OPPENHEIMER INTERNATIONAL BOND FUND
                  Supplement dated July 14, 1995 to the
                      Prospectus dated June 5, 1995

The following changes are made to the Prospectus:

1.   Footnote 1 under the "Shareholder Transaction Expenses" chart in
"Expenses" on page 3 is changed to read as follows:

     1.  If you invest more than $1 million (more than $500,000 for
     purchases by OppenheimerFunds prototype 401(k) plans) in Class
     A shares, you may have to pay a sales charge of up to 1% if you
     sell your shares within 18 calendar months from the end of the
     calendar month in which you purchased those shares. See "How to
     Buy Shares -- Class A Shares," below.

2.   In "How to Buy Shares," the section entitled "Class A Shares" on page
20 under "Classes of Shares" is changed to read as follows:

     If you buy Class A shares, you may pay an initial sales charge
     on investments up to $1 million (up to $500,000 for purchases
     by OppenheimerFunds prototype 401(k) plans). If you purchase
     Class A shares as part of an investment of at least $1 million
     ($500,000 for OppenheimerFunds prototype 401(k) plans) in shares
     of one or more OppenheimerFunds, you will not pay an initial
     sales charge, but if you sell any of those shares within 18
     months of buying them, you may pay a contingent deferred sales
     charge. The amount of that sales charge will vary depending on
     the amount you invested. Sales charge rates are described in
     "Class A Shares" below.

3.   In "How to Buy Shares," the section entitled "Which Class of Shares
Should You Choose?" on page 20 is changed by adding a new final sentence
to the second paragraph of that section as follows:

     The discussion below of the factors to consider in purchasing
     a particular class of shares assumes that you will purchase only
     one class of shares and not a combination of shares of different
     classes.

4.   In "How to Buy Shares," the first paragraph of the section "Class A
Contingent Deferred Sales Charge" on page 24 is amended in its entirety
to read as follows:

     There is no initial sales charge on purchases of Class A shares
     of any one or more of the OppenheimerFunds in the following
     cases: 

         - purchases aggregating $1 million or more, or 
         - purchases by an OppenheimerFunds prototype 401(k)
         plan that:  (1) buys shares costing $500,000 or more or
         (2) has, at the time of purchase, 100 or more eligible
         participants, or (3) certifies that it projects to have
         annual plan purchases of $200,000 or more.
         
         Shares of any of the OppenheimerFunds that offers only one
     class of shares that has no designation are considered "Class
     A shares" for this purpose. The Distributor pays dealers of
     record commissions on those purchases in an amount equal to the
     sum of 1.0% of the first $2.5 million, plus 0.50% of the next
     $2.5 million, plus 0.25% of purchases over $5 million. That
     commission will be paid only on the amount of those purchases
     in excess of $1 million ($500,000 for purchases by
     OppenheimerFunds 401(k) prototype plans) that were not
     previously subject to a front-end sales charge and dealer
     commission.

5.   In "Reduced Sales Charges for Class A Purchases," the first sentence
of the section "Right of Accumulation" on page 25 is changed to read as
follows:

     To qualify for the lower sales charge rates that apply to larger
     purchases of Class A shares, you and your spouse can add
     together Class A and Class B shares you purchase for your
     individual accounts, or jointly, or for trust or custodial
     accounts on behalf of your children who are minors.

     The first two sentences of the second paragraph of that section are
revised to read as follows:

         Additionally, you can add together current purchases of
     Class A and Class B shares of the Fund and other
     OppenheimerFunds to reduce the sales charge rate that applies
     to current purchases of Class A shares. You can also count Class
     A and Class B shares of OppenheimerFunds you previously
     purchased subject to an initial or contingent deferred sales
     charge to reduce the sales charge rate for current purchases of
     Class A shares, provided that you still hold that investment in
     one of the OppenheimerFunds.

6.   The first sentence of the section entitled "Letter of Intent" on page
25 is revised to read as follows:

     Under a Letter of Intent, if you purchase Class A shares or
     Class A shares and Class B shares of the Fund and other
     OppenheimerFunds during a 13-month period, you can reduce the
     sales charge rate that applies to your purchases of Class A
     shares. The total amount of your intended purchases of both
     Class A and Class B shares will determine the reduced sales
     charge rate for the Class A shares purchased during that period.

