Oppenheimer Rising Dividends Fund NCSR Certified 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 811-2944

Oppenheimer Rising Dividend Fund, Inc.

(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: October 31

Date of reporting period: 10/31/2008

Item 1. Reports to Stockholders.

October 31, 2008 Oppenheimer Management Rising Dividends Commentaries and Fund, Inc. Annual Report M A N A G E M E N T C O M M E N TA R I E S Market Recap and Outlook Listing of Top Holdings A N N U A L R E P O RT Fund Performance Discussion Listing of Investments Financial Statements

TOP HOLDINGS AND ALLOCATIONS

Top Ten Common Stock Industries


Oil, Gas & Consumable Fuels	7.3	%
Pharmaceuticals	7.0
Semiconductors & Semiconductor Equipment	6.7
Capital Markets	6.3
Aerospace & Defense	5.0
Health Care Equipment & Supplies	4.9
Food Products	4.6
Energy Equipment & Services	4.5
Household Products	4.4
Commercial Banks	4.4

Portfolio holdings and allocations are subject to change. Percentages are as of October 31, 2008, and are based on net assets.

Top Ten Common Stock Holdings


JPMorgan Chase & Co.	2.5	%
Wells Fargo & Co.	2.4
Procter & Gamble Co. (The)	2.4
United Technologies Corp.	2.2
Exxon Mobil Corp.	2.2
Emerson Electric Co.	2.1
Colgate-Palmolive Co.	2.0
Bank of New York Mellon Corp.	2.0
Microsoft Corp.	2.0
Microchip Technology, Inc.	2.0

Portfolio holdings and allocations are subject to change. Percentages are as of October 31, 2008, and are based on net assets. For up-to-date Top 10 Fund holdings, please visit www.oppenheimerfunds.com.

9 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

TOP HOLDINGS AND ALLOCATIONS

Sector Allocation

Portfolio holdings and allocations are subject to change. Percentages are as of October 31, 2008, and are based on the total market value of common stocks.

10 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FUND PERFORMANCE DISCUSSION

How has the Fund performed? Below is a discussion by OppenheimerFunds, Inc., of the Fund’s performance during its fiscal year ended October 31, 2008, followed by a graphical comparison of the Fund’s performance to an appropriate broad-based market index.

Management’s Discussion of Fund Performance. During an extremely difficult market environment, the Fund’s Class A shares (without sales charge) returned –28.42% for the 12 months ended October 31, 2008, outperforming the returns of the Russell 1000 Index, which returned –36.80%, and the Lipper Large-Cap Core Index, which returned –35.90%. In addition, the Fund’s Class A shares (without sales charge) finished #49 out of 862 ranked funds (6th percentile) in Lipper’s Large-Cap Core Funds category for the one-year period, #22 out of 731 ranked funds (4th percentile) for the 3-year period, #11 out of 609 ranked funds (2nd percentile) for the 5-year period and #44 out of 344 ranked funds (13th percentile) for the 10-year period.¹Although the Fund’s total returns were negatively affected by volatile equity market conditions, favorable stock selection helped to mitigate the losses. During an environment where we had negative market news on an almost daily basis, the team’s consistent and unwavering focus on high quality dividend paying stocks provided significant downside protection. The sectors that produced attractive relative performance for the Fund were financials, information technology, and consumer discretionary. By contrast, unfavorable stock selection in energy, materials and telecommunication services detracted from the Fund’s results.

The Fund’s best relative performance, compared to the Russell 1000 Index, was achieved in the financials, information technology and consumer discretionary sectors. In general, while these sectors performed quite poorly, we maintained underweights in all three and our careful stock selection proved to be the key factor in outperformance.

In terms of individual stocks, our top performers came mostly from the financial sector. It is important to note that through our careful research process and balance sheet scrutiny, we successfully avoided companies that cut dividends in the financial sector. A few successful contributors in this sector were Wells Fargo & Co., JPMorgan Chase & Co., U.S. Bancorp


1.		Lipper Inc., 10/31/08. Lipper ranking is for Class A shares and ranking may include more than one share class of funds in the category, including other share classes of this Fund. Ranking is based on total return as of 10/31/08, without considering sales charges. Different share classes may have different expenses and performance characteristics. Past performance is no guarantee of future results.

11 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FUND PERFORMANCE DISCUSSION

and Chubb Corp. Wells Fargo, the largest bank on the U.S. West Coast, maintained a profit, orchestrated acquisitions and raised its dividend by avoiding the riskiest types of loans and by diversifying and bolstering its insurance and credit card units. JPMorgan Chase benefited from strong market share gains in several key businesses. During the reporting period, the U.S. government seized a number of financial firms, including Washington Mutual, whose banking assets were sold to JPMorgan Chase, giving it an increased presence in the South and West. U.S. Bancorp, Minnesota’s biggest bank, gained as its capital position remained strong and the company pledged to protect its dividend.

Within the consumer discretionary sector, the Fund benefited from its holdings in McDonald’s Corp. and Nike, Inc. McDonald’s Corp., which franchises and operates McDonald’s restaurants in the food service industry, announced increased earnings, sales, cash flow and a significantly raised dividend during the reporting period. It continues to have a huge global presence in Asia and outside of the U.S. NIKE, a consumer products company, engages in the design, development, and marketing of footwear, apparel, equipment, and accessory products worldwide, has more than 50% of their sales outside of the U.S. and has proven itself as a global brand. Both companies fit the profile of companies that we typically like to own: high quality management, brand recognition, high barriers to entry, enormous amounts of free cash flow, and at the same time constantly reinvesting in their business, making it extremely difficult for competitors to take away market share.

Within the industrials sector, the best performing stock was a shipping and transportation company, Norfolk Southern Corp. Norfolk, as well as all of the other railroad stocks, performed quite well over the reporting period as consumers responded to the lowering price of oil coupled with the continued need to ship goods. On a relative basis, shipping by rail is generally cheaper than shipping by truck and the rails have benefited in this regard. Also, it is important to note that as the U.S. continues to ship more goods overseas to China and India, goods need to move from where they are being manufactured to the ports for shipping.

On the flipside, some of our largest detractors during the reporting period were in the energy sector. They included: Halliburton Co., Exxon Mobil Corp., and Schlumberger Ltd. Energy is highly leveraged to the commodity prices of oil and gas, and towards the end of the reporting period the price of oil had retreated to around $60/per barrel. Halliburton, the world’s second-largest oilfield services provider, declined as disruptions from Hurricanes Gustav and Ike in the Gulf of Mexico are expected to negatively impact

12 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FUND PERFORMANCE DISCUSSION

third quarter earnings. Both Exxon and Schlumberger, two other large oilfield-services providers, declined as oil prices fell over concerns that global demand is easing. Nevertheless, despite recent underperformance, we continue to find the long-term fundamentals of all three of these companies attractive and continue to hold them in the portfolio.

Other individual detractors included Allegheny Technologies, Inc., the specialty-metals producer that supplies titanium to Boeing, which declined as prices and shipments of titanium dropped. America Movil SAB de CV, a provider of mobile phone and radio dispatch services to business customers in the states of New York, New Jersey, and Connecticut, declined as well.

Two individual financial stocks were additional laggards, Chicago Mercantile Exchange (known as CME Group, Inc.) and T. Rowe Price Group, Inc. We believe the market was simply reacting to the difficult operating environment for financials and we remain confident in both of these stocks and continue to own them.

Comparing the Fund’s Performance to the Market. The graphs that follow show the performance of a hypothetical $10,000 investment in each class of shares of the Fund held until October 31, 2008. In the case of Class A, Class B, Class C and Class Y shares, performance is measured for a ten-fiscal-year period. In the case of Class N shares, performance is measured from inception of the Class on March 1, 2001. The Fund’s performance reflects the deduction of the maximum initial sales charge on Class A shares, the applicable contingent deferred sales charge on Class B, Class C and Class N shares, and reinvestments of all dividends and capital gains distributions. Past performance cannot guarantee future results.

