485BPOS 1 body.htm

     

As filed with the Securities and Exchange Commission on August 21, 2012

File No. 33-58383

File No. 811-07255

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-1A

REGISTRATION STATEMENT

UNDER

     

THE SECURITIES ACT OF 1933

 

x
   

Pre-Effective Amendment No.

 

  

Post-Effective Amendment No.  28

 

x


and/or

REGISTRATION STATEMENT

UNDER

     

THE INVESTMENT COMPANY ACT OF 1940

 

  
   

Amendment No.  30

 

x


OPPENHEIMER INTERNATIONAL BOND FUND

(a Delaware statutory trust as successor to Oppenheimer International Bond Fund, a Massachusetts business trust)

(Exact Name as Specified in Charter)

 

     

6803 South Tucson Way

Centennial, Colorado

 

80112-3924

(Address of Principal Executive Office)

 

(Zip Code)


Registrant’s Telephone Number, including Area Code (303) 768-3200

Arthur S. Gabinet, Esq.

OppenheimerFunds, Inc.

Two World Financial Center, 225 Liberty Street

New York, NY 10281-1008

(Name and Address of Agent for Service)

 

 

It is proposed that this filing will become effective

 

¨

immediately upon filing pursuant to paragraph (b)

x

on August 22, 2012 pursuant to paragraph (b)

¨

60 days after filing pursuant to paragraph (a)(1)

¨

on (date) pursuant to paragraph (a)(1)

¨

75 days after filing pursuant to paragraph (a)(2)

¨

on (date) pursuant to paragraph (a)(2) of Rule 485

¨

this post-effective amendment designates a new effective date for a previously filed post-effective amendment



DECLARATION REQUIRED BY RULE 24f-2(a)

The issuer has registered an indefinite amount of its securities under the Securities Act of 1933 pursuant to Rule 24f-2(a). Notice for the Registrant’s fiscal year ended September 30, 2011 was filed on December 14, 2011.

The Registrant is the successor issuer to the Predecessor Registrant, a Massachusetts business trust (the “Predecessor Registrant”). By filing this Post-Effective Amendment to the currently effective Registration Statement on Form N-1A of the Predecessor Registrant (File No. 33-58383), the Registrant expressly adopts the Registration Statement of the Predecessor Registrant as its own Registration Statement for all purposes of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, effective August 22, 2012, immediately following the closing of a shell reorganization transaction between the Predecessor Registrant and the Registrant. The Registrant’s semi-annual report, dated March 31, 2012 is hereby incorporated by reference.

 

 

 

 

 

 

 

OPPENHEIMER INTERNATIONAL BOND FUND

     FORM N-1A

     PART C

     OTHER INFORMATION

Item 28. - Exhibits

(a)     (i)     Agreement and Declaration of Trust dated 8/15/12: Filed herewith.

(b)     (i)     By-Laws dated 8/15/15: Filed herewith.

(c)     (i)     Article V of the Agreement and Declaration of Trust: Filed herewith and incorporated by reference.

         (ii)     Article II of the By-Laws: Filed herewith and incorporated by reference.

(d)     (i)     Amended and Restated Investment Advisory Agreement dated 8/21/12: Filed herewith.

(e)     (i)     General Distributor's Agreement dated 6/5/95: Previously filed with Registrant's Pre-Effective Amendment No.1, (5/16/95), and incorporated herein by reference.

     (ii)     Form of Dealer Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with Post-Effective Amendment No. 34 to the Registration Statement of Oppenheimer Main Street Funds, Inc. (Reg. No.33-17850), (10/23/06), and incorporated herein by reference.

     (iii)     Form of Broker Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with Post-Effective Amendment No. 34 to the Registration Statement of Oppenheimer Main Street Funds, Inc. (Reg. No.33-17850), (10/23/06), and incorporated herein by reference.

     (iv)     Form of Agency Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with Post-Effective Amendment No. 34 to the Registration Statement of Oppenheimer Main Street Funds, Inc. (Reg. No.33-17850), (10/23/06), and incorporated herein by reference.

     (v)     Form of Trust Company Fund/SERV Purchase Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with Post-Effective Amendment No. 45 to the Registration Statement of Oppenheimer High Yield Fund (Reg. No. 2-62076), (10/26/01), and incorporated herein by reference.

     (vi)     Form of Trust Company Agency Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with Post-Effective Amendment No. 34 to the Registration Statement of Oppenheimer Main Street Funds, Inc. (Reg. No.33-17850), (10/23/06), and incorporated herein by reference.

(f)     Form of Oppenheimer Funds Compensation Deferral Plan, As Amended and Restated

Effective 1/1/08: Previously filed with Post-Effective Amendment No. 2 to the Registration Statement of Oppenheimer Portfolio Series Fixed Income Active Allocation Fund (Reg. No. 333-146105), (5/29/09), and incorporated herein by reference.

(g)      (i)     Global Custody Agreement dated 8/16/02, as amended: Previously filed with Post-Effective Amendment No. 51 to the Registration Statement of Oppenheimer Capital Appreciation Fund (Reg. No. 2-69719), (10/23/06), and incorporated herein by reference.

     (ii)     Amendment dated 9/28/10 to the Global Custody Agreement: Previously filed with Post-Effective Amendment No. 18 to the Registration Statement of Oppenheimer Main Street Small- & Mid-Cap Fund (Reg. No. 333-78269), (10/28/10), and incorporated herein by reference.

(h)         Not applicable.

(i)  (i)          Opinion and Consent of Counsel: Filed herewith.

     (ii)          Opinion of Delaware Counsel: Filed herewith.
 
     (iii)        Opinion of Tax Counsel: Filed herewith.

(j)          Independent Registered Public Accounting Firm’s Consent: Previously filed with Registrant's Post-Effective Amendment No. 25 (1/26/12), and incorporated herein by reference.

(k)          Not applicable.

(l)          Investment Letter from OppenheimerFunds, Inc. to Registrant dated 5/30/95: Previously filed with Registrant’s Pre-Effective Amendment No. 2, (5/30/95), and incorporated herein by reference.

(m)     (i)     Amended and Restated Service Plan and Agreement for Class A shares dated 6/30/11: Previously filed with Registrant's Post-Effective Amendment No. 25 (1/26/12), and incorporated herein by reference.

     (ii)     Amended and Restated Distribution and Service Plan and Agreement for Class B shares dated 6/30/11: Previously filed with Registrant's Post-Effective Amendment No. 25 (1/26/12), and incorporated herein by reference.

     (iii)     Amended and Restated Distribution and Service Plan and Agreement for Class C shares dated 6/30/11: Previously filed with Registrant's Post-Effective Amendment No. 25 (1/26/12), and incorporated herein by reference.

     (iv)     Amended and Restated Distribution and Service Plan and Agreement for Class N shares dated 6/30/11: Previously filed with Registrant's Post-Effective Amendment No. 25 (1/26/12), and incorporated herein by reference.

(n)          Oppenheimer Funds Multiple Class Plan under Rule 18f-3 as updated through 4/20/11: Previously filed with Post-Effective Amendment No. 5 to the Registration

Statement of Oppenheimer Transition 2010 Fund (Reg. No. 333-135516), (6/27/11), and incorporated herein by reference.

(o) (i)      Powers of Attorney dated 11/16/11 for the following Trustees/Directors and Officers: Armstrong and Cameron: Previously filed with Pre-Effective Amendment No. 4 to the Registration Statement of Oppenheimer High Yield Opportunities Fund (Reg. No. 333-176889), (11/22/11), and incorporated herein by reference.

     (ii) Powers of Attorney for all Trustees/Directors and Officers except Armstrong and Cameron: Previously filed with Post-Effective Amendment No. 8 to the Registration Statement of Oppenheimer Portfolio Series Fixed Income Active Allocation Fund (Reg. 333-146105),

(3/27/12), and incorporated by reference.

