Oppenheimer Rochester Amt-free Municipal Fund NCSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-2668

Oppenheimer AMT — Free Municipals

(Exact name of registrant as specified in charter)

6803 South Tucson Way, Centennial, Colorado 80112-3924

(Address of principal executive offices) (Zip code)

Robert G. Zack, Esq.
OppenheimerFunds, Inc.
Two World Financial Center, New York, New York 10281-1008

(Name and address of agent for service)

Registrant’s telephone number, including area code: (303) 768-3200

Date of fiscal year end: July 31

Date of reporting period: 01/31/2009

Item 1. Reports to Stockholders.

January 31, 2009 Oppenheimer Management AMT-Free Commentaries and Municipals Semiannual Report M A N A G E M E N T C O M M E N TA R I E S An Interview with Your Fund’s Managers Listing of Top Holdings S E M I A N N U A L R E P O RT Listing of Investments Financial Statements “Covering every twist and turn of the financial markets may be a lucrative media strategy, but investors should focus instead on the significant advantages of investing for the long term in funds that offer attractive yields and monthly streams of tax-free income.” — Dan Loughran, Senior Vice President and Senior Portfolio Manager, OppenheimerFunds/Rochester

TOP HOLDINGS AND ALLOCATIONS

Top Ten Categories


Special Assessment	23.3	%
Tobacco—Master Settlement Agreement	20.9
Tax Increment Financing (TIF)	7.8
Hospital/Health Care	7.1
Special Tax	5.7
Gas Utilities	4.4
Multifamily Housing	3.4
Education	3.4
Adult Living Facilities	2.6
Higher Education	2.1

Portfolio holdings are subject to change. Percentages are as of January 31, 2009, and are based on the total market value of investments.

Credit Allocation


AAA	13.4	%
AA	6.1
A	6.2
BBB	52.4
BB or lower	21.9

Allocations are subject to change. Percentages are as of January 31, 2009, and are dollar-weighted based on the total market value of investments. Market value, the total value of the Fund’s securities, does not include cash. Securities rated by any rating organization are included in the equivalent Standard & Poor’s rating category in the allocation above. The allocation above also includes unrated securities whose ratings have been assigned by the Manager; these unrated securities, currently 52.53% of the Fund’s market value, are deemed comparable in the Manager’s judgment to the rated securities in each category. Credit ratings of AAA, AA, A and BBB and their equivalents denote investment-grade securities.

17 | OPPENHEIMER AMT-FREE MUNICIPALS

TOP HOLDINGS AND ALLOCATIONS

Top Ten States


Florida	27.1	%
Texas	16.9
California	10.3
Ohio	9.3
Washington	6.6
Arizona	6.5
New Jersey	6.3
Georgia	6.2
Illinois	6.1
Missouri	5.1

Portfolio holdings and allocations are subject to change. Percentages are as of January 31, 2009, and are based on net assets.

18 | OPPENHEIMER AMT-FREE MUNICIPALS

NOTES

Total returns include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. Cumulative total returns are not annualized. The Fund’s total returns shown do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

This semiannual report must be preceded or accompanied by the current prospectus of Oppenheimer AMT-Free Municipals. Before investing in any of the Oppenheimer funds, investors should carefully consider a fund’s investment objectives, risks, charges and expenses. Fund prospectuses contain this and other information about the funds. For more information, ask your financial advisor, call us at 1.800.525.7048, or visit our website at www.oppenheimerfunds.com. Read prospectuses carefully before investing.

The Fund’s investment strategy and focus can change over time. The mention of specific fund holdings does not constitute a recommendation by OppenheimerFunds, Inc.

Class A shares of the Fund were first publicly offered on 10/27/76. Unless otherwise noted, Class A returns include the current maximum initial sales charge of 4.75%.

Class B shares of the Fund were first publicly offered on 3/16/93. Unless otherwise noted, Class B returns include the applicable contingent deferred sales charge of 5% (1-year) and 2% (5-year). Because Class B shares convert to Class A shares 72 months after purchase, the 10-year return for Class B uses Class A performance for the period after conversion. Class B shares are subject to an annual 0.75% asset-based sales charge.

Class C shares of the Fund were first publicly offered on 8/29/95. Unless otherwise noted, Class C returns include the applicable 1% contingent deferred sales charge for the one-year period. Class C shares are subject to an annual 0.75% asset-based sales charge.

An explanation of the calculation of performance is in the Fund’s Statement of Additional Information.

19 | OPPENHEIMER AMT-FREE MUNICIPALS

FUND EXPENSES

Fund Expenses. As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions; and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and service fees; and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000.00 invested at the beginning of the period and held for the entire 6-month period ended January 31, 2009.

Actual Expenses. The first section of the table provides information about actual account values and actual expenses. You may use the information in this section for the class of shares you hold, together with the amount you invested, to estimate the expense that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.60), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes. The second section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio for each class of shares, and an assumed rate of return of 5% per year for each class before expenses, which is not the actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example for the class of shares you hold with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or contingent deferred sales charges (loads), or a $12.00 fee imposed annually on accounts valued at less than $500.00 (subject to exceptions described in

20 | OPPENHEIMER AMT-FREE MUNICIPALS

the Statement of Additional Information). Therefore, the “hypothetical” section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.


	Beginning		Ending		Expenses
	Account		Account		Paid During
	Value		Value		6 Months Ended
	August 1, 2008		January 31, 2009		January 31, 2009

Actual
Class A	$	1,000.00	$	676.80	$	11.03
Class B		1,000.00		673.90		14.62
Class C		1,000.00		674.10		14.32

Hypothetical (5% return before expenses)
Class A		1,000.00	$	1,012.15		13.22
Class B		1,000.00		1,007.91		17.51
Class C		1,000.00		1,008.27		17.15

Expenses are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Those annualized expense ratios based on the 6-month period ended January 31, 2009 are as follows:


Class	Expense Ratios

Class A		2.59	%
Class B		3.43
Class C		3.36

The expense ratios reflect reduction to custodian expenses. The “Financial Highlights” tables in the Fund’s financial statements, included in this report, also show the gross expense ratios, without such waivers or reimbursements and reduction to custodian expenses, if applicable.

21 | OPPENHEIMER AMT-FREE MUNICIPALS

THIS PAGE INTENTIONALLY LEFT BLANK.

22 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS January 31, 2009 / Unaudited


Principal
Amount			Coupon			Maturity		Value

Municipal Bonds and Notes—135.9%
Alabama—0.4%
$	30,000	AL 21st Century Authority Tobacco Settlement¹		5.500	%		12/01/2021	$	25,182
	50,000	AL DCH Health Care Authority (Health Care Facilities)¹		5.000			06/01/2021		46,104
	15,000	AL HFA (Pelican)		6.550			03/20/2030		15,012
	1,395,000	AL Space Science Exhibit Finance Authority¹		6.000			10/01/2025		1,013,035
	35,000	Birmingham, AL Baptist Medical Centers (Baptist Health System)		5.625			11/15/2015		33,039
	15,000	Birmingham, AL Baptist Medical Centers (Baptist Health System)		5.875			11/15/2024		12,721
	160,000	Birmingham, AL Private Educational Building Authority (Birmingham-Southern College)		6.125			12/01/2025		118,205
	15,000	Birmingham, AL Special Care Facilities (Children’s Hospital of Alabama)¹		5.500			06/01/2022		14,500
	90,000	Birmingham, AL Special Care Facilities Financing Authority (Daughters of Charity)		5.000			11/01/2025		90,240
	240,000	Cooperative District, AL Fort Deposit¹		6.000			02/01/2036		160,709
	185,000	Fayette, AL Waterworks		5.250			10/01/2016		185,540
	415,000	Greater Montgomery, AL Educational Building Authority (Huntingdon College)¹		5.100			05/01/2016		373,741
	10,000	Jefferson County, AL Sewer		4.500			02/01/2012		5,905
	100,000	Jefferson County, AL Sewer		5.000			02/01/2018		50,438
	150,000	Jefferson County, AL Sewer		5.000			02/01/2020		75,584
	4,060,000	Jefferson County, AL Sewer		5.375			02/01/2027		2,042,464
	35,000	Jefferson County, AL Sewer		5.625			02/01/2018		17,647
	280,000	Jefferson County, AL Sewer		5.625			02/01/2022		140,946
	15,000	Lauderdale County & Florence, AL Health Care Authority (Coffee Health Group)¹		5.250			07/01/2024		12,685
	15,000	Montgomery, AL Special Care Facilities Financing Authority (Baptist Medical Center)¹		5.375			09/01/2019		16,030
	1,500,000	Tuscaloosa, AL Educational Building Authority (Stillman College)¹		5.000			06/01/2026		994,170

									5,443,897

Alaska—2.4%
	10,000	AK HFC¹		5.200			06/01/2021		10,193
	65,000	AK HFC (Veterans Mtg.)¹		6.150			06/01/2039		65,255
	8,000,000	AK HFC, Series A²		5.000			12/01/2033		7,390,080
	750,000	AK Industrial Devel. and Export Authority (Anchorage Sportsplex/Grace Community Church Obligated Group)¹		6.150			08/01/2031		465,600
	600,000	AK Industrial Devel. and Export Authority Community Provider (Boys & Girls Home)¹		5.875			12/01/2027		381,078

F1 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Alaska Continued
$	29,090,000	AK Northern Tobacco Securitization Corp. (TASC)¹		5.000	%		06/01/2032	$	16,298,545
	11,005,000	AK Northern Tobacco Securitization Corp. (TASC)¹		5.000			06/01/2046		5,740,428

									30,351,179

Arizona—6.5%
	1,000,000	Buckeye, AZ Watson Road Community Facilities District¹		5.750			07/01/2022		692,200
	1,900,000	Buckeye, AZ Watson Road Community Facilities District¹		6.000			07/01/2030		1,150,982
	200,000	Centerra, AZ Community Facilities District¹		5.150			07/15/2031		109,872
	577,950	Central AZ Irrigation & Drain District, Series A¹		6.000			06/01/2013		569,362
	200,000	Estrella Mountain Ranch, AZ Community Facilities District¹		5.625			07/15/2025		137,318
	100,000	Estrella Mountain Ranch, AZ Community Facilities District¹		5.800			07/15/2030		64,196
	527,000	Festival Ranch, AZ Community Facilities District¹		5.750			07/01/2032		314,008
	595,000	Festival Ranch, AZ Community Facilities District¹		5.800			07/15/2032		357,054
	250,000	Gladden Farms, AZ Community Facilities District¹		5.500			07/15/2031		144,915
	800,000	Litchfield Park, AZ Community Facility District¹		6.375			07/15/2026		552,280
	1,540,000	Maricopa County, AZ IDA (Christian Care Apartments)¹		6.500			01/01/2036		1,150,241
	2,000,000	Maricopa County, AZ IDA (Christian Care Mesa II)		6.625			01/01/2034		1,347,820
	500,000	Maricopa County, AZ IDA (Immanuel Campus Care)¹		8.500			04/20/2041		386,105
	1,500,000	Maricopa County, AZ IDA (Sun King Apartments)		6.750			11/01/2018		1,263,420
	785,000	Maricopa County, AZ IDA (Sun King Apartments)		6.750			05/01/2031		542,207
	1,035,000	Maricopa County, AZ School District No. 24 (Gila Bend)¹		5.500			07/01/2022		842,387
	200,000	Marley Park, AZ Community Facilities District¹		5.300			07/15/2031		112,470
	497,000	Merrill Ranch, AZ Community Facilities District No. 1 Special Assessment Lien¹		5.300			07/01/2030		282,793
	375,000	Palm Valley, AZ Community Facility District No. 3¹		5.300			07/15/2031		206,813
	980,000	Palm Valley, AZ Community Facility District No. 3¹		5.800			07/15/2032		576,887
	5,490,000	Phoenix, AZ IDA (Christian Care)		5.500			07/01/2035		3,851,400
	500,000	Phoenix, AZ IDA (Espiritu Community Devel. Corp.)¹		6.250			07/01/2036		339,335
	490,000	Pima County, AZ IDA (Arizona Charter School)		6.300			07/01/2031		348,998
	1,400,000	Pima County, AZ IDA (Arizona Charter School)		6.500			07/01/2023		1,153,026
	1,315,000	Pima County, AZ IDA (Arizona Charter School)		6.750			07/01/2031		1,009,276
	2,000,000	Pima County, AZ IDA (Christian Senior Living)¹		5.050			01/01/2037		1,461,320
	500,000	Pima County, AZ IDA (Facility Choice Education & Devel. Corp.)¹		6.250			06/01/2026		365,610
	750,000	Pima County, AZ IDA (Facility Choice Education & Devel. Corp.)¹		6.375			06/01/2036		508,470
	500,000	Pima County, AZ IDA (P.L.C. Charter Schools)¹		6.750			04/01/2036		364,940
	120,000	Pima County, AZ IDA (Paradise Education Center)¹		5.875			06/01/2033		72,372
	250,000	Pima County, AZ IDA (Paradise Education Center)¹		6.000			06/01/2036		151,028

F2 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Arizona Continued
$	2,845,000	Pima County, AZ IDA (Phoenix Advantage Charter School)		5.600	%		07/01/2023	$	1,703,017
	500,000	Pima County, AZ IDA (Sonoran Science Academy)¹		5.670			12/01/2027		340,155
	650,000	Pima County, AZ IDA (Sonoran Science Academy)¹		5.750			12/01/2037		407,316
	1,000,000	Pima County, AZ IDA (Valley Academy)		6.500			07/01/2038		741,770
	500,000	Quail Creek, AZ Community Facilities District¹		5.550			07/15/2030		297,980
	22,500,000	Salt Verde, AZ Financial Corp.²		5.000			12/01/2037		14,788,629
	29,030,000	Salt Verde, AZ Financial Corp.²		5.500			12/01/2037		20,552,208
	20,000,000	Salt Verde, AZ Financial Corp.²		5.000			12/01/2032		13,145,448
	75,000	Show Low Bluff, AZ Community Facilities District Special Assessment¹		5.200			07/01/2017		61,715
	1,655,000	Tartesso West, AZ Community Facilities District¹		5.900			07/15/2032		988,498
	3,000,000	Verrado, AZ Community Facilities District No. 1¹		5.350			07/15/2031		1,841,880
	4,775,000	Verrado, AZ Community Facilities District No. 1¹		6.500			07/15/2027		3,617,492
	1,775,000	Vistancia, AZ Community Facilities District¹		6.750			07/15/2022		1,655,507
	500,000	Westpark, AZ Community Facilities District¹		5.250			07/15/2031		279,010

									80,849,730

Arkansas—0.1%
	2,550,000	Cave Springs, AR Municipal Property (Creeks Special Sewer District)¹		6.250			02/01/2038		1,556,597
	15,000	University of Arkansas (Phillips College)		5.000			09/01/2017		15,055

									1,571,652

California—10.3%
	1,390,000	Azusa, CA Special Tax Community Facilities District No. 05-1¹		5.000			09/01/2027		855,114
	4,505,000	Azusa, CA Special Tax Community Facilities District No. 05-1¹		5.000			09/01/2037		2,481,895
	2,220,000	Beaumont, CA Financing Authority, Series B¹		5.875			09/01/2023		1,755,798
	18,330,000	CA Access to Loans for Learning Student Loan Corp.		7.000			01/01/2036		17,055,882
	16,500,000	CA County Tobacco Securitization Agency		5.714	³		06/01/2046		337,920
	7,000,000	CA County Tobacco Securitization Agency		6.500	³		06/01/2046		143,360
	6,000,000	CA County Tobacco Securitization Agency		6.650	³		06/01/2046		106,680
	129,820,000	CA County Tobacco Securitization Agency		6.700	³		06/01/2050		1,307,287
	8,450,000	CA County Tobacco Securitization Agency		7.234	³		06/01/2033		685,802
	38,650,000	CA County Tobacco Securitization Agency		7.550	³		06/01/2055		195,569
	8,000,000	CA County Tobacco Securitization Agency		7.750	³		06/01/2046		142,240
	2,715,000	CA County Tobacco Securitization Agency (TASC)¹		5.125			06/01/2038		1,508,834
	4,060,000	CA County Tobacco Securitization Agency (TASC)¹		5.125			06/01/2038		2,256,304
	93,000,000	CA County Tobacco Securitization Agency (TASC)		6.650	³		06/01/2046		1,461,030
	4,335,000	CA Golden State Tobacco Securitization Corp.¹		5.000			06/01/2036		2,396,735

F3 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

California Continued
$	65,930,000	CA Golden State Tobacco Securitization Corp. (TASC)¹		0.000	%⁴		06/01/2037	$	25,139,109
	5,210,000	CA Golden State Tobacco Securitization Corp. (TASC)¹		5.000			06/01/2033		3,257,969
	9,560,000	CA Golden State Tobacco Securitization Corp. (TASC)¹		5.125			06/01/2047		5,141,750
	414,000,000	CA Golden State Tobacco Securitization Corp. (TASC)		5.973	³		06/01/2047		7,642,440
	110,000,000	CA Golden State Tobacco Securitization Corp. (TASC)		6.000	³		06/01/2047		1,755,600
	590,000	CA Independent Cities Lease Finance Authority (Morgan Hill-Hacienda Valley)¹		5.950			11/15/2039		385,954
	1,615,000	Chino, CA Community Facilities District Special Tax No. 2005-1		5.000			09/01/2027		927,769
	5,015,000	Chino, CA Community Facilities District Special Tax No. 2005-1		5.000			09/01/2036		2,527,259
	2,000,000	Corona-Norco, CA Unified School District Community Facilities No. 04-1¹		5.200			09/01/2036		1,147,880
	2,000,000	Corona-Norco, CA Unified School District Public Financing Authority Special Tax¹		5.000			09/01/2036		1,109,460
	1,000,000	Davis, CA Special Tax Community Facilities District No. 2007-2¹		5.200			09/01/2027		686,880
	2,000,000	Davis, CA Special Tax Community Facilities District No. 2007-2¹		5.250			09/01/2037		1,263,980
	970,000	Elk Grove, CA Special Tax Community Facilities District No. 2005-1X¹		5.250			09/01/2037		342,866
	420,000	Hemet, CA Unified School District¹		5.050			09/01/2026		287,620
	60,000,000	Inland, CA Empire Tobacco Securitization Authority (TASC)		6.625	³		06/01/2036		3,573,600
	120,000,000	Inland, CA Empire Tobacco Securitization Authority (TASC)		6.750	³		06/01/2047		2,215,200
	360,655,000	Inland, CA Empire Tobacco Securitization Authority (TASC)		7.000	³		06/01/2057		1,954,750
	345,750,000	Inland, CA Empire Tobacco Securitization Authority (TASC)		8.001	³		06/01/2057		1,393,373
	2,345,000	Jurupa, CA Community Services District Special Tax Community Facilities District No. 14¹		6.000			09/01/2027		1,676,722
	5,175,000	Jurupa, CA Community Services District Special Tax Community Facilities District No. 14¹		6.150			09/01/2037		3,494,522
	745,000	Jurupa, CA Community Services District Special Tax Community Facilities District No. 14¹		6.200			09/01/2037		506,734
	1,425,000	Jurupa, CA Community Services District Special Tax Community Facilities District No. 14¹		6.200			09/01/2037		969,257
	1,685,000	Jurupa, CA Community Services District Special Tax Community Facilities District No. 17¹		5.200			09/01/2036		977,435
	1,270,000	Lake Elsinore, CA Special Tax¹		5.150			09/01/2025		893,890
	1,195,000	Lake Elsinore, CA Special Tax¹		5.250			09/01/2030		795,990
	2,450,000	Lake Elsinore, CA Special Tax¹		5.250			09/01/2035		1,565,967

F4 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

California Continued
$	2,000,000	Los Angeles, CA Regional Airports Improvement Corp. (American Airlines)¹		7.125	%		12/01/2024	$	1,434,160
	4,175,000	Los Angeles, CA Regional Airports Improvement Corp. (Delta Airlines)¹		6.350			11/01/2025		3,043,659
	610,000	Menifee, CA Union School District Special Tax¹		5.000			09/01/2026		413,312
	365,000	Menifee, CA Union School District Special Tax Community Facilities District No. 2006-3¹		5.000			09/01/2037		221,179
	2,500,000	Modesto, CA Special Tax Community Facilities District No. 4¹		5.150			09/01/2036		1,549,600
	660,000	Moreno Valley, CA Unified School District Community Facilities District Special Tax No. 2004-3¹		5.000			09/01/2027		441,210
	1,250,000	Moreno Valley, CA Unified School District Community Facilities District Special Tax No. 2004-3¹		5.000			09/01/2037		757,463
	580,000	Perris, CA Community Facilities District Special Tax No. 2001¹		5.000			09/01/2026		392,985
	1,605,000	Perris, CA Community Facilities District Special Tax No. 2001¹		5.000			09/01/2037		968,152
	660,000	Perris, CA Community Facilities District Special Tax No. 2005-1¹		5.000			09/01/2037		398,119
	7,000,000	Santa Rosa, CA Rancheria Tachi Yokut Tribe Enterprise¹		6.625			03/01/2018		5,702,130
	13,675,000	Southern CA Tobacco Securitization Authority		6.400	³		06/01/2046		243,142
	47,250,000	Southern CA Tobacco Securitization Authority		7.100	³		06/01/2046		742,298
	5,000,000	Southern CA Tobacco Securitization Authority (TASC)¹		5.000			06/01/2037		2,747,950
	2,500,000	Stockton, CA Public Financing Authority, Series A¹		5.250			09/01/2031		1,963,250
	235,000	Temecula Valley, CA Unified School District Community Facilities District No. 2004¹		5.000			09/01/2037		143,221
	2,000,000	Temecula, CA Public Financing Authority Community Facilities District (Roripaugh)¹		5.450			09/01/2026		1,112,740
	1,000,000	Temecula, CA Public Financing Authority Community Facilities District (Roripaugh)¹		5.500			09/01/2036		487,920
	100,000	Victor Valley, CA Union High School District¹		5.050			09/01/2025		71,246
	1,160,000	Victor Valley, CA Union High School District¹		5.100			09/01/2035		723,631
	2,025,000	Westside, CA Union School District Community Facilities District Special Tax No. 2005-2¹		5.000			09/01/2036		1,235,210

									129,117,003

Colorado—3.8%
	500,000	CO Andonea Metropolitan District No. 2¹		6.125			12/01/2025		318,790
	1,000,000	CO Andonea Metropolitan District No. 3¹		6.250			12/01/2035		573,440
	2,800,000	CO Arista Metropolitan District¹		6.750			12/01/2035		1,889,580
	500,000	CO Beacon Point Metropolitan District¹		6.125			12/01/2025		356,100
	4,500,000	CO Broomfield Village Metropolitan District No. 2¹		6.250			12/01/2032		3,019,320
	960,000	CO Central Marksheffel Metropolitan District¹		7.250			12/01/2029		707,069