The Fund’s performance is compared to the performance of the Standard & Poor’s (S&P) 500 Index, a broad-based index of equity securities widely regarded as a general measure of the performance of the U.S. equity securities market and the Russell 1000 Index, an index that is a widely used measure of domestic, large-cap stock performance, and is made up of the top 1,000 stocks in the Russell 3000 Index. The indices performance includes reinvestment of income but does not reflect transaction costs, fees, expenses or taxes. The Fund’s performance reflects the effects of the Fund’s business and operating expenses. While index comparisons may be useful to provide a benchmark for the Fund’s performance, it must be noted that the Fund’s investments are not limited to the investments in the index.

13 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FUND PERFORMANCE DISCUSSION

Class A Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

Average Annual Total Returns of Class A Shares with Sales Charge of the Fund at 10/31/08
1-Year –32.54% 5-Year 2.47% 10-Year 1.84%

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Class B Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

Average Annual Total Returns of Class B Shares with Sales Charge of the Fund at 10/31/08
1-Year –31.87% 5-Year 2.59% 10-Year 2.02%

The performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. For performance data current to the most recent month end, visit us at www.oppenheimerfunds.com, or call us at 1.800.525.7048. Fund returns include changes in share price, reinvested distributions, and the applicable sales charge: for Class A shares, the current maximum initial sales charge of 5.75%; for Class B shares, the contingent deferred sales charge of 5% (1-year) and 2% (5-year); and for Class C and N shares, the contingent 1% deferred sales charge for the 1-year period. There is no sales charge for Class Y shares. 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. See page 19 for further information.

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FUND PERFORMANCE DISCUSSION

Class C Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

Average Annual Total Returns of Class C Shares with Sales Charge of the Fund at 10/31/08
1-Year –29.54% 5-Year 2.85% 10-Year 1.69%

16 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

Class N Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

Average Annual Total Returns of Class N Shares with Sales Charge of the Fund at 10/31/08
1-Year –29.19% 5-Year 3.38% Since Inception (3/1/01) 1.21%

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FUND PERFORMANCE DISCUSSION

Class Y Shares
Comparison of Change in Value of $10,000 Hypothetical Investments in:

Average Annual Total Returns of Class Y Shares of the Fund at 10/31/08
1-Year –28.21% 5-Year 3.93% 10-Year 2.69%

18 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

NOTES

Total returns and the ending account values in the graphs include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. 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.

Investors should consider the Fund’s investment objectives, risks, and other charges and expenses carefully before investing. The Fund’s prospectus contains this and other information about the Fund, and may be obtained by asking your financial advisor, calling us at 1.800.525.7048 or visiting our website at www.oppenheimerfunds.com. Read the prospectus 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.

OppenheimerFunds, Inc. became the Fund’s advisor on 11/22/95, and assumed responsibility for the Fund’s portfolio stock selection on 1/1/05. The Fund’s subadvisor prior to 1/1/05 was OpCap Advisors, which was the Fund’s advisor prior to 11/22/95.

Class A shares of the Fund were first publicly offered on 4/30/80. Unless otherwise noted, Class A returns include the current maximum initial sales charge of 5.75%.

Class B shares of the Fund were first publicly offered on 9/1/93. Unless otherwise noted, Class B returns include the applicable contingent deferred sales charges 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 9/1/93. Unless otherwise noted, Class C returns include the contingent deferred sales charge of 1% for the 1-year period. Class C shares are subject to an annual 0.75% asset-based sales charge.

19 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

NOTES

Class N shares of the Fund were first publicly offered on 3/1/01. Class N shares are offered only through retirement plans. Unless otherwise noted, Class N returns include the contingent deferred sales charge of 1% for the 1-year period. Class N shares are subject to an annual 0.25% asset-based sales charge.

Class Y shares of the Fund were first publicly offered on 12/16/96. Class Y shares are offered only to certain institutional investors under a special agreement with the Distributor, and to present or former officers, directors, trustees or employees (and their eligible family members) of the Fund, the Manager, its affiliates, its parent company and the subsidiaries of its parent company, and retirement plans established for the benefit of such individuals.

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

20 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

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 October 31, 2008.

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

21 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FUND EXPENSES Continued

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
	May 1, 2008		October 31, 2008		October 31, 2008
Actual
Class A	$	1,000.00	$	757.50	$	5.05
Class B		1,000.00		754.40		8.60
Class C		1,000.00		754.60		8.56
Class N		1,000.00		756.40		6.25
Class Y		1,000.00		758.90		3.68

Hypothetical
(5% return before expenses)
Class A		1,000.00		1,019.41		5.80
Class B		1,000.00		1,015.38		9.88
Class C		1,000.00		1,015.43		9.82
Class N		1,000.00		1,018.05		7.18
Class Y		1,000.00		1,020.96		4.23

Expenses are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Those annualized expense ratios, excluding indirect expenses from affiliated fund, based on the 6-month period ended October 31, 2008 are as follows:


Class	Expense Ratios
Class A		1.14	%
Class B		1.94
Class C		1.93
Class N		1.41
Class Y		0.83

The expense ratios reflect reduction to custodian expenses and voluntary waivers or reimbursements of expenses by the Fund’s Manager that can be terminated at any time, without advance notice. 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.

22 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

STATEMENT OF INVESTMENTS October 31, 2008


	Shares		Value
Common Stocks—97.1%
Consumer Discretionary—7.7%
Hotels, Restaurants & Leisure—3.0%
McDonald’s Corp.		247,000	$	14,308,710
Yum! Brands, Inc.		417,800		12,120,378


				26,429,088

Media—1.0%
McGraw-Hill Cos., Inc. (The)		309,500		8,306,980
Specialty Retail—2.3%
Staples, Inc.		666,500		12,950,095
Tiffany & Co.		260,000		7,137,000


				20,087,095
Textiles, Apparel & Luxury Goods—1.4%
Nike, Inc., Cl. B		219,300		12,638,259
Consumer Staples—12.8%
Beverages—1.5%
PepsiCo, Inc.		238,500		13,596,885
Food Products—4.6%
Cadbury plc, Sponsored ADR		179,100		6,623,118
Kellogg Co.		328,700		16,573,054
Kraft Foods, Inc., Cl. A		348,300		10,149,462
Nestle SA, Sponsored ADR		178,600		6,867,170


				40,212,804

Household Products—4.4%
Colgate-Palmolive Co.		282,000		17,698,320
Procter & Gamble Co. (The)		323,900		20,904,506


				38,602,826

Tobacco—2.3%
Lorillard, Inc.		108,900		7,172,154
Philip Morris International, Inc.		295,408		12,841,386


				20,013,540

Energy—11.8%
Energy Equipment & Services—4.5%
Diamond Offshore Drilling, Inc.		183,900		16,330,320
Halliburton Co.		428,300		8,476,057
Schlumberger Ltd.		271,300		14,012,645


				38,819,022

Oil, Gas & Consumable Fuels—7.3%
Chevron Corp.		207,800		15,501,880
ConocoPhillips		167,300		8,702,946
El Paso Corp.		942,000		9,137,400
Exxon Mobil Corp.		258,735		19,177,438
Williams Cos., Inc. (The)		557,500		11,690,775


				64,210,439

Financials—14.9%
Capital Markets—6.3%
Bank of New York Mellon Corp.		541,800		17,662,680
Credit Suisse Group AG, ADR		281,300		10,520,620
Northern Trust Corp.		249,300		14,038,083
T. Rowe Price Group, Inc.		324,100		12,814,914


				55,036,297

Commercial Banks—4.4%
U.S. Bancorp		572,700		17,072,187
Wells Fargo & Co.		630,632		21,473,020


				38,545,207

Diversified Financial Services—2.9%
CME Group, Inc.		13,500		3,809,025
JPMorgan Chase & Co.		531,000		21,903,750