(p) Code of Ethics of the Oppenheimer Funds, OppenheimerFunds, Inc. (including affiliates and subsidiaries) and OppenheimerFunds Distributor, Inc., dated as of 5/25/12 under Rule 17j-1 of the Investment Company Act of 1940: Previously filed with Post-Effective Amendment No. 7 to the Registration Statement of Oppenheimer Transition 2010 Fund (Reg. No. 333-135516), (6/26/12), and incorporated herein by reference.

Item 29. - Persons Controlled by or Under Common Control with the Fund

None.

Item 30. - Indemnification

Reference is made to the provisions of Article VII of the Registrant's Agreement and Declaration of Trust filed as Exhibit 28(a) to this Registration Statement, and incorporated herein by reference.
 

Insofar as indemnification for certain liabilities arising under the Securities Act of 1933 may be permitted to trustees, officers and controlling persons of Registrant pursuant to the foregoing provisions or otherwise, Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by Registrant of expenses incurred or paid by a trustee, officer or controlling person of Registrant in the successful defense of any action, suit or proceeding) is asserted by such trustee, officer or controlling person, Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act of 1933 and will be governed by the final adjudication of such issue.

Item 31. - Business and Other Connections of the Investment Adviser

(a)           OppenheimerFunds, Inc. is the investment adviser of the Registrant; it and certain subsidiaries and affiliates act in the same capacity to other investment companies, including without limitation those described in Parts A and B hereof and listed in Item 31(b) below.

(b)          There is set forth below information as to any other business, profession, vocation or employment of a substantial nature in which each officer and director of OppenheimerFunds, Inc. is, or at any time during the past two fiscal years has been, engaged for his/her own account or in the capacity of director, officer, employee, partner or trustee.

Name and Current Position with OppenheimerFunds, Inc.

Other Business and Connections During the Past Two Years

Timothy L. Abbuhl,

Senior Vice President

Treasurer of Centennial Asset Management Corporation; Vice President of OFI Institutional Asset Management, Inc., Trinity Investment Management Corporation and OFI Trust Company; Assistant Treasurer of Oppenheimer Acquisition Corp.; Vice President and Assistant Treasurer of OppenheimerFunds Distributor, Inc.

Robert Agan,
Senior Vice President

Senior Vice President of Shareholder Financial Services, Inc., OFI Institutional Asset Management, Inc. and Shareholders Services, Inc.; Vice President of OppenheimerFunds Distributor, Inc., Centennial Asset Management Corporation and OFI Private Investments Inc.

Obianyo Akunwafor,
Vice President

None

Carl Algermissen,
Vice President, Senior Counsel & Assistant Secretary

Assistant Secretary of Centennial Asset Management Corporation.

Ramesh Allu,
Vice President

None

Michael Amato,
Vice President

None

Nicole Andersen,
Assistant Vice President

None

Konstantin Andreev,
Assistant Vice President

None

Raymond Anello,
Vice President

None

Janette Aprilante,
Vice President & Secretary

Secretary (since December 2001) of: Centennial Asset Management Corporation, OppenheimerFunds Distributor, Inc., HarbourView Asset Management Corporation (since June 2003), Oppenheimer Real Asset Management, Inc., Shareholder Financial Services, Inc., Shareholder Services, Inc., Trinity Investment Management Corporation (since January 2005), OppenheimerFunds Legacy Program, OFI Private Investments Inc. (since June 2003) and OFI Institutional Asset Management, Inc. (since June 2003). Assistant Secretary of OFI Trust Company (since December 2001).

Daryl Armstrong,
Vice President

None

Anthony Arnese,
Assistant Vice President

None

Emily Ast,
Assistant Vice President and Assistant Counsel

Formerly an associate at Willkie Farr & Gallagher LLP.

Hany S. Ayad,
Vice President

None

Kevin Babikian,
Vice President and Assistant Counsel

Formerly a senior associate at Dechert LLP (February 2010 – February 2012).

James F. Bailey,
Senior Vice President

Senior Vice President of Shareholder Services, Inc.

Robert Baker,
Vice President

None

John Michael Banta,
Assistant Vice President

None

Anthony Barbato,
Assistant Vice President

None

Michael Barnes,
Assistant Vice President

None

Adam Bass,
Assistant Vice President

None

Kathleen Beichert,
Senior Vice President

Vice President of OppenheimerFunds Distributor, Inc.

Emanuele Bergagnini, Vice President

Vice President of OFI Institutional Asset Management, Inc.

Robert Bertucci, Vice President: Rochester Division

None

Rajeev Bhaman,
Senior Vice President

Vice President of OFI Institutional Asset Management, Inc.

Kamal Bhatia,
Senior Vice President

Managing Director at TIAA-CREF (August 2006 – September 2011).

Ross Bielak,
Assistant Vice President

None

Adam Bierstedt,
Assistant Vice President

None

Mark Binning, Assistant Vice President

None

Donal Bishnoi, Assistant Vice President

None

Beth Bleimehl,
Assistant Vice President

None

Michael Block,
Assistant Vice President

Analyst at PB Capital (June 2011); Consultant for Sound Point Capital Management (January 2011 – June 2011).

Lisa I. Bloomberg,
Senior Vice President & Deputy General Counsel

Assistant Secretary of Oppenheimer Real Asset Management, Inc.

Michelle Borre Massick,
Vice President

None

Lori E. Bostrom,
Senior Vice President & Deputy General Counsel

Assistant Secretary of OppenheimerFunds Legacy Program.

Beth Botkin,
Assistant Vice President

None

John Boydell,
Vice President

None

Richard Britton,
Vice President

None

Jack Brown,
Vice President

Assistant Secretary of HarbourView Asset Management Corporation.

Roger Buckley,
Assistant Vice President

None

Joy Budzinski,
Vice President

None

Carla Buffulin,
Vice President

None

Stephanie Bullington,
Vice President

None

Julie Burke,
Vice President

None

Lisa Burke,
Assistant Vice President

None

JoAnne Butler,
Assistant Vice President

None

Debbie Byers,
Assistant Vice President

None

Mary Cademartori,
Vice President and Associate Counsel

Director and Associate General Counsel at UBS Financial Services Inc. (April 2007 – January 2011).

Christine Calandrella,
Assistant Vice President

None

Michael Camarella,
Vice President

None

Edward Campbell,
Assistant Vice President

None

Debra Casey,
Vice President

None

Herman Chan,
Vice President

None

Nitin Chandiramani,
Assistant Vice President

Senior Compliance Officer at JPMorgan Asset Management (March 2008 – August 2011).

Ronald Chibnik,
Vice President

None

Bhishek Choksey,
Assistant Vice President

None

Patrick Sheng Chu,
Assistant Vice President

None

H.C. Digby Clements,
Senior Vice President:
Rochester Division

None

Thomas Closs,
Assistant Vice President

None

Darrin Clough,
Assistant Vice President

None

Stephanie Colca,
Assistant Vice President

None

David Cole,
Assistant Vice President

None

Tamara Colorado,
Vice President

None

Eric Compton,
Vice President

None

Ellen Comisar,
Assistant Vice President

None

Scott Cottier,
Vice President:
Rochester Division

None

William Couch,
Assistant Vice President

None

Geoffrey Craddock
Executive Vice President

None

Terry Crady,
Assistant Vice President

None

Roger W. Crandall,
Director

President, Director and Chief Executive Officer of Massachusetts Mutual Life Insurance Company; Chairman of the Board & Class A Director of Oppenheimer Acquisition Corp.

Lisa Crotty,
Assistant Vice President

None

Jerry Cubbin,
Vice President

None

George Curry,
Vice President

Vice President of OppenheimerFunds Distributor, Inc.

Rushan Dagli,
Vice President

Vice President of OFI Private Investments Inc., Shareholder Financial Services, Inc. and Shareholder Services, Inc.

John Damian,
Senior Vice President

Vice President of OFI Institutional Asset Management, Inc.