F5 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Colorado Continued
$	7,200,000	CO Compark Business Campus Metropolitan District¹		5.600	%		12/01/2034	$	5,810,184
	500,000	CO Copperleaf Metropolitan District No. 2¹		5.850			12/01/2026		304,365
	625,000	CO Copperleaf Metropolitan District No. 2¹		5.950			12/01/2036		341,138
	500,000	CO Crystal Crossing Metropolitan District¹		6.000			12/01/2036		275,010
	10,000	CO Deer Creek Metropolitan District¹		5.000			12/01/2026		10,198
	500,000	CO Educational and Cultural Facilities Authority (Banning Lewis Ranch Academy)¹		6.125			12/15/2035		334,020
	5,000,000	CO Educational and Cultural Facilities Authority (Inn at Auraria)		6.000			07/01/2042		2,768,150
	10,000	CO Educational and Cultural Facilities Authority (University of Northern Colorado)¹		5.000			07/01/2031		8,171
	500,000	CO Elbert and Highway 86 Metropolitan District¹		5.750			12/01/2036		277,170
	1,000,000	CO Elkhorn Ranch Metropolitan District¹		6.375			12/01/2035		611,290
	500,000	CO Fallbrook Metropolitan District¹		5.625			12/01/2026		323,905
	10,000	CO Health Facilities Authority (Denver Options)¹		5.375			02/01/2022		6,974
	30,000	CO Health Facilities Authority (Denver Options)¹		5.625			02/01/2032		18,357
	500,000	CO Heritage Todd Creek Metropolitan District¹		5.500			12/01/2037		292,765
	500,000	CO High Plains Metropolitan District¹		6.250			12/01/2035		300,230
	500,000	CO Horse Creek Metropolitan District¹		5.750			12/01/2036		305,965
	500,000	CO Huntington Trails Metropolitan District¹		6.250			12/01/2036		298,980
	1,825,000	CO International Center Metropolitan District No. 3¹		6.500			12/01/2035		1,084,616
	500,000	CO Liberty Ranch Metropolitan District¹		6.250			12/01/2036		298,980
	625,000	CO Madre Metropolitan District No. 2¹		5.500			12/01/2036		299,500
	1,000,000	CO Murphy Creek Metropolitan District No. 3¹		6.000			12/01/2026		679,010
	2,850,000	CO Murphy Creek Metropolitan District No. 3¹		6.125			12/01/2035		1,762,811
	2,670,000	CO North Pines Metropolitan District¹		6.750			12/01/2036		1,795,922
	1,545,000	CO North Range Metropolitan District No. 1¹		5.000			12/15/2024		855,667
	1,250,000	CO North Range Metropolitan District No. 2¹		5.500			12/15/2018		883,075
	500,000	CO North Range Metropolitan District No. 2¹		5.500			12/15/2037		253,910
	1,000,000	CO Northwest Metropolitan District No. 3¹		6.125			12/01/2025		564,830
	1,875,000	CO Northwest Metropolitan District No. 3¹		6.250			12/01/2035		968,869
	125,000	CO Potomac Farms Metropolitan District¹		0.000	⁴		12/01/2023		93,389
	750,000	CO Potomac Farms Metropolitan District¹		7.250			12/01/2037		489,923
	500,000	CO Prairie Center Metropolitan District No. 3¹		5.250			12/15/2021		363,100
	815,000	CO Prairie Center Metropolitan District No. 3¹		5.400			12/15/2031		512,904
	750,000	CO Regency Metropolitan District¹		5.750			12/01/2036		396,773
	20,000	CO Ridges Metropolitan District Mesa County¹		6.100			10/15/2013		20,078
	1,000,000	CO Serenity Ridge Metropolitan District No. 2⁵		7.500			12/01/2034		478,750
	270,000	CO Silver Dollar Metropolitan District¹		5.100			12/01/2030		166,782

F6 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Colorado Continued
$	500,000	CO Silver Peaks Metropolitan District¹		5.750	%		12/01/2036	$	290,945
	1,000,000	CO Sorrell Ranch Metropolitan District		6.750			12/15/2036		642,840
	685,000	CO Tallgrass Metropolitan District¹		5.250			12/01/2037		384,799
	540,000	CO Tallyns Reach Metropolitan District No. 3¹		5.100			12/01/2026		359,770
	500,000	CO Traditions Metropolitan District No. 2¹		5.750			12/01/2036		305,965
	1,129,000	CO Wheatlands Metropolitan District¹		6.000			12/01/2025		757,412
	500,000	CO Wheatlands Metropolitan District¹		6.125			12/01/2035		309,265
	250,000	CO Woodmen Heights Metropolitan District No. 1¹		6.750			12/01/2020		200,125
	4,500,000	CO Woodmen Heights Metropolitan District No. 1¹		7.000			12/01/2030		3,201,975
	10,000,000	Ebert, CO Metropolitan District¹		5.350			12/01/2037		7,044,000
	175,000	Fairplay, CO Sanitation District¹		5.250			12/15/2031		114,168
	180,000	Jefferson County, CO (Section 14 Metropolitan District)¹		5.000			12/01/2018		166,694
	1,200,000	Kiowa, CO Water and Sewer¹		5.500			12/01/2030		1,009,380
	2,970,000	Loveland, CO Special Assessment¹		5.625			07/01/2029		1,873,714
	30,000	University of Colorado Hospital Authority¹		5.200			11/15/2017		29,588
	20,000	University of Colorado Hospital Authority¹		5.250			11/15/2022		17,694

									47,828,394

Connecticut—0.7%
	75,000	CT Devel. Authority (Church Homes)¹		5.800			04/01/2021		65,336
	785,000	CT H&EFA (Bridgeport Hospital)¹		6.625			07/01/2018		789,365
	50,000	CT H&EFA (Bridgeport Hospital/Bridgeport Hospital Foundation Obligated Group)¹		5.250			07/01/2015		50,022
	25,000	CT H&EFA (DKH)¹		5.375			07/01/2016		25,051
	220,000	CT H&EFA (DKH/CHHC/HNE Obligated Group)¹		5.375			07/01/2026		211,220
	20,000	CT H&EFA (Lawrence & Memorial Hospital)¹		5.000			07/01/2013		20,008
	50,000	CT H&EFA (Middlesex Hospital)		5.125			07/01/2017		49,210
	10,000	CT H&EFA (Sacred Heart University)¹		5.000			07/01/2028		7,783
	20,000	CT HFA¹		5.200			11/15/2021		20,178
	60,000	CT HFA¹		5.600			06/15/2017		60,478
	500,000	Georgetown, CT Special Taxing District¹		5.125			10/01/2036		251,870
	10,150,000	Mashantucket, CT Western Pequot Tribe, Series B		5.750			09/01/2027		6,768,325

									8,318,846

Delaware—0.4%
	4,000,000	Bridgeville, DE Special Obligation (Heritage Shores)¹		5.450			07/01/2035		2,186,320
	255,000	DE EDA (General Motors Corp.)		5.600			04/01/2009		75,863
	5,000	DE Health Facilities Authority (Bayhealth Medical Center)¹		5.200			07/01/2029		4,686
	1,000,000	Kent County, DE Student Hsg. (Delaware State University Student Hsg. Foundation)¹		5.000			07/01/2025		640,580

F7 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Delaware Continued
$	630,000	Kent County, DE Student Hsg. (Delaware State University Student Hsg. Foundation)¹		5.000	%		07/01/2030	$	367,265
	2,310,000	Millsboro, DE Special Obligation (Plantation Lakes)¹		5.450			07/01/2036		1,280,433

									4,555,147

District of Columbia—0.6%
	720,000	District of Columbia Tobacco Settlement Financing Corp.¹		6.750			05/15/2040		499,896
	72,125,000	District of Columbia Tobacco Settlement Financing Corp. (TASC)		6.375	³		06/15/2046		1,128,035
	304,205,000	District of Columbia Tobacco Settlement Financing Corp. (TASC)		6.924	³		06/15/2046		5,679,507

									7,307,438

Florida—27.1%
	855,000	Aberdeen, FL Community Devel. District¹		5.250			11/01/2015		564,753
	975,000	Aberdeen, FL Community Devel. District¹		5.500			05/01/2036		560,781
	2,000,000	Amelia Concourse, FL Community Devel. District¹		5.750			05/01/2038		1,174,020
	700,000	Amelia Walk, FL Community Devel. District Special Assessment¹		5.500			05/01/2037		362,208
	14,585,000	Arborwood, FL Community Devel. District (Centex Homes)¹		5.250			05/01/2016		11,140,752
	1,155,000	Arlington Ridge, FL Community Devel. District⁵		5.500			05/01/2036		508,200
	6,750,000	Ave Maria Stewardship, FL Community Devel. District¹		5.125			05/01/2038		3,127,343
	1,530,000	Avelar Creek, FL Community Devel. District¹		5.375			05/01/2036		744,284
	435,000	Avignon Villages, FL Community Devel. District^5,6		5.300			05/01/2014		195,206
	250,000	Avignon Villages, FL Community Devel. District^5,6		5.400			05/01/2037		112,188
	440,000	Bahia Lakes, FL Community Devel. District¹		5.450			05/01/2037		234,137
	1,620,000	Bainebridge, FL Community Devel. District¹		5.500			05/01/2038		865,112
	65,000	Baker County, FL Hospital Authority¹		5.300			12/01/2023		44,121
	7,680,000	Bartram Park, FL Community Devel. District¹		5.300			05/01/2035		4,132,301
	1,865,000	Bay Laurel Center, FL Community Devel. District¹		5.450			05/01/2037		1,086,101
	1,545,000	Baywinds, FL Community Devel. District¹		5.250			05/01/2037		712,678
	1,400,000	Beacon Lakes, FL Community Devel. District Special Assessment¹		6.000			05/01/2038		858,508
	1,200,000	Beacon Lakes, FL Community Devel. District Special Assessment¹		6.200			05/01/2038		722,100
	1,775,000	Beacon, FL Tradeport Community Devel. District¹		7.250			05/01/2033		1,350,935
	115,000	Bluewaters, FL Community Devel. District Special Assessment¹		6.000			05/01/2035		85,388
	2,000,000	Boynton Village, FL Community Devel. District Special Assessment¹		6.000			05/01/2038		1,156,640

F8 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Florida Continued
$	25,000	Broward County, FL Educational Facilities Authority (Nova Southeastern University)¹		5.625	%		04/01/2034	$	19,598
	2,000,000	Callaway, FL Capital Improvement¹		5.000			08/01/2026		1,323,020
	5,615,000	Callaway, FL Capital Improvement¹		5.250			08/01/2032		3,504,602
	5,520,000	Callaway, FL Capital Improvement¹		5.250			08/01/2037		3,337,999
	200,000	Cape Coral, FL Health Facilities Authority (Gulf Care)¹		5.625			10/01/2027		167,818
	195,000	Cape Coral, FL Health Facilities Authority (Gulf Care)¹		6.000			10/01/2025		175,791
	1,345,000	Cascades, FL Groveland Community Devel. District¹		5.300			05/01/2036		602,331
	3,930,000	Century Gardens at Tamiami, FL Community Devel. District (Century Gardens at Tamiami)¹		6.125			05/01/2012		2,127,466
	6,825,000	Century Gardens at Tamiami, FL Community Devel. District (Century Gardens at Tamiami)¹		6.250			05/01/2037		3,698,604
	3,500,000	Chapel Creek, FL Community Devel. District Special Assessment¹		5.500			05/01/2038		1,605,940
	1,500,000	City Center, FL Community Devel. District¹		6.000			05/01/2038		910,725
	1,700,000	Clearwater Cay, FL Community Devel. District¹		5.500			05/01/2037		783,598
	3,510,000	Concorde Estates, FL Community Devel. District¹		5.850			05/01/2035		1,806,597
	1,245,000	Connerton West, FL Community Devel. District¹		5.125			05/01/2016		766,422
	1,685,000	Copperstone, FL Community Devel. District¹		5.200			05/01/2038		865,163
	2,685,000	Cordoba Ranch, FL Community Devel. District Special Assessment⁵		5.550			05/01/2037		1,186,770
	450,000	Coronado, FL Community Devel. District¹		6.000			05/01/2038		281,565
	4,395,000	Creekside, FL Community Devel. District¹		5.200			05/01/2038		2,176,887
	400,000	Crestview II, FL Community Devel. District Special Assessment¹		5.600			05/01/2037		251,508
	875,000	Crosscreek, FL Community Devel. District¹		5.500			05/01/2017		405,913
	425,000	Crosscreek, FL Community Devel. District¹		5.600			05/01/2039		197,549
	5,900,000	Cypress Creek of Hillsborough County, FL Community Devel. District¹		5.350			05/01/2037		2,769,165
	1,495,000	Dade County, FL IDA (Miami Cerebral Palsy Residence)¹		8.000			06/01/2022		1,235,199
	10,000	Dania, FL Sales Tax¹		5.000			10/01/2025		9,399
	25,000	Destin, FL Community Redevel. Agency (Town Center Area)¹		5.300			05/01/2027		16,622
	1,900,000	Double Branch, FL Special Assessment Community Devel. District¹		6.700			05/01/2034		1,565,828
	1,880,000	Dupree Lakes, FL Community Devel. District¹		5.375			05/01/2037		1,078,124
	1,020,000	Durbin Crossing, FL Community Devel. District Special Assessment¹		5.250			11/01/2015		626,504
	10,000	Duval County, FL HFA (C.A.U. Eagles Point North/C.A.U. Cedars Obligated Group)¹		5.650			07/01/2022		10,008
	380,000	East Homestead, FL Community Devel. District¹		5.000			05/01/2011		272,179
	2,440,000	East Homestead, FL Community Devel. District¹		5.375			05/01/2036		1,304,424

F9 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Florida Continued
$	1,365,000	East Homestead, FL Community Devel. District¹		5.450	%		11/01/2036	$	817,512
	500,000	Enclave at Black Point Marina, FL Community Devel. District¹		5.200			05/01/2014		326,225
	250,000	Enclave at Black Point Marina, FL Community Devel. District¹		5.400			05/01/2037		129,045
	50,000	Escambia County, FL Health Facilities Authority (Baptist Manor)¹		5.125			10/01/2019		44,817
	880,000	Fiddler’s Creek, FL Community Devel. District¹		5.875			05/01/2021		644,846
	7,500,000	Fiddler’s Creek, FL Community Devel. District No. 2¹		6.000			05/01/2038		4,599,150
	610,000	FL Capital Trust Agency (AHF Florida LLC)¹		8.125			10/01/2038		398,318
	2,550,000	FL Capital Trust Agency (American Opportunity)		5.875			06/01/2038		1,359,023
	5,850,000	FL Capital Trust Agency (Atlantic Hsg. Foundation)¹		7.000			07/15/2032		4,657,653
	1,875,000	FL Capital Trust Agency (Atlantic Hsg. Foundation)¹		8.260			07/15/2038		1,524,338
	25,000	FL Correctional Private Commission (350 Bed Youthful) COP¹		5.000			08/01/2017		25,030
	240,000	FL Gateway Services Community Devel. District (Sun City Center)¹		6.500			05/01/2033		193,783
	7,885,000	FL Island at Doral III Community Devel. District Special Assessment¹		5.900			05/01/2035		4,089,871
	1,100,000	FL Lake Ashton II Community Devel. District¹		5.375			05/01/2036		618,112
	90,000	FL Mira Lago West Community Devel. District¹		5.375			05/01/2036		52,590
	1,000,000	FL New Port Tampa Bay Community Devel. District⁵		5.300			11/01/2012		348,750
	7,310,000	FL New Port Tampa Bay Community Devel. District⁵		5.875			05/01/2038		2,549,363
	500,000	FL Parker Road Community Devel. District¹		5.350			05/01/2015		380,480
	500,000	FL Parker Road Community Devel. District¹		5.600			05/01/2038		265,030
	950,000	FL Principal One Community Devel. District¹		5.650			05/01/2035		670,529
	60,000	FL State Board of Education¹		5.000			06/01/2024		60,097
	3,960,000	Flora Ridge, FL Educational Facilities Benefit District¹		5.300			05/01/2037		2,309,828
	2,500,000	Fontainbleau Lakes, FL Community Devel. District¹		6.000			05/01/2015		1,946,300
	1,000,000	Fontainbleau Lakes, FL Community Devel. District¹		6.000			05/01/2038		565,870
	1,080,000	Forest Creek, FL Community Devel. District¹		5.450			05/01/2036		565,142
	10,000,000	Grand Bay at Doral, FL Community Devel. District¹		6.000			05/01/2017		6,984,600
	3,000,000	Grand Bay at Doral, FL Community Devel. District¹		6.000			05/01/2039		1,568,670
	3,625,000	Greater Lakes/Sawgrass Bay, FL Community Devel. District¹		5.500			05/01/2038		1,908,091
	3,820,000	Harrison Ranch, FL Community Devel. District¹		5.300			05/01/2038		2,072,617
	375,000	Hawks Point, FL Community Devel. District¹		5.300			05/01/2039		202,541
	3,895,000	Heritage Bay, FL Community Devel. District¹		5.500			05/01/2036		2,240,248
	945,000	Heritage Harbour South, FL Community Devel. District¹		6.500			05/01/2034		759,090
	195,000	Heritage Isles, FL Community Devel. District⁶		7.100			10/01/2023		101,295
	1,235,000	Heritage Plantation, FL Community Devel. District¹		5.400			05/01/2037		629,665

F10 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Florida Continued
$	10,000	Hialeah, FL Hsg. Authority¹		5.800	%		06/20/2033	$	10,084
	315,000	Highland Meadows, FL Community Devel. District Special Assessment, Series A¹		5.500			05/01/2036		139,936
	985,000	Highlands, FL Community Devel. District¹		5.000			05/01/2011		875,291
	5,700,000	Highlands, FL Community Devel. District¹		5.550			05/01/2036		3,026,016
	745,000	Hillsborough County, FL IDA (Senior Care Group)¹		6.750			07/01/2029		543,217
	25,000	Hillsborough County, FL IDA (Tampa General Hospital)¹		5.400			10/01/2028		20,609
	25,000	Indian River County, FL Water and Sewer¹		5.250			09/01/2020		25,483
	905,000	Indigo, FL Community Devel. District¹		5.750			05/01/2036		468,057
	10,000	Jacksonville, FL Electric Authority (Water and Sewer)		5.250			10/01/2039		9,543
	35,000	Jacksonville, FL Health Facilities Authority (Daughters of Charity Health Services of Austin)		5.250			08/15/2027		35,275
	25,000	Jacksonville, FL Sales Tax¹		5.000			10/01/2030		24,164
	4,005,000	K-Bar Ranch, FL Community Devel. District Special Assessment¹		5.450			05/01/2036		2,163,381
	5,710,000	Keys Cove, FL Community Devel. District¹		5.500			05/01/2036		3,351,827
	240,000	Lake Frances, FL Community Devel. District Special Assessment¹		5.300			05/01/2037		122,743
	75,000	Lakeland, FL Hospital System (Lakeland Regional Medical Center)¹		5.250			11/15/2025		63,926
	250,000	Lakeside Landings, FL Devel. District¹		5.500			05/01/2038		126,023
	1,000,000	Landmark at Doral, FL Community Devel. District Special Assessment¹		5.500			05/01/2038		458,840
	4,500,000	Lee County, FL IDA (Cypress Cove Healthpark)¹		6.750			10/01/2032		3,087,720
	500,000	Legends Bay, FL Community Devel. District¹		5.500			05/01/2014		328,560
	500,000	Legends Bay, FL Community Devel. District¹		5.875			05/01/2038		274,140
	2,110,000	Lucaya, FL Community Devel. District¹		5.375			05/01/2035		1,227,218
	2,500,000	Madeira, FL Community Devel. District¹		5.250			11/01/2014		1,334,575
	2,500,000	Madeira, FL Community Devel. District¹		5.450			05/01/2039		1,244,300
	530,000	Madison County, FL Mtg. (Twin Oaks)¹		6.000			07/01/2025		371,239
	1,775,000	Magnolia Creek, FL Community Devel. District¹		5.900			05/01/2039		1,001,313
	1,480,000	Magnolia West, FL Community Devel. District Special Assessment¹		5.350			05/01/2037		774,514
	1,925,000	Marsh Harbor, FL Community Devel. District, Series A¹		5.450			05/01/2036		1,207,033
	9,290,000	Meadow Pines, FL Community Devel. District Special Assessment¹		6.250			05/01/2034		6,189,370
	1,605,000	Meadow Woods, FL Community Devel. District Special Assessment¹		6.050			05/01/2035		851,709
	3,015,000	Mediterranea, FL Community Devel. District Special Assessment¹		5.600			05/01/2037		1,406,015
	2,390,000	Miami Beach, FL Health Facilities Authority (Mt. Sinai Medical Center)¹		6.800			11/15/2031		1,545,995