7.   In the section entitled "Waivers of Class A Sales Charges" on page
25, the following changes are made:

     The first sentence of the first paragraph is replaced by a new
introductory paragraph set forth below and the list of circumstances
describing the sales charge waivers follows a new initial sentence:

     -- Waivers of Class A Sales Charges. The Class A sales charges
     are not imposed in the circumstances described below. There is
     an explanation of this policy in "Reduced Sales Charges" in the
     Statement of Additional Information.

         Waivers of Initial and Contingent Deferred Sales Charges for
     Certain Purchasers. Class A shares purchased by the following
     investors are not subject to any Class A sales charges:

     The introductory phrase preceding the list of sales charge waivers
in  the second paragraph and subsection (d) of that paragraph are replaced
by the following:

         Waivers of Initial and Contingent Deferred Sales Charges in
     Certain Transactions. Class A shares issued or purchased in the
     following transactions are not subject to Class A sales charges:

     ... (d) shares purchased and paid for with the proceeds of
     shares redeemed in the prior 12 months from a mutual fund (other
     than a fund managed by the Manager or any of its subsidiaries)
     on which an initial sales charge or contingent deferred sales
     charge was paid (this waiver also applies to shares purchased
     by exchange of shares of Oppenheimer Money Market Fund, Inc.
     that were purchased and paid for in this manner); this waiver
     must be requested when the purchase order is placed for your
     shares of the Fund, and the Distributor may require evidence of
     your qualification for this waiver.

     The third paragraph of that section is revised to read as follows:

         Waivers of the Class A Contingent Deferred Sales Charge. The
     Class A contingent deferred sales charge does not apply to
     purchases of Class A shares at net asset value without sales
     charge as described in the two sections above. It is also waived
     if shares that would otherwise be subject to the contingent
     deferred sales charge are redeemed in the following cases:
     
         - for retirement distributions or loans to participants or
     beneficiaries from qualified retirement plans, deferred
     compensation plans or other employee benefit plans, including
     OppenheimerFunds prototype 401(k) plans (these are all referred
     to as "Retirement Plans"); or
         - to return excess contributions made to Retirement Plans; or
         - to make Automatic Withdrawal Plan payments that are
     limited annually to no more than 12% of the original account
     value; or
         - involuntary redemptions of shares by operation of law or
     involuntary redemptions of small accounts (see "Shareholder
     Account Rules and Policies," below); or
         - if, at the time a purchase order is placed for Class A
     shares that would otherwise be subject to the Class A contingent
     deferred sales charge, the dealer agrees to accept the dealer's
     portion of the commission payable on the sale in installments
     of 1/18th of the commission per month (and no further commission
     will be payable if the shares are redeemed within 18 months of
     purchase); or
         - for distributions from OppenheimerFunds prototype 401(k)
     plans for any of the following cases or purposes: (1) following
     the death or disability (as defined in the Internal Revenue
     Code) of the participant or beneficiary (the death or disability
     must occur after the participant's account was established); (2)
     hardship withdrawals, as defined in the plan; (3) under a
     Qualified Domestic Relations Order, as defined in the Internal
     Revenue Code; (4) to meet the minimum distribution requirements
     of the Internal Revenue Code; (5) to establish "substantially
     equal periodic payments" as described in Section 72(t) of the
     Internal Revenue Code, or (6) separation from service.

8.   The first paragraph of the section entitled "Waivers of Class B Sales
Charge" on page 28 is amended by  replacing the introductory phrase of
that paragraph with the sentences below and adding a new section at the
end of that paragraph as follows:

     - Waivers of Class B Sales Charge. The Class B contingent
     deferred sales charge will not be applied to shares purchased
     in certain types of transactions nor will it apply to Class B
     shares redeemed in certain circumstances as described below. The
     reasons for this policy are in "Reduced Sales Charges" in the
     Statement of Additional Information.

         Waivers for Redemptions of Shares in Certain Cases. The
     Class B contingent deferred sales charge will be waived for
     redemptions of shares in the following cases:

     ... (5) for distributions from OppenheimerFunds prototype 401(k)
     plans (1) for hardship withdrawals; (2) under a Qualified
     Domestic Relations Order, as defined in the Internal Revenue
     Code; (3) to meet minimum distribution requirements as defined
     in the Internal Revenue Code; (4) to make "substantially equal
     periodic payments" as described in Section 72(t) of the Internal
     Revenue Code; or (5) for separation from service.

9.   In the section entitled "Reinvestment Privilege" on page 31, the
first three sentences are revised to read as follows:

     If you redeem some or all of your Class A or B shares of the
     Fund, you have up to 6 months to reinvest all or part of the
     redemption proceeds in Class A shares of the Fund or other
     OppenheimerFunds without paying a sales charge. This privilege
     applies to Class A shares that you purchased subject to an
     initial sales charge and to Class A or B shares on which you
     paid a contingent deferred sales charge when you redeemed them. 
     It does not apply to Class C shares.