John Delano,
Vice President

None

Madeline Delianides,
Vice President

None

Kendra Delisa,
Assistant Vice President

None

Alessio de Longis,
Vice President

None

Brendan Deasy,
Vice President

None

Damaris De Los Santos,
Assistant Vice President

None

Richard Demarco, Assistant Vice President

None

Mark Demitry, Vice President

None

Robin Dey, Vice President

None

Craig P. Dinsell,
Executive Vice President

None

Randall C. Dishmon,
Vice President

None

Ryan Dolan,
Assistant Vice President

None

Steven D. Dombrower,
Vice President

Senior Vice President of OFI Private Investments Inc.; Vice President of OppenheimerFunds Distributor, Inc.

Andrew Doyle,
Senior Vice President

None

Thomas Doyle,
Assistant Vice President

None

Adam Drvenkar,
Assistant Vice President

None

Robert Dunphy,
Vice President

None

Brian Dvorak,
Vice President

None

Taylor Edwards,
Vice President & Senior Counsel

None

Eden Elder,
Vice President

None

Peter Ellman,
Assistant Vice President

None

Christopher Emanuel,
Vice President

None

Daniel R. Engstrom,
Vice President

None

James Robert Erven,
Vice President

None

Dana Espinel,
Assistant Vice President

Senior Meetings Events Manager at Wolters Kluwer (May 2007 – October 2010).

George R. Evans,
Senior Vice President & Director of Equities

None

Kathy Faber,
Assistant Vice President

None

David Falicia,
Assistant Vice President

Assistant Secretary of HarbourView Asset Management Corporation.

Matthew Farkas,
Vice President and Senior Counsel

None

Jason Farrell,
Assistant Vice President

None

Kristie Feinberg,

Senior Vice President and Treasurer

Assistant Treasurer of Oppenheimer Acquisition Corp., Centennial Asset Management Corp., OFI Trust Company; Vice President of OFI Institutional Asset Management, Inc.; Treasurer of OppenheimerFunds Legacy Program, OFI Private Investments Inc.; Oppenheimer Real Asset Management, Inc. and HarbourView Asset Management Corporation.

Tracy Firmin,
Assistant Vice President

Branch Supervision Manager (December 2010 – November 2011) and Supervisory Principal (December 2005 – November 2011) at TIAA CREF.

Jonathan Fischer,
Assistant Vice President

None

Steven Fling,
Assistant Vice President

None

Colleen M. Franca,
Vice President

None

Debbie Francis,
Assistant Vice President

None

Diane Frankenfield,
Senior Vice President

None

Arthur Gabinet,
Executive Vice President and General Counsel

Executive Vice President (since May 2010) and General Counsel (since January 2011) of the Manager; General Counsel of the Distributor (since January 2011); General Counsel of Centennial Asset Management Corporation (since January 2011); Executive Vice President and General Counsel of HarbourView Asset Management Corporation (since January 2011); Assistant Secretary (since January 2011) and Director (since January 2011) of OppenheimerFunds International Ltd. and OppenheimerFunds plc; Vice President and Director of Oppenheimer Partnership Holdings, Inc. (since January 2011); Director of Oppenheimer Real Asset Management, Inc. (since January 2011); Executive Vice President and General Counsel of Shareholder Financial Services, Inc. and Shareholder Services, Inc. (since January 2011); Executive Vice President and General Counsel of OFI Private Investments, Inc. (since January 2011); Vice President of OppenheimerFunds Legacy Program (since January 2011); Vice President of Oppenheimer Acquisition Corp (since February 2011); Executive Vice President and General Counsel of OFI Institutional Asset Management, Inc. (since January 2011); General Counsel, Asset Management of the Manager (May 2010-December 2010).

Charles Gapay,
Assistant Vice President

None

Selin Gucelik,
Vice President

None

Anthony W. Gennaro, Jr.,
Vice President

Vice President of OFI Institutional Asset Management, Inc.

Timothy Gerlach,
Assistant Vice President

None

Charles Gilbert,
Assistant Vice President

None

Alan C. Gilston,
Vice President

Director of OFI Trust Company.

Edward Gizzi,
Vice President and Assistant Counsel

Associate at Willkie Farr & Gallagher, LLP (February 2006 – October 2010).

William F. Glavin, Jr., Chairman, Chief Executive Officer, President and Director

Formerly Executive Vice President and co-Chief Operating Officer of MassMutual Financial Group; Director of OFI Institutional Asset Management, Inc. Tremont Group Holdings, Inc. and Oppenheimer Real Asset Management, Inc.; Chief Executive Officer, President & Management Director of Oppenheimer Acquisition Corp.

Jill E. Glazerman,
Senior Vice President

None

Kevin Glenn,
Vice President

None

David Goldberg,
Assistant Vice President

None

Jennifer Goldstein,
Vice President & Assistant Counsel

Director at BlackRock Inc. (December 2009 – August 2011).

Jennifer Gomez,
Vice President

None

Manind Govil,
Senior Vice President

Senior Vice President of OFI Institutional Asset Management, Inc.

Raquel Granahan,
Senior Vice President

Senior Vice President of OFI Private Investments Inc.; Vice President of OppenheimerFunds Distributor, Inc., and OppenheimerFunds Legacy Program.

Daniel Grasman,
Senior Vice President

None

Samuel Groban,
Assistant Vice President

None

Selin Gulcelik,
Vice President

None

Daniel Gulko,
Assistant Vice President

None

Jeff Guszak,
Assistant Vice President

None

Jonathan Hagen,
Assistant Vice President

None

Marilyn Hall,
Vice President

None

Cheryl Hampton,
Vice President

None

Kelly Haney,
Assistant Vice President

None

Jason Harubin,
Assistant Vice President

None

Steve Hauenstein,
Assistant Vice President

None

Thomas B. Hayes,
Vice President

None

Heidi Heikenfeld,
Vice President

None

Lori Heinel
Senior Vice President

Formerly a managing director and Head of Investment Solutions at Citi Private Bank.

Nicholas Henry,
Assistant Vice President

None

Philipp Hensler,
Executive Vice President

Formerly CEO, Chairman and Managing Director at DWS Investment Distributors, Inc.; Director, Chairman of the Board & President of OppenheimerFunds Distributor, Inc.; Chairman, Chief Executive Officer & Director of Centennial Asset Management, Inc.

Kenneth Herold,
Assistant Vice President

None

Robert Herz,
Vice President

Managing Director at John W. Bristol & Co., Inc. (May 2003 – January 2011).

Brian Hickey,
Assistant Vice President

None

Joseph Higgins,
Vice President

Vice President of OFI Institutional Asset Management, Inc. and OFI Private Investments Inc.

Todd Hiller,
Vice President

None

Daniel Hoelscher,
Assistant Vice President

None

Eivind Holte,
Vice President

None

Craig Holloway,
Vice President

None

Brian Hourihan,
Senior Vice President & Deputy General Counsel

Assistant Secretary of Oppenheimer Real Asset Management, Inc., OFI Private Investments Inc., HarbourView Asset Management Corporation, OFI Institutional Asset Management, Inc. (since April 2006) and Trinity Investment Management Corporation; Secretary of OFI Trust Company.

Lucienne Howell,
Vice President

None

Edward Hrybenko, Senior Vice President

Vice President of OppenheimerFunds Distributor, Inc.

Douglas Huffman,
Assistant Vice President

None

Margaret Hui, Vice President

Vice President of HarbourView Asset Management Corporation.

Dana Hunter, Assistant Vice President

None

Patrick Hurley,
Assistant Vice President

None

Keith Hylind,
Vice President

None

Kelly Bridget Ireland,
Vice President

None

Christopher Ivezic,
Assistant Vice President

None

Kathleen T. Ives,
Senior Vice President

Vice President and Assistant Secretary of OppenheimerFunds Distributor, Inc. and Shareholder Services, Inc.; Assistant Secretary of Centennial Asset Management Corporation, HarbourView Asset Management Corporation, OppenheimerFunds Legacy Program and Shareholder Financial Services, Inc.

Steel Jaykus,
Vice President

Global Head of Performance & Attribution (December 2009 – October 2011) at Morgan Stanley.

Frank V. Jennings,
Senior Vice President

None

Diane Johnston,
Vice President

Director at Fidelity Investments (May 2009 – August 2011).