F11 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Florida Continued
$	50,000	Miami, FL Health Facilities Authority (Catholic Health East)¹		5.250	%		11/15/2028	$	42,621
	2,470,000	Midtown Miami, FL Community Devel. District Special Assessment¹		6.500			05/01/2037		1,609,254
	4,260,000	Miromar Lakes, FL Community Devel. District¹		6.875			05/01/2035		2,956,653
	3,500,000	Miromar Lakes, FL Community Devel. District¹		7.375			05/01/2032		2,624,510
	3,930,000	Monterey/Congress, FL Community Devel. District Special Assessment¹		5.375			05/01/2036		2,272,680
	9,710,000	Moody River, FL Estates Community Devel. District¹		5.350			05/01/2036		4,557,874
	11,285,000	Myrtle Creek, FL Improvement District Special Assessment¹		5.200			05/01/2037		5,796,089
	160,000	Naples, FL Hospital Revenue (Naples Community Hospital)¹		5.250			10/01/2014		160,029
	580,000	Naturewalk, FL Community Devel. District¹		5.300			05/01/2016		336,789
	500,000	Naturewalk, FL Community Devel. District¹		5.500			05/01/2038		261,680
	1,800,000	Northern Palm Beach, FL Improvement District¹		5.350			08/01/2041		986,364
	490,000	Oak Creek, FL Community Devel. District Special Assessment¹		5.800			05/01/2035		295,965
	7,605,000	Oakland, FL Charter School¹		6.950			12/01/2032		5,765,198
	1,345,000	Oakmont Grove, FL Community Devel. District Special Assessment¹		5.250			05/01/2012		606,689
	500,000	Oakmont Grove, FL Community Devel. District Special Assessment¹		5.400			05/01/2038		225,520
	300,000	Orange County, FL Health Facilities Authority (GF Orlando/CFGH Obligated Group)¹		8.875			07/01/2021		293,847
	800,000	Orange County, FL Health Facilities Authority (GF Orlando/CFGH Obligated Group)¹		9.000			07/01/2031		722,640
	250,000	Orange County, FL Health Facilities Authority (Orlando Lutheran Tower)¹		5.500			07/01/2032		150,808
	375,000	Orange County, FL Health Facilities Authority (Orlando Lutheran Tower)¹		5.500			07/01/2038		215,224
	25,000	Orlando & Orange County, FL Expressway Authority¹		5.000			07/01/2028		24,126
	1,250,000	Palm Bay, FL Educational Facilities (Patriot Charter School)⁶		7.000			07/01/2036		891,288
	35,000	Palm Beach County, FL Health Facilities Authority (Boca Raton Community Hospital)¹		5.500			12/01/2021		29,482
	25,000	Palm Beach County, FL Health Facilities Authority (Boca Raton Community Hospital)¹		5.625			12/01/2031		17,990
	2,100,000	Palm Coast Park, FL Community Devel. District Special Assessment¹		5.700			05/01/2037		1,117,347
	1,425,000	Palm Glades, FL Community Devel. District¹		4.850			05/01/2011		824,719
	2,510,000	Palm Glades, FL Community Devel. District¹		5.300			05/01/2036		1,448,822
	460,000	Palm River, FL Community Devel. District⁵		5.150			05/01/2013		206,425

F12 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Florida Continued
$	250,000	Palm River, FL Community Devel. District⁵		5.375	%		05/01/2036	$	112,188
	4,675,000	Palma Sola Trace, FL Community Devel. District¹		5.750			05/01/2035		2,668,163
	2,725,000	Parkway Center, FL Community Devel. District, Series A¹		6.125			05/01/2024		1,829,729
	2,205,000	Parkway Center, FL Community Devel. District, Series A¹		6.300			05/01/2034		1,356,009
	1,470,000	Pine Ridge Plantation, FL Community Devel. District¹		5.400			05/01/2037		695,869
	100,000	Pinellas County, FL Educational Facilities Authority (Barry University)¹		5.375			10/01/2028		80,144
	820,000	Pinellas County, FL Educational Facilities Authority (Barry University)¹		5.875			10/01/2030		684,372
	1,500,000	Pinellas County, FL Health Facility Authority (St. Mark Village)¹		5.650			05/01/2037		859,215
	430,000	Poinciana West, FL Community Devel. District Special Assessment¹		6.000			05/01/2037		289,506
	25,000	Port Everglades, FL Authority, Series A¹		5.000			09/01/2016		26,032
	705,000	Port St. Lucie, FL Special Assessment (Peacock & Lowry)¹		5.350			07/01/2027		459,145
	750,000	Portico, FL Community Devel. District¹		5.450			05/01/2037		389,640
	2,670,000	Portofino Cove, FL Community Devel. District Special Assessment¹		5.250			05/01/2012		1,469,808
	500,000	Portofino Cove, FL Community Devel. District Special Assessment¹		5.500			05/01/2038		275,785
	285,000	Portofino Landings, FL Community Devel. District Special Assessment¹		5.200			05/01/2017		201,236
	1,000,000	Portofino Landings, FL Community Devel. District Special Assessment¹		5.400			05/01/2038		531,340
	300,000	Portofino Springs, FL Community Devel. District Special Assessment¹		5.500			05/01/2038		168,306
	7,100,000	Quarry, FL Community Devel. District¹		5.250			05/01/2016		5,199,330
	700,000	Quarry, FL Community Devel. District¹		5.250			05/01/2036		366,485
	46,915,000	Quarry, FL Community Devel. District¹		5.500			05/01/2036		25,599,170
	11,190,000	Renaissance Commons, FL Community Devel. District, Series A¹		5.600			05/01/2036		6,519,406
	1,795,000	Reunion East, FL Community Devel. District¹		5.800			05/01/2036		902,364
	6,025,000	Reunion East, FL Community Devel. District, Series A¹		7.375			05/01/2033		3,824,369
	2,440,000	Reunion West, FL Community Devel. District¹		6.250			05/01/2036		1,202,822
	750,000	Ridgewood Trails, FL Community Devel. District¹		5.650			05/01/2038		385,448
	2,500,000	River Glen, FL Community Devel. District Special Assessment¹		5.450			05/01/2038		1,323,975
	1,165,000	Riverwood Estates, FL Community Devel. District Special Assessment^5,6		5.350			05/01/2037		511,144
	250,000	Rolling Hills, FL Community Devel. District¹		5.450			05/01/2037		118,720
	400,000	Santa Rosa Bay, FL Bridge Authority¹		6.250			07/01/2028		269,608

F13 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Florida Continued
$	16,500,000	Sarasota, FL National Community Devel. District Special Assessment¹		5.300	%		05/01/2039	$	8,480,010
	25,000	Seminole County, FL GO¹		5.125			04/01/2010		25,084
	2,285,000	Shingle Creek, FL Community Devel. District¹		6.100			05/01/2025		1,428,856
	6,340,000	Shingle Creek, FL Community Devel. District¹		6.125			05/01/2037		3,459,167
	2,875,000	Six Mile Creek, FL Community Devel. District¹		5.875			05/01/2038		1,255,110
	1,265,000	Sonoma Bay, FL Community Devel. District, Series A¹		5.450			05/01/2036		719,545
	1,750,000	South Bay, FL Community Devel. District⁶		5.125			11/01/2009		610,313
	2,750,000	South Bay, FL Community Devel. District^5,6		5.375			05/01/2013		959,063
	5,400,000	South Bay, FL Community Devel. District⁵		5.950			05/01/2036		1,883,250
	75,000	South Lake County, FL Hospital District (Orlando Regional Healthcare System)¹		5.800			10/01/2034		60,668
	1,280,000	South-Dade, FL Venture Community Devel. District¹		6.125			05/01/2034		978,150
	3,000,000	St. John’s Forest, FL Community Devel. District, Series A¹		6.125			05/01/2034		1,910,220
	400,000	St. Johns County, FL IDA (St. John’s County Welfare Federation)¹		5.250			10/01/2041		212,268
	990,000	Stonebrier, FL Community Devel. District¹		5.500			05/01/2037		537,402
	880,000	Stonegate, FL Community Devel. District¹		6.000			05/01/2024		738,285
	995,000	Stonegate, FL Community Devel. District¹		6.125			05/01/2034		760,359
	1,055,000	Stoneybrook, FL South Community Devel. District¹		5.800			05/01/2039		618,736
	730,000	Summerville, FL Community Devel. District¹		5.500			05/01/2036		393,711
	10,000	Sunrise, FL Utility System¹		5.250			10/01/2019		10,013
	2,000,000	Sweetwater Creek, FL Community Devel. District¹		5.500			05/01/2038		967,840
	2,535,000	Tern Bay, FL Community Devel. District^5,6		5.000			05/01/2015		884,081
	500,000	Tern Bay, FL Community Devel. District^5,6		5.375			05/01/2037		174,375
	4,880,000	Town Center, FL at Palm Coast Community Devel. District¹		6.000			05/01/2036		2,810,880
	245,000	Turnbull Creek, FL Community Devel. District Special Assessment¹		5.250			05/01/2037		126,053
	9,550,000	Turnbull Creek, FL Community Devel. District Special Assessment¹		5.800			05/01/2035		5,785,581
	9,325,000	Two Creeks, FL Community Devel. District¹		5.250			05/01/2037		4,683,295
	25,000	University of South Florida (University Bookstore)¹		5.900			07/01/2010		25,081
	5,830,000	Verandah East, FL Community Devel. District¹		5.400			05/01/2037		3,232,560
	4,530,000	Verandah, FL Community Devel District¹		5.250			05/01/2036		2,566,381
	1,085,000	Verano Center, FL Community Devel. District¹		5.375			05/01/2037		511,426
	9,390,000	Verona Walk, FL Community Devel. District¹		5.375			05/01/2037		5,248,353
	1,000,000	Villa Portofino East, FL Community Devel. District¹		5.200			05/01/2037		538,860
	1,755,000	Villa Portofino West, FL Community Devel. District¹		5.350			05/01/2036		995,243
	2,565,000	Villa Vizcaya, FL Community Devel. District Special Assessment¹		5.350			05/01/2017		1,776,827

F14 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Florida Continued
$	420,000	Villa Vizcaya, FL Community Devel. District Special Assessment¹		5.550	%		05/01/2039	$	227,846
	1,600,000	Villages of Westport, FL Community Devel. District¹		5.700			05/01/2035		895,744
	7,000,000	Villagewalk of Bonita Springs, FL Community Devel. District¹		5.150			05/01/2038		3,562,790
	5,100,000	Vista, FL Community Devel. District Special Assessment¹		5.375			05/01/2037		2,850,543
	1,500,000	Waterford Estates, FL Community Devel. District Special Assessment⁶		5.125			05/01/2013		690,915
	2,470,000	Waterford Estates, FL Community Devel. District Special Assessment¹		5.500			05/01/2037		1,138,522
	3,730,000	Watergrass, FL Community Devel. District Special Assessment¹		4.875			11/01/2010		1,950,753
	1,250,000	Watergrass, FL Community Devel. District Special Assessment¹		5.125			11/01/2014		628,138
	790,000	Watergrass, FL Community Devel. District Special Assessment¹		5.375			05/01/2039		396,604
	6,055,000	Watergrass, FL Community Devel. District Special Assessment¹		5.500			05/01/2036		3,149,569
	950,000	Waterlefe, FL Community Devel. District Golf Course		8.125			10/01/2025		135,024
	6,810,000	Waters Edge, FL Community Devel. District¹		5.300			05/01/2036		3,972,341
	880,000	Waters Edge, FL Community Devel. District¹		5.350			05/01/2039		442,050
	250,000	Waters Edge, FL Community Devel. District¹		5.400			05/01/2039		125,575
	1,785,000	Waterstone, FL Community Devel. District¹		5.500			05/01/2018		984,552
	3,895,000	Wentworth Estates, FL Community Devel. District¹		5.125			11/01/2012		1,832,325
	3,725,000	Wentworth Estates, FL Community Devel. District¹		5.625			05/01/2037		1,753,246
	70,000	West Palm Beach, FL Utility System¹		5.000			10/01/2027		65,942
	1,100,000	West Villages, FL Improvement District¹		5.350			05/01/2015		858,209
	4,145,000	West Villages, FL Improvement District¹		5.500			05/01/2037		2,278,880
	3,500,000	West Villages, FL Improvement District¹		5.500			05/01/2038		1,915,270
	7,450,000	West Villages, FL Improvement District¹		5.800			05/01/2036		4,316,828
	5,055,000	Westridge, FL Community Devel. District⁵		5.800			05/01/2037		2,318,981
	5,925,000	Westside, FL Community Devel. District¹		5.650			05/01/2037		3,337,434
	690,000	World Commerce, FL Community Devel. District Special Assessment¹		5.500			05/01/2038		285,743
	5,530,000	World Commerce, FL Community Devel. District Special Assessment¹		6.125			05/01/2035		2,568,243
	2,800,000	World Commerce, FL Community Devel. District Special Assessment¹		6.500			05/01/2036		1,369,032
	2,250,000	Wyld Palms, FL Community Devel. District¹		5.400			05/01/2015		1,365,503
	1,465,000	Wyld Palms, FL Community Devel. District¹		5.500			05/01/2038		705,793
	450,000	Zephyr Ridge, FL Community Devel. District		5.250			05/01/2013		252,468

F15 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Florida Continued
$	990,000	Zephyr Ridge, FL Community Devel. District		5.625	%		05/01/2037	$	491,377

									337,730,956

Georgia—6.2%
	13,140,000	Athens, GA Area Facilities Corp. COP (Georgia Dept. of Labor)²		5.000			06/15/2037		10,798,189
	270,000	Athens, GA Area Facilities Corp. COP (Georgia Dept. of Labor)		5.000			06/15/2037		221,862
	12,990,000	Atlanta, GA Devel. Authority Student Hsg. (Clark Atlanta University)¹		6.000			07/01/2036		7,145,929
	2,470,000	Atlanta, GA Devel. Authority Student Hsg. (Clark Atlanta University)¹		6.250			07/01/2036		1,410,444
	15,000	Atlanta, GA HDC (Bedford Tower)		6.250			01/01/2015		15,036
	20,000	Chatham County, GA Hospital Authority (Memorial Health University Medical Center)¹		5.500			01/01/2034		12,327
	10,000	Clark County, GA Hospital Authority (Athens Regional Medical)¹		5.250			01/01/2029		9,439
	50,000	Columbus, GA Building Authority¹		5.500			04/01/2013		50,338
	15,000	Dalton, GA Devel. Authority (Hamilton Health Care System)		5.000			08/15/2028		11,450
	30,000	Dalton, GA Devel. Authority (Hamilton Health Care System/Hamilton Medical Center Obligated Group)¹		5.375			08/15/2016		30,003
	9,090,000	De Kalb County, GA Devel. Authority Public Purpose		5.500			12/10/2023		6,740,599
	10,000	De Kalb County, GA Hsg. Authority (Spring Chase Apartments)¹		5.400			11/01/2030		9,986
	3,735,000	East Point, GA (Camp Creek), Series B¹		8.000			02/01/2026		3,457,004
	5,575,000	East Point, GA (Camp Creek), Series B¹		8.000			02/01/2026		5,160,053
	100,000	Fulton County, GA Hospital Authority (Northside Hospital)¹		5.125			10/01/2016		99,899
	10,000	Fulton County, GA Hospital Authority (Northside Hospital)¹		5.375			10/01/2012		10,008
	225,000	GA Hsg. and Finance Authority (Hunters Grove)¹		5.850			01/01/2017		225,410
	22,000,000	GA Main Street Natural Gas²		5.500			09/15/2026		16,839,634
	13,000,000	GA Main Street Natural Gas²		5.500			09/15/2027		9,761,356
	5,000,000	GA Main Street Natural Gas²		5.500			09/15/2028		3,696,916
	120,000	GA Municipal Electric Authority, Series A¹		5.000			11/01/2024		119,990
	2,260,000	Northwestern Gwinnett County, GA Facilities Corp. COP (Dept. of Labor)²		5.000			06/15/2021		2,011,111
	900,000	Northwestern Gwinnett County, GA Facilities Corp. COP (Dept. of Motor Vehicle Safety)²		5.000			06/15/2021		800,885
	4,465,000	Northwestern Gwinnett County, GA Facilities Corp. II COP (Georgia Dept. of Driver Services)²		5.000			06/15/2028		3,973,280

F16 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Georgia Continued
$	1,770,000	Northwestern Gwinnett County, GA Facilities Corp. II COP (Georgia Dept. of Driver Services)²		5.000	%		06/15/2028	$	1,575,074
	3,135,000	Northwestern Gwinnett County, GA Facilities Corp. II COP (Georgia Dept. of Driver Services)²		5.000			06/15/2029		2,789,750
	5,000	Private Colleges & Universities Authority, GA (Mercer University)		5.375			06/01/2031		3,231
	500,000	Savannah, GA EDA (Skidway Health & Living Services)¹		7.400			01/01/2024		433,305
	20,000	Savannah, GA Resource Recovery Devel. Authority¹		5.100			08/01/2014		20,056
	40,000	Ware County, GA Hospital Authority (Southeast Health Unit)¹		6.625			03/01/2017		40,043

									77,472,607

Idaho—1.2%
	11,520,000	ID Health Facilities Authority (Portneuf Medical Center)¹		5.000			09/01/2035		8,288,064
	65,000	ID Hsg. Agency (Multifamily Hsg.)		6.700			07/01/2024		65,064
	15,000	ID Hsg. Agency (Single Family Mtg.)		5.800			07/01/2025		15,008
	5,360,000	Pocatello, ID Devel. Authority Revenue Allocation Tax Increment, Series A¹		6.000			08/01/2028		3,739,029
	2,980,000	Twin Falls, ID Urban Renewal Agency, Series A¹		5.450			08/01/2022		2,286,971

									14,394,136

Illinois—6.1%
	600,000	Annawan, IL Tax Increment (Patriot Renewable Fuels)¹		5.625			01/01/2018		452,046
	1,825,000	Bedford Park, IL Tax¹		5.125			12/30/2018		1,430,052
	355,000	Carol Stream, IL Tax (Geneva Crossing)¹		5.000			12/30/2021		252,838
	40,000	Chicago, IL GO¹		5.125			01/01/2029		40,036
	235,000	Chicago, IL Midway Airport, Series B¹		5.000			01/01/2035		204,838
	5,000,000	Chicago, IL O’Hare International Airport (Delta Airlines)¹		6.450			05/01/2018		3,386,700
	5,000,000	Chicago, IL Tax (Pilsen Redevel.)¹		6.750			06/01/2022		4,477,400
	2,400,000	Cook County, IL Community School District GO¹		7.125			06/01/2024		2,126,784
	949,000	Cortland, IL Special Tax (Sheaffer System)¹		5.500			03/01/2017		575,996
	270,000	Du Page County, IL Special Service Area No. 31 Special Tax (Monarch Landing)¹		5.400			03/01/2016		225,909
	320,000	Du Page County, IL Special Service Area No. 31 Special Tax (Monarch Landing)¹		5.625			03/01/2036		180,422
	1,250,000	Gilberts, IL Special Service Area No. 19 Special Tax (Conservancy)⁵		5.375			03/01/2016		685,938
	1,100,000	Hampshire, IL Special Service Area No. 16 (Crown Devel.-Prairie Ridge)¹		6.000			03/01/2046		558,987
	2,500,000	Hampshire, IL Special Service Area No. 17 (Crown Devel.-Oakstead)¹		6.000			03/01/2045		1,270,400
	1,500,000	Hampshire, IL Special Service Area No. 19 (Crown Devel.-Prairie Ridge East)¹		6.000			03/01/2046		762,255

F17 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Illinois Continued
$	6,025,000	Harvey, IL Hotel Motel Tax & Sales (Hotel & Conference Center)¹		6.875	%		08/01/2028	$	4,379,271
	160,000	IL Devel. Finance Authority (Community Rehabilitation Providers)¹		5.700			07/01/2019		143,635
	10,000	IL Devel. Finance Authority (Geneva School District School 304)¹		6.300			06/01/2010		10,149
	145,000	IL Devel. Finance Authority Pollution Control (Central Illinois Public Service Company)		5.700			08/15/2026		137,605
	500,000	IL Devel. Finance Authority Pollution Control (Illinois Power Company)¹		5.400			03/01/2028		476,515
	1,920,000	IL Finance Authority (Bethel Terrace Apartments)		5.125			09/01/2025		1,287,610
	750,000	IL Finance Authority (Franciscan Communities)¹		5.500			05/15/2027		487,905
	750,000	IL Finance Authority (Franciscan Communities)¹		5.500			05/15/2037		422,228
	2,000,000	IL Finance Authority (Friendship Village Schaumburg)¹		5.625			02/15/2037		1,103,900
	500,000	IL Finance Authority (Luther Oaks)¹		5.700			08/15/2028		324,510
	500,000	IL Finance Authority (Luther Oaks)¹		6.000			08/15/2039		309,345
	1,000,000	IL Finance Authority (Lutheran Social Services of Illinois/Vesper Management Corp. Obligated Group)¹		5.125			08/15/2028		586,410
	1,750,000	IL Finance Authority (Noble Network Charter Schools)¹		5.000			09/01/2027		1,045,153
	2,000,000	IL Finance Authority (Noble Network Charter Schools)¹		5.000			09/01/2031		1,113,020
	2,745,000	IL Finance Authority (Noble Network Charter Schools)¹		5.000			09/01/2032		1,510,436
	15,000,000	IL Finance Authority (Resurrection Health Care)²		5.250			05/15/2029		13,607,250
	3,000,000	IL Finance Authority Student Hsg. (MJH Education Assistance)⁶		5.125			06/01/2035		1,662,060
	30,000	IL GO¹		5.125			12/01/2010		30,091
	15,000	IL GO¹		5.125			12/01/2011		15,042
	5,000,000	IL Health Facilities Authority (Covenant Retirement Communities)¹		5.625			12/01/2032		3,940,200
	60,000	IL Health Facilities Authority (Decatur Memorial Hospital)¹		5.375			11/15/2021		56,992
	60,000	IL Health Facilities Authority (EMH/EMHH/EMHS Obligated Group)¹		5.625			01/01/2028		49,801
	10,000	IL Health Facilities Authority (Holy Family Medical Center)¹		5.000			08/15/2027		7,784
	35,000	IL Health Facilities Authority (Holy Family Medical Center)¹		5.125			08/15/2022		30,680
	75,000	IL Health Facilities Authority (Loyola University)¹		5.000			07/01/2024		63,430
	15,000	IL Health Facilities Authority (Northwestern Medical Faculty Foundation)¹		5.125			11/15/2028		11,996
	80,000	IL Health Facilities Authority (Rockford Memorial Hospital/Rockford Memorial Health Services Corp. Obligated Group)		5.000			08/15/2021		70,901

F18 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Illinois Continued
$	25,000	IL Health Facilities Authority (Sarah Bush Lincoln Health Center)¹		5.500	%		02/15/2016	$	25,010
	85,000	IL Health Facilities Authority (Sarah Bush Lincoln Health Center)¹		5.750		��	02/15/2022		82,981
	10,500,000	IL Health Facilities Authority (Sinai Health System)²		5.100			08/15/2033		9,393,038
	95,000	Lake County, IL HFC, Series A¹		6.700			11/01/2014		95,253
	1,705,000	Lakemoor Village, IL Special Tax¹		5.000			03/01/2027		1,347,035
	2,725,000	Lincolnshire, IL Special Service Area No. 1 Special Tax (Sedgebrook)¹		6.250			03/01/2034		1,703,915
	1,455,000	Manhattan, IL Special Service Area Special Tax (Groebe Farm-Stonegate)¹		6.125			03/01/2040		769,273
	180,000	Markham, IL GO¹		5.750			02/01/2028		156,127
	1,250,000	Plano, IL Special Service Area No. 5¹		6.000			03/01/2036		746,563
	500,000	Southwestern IL Devel. Authority (Eden Retirement Center)¹		5.850			12/01/2036		297,240
	6,015,000	Southwestern IL Devel. Authority (Local Government Programming)¹		7.000			10/01/2022		4,627,580
	1,150,000	Southwestern IL Devel. Authority (Village of Sauget)¹		5.625			11/01/2026		740,819
	30,000	Springfield, IL Water¹		5.400			03/01/2015		30,076
	1,000,000	Vernon Hills, IL Tax Increment (Town Center)¹		6.250			12/30/2026		750,660
	1,000,000	Volo Village, IL Special Service Area (Lancaster Falls)¹		5.750			03/01/2036		548,090
	3,981,000	Volo Village, IL Special Service Area (Remington Pointe)¹		6.450			03/01/2034		2,442,662
	1,820,000	Yorkville, IL United City Special Services Area Special Tax (Bristol Bay)¹		5.875			03/01/2036		1,120,774
	1,734,000	Yorkville, IL United City Special Services Area Special Tax (Raintree Village II)¹		6.250			03/01/2035		1,132,874

