OPPENHEIMER ENTERPRISE FUND 
Supplement dated January 5, 1996 to the
Prospectus dated November 7, 1995

For Use by Residents of the State of Maryland


The Prospectus is amended as follows:

1.  The first paragraph under the caption "Derivative Investments" on page
10 is deleted and replaced with the following:

    The Fund can invest in a number of different kinds of "derivative
    investments."  They are used in some cases for hedging purposes
    and in other cases to attempt to seek increased total return.  In
    general, a "derivative investment" is a specially designed
    investment.  Its performance is linked to the performance of
    another investment or security, such as an option, future index,
    currency or commodity.  In the broadest sense, exchange-traded
    options and futures contracts (discussed in "Hedging" below) may
    be considered "derivative investments."  The Fund may not purchase
    or sell physical commodities; however, the Fund may purchase and
    sell foreign currency in hedging transactions.  This shall not
    prevent the Fund from buying or selling options and futures
    contracts or from investing in securities or other instruments
    backed by physical commodities.


January 5, 1996                                     PS0885.501