				25,712,775

Insurance—1.3%
Chubb Corp.		226,800		11,752,776

F1 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

STATEMENT OF INVESTMENTS Continued


	Shares		Value
Health Care—11.9%
Health Care Equipment & Supplies—4.9%
Bard (C.R.), Inc.		120,400	$	10,625,300
Baxter International, Inc.		197,300		11,934,677
Medtronic, Inc.		255,300		10,296,249
Stryker Corp.		189,700		10,141,362


				42,997,588

Pharmaceuticals—7.0%
Bristol-Myers Squibb Co.		770,400		15,831,720
Johnson & Johnson		185,400		11,372,436
Pfizer, Inc.		723,200		12,807,872
Roche Holding AG		59,276		9,073,127
Teva Pharmaceutical Industries Ltd., Sponsored ADR		288,500		12,370,880


				61,456,035

Industrials—13.4%
Aerospace & Defense—5.0%
Honeywell International, Inc.		290,700		8,851,815
Lockheed Martin Corp.		90,400		7,688,520
Rockwell Collins, Inc.		220,600		8,212,938
United Technologies Corp.		355,821		19,555,922


				44,309,195

Electrical Equipment—2.8%
ABB Ltd., Sponsored ADR		446,900		5,876,735
Emerson Electric Co.		560,700		18,351,711


				24,228,446

Industrial Conglomerates—2.3%
3M Co.		104,400		6,712,920
General Electric Co.		678,500		13,237,535


				19,950,455

Machinery—1.8%
Eaton Corp.		154,600		6,895,160
Paccar, Inc.		317,500		9,283,700


				16,178,860

Road & Rail—1.5%
Norfolk Southern Corp.		216,600		12,983,004
Information Technology—13.4%
Communications Equipment—1.4%
QUALCOMM, Inc.		316,000		12,090,160
Computers & Peripherals—1.6%
International Business Machines Corp.		155,500		14,456,835
IT Services—1.7%
Automatic Data Processing, Inc.		423,500		14,801,325
Semiconductors & Semiconductor Equipment—6.7%
Intel Corp.		793,600		12,697,600
Linear Technology Corp.		597,800		13,558,104
Microchip Technology, Inc.		696,400		17,152,332
Texas Instruments, Inc.		798,400		15,616,704


				59,024,740

Software—2.0%
Microsoft Corp.		781,930		17,460,497
Materials—3.3%
Chemicals—2.5%
BASF SE, Sponsored ADR		182,700		6,058,332
Monsanto Co.		97,500		8,675,550
Praxair, Inc.		107,200		6,984,080


				21,717,962

Metals & Mining—0.8%
Allegheny Technologies, Inc.		257,600		6,836,704

F2 | OPPENHEIMER RISING DIVIDENDS FUND, INC.


	Shares			Value
Telecommunication Services—4.2%
Diversified Telecommunication Services—3.5%
AT&T, Inc.		578,500		$	15,486,445
Verizon Communications, Inc.		525,778			15,599,833


					31,086,278

Wireless Telecommunication Services—0.7%
America Movil SAB de CV, ADR, Series L		194,800			6,027,112
Utilities—3.7%
Electric Utilities—0.9%
FPL Group, Inc.		171,200			8,087,488
Multi-Utilities—2.8%
Dominion Resources, Inc.		239,300			8,681,804
Public Service Enterprise Group, Inc.		258,700			7,282,405
SCANA Corp.		261,100			8,592,801

					24,557,010

Total Common Stocks (Cost $1,064,857,151)					852,213,687

Investment Company—2.7%
Oppenheimer Institutional Money Market Fund, Cl. E, 2.95%^1,2 (Cost $23,916,472)		23,916,472			23,916,472
Total Investments, at Value (Cost $1,088,773,623)		99.8	%		876,130,159
Other Assets Net of Liabilities		0.2			1,804,158


Net Assets		100.0	%	$	877,934,317

Industry classifications are unaudited.

Footnotes to Statement of Investments



1.		Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended October 31, 2008, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows:

Shares

Gross

Shares

October 31, 2007

Additions

Reductions

October 31, 2008

Oppenheimer Institutional Money Market Fund, Cl. E

9,358,304

359,961,285

345,403,117

23,916,472


	Value		Income
Oppenheimer Institutional Money Market Fund, Cl. E	$	23,916,472	$	644,457


2.		Rate shown is the 7-day yield as of October 31, 2008.

See accompanying Notes to Financial Statements.

F3 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

STATEMENT OF ASSETS AND LIABILITIES October 31, 2008


Assets
Investments, at value—see accompanying statement of investments:
Unaffiliated companies (cost $1,064,857,151)	$	852,213,687
Affiliated companies (cost $23,916,472)		23,916,472


		876,130,159
Cash		376,001
Receivables and other assets:
Shares of capital stock sold		3,886,819
Dividends		2,428,193
Other		86,329

Total assets		882,907,501

Liabilities
Payables and other liabilities:
Investments purchased		2,758,684
Shares of capital stock redeemed		1,539,853
Transfer and shareholder servicing agent fees		183,075
Directors’ compensation		176,504
Distribution and service plan fees		165,609
Shareholder communications		83,498
Other		65,961

Total liabilities		4,973,184

Net Assets	$	877,934,317


Composition of Net Assets
Par value of shares of capital stock	$	69,505,742
Additional paid-in capital		1,092,956,300
Accumulated net investment income		2,430,852
Accumulated net realized loss on investments and foreign currency transactions		(74,309,300	)
Net unrealized depreciation on investments and translation of assets and liabilities denominated in foreign currencies		(212,649,277	)


Net Assets	$	877,934,317

F4 | OPPENHEIMER RISING DIVIDENDS FUND, INC.


Net Asset Value Per Share
Class A Shares:
Net asset value and redemption price per share (based on net assets of $650,367,484 and 50,528,895 shares of capital stock outstanding)	$	12.87
Maximum offering price per share (net asset value plus sales charge of 5.75% of offering price)	$	13.66
Class B Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $75,241,565 and 6,408,379 shares of capital stock outstanding)	$	11.74
Class C Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $98,658,359 and 8,425,288 shares of capital stock outstanding)	$	11.71
Class N Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $25,514,081 and 2,002,452 shares of capital stock outstanding)	$	12.74
Class Y Shares:
Net asset value, redemption price and offering price per share (based on net assets of $28,152,828 and 2,140,728 shares of capital stock outstanding)	$	13.15

See accompanying Notes to Financial Statements.

F5 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

STATEMENT OF OPERATIONS For the Year Ended October 31, 2008


Investment Income
Dividends:
Unaffiliated companies (net of foreign withholding taxes of $265,752)	$	26,606,089
Affiliated companies		644,457
Interest		18,169
Other income		27,850

Total investment income		27,296,565

Expenses
Management fees		6,247,261
Distribution and service plan fees:
Class A		1,723,060
Class B		943,990
Class C		1,016,004
Class N		124,794
Transfer and shareholder servicing agent fees:
Class A		1,359,804
Class B		201,431
Class C		227,388
Class N		53,505
Class Y		53,840
Shareholder communications:
Class A		201,325
Class B		51,334
Class C		30,203
Class N		3,363
Class Y		115
Directors’ compensation		65,936
Custodian fees and expenses		12,946
Other		210,941

Total expenses		12,527,240
Less reduction to custodian expenses		(935	)
Less waivers and reimbursements of expenses		(19,584	)

Net expenses		12,506,721

Net Investment Income		14,789,844

F6 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

STATEMENT OF OPERATIONS Continued


Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investments from unaffiliated companies (including premiums on options exercised)	$	(77,678,349	)
Closing and expiration of option contracts written		4,282,816
Foreign currency transactions		279,482


Net realized loss		(73,116,051	)
Net change in unrealized appreciation (depreciation) on:
Investments		(266,842,046	)
Translation of assets and liabilities denominated in foreign currencies		(385,165	)
Option contracts written		656,733

Net change in unrealized depreciation		(266,570,478	)

Net Decrease in Net Assets Resulting from Operations	$	(324,896,685	)

See accompanying Notes to Financial Statements.