									75,524,490

Indiana—0.8%
	4,080,000	Dekalb City, IN Hospital Authority (Dekalb Memorial Hospital)¹		5.000			08/01/2016		3,230,952
	1,600,000	Hamilton County, IN Redevel. District (Thomas Electrics)¹		5.100			02/01/2031		969,600
	55,000	IN Devel. Finance Authority (USX Corp.)¹		5.600			12/01/2032		40,325
	45,000	IN Health Facility Financing Authority (Community Hospital of Anderson)¹		6.000			01/01/2023		44,999
	15,000	IN Health Facility Financing Authority (Deaconess Hospital)¹		5.500			03/01/2029		13,446
	70,000	IN Health Facility Financing Authority (Kings Daughters Hospital Assoc.)¹		5.625			08/15/2027		60,379
	50,000	IN Municipal Power Agency, Series A¹		5.300			01/01/2023		50,017
	10,000	Indianapolis, IN Gas Utility (Distribution System)¹		5.000			08/15/2024		10,001
	70,000	Marion County, IN Convention & Recreational Facilities Authority¹		5.000			06/01/2027		65,984

F19 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Indiana Continued
$	55,000	Marion County, IN Convention & Recreational Facilities Authority¹		5.000	%		06/01/2027	$	50,011
	4,750,000	North Manchester, IN (Estelle Peabody Memorial Home)¹		7.125			07/01/2022		3,939,698
	65,000	Petersburg, IN Pollution Control (Indianapolis Power & Light Company)¹		5.400			08/01/2017		58,017
	2,250,000	Shelbyville, IN Redevel. District Tax Increment (Central Shelbyville Economic)¹		6.500			07/01/2022		1,783,283
	100,000	St. Joseph County, IN Economic Devel. (Madison Center)¹		5.500			02/15/2021		95,464

									10,412,176

Iowa—2.9%
	400,000	Bremer County, IA Retirement Facilities (Bartels Lutheran)¹		5.125			11/15/2020		291,992
	1,000,000	Dickinson County, IA Hsg. (Spirit Lake)		5.875			12/01/2036		597,050
	25,000	Hills, IA (Mercy Hospital)¹		5.000			08/15/2028		19,696
	750,000	IA Finance Authority (Amity Fellowserve)¹		6.500			10/01/2036		500,775
	400,000	IA Finance Authority (Boys & Girls Home and Family Services)¹		5.900			12/01/2028		262,820
	50,000	IA Finance Authority Health Care Facilities (Genesis Medical Center)¹		5.200			07/01/2017		50,007
	500,000	IA Finance Authority Retirement Community (Friendship Haven)¹		5.750			11/15/2019		394,750
	1,000,000	IA Finance Authority Retirement Community (Friendship Haven)¹		6.000			11/15/2024		734,390
	900,000	IA Finance Authority Retirement Community (Friendship Haven)¹		6.125			11/15/2032		585,018
	350,000	IA Finance Authority Senior Hsg. (Bethany Manor)¹		5.450			11/01/2026		224,851
	500,000	IA Finance Authority Senior Hsg. (Wedum Walnut Ridge)¹		5.375			06/01/2025		304,310
	7,975,000	IA Tobacco Settlement Authority¹		5.375			06/01/2038		4,409,617
	3,250,000	IA Tobacco Settlement Authority¹		5.500			06/01/2042		1,789,970
	46,257,219	IA Tobacco Settlement Authority (TASC)²		5.625			06/01/2046		25,668,843

									35,834,089

Kansas—0.3%
	1,565,000	Hays, KS Sales Tax¹		6.000			01/01/2025		1,171,121
	95,000	La Cygne, KS Pollution Control (Kansas Gas & Electric Company)		5.100			03/01/2023		85,834
	735,000	Overland Park, KS Transportation Devel. District (Grass Creek)¹		4.850			09/01/2016		629,505
	2,475,000	Pittsburgh, KS Special Obligation (North Broadway Redevel.)¹		4.900			04/01/2024		1,634,465

									3,520,925

F20 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Kentucky—0.0%
$	30,000	Jefferson County, KY Health Facilities (Alliant Health System)¹		5.125	%		10/01/2027	$	23,711
	75,000	Jefferson County, KY Health Facilities (University Medical Center)¹		5.250			07/01/2022		66,686
	970,000	Kenton County, KY Airport (Delta Airlines)^5,6,7		8.000			12/01/2015		7,275
	5,000	KY EDFA (Pikeville Medical Center)¹		5.700			02/01/2028		4,189
	215,000	KY EDFA (St. Claire Medical Center)¹		5.625			09/01/2021		201,971
	80,000	KY Hsg. Corp.¹		5.200			07/01/2022		81,327
	15,000	Springfield, KY Educational Devel. (St. Catherine College)¹		5.750			10/01/2035		12,876

									398,035

Louisiana—2.7%
	10,000	Calcasieu Parish, LA Industrial Devel. Board Pollution Control (Entergy Gulf States)¹		5.450			07/01/2010		9,923
	22,055,000	Jefferson Parish, LA Finance Authority (Single Family Mtg.)²		5.250			12/01/2032		22,138,096
	2,000,000	LA Local Government EF&CD Authority (Baton Rouge Student Hsg.)		5.250			09/01/2018		848,500
	35,000	LA Local Government EF&CD Authority (Baton Rouge Student Hsg.)		5.250			09/01/2035		13,246
	3,085,000	LA Local Government EF&CD Authority (Baton Rouge Student Hsg.)		5.500			09/01/2022		1,245,291
	1,000,000	LA Local Government EF&CD Authority (Bellemont Apartments)		6.000			09/01/2022		751,090
	1,750,000	LA Local Government EF&CD Authority (Bellemont Apartments)		6.000			09/01/2027		1,186,448
	3,925,000	LA Local Government EF&CD Authority (Bellemont Apartments)		6.000			09/01/2035		2,475,576
	740,000	LA Local Government EF&CD Authority (Bellemont Apartments)		7.500			09/01/2016		650,815
	1,355,000	LA Local Government EF&CD Authority (Capital Projects and Equipment)¹		6.550			09/01/2025		1,045,342
	25,000	LA Public Facilities Authority (Dillard University)¹		5.300			08/01/2026		24,719
	45,000	LA Public Facilities Authority (Touro Infirmary)¹		5.500			08/15/2019		39,581
	2,500,000	Lakeshore Villages, LA Master Community Devel. District¹		5.250			07/01/2017		1,891,525
	75,000	New Orleans, LA Exhibit Hall Special Tax (Ernest N. Morial)¹		5.000			07/15/2027		56,056
	135,000	New Orleans, LA Exhibit Hall Special Tax (Ernest N. Morial)¹		5.500			07/15/2018		130,526
	290,000	New Orleans, LA Exhibit Hall Special Tax (Ernest N. Morial)¹		5.600			07/15/2025		241,022
	40,000	Orleans Parish, LA Parishwide School District		5.125			09/01/2018		40,053

F21 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Louisiana Continued
$	20,000	Orleans Parish, LA Parishwide School District		5.375	%		09/01/2021	$	20,017
	25,000	Orleans Parish, LA School Board¹		5.300			09/01/2013		25,053
	170,000	Orleans Parish, LA School Board¹		5.375			09/01/2018		170,221
	300,000	Pointe Coupee Parish, LA Pollution Control (Gulf State Utilities Company)¹		6.700			03/01/2013		281,703
	500,000	St. Tammany Parish, LA Hospital Service District (St. Tammany Parish Hospital)¹		5.000			07/01/2022		396,975
	25,000	Terrebonne Parish, LA Hospital Service District No. 1 (Terrebonne General Medical Center)¹		5.375			04/01/2028		20,908

									33,702,686

Maryland—0.5%
	10,000	Baltimore, MD Wastewater¹		5.125			07/01/2042		9,681
	25,000	MD EDC Student Hsg. (Allegheny College Hsg.)¹		5.750			09/01/2020		18,589
	40,000	MD EDC Student Hsg. (Allegheny College Hsg.)¹		6.000			09/01/2032		24,680
	4,900,000	MD EDC Student Hsg. (Bowie State University)		5.375			06/01/2033		2,712,444
	620,000	MD EDC Student Hsg. (Collegiate Hsg. Foundation)		5.750			06/01/2029		426,238
	520,000	MD EDC Student Hsg. (Collegiate Hsg. Foundation)		6.000			06/01/2030		366,148
	50,000	MD EDC Student Hsg. (Morgan State University)		6.000			07/01/2034		30,229
	2,000,000	MD EDC Student Hsg. (University of Maryland)		5.625			10/01/2023		1,276,960
	65,000	MD EDC Student Hsg. (University Village at Sheppard Pratt)¹		6.000			07/01/2033		41,496
	625,000	MD H&HEFA (Edenwald)¹		5.200			01/01/2024		448,419
	65,000	MD H&HEFA (Johns Hopkins Hospital)¹		5.375			07/01/2020		65,101
	20,000	MD H&HEFA (Medstar Health)¹		5.500			08/15/2033		17,618
	1,000,000	Prince Georges County, MD Special District (Victoria Falls)¹		5.250			07/01/2035		513,690
	750,000	Salisbury, MD Special Obligation (Villages at Aydelotte Farm)¹		5.250			01/01/2037		393,143

									6,344,436

Massachusetts—1.0%
	60,000	Boston, MA Industrial Devel. Financing Authority (Boston Alzheimer’s Center)¹		5.900			02/01/2022		60,034
	100,000	MA Devel. Finance Agency (Boston Biomedical Research)¹		5.750			02/01/2029		69,638
	260,000	MA Devel. Finance Agency (Evergreen Center)¹		5.500			01/01/2035		168,548
	50,000	MA Devel. Finance Agency (Northern Berkshire Community Services)¹		6.250			08/15/2029		34,538
	50,000	MA Devel. Finance Agency (Orchard Cove)¹		5.250			10/01/2037		26,774
	2,825,000	MA Devel. Finance Agency (Pacific Rim Charter Public School)¹		5.125			06/01/2031		1,660,507
	25,000	MA H&EFA (Beverly Hospital Corp.)¹		5.250			07/01/2023		21,628
	11,840,000	MA H&EFA (Emerson Hospital)¹		5.000			08/15/2025		9,565,654

F22 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Massachusetts Continued
$	60,000	MA H&EFA (VC/TC/FRS/VCS Obligated Group)¹		5.300	%		11/15/2028	$	43,121
	270,000	MA Industrial Finance Agency (Avon Associates)¹		5.375			04/01/2020		240,980
	20,000	MA Turnpike Authority, Series A¹		5.000			01/01/2039		14,720
	100,000	MA Turnpike Authority, Series B¹		5.125			01/01/2023		89,981

									11,996,123

Michigan—3.0%
	30,000	Clare County, MI Sewer Disposal System¹		5.850			11/01/2021		31,003
	10,000	Detroit, MI Local Devel. Finance Authority¹		5.500			05/01/2021		5,454
	200,000	Flint, MI Hospital Building Authority (Hurley Medical Center)¹		5.375			07/01/2018		154,604
	130,000	Flint, MI Hospital Building Authority (Hurley Medical Center)¹		5.375			07/01/2028		80,071
	2,350,000	Grand Traverse Academy, MI Public School Academy¹		4.625			11/01/2027		1,428,025
	1,000,000	Grand Traverse Academy, MI Public School Academy¹		4.750			11/01/2032		572,970
	500,000	Grand Traverse Academy, MI Public School Academy¹		5.000			11/01/2022		358,135
	50,000	Howell, MI Public Schools¹		5.000			05/01/2025		50,431
	5,000	Kalamazoo, MI Hospital Finance Authority (Bronson Methodist Hospital)		5.250			05/15/2018		4,874
	2,175,000	MI Hospital Finance Authority (Detroit Medical Center Obligated Group)¹		5.250			08/15/2027		1,289,297
	10,000	MI Hospital Finance Authority (OHC/OUH Obligated Group)¹		5.000			08/15/2018		10,090
	75,000	MI Hospital Finance Authority (OHC/OUH Obligated Group)¹		5.000			08/15/2031		66,132
	265,000	MI Hospital Finance Authority (Port Huron Hospital/Marwood Manor Nursing Home)¹		5.500			07/01/2015		265,607
	10,000	MI Hospital Finance Authority (Sisters of Mercy Health System)		5.250			08/15/2021		10,029
	14,600,000	MI Hospital Finance Authority (Trinity Health)²		6.125			12/01/2023		15,439,150
	15,000	MI Hsg. Devel. Authority (Walled Lake Villa)¹		6.000			04/15/2018		15,144
	2,325,000	MI Job Devel. Authority Pollution Control (General Motors Corp.)		5.550			04/01/2009		674,250
	340,000	MI John Tolfree Health System Corp.¹		6.000			09/15/2023		252,661
	1,155,000	MI Public Educational Facilities Authority (Old Redford Academy)¹		6.000			12/01/2035		796,211
	12,072,406	MI Strategic Fund Limited Obligation (Wolverine Human Services)¹		5.850			08/31/2027		8,103,844
	500,000	MI Strategic Fund Limited Obligation (Wolverine Human Services)¹		7.875			08/31/2028		402,915
	1,323,000,000	MI Tobacco Settlement Finance Authority		9.838	³		06/01/2058		5,463,990
	250,000	Monroe County, MI Hospital Finance Authority (Mercy Memorial Hospital Corp.)¹		5.500			06/01/2035		143,080

F23 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Michigan Continued
$	120,000	Mount Clemens, MI Hsg. Corp. (FHA Section 8), Series A¹		6.600	%		06/01/2022	$	120,179
	40,000	Northern MI University¹		5.000			12/01/2025		40,064
	15,000	Oakland County, MI Sewer Disposal (White Lake Township)		6.000			05/01/2013		15,105
	450,000	Plymouth, MI Educational Center Charter School (Public School Academy)¹		5.375			11/01/2030		291,857
	1,325,000	Plymouth, MI Educational Center Charter School (Public School Academy)¹		5.625			11/01/2035		859,554
	405,000	Pontiac, MI Tax Increment Finance Authority¹		6.250			06/01/2022		283,658
	40,000	Royal Oak, MI Hospital Finance Authority (William Beaumont Hospital)¹		5.250			11/15/2031		31,926
	10,000	Royal Oak, MI Hospital Finance Authority (William Beaumont Hospital)¹		5.250			11/15/2035		7,727
	100,000	Wayne County, MI Building Authority¹		5.250			06/01/2016		100,292

									37,368,329

Minnesota—0.8%
	885,000	Columbia Heights, MN EDA Tax Increment (Huset Park Area Redevel.)¹		5.375			02/15/2032		495,060
	600,000	Cottage Grove, MN Senior Hsg.¹		6.000			12/01/2046		394,050
	750,000	Minneapolis, MN Tax Increment (St. Anthony Falls)¹		5.750			02/01/2027		477,585
	1,000,000	Mound, MN Hsg. & Redevel. Authority (Metroplaines)¹		5.000			02/15/2027		870,840
	1,615,000	St. Anthony, MN Hsg. & Redevel. Authority (Silver Lake Village)¹		5.000			02/01/2031		879,077
	250,000	St. Anthony, MN Hsg. & Redevel. Authority (Silver Lake Village)¹		5.375			08/01/2021		178,278
	1,500,000	St. Anthony, MN Hsg. & Redevel. Authority (Silver Lake Village)¹		5.625			02/01/2031		897,765
	300,000	St. Paul, MN Hsg. & Redevel. Authority (Great Northern Lofts)¹		6.250			03/01/2029		196,509
	6,976,000	St. Paul, MN Hsg. & Redevel. Authority (Upper Landing)¹		7.000			03/01/2029		5,025,999
	520,000	St. Paul, MN Port Authority (Great Northern)¹		6.000			03/01/2030		324,813

									9,739,976

Mississippi—0.2%
	80,000	Gulfport, MS Hospital Facility (Memorial Hospital at Gulfport)¹		5.750			07/01/2031		70,110
	35,000	Gulfport, MS Hospital Facility (Memorial Hospital at Gulfport)¹		6.200			07/01/2018		35,022
	60,000	Lowndes County, MS Solid Waste Disposal & Pollution Control (Weyerhaeuser Company)¹		6.800			04/01/2022		46,662
	5,145,000	MS Home Corp. (Valley State Student Hsg.)		5.500			12/01/2035		2,340,409

									2,492,203

F24 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Missouri—5.1%
$	95,000	Bates County, MO Hospital (Bates County Memorial Hospital)¹		5.650	%		03/01/2021	$	80,080
	15,000	Bates County, MO Hospital (Bates County Memorial Hospital)¹		5.750			03/01/2031		11,271
	200,000	Belton, MO Tax Increment (Belton Town Center)¹		5.625			03/01/2025		145,132
	310,000	Branson Hills, MO Infrastructure Facilities¹		5.000			04/01/2013		290,272
	400,000	Branson Hills, MO Infrastructure Facilities¹		5.000			04/01/2014		367,300
	250,000	Branson Hills, MO Infrastructure Facilities¹		5.500			04/01/2027		170,780
	900,000	Branson, MO IDA (Branson Hills Redevel.)¹		5.750			05/01/2026		644,481
	365,000	Branson, MO IDA (Branson Hills Redevel.)¹		7.050			05/01/2027		299,964
	2,260,000	Branson, MO IDA (Branson Landing)¹		5.250			06/01/2021		1,718,640
	8,000,000	Branson, MO IDA (Branson Shoppe Redevel.)¹		5.950			11/01/2029		5,573,280
	675,000	Broadway-Fairview, MO Transportation Devel. District (Columbia)⁵		5.875			12/01/2031		377,156
	400,000	Chillicothe, MO Tax Increment (South U.S. 65)¹		5.500			04/01/2021		316,336
	400,000	Chillicothe, MO Tax Increment (South U.S. 65)¹		5.625			04/01/2027		281,760
	250,000	Cottleville, MO COP⁵		5.100			08/01/2023		222,908
	300,000	Cottleville, MO COP⁵		5.125			08/01/2026		254,472
	930,000	Hawk Ridge, MO Transportation Devel. District¹		4.650			02/01/2017		763,586
	3,840,000	Hawk Ridge, MO Transportation Devel. District¹		5.000			02/01/2030		2,343,437
	13,500,000	Hazelwood, MO Transportation Devel. District (370/ Missouri Bottom Road/Tausig Road)¹		7.200			05/01/2033		10,304,145
	2,575,000	Independence, MO 39th Street Transportation¹		6.875			09/01/2032		1,954,863
	1,285,000	Kansas City, MO Tax Increment (Briarcliff West)¹		5.150			06/01/2016		1,122,833
	1,250,000	Kansas City, MO Tax Increment (Briarcliff West)¹		5.400			06/01/2024		898,713
	3,815,000	Kansas City, MO Tax Increment (Southtown)¹		6.000			03/01/2017		3,424,344
	580,000	Lees Summit, MO IDA (Kensington Farms)¹		5.500			03/01/2021		461,094
	250,000	Lees Summit, MO IDA (Kensington Farms)¹		5.750			03/01/2029		173,960
	1,025,000	Liberty, MO Tax Increment (Liberty Triangle)¹		5.875			10/01/2029		711,043
	2,100,000	Maplewood, MO Tax (Maplewood South Redevel.)¹		5.750			11/01/2026		1,525,902
	15,000	MO Environmental Improvement & Energy Resources Authority		5.550			07/01/2010		15,053
	355,000	MO Grindstone Plaza Transportation Devel. District⁵		5.500			10/01/2031		187,263
	15,000	MO H&EFA (FHS/FNH Obligated Group)¹		5.375			02/15/2014		15,031
	10,000	MO H&EFA (Fontbonne College)¹		5.200			10/01/2020		7,876
	10,280,678	MO Hanley/Eager Road Transportation Devel. District, Series A¹		7.750	³		12/01/2023		3,335,463
	30,000	MO HDC (Single Family Mtg.)¹		5.550			03/01/2029		30,002
	248,000	Northwoods, MO Transportation Devel. District¹		5.850			02/01/2031		160,456
	1,675,000	Osage Beach, MO Tax Increment (Prewitts Point)¹		4.800			05/01/2016		1,375,008
	1,500,000	Osage Beach, MO Tax Increment (Prewitts Point)¹		5.000			05/01/2023		995,640

F25 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Missouri Continued
$	350,000	Ozark Centre, MO Transportation Devel. District¹		5.375	%		09/01/2032	$	218,988
	1,500,000	Raymore, MO Tax Increment¹		5.375			03/01/2020		1,120,365
	2,750,000	Raymore, MO Tax Increment¹		5.625			03/01/2028		1,730,988
	2,500,000	Richmond Heights, MO Tax Increment & Transportation Sales Tax¹		5.625			11/01/2025		1,818,550
	9,000,000	St. Joseph, MO IDA (Living Community of St. Joseph)¹		7.000			08/15/2032		6,765,660
	1,000,000	St. Joseph, MO IDA, Series B¹		5.375			11/01/2023		743,630
	1,005,000	St. Joseph, MO IDA, Series B¹		5.500			11/01/2027		699,761
	1,170,000	St. Louis, MO IDA (Southtown Redevel.)¹		5.125			05/01/2026		738,598
	481,000	St. Louis, MO Tax Increment (1505 Missouri Avenue Redevel.)¹		6.000			08/04/2025		300,596
	854,000	St. Louis, MO Tax Increment (1601 Washington Redevel.)¹		6.000			08/21/2026		524,288
	1,896,000	St. Louis, MO Tax Increment (1619 Washington Redevel.)¹		5.500			03/09/2027		1,082,673
	700,000	St. Louis, MO Tax Increment (Pet Building Redevel.)		5.500			05/29/2028		378,350
	545,000	St. Louis, MO Tax Increment (Printers Lofts)¹		6.000			08/21/2026		334,586
	806,000	St. Louis, MO Tax Increment (Washington East Condominiums)¹		5.500			01/20/2028		435,272
	500,000	St. Louis, MO Tax Increment (Washington East Condominiums)¹		5.500			01/20/2028		270,020
	1,080,000	St. Louis, MO Tax Increment Financing (Ludwig Lofts)¹		6.690			04/21/2029		674,233
	375,000	St. Louis, MO Tax Increment Financing, Series A¹		5.500			09/02/2028		200,925
	3,525,000	St. Louis, MO Tax Increment, Series A¹		6.600			01/21/2028		2,200,058
	620,000	Stone Canyon, MO Improvement District (Infrastructure)¹		5.700			04/01/2022		477,592
	320,000	Stone Canyon, MO Improvement District (Infrastructure)¹		5.750			04/01/2027		223,472
	35,000	University of Missouri (System Facilities)¹		5.000			11/01/2018		35,070
	1,000,000	University Place, MO Transportation Devel. District¹		5.000			03/01/2026		655,200
	2,500,000	University Place, MO Transportation Devel. District¹		5.000			03/01/2032		1,481,700