Avinand Jutagir,
Assistant Vice President

None

Lisa Kadehjian, Vice  President

None

Rezo Kanovich, Vice President

None

Amee Kantesaria, Vice President, Assistant Counsel & Assistant Secretary

Assistant Secretary of Oppenheimer Acquisition Corp.

Cem Karacadag, Vice President

None

Sean Keller,
Vice President

None

James Kennedy,
Senior Vice President

None

John Kiernan,
Vice President & Associate Counsel

None

Robert Kinsey,
Vice President

Formerly a Senior Vice President and Senior Portfolio Specialist at ING Investment Management.

Turgot Kisinbay,
Assistant Vice President

Economist at the International Monetary Fund (June 2002 – July 2011).

Audrey Kiszla,
Vice President

None

Daniel Kohn,
Vice President

None

Martin S. Korn,
Senior Vice President

None

Arin Kornschankul,
Assistant Vice President

None

Michael Kotlarz,
Vice President

None

Brian Kramer,
Vice President

Assistant Treasurer of Oppenheimer Acquisition Corp.

Magnus Krantz,
Vice President

None

Alen Kreso,
Assistant Vice President

None

Robert Kuhta,
Vice President

Client Service Lead at Slalom Consulting (September 2009 – June 2011)

Alexander Kurinets,
Assistant Vice President

None

Gloria LaFond,
Assistant Vice President

None

Lisa Lamentino,
Vice President

None

Eric Larson,
Vice President

None

John Lech,
Vice President

None

Helena Lee,
Assistant Vice President

Previously an associate at Citigroup (October 2006 – February 2011).

Johnny C. Lee,
Vice President & Assistant Counsel

None

Young-Sup Lee,
Vice President

None

Randy Legg,
Vice President & Senior Counsel

None

Michael Leskinen,
Vice President

None

Michael S. Levine,
Vice President

None

Brian Levitt,
Vice President

None

Justin Leverenz,
Senior Vice President

None

Gang Li,
Vice President

None

Shanquan Li,
Senior Vice President

None

Julie A. Libby,
Senior Vice President

President and Chief Operating Officer of OFI Private Investments Inc.

Mitchell J. Lindauer,
Vice President & Assistant General Counsel

None

William Linden,
Vice President

None

Jay Lisowski,
Vice President

None

Justin Livengood,
Vice President

None

Jennifer Loew,
Vice President

Director of Business Development at Michael C. Fina Corporate Sales, Inc. (April 2010 – May 2011).

Christina Loftus,
Senior Vice President

None

David P. Lolli,
Assistant Vice President

None

Daniel G. Loughran,
Senior Vice President:
Rochester Division

None

David Lukkes,
Assistant Vice President

None

Misha Lozovik,
Vice President

None

Dongyan Ma,
Assistant Vice President

None

Chris Marlowe,
Assistant Vice President

None

Kenneth Martin,
Vice President

None

William T. Mazzafro,
Vice President

None

Melissa Mazer,
Vice President

None

Neil McCarthy,
Vice President

Vice President of OFI Institutional Asset Management, Inc. and OFI Private Investments Inc.

Elizabeth McCormack,
Vice President

Vice President and Assistant Secretary of HarbourView Asset Management Corporation; Vice President of OFI Institutional Asset Management, Inc., and OFI Trust Company.

Joseph McDonnell,
Vice President

None

Annika McGovern,
Vice President

None

Joseph McGovern,
Vice President

None

Benedict Mclaughlin,
Assistant Vice President

None

William McNamara,
Vice President

Vice President of OFI Private Investments Inc.

Michael Medev,
Assistant Vice President

None

Krishna Memani,
Senior Vice President and Director of Fixed Income

Senior Vice President of OFI Institutional Asset Management, Inc.

Carlos Mena,
Assistant Vice President

Assistant Vice President of HarbourView Asset Management Corporation; Vice President at Bank of New York Mellon (February 2000 – January 2011).

Jay Mewhirter,
Vice President

None

Andrew J. Mika, Senior Vice President

None

Jan Miller, Assistant Vice President

None

Rejeev Mohammed, Assistant Vice President

None

David Moore, Vice President

None

Sarah Morrison,
Assistant Vice President

None

Elizabeth Mossow,
Assistant Vice President

None

Jill Mulcahy,
Vice President:
Rochester Division

None

Christina Nasta,
Senior Vice President

Vice President of OppenheimerFunds Distributor, Inc.

Amie Nelson,
Vice President

None

Eugene Nemirovsky,
Assistant Vice President

Senior Interactive Developer at Ogilvy & Mather (August 2006 – May 2011).

Derek Newman,
Vice President and Assistant Counsel

None

Paul Newman,
Assistant Vice President

None

Linh Nguyen,
Assistant Vice President

None

Christopher Nicholson,
Vice President

None

James B. O’Connell,
Assistant Vice President

None

Patricia O’Connor,
Assistant Vice President

None

Matthew O’Donnell,
Vice President

None

Lisa Ogren,
Vice President

None

Tony Oh,
Vice President

None

Kristin Pak,
Vice President

None

Lerae A. Palumbo,
Assistant Vice President

None

Phillip Parrotta,
Senior Vice President

None

Kim Pascalau,
Vice President

Assistant Vice President of Shareholder Services, Inc. and Shareholder Financial Services, Inc.

Monica Patel,
Vice President

Vice President and Senior HR Generalist (May 2010 – May 2011) and Lead HR Generalist (May 2011 – May 2012) at CITI.

Robert H. Pemble,
Vice President

None

Lori L. Penna,
Vice President

None

Nadia Persaud,
Assistant Vice President and Assistant Counsel

Formerly an associate at Sidley Austin, LLP.

Brian Petersen,
Vice President

Assistant Treasurer of OppenheimerFunds Legacy Program.

Marmeline Petion-Midy,
Vice President

None

David Pfeffer,
Executive Vice President, Chief Financial Officer & Director

Management Director and Treasurer of Oppenheimer Acquisition Corp.; Director of OppenheimerFunds Distributor, Inc., OFI Private Investments Inc. and Oppenheimer Real Asset Management, Inc.; Director & Executive Vice President OFI Institutional Asset Management, Inc. and Trinity Investment Management Corporation; Senior Vice President of OFI Trust Company; Director & President of HarbourView Asset Management Corporation; Director of Shareholder Services, Inc., Centennial Asset Management Corporation, Tremont Group Holdings, Inc. and Shareholder Financial Services, Inc.

James F. Phillips,
Senior Vice President

None

Gary Pilc,
Vice President

None

Cheryl Pipia,
Senior Vice President

None

Michael Pleet,
Assistant Vice President

None

Sergei Polevikov,
Assistant Vice President

None

Stacy Pottinger,
Vice President

None

Christopher Proctor,
Vice President

None

John Ptasinski,
Assistant Vice President

Formerly a Senior Manager at Jeppesen Sanderson, and Boeing Company (November 2003 – January 2011).

Ellen Puckett,
Assistant Vice President

None

Charlie Pulire,
Assistant Vice President

None

Jodi Pullman,
Vice President

None

Paul Quarles,
Assistant Vice President

None

Michael E. Quinn,
Vice President

None

Jodi Robinowitz,
Senior Vice President

Head of Talent Management and Acquisition at BNP Paribas (October 2008 – June 2011).

Julie S. Radtke,
Vice President

None

Benjamin Ram,
Vice President

Vice President of OFI Institutional Asset Management, Inc.

Lun Rao,
Assistant Vice President

None

Amber Reilly,
Assistant Vice President

None

Jill Reiter,
Assistant Vice President

None

Maria Ribeiro De Castro,
Vice President

None

Benjamin Rockmuller,
Vice President

None

Antoinette Rodriguez,
Vice President

None

Lucille Rodriguez,
Assistant Vice President

None

Michael Rollings,
Director

Executive Vice President and Chief Financial Officer of Massachusetts Mutual Life Insurance Company; Class A Director of Oppenheimer Acquisition Corp.

Stacey Roode,
Senior Vice President

Senior Vice President of OppenheimerFunds Legacy Program, Shareholder Financial Services, Inc. and Shareholder Services, Inc.