F7 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

STATEMENTS OF CHANGES IN NET ASSETS


Year Ended October 31,	2008			2007
Operations
Net investment income	$	14,789,844		$	6,616,116
Net realized gain (loss)		(73,116,051	)		186,537,231
Net change in unrealized appreciation (depreciation)		(266,570,478	)		(20,385,545	)


Net increase (decrease) in net assets resulting from operations		(324,896,685	)		172,767,802

Dividends and/or Distributions to Shareholders
Dividends from net investment income:
Class A		(15,095,598	)		(4,792,814	)
Class B		(724,349	)		—
Class C		(982,096	)		(9,190	)
Class N		(408,265	)		(93,284	)
Class Y		(840,515	)		(297,663	)


		(18,050,823	)		(5,192,951	)
Distributions from net realized gain:
Class A		(120,220,473	)		(63,896,270	)
Class B		(18,835,056	)		(12,582,695	)
Class C		(17,808,645	)		(9,368,304	)
Class N		(4,096,188	)		(2,112,011	)
Class Y		(5,921,597	)		(3,076,914	)


		(166,881,959	)		(91,036,194	)

Capital Stock Transactions
Net increase (decrease) in net assets resulting from capital stock transactions:
Class A		281,688,140			19,782,053
Class B		14,037,633			(21,500,208	)
Class C		51,388,843			2,175,100
Class N		12,996,474			1,589,417
Class Y		2,157,140			8,020,197


		362,268,230			10,066,559

Net Assets
Total increase (decrease)		(147,561,237	)		86,605,216
Beginning of period		1,025,495,554			938,890,338


End of period (including accumulated net investment income of $2,430,852 and $6,490,637, respectively)	$	877,934,317		$	1,025,495,554

See accompanying Notes to Financial Statements.

F8 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FINANCIAL HIGHLIGHTS


Class A Year Ended October 31,	2008			2007			2006			2005			2004

Per Share Operating Data
Net asset value, beginning of period	$	22.09		$	20.54		$	22.00		$	19.91		$	18.30

Income (loss) from investment operations:
Net investment income¹		.28			.18			.15			.18			.13
Net realized and unrealized gain (loss)		(5.54	)		3.50			2.71			2.10			1.53

Total from investment operations		(5.26	)		3.68			2.86			2.28			1.66

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.39	)		(.15	)		(.14	)		(.17	)		(.05	)
Distributions from net realized gain		(3.57	)		(1.98	)		(4.18	)		(.02	)		—

Total dividends and/or distributions to shareholders		(3.96	)		(2.13	)		(4.32	)		(.19	)		(.05	)


Net asset value, end of period	$	12.87		$	22.09		$	20.54		$	22.00		$	19.91


Total Return, at Net Asset Value²		(28.42	)%		19.51	%		15.15	%		11.51	%		9.11	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	650,367		$	744,513		$	667,857		$	648,207		$	671,678

Average net assets (in thousands)	$	719,247		$	714,497		$	648,589		$	674,531		$	662,530

Ratios to average net assets:³
Net investment income		1.67	%		0.84	%		0.77	%		0.85	%		0.66	%
Total expenses		1.13	%^4,5,6		1.13	%^4,5,6		1.17	%^4,5,6		1.24	%⁵		1.37	%^5,7

Portfolio turnover rate		49	%		189	%		108	%		129	%		13	%


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

2.		Assumes an 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.		Total expenses including indirect expenses from affiliated fund were as follows:


Year Ended October 31, 2008	1.13	%
Year Ended October 31, 2007	1.13	%
Year Ended October 31, 2006	1.17	%


5.		Reduction to custodian expenses less than 0.005%.

6.		Waiver or reimbursement of indirect management fees less than 0.005%.

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

See accompanying Notes to Financial Statements.

F9 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FINANCIAL HIGHLIGHTS Continued


Class B Year Ended October 31,	2008			2007			2006			2005			2004

Per Share Operating Data
Net asset value, beginning of period	$	20.36		$	19.09		$	20.75		$	18.77		$	17.36

Income (loss) from investment operations:
Net investment income (loss)¹		.14			—	²		(.01	)		.01			(.03	)
Net realized and unrealized gain (loss)		(5.07	)		3.25			2.53			1.99			1.44

Total from investment operations		(4.93	)		3.25			2.52			2.00			1.41

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.12	)		—			—			—			—
Distributions from net realized gain		(3.57	)		(1.98	)		(4.18	)		(.02	)		—

Total dividends and/or distributions to shareholders		(3.69	)		(1.98	)		(4.18	)		(.02	)		—


Net asset value, end of period	$	11.74		$	20.36		$	19.09		$	20.75		$	18.77


Total Return, at Net Asset Value³		(28.99	)%		18.54	%		14.19	%		10.65	%		8.12	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	75,242		$	111,226		$	124,694		$	133,285		$	164,156

Average net assets (in thousands)	$	94,521		$	120,149		$	126,145		$	152,012		$	192,420

Ratios to average net assets:⁴
Net investment income (loss)		0.88	%		0.02	%		(0.04	)%		0.05	%		(0.19	)%
Total expenses		1.94	%⁵		1.95	%⁵		1.99	%⁵		2.09	%		2.23	%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		1.94	%		1.95	%		1.99	%		2.08	%		2.23	%

Portfolio turnover rate		49	%		189	%		108	%		129	%		13	%


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

2.		Less than $0.005 per share.

3.		Assumes an 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.

4.		Annualized for periods less than one full year.

5.		Total expenses including indirect expenses from affiliated fund were as follows:


Year Ended October 31, 2008	1.94	%
Year Ended October 31, 2007	1.95	%
Year Ended October 31, 2006	1.99	%

See accompanying Notes to Financial Statements.

F10 | OPPENHEIMER RISING DIVIDENDS FUND, INC.


Class C Year Ended October 31,	2008			2007			2006			2005			2004

Per Share Operating Data
Net asset value, beginning of period	$	20.35		$	19.09		$	20.75		$	18.79		$	17.37

Income (loss) from investment operations:
Net investment income (loss)¹		.13			.01			(.01	)		—	²		(.03	)
Net realized and unrealized gain (loss)		(5.04	)		3.23			2.53			2.00			1.45

Total from investment operations		(4.91	)		3.24			2.52			2.00			1.42

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.16	)		—	²		—			(.02	)		—
Distributions from net realized gain		(3.57	)		(1.98	)		(4.18	)		(.02	)		—

Total dividends and/or distributions to shareholders		(3.73	)		(1.98	)		(4.18	)		(.04	)		—


Net asset value, end of period	$	11.71		$	20.35		$	19.09		$	20.75		$	18.79


Total Return, at Net Asset Value³		(28.97	)%		18.49	%		14.19	%		10.66	%		8.18	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	98,658		$	100,557		$	91,390		$	88,272		$	82,634

Average net assets (in thousands)	$	101,743		$	97,225		$	88,297		$	89,578		$	81,073

Ratios to average net assets:⁴
Net investment income (loss)		0.88	%		0.04	%		(0.05	)%		0.01	%		(0.18	)%
Total expenses		1.92	%^5,6,7		1.94	%^5,6,7		1.99	%^5,6,7		2.06	%⁶		2.21	%⁶

Portfolio turnover rate		49	%		189	%		108	%		129	%		13	%


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

2.		Less than $0.005 per share.

3.		Assumes an 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.

4.		Annualized for periods less than one full year.

5.		Total expenses including indirect expenses from affiliated fund were as follows:


Year Ended October 31, 2008	1.92	%
Year Ended October 31, 2007	1.94	%
Year Ended October 31, 2006	1.99	%


6.		Reduction to custodian expenses less than 0.005%.

7.		Waiver or reimbursement of indirect management fees less than 0.005%.

See accompanying Notes to Financial Statements.