									63,670,119

Montana—0.1%
	1,450,000	Hardin, MT Tax Increment Industrial Infrastructure Devel. (Rocky Mountain Power)¹		0.000	⁴		09/01/2031		832,779
	375,000	MT Facilities Finance Authority (St. John’s Lutheran)¹		6.000			05/15/2025		265,673

									1,098,452

Nebraska—1.1%
	450,000	Douglas County, NE Hsg. Authority (Orchard Gardens)¹		5.150			10/01/2032		340,475
	25,000	Grand Island, NE Electric¹		5.000			08/15/2009		25,079
	32,600,000	NE Central Plains Gas Energy⁵		2.126	⁸		12/01/2026		11,719,700

F26 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Nebraska Continued
$	3,065,000	NE Educational Facilities Authority (Midland Lutheran College)¹		5.600	%		09/15/2029	$	1,940,298
	40,000	Scotts Bluff County, NE Hospital Authority (Regional West Medical Center)¹		5.250			11/15/2028		34,492

									14,060,044

Nevada—2.0%
	325,000	Clark County, NV Improvement District¹		5.000			02/01/2026		153,325
	260,000	Clark County, NV Improvement District¹		5.050			02/01/2031		113,183
	20,000	Director of the State of NV Dept. of Business & Industry (Las Vegas Monorail)		5.625			01/01/2032		8,644
	5,105,000	Director of the State of NV Dept. of Business & Industry (Las Vegas Monorail)		6.850	³		01/01/2019		1,493,059
	1,000,000	Director of the State of NV Dept. of Business & Industry (Las Ventanas Retirement)		7.000			11/15/2034		544,740
	1,165,000	Las Vegas, NV Local Improvement Bonds¹		6.250			06/01/2024		751,926
	6,200,000	Las Vegas, NV Paiute Tribe, Series A¹		6.625			11/01/2017		5,726,444
	1,615,000	Las Vegas, NV Special Improvement District (Sumerlin Village)¹		5.875			06/01/2021		970,615
	9,270,000	Las Vegas, NV Special Improvement District (Sumerlin Village)¹		6.125			06/01/2031		4,750,041
	95,000	Mesquite, NV Special Improvement District (Canyon Creek)¹		5.200			08/01/2016		71,299
	135,000	Mesquite, NV Special Improvement District (Canyon Creek)¹		5.250			08/01/2017		97,019
	285,000	Mesquite, NV Special Improvement District (Canyon Creek)¹		5.300			08/01/2018		197,163
	650,000	Mesquite, NV Special Improvement District No. 07-01 (Anthem at Mesquite)¹		5.850			08/01/2018		505,180
	1,055,000	Mesquite, NV Special Improvement District No. 07-01 (Anthem at Mesquite)¹		6.000			08/01/2023		723,519
	565,000	Mesquite, NV Special Improvement District No. 07-01 (Anthem at Mesquite)¹		6.000			08/01/2027		356,238
	795,000	Mesquite, NV Special Improvement District No. 07-01 (Anthem at Mesquite)¹		6.150			08/01/2037		465,592
	3,280,000	Sparks, NV Redevel. Agency (Redevel Area No. 2)¹		6.400			06/01/2020		2,579,622
	7,420,000	Sparks, NV Redevel. Agency (Redevel Area No. 2)¹		6.700			06/01/2028		5,253,583

									24,761,192

New Hampshire—0.7%
	305,000	Manchester, NH Hsg. & Redevel. Authority, Series B		5.650	³		01/01/2029		61,061
	3,220,000	Manchester, NH Hsg. & Redevel. Authority, Series B		5.700	³		01/01/2030		589,872
	495,000	Manchester, NH Hsg. & Redevel. Authority, Series B		6.000	³		01/01/2023		175,497

F27 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

New Hampshire Continued
$	120,000	NH H&EFA (Catholic Medical Center)¹		6.125	%		07/01/2032	$	91,973
	4,010,000	NH H&EFA (Franklin Pierce College)¹		6.050			10/01/2034		2,363,053
	1,980,000	NH H&EFA (Portsmouth Christian Academy)¹		5.750			07/01/2023		1,428,412
	6,115,000	NH H&EFA (Portsmouth Christian Academy)¹		5.850			07/01/2033		3,820,407
	40,000	NH H&EFA (St. Joseph Hospital/Youville House/Cove)¹		5.500			07/01/2034		32,533
	985,000	NH HE&HFA (Franklin Pierce College)¹		5.300			10/01/2028		555,097

									9,117,905

New Jersey—6.3%
	5,610,000	NJ Health Care Facilities Financing Authority (Deborah Heart & Lung Center)¹		6.300			07/01/2023		5,477,492
	15,510,000	NJ Tobacco Settlement Financing Corp.¹		4.625			06/01/2026		9,903,290
	22,275,000	NJ Tobacco Settlement Financing Corp.¹		4.750			06/01/2034		11,885,717
	79,740,000	NJ Tobacco Settlement Financing Corp.¹		5.000			06/01/2029		50,788,798

									78,055,297

New Mexico—0.9%
	10,000	Albuquerque, NM Airport¹		5.000			07/01/2019		10,018
	35,000	Albuquerque, NM Gross Receipts¹		5.000			07/01/2021		35,158
	1,495,000	Cabezon, NM Public Improvement District¹		6.300			09/01/2034		952,330
	6,780,000	Eldorado, NM Area Water and Sanitation District¹		6.000			02/01/2023		5,225,685
	20,000	Farmington, NM Hospital (San Juan Medical Center/Interface, Inc. Obligated Group)¹		5.000			06/01/2016		19,862
	250,000	Farmington, NM Pollution Control (Public Service Company of New Mexico)¹		5.800			04/01/2022		212,375
	30,000	Farmington, NM Pollution Control (Public Service Company of New Mexico)¹		6.375			04/01/2022		25,647
	25,000	Hobbs, NM Health Facilities (Evangelical Lutheran Good Samaritan Society)¹		5.500			05/01/2026		21,098
	500,000	Mariposa East, NM Public Improvement District¹		6.000			09/01/2032		302,665
	300,000	Montecito Estates, NM Public Improvement District¹		7.000			10/01/2037		210,336
	3,380,000	NM Educational Assistance Foundation¹		5.900			09/01/2031		2,999,277
	25,000	NM Finance Authority (Workers Compensation Administration Building)¹		5.600			09/01/2014		25,069
	15,000	NM Mtg. Finance Authority (Single Family Mtg.)¹		5.150			09/01/2028		14,817
	1,925,000	NM Trails Public Improvement District¹		7.750			10/01/2038		1,451,431
	25,000	Santa Fe County, NM (El Castillo Retirement Residences)¹		5.750	⁸		05/15/2028		24,883
	5,000	Santa Fe, NM Educational Facilities (St. John’s College)¹		5.500			03/01/2024		4,281
	100,000	Santa Fe, NM Educational Facilities (St. John’s College)¹		5.500			03/01/2024		85,613

									11,620,545

New York—0.0%
	50,000	NYC GO RIBS		8.706	⁹		08/27/2015		50,331

F28 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

North Carolina—0.0%
$	20,000	NC Eastern Municipal Power Agency, Series B¹		6.250	%		01/01/2023	$	20,004
	20,000	NC Medical Care Commission (ARC/HDS Alamance Hsg. Corp.)		5.800			10/01/2034		14,275
	625,000	NC Medical Care Commission Retirement Facilities (Village at Brookwood)¹		5.250			01/01/2032		356,906

									391,185

North Dakota—0.3%
	3,740,000	Grand Forks, ND Health Care Facilities (United Hospital/United Health Resources Obligated Group)		6.250			12/01/2024		3,485,456
	25,000	Parshall, ND Water¹		5.500			09/01/2024		24,379
	10,000	Ward County, ND Health Care Facilities (Trinity Medical Center)¹		6.000			07/01/2010		9,983
	40,000	Williston, ND Water Utility		5.100			05/01/2013		40,065

									3,559,883

Ohio—9.3%
	650,000	Blue Ash, OH Tax Increment Financing (Duke Realty)¹		5.000			12/01/2035		475,040
	5,000,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)¹		0.000	⁴		06/01/2037		2,068,750
	17,825,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)¹		5.125			06/01/2024		13,075,172
	185,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)¹		5.375			06/01/2024		139,695
	7,690,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)¹		5.750			06/01/2034		4,585,470
	14,570,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)¹		5.875			06/01/2030		9,315,912
	11,275,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)¹		5.875			06/01/2047		6,380,072
	70,620,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)¹		6.500			06/01/2047		44,066,174
	1,063,100,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)		7.251	³		06/01/2047		18,923,180
	743,000,000	Buckeye, OH Tobacco Settlement Financing Authority (TASC)		7.501	³	��	06/01/2052		7,348,270
	2,165,000	Centerville, OH Health Care (Bethany Lutheran Village)¹		6.000			11/01/2038		1,276,549
	35,000	Clermont County, OH Hospital Facilities (Mercy Health System)¹		5.625			09/01/2021		32,879
	40,000	Cleveland, OH Airport System¹		5.000			01/01/2031		38,857
	215,000	Cleveland, OH Rock Glen Hsg. Assistance Corp. (Ambleside Apartments)		7.000			06/01/2018		200,081
	850,000	Cleveland-Cuyahoga County, OH Port Authority (Perrysburg)¹		4.800			11/15/2035		535,517

F29 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Ohio Continued
$	15,000	Cuyahoga County, OH Hospital (Metro Health System)¹		5.500	%		02/15/2027	$	12,851
	295,000	Glenwillow Village, OH GO¹		5.875			12/01/2024		301,924
	25,000	Greene County, OH Economic Devel. (YMCA)¹		6.000			12/01/2023		16,947
	1,500,000	Greene County, OH University Hsg. (Central State University)¹		5.625			09/01/2032		951,165
	1,785,000	Grove City, OH Tax Increment Financing¹		5.125			12/01/2016		1,468,412
	2,500,000	Grove City, OH Tax Increment Financing¹		5.375			12/01/2031		1,448,300
	1,180,000	Jeffrey Place, OH New Community Authority (Jeffrey Place Redevel.)¹		5.000			12/01/2022		772,629
	75,000	Lucas County, OH Health Care Facilities (Sunset Retirement Communities)¹		6.625			08/15/2030		67,853
	10,000	Muskingum County, OH Hospital Facilities (BHA/Careserve/PP/SSNH/BHC/BCG/Carelife/BCC Obligated Group)¹		5.400			12/01/2016		10,001
	500,000	Port of Greater Cincinnati, OH Devel. Authority (Public Parking Infrastructure)¹		6.300			02/15/2024		383,470
	1,260,000	Port of Greater Cincinnati, OH Devel. Authority (Public Parking Infrastructure)¹		6.400			02/15/2034		868,039
	655,000	Summit County, OH Port Authority (Twinsburg Township)¹		5.125			05/15/2025		453,411
	1,000,000	Toledo-Lucas County, OH Port Authority (Preston)¹		4.800			11/15/2035		597,720

									115,814,340

Oklahoma—1.5%
	15,000	Grady County, OK Industrial Authority (Correctional Facilities)¹		6.000			11/01/2029		12,628
	500,000	Grady County, OK Industrial Authority (Correctional Facilities)		7.800			11/01/2014		377,835
	4,000,000	Langston, OK EDA (Langston University)¹		5.000			05/01/2030		2,359,720
	5,575,000	Langston, OK EDA (Langston University)¹		5.000			05/01/2035		3,135,715
	1,870,000	Langston, OK EDA (Langston University)¹		5.250			05/01/2026		1,222,139
	185,000	OK HFA (Single Family Homeownership Loan Program)		5.403	³		03/01/2029		62,626
	20,000	Texas County, OK Devel Authority Student Hsg. (OPS U-Goodwell)¹		5.450			11/01/2034		12,156
	5,030,000	Tulsa, OK Municipal Airport Trust (American Airlines)¹		6.250			06/01/2020		3,456,012
	9,170,000	Tulsa, OK Municipal Airport Trust (American Airlines)¹		7.350			12/01/2011		8,195,688

									18,834,519

Oregon—0.0%
	10,000	Clackamas County, OR Hospital Facility Authority (Legacy Health System)¹		5.500			02/15/2014		10,142
	25,000	Clackamas County, OR Hospital Facility Authority (Williamette Falls Hospital)		6.000			04/01/2019		23,643

F30 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Oregon Continued
$	10,000	OR GO (Elderly & Disabled Hsg.)¹		5.500	%		08/01/2026	$	10,002
	10,000	OR GO (Veterans Welfare)¹		5.250			10/01/2042		8,920
	45,000	OR GO (Veterans Welfare)¹		6.000			04/01/2032		45,197
	100,000	OR Health & Science University, Series A¹		5.250			07/01/2028		81,474
	25,000	OR Hsg. & Community Services Dept. (Single Family Mtg.)		6.400			07/01/2018		25,052

									204,430

Pennsylvania—0.3%
	75,000	Blair County, PA IDA (The Village at Penn State
		Retirement Community)¹		6.900			01/01/2022		61,477
	55,000	Northeastern PA Hospital & Education Authority (WVHCS)		5.250			01/01/2026		45,161
	25,000	Northumberland County, PA IDA (NHS Youth Services)¹		5.500			02/15/2033		15,168
	3,800,000	Northumberland County, PA IDA (NHS Youth Services)¹		7.750			02/15/2029		3,313,524
	1,000,000	Philadelphia, PA H&HEFA (Centralized Comprehensive Human Services)¹		7.250			01/01/2021		865,220

									4,300,550

Rhode Island—1.0%
	5,000,000	Central Falls, RI Detention Facility¹		7.250			07/15/2035		3,390,750
	50,000	Providence, RI HDC (Barbara Jordan Apartments)¹		6.750			07/01/2025		50,064
	25,000	Providence, RI Public Building Authority¹		5.400			12/15/2012		25,075
	110,000	RI Health & Educational Building Corp. (Johnson & Wales University)¹		6.100			04/01/2026		110,132
	40,000	RI Hsg. & Mtg. Finance Corp. (Homeownership Opportunity)¹		6.500			04/01/2027		40,034
	33,305,000	RI Tobacco Settlement Financing Corp. (TASC)		6.125	³		06/01/2052		257,448
	7,175,000	RI Tobacco Settlement Financing Corp. (TASC)¹		6.250			06/01/2042		4,615,175
	211,125,000	RI Tobacco Settlement Financing Corp. (TASC)		6.580	³		06/01/2052		2,088,026
	10,375,000	RI Tobacco Settlement Financing Corp. (TASC)		6.750	³		06/01/2052		65,363
	1,500,000	Tiverton, RI Special Obligation Tax (Mount Hope Bay Village)¹		6.875			05/01/2022		1,333,380

									11,975,447

South Carolina—2.3%
	30,000	Charleston County, SC (Care Alliance Health Services)¹		5.000			08/15/2019		30,253
	45,000	Edgefield County, SC Water and Sewer Authority¹		5.000			01/01/2028		36,861
	25,000	Greer, SC Combined Utility System¹		5.000			09/01/2025		24,125
	35,000	Horry County, SC Hospital Facilities (Conway Hospital)¹		5.000			07/01/2028		26,740
	1,340,000	Lancaster County, SC (Edenmoor Improvement District)¹		5.375			12/01/2016		1,113,553
	1,480,000	Lancaster County, SC (Edenmoor Improvement District)¹		5.750			12/01/2037		863,373
	2,170,000	Lancaster County, SC (Sun City Carolina Lakes)¹		5.450			12/01/2037		1,206,129

F31 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

South Carolina Continued
$	8,565,000	Lee County, SC School Facilities, Series 2006¹		6.000	%		12/01/2027	$	7,897,787
	3,370,000	Lee County, SC School Facilities, Series 2007¹		6.000			12/01/2031		2,979,518
	1,265,000	Newberry County, SC Special Source Revenue (Newberry County Memorial Hospital)¹		5.250			12/01/2029		997,883
	35,000	Piedmont, SC Municipal Power Agency		5.000			01/01/2018		34,998
	15,000	Piedmont, SC Municipal Power Agency¹		5.000			01/01/2022		14,206
	5,921,000	Richland County, SC Assessment Revenue (Village at Sandhill Improvement District)¹		6.200			11/01/2036		3,641,948
	600,000	SC Connector 2000 Assoc. Toll Road, Series B		5.535	³		01/01/2020		185,874
	6,565,000	SC Connector 2000 Assoc. Toll Road, Series B		5.781	³		01/01/2021		1,847,588
	11,240,000	SC Connector 2000 Assoc. Toll Road, Series B		6.697	³		01/01/2026		2,147,852
	5,285,000	SC Educational Facilities Authority (Benedict College)¹		5.600			07/01/2022		3,630,214
	2,320,000	SC Educational Facilities Authority (Benedict College)¹		5.625			07/01/2031		1,357,084
	600,000	SC Educational Facilities Authority (Southern Wesleyan University)¹		5.750			03/01/2029		419,616
	50,000	SC Hsg. Finance & Devel. Authority, Series A-1¹		5.300			07/01/2031		48,281
	500,000	SC Jobs-EDA (Lutheran Homes)¹		5.625			05/01/2042		289,395
	25,000	SC Public Service Authority¹		5.000			01/01/2029		23,905
	30,000	SC State Budget & Control Board (Harden Street Facilities)¹		6.000			12/01/2011		30,099

									28,847,282

South Dakota—0.0%
	10,000	SD H&EFA (Prairie Lakes Health Care System)¹		5.650			04/01/2022		9,557

Tennessee—0.0%
	10,000	Jackson, TN Health Educational & Hsg. Facilities Board (Lambuth University)¹		5.900			09/01/2015		10,031
	15,000	Johnson City, TN H&EFB (Johnson City Medical Center)¹		5.250			07/01/2028		15,193
	15,000	Knox County, TN First Utility District Water & Sewer¹		5.625			12/01/2019		15,113

									40,337

Texas—16.9%
	300,000	Abilene, TX HFDC (Hendrick Medical Center)¹		6.100			09/01/2015		300,261
	1,305,000	Anson, TX Education Facilities Corp. Student Hsg. (University of Texas/Waterview Park)¹		5.100			01/01/2034		680,388
	6,035,000	Beasley, TX Higher Education Finance Corp., Series A		5.125			12/01/2034		3,551,054
	3,090,000	Bexar County, TX HFC (American Opportunity Hsg.-Nob Hill Apartments)		6.000			06/01/2021		2,270,099
	6,625,000	Bexar County, TX HFC (American Opportunity Hsg.-Nob Hill Apartments)		6.000			06/01/2031		4,199,720
	5,765,000	Bexar County, TX HFC (American Opportunity Hsg.-Waterford/Kingswood)		7.000			12/01/2036		4,047,145
	400,000	Bexar County, TX HFC (Doral Club)		8.750			10/01/2036		285,440

F32 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Texas Continued
$	40,000	Brazoria County, TX Municipal Utility District No. 18¹		5.300	%		09/01/2028	$	33,842
	20,000	Brazos County, TX HFDC (Franciscan Services Corp.)¹		5.375			01/01/2032		15,698
	150,000	Chimney Hill, TX Municipal Utility District¹		5.500			10/01/2011		150,248
	60,000	Collin County, TX HFC (Community College District Foundation)		5.250			06/01/2031		31,901
	5,000	Cypress Hill, TX Municipal Utility District No. 1¹		5.250			09/01/2025		4,670
	30,000	Dallas, TX Civic Center (Convention Complex)¹		5.000			08/15/2028		28,948
	25,000	Dallas-Fort Worth, TX International Airport Facility¹		5.200			01/15/2031		22,131
	1,550,000	Dallas-Fort Worth, TX International Airport Facility (American Airlines)		6.000			11/01/2014		932,976
	700,000	Danbury, TX Higher Education Finance Corp. (Island Foundation)¹		6.250			02/15/2036		477,729
	7,650,000	Donna, TX GO¹		6.250			02/15/2037		5,243,234
	305,000	El Paso County, TX HFC (American Village Communities), Series A		6.250			12/01/2020		264,710
	335,000	El Paso County, TX HFC (El Paso American Hsg. Foundation), Series A		6.375			12/01/2032		248,707
	5,475,000	Escondido, TX Public Improvement District (Horseshoe Bay)¹		7.250			10/01/2033		4,317,147
	200,000	Fort Bend County, TX Municipal Utility District¹		5.250			09/01/2021		197,868
	20,000	Fort Bend, TX Independent School District¹		5.375			02/15/2024		20,017
	20,000	Harris County, TX HFDC (Texas Children’s Hospital)¹		5.250			10/01/2029		20,657
	45,000	Harris County-Houston, TX Sports Authority¹		5.000			11/15/2025		42,409
	65,000	Leander, TX Independent School District		5.457	³		08/15/2018		38,680
	200,000	Lewisville, TX GO¹		5.700			09/01/2028		118,382
	650,000	Lewisville, TX GO¹		6.000			10/01/2015		559,689
	1,325,000	Lewisville, TX GO¹		6.000			10/01/2025		866,484
	5,510,000	Lewisville, TX GO¹		6.000			10/01/2034		3,198,996
	1,025,000	Lewisville, TX GO¹		6.125			09/01/2029		633,532
	2,345,000	Lubbock, TX HFC (Las Colinas Quail Creek Apartments)		6.000			07/01/2022		1,600,697
	1,530,000	Lubbock, TX HFC (Las Colinas Quail Creek Apartments)		6.000			07/01/2025		985,963
	770,000	Lubbock, TX HFC (Las Colinas Quail Creek Apartments)		6.000			07/01/2032		453,861
	270,000	Metro, TX HFDC (Wilson N. Jones Memorial Hospital)¹		5.375			01/01/2023		237,479
	580,000	Metro, TX HFDC (Wilson N. Jones Memorial Hospital)¹		5.600			01/01/2017		580,081
	235,000	Midlothian, TX Devel. Authority Tax Increment¹		5.125			11/15/2026		157,403
	75,000	Mission, TX EDC¹		6.600			01/01/2020		75,412
	15,000	North TX Tollway Authority (Dallas North Tollway System)¹		5.000			01/01/2023		15,000
	245,000	Odessa, TX Junior College District¹		5.000			12/01/2019		245,093
	50,000	Port of Corpus Christi, TX (Union Pacific Corp.)¹		5.350			11/01/2010		48,430
	1,680,000	Retama, TX Devel. Corp. (Retama Racetrack)¹		10.000			12/15/2019		2,529,778