Jacob Rothschild,
Vice President

Director of Digital Media & Business Development (June 2008 – November 2010).

Sara Rosenblatt,
Vice President

None

Erica Rualo,
Vice President

None

Adrienne Ruffle,
Vice President & Associate Counsel

Assistant Secretary of OppenheimerFunds Legacy Program and OFI Private Investments Inc.

Gerald Rutledge,
Vice President

None

Sean Ryan,
Vice President and Assistant Counsel

None

Gary Salerno,
Assistant Vice President

None

Catherine Sanders,
Assistant Vice President

President & Consultant (July 2009 – September 2011) of The Sanders Group.

Valerie Sanders,
Vice President

None

Mark Santero,
Senior Vice President

None

Carlos Santiago
Vice President

None

Kurt Savallo,
Assistant Vice President

Formerly Senior Business Analyst at OppenheimerFunds, Inc.

Marc Schmidt,
Assistant Vice President

None

Erik Schneberger,
Vice President

Vice President at Morgan Stanley Smith Barney (January 2008 – May 2011).

Patrick Schneider,
Vice President

None

Scott A. Schwegel,
Assistant Vice President

None

Melinda Scott,
Assistant Vice President

Assistant Controller at Transamerica Corporation (August 2002 – May 2012)

Sibil Sebastian,
Assistant Vice President

Product Marketing associate at BlackRock (October 2010 – February 2012).

Allan P. Sedmak,
Assistant Vice President

None

Matthew Severski,
Assistant Vice President

None

Jennifer L. Sexton,
Vice President

Senior Vice President of OFI Private Investments Inc.

Amy Shapiro,
Vice President and Assistant Counsel

Counsel at Lord, Abbett & Co. LLC (June 2005 – January 2012).

Asutosh Shah,
Vice President

None

Kamal Shah,
Vice President

None

Tammy Sheffer,
Senior Vice President

None

Richard Shepley,
Vice President

None

William Sheppard,
Vice President

None

Mary Dugan Sheridan,
Vice President

None

Nicholas Sherwood,
Assistant Vice President

None

Joel Simon,
Vice President

None

David C. Sitgreaves,
Assistant Vice President

None

Jan Smith,
Assistant Vice President

None

Stuart Smith,
Assistant Vice President

None

Marc Sommer,
Assistant Vice President

Director of Finance & Administration at Hearst Corporation (February 2008 – August 2011).

Louis Sortino,
Vice President:
Rochester Division

None

Keith J. Spencer,
Senior Vice President

None

Tim Spitz,
Assistant Vice President

None

Kirti Srikant,
Assistant Vice President

None

Brett Stein,
Vice President

None

Richard A. Stein,
Senior Vice President:
Rochester Division

None

Arthur P. Steinmetz,
Executive Vice President & Chief Investment Officer

Director and Senior Vice President of HarbourView Asset Management Corporation; Vice President of OFI Institutional Asset Management, Inc.; Director & President of Oppenheimer Real Asset Management, Inc.

Michael Sternhell,
Vice President & Associate Counsel

Formerly a securities litigator at Kramer Leven Naftalis & Frankel LLP.

Benjamin Stewart,
Senior Vice President

None

Shannon Steward,
Assistant Vice President

None

Wayne Strauss,
Vice President

None

Peter Strzalkowski,
Vice President

Vice President of HarbourView Asset Management, Inc.

Agata Strzelichowski,
Assistant Vice President

None

Stuart Smith,
Assistant Vice President

None

Amy Sullivan,
Assistant Vice President

Assistant Secretary of HarbourView Asset Management, Inc.

Michael Sussman,
Vice President

Vice President of OppenheimerFunds Distributor, Inc.

Saul Tessler,
Assistant Vice President

None

Christopher Thabet,
Assistant Vice President

Assistant Vice President at ING Investment Management (May 2012 – April 2012).

Kelly Thomas,
Assistant Vice President

None

Tina Timm,
Assistant Vice President

None

Igor Tishin,
Vice President

Formerly an employee at Troika Dialog USA (February 2005 – January 2011).

Matthew Torpey,
Vice President

None

Melinda Trujillo,
Vice President

None

Leonid Tsvayg,
Assistant Vice President

None

Angela Uttaro,
Vice President: Rochester Division

None

Tanya Valle,
Assistant Vice President

None

Julie Van Cleave,
Vice President

None

Clint Van Hellemont,
Assistant Vice President

None

Mark S. Vandehey,
Senior Vice President & Chief Compliance Officer

Vice President and Chief Compliance Officer of OppenheimerFunds Distributor, Inc., Centennial Asset Management Corporation and Shareholder Services, Inc.; Chief Compliance Officer of HarbourView Asset Management Corporation, Oppenheimer Real Asset Management, Inc., Shareholder Financial Services, Inc., Trinity Investment Management Corporation, OppenheimerFunds Legacy Program, OFI Private Investments Inc. and OFI Trust Company and OFI Institutional Asset Management, Inc.

Raman Vardharaj,
Vice President

Vice President of OFI Institutional Asset Management, Inc.

Rene Vecka,
Vice President:

Rochester Division

None

Ryan Virag,
Assistant Vice President

None

Alyse Vishnick,
Assistant Vice President

None

Jake Vogelaar,
Assistant Vice President

None

Phillip F. Vottiero,
Senior Vice President

None

Mark Wachter,
Vice President

None

Kenneth Waddell,
Assistant Vice President

None

Darren Walsh,
Executive Vice President

President and Director of Shareholder Financial Services, Inc. and Shareholder Services, Inc.

Eliot Walsh,
Assistant Vice President

None

Richard Walsh,
Vice President

Vice President of OFI Private Investments.

Christopher Walston,
Assistant Vice President

None

Samuel Wang,
Vice President

Director of Global Communications and Public Affairs at Citigroup, Inc. (January 2010 – October 2010).

Elizabeth Ward,
Director

Senior Vice President and Chief Enterprise Risk Officer of Massachusetts Mutual Life Insurance Company; Class A Director of Oppenheimer Acquisition Corp.

Teresa Ward,
Vice President

None

Margaret Weaver,
Vice President

None

Jerry A. Webman,
Senior Vice President

Senior Vice President of HarbourView Asset Management Corporation.

Christopher D. Weiler,
Vice President:
Rochester Division

None

Adam Weiner,
Vice President

None

Christine Wells,
Vice President

None

Joseph J. Welsh,
Senior Vice President

Vice President of HarbourView Asset Management Corporation; Vice President of OFI Institutional Asset Management, Inc.

Lindsay Whetton,
Vice President

Wealth Management Director at TIAA-CREF (April 2006 – June 2011).

Thomas Whitaker,
Vice President

None

Laura White,
Vice President

Formerly a Vice President at Diversified (July 2010 – May 2012)

Adam Wilde,
Vice President

Assistant Secretary of HarbourView Asset Management Corporation

Mitchell Williams,
Vice President

None

Martha Willis,
Executive Vice President

Formerly Executive Vice President of Investment Product Management at Fidelity Investments; Director of OFI Private Investments Inc., Centennial Asset Management Corporation; President & Director of OppenheimerFunds Legacy Program.

Troy Willis,

Vice President,
Rochester Division

None

John Wilson,
Assistant Vice President

None

Brian W. Wixted,

Senior Vice President

Treasurer of HarbourView Asset Management Corporation; OppenheimerFunds International Ltd., Oppenheimer Real Asset Management, Inc., Shareholder Services, Inc., Shareholder Financial Services, Inc., OFI Institutional Asset Management, Inc., OppenheimerFunds plc and OppenheimerFunds Legacy Program; Senior Vice President of OFI Private Investments Inc.; Treasurer and Chief Financial Officer of OFI Trust Company; Assistant Treasurer of Oppenheimer Acquisition Corp.

Carol E. Wolf,
Senior Vice President

Senior Vice President of HarbourView Asset Management Corporation; Vice President of OFI Institutional Asset Management, Inc. and Centennial Asset Management Corporation; serves on the Board of the Colorado Ballet.