F11 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FINANCIAL HIGHLIGHTS Continued


Class N Year Ended October 31,	2008			2007			2006			2005			2004

Per Share Operating Data
Net asset value, beginning of period	$	21.86		$	20.35		$	21.83		$	19.77		$	18.19

Income (loss) from investment operations:
Net investment income¹		.23			.12			.09			.11			.06
Net realized and unrealized gain (loss)		(5.48	)		3.46			2.69			2.10			1.53

Total from investment operations		(5.25	)		3.58			2.78			2.21			1.59

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.30	)		(.09	)		(.08	)		(.13	)		(.01	)
Distributions from net realized gain		(3.57	)		(1.98	)		(4.18	)		(.02	)		—

Total dividends and/or distributions to shareholders		(3.87	)		(2.07	)		(4.26	)		(.15	)		(.01	)


Net asset value, end of period	$	12.74		$	21.86		$	20.35		$	21.83		$	19.77


Total Return, at Net Asset Value²		(28.61	)%		19.12	%		14.83	%		11.21	%		8.73	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	25,514		$	25,522		$	22,052		$	22,418		$	18,706

Average net assets (in thousands)	$	24,966		$	23,724		$	21,756		$	21,527		$	15,716

Ratios to average net assets:³
Net investment income		1.41	%		0.56	%		0.48	%		0.51	%		0.30	%
Total expenses		1.40	%^4,5,6		1.41	%^4,5,6		1.46	%^4,5,6		1.53	%⁵		1.71	%

Portfolio turnover rate		49	%		189	%		108	%		129	%		13	%


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

2.		Assumes an 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.		Total expenses including indirect expenses from affiliated fund were as follows:


Year Ended October 31, 2008	1.40	%
Year Ended October 31, 2007	1.41	%
Year Ended October 31, 2006	1.46	%


5.		Reduction to custodian expenses less than 0.005%.

6.		Waiver or reimbursement of indirect management fees less than 0.005%.

See accompanying Notes to Financial Statements.

F12 | OPPENHEIMER RISING DIVIDENDS FUND, INC.


Class Y Year Ended October 31,	2008			2007			2006			2005			2004

Per Share Operating Data
Net asset value, beginning of period	$	22.51		$	20.89		$	22.33		$	20.19		$	18.53

Income (loss) from investment operations:
Net investment income¹		.34			.23			.19			.24			.18
Net realized and unrealized gain (loss)		(5.66	)		3.56			2.75			2.14			1.54

Total from investment operations		(5.32	)		3.79			2.94			2.38			1.72

Dividends and/or distributions to shareholders:
Dividends from net investment income		(.47	)		(.19	)		(.20	)		(.22	)		(.06	)
Distributions from net realized gain		(3.57	)		(1.98	)		(4.18	)		(.02	)		—

Total dividends and/or distributions to shareholders		(4.04	)		(2.17	)		(4.38	)		(.24	)		(.06	)


Net asset value, end of period	$	13.15		$	22.51		$	20.89		$	22.33		$	20.19


Total Return, at Net Asset Value²		(28.21	)%		19.79	%		15.34	%		11.84	%		9.34	%

Ratios/Supplemental Data
Net assets, end of period (in thousands)	$	28,153		$	43,678		$	32,897		$	32,926		$	30,344

Average net assets (in thousands)	$	33,210		$	37,219		$	30,419		$	32,408		$	28,011

Ratios to average net assets:³
Net investment income		2.00	%		1.08	%		0.98	%		1.08	%		0.90	%
Total expenses		0.83	%^4,5,6		0.89	%^4,5,6		0.96	%^4,5,6		0.98	%⁵		1.15	%^5,7

Portfolio turnover rate		49	%		189	%		108	%		129	%		13	%


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

2.		Assumes an 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.		Total expenses including indirect expenses from affiliated fund were as follows:


Year Ended October 31, 2008	0.83	%
Year Ended October 31, 2007	0.89	%
Year Ended October 31, 2006	0.96	%


5.		Reduction to custodian expenses less than 0.005%.

6.		Waiver or reimbursement of indirect management fees less than 0.005%.

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

See accompanying Notes to Financial Statements.

F13 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

NOTES TO FINANCIAL STATEMENTS

1. Significant Accounting Policies

Oppenheimer Rising Dividends Fund, Inc. (the “Fund”), Inc., 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 total return. The Fund’s investment adviser is OppenheimerFunds, Inc. (the “Manager”).

The Fund offers Class A, Class B, Class C, Class N and Class Y shares. Class A shares are sold at their offering price, which is normally net asset value plus a front-end sales charge. Class B, Class C and Class N shares are sold without a front-end sales charge but may be subject to a contingent deferred sales charge (“CDSC”). Class N shares are sold only through retirement plans. Retirement plans that offer Class N shares may impose charges on those accounts. Class Y shares are sold to certain institutional investors without either a front-end sales charge or a CDSC, however, the institutional investor may impose charges on those accounts. 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, C and N have separate distribution and/or service plans. No such plan has been adopted for Class Y shares. 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. Securities may be valued primarily using dealer-supplied valuations or a portfolio pricing service authorized by the Board of Directors. Securities traded on a registered U.S. securities exchange are valued based on the last sale price of the security traded on that exchange prior to the time when the Fund’s assets are valued. Securities whose principal exchange is NASDAQ^® are valued based on the closing price 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 closing “bid” and “asked” prices, and if not, at the closing bid price. Securities traded on foreign exchanges are valued based on the last sale price on the principal exchange on which the security is traded, as identified by the portfolio pricing service, prior to the time when the Fund’s assets are valued. In the absence of a sale, the security is valued at the official closing price on the principal exchange. 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 will be valued at the mean between the “bid” and “asked” prices. Securities for which market quotations are not readily available are valued at their fair value. Securities whose values have been materially affected

F14 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

by what the Manager identifies as a significant event occurring before the Fund’s assets are valued but after the close of their respective exchanges will be fair valued. Fair value is determined in good faith using consistently applied procedures under the supervision of the Board of Directors. Shares of a registered investment company that are not traded on an exchange are valued at the acquired investment company’s net asset value per share. “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.

Foreign Currency Translation. The Fund’s accounting records are maintained in U.S. dollars. The values of securities denominated in foreign currencies and amounts related to the purchase and sale of foreign securities and foreign investment income are translated into U.S. dollars as of the close of the Exchange, normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading. Foreign exchange rates may be valued primarily using a reliable bank, dealer or service authorized by the Board of Directors.

Reported net realized gains and losses from foreign currency transactions arise from sales of portfolio securities, sales and maturities of short-term securities, sales of foreign currencies, exchange rate fluctuations between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized appreciation and depreciation on the translation of assets and liabilities denominated in foreign currencies arise from changes in the values of assets and liabilities, including investments in securities at fiscal period end, resulting from changes in exchange rates.

The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and reported with all other foreign currency gains and losses in the Fund’s Statement of Operations.

Investment in Oppenheimer Institutional Money Market Fund. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund (“IMMF”) to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is also the investment adviser of IMMF. The Fund’s investment in IMMF is included in the Statement of Investments. As a shareholder, the Fund is subject to its proportional share of IMMF’s Class E expenses, including its management fee. The Manager will waive fees and/or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund’s investment in IMMF.

Investments With Off-Balance Sheet Market Risk. The Fund enters into financial instrument transactions (such as swaps, futures, options and other derivatives) that may have off-balance sheet market risk. Off-balance sheet market risk exists when the

F15 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

maximum potential loss on a particular financial instrument is greater than the value of such financial instrument, as reflected in the Fund’s Statement of Assets and Liabilities.

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.