F33 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Texas Continued
$	50,000	Richardson, TX Hospital Authority (Baylor/Richardson)¹		5.625	%		12/01/2028	$	37,227
	3,695,000	Sabine, TX River Authority Pollution Control (TXU Electric Company)		6.150			08/01/2022		1,966,922
	15,000	San Marcos, TX GO¹		5.000			08/15/2019		15,029
	16,000,000	Tarrant County, TX Cultural Education Facilities Finance Corp. (Baylor Health Care System)^2,10		6.250			11/15/2029		16,297,440
	980,000	Tom Green County, TX HFDC (Shannon Health System/Shannon Medical Center)¹		6.750			05/15/2021		927,129
	20,000	Tomball, TX Hospital Authority (Tomball Regional Hospital)		6.000			07/01/2025		16,754
	25,000	Tomball, TX Hospital Authority (Tomball Regional Hospital)		6.000			07/01/2029		19,850
	7,000,000	Trophy Club, TX Public Improvement (Highlands Trophy Club)¹		7.750			10/01/2037		5,492,830
	385,542	TX Affordable Hsg. Corp. (Ashton Place & Woodstock Apartments)⁶		6.300			08/01/2033		333,482
	110,000	TX Dormitory Finance Authority (Temple Junior College Foundation)		5.750			09/01/2027		56,618
	485,000	TX Dormitory Finance Authority (Temple Junior College Foundation)		6.000			09/01/2033		245,575
	2,460,000	TX Folk Avenue South Transportation District⁵		5.625			11/01/2031		1,273,050
	35,000	TX GO¹		5.375			08/01/2019		35,524
	10,000,000	TX Multifamily Housing Options (Affordable Hsg.)⁵		1.033	⁸		01/01/2039		9,105,850
	145,000,000	TX Municipal Gas Acquisition & Supply Corp.²		6.250			12/15/2026		121,045,275
	1,990,000	TX Municipal Gas Acquisition & Supply Corp.⁵		2.787	⁸		12/15/2026		1,184,050
	545,000	TX Panhandle HFA (Amarillo Affordable Hsg.)⁶		6.625			03/01/2020		365,869
	3,065,000	TX Panhandle HFA (Amarillo Affordable Hsg.)⁶		6.750			03/01/2031		1,886,048
	660,000	TX Public Finance Authority Charter School Finance Corp. (Ed-Burnham Wood)¹		6.250			09/01/2036		447,183
	3,000,000	TX Public Finance Authority Charter School Finance Corp. (Idea Academy)¹		5.000			08/15/2030		1,727,220
	6,000,000	TX Public Finance Authority Charter School Finance Corp. (Idea Academy)¹		5.000			08/15/2037		3,220,080
	4,850,000	TX Public Finance Authority Charter School Finance Corp. (Kipp)¹		5.000			02/15/2036		2,626,663
	4,330,000	Wichita County, TX HFDC (Wichita Falls Retirement Foundation)¹		6.250			01/01/2028		3,085,082

									211,142,709

U.S.Possessions—0.0%
	65,000	Puerto Rico Infrastructure¹		5.000			07/01/2041		50,874

F34 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Utah—0.1%
$	15,000	Sandy City, UT Industrial Devel. (King Properties)¹		6.125	%		08/01/2016	$	15,017
	335,000	Utah County, UT Charter School (Lincoln Academy)¹		5.875			06/15/2037		216,651
	275,000	Utah County, UT Charter School (Renaissance Academy)¹		5.625			07/15/2037		171,080
	1,500,000	West Valley City, UT Sewer (East Hollywood High School)¹		5.625			06/15/2037		928,470

									1,331,218

Vermont—0.1%
	30,000	VT E&HBFA (Mary Hitchcock Memorial Hospital/Cooley Dickenson Hospital Obligated Group)¹		5.000			11/15/2022		25,780
	600,000	VT EDA (Wake Robin Corp.)¹		5.250			05/01/2026		384,696
	85,000	VT EDA (Wake Robin Corp.)¹		6.300			03/01/2033		56,335
	900,249	VT Educational & Health Buildings Financing Agency (Marlboro College)¹		3.570			04/01/2019		629,589
	225,000	VT Student Assistance Corp.		5.000			03/01/2026		211,916

									1,308,316

Virginia—2.9%
	2,300,000	Buena Vista, VA Public Recreational Facilities Authority (Golf Course)¹		5.250			07/15/2025		1,526,234
	825,000	Buena Vista, VA Public Recreational Facilities Authority (Golf Course)¹		5.500			07/15/2035		466,290
	100,000	Danville, VA IDA Educational Facilities (Averett University)¹		6.000			03/15/2016		92,945
	3,000,000	Farms New Kent, VA Community Devel. Authority Special Assessment¹		5.450			03/01/2036		1,649,520
	750,000	Farms New Kent, VA Community Devel. Authority Special Assessment¹		5.800			03/01/2036		427,478
	25,000	Greensville County, VA IDA (Georgia-Pacific Corp.)		5.300			08/01/2014		18,920
	25,000	Hampton Roads, VA Regional Jail Authority¹		5.000			07/01/2028		23,181
	900,000	New Port, VA CDA¹		5.600			09/01/2036		451,656
	65,000	Norton, VA IDA (Norton Community Hospital)¹		6.000			12/01/2022		50,656
	5,000,000	Peninsula, VA Town Center Community Devel. Authority Special Obligation¹		6.350			09/01/2028		3,258,950
	3,225,000	Peninsula, VA Town Center Community Devel. Authority Special Obligation¹		6.450			09/01/2037		1,997,210
	985,000	Stafford County & Staunton, VA IDA (Virginia Municipal League/Mt. Rogers)¹		6.500			08/01/2028		711,613
	2,940,000	Stafford County & Staunton, VA IDA (Virginia Municipal League/Mt. Rogers)¹		6.500			08/01/2038		1,999,700
	675,000	Suffolk, VA IDA (Lake Prince Center)¹		5.300			09/01/2031		454,856
	3,700,000	VA Celebrate South CDA Special Assessment¹		6.250			03/01/2037		2,312,130
	2,135,000	VA College Building Authority Educational Facilities (Regent University)		5.000			06/01/2036		1,573,722

F35 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Principal
Amount			Coupon			Maturity		Value

Virginia Continued
$	25,000	VA Hsg. Devel. Authority, Series B¹		5.950	%		05/01/2016	$	25,052
	30,000,000	VA Tobacco Settlement Authority¹⁰		5.000			06/01/2047		15,777,600
	35,170,000	VA Tobacco Settlement Authority		5.670	³		06/01/2047		603,517
	162,770,000	VA Tobacco Settlement Authority		5.770	³		06/01/2047		2,415,507
	10,000	West Point, VA IDA Solid Waste (Chesapeake Corp.)⁶		6.250			03/01/2019		1,206

									35,837,943

Washington—6.6%
	2,330,000	Bremerton, WA Hsg. Authority¹		5.300			06/01/2026		1,463,892
	4,145,000	Bremerton, WA Hsg. Authority¹		5.500			06/01/2037		2,380,722
	125,000	Kitsap County, WA Consolidated Hsg. Authority¹		5.600			12/01/2028		89,910
	20,000	Pierce County, WA Hsg. Authority¹		5.800			12/01/2023		15,711
	100,000	Port Camas, WA Public Industrial Corp. (James River Corp. of Virginia)¹		6.700			04/01/2023		67,242
	75,000	Radford, WA Court Properties Student Housing¹		5.000			06/01/2027		70,697
	2,460,000	Seattle, WA Hsg. Authority (Gamelin House & Genesee)¹		5.700			11/01/2035		1,739,614
	50,000	Seattle, WA Municipal Light & Power¹		5.125			07/01/2022		50,434
	165,000	Skagit Valley, WA College¹		5.625			11/01/2017		165,130
	140,000	Skagit Valley, WA College¹		5.750			11/01/2023		140,004
	500,000	Vancouver, WA Downtown Redevel. Authority (Conference Center)¹		5.250			01/01/2028		335,575
	1,800,000	Vancouver, WA Downtown Redevel. Authority (Conference Center)¹		5.250			01/01/2034		1,125,486
	25,000	Vancouver, WA Downtown Redevel. Authority (Conference Center)¹		6.000			01/01/2028		19,807
	3,010,000	Vancouver, WA Downtown Redevel. Authority (Conference Center)¹		6.000			01/01/2034		2,254,189
	55,000	Vancouver, WA Hsg. Authority⁵		5.500			03/01/2028		54,231
	25,000	WA COP (Dept. of General Administration)¹		5.300			10/01/2010		25,068
	30,000	WA GO¹		5.000			01/01/2024		30,015
	16,605,000	WA Health Care Facilities Authority¹		5.500			08/15/2042		11,018,746
	33,785,000	WA Health Care Facilities Authority (Catholic Health Initiatives)²		6.375			10/01/2036		34,097,041
	20,000	WA Health Care Facilities Authority (Multicare Health System)		5.000			08/15/2022		17,974
	17,030,000	WA Health Care Facilities Authority (Overlake Hospital Medical Center)¹		5.000			07/01/2025		12,299,236
	15,000,000	WA Health Care Facilities Authority (Providence Health System-Washington)²		5.250			10/01/2033		13,998,225
	15,000	WA Health Care Facilities Authority (Swedish Health System)		5.125			11/15/2022		13,101
	90,000	WA Health Care Facilities Authority (Yakima Valley Memorial Hospital Assoc.)¹		5.250			12/01/2020		85,626

F36 | OPPENHEIMER AMT-FREE MUNICIPALS


Principal
Amount			Coupon			Maturity		Value

Washington Continued
$	145,000	WA Health Care Facilities Authority (Yakima Valley Memorial Hospital Assoc.)¹		5.375	%		12/01/2027	$	106,743
	10,000	WA HFC (Gonzaga University)		5.850			07/01/2014		10,098
	10,000	WA HFC (Nickerson Area Properties)¹		5.250			01/01/2023		6,936
	45,000	WA HFC (Presbyterian Ministries)¹		5.450			01/01/2029		28,895
	55,000	WA State University (Recreation Center)¹		5.000			04/01/2032		53,887
	195,000	WA Tobacco Settlement Authority (TASC)¹		6.500			06/01/2026		172,632
	25,000	WA Tobacco Settlement Authority (TASC)¹		6.625			06/01/2032		18,316

									81,955,183

West Virginia—0.1%
	50,000	Pleasants County, WV Pollution Control (Monongahela Power Company)¹		6.150			05/01/2015		50,059
	500,000	Wheeling, WV Tax Increment (Stone Building Renovation)¹		5.200			06/01/2025		326,135
	1,500,000	Wheeling, WV Tax Increment (Stone Building Renovation)¹		5.500			06/01/2033		900,705

									1,276,899

Wisconsin—0.3%
	5,000	Grant County, WI Hsg. Authority (Orchard Manor)		5.250			07/01/2018		5,003
	1,750,000	Sokaogon, WI Chippewa Community (Gaming)¹		7.000			01/01/2026		1,274,158
	500,000	Waupun, WI Hsg. Authority (Christian Home & Rehabilitation)¹		5.000			12/01/2029		279,445
	10,000	WI GO¹		5.350			11/01/2016		10,022
	5,000	WI H&EFA (Froedert & Community)¹		5.375			10/01/2030		4,701
	280,000	WI H&EFA (Kenosha Hospital & Medical Center)¹		5.625			05/15/2029		254,769
	185,000	WI H&EFA (Medical College of Wisconsin)¹		5.500			12/01/2026		185,033
	2,140,000	WI H&EFA (Richland Hospital)¹		5.375			06/01/2028		1,380,150
	550,000	WI H&EFA (St. Clare Terrance)¹		5.750			12/01/2036		334,125

									3,727,406

Wyoming—0.0%
	645,000	Cheyenne, WY Hsg. Authority (Foxcrest II)¹		5.400			06/01/2027		445,082

Total Municipal Bonds and Notes (Cost $2,607,677,068)									1,695,761,498

Corporate Bonds and Notes—0.0%
	132,509	Delta Air Lines, Inc., Sr. Unsec. Nts.¹(Cost $131,184)		8.000			12/01/2015		62,099

Total Investments, at Value (Cost $2,607,808,252)—135.9%									1,695,823,597
Liabilities in Excess of Other Assets—(35.9)									(447,710,684	)

Net Assets—100.0%								$	1,248,112,913

F37 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF INVESTMENTS Unaudited / Continued


Footnotes to Statement of Investments

1.		All or a portion of the security has been segregated for collateral to cover borrowings. See Note 6 of accompanying Notes.

2.		Security represents the underlying municipal bond on an inverse floating rate security. The bond was purchased by the Fund and subsequently segregated and transferred to a trust. See Note 1 of accompanying Notes.

3.		Zero coupon bond reflects effective yield on the date of purchase.

4.		Denotes a step bond: a zero coupon bond that converts to a fixed or variable interest rate at a designated future date.

5.		Illiquid security. The aggregate value of illiquid securities as of January 31, 2009 was $37,500,627, which represents 3.00% of the Fund’s net assets. See Note 5 of accompanying Notes.

6.		Issue is in default. See Note 1 of accompanying Notes.

7.		Non-income producing security.

8.		Represents the current interest rate for a variable or increasing rate security.

9.		Represents the current interest rate for a variable rate bond known as an “inverse floater.” See Note 1 of accompanying Notes.

10.		When-issued security or delayed delivery to be delivered and settled after January 31, 2009. See Note 1 of accompanying Notes.

Valuation Inputs

Various data inputs are used in determining the value of each of the Fund’s investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards:

	1)		Level 1—quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange)

	2)		Level 2—inputs other than quoted prices that are observable for the asset (such as quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.)

	3)		Level 3—unobservable inputs (including the Manager’s own judgments about assumptions that market participants would use in pricing the asset).

The market value of the Fund’s investments was determined based on the following inputs as of January 31, 2009:


	Investments		Other Financial
	in Securities		Instruments*

Level 1—Quoted Prices	$	—	$	—
Level 2—Other Significant Observable Inputs		1,686,717,747		—
Level 3—Significant Unobservable Inputs		9,105,850		—

Total	$	1,695,823,597	$	—


*		Other financial instruments include options written, currency contracts, futures, forwards and swap contracts. Currency contracts and forwards are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. Futures are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. Options written and swaps are reported at their market value at measurement date.

See accompanying Notes for further discussion of the methods used in determining value of the Fund’s investments, and a summary of changes to the valuation techniques, if any, during the reporting period.

F38 | OPPENHEIMER AMT-FREE MUNICIPALS

To simplify the listings of securities, abbreviations are used per the table below:


AHF		American Housing Foundation
ARC		Assoc. of Retarded Citizens
BCC		Bethesda Company Care, Inc.
BCG		Bethesda Care Givers
BHA		Bethesda Hospital Assoc.
BHC		Bethesda Home Care
CDA		Communities Devel. Authority
CFGH		Central Florida Group Homes
CHHC		Community Health & Home Care
COP		Certificates of Participation
DKH		Day Kimball Hospital
E&HBFA		Educational Health Buildings Financing Agency
EDA		Economic Devel. Authority
EDC		Economic Devel. Corp.
EDFA		Economic Devel. Finance Authority
EF&CD		Environmental Facilities and Community Devel.
EMH		Elmhurst Memorial Hospital
EMHH		Elmhurst Memorial Home Health
EMHS		Elmhurst Memorial Health System
FHA		Federal Housing Agency/Authority
FHS		Freeman Health System
FNH		Freeman Neosho Hospital
FRS		Family Rehabilitation Services (Hancock Manor)
GO		General Obligation
H&EFA		Health and Educational Facilities Authority
H&EFB		Health and Educational Facilities Board
H&HEFA		Hospitals and Higher Education Facilities Authority
HDC		Housing Devel. Corp.
HE&HFA		Higher Education and Health Facilities Authority
HFA		Housing Finance Agency
HFC		Housing Finance Corp.
HFDC		Health Facilities Devel. Corp.
HNE		Healthnet of New England
IDA		Industrial Devel. Agency
NYC		New York City
OHC		Oakwood Hospital Corp.
OUH		Oakwood United Hospitals
PP		Professionals PRN, Inc.
RIBS		Residual Interest Bonds
ROLs		Residual Option Longs
SSNH		Sunny Slope Nursing Home
TASC		Tobacco Settlement Asset-Backed Bonds
TC		Travis Corp. (People Care)
VC		VinFen Corp.
VCS		VinFen Clinical Services
WVHCS		Wyoming Valley Health Care System
YMCA		Young Men’s Christian Assoc.

See accompanying Notes to Financial Statements.

F39 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF ASSETS AND LIABILITIES Unaudited

January 31, 2009


Assets
Investments, at value (cost $2,607,808,252)—see accompanying statement of investments	$	1,695,823,597
Cash		2,126,342
Receivables and other assets:
Investments sold (including $27,917,863 sold on a when-issued or delayed delivery basis)		43,367,312
Interest		29,685,038
Shares of beneficial interest sold		8,001,006
Other		6,327,070

Total assets		1,785,330,365

Liabilities
Payables and other liabilities:
Payable for short-term floating rate notes issued (See Note 1)		275,573,000
Payable on borrowings (See Note 6)		199,800,000
Investments purchased (including $41,412,318 purchased on a when-issued or delayed delivery basis)		55,330,233
Shares of beneficial interest redeemed		3,618,401
Dividends		1,472,387
Interest expense on borrowings		403,581
Distribution and service plan fees		252,034
Trustees’ compensation		244,740
Shareholder communications		83,075
Transfer and shareholder servicing agent fees		61,842
Other		378,159

Total liabilities		537,217,452

Net Assets	$	1,248,112,913


Composition of Net Assets
Par value of shares of beneficial interest	$	243,826
Additional paid-in capital		2,456,979,346
Accumulated net investment income		8,437,143
Accumulated net realized loss on investments		(305,562,747	)
Net unrealized depreciation on investments		(911,984,655	)

Net Assets	$	1,248,112,913

F40 | OPPENHEIMER AMT-FREE MUNICIPALS

Net Asset Value Per Share


Class A Shares:
Net asset value and redemption price per share (based on net assets of $1,016,632,704 and 198,442,133 shares of beneficial interest outstanding)	$	5.12
Maximum offering price per share (net asset value plus sales charge of 4.75% of offering price)	$	5.38

Class B Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $21,935,366 and 4,299,530 shares of beneficial interest outstanding)	$	5.10

Class C Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $209,544,843 and 41,084,499 shares of beneficial interest outstanding)	$	5.10

See accompanying Notes to Financial Statements.

F41 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF OPERATIONS Unaudited

For the Six Months Ended January 31, 2009


Investment Income
Interest	$	82,519,250
Other income		3,846

Total investment income		82,523,096

Expenses
Management fees		3,406,360
Distribution and service plan fees:
Class A		1,553,163
Class B		138,205
Class C		1,280,598
Transfer and shareholder servicing agent fees:
Class A		317,293
Class B		19,643
Class C		91,720
Shareholder communications:
Class A		36,337
Class B		1,623
Class C		6,589
Interest expense and fees on short-term floating rate notes issued (See Note 1)		7,758,465
Borrowing fees		3,877,625
Interest expense on borrowings		2,446,511
Trustees’ compensation		35,698
Custodian fees and expenses		8,729
Other		205,480

Total expenses		21,184,039
Less reduction to custodian expenses		(891	)

Net expenses		21,183,148

Net Investment Income		61,339,948

Realized and Unrealized Loss
Net realized loss on investments		(173,615,886	)
Net change in unrealized depreciation on investments		(501,106,768	)

Net Decrease in Net Assets Resulting from Operations	$	(613,382,706	)

See accompanying Notes to Financial Statements.

F42 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF CHANGES IN NET ASSETS


	Six Months			Year
	Ended			Ended
	January 31, 2009			July 31,
	(Unaudited)			2008

Operations
Net investment income	$	61,339,948		$	130,763,500
Net realized loss		(173,615,886	)		(129,781,018	)
Net change in unrealized depreciation		(501,106,768	)		(420,231,877	)

Net decrease in net assets resulting from operations		(613,382,706	)		(419,249,395	)

Dividends and/or Distributions to Shareholders
Dividends from net investment income:
Class A		(50,230,731	)		(101,811,338	)
Class B		(985,970	)		(2,085,822	)
Class C		(9,275,669	)		(17,699,475	)

		(60,492,370	)		(121,596,635	)

Beneficial Interest Transactions
Net decrease in net assets resulting from beneficial interest transactions:
Class A		(38,778,187	)		(82,512,242	)
Class B		(1,605,225	)		(8,360,490	)
Class C		(1,938,809	)		(4,891,393	)

		(42,322,221	)		(95,764,125	)

Net Assets
Total decrease		(716,197,297	)		(636,610,155	)
Beginning of period		1,964,310,210			2,600,920,365

End of period (including accumulated net investment income of $8,437,143 and $7,589,565, respectively)	$	1,248,112,913		$	1,964,310,210

See accompanying Notes to Financial Statements.

F43 | OPPENHEIMER AMT-FREE MUNICIPALS

STATEMENT OF CASH FLOWS Unaudited

For the Six Months Ended January 31, 2009


Cash Flows from Operating Activities
Net decrease in net assets from operations	$	(613,382,706	)
Adjustments to reconcile net decrease in net assets from operations to net cash provided by operating activities:
Purchase of investment securities		(148,348,087	)
Proceeds from disposition of investment securities		230,033,206
Short-term investment securities, net		50,370,409
Premium amortization		895,871
Discount accretion		(13,736,516	)
Net realized loss on investments		173,615,886
Net change in unrealized depreciation on investments		501,106,768
Decrease in interest receivable		2,383,771
Increase in receivable for securities sold		(27,839,447	)
Increase in other assets		(6,124,141	)
Increase in payable for securities purchased		42,991,455
Decrease in payable for accrued expenses		(12,458	)

Net cash provided by operating activities		191,954,011

Cash Flows from Financing Activities
Proceeds from bank borrowings		426,900,000
Payments on bank borrowings		(324,900,000	)
Payments on short-term floating rate notes issued		(182,590,000	)
Proceeds from shares sold		354,171,243
Payments on shares redeemed		(439,044,657	)
Cash distributions paid		(25,199,289	)

Net cash used in financing activities		(190,662,703	)
Net increase in cash		1,291,308
Cash, beginning balance		835,034

Cash, ending balance	$	2,126,342

Supplemental disclosure of cash flow information:

Noncash financing activities not included herein consist of reinvestment of dividends and distributions of $36,511,662

Cash paid for interest on bank borrowings—$2,270,291

Cash paid for interest on short-term floating rate notes issued—$7,758,465

See accompanying Notes to Financial Statements.