Oliver Wolff,
Assistant Vice President

Assistant Secretary of HarbourView Asset Management Corporation.

Caleb C. Wong,
Vice President

Vice President of OFI Institutional Asset Management, Inc.

Geoffrey Yaworski,
Assistant Vice President

None

Sookhee Yee,
Assistant Vice President

None

John Yoder,
Vice President and Assistant Counsel

Senior Counsel at the U.S. Securities and Exchange Commission (August 2005 – June 2011).

Edward C. Yoensky,
Assistant Vice President

None

Geoff Youell,
Assistant Vice President

None

Anna Zatulovskaya,
Assistant Vice President

None

Sara Zervos,
Senior Vice President

None

Steven Zhang,
Vice President

Director of Marketing and Business Analytics Lord Abbett & Co. (August 2005 – February 2012).

Ronald Zibelli, Jr.
Vice President

None

Matthew Ziehl,
Vice President

None

The Oppenheimer Funds include the following:
 

Limited Term New York Municipal Fund (a series of Rochester Portfolio Series)

Oppenheimer AMT-Free Municipals

Oppenheimer AMT-Free New York Municipals

Oppenheimer California Municipal Fund

Oppenheimer Capital Appreciation Fund

Oppenheimer Capital Income Fund

Oppenheimer Cash Reserves

Oppenheimer Champion Income Fund

Oppenheimer Commodity Strategy Total Return Fund

Oppenheimer Core Bond Fund (a series of Oppenheimer Integrity Funds)

Oppenheimer Corporate Bond Fund

Oppenheimer Currency Opportunities Fund

Oppenheimer Developing Markets Fund

Oppenheimer Discovery Fund

Oppenheimer Emerging Markets Debt Fund

Oppenheimer Equity Fund

Oppenheimer Equity Income Fund, Inc.

Oppenheimer Global Fund
Oppenheimer Global Multi Strategies Fund

Oppenheimer Global Opportunities Fund

Oppenheimer Global Strategic Income Fund

Oppenheimer Global Value Fund

Oppenheimer Gold & Special Minerals Fund

Oppenheimer International Bond Fund

Oppenheimer Institutional Money Market Fund

Oppenheimer International Diversified Fund

Oppenheimer International Growth Fund

Oppenheimer International Small Company Fund

Oppenheimer International Value Fund

Oppenheimer Limited Term California Municipal Fund

Oppenheimer Limited-Term Government Fund

Oppenheimer Limited Term Municipal Fund (a series of Oppenheimer Municipal Fund)

Oppenheimer Main Street Fund (a series of Oppenheimer Main Street Funds)

Oppenheimer Main Street Select Fund

Oppenheimer Main Street Small- & Mid-Cap Fund

Oppenheimer Master Event-Linked Bond Fund, LLC

Oppenheimer Master Loan Fund, LLC

Oppenheimer Master Inflation Protected Securities Fund, LLC

Oppenheimer Master International Value Fund, LLC

Oppenheimer Money Market Fund, Inc.

Oppenheimer Multi-State Municipal Trust (3 series):

Oppenheimer New Jersey Municipal Fund

Oppenheimer Pennsylvania Municipal Fund

Oppenheimer Rochester National Municipals

Oppenheimer Portfolio Series (4 series)

Active Allocation Fund

Equity Investor Fund
Conservative Investor Fund

Moderate Investor Fund

Oppenheimer Portfolio Series Fixed Income Active Allocation Fund
Oppenheimer Quest For Value Funds (3 series)

Oppenheimer Global Allocation Fund

Oppenheimer Flexible Strategies Fund

Oppenheimer Small- & Mid-Cap Value Fund

Oppenheimer Real Estate Fund

Oppenheimer Rising Dividends Fund

Oppenheimer Rochester Arizona Municipal Fund
Oppenheimer Rochester Intermediate Term Municipal Fund

Oppenheimer Rochester Maryland Municipal Fund

Oppenheimer Rochester Massachusetts Municipal Fund

Oppenheimer Rochester Michigan Municipal Fund

Oppenheimer Rochester Minnesota Municipal Fund

Oppenheimer Rochester North Carolina Municipal Fund

Oppenheimer Rochester Ohio Municipal Fund
Oppenheimer Rochester Short Term Municipal Fund

Oppenheimer Rochester Virginia Municipal Fund
Oppenheimer Select Value Fund

Oppenheimer Senior Floating Rate Fund

Oppenheimer Series Fund, Inc. (1 series):

Oppenheimer Value Fund

Oppenheimer Small- & Mid-Cap Growth Fund
Oppenheimer Short Duration Fund

Oppenheimer Transition 2010 Fund

Oppenheimer Transition 2015 Fund

Oppenheimer Transition 2020 Fund

Oppenheimer Transition 2025 Fund

Oppenheimer Transition 2030 Fund

Oppenheimer Transition 2040 Fund

Oppenheimer Transition 2050 Fund

Oppenheimer U.S. Government Trust

Oppenheimer Variable Account Funds (11 series):

Oppenheimer Balanced Fund/VA

Oppenheimer Capital Appreciation Fund/VA

Oppenheimer Core Bond Fund/VA

Oppenheimer Global Securities Fund/VA

Oppenheimer Global Strategic Income Fund/VA

Oppenheimer High Income Fund/VA

Oppenheimer Main Street Fund/VA

Oppenheimer Main Street Small- & Mid- Cap Fund/VA

Oppenheimer Money Fund/VA

Oppenheimer Small- & Mid-Cap Growth Fund/VA

Oppenheimer Value Fund/VA

Panorama Series Fund:

Oppenheimer International Growth Fund/VA

Rochester Fund Municipals

The address of the Oppenheimer funds listed above, Shareholder Financial Services, Inc., Shareholder Services, Inc., Centennial Asset Management Corporation, and OppenheimerFunds Legacy Program is 6803 South Tucson Way, Centennial, Colorado 80112-3924.

The address of OppenheimerFunds, Inc., OppenheimerFunds Distributor, Inc., HarbourView Asset Management Corporation, Oppenheimer Acquisition Corp., OFI Private Investments Inc., OFI Institutional Asset Management, Inc. Oppenheimer Real Asset Management, Inc. and OFI Trust Company is Two World Financial Center, 225 Liberty Street, 11th Floor, New York, New York 10281-1008.

The address of OppenheimerFunds International Ltd. is 70 Sir John Rogerson’s Quay, Dublin 2, Ireland.

The address of Trinity Investment Management Corporation is 301 North Spring Street, Bellefonte, Pennsylvania 16823.

Item 32. Principal Underwriter

(a)          OppenheimerFunds Distributor, Inc. is the Distributor of the Registrant's shares. It is also the Distributor of each of the other registered open-end investment companies for which OppenheimerFunds, Inc. is the investment adviser, as described in Part A and Part B of this Registration Statement and listed in Item 31(b) above (except Panorama Series Fund, Inc.) and for MassMutual Institutional Funds.