The tax components of capital shown in the following table represent distribution requirements the Fund must satisfy under the income tax regulations, losses the Fund may be able to offset against income and gains realized in future years and unrealized appreciation or depreciation of securities and other investments for federal income tax purposes.

Net Unrealized

Depreciation

Based on Cost of

Securities and

Undistributed

Accumulated

Other Investments

Net Investment

Long-Term

Loss

for Federal Income

Income

Gain

Carryforward^1,2,3

Tax Purposes

$2,610,763

—

73,282,648

213,675,926


1.		As of October 31, 2008, the Fund had $73,282,648 of net capital loss carryforwards available to offset future realized capital gains, if any, and thereby reduce future taxable gain distributions. As of October 31, 2008, details of the capital loss carryforward were as follows:


Expiring
2016	$	73,282,648


2.		During the fiscal year ended October 31, 2008, the Fund did not utilize any capital loss carryforward.

3.		During the fiscal year ended October 31, 2007, the Fund did not utilize any capital loss carryforward.

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.

F16 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

Accordingly, the following amounts have been reclassified for October 31, 2008. Net assets of the Fund were unaffected by the reclassifications.


	Reduction to		Reduction to
	Accumulated		Accumulated Net
Reduction to	Net Investment		Realized Loss on
Paid-in Capital	Income		Investments
$23,400	$	798,806	$	822,206

The tax character of distributions paid during the years ended October 31, 2008 and October 31, 2007 was as follows:


	Year Ended		Year Ended
	October 31, 2008		October 31, 2007
Distributions paid from:
Ordinary income	$	88,588,704	$	41,915,713
Long-term capital gain		96,344,078		54,313,432

Total	$	184,932,782	$	96,229,145

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 October 31, 2008 are noted in the following table. The primary difference 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	$	1,089,800,272


Gross unrealized appreciation	$	13,454,107
Gross unrealized depreciation		(227,130,033	)

Net unrealized depreciation	$	(213,675,926	)

Directors’ Compensation. On November 19, 2007, the Fund’s Board of Directors voted to freeze participation in the retirement plan for the Board’s independent directors by not adding new participants to the plan after December 31, 2007. Active independent directors who have accrued benefits under the plan prior to the freeze date will elect a distribution method with respect to their benefits. Benefits already accrued under the plan for Directors who were participants prior to that freeze date are not affected.

During the year ended October 31, 2008, the Fund’s projected benefit obligations, payments to retired directors and accumulated liability were as follows:


Projected Benefit Obligations Increased	$	40,053
Payments Made to Retired Directors		5,198
Accumulated Liability as of October 31, 2008		160,312

The Board of Directors has adopted a compensation deferral plan for independent directors that enables directors 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

F17 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

NOTES TO FINANCIAL STATEMENTS Continued

1. Significant Accounting Policies Continued

the amount owed to the Director 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 Director. The Fund purchases shares of the funds selected for deferral by the Director 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 directors’ 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 and capital gain distributions, if any, are declared and paid annually or at other times as deemed necessary by the Manager.

Investment Income. Dividend income is recorded on the ex-dividend date or upon ex-dividend notification in the case of certain foreign dividends where the ex-dividend date may have passed. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. 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 cash balances maintained by the Fund, at a rate equal to the Federal Funds Rate plus 0.50%. 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 directors 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.

F18 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

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 Capital Stock

The Fund has authorized 125 million shares of $1.00 par value capital stock in aggregate to be apportioned among each class of shares. Transactions in shares of capital stock were as follows:


	Year Ended October 31, 2008						Year Ended October 31, 2007
	Shares			Amount			Shares			Amount
Class A
Sold		18,619,245		$	300,728,141			5,009,941		$	104,403,897
Dividends and/or distributions reinvested		7,339,768			128,178,203			3,398,517			64,945,667
Redeemed		(9,140,558	)		(147,218,204	)		(7,213,070	)		(149,567,511	)

Net increase		16,818,455		$	281,688,140			1,195,388		$	19,782,053


Class B
Sold		2,492,861		$	37,102,876			749,963		$	14,369,461
Dividends and/or distributions reinvested		1,178,203			18,865,826			677,674			12,021,942
Redeemed		(2,726,595	)		(41,931,069	)		(2,495,510	)		(47,891,611	)

Net increase (decrease)		944,469		$	14,037,633			(1,067,873	)	$	(21,500,208	)


Class C
Sold		4,270,220		$	61,565,093			760,457		$	14,594,068
Dividends and/or distributions reinvested		1,101,206			17,593,035			491,475			8,718,769
Redeemed		(1,887,261	)		(27,769,285	)		(1,098,913	)		(21,137,737	)

Net increase		3,484,165		$	51,388,843			153,019		$	2,175,100


Class N
Sold		1,195,359		$	18,682,632			294,508		$	6,048,921
Dividends and/or distributions reinvested		241,475			4,183,477			110,855			2,101,806
Redeemed		(601,854	)		(9,869,635	)		(321,789	)		(6,561,310	)

Net increase		834,980		$	12,996,474			83,574		$	1,589,417


Class Y
Sold		558,731		$	9,132,859			1,082,214		$	23,426,737
Dividends and/or distributions reinvested		379,151			6,760,289			173,679			3,374,577
Redeemed		(737,848	)		(13,736,008	)		(889,917	)		(18,781,117	)

Net increase		200,034		$	2,157,140			365,976		$	8,020,197

F19 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

NOTES TO FINANCIAL STATEMENTS Continued

3. Purchases and Sales of Securities

The aggregate cost of purchases and proceeds from sales of securities, other than short-term obligations and investments in IMMF, for the year ended October 31, 2008, were as follows:


	Purchases		Sales
Investment securities	$	656,531,426	$	473,905,109

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 $800 million	0.65	%
Next $700 million	0.60
Next $1.0 billion	0.58
Over $2.5 billion	0.56

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 year ended October 31, 2008, the Fund paid $1,870,404 to OFS for services to the Fund.

Additionally, Class Y shares are subject to minimum fees of $10,000 annually for assets of $10 million or more. The Class Y shares are subject to the minimum fees in the event that the per account fee does not equal or exceed the applicable minimum fees. OFS may voluntarily waive the minimum fees.

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.

Distribution and Service Plan for Class A Shares. The Fund has adopted a Distribution and Service Plan for Class A shares. Under the plan, the Fund pays a service fee to the Distributor of up to 0.25% of the average annual net assets of Class A shares. The Distributor currently uses all of those fees to pay dealers, brokers, banks and other financial institutions periodically for providing personal services and maintenance of accounts of their customers that hold Class A shares. Under the plan, the Fund may also pay an asset-based sales charge to the Distributor. Beginning January 1, 2003, the Board of Directors set the annual asset-based sales charge rate at zero. Fees incurred by the Fund under the plan are detailed in the Statement of Operations.

Distribution and Service Plans for Class B, Class C and Class N Shares. The Fund has adopted Distribution and Service Plans for Class B, Class C and Class N shares 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

F20 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

asset-based sales charge of 0.75% on Class B and Class C shares and 0.25% on Class N shares. The Distributor also receives a service fee of 0.25% per year under each plan. If either the Class B, Class C or Class N plan is terminated by the Fund or by the shareholders of a class, the Board of Directors and its independent directors 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 determines its uncompensated expenses under the plan at calendar quarter ends. The Distributor’s aggregate uncompensated expenses under the plan at September 30, 2008 for Class B, Class C and Class N shares were $3,680,845, $4,011,997 and $627,780, 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 N

Class A

Contingent

Front-End

Deferred

Sales Charges

Retained by

Year Ended

Distributor

October 31, 2008

485,632

18,230

146,365

13,297

440

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.

The Manager will waive fees and/or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund’s investment in IMMF. During the year ended October 31, 2008, the Manager waived $19,584 for IMMF management fees.