F44 | OPPENHEIMER AMT-FREE MUNICIPALS

FINANCIAL HIGHLIGHTS


	Six Months
	Ended
	January 31, 2009			Year Ended July 31,
Class A	(Unaudited)			2008			2007			2006			2005			2004

Per Share Operating Data
Net asset value, beginning of period	$	7.90		$	10.04		$	10.08		$	10.16		$	9.53		$	9.19

Income (loss) from investment operations:
Net investment income		.26	¹		.53	¹		.51	¹		.50	¹		.55	¹		.59
Net realized and unrealized gain (loss)		(2.78	)		(2.17	)		(.07	)		(.03	)		.63			.28

Total from investment operations		(2.52	)		(1.64	)		.44			.47			1.18			.87

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.26	)		(.50	)		(.48	)		(.55	)		(.55	)		(.53	)

Net asset value, end of period	$	5.12		$	7.90		$	10.04		$	10.08		$	10.16		$	9.53


Total Return, at Net Asset Value²		(32.32	)%		(16.68	)%		4.37	%		4.78	%		12.69	%		9.60	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	1,016,633		$	1,605,257		$	2,129,928		$	1,494,775		$	780,571		$	568,156

Average net assets (in thousands)	$	1,255,842		$	1,807,703		$	1,838,511		$	1,147,353		$	639,474		$	567,291

Ratios to average net assets:³
Net investment income		8.05	%		6.05	%		4.93	%		4.97	%		5.56	%		6.18	%
Expenses excluding interest and fees on short-term floating rate notes issued		1.59	%		0.91	%		0.79	%		0.87	%		0.92	%		0.92	%
Interest and fees on short-term floating rate notes issued⁴		1.00	%		0.73	%		0.58	%		0.62	%		0.40	%		0.26	%

Total expenses		2.59	%⁵		1.64	%⁵		1.37	%⁵		1.49	%		1.32	%⁵		1.18	%^5,6,7

Portfolio turnover rate		8	%		60	%		18	%		16	%		15	%		25	%


1.		Per share amounts calculated based on the average shares outstanding during the period.

2.		Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

3.		Annualized for periods less than one full year.

4.		Interest and fee expense relates to the Fund’s liability for short-term floating rate notes issued in conjunction with inverse floating rate security transactions. See Note 1 of accompanying Notes.

5.		Reduction to custodian expenses less than 0.005%.

6.		Voluntary waiver of management fees less than 0.005%.

7.		Voluntary waiver of transfer agent fees less than 0.005%.

See accompanying Notes to Financial Statements.

F45 | OPPENHEIMER AMT-FREE MUNICIPALS

FINANCIAL HIGHLIGHTS Continued


	Six Months
	Ended
	January 31, 2009			Year Ended July 31,
Class B	(Unaudited)			2008			2007			2006			2005			2004

Per Share Operating Data
Net asset value, beginning of period	$	7.87		$	10.00		$	10.04		$	10.13		$	9.50		$	9.17

Income (loss) from investment operations:
Net investment income		.23	¹		.46	¹		.42	¹		.42	¹		.48	¹		.52
Net realized and unrealized gain (loss)		(2.77	)		(2.17	)		(.06	)		(.04	)		.63			.27

Total from investment operations		(2.54	)		(1.71	)		.36			.38			1.11			.79

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.23	)		(.42	)		(.40	)		(.47	)		(.48	)		(.46	)

Net asset value, end of period	$	5.10		$	7.87		$	10.00		$	10.04		$	10.13		$	9.50


Total Return, at Net Asset Value²		(32.61	)%		(17.34	)%		3.56	%		3.87	%		11.87	%		8.68	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	21,935		$	35,642		$	54,645		$	58,570		$	41,867		$	47,024

Average net assets (in thousands)	$	27,571		$	43,378		$	57,919		$	50,695		$	43,648		$	55,864

Ratios to average net assets:³
Net investment income		7.20	%		5.21	%		4.09	%		4.19	%		4.83	%		5.42	%
Expenses excluding interest and fees on short-term floating rate notes issued		2.43	%		1.74	%		1.59	%		1.68	%		1.69	%		1.69	%
Interest and fees on short-term floating rate notes issued⁴		1.00	%		0.73	%		0.58	%		0.62	%		0.40	%		0.26	%

Total expenses		3.43	%⁵		2.47	%⁵		2.17	%⁵		2.30	%		2.09	%⁵		1.95	%^5,6,7

Portfolio turnover rate		8	%		60	%		18	%		16	%		15	%		25	%


1.		Per share amounts calculated based on the average shares outstanding during the period.

2.		Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

3.		Annualized for periods less than one full year.

4.		Interest and fee expense relates to the Fund’s liability for short-term floating rate notes issued in conjunction with inverse floating rate security transactions. See Note 1 of accompanying Notes.

5.		Reduction to custodian expenses less than 0.005%.

6.		Voluntary waiver of management fees less than 0.005%.

7.		Voluntary waiver of transfer agent fees less than 0.005%.

See accompanying Notes to Financial Statements.

F46 | OPPENHEIMER AMT-FREE MUNICIPALS


	Six Months
	Ended
	January 31, 2009			Year Ended July 31,
Class C	(Unaudited)			2008			2007			2006			2005			2004

Per Share Operating Data
Net asset value, beginning of period	$	7.87		$	10.00		$	10.04		$	10.13		$	9.50		$	9.16

Income (loss) from investment operations:
Net investment income		.23	¹		.47	¹		.43	¹		.42	¹		.47	¹		.51
Net realized and unrealized gain (loss)		(2.77	)		(2.17	)		(.07	)		(.04	)		.64			.29

Total from investment operations		(2.54	)		(1.70	)		.36			.38			1.11			.80

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.23	)		(.43	)		(.40	)		(.47	)		(.48	)		(.46	)

Net asset value, end of period	$	5.10		$	7.87		$	10.00		$	10.04		$	10.13		$	9.50


Total Return, at Net Asset Value²		(32.59	)%		(17.29	)%		3.60	%		3.89	%		11.87	%		8.79	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	209,545		$	323,411		$	416,347		$	250,929		$	70,807		$	27,793

Average net assets (in thousands)	$	254,994		$	361,518		$	344,756		$	159,084		$	40,236		$	25,810

Ratios to average net assets:³
Net investment income		7.30	%		5.30	%		4.16	%		4.17	%		4.70	%		5.39	%
Expenses excluding interest and fees on short-term floating rate notes issued		2.36	%		1.68	%		1.55	%		1.62	%		1.69	%		1.70	%
Interest and fees on short-term floating rate notes issued⁴		1.00	%		0.73	%		0.58	%		0.62	%		0.40	%		0.26	%

Total expenses		3.36	%⁵		2.41	%⁵		2.13	%⁵		2.24	%		2.09	%⁵		1.96	%^5,6,7

Portfolio turnover rate		8	%		60	%		18	%		16	%		15	%		25	%


1.		Per share amounts calculated based on the average shares outstanding during the period.

2.		Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

3.		Annualized for periods less than one full year.

4.		Interest and fee expense relates to the Fund’s liability for short-term floating rate notes issued in conjunction with inverse floating rate security transactions. See Note 1 of accompanying Notes.

5.		Reduction to custodian expenses less than 0.005%.

6.		Voluntary waiver of management fees less than 0.005%.

7.		Voluntary waiver of transfer agent fees less than 0.005%.

See accompanying Notes to Financial Statements.

F47 | OPPENHEIMER AMT-FREE MUNICIPALS

NOTES TO FINANCIAL STATEMENTS Unaudited

1. Significant Accounting Policies

Oppenheimer AMT-Free Municipals (the “Fund”) is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The Fund’s investment objective is to seek as high a level of current interest income exempt from federal income taxes as is available from investing in municipal securities, while attempting to preserve capital. The Fund’s investment adviser is OppenheimerFunds, Inc. (the “Manager”).

The Fund offers Class A, Class B and Class C shares. Class A shares are sold at their offering price, which is normally net asset value plus a front-end sales charge. Class B and Class C shares are sold without a front-end sales charge but may be subject to a contingent deferred sales charge (“CDSC”). All classes of shares have identical rights and voting privileges with respect to the Fund in general and exclusive voting rights on matters that affect that class alone. Earnings, net assets and net asset value per share may differ due to each class having its own expenses, such as transfer and shareholder servicing agent fees and shareholder communications, directly attributable to that class. Class A, B and C have separate distribution and/or service plans. Class B shares will automatically convert to Class A shares 72 months after the date of purchase.

The following is a summary of significant accounting policies consistently followed by the Fund.

Securities Valuation. The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (the “Exchange”), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading.

Effective for fiscal periods beginning after November 15, 2007, FASB Statement of Financial Accounting Standards No. 157, Fair Value Measurements, establishes a hierarchy for measuring fair value of assets and liabilities. As required by the standard, each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as “Level 1”, inputs other than quoted prices for an asset that are observable are classified as “Level 2” and unobservable inputs, including the Manager’s judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as “Level 3”. The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. A table summarizing the Fund’s investments under these levels of classification is included following the Statement of Investments.

Securities are valued using quoted market prices, when available, as supplied primarily either by portfolio pricing services approved by the Board of Trustees or dealers. These securities are typically classified within Level 1 or 2; however, they may be designated as Level 3 if the dealer or portfolio pricing service values a security through an internal model with significant unobservable market data inputs.

F48 | OPPENHEIMER AMT-FREE MUNICIPALS

Securities traded on a registered U.S. securities exchange are valued based on the last sale price of the security reported on the principal exchange on which traded, prior to the time when the Fund’s assets are valued. Securities whose principal exchange is NASDAQ^® are valued based on the official closing prices reported by NASDAQ prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the last sale price on the prior trading day, if it is within the spread of the current day’s closing “bid” and “asked” prices, and if not, at the current day’s closing bid price. A foreign security traded on a foreign exchange is valued based on the last sale price on the principal exchange on which the security is traded, as identified by the portfolio pricing service used by the Manager, prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the most recent official closing price on the principal exchange on which it is traded.

Shares of a registered investment company that are not traded on an exchange are valued at that investment company’s net asset value per share.

Corporate, government and municipal debt instruments having a remaining maturity in excess of sixty days and all mortgage-backed securities, collateralized mortgage obligations and other asset-backed securities are valued at the mean between the “bid” and “asked” prices.

“Money market-type” debt instruments with remaining maturities of sixty days or less are valued at cost adjusted by the amortization of discount or premium to maturity (amortized cost), which approximates market value. These securities are typically designated as Level 2.

In the absence of a readily available quoted market price, including for securities whose values have been materially affected by what the Manager identifies as a significant event occurring before the Fund’s assets are valued but after the close of the securities’ respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that asset using consistently applied procedures under the supervision of the Board of Trustees (which reviews those fair valuations by the Manager). Those procedures include certain standardized methodologies to fair value securities. Such methodologies include, but are not limited to, pricing securities initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be adjusted for any discounts related to resale restrictions. When possible, such methodologies use observable market inputs such as quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.

Fair valued securities may be classified as “Level 3” if the valuation primarily reflects the Manager’s own assumptions about the inputs that market participants would use in valuing such securities.

There have been no significant changes to the fair valuation methodologies during the period.

F49 | OPPENHEIMER AMT-FREE MUNICIPALS

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

1. Significant Accounting Policies Continued

Securities on a When-Issued or Delayed Delivery Basis. The Fund may purchase securities on a “when-issued” basis, and may purchase or sell securities on a “delayed delivery” basis. “When-issued” or “delayed delivery” refers to securities whose terms and indenture are available and for which a market exists, but which are not available for immediate delivery. Delivery and payment for securities that have been purchased by the Fund on a when-issued basis normally takes place within six months and possibly as long as two years or more after the trade date. During this period, such securities do not earn interest, are subject to market fluctuation and may increase or decrease in value prior to their delivery. The purchase of securities on a when-issued basis may increase the volatility of the Fund’s net asset value to the extent the Fund executes such transactions while remaining substantially fully invested. When the Fund engages in when-issued or delayed delivery transactions, it relies on the buyer or seller, as the case may be, to complete the transaction. Their failure to do so may cause the Fund to lose the opportunity to obtain or dispose of the security at a price and yield it considers advantageous. The Fund maintains internally designated assets with a market value equal to or greater than the amount of its purchase commitments. The Fund may also sell securities that it purchased on a when-issued basis or forward commitment prior to settlement of the original purchase.

As of January 31, 2009, the Fund had purchased securities issued on a when-issued or delayed delivery basis and sold securities issued on a delayed delivery basis as follows:


	When-Issued or Delayed
	Delivery Basis Transactions

Purchased securities		$ 41,412,318
Sold securities		27,917,863

Inverse Floating Rate Securities. The Fund invests in inverse floating rate securities that pay interest at a rate that varies inversely with short-term interest rates. Certain of these securities may be leveraged, whereby the interest rate varies inversely at a multiple of the change in short-term rates. As interest rates rise, inverse floaters produce less current income. The price of such securities is more volatile than comparable fixed rate securities. The Fund may expose up to 20% of its total assets to the effects of leverage from its investments in inverse floaters. The Fund’s exposure to the effects of leverage from its investments in inverse floaters amount to $229,063,762 as of January 31, 2009, which represents 12.83% of the Fund’s total assets.

Certain inverse floating rate securities are created when the Fund purchases and subsequently transfers a municipal bond security (the “municipal bond”) to a broker dealer. The municipal bond is typically a fixed rate security. The broker dealer (the “sponsor”) creates a trust (the “Trust”) and deposits the municipal bond. The Trust issues short-term floating rate notes available to third parties and a residual interest in the municipal bond (referred to as an “inverse floating rate security”) to the Fund. The terms of these inverse floating rate

F50 | OPPENHEIMER AMT-FREE MUNICIPALS

securities grant the Fund the right to require that the Trust issuing the inverse floating rate security compel a tender of the short-term floating rate notes to facilitate the Fund’s repurchase of the underlying municipal bond. Following such a request, the Fund pays the sponsor the principal amount due to the holders of the short-term floating rate notes issued by the Trust and exchanges the inverse floating rate security for the underlying municipal bond. These transactions are considered secured borrowings for financial reporting purposes. As a result of such accounting treatments, the Fund includes the municipal bond position on its Statement of Investments (but does not separately include the inverse floating rate securities received). The Fund also includes the value of the municipal bond and a payable amount equal to the short-term floating rate notes issued by the Trust on its Statement of Assets and Liabilities. The interest rates on these short-term floating rate notes reset periodically, usually weekly. The holders of these short-term floating rate notes have the option to tender their investment, to the sponsor or the Trust’s liquidity provider, for redemption at par at each reset date. Income from the municipal bond position and the interest expense on the payable for the short-term floating rate notes issued by the Trust are recorded on the Fund’s Statement of Operations. At January 31, 2009, municipal bond holdings with a value of $379,806,918 shown on the Fund’s Statement of Investments are held by such Trusts and serve as collateral for the $275,573,000 in short-term floating rate notes issued and outstanding at that date.

At January 31, 2009, the Fund’s residual exposure to these types of inverse floating rate securities were as follows:


Principal			Coupon			Maturity
Amount		Inverse Floater¹	Rate²			Date		Value

$	2,000,000	AK HFC ROLs		14.321	%		12/1/33	$	1,390,080
	3,285,000	Athens, GA Area Facilities Corp. COP ROLs		14.311			6/15/37		943,189
	11,660,000	GA Main Street Natural Gas ROLs³		2.450			9/15/26		6,499,634
	6,890,000	GA Main Street Natural Gas ROLs³		2.450			9/15/27		3,651,356
	2,650,000	GA Main Street Natural Gas ROLs³		2.450			9/15/28		1,346,916
	20,815,000	IA Tobacco Settlement Authority ROLs³		3.508			6/1/46		225,843
	3,750,000	IL Finance Authority ROLs		9.960			5/15/29		2,357,250
	2,625,000	IL Health Facilities Authority ROLs		14.669			8/15/33		1,518,038
	5,525,000	Jefferson Parish, LA Finance Authority (Single Family Mtg.) ROLs		15.091			12/1/32		5,608,096
	4,870,000	MI Hospital Finance Authority ROLs³		13.310			12/1/23		5,709,150
	3,145,000	Northwestern Gwinnett County, GA Facilities Corp. COP ROLs		14.225			6/15/29		1,765,100
	7,260,000	Salt Verde, AZ Financial Corp. ROLs³		15.264			12/1/37		(1,217,792	)
	22,435,000	Salt Verde, AZ Financial Corp. ROLs³		7.077			12/1/37		7,869,077
	4,000,000	Tarrant County, TX Cultural Education Facilities Finance Corp. ROLs³		—	⁴		11/15/29		4,297,440
	68,150,000	TX Municipal Gas Acquisition & Supply Corp. ROLs³		9.939			12/15/26		44,195,275

F51 | OPPENHEIMER AMT-FREE MUNICIPALS

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

1. Significant Accounting Policies Continued


Principal			Coupon			Maturity
Amount		Inverse Floater¹	Rate²			Date		Value

$	7,500,000	WA Austin Trust Various States Inverse Certificates		9.346	%		10/1/33	$	6,498,225
	11,265,000	WA Health Care Facilities Authority (Catholic Health Initiatives)³		14.070			10/1/30		11,577,041

								$	104,233,918


1.		For a list of abbreviations used in the Inverse Floater table see the Portfolio Abbreviations table on page F39 of the Statement of Investments.

2.		Represents the current interest rate for a variable rate bond known as an “inverse floater”.

3.		Security is subject to a shortfall and forbearance agreement.

4.		The underlying bond was purchased on a when-issued or delayed delivery basis. Therefore, the interest rate will be determined upon settlement.

The Fund’s investments in inverse floaters involve certain risks. The market value of an inverse floating rate security can be more volatile than that of a conventional fixed-rate bond having similar credit quality, maturity and redemption provisions. Typically, an inverse floating rate security tends to underperform fixed rate bonds when long-term interest rates are rising but tends to outperform fixed rate bonds when long-term interest rates are stable or falling. An inverse floating rate security entails a degree of leverage because the trust issues short-term securities in a ratio to the inverse floating rate security with the underlying long-term bond providing collateral for the obligation to pay the principal value of the short-term securities if and when they are tendered. If the Fund has created the inverse floater by depositing a long-term bond into a trust, it may be required to provide additional collateral for the short-term securities if the value of the underlying bond deposited in the trust falls.

The Fund enters into shortfall and forbearance agreements with the sponsors of certain inverse floaters held by the Fund. These agreements commit the Fund to reimburse the sponsor of the inverse floater, in certain circumstances, for the amount of the difference between the liquidation value of the underlying security (which is the basis of the inverse floater) and the principal amount due to the holders of the short-term floating rate notes issued by the Trust in conjunction with the inverse floating rate security. Under the standard terms of an inverse floating rate security, absent such a shortfall and forbearance agreement, the Fund would not be required to make such a reimbursement. The Manager monitors the Fund’s potential exposure with respect to these agreements on a daily basis and intends to take action to terminate the Fund’s investment in such inverse floating rate securities, if it deems it appropriate to do so. As of January 31, 2009, in addition to the exposure detailed in the preceding table, the Fund’s maximum exposure under such agreements is estimated at $205,960,208.

Credit Risk. The Fund invests in high-yield, non-investment-grade bonds, which may be subject to a greater degree of credit risk. Credit risk relates to the ability of the issuer to meet interest or principal payments or both as they become due. The Fund may acquire

F52 | OPPENHEIMER AMT-FREE MUNICIPALS

securities in default, and is not obligated to dispose of securities whose issuers subsequently default. As of January 31, 2009, securities with an aggregate market value of $9,385,808, representing 0.75% of the Fund’s net assets, were in default.

Allocation of Income, Expenses, Gains and Losses. Income, expenses (other than those attributable to a specific class), gains and losses are allocated on a daily basis to each class of shares based upon the relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against the operations of that class.

Federal Taxes. The Fund intends to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its investment company taxable income, including any net realized gain on investments not offset by capital loss carryforwards, if any, to shareholders. Therefore, no federal income or excise tax provision is required. The Fund files income tax returns in U.S. federal and applicable state jurisdictions. The statute of limitations on the Fund’s tax return filings generally remain open for the three preceding fiscal reporting period ends.

During the fiscal year ended July 31, 2008, the Fund did not utilize any capital loss carry-forward to offset capital gains realized in that fiscal year. As of July 31, 2008, the Fund had available for federal income tax purposes post-October losses of $76,786,479 and unused capital loss carryforwards as follows:


Expiring

2010	$	9,598,553
2016		32,187,440

Total	$	41,785,993

As of January 31, 2009, the Fund had available for federal income tax purposes an estimated capital loss carryforward of $292,188,358 expiring by 2017. This estimated capital loss carryforward represents carryforward as of the end of the last fiscal year, increased for losses deferred under tax accounting rules to the current fiscal year and is increased or decreased by capital losses or gains realized in the first six months of the current fiscal year. During the six months ended January 31, 2009, it is estimated that the Fund will not utilize any capital loss carryforward to offset realized capital gains.

Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of dividends and distributions made during the fiscal year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. Also, due to timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or net realized gain was recorded by the Fund.

The aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes as of January 31, 2009 are noted in the following table. The primary difference

F53 | OPPENHEIMER AMT-FREE MUNICIPALS

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

1. Significant Accounting Policies Continued

between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses or tax realization of financial statement unrealized gain or loss.