(b)          The directors and officers of the Registrant's principal underwriter are:

Name & Principal
Business Address

Position & Office
with Underwriter

Position and Office
with Registrant

Timothy Abbhul(1)

Vice President and Treasurer

None

Robert Agan(2)

Vice President

None

Michael Albert(1)

Vice President

None

Anthony Allocco(2)

Assistant Vice President

None

Janette Aprilante(2)

Secretary

None

James Austin(1)

Vice President

None

Paul Aynsley(2)

Vice President

None

James Barker
1723 W. Nelson Street
Chicago, IL 60657

Vice President

None

Cesar Bastidas(2)

Assistant Vice President

None

William Beagle(2)

Vice President

None

Kathleen Beichert(1)

Senior Vice President

None

Rocco Benedetto(2)

Vice President

None

Christopher Bergeron(2)

Vice President

None

Rick Bettridge

11504 Flowering Plum Lane

Highland, UT 84003

Vice President

None

Adam Bilmes(2)

Assistant Vice President

None

Paul Blease(2)

Vice President

None

William Borders(2)

Assistant Vice President

None

David A. Borrelli
105 Black Calla Ct.
San Ramon, CA 94583

Vice President

None

Jeffrey R. Botwinick

4431 Twin Pines Drive
Manlius, NY 13104

Vice President

None

Sarah Bourgraf(1)

Vice President

None

Joshua Broad(2)

Vice President

None

Ken Brodsky(2)

Vice President

None

Kevin E. Brosmith
5 Deer Path

South Natlick, MA 01760

Senior Vice President

None

Ross Burkstaller

211 Tulane Drive SE

Albuquerque, NM 87106

Vice President

None

Tracy Cairoli(2)

Vice President

None

Mersin Capollari

Vice President

None

Sean Carey(2)

Assistant Vice President

None

Robert Caruso
15 Deforest Road
Wilton, CT 06897

Vice President

None

Donelle Chisolm(2)

Vice President

None

Andrew Chronofsky

Vice President

None

Angelanto Ciaglia(2)

Vice President

None

Nicholas Cirbo(1)

Vice President

None

Kevin Clark(2)

Assistant Vice President

None

Sean Clark (2)

Vice President

None

John Corcoran(2)

Vice President

None

Craig Colby(2)

Vice President

None

Gerald James Concepcion(2)

Vice President

None

Rodney Constable(1)

Vice President

None

Cameron Cowden(2)

Vice President

None

Neev Crane
1530 Beacon Street, Apt. #1403
Brookline, MA 02446

Vice President

None

Geoffrey Crumine(2)

Senior Vice President

None

Scott Curran(2)

Vice President

None

Michael Daley
40W387 Oliver Wendell Holmes St
St. Charles, IL 60175

Vice President

None

Stephen J. Demetrovits(2)

Vice President

None

Michael Dennehy(2)

Vice President

None

Jeffrey Dickin(2)

Vice President

None

Brian Dietrich(1)

Assistant Vice President

None

Steven Dombrower
13 Greenbrush Court
Greenlawn, NY 11740

Vice President

None

Robert Duffey(2)

Vice President

None

Ryan Duffy(2)

Vice President

None

Robert Dunphy(2)

Vice President

None

Paul Eisenhardt(2)

Senior Vice President

None

Kent M. Elwell
35 Crown Terrace
Yardley, PA 19067

Vice President

None

Rick Ernzen(2)

Vice President

None

Dana Espinel(2)

Assistant Vice President

None

Gregg A. Everett
4328 Auston Way
Palm Harbor, FL 34685-4017

Vice President

None

George R. Fahey

9511 Silent Hills Lane
Lone Tree, CO 80124

Senior Vice President

None

Eric C. Fallon
10 Worth Circle
Newton, MA 02458

Vice President

None

Kristie Feinberg(2)

Assistant Treasurer

None

Kristin Fenik(1)

Vice President

None

Josean Fernandez(2)

Assistant Vice President

None

Joseph Fernandez
1717 Richbourg Park Drive
Brentwood, TN 37027

Vice President

None

Christopher Ferrara(2)

Assistant Vice President

None

Michael Ferrer(2)

Vice President

None

Mark J. Ferro
104 Beach 221st Street
Breezy Point, NY 11697

Senior Vice President

None

Eric P. Fishel
725 Boston Post Rd., #12
Sudbury, MA 01776

Vice President

None

Patrick W. Flynn
14083 East Fair Avenue
Englewood, CO 80111

Senior Vice President

None

John (“J”) Fortuna(2)

Vice President

None

Jayme Fowler(2)

Vice President

None

Diane Frankenfield(2)

Senior Vice President

None

Jerry Fraustro(2)

Vice President

None

William Friebel

2919 St. Albans Forest Circle
Glencoe, MO 63038

Vice President

None

Alice Fricke(2)

Vice President

None

Alyson Frost(2)

Assistant Vice President

None

Greg Fulginite(2)

Vice President

None

Arthur S. Gabinet(2)

General Counsel

Secretary and Chief Legal Officer

William Gahagan(2)

Vice President

None

Hazem Gamal(2)

Vice President

None

Charlotte Gardner(1)

Vice President

None

Jack Goldin(2)

Vice President

None

Michael Gottesman
255 Westchester Way
Birmingham, MI 48009

Vice President

None

Raquel Granahan(2)

Senior Vice President

None

Eric Grossjung
4002 N. 194th Street
Elkhorn, NE 68022

Vice President

None

Michael D. Guman
3913 Pleasant Avenue
Allentown, PA 18103

Vice President

None

James E. Gunter

603 Withers Circle
Wilmington, DE 19810

Vice President

None

LeaAnna Hartman(1)

Vice President

None

Kevin J. Healy(2)

Vice President

None

Kenneth Henry(2)

Vice President

None

Philipp Hensler(2)

Chairman, Chief Executive Officer & Director

None

Wendy G. Hetson(2)

Vice President

None

Jennifer Hoelscher(1)

Assistant Vice President

None

Eric Holquist(2)

Vice President

None

Edward Hrybenko(2)

Senior Vice President

None

Jason Hubersberger(2)

Vice President

None

Brian F. Husch
37 Hollow Road
Stonybrook, NY 11790

Vice President

None

Keith Hylind(2)

Vice President

None

Vincent Iacono(2)

Vice President

None

Kathleen T. Ives(1)

Vice President & Assistant Secretary

None

Shonda Rae Jaquez(2)

Vice President

None

Brian Johnson(1)

Vice President

None

Eric K. Johnson

8588 Colonial Drive
Lone Tree, CO 80124

Senior Vice President

None

Scott Kelley(1)

Vice President

None

Richard Keri (2)

Senior Vice President

None

Brian Kiley(2)

Vice President

None

Richard Klein
4820 Fremont Avenue South

Minneapolis, MN 55419

Senior Vice President

None

Brent A. Krantz

61500 Tam McArthur Loop
Bend, OR 97702

Senior Vice President

None

Eric Kristenson(2)

Vice President

None

Lamar Kunes(2)

Vice President

None

David T. Kuzia

10258 S. Dowling Way

Highlands Ranch, CO 80126

Vice President

None

John Laudadio(2)

Vice President

None

Daniel Lee(2)

Assistant Vice President

None

Wendy Lee(2)

Vice President

None

John Leonard(2)

Vice President

None

Jesse Levitt(2)

Vice President

None

Julie Libby(2)

Senior Vice President

None

Eric J. Liberman

27 Tappan Ave., Unit West
Sleepy Hollow, NY 10591

Vice President

None

Lorna Lindquist(2)

Vice President

None

Malissa Lischin(2)

Vice President

None

Christina Loftus(2)

Senior Vice President

None

Thomas Loncar

1401 North Taft Street, Apt. 726
Arlington, VA 22201

Vice President

None

Peter Maddox(2)

Vice President

None

Michael Malik
546 Idylberry Road
San Rafael, CA 94903

Vice President

None

Joseph Marich(2)

Vice President

None

Steven C. Manns

1627 N. Hermitage Avenue
Chicago, IL 60622

Vice President

None

Todd A. Marion

24 Midland Avenue
Cold Spring Harbor, NY 11724

Vice President

None

LuAnn Mascia(2)

Vice President

None

Anthony Mazzariello(2)

Vice President

None

Derren McDaniel(1)

Vice President

None

John C. McDonough
533 Valley Road

New Canaan, CT 06840

President and Director

None

Brian McGinty(1)

Vice President

None

Kent C. McGowan
9510 190th Place SW

Edmonds, WA 98020

Vice President

None

William McNamara(2)

Vice President

None

Daniel Melehan(2)

Vice President

None

Brian F. Medina

3009 Irving Street

Denver, CO 80211

Vice President

None

Toller Miller(1)

Vice President

None

Clint Modler(1)

Vice President

None

Joseph Moran(2)

Senior Vice President

None

Jason Morris(2)

Assistant Vice President

None

Amy Mosser(1)

Assistant Vice President

None

Robert Moser

9650 East Aspen Hill Circle

Lone Tree, CO 80124

Vice President

None

James Mugno(2)

Vice President

None

Matthew Mulcahy(2)

Vice President

None

Wendy Jean Murray
32 Carolin Road
Upper Montclair, NJ 07043

Vice President

None

Kimberly Mustin(2)

Senior Vice President

None

John S. Napier

17 Hillcrest Ave.

Darien, CT 06820

Senior Vice President

None

Christina Nasta(2)

Senior Vice President

Chief Business Officer and Vice President

Kevin P. Neznek(2)

Senior Vice President

None

Nichola Noriega(2)

Vice President

None

Christopher Nicholson(2)

Vice President

None

Chad Noel(2)

Vice President

None

Peter Novak(2)

Vice President

None

Timothy O’Connell(2)

Vice President

None

Alan Panzer6755 Ridge Mill Lane
Atlanta, GA 30328

Vice President

None

Maria Paster(2)

Assistant Vice President

None

Ashley Patten(1)

Vice President

None

Donald Pawluk(2)

Vice President

None

Brian C. Perkes
6 Lawton Ct.