5. Foreign Currency Exchange Contracts

The Fund may enter into foreign currency exchange contracts (“forward contracts”) for the purchase or sale of a foreign currency at a negotiated rate at a future date.

Forward contracts are reported on a schedule following the Statement of Investments. Forward contracts will be valued daily based upon the closing prices of the forward currency rates determined at the close of the Exchange as provided by a bank, dealer or pricing service. The resulting unrealized appreciation (depreciation) is reported in the Statement of Assets and Liabilities as a receivable or payable and in the Statement of Operations within the change in unrealized appreciation (depreciation). At contract close, the difference between the original cost of the contract and the value at the close date is recorded as a realized gain (loss) in the Statement of Operations.

F21 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

NOTES TO FINANCIAL STATEMENTS Continued

5. Foreign Currency Exchange Contracts Continued

Risks to the Fund include both market and credit risk. Market risk is the risk that the value of the forward contract will depreciate due to unfavorable changes in the exchange rates. Credit risk arises from the possibility that the counterparty will default. If the counterparty defaults, the Fund’s loss will consist of the net amount of contractual payments that the Fund has not yet received.

As of October 31, 2008, the Fund had no outstanding forward contracts.

6. Option Activity

The Fund may buy and sell put and call options, or write put and covered call options. When an option is written, the Fund receives a premium and becomes obligated to sell or purchase the underlying security at a fixed price, upon exercise of the option.

Options are valued daily based upon the last sale price on the principal exchange on which the option is traded. The difference between the premium received or paid, and market value of the option, is recorded as unrealized appreciation or depreciation. The net change in unrealized appreciation or depreciation is reported in the Statement of Operations. When an option is exercised, the cost of the security purchased or the proceeds of the security sale are adjusted by the amount of premium received or paid. Upon the expiration or closing of the option transaction, a gain or loss is reported in the Statement of Operations.

Securities designated to cover outstanding call or put options are noted in the Statement of Investments where applicable. Options written are reported in a schedule following the Statement of Investments and as a liability in the Statement of Assets and Liabilities.

The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. The Fund also has the additional risk that there may be an illiquid market where the Fund is unable to close the contract.

Written option activity for the year ended October 31, 2008 was as follows:


				Call Options
	Number of			Amount of
	Contracts			Premiums
Options outstanding as of October 31, 2007		1,621		$	139,797
Options written		77,560			4,724,832
Options closed or expired		(73,526	)		(4,450,178	)
Options exercised		(5,655	)		(414,451	)

Options outstanding as of October 31, 2008		—		$	—

F22 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

7. Recent Accounting Pronouncements

In September 2006, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“SFAS”) No. 157, Fair Value Measurements. This standard establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and expands disclosures about fair value measurements. SFAS No. 157 applies to fair value measurements already required or permitted by existing standards. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. As of October 31, 2008, the Manager does not believe the adoption of SFAS No. 157 will materially impact the financial statement amounts; however, additional disclosures may be required about the inputs used to develop the measurements and the effect of certain of the measurements on changes in net assets for the period.

In March 2008, FASB issued 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.

8. Subsequent Event

On November 14, 2008, the Fund acquired all of the net assets of Oppenheimer Dividend Growth Fund, pursuant to an Agreement and Plan of Reorganization approved by the Oppenheimer Dividend Growth Fund shareholders on November 7, 2008. The exchange qualified as a tax-free reorganization for federal income tax purposes.

F23 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Shareholders of Oppenheimer Rising Dividends Fund, Inc.:

We have audited the accompanying statement of assets and liabilities of Oppenheimer Rising Dividends Fund, Inc., including the statement of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Oppenheimer Rising Dividends Fund, Inc. as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

KPMG llp

Denver, Colorado
December 16, 2008

F24 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

FEDERAL INCOME TAX INFORMATION Unaudited

In early 2008, if applicable, shareholders of record received information regarding all dividends and distributions paid to them by the Fund during calendar year 2007. Regulations of the U.S. Treasury Department require the Fund to report this information to the Internal Revenue Service.

Capital gain distributions of $2.0599 per share were paid to Class A, Class B, Class C, Class N and Class Y shareholders, respectively, on December 20, 2007. Whether received in stock or in cash, the capital gain distribution should be treated by shareholders as a gain from the sale of the capital assets held for more than one year (long-term capital gains).

Dividends, if any, paid by the Fund during the fiscal year ended October 31, 2008 which are not designated as capital gain distributions should be multiplied by 100% to arrive at the amount eligible for the corporate dividend-received deduction.

A portion, if any, of the dividends paid by the Fund during the fiscal year ended October 31, 2008 which are not designated as capital gain distributions are eligible for lower individual income tax rates to the extent that the Fund has received qualified dividend income as stipulated by recent tax legislation. $26,065,214 of the Fund’s fiscal year taxable income may be eligible for the lower individual income tax rates. In early 2008, shareholders of record received information regarding the percentage of distributions that are eligible for lower individual income tax rates.

Recent tax legislation allows a regulated investment company to designate distributions not designated as capital gain distributions, as either interest related dividends or short-term capital gain dividends, both of which are exempt from the U.S. withholding tax applicable to non U.S. taxpayers. For the fiscal year ended October 31, 2008, $9,894 or 0.55% of the ordinary distributions paid by the Fund qualifies as an interest related dividend.

The foregoing information is presented to assist shareholders in reporting distributions received from the Fund to the Internal Revenue Service. Because of the complexity of the federal regulations which may affect your individual tax return and the many variations in state and local tax regulations, we recommend that you consult your tax advisor for specific guidance.

23 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

BOARD APPROVAL OF THE FUND’S INVESTMENT ADVISORY AGREEMENT Unaudited

Each year, the Board of Directors (the “Board”), including a majority of the independent Directors 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 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

24 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

of 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 Neil McCarthy and Joseph Higgins, 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, 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 large-cap core funds (including both funds advised by the Manager and funds advised by other investment advisers). The Board noted that the Fund’s one-year, three-year, five-year and ten-year performance were better than 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 other large-cap core funds with comparable asset levels and distribution features. The Board noted that the Fund’s contractual management fee and total expenses are lower than its peer group median although its actual management fee is higher than its peer group median. Based

25 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

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

on this evaluation of the Fund’s fees and expenses and the pending merger of Oppenheimer Dividend Growth Fund into the Fund, the Board requested, and the Manager agreed that effective immediately after the merger to limit total expenses, as a percentage of average daily net assets, for Class C and Class N such that the total expenses will not exceed Oppenheimer Dividend Growth Fund’s Class C and Class N total expenses as measured at the most recent month end prior to the merger. This waiver will be effective for a period of one year following the merger.

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 affiliates and research provided to the Manager in connection with permissible brokerage arrangements (soft dollar arrangements). 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 Directors meeting separately from the full Board, assisted by experienced counsel to the Fund and to the independent Directors. Fund counsel and the independent Directors’ 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 Directors, 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.

26 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

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.

27 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

DIRECTORS AND OFFICERS Unaudited


Name, Position(s) Held with the Fund, Length of Service, Age		Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships Held; Number of Portfolios in the Fund Complex Currently Overseen

INDEPENDENT DIRECTORS		The address of each Director in the chart below is 6803 S. Tucson Way, Centennial, Colorado 80112-3924. Each Director serves for an indefinite term or until his or her resignation, retirement, death or removal.

Thomas W. Courtney, Chairman of the Board of Directors (since 2001), Director (since 1996) Age: 75		Principal of Courtney Associates, Inc. (venture capital firm) (since 1982); General Partner of Trivest Venture Fund (private venture capital fund); President of Investment Counseling Federated Investors, Inc. (1973-1982); Trustee of the following open-end investment companies: Cash Assets Trust (1984), Premier VIT (formerly PIMCO Advisors VIT), Tax Free Trust of Arizona (since 1984) and four funds for the Hawaiian Tax Free Trust. Oversees 10 portfolios in the OppenheimerFunds complex.