Federal tax cost of securities	$	2,638,397,941

Gross unrealized appreciation	$	23,396,978
Gross unrealized depreciation		(965,971,322	)

Net unrealized depreciation	$	(942,574,344	)

Trustees’ Compensation. The Fund has adopted an unfunded retirement plan (the “Plan”) for the Fund’s independent trustees. Benefits are based on years of service and fees paid to each trustee during their period of service. The Plan was frozen with respect to adding new participants effective December 31, 2006 (the “Freeze Date”) and existing Plan Participants as of the Freeze Date will continue to receive accrued benefits under the Plan. Active independent trustees as of the Freeze Date have each elected a distribution method with respect to their benefits under the Plan. During the six months ended January 31, 2009, the Fund’s projected benefit obligations, payments to retired trustees and accumulated liability were as follows:


Projected Benefit Obligations Increased	$	13,576
Payments Made to Retired Trustees		18,359
Accumulated Liability as of January 31, 2009		177,989

The Board of Trustees has adopted a compensation deferral plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from the Fund. For purposes of determining the amount owed to the Trustee under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of the Fund or in other Oppenheimer funds selected by the Trustee. The Fund purchases shares of the funds selected for deferral by the Trustee in amounts equal to his or her deemed investment, resulting in a Fund asset equal to the deferred compensation liability. Such assets are included as a component of “Other” within the asset section of the Statement of Assets and Liabilities. Deferral of trustees’ fees under the plan will not affect the net assets of the Fund, and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance to the compensation deferral plan.

Dividends and Distributions to Shareholders. Dividends and distributions to shareholders, which are determined in accordance with income tax regulations and may differ from U.S. generally accepted accounting principles, are recorded on the ex-dividend date. Income distributions, if any, are declared daily and paid monthly. Capital gain distributions, if any, are declared and paid annually.

F54 | OPPENHEIMER AMT-FREE MUNICIPALS

Investment Income. Interest income is recognized on an accrual basis. Discount and premium, which are included in interest income on the Statement of Operations, are amortized or accreted daily.

Custodian Fees. “Custodian fees and expenses” in the Statement of Operations may include interest expense incurred by the Fund on any cash overdrafts of its custodian account during the period. Such cash overdrafts may result from the effects of failed trades in portfolio securities and from cash outflows resulting from unanticipated shareholder redemption activity. The Fund pays interest to its custodian on such cash overdrafts, to the extent they are not offset by positive earnings on cash balances maintained by the Fund, at a rate equal to the 1 Month LIBOR Rate plus 2.00%. The “Reduction to custodian expenses” line item, if applicable, represents earnings on cash balances maintained by the Fund during the period. Such interest expense and other custodian fees may be paid with these earnings.

Security Transactions. Security transactions are recorded on the trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.

Indemnifications. The Fund’s organizational documents provide current and former trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2. Shares of Beneficial Interest

The Fund has authorized an unlimited number of $0.001 par value shares of beneficial interest of each class. Transactions in shares of beneficial interest were as follows:


	Six Months Ended January 31, 2009						Year Ended July 31, 2008
	Shares			Amount			Shares			Amount

Class A
Sold		48,629,482		$	285,979,342			102,176,407		$	910,757,033
Dividends and/or distributions reinvested		5,181,100			30,920,898			7,257,780			63,366,022
Redeemed		(58,531,194	)		(355,678,427	)		(118,468,710	)		(1,056,635,297	)

Net decrease		(4,720,612	)	$	(38,778,187	)		(9,034,523	)	$	(82,512,242	)

F55 | OPPENHEIMER AMT-FREE MUNICIPALS

NOTES TO FINANCIAL STATEMENTS Unaudited

2. Shares of Beneficial Interest Continued


	Six Months Ended January 31, 2009						Year Ended July 31, 2008
	Shares			Amount			Shares			Amount

Class B
Sold		729,689		$	4,445,690			1,213,825		$	10,635,999
Dividends and/or distributions reinvested		93,220			550,310			138,493			1,205,685
Redeemed		(1,052,790	)		(6,601,225	)		(2,288,281	)		(20,202,174	)

Net decrease		(229,881	)	$	(1,605,225	)		(935,963	)	$	(8,360,490	)


Class C
Sold		11,520,185		$	66,825,868			21,432,514		$	190,068,712
Dividends and/or distributions reinvested		854,516			5,040,454			1,060,919			9,197,327
Redeemed		(12,397,066	)		(73,805,131	)		(23,035,200	)		(204,157,432	)

Net decrease		(22,365	)	$	(1,938,809	)		(541,767	)	$	(4,891,393	)

3. Purchases and Sales of Securities

The aggregate cost of purchases and proceeds from sales of securities, other than short-term obligations, for the six months ended January 31, 2009, were as follows:


	Purchases		Sales

Investment securities	$	148,348,087	$	230,033,206

4. Fees and Other Transactions with Affiliates

Management Fees. Under the investment advisory agreement, the Fund pays the Manager a management fee based on the daily net assets of the Fund at an annual rate as shown in the following table:


Fee Schedule

Up to $200 million	0.60	%
Next $100 million	0.55
Next $200 million	0.50
Next $250 million	0.45
Next $250 million	0.40
Over $1 billion	0.35

Transfer Agent Fees. OppenheimerFunds Services (“OFS”), a division of the Manager, acts as the transfer and shareholder servicing agent for the Fund. The Fund pays OFS a per account fee. For the six months ended January 31, 2009, the Fund paid $439,299 to OFS for services to the Fund.

Distribution and Service Plan (12b-1) Fees. Under its General Distributor’s Agreement with the Fund, OppenheimerFunds Distributor, Inc. (the “Distributor”) acts as the Fund’s principal underwriter in the continuous public offering of the Fund’s classes of shares.

Service Plan for Class A Shares. The Fund has adopted a Service Plan (the “Plan”) for Class A shares under Rule 12b-1 of the Investment Company Act of 1940. Under the Plan,

F56 | OPPENHEIMER AMT-FREE MUNICIPALS

the Fund reimburses the Distributor for a portion of its costs incurred for services provided to accounts that hold Class A shares. Reimbursement is made periodically at an annual rate of up to 0.25% of the average annual net assets of Class A shares of the Fund. The Distributor currently uses all of those fees to pay dealers, brokers, banks and other financial institutions periodically for providing personal service and maintenance of accounts of their customers that hold Class A shares. Any unreimbursed expenses the Distributor incurs with respect to Class A shares in any fiscal year cannot be recovered in subsequent periods. Fees incurred by the Fund under the Plan are detailed in the Statement of Operations.

Distribution and Service Plans for Class B and Class C Shares. The Fund has adopted Distribution and Service Plans (the “Plans”) for Class B and Class C shares under Rule 12b-1 of the Investment Company Act of 1940 to compensate the Distributor for its services in connection with the distribution of those shares and servicing accounts. Under the Plans, the Fund pays the Distributor an annual asset-based sales charge of 0.75% on Class B and Class C shares. The Distributor also receives a service fee of 0.25% per year under each plan. If either the Class B or Class C plan is terminated by the Fund or by the shareholders of a class, the Board of Trustees and its independent trustees must determine whether the Distributor shall be entitled to payment from the Fund of all or a portion of the service fee and/or asset-based sales charge in respect to shares sold prior to the effective date of such termination. The Distributor’s aggregate uncompensated expenses under the Plans at December 31, 2008 for Class B and Class C shares were $1,824,602 and $4,696,897, respectively. Fees incurred by the Fund under the Plans are detailed in the Statement of Operations.

Sales Charges. Front-end sales charges and contingent deferred sales charges (“CDSC”) do not represent expenses of the Fund. They are deducted from the proceeds of sales of Fund shares prior to investment or from redemption proceeds prior to remittance, as applicable. The sales charges retained by the Distributor from the sale of shares and the CDSC retained by the Distributor on the redemption of shares is shown in the following table for the period indicated.

Class A

Class B

Class C

Class A

Contingent

Front-End

Deferred

Sales Charges

Six Months

Retained by

Ended

Distributor

January 31, 2009

$191,279

$109,784

$51,822

$38,949

Waivers and Reimbursements of Expenses. OFS has voluntarily agreed to limit transfer and shareholder servicing agent fees for all classes to 0.35% of average annual net assets per class. This undertaking may be amended or withdrawn at any time.

F57 | OPPENHEIMER AMT-FREE MUNICIPALS

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

5. Illiquid Securities

As of January 31, 2009, investments in securities included issues that are illiquid. Investments may be illiquid because they do not have an active trading market, making it difficult to value them or dispose of them promptly at an acceptable price. The Fund will not invest more than 15% of its net assets (determined at the time of purchase and reviewed periodically) in illiquid securities. Securities that are illiquid are marked with an applicable footnote on the Statement of Investments.

6. Borrowings

The Fund can borrow money from banks in amounts up to one third of its total assets (including the amount borrowed) less all liabilities and indebtedness other than borrowings. The Fund can use those borrowings for investment-related purposes such as purchasing portfolio securities. The Fund can also borrow for other purposes, such as to raise money to unwind or “collapse” trusts that issued “inverse floaters” to the Fund, or to contribute to such trusts to enable them to meet tenders of their short-term securities by the holders of those securities. The Fund also may borrow to meet redemption obligations or for temporary and emergency purposes. The purchase of securities with borrowed funds creates leverage in the Fund. The use of leverage will subject the Fund to greater costs than funds that do not borrow for leverage, and may also make the Fund’s share price more sensitive to interest changes. The interest on borrowed money is an expense that might reduce the Fund’s yield. Expenses incurred by the Fund with respect to interest on borrowings and commitment fees are disclosed separately or as other expenses on the Statement of Operations.

The Fund entered into a Revolving Credit and Security Agreement (the “Agreement”) with a conduit lender and a bank which enables it to participate with certain other Oppenheimer funds in a committed, secured borrowing facility that permits borrowings of up to $3.0 billion, collectively. To secure the loan, the Fund pledges investment securities in accordance with the terms of the Agreement. Interest is charged to the Fund, based on its borrowings, at current commercial paper issuance rates (1.3014% as of January 31, 2009). The Fund pays additional fees annually to its lender on its outstanding borrowings to manage and administer the facility and is allocated its pro-rata share of an annual commitment fee on the amount of the unused portion of the total facility size. Total fees and interest that are included in expenses on the Fund’s Statement of Operations related to its participation in the borrowing facility during the six months ended January 31, 2009 equal 0.82% of the Fund’s average net assets on an annualized basis. The Fund has the right to prepay such loans and terminate its participation in the conduit loan facility at any time upon prior notice.

As of January 31, 2009, the Fund had borrowings outstanding at an interest rate of 1.3014%. Details of the borrowings for the six months ended January 31, 2009 are as follows:


Average Daily Loan Balance	$	153,839,130
Average Daily Interest Rate		3.035	%
Fees Paid	$	9,858,071
Interest Paid	$	2,270,291

F58 | OPPENHEIMER AMT-FREE MUNICIPALS

7. Recent Accounting Pronouncement

In March 2008, the Financial Accounting Standards Board (“FASB”) issued Statement on Financial Accounting Standards (“SFAS”) No. 161, Disclosures about Derivative Instruments and Hedging Activities. This standard requires enhanced disclosures about derivative and hedging activities, including qualitative disclosures about how and why the Fund uses derivative instruments, how these activities are accounted for, and their effect on the Fund’s financial position, financial performance and cash flows. SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. At this time, management is evaluating the implications of SFAS No. 161 and its impact on the Fund’s financial statements and related disclosures.

F59 | OPPENHEIMER AMT-FREE MUNICIPALS

THIS PAGE INTENTIONALLY LEFT BLANK.

F60 | OPPENHEIMER AMT-FREE MUNICIPALS

BOARD APPROVAL OF THE FUND’S INVESTMENT ADVISORY AGREEMENT Unaudited

Each year, the Board of Trustees (the “Board”), including a majority of the independent Trustees, is required to determine whether to renew the Fund’s investment advisory agreement (the “Agreement”). The Investment Company Act of 1940, as amended, requires that the Board request and evaluate, and that the Manager provide, such information as may be reasonably necessary to evaluate the terms of the Agreement. The Board employs an independent consultant to prepare a report that provides information, including comparative information, the Board requests for that purpose. In addition, the Board receives information throughout the year regarding Fund services, fees, expenses and performance.

The Manager and the independent consultant provided information to the Board on the following factors: (i) the nature, quality and extent of the Manager’s services, (ii) the investment performance of the Fund and the Manager, (iii) the fees and expenses of the Fund, including comparative expense information, (iv) the profitability of the Manager and its affiliates, including an analysis of the cost of providing services, (v) whether economies of scale are realized as the Fund grows and whether fee levels reflect these economies of scale for Fund investors and (vi) other benefits to the Manager from its relationship with the Fund. The Board was aware that there are alternatives to retaining the Manager.

Outlined below is a summary of the principal information considered by the Board as well as the Board’s conclusions.

Nature, Quality and Extent of Services. The Board considered information about the nature, quality and extent of the services provided to the Fund and information regarding the Manager’s key personnel who provide such services. The Manager’s duties include providing the Fund with the services of the portfolio managers and the Manager’s investment team, who provide research, analysis and other advisory services in regard to the Fund’s investments; securities trading services; oversight of third party service providers; monitoring compliance with applicable Fund policies and procedures and adherence to the Fund’s investment restrictions. The Manager is responsible for providing certain administrative services to the Fund as well. Those services include providing and supervising all administrative and clerical personnel who are necessary in order to provide effective corporate administration for the Fund; compiling and maintaining records with respect to the Fund’s operations; preparing and filing reports required by the Securities and Exchange Commission; preparing periodic reports regarding the operations of the Fund for its shareholders; preparing proxy materials for shareholder meetings; and preparing the registration statements required by Federal and state securities laws for the sale of

23 | OPPENHEIMER AMT-FREE MUNICIPALS

BOARD APPROVAL OF THE FUND’S INVESTMENT ADVISORY AGREEMENT Unaudited / Continued

the Fund’s shares. The Manager also provides the Fund with office space, facilities and equipment.

The Board also considered the quality of the services provided and the quality of the Manager’s resources that are available to the Fund. The Board took account of the fact that the Manager has had over forty years of experience as an investment adviser and that its assets under management rank it among the top mutual fund managers in the United States. The Board evaluated the Manager’s advisory, administrative, accounting, legal and compliance services, and information the Board has received regarding the experience and professional qualifications of the Manager’s key personnel and the size and functions of its staff. In its evaluation of the quality of the portfolio management services provided, the Board considered the experience of Ron Fielding, Daniel Loughran, Scott Cottier and Troy Willis, the portfolio managers for the Fund, and the Manager’s investment team and analysts. The Board members also considered the totality of their experiences with the Manager as Directors or Trustees of the Fund and other funds advised by the Manager. The Board considered information regarding the quality of services provided by affiliates of the Manager, which its members have become knowledgeable about in connection with the renewal of the Fund’s service agreements. The Board concluded that, in light of the Manager’s experience, reputation, personnel, operations and resources, the Fund benefits from the services provided under the Agreement.

Investment Performance of the Manager and the Fund. Throughout the year, the Manager provided information on the investment performance of the Fund and the Manager, including comparative performance information. The Board also reviewed information, prepared by the Manager and by the independent consultant, comparing the Fund’s historical performance to relevant market indices and to the performance of other retail front-end load and no-load New York municipal debt funds. The Board noted that the Fund’s five-year and ten-year performance for the periods ended December 31, 2007, were better than its peer group median although its one-year and three-year performance were below its peer group median.

Costs of Services by the Manager. The Board reviewed the fees paid to the Manager and the other expenses borne by the Fund. The Board also considered the comparability of the fees charged and the services provided to the Fund to the fees and services for other clients or accounts advised by the Manager. The independent consultant provided comparative data in regard to the fees and expenses of the Fund and New York municipal debt funds with comparable asset levels and distribution features. The Board noted that the Fund’s contractual and actual management fees and total expenses are lower than its peer group median.

24 | OPPENHEIMER AMT-FREE MUNICIPALS

Economies of Scale and Profits Realized by the Manager. The Board considered information regarding the Manager’s costs in serving as the Fund’s investment adviser, including the costs associated with the personnel and systems necessary to manage the Fund, and information regarding the Manager’s profitability from its relationship with the Fund. The Board reviewed whether the Manager may realize economies of scale in managing and supporting the Fund. The Board noted that the Fund currently has management fee breakpoints, which are intended to share with Fund shareholders economies of scale that may exist as the Fund’s assets grow.

Other Benefits to the Manager. In addition to considering the profits realized by the Manager, the Board considered information that was provided regarding the direct and indirect benefits the Manager receives as a result of its relationship with the Fund, including compensation paid to the Manager’s. The Board also considered that the Manager must be able to pay and retain experienced professional personnel at competitive rates to provide quality services to the Fund and that maintaining the financial viability of the Manager is important in order for the Manager to continue to provide significant services to the Fund and its shareholders.

Conclusions. These factors were also considered by the independent Trustees meeting separately from the full Board, assisted by experienced counsel to the Fund and to the independent Trustees. Fund counsel and the independent Trustees’ counsel are independent of the Manager within the meaning and intent of the Securities and Exchange Commission Rules.

Based on its review of the information it received and its evaluations described above, the Board, including a majority of the independent Trustees, decided to continue the Agreement for another year. In arriving at this decision, the Board did not single out any factor or factors as being more important than others, but considered all of the above information, and considered the terms and conditions of the Agreement, including the management fee, in light of all of the surrounding circumstances.

25 | OPPENHEIMER AMT-FREE MUNICIPALS

PORTFOLIO PROXY VOTING POLICIES AND PROCEDURES; UPDATES TO STATEMENTS OF INVESTMENTS Unaudited

The Fund has adopted Portfolio Proxy Voting Policies and Procedures under which the Fund votes proxies relating to securities (“portfolio proxies”) held by the Fund. A description of the Fund’s Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.525.7048, (ii) on the Fund’s website at www.oppenheimerfunds.com, and (iii) on the SEC’s website at www.sec.gov. In addition, the Fund is required to file Form N-PX, with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Fund’s voting record is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.525.7048, and (ii) in the Form N-PX filing on the SEC’s website at www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first quarter and the third quarter of each fiscal year on Form N-Q. The Fund’s Form N-Q filings are available on the SEC’s website at http://www.sec.gov. Those forms may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Householding – Delivery of Shareholder Documents

This is to inform you about OppenheimerFunds’ “householding” policy. If more than one member of your household maintains an account in a particular fund, OppenheimerFunds will mail only one copy of the fund’s prospectus, annual and semiannual report and privacy policy. The consolidation of these mailings, called householding, benefits your fund through reduced mailing expense, and benefits you by reducing the volume of mail you receive from OppenheimerFunds. Householding does not affect the delivery of your account statements.

Please note that we will continue to household these mailings for as long as you remain an OppenheimerFunds shareholder, unless you request otherwise. If you prefer to receive multiple copies of these materials, please call us at 1.800.CALL-OPP (225-5677). You may also notify us in writing or via email. We will begin sending you individual copies of the prospectus, reports and privacy policy within 30 days of receiving your request to stop householding.

26 | OPPENHEIMER AMT-FREE MUNICIPALS

Item 2. Code of Ethics.

Not applicable to semiannual reports.

Item 3. Audit Committee Financial Expert.

Not applicable to semiannual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable to semiannual reports.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments.

a) Not applicable.

b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

The Fund’s Governance Committee Provisions with Respect to Nominations of Directors/Trustees to the Respective Boards

1.		The Fund’s Governance Committee (the “Committee”) will evaluate potential Board candidates to assess their qualifications. The Committee shall have the authority, upon approval of the Board, to retain an executive search firm to assist in this effort. The Committee may consider recommendations by business and personal contacts of current Board members and by executive search firms which the Committee may engage from time to time and may also consider shareholder recommendations. The Committee may consider the advice and recommendation of the Funds’ investment manager and its affiliates in making the selection.

2.		The Committee shall screen candidates for Board membership. The Committee has not established specific qualifications that it believes must be met by a trustee nominee. In evaluating trustee nominees, the Committee considers, among other things, an individual’s background, skills, and experience; whether the individual is an “interested person” as defined in the Investment Company Act of 1940; and

		whether the individual would be deemed an “audit committee financial expert” within the meaning of applicable SEC rules. The Committee also considers whether the individual’s background, skills, and experience will complement the background, skills, and experience of other nominees and will contribute to the Board. There are no differences in the manner in which the Committee evaluates nominees for trustees based on whether the nominee is recommended by a shareholder.

3.		The Committee may consider nominations from shareholders for the Board at such times as the Committee meets to consider new nominees for the Board. The Committee shall have the sole discretion to determine the candidates to present to the Board and, in such cases where required, to shareholders. Recommendations for trustee nominees should, at a minimum, be accompanied by the following:

	•		the name, address, and business, educational, and/or other pertinent background of the person being recommended;

	•		a statement concerning whether the person is an “interested person” as defined in the Investment Company Act of 1940;

	•		any other information that the Funds would be required to include in a proxy statement concerning the person if he or she was nominated; and

	•		the name and address of the person submitting the recommendation and, if that person is a shareholder, the period for which that person held Fund shares.

		The recommendation also can include any additional information which the person submitting it believes would assist the Committee in evaluating the recommendation.

4.		Shareholders should note that a person who owns securities issued by Massachusetts Mutual Life Insurance Company (the parent company of the Funds’ investment adviser) would be deemed an “interested person” under the Investment Company Act of 1940. In addition, certain other relationships with Massachusetts Mutual Life Insurance Company or its subsidiaries, with registered broker-dealers, or with the Funds’ outside legal counsel may cause a person to be deemed an “interested person.”

5.		Before the Committee decides to nominate an individual as a trustee, Committee members and other directors customarily interview the individual in person. In addition, the individual customarily is asked to complete a detailed questionnaire which is designed to elicit information which must be disclosed under SEC and stock exchange rules and to determine whether the individual is subject to any statutory disqualification from serving as a trustee of a registered investment company.

Item 11. Controls and Procedures.

Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c)) as of 01/31/2009, the registrant’s principal executive officer and principal financial officer found the registrant’s disclosure controls and procedures to provide reasonable assurances that information required to be disclosed by the registrant in the reports that it files under the Securities Exchange Act of 1934 (a) is accumulated and communicated to registrant’s management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure, and (b) is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the U.S. Securities and Exchange Commission.

There have been no changes in the registrant’s internal controls over financial reporting that occurred during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)		(1) Not applicable to semiannual reports.

		(2) Exhibits attached hereto.

		(3) Not applicable.

(b)		Exhibit attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Oppenheimer AMT — Free Municipals
By:	/s/ John V. Murphy
	John V. Murphy
	Principal Executive Officer

Date: 03/12/2009

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.



By:	/s/ John V. Murphy
	John V. Murphy
	Principal Executive Officer

Date: 03/12/2009



By:	/s/ Brian W. Wixted
	Brian W. Wixted
	Principal Financial Officer

Date: 03/12/2009

Oppenheimer Rochester Amt-free Municipal Fund Inactive N-CSRSCertified semi-annual shareholder report (management investment company)