Frisco, TX 75034

Vice President

None

Charles K. Pettit(2)

Vice President

None

David Pfeffer(2)

Director

None

Andrew Phillips(1)

Assistant Vice President

None

Megan Pigott(2)

Assistant Vice President

None

Cheryl Pipia(2)

Senior Vice President

None

Rachel Powers(1)

Vice President

None

Nicole Pretzel(2)

Vice President

None

Minnie Ra

100 Dolores Street, #203

Carmel, CA 93923

Vice President

None

Dustin Raring
27 Blakemore Drive
Ladera Ranch, CA 92797

Vice President

None

Richard E. Rath
46 Mt. Vernon Ave.
Alexandria, VA 22301

Vice President

None

William J. Raynor(2)

Vice President

None

Dennis Robinson(1)

Vice President

None

Ian M. Roche
7070 Bramshill Circle
Bainbridge, OH 44023

Vice President

None

Michael Rock(2)

Vice President

None

Stacy Roode(1)

Vice President

None

Thomas Sabow
6617 Southcrest Drive
Edina, MN 55435

Vice President

None

Mark Santero(2)

Senior Vice President

None

John Saunders
2251 Chantilly Ave.
Winter Park, FL 32789

Vice President

None

Timothy Scanlan(2)

Vice President

None

Alex Schardt(2)

Vice President

None

Thomas Schmitt

40 Rockcrest Rd

Manhasset, NY 11030

Vice President

None

William Schories
3 Hill Street
Hazlet, NJ 07730

Vice President

None

Jennifer Sexton(2)

Vice President

None

Jeffrey Sharon(2)

Vice President

None

Kenneth Shell(1)

Vice President

None

Debbie A. Simon
55 E. Erie St., #4404

Chicago, IL 60611

Vice President

None

Bryant Smith(2)

Vice President

None

Aaron Spatz(2)

Vice President

None

Christopher M. Spencer
2353 W 118th Terrace
Leawood, KS 66211

Vice President

None

John A. Spensley

375 Mallard Court
Carmel, IN 46032

Vice President

None

Michael Staples

4255 Jefferson St Apt 328

Kansas City, MO 64111

Vice President

None

Alfred St. John(2)

Vice President

None

Bryan Stein
8 Longwood Rd.
Voorhees, NJ 08043

Vice President

None

Robert Stidham

Vice President

None

Brian C. Summe
2479 Legends Way

Crestview Hills, KY 41017

Vice President

None

Michael Sussman(2)

Vice President

None

George T. Sweeney
5 Smokehouse Lane

Hummelstown, PA 17036

Senior Vice President

None

Leo Tallon(2)

Vice President

None

Brian Taylor(2)

Vice President

None

James Taylor(2)

Vice President

None

Paul Temple(2)

Vice President

None

David G. Thomas
16628 Elk Run Court

Leesburg, VA 20176

Vice President

None

Luz Touma(2)

Vice President

None

Cenk Toroslu(1)

Vice President

None

Wesley Vance(2)

Vice President

None

Mark S. Vandehey(1)

Vice President and Chief Compliance Officer

Vice President and Chief Compliance Officer

Richard Walsh(2)

Vice President

None

Vincent Vermette(2)

Vice President

None

Janeanne Weickum(1)

Vice President

None

Michael J. Weigner
4905 W. San Nicholas Street

Tampa, FL 33629

Vice President

None

Donn Weise
3249 Earlmar Drive

Los Angeles, CA 90064

Vice President

None

Chris G. Werner

98 Crown Point Place

Castle Rock, CO 80108

Vice President

None

Jason Widener(2)

Vice President

None

Ryan Wilde(1)

Vice President

None

Patrick Wisneski(1)

Vice President

None

Meredith Wolff(2)

Vice President

None

Kevin Woodson(1)

Assistant Vice President

None

Cary Patrick Wozniak
18808 Bravata Court
San Diego, CA 92128

Vice President

None

David Zicchinella(2)

Assistant Vice President

None

Steven Zito(1)

Vice President

None

(1)6803 South Tucson Way, Centennial, CO 80112-3924

(2)Two World Financial Center, 225 Liberty Street, 11th Floor, New York, NY 10281-1008

(3)350 Linden Oaks, Rochester, NY 14623

(c)          Not applicable.

Item 33. Location of Accounts and Records

The accounts, books and other documents required to be maintained by Registrant pursuant to Section 31(a) of the Investment Company Act of 1940 and rules promulgated thereunder are in the possession of OppenheimerFunds, Inc. at its offices at 6803 South Tucson Way, Centennial, Colorado 80112-3924.

Item 34. Management Services

Not applicable.

Item 35. Undertakings

Not applicable.
 
 

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all the requirements for effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York and State of New York on the 21st day of August, 2012.     

     

          OPPENHEIMER INTERNATIONAL BOND FUND

     By:     /s/ William F. Galvin, Jr.*               

               William F. Glavin, Jr., President,
               Principal Executive Officer and Trustee

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities on the dates indicated:

Signatures                                                                        Title                                                            Date

William L. Armstrong*                                                    Chairman of the                                          August 21, 2012
William L. Armstrong                                                      Board of Trustees

William F. Glavin, Jr. *                                                   President, Principal                                    August 21, 2012
William F. Glavin, Jr.                                                      Executive Officer and Trustee
 
 

Brian W. Wixted*                                                             Treasurer, Principal                                   August 21, 2012
Brian W. Wixted                                                              Financial & Accounting Officer

Edward L. Cameron*                                                        Trustee                                                       August 21, 2012
Edward L. Cameron
 
 

Jon S. Fossel*                                                                   Trustee                                                       August 21, 2012
Jon S. Fossel
 
 

Sam Freedman*                                                                 Trustee                                                       August 21, 2012
Sam Freedman

Richard F. Grabish*                                                          Trustee                                                       August 21, 2012

Richard F. Grabish

Beverly L. Hamilton*                                                        Trustee                                                       August 21, 2012
Beverly L. Hamilton
 
 

Victoria J. Herget*                                                           Trustee                                                       August 21, 2012

Victoria J. Herget

Robert J. Malone*                                                            Trustee                                                        August 21, 2012

Robert J. Malone
 
 

F. William Marshall, Jr.*                                                 Trustee                                                       August 21, 2012
F. William Marshall, Jr.

Karen L. Stuckey*                                                              Trustee                                                         August 21, 2012

Karen L. Stuckey
 
 

James D. Vaughn*                                                             Trustee                                                         August 21, 2012

James D. Vaughn
 

*By:     /s/ Mitchell J. Lindauer           
            Mitchell J. Lindauer, Attorney-in-Fact

Oppenheimer INTERNATIONAL BOND FUND

Post-Effective Amendment No. 28

Registration Statement No. 33-58383

EXHIBIT INDEX

Exhibit No.      Description

28     (a)     (i)     Agreement and Declaration of Trust

28     (b)     (i)     By-Laws

28     (d)     (i)     Amended and Restated Investment Advisory Agreement

28     (i)     (i)      Opinion and Consent of Counsel

    (ii)     Opinion of Delaware Counsel

    (iii)    Opinion of Tax Counsel