David K. Downes, Director (since 2005) Age: 68		Independent Chairman GSK Employee Benefit Trust (since April 2006); Director of Correctnet (since January 2006); Trustee of Employee Trust (since January 2006); President, Chief Executive Officer and Board Member of CRAFund Advisors, Inc. (investment management company) (since January 2004); Director of Internet Capital Group (information technology company) (since October 2003); Independent Chairman of the Board of Trustees of Quaker Investment Trust (registered investment company) (2004-2007); President of The Community Reinvestment Act Qualified Investment Fund (investment manage- ment company) (2004-2007); Chief Operating Officer and Chief Financial Officer of Lincoln National Investment Companies, Inc. (subsidiary of Lincoln National Corporation, a publicly traded company) and Delaware Investments U.S., Inc. (investment management subsidiary of Lincoln National Corporation) (1993-2003); President, Chief Executive Officer and Trustee of Delaware Investment Family of Funds (1993-2003); President and Board Member of Lincoln National Convertible Securities Funds, Inc. and the Lincoln National Income Funds, TDC (1993-2003); Chairman and Chief Executive Officer of Retirement Financial Services, Inc. (registered transfer agent and investment adviser and subsidiary of Delaware Investments U.S., Inc.) (1993-2003); President and Chief Executive Officer of Delaware Service Company, Inc. (1995-2003); Chief Administrative Officer, Chief Financial Officer, Vice Chairman and Director of Equitable Capital Management Corporation (investment subsidiary of Equitable Life Assurance Society) (1985-1992); Corporate Controller of Merrill Lynch & Company (financial services holding company) (1977-1985); held the following positions at the Colonial Penn Group, Inc. (insurance company): Corporate Budget Director (1974-1977), Assistant Treasurer (1972-1974) and Director of Corporate Taxes (1969-1972); held the following positions at Price Waterhouse & Company (financial services firm): Tax Manager (1967-1969), Tax Senior (1965-1967) and Staff Accountant (1963-1965); United States Marine Corps (1957-1959). Oversees 64 portfolios in the OppenheimerFunds complex.

Lacy B. Herrmann, Director (since 1996) Age: 79		Founder and Chairman Emeritus of Aquila Group of Funds (open-end investment company) (since December 2004); Chairman of Aquila Management Corporation and Aquila Investment Management LLC (since August 1984); Chief Executive Officer and President of Aquila Management Corporation (August 1984- December 1994); Vice President, Director and Secretary of Aquila Distributors, Inc. (distributor of Aquila Management Corporation); Treasurer of Aquila Distributors, Inc.; President and Director of STCM Management Company, Inc. (sponsor and adviser to CCMT) (until September 2007); Chairman, President and Director of

28 | OPPENHEIMER RISING DIVIDENDS FUND, INC.


Name, Position(s) Held with the Fund, Length of Service, Age		Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships Held; Number of Portfolios in the Fund Complex Currently Overseen

Lacy B. Herrmann, Continued		InCap Management Corporation (until 2004); Director of OCC Cash Reserves, Inc. (open-end investment company) (June 2003-December 2004); Trustee of Premier VIT (formerly PIMCO Advisors VIT) (investment company) (since 1994); Trustee of OCC Accumulation Trust (open-end investment company) (until December 2004); Trustee Emeritus of Brown University (since June 1983). Oversees 10 port- folios in the OppenheimerFunds complex.

Brian F. Wruble, Director (since 2001) Age: 65		General Partner of Odyssey Partners, L.P. (hedge fund) (September 1995- December 2007); Director of Special Value Opportunities Fund, LLC (registered investment company) (affiliate of the Manager’s parent company) (since September 2004); Chairman (since August 2007) and Trustee (since August 1991) of the Board of Trustees of the Jackson Laboratory (non-profit); Treasurer and Trustee of the Institute for Advanced Study (non-profit educational institute) (since May 1992); Member of Zurich Financial Investment Management Advisory Council (insurance) (2004-2007); Special Limited Partner of Odyssey Investment Partners, LLC (private equity investment) (January 1999-September 2004). Oversees 64 portfolios in the OppenheimerFunds complex.

INTERESTED DIRECTOR AND OFFICER		Mr. Murphy is an “Interested Director” because he is affiliated with the Manager by virtue of his positions as an officer and director of the Manager, and as a shareholder of its parent company. The address of Mr. Murphy is Two World Financial Center, 225 Liberty Street, 11th Floor, New York, New York 10281-1008. Mr. Murphy serves as a Director for an indefinite term, or until his resignation, retirement, death or removal and as an Officer for an indefinite term, or until his resignation, retire- ment, death or removal.

John V. Murphy, Director (since 2005) and President and Principal Executive Officer (since 2001) Age: 59		Chairman, Chief Executive Officer and Director of the Manager (since June 2001); President of the Manager (September 2000-February 2007); President and director or trustee of other Oppenheimer funds; President and Director of Oppenheimer Acquisition Corp. (“OAC”) (the Manager’s parent holding company) and of Oppenheimer Partnership Holdings, Inc. (holding company subsidiary of the Manager) (since July 2001); Director of OppenheimerFunds Distributor, Inc. (subsidiary of the Manager) (November 2001-December 2006); Chairman and Director of Shareholder Services, Inc. and of Shareholder Financial Services, Inc. (transfer agent subsidiaries of the Manager) (since July 2001); President and Director of OppenheimerFunds Legacy Program (charitable trust program established by the Manager) (since July 2001); Director of the following investment advisory subsidiaries of the Manager: OFI Institutional Asset Management, Inc., Centennial Asset Management Corporation, Trinity Investment Management Corporation and Tremont Capital Management, Inc. (since November 2001), HarbourView Asset Management Corporation and OFI Private Investments, Inc. (since July 2001); President (since November 2001) and Director (since July 2001) of Oppenheimer Real Asset Management, Inc.; Executive Vice President of Massachusetts Mutual Life Insurance Company (OAC’s parent company) (since February 1997); Director of DLB Acquisition Corporation (holding company parent of Babson Capital Management LLC) (since June 1995); Chairman (since October 2007) and Member of the Investment Company Institute’s Board of Governors (since October 2003). Oversees 103 portfolios in the OppenheimerFunds complex.

29 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

DIRECTORS AND OFFICERS Unaudited / Continued


Name, Position(s) Held with the Fund, Length of Service, Age		Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships Held; Number of Portfolios in the Fund Complex Currently Overseen

OTHER OFFICERS OF THE FUND		The addresses of the Officers in the chart below are as follows: for Messrs. McCarthy, Higgins and Zack, Two World Financial Center, 225 Liberty Street, New York, New York 10281-1008, for Messrs. Vandehey and Wixted, 6803 S. Tucson Way, Centennial, Colorado 80112-3924. Each Officer serves for an indefinite term or until his or her resignation, retirement, death or removal.

Neil M. McCarthy, Vice President and Portfolio Manager (since 2007) Age: 51		Senior Vice President of the Manager (since June 2007); Chairman and Chief Investment Officer of OFI Institutional Asset Management, Inc.’s (OFIIAMI) Growth Equity Team’s Investment Policy and Strategy Committee (since September 2003). Formerly, Vice President of the Manager (since September 2003) and Chief Executive Officer and Chief Investment Officer of Windham Capital Management (April 1988-September 2003), a firm he co-founded in 1988. A portfolio manager and officer of 2 portfolios in the OppenheimerFunds complex.

Joseph R. Higgins, Vice President and Portfolio Manager (since 2007) Age: 47		Vice President of the Manager (since May 2004); Member of the OFIIAMI’s Growth Equity Team’s Investment Policy and Strategy Committee (since May 2004); Vice President (1991-2003), Assistant Vice President (1988-1991) and equity portfolio manager (1993-2003) for Swiss Re Asset Management, Inc. A portfolio manager and officer of 2 portfolios in the