferred Sales Charges in Certain
Transactions" on page C-4 of Appendix C

|_|   Shares purchased in amounts of less than $5.


February 18, 2005                                           PX0880.013