10.  In the section entitled "Retirement Plans" on page 32, the following
is added to the list of plans offered by the Distributor:

     - 401(k) prototype retirement plans for businesses












July 14, 1995                              PS0880.002



                   OPPENHEIMER INTERNATIONAL BOND FUND
                  Supplement dated July 14, 1995 to the
         Statement of Additional Information dated June 5, 1995

The Statement of Additional Information is amended as follows:

1.  In the section entitled "Letters of Intent" on page 39, the first
three sentences of the first paragraph in that section are replaced by the
following:

    A Letter of Intent (referred to as a "Letter") is an investor's
    statement in writing to the Distributor of the intention to
    purchase Class A shares or Class A and Class B shares of the Fund
    (and other OppenheimerFunds) during a 13-month period (the "Letter
    of Intent period"), which may, at the investor's request, 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 distributions of capital gains and purchases made at
    net asset value without sales charge do not count toward
    satisfying the amount of the Letter.  A Letter enables an investor
    to count the Class A and Class B shares purchased under the Letter
    to obtain the reduced sales charge rate on purchases of Class A
    shares of the Fund (and other OppenheimerFunds) that applies under
    the Right of Accumulation to current purchases of Class A shares.

2.  In the section entitled "Letters of Intent" on page 39, a new third
paragraph is added as follows:

    For purchases of shares of the Fund and other OppenheimerFunds by
    OppenheimerFunds prototype 401(k) plans under a Letter of Intent,
    the Transfer Agent will not hold shares in escrow.  If the
    intended purchase amount under the Letter entered into by an
    OppenheimerFunds prototype 401(k) plan is not purchased by the
    plan by the end of the Letter of Intent period, there will be no
    adjustment of commissions paid to the broker-dealer or financial
    institution of record for accounts held in the name of that plan.

3.  In the section entitled "Terms of Escrow that Apply to Letters of
Intent" on page 40, item 5 of that section is replaced by the following:

    5.  The shares eligible for purchase under the Letter (or the
    holding of which may be counted toward completion of a Letter)
    include (a) Class A shares sold with a front-end sales charge or
    subject to a Class A contingent deferred sales charge, (b) Class
    B shares acquired subject to a contingent deferred sales charge,
    and (c) Class A or B shares acquired by reinvestment of dividends
    and distributions or acquired in exchange for either (i) Class A
    shares of one of the other OppenheimerFunds that were acquired
    subject to a Class A initial or contingent deferred sales charge
    or (ii) Class B shares of one of the other OppenheimerFunds that
    were acquired subject to a contingent deferred sales charge.

4.  In the section entitled "Distributions from Retirement Plans" on page
43, the phrase "401(k) plans" is added after "403(b)(7) custodial plans"
in the first sentence, and the third sentence of that section is revised
to read as follows:

    Participants (other than self-employed persons maintaining a plan
    account in their own name) in OppenheimerFunds-sponsored prototype
    pension, profit-sharing or 401(k) plans may not directly redeem or
    exchange shares held for their account under those plans.

5.  In the section entitled "Special Arrangements for Repurchase of Shares
from Dealers and Brokers" on page 43, the last sentence of that section
is revised to read as follows:

    Ordinarily, for accounts redeemed by a broker-dealer under this
    procedure, payment will be made within three business days after
    the shares have been redeemed upon the Distributor's receipt the
    required redemption documents in proper form, with the
    signature(s) of the registered owners guaranteed on the redemption
    document as described in the Prospectus.

6.  In the section entitled "How To Exchange Shares" on page 46, the
second full paragraph is changed by adding new third and fourth sentences
as follows:

    However, shares of Oppenheimer Money Market Fund, Inc. purchased
    with the redemption proceeds of shares of other mutual funds
    (other than funds managed by the Manager or its subsidiaries)
    redeemed within the 12 months prior to that purchase may
    subsequently be exchanged for shares of other OppenheimerFunds
    without being subject to an initial or contingent deferred sales
    charge, whichever is applicable.  To qualify for that privilege,
    the investor or the investor's dealer must notify the Distributor
    of eligibility for this privilege at the time the shares of
    Oppenheimer Money Market Fund, Inc. are purchased, and, if
    requested, must supply proof of entitlement to this privilege.








July 14, 1995                                                 PX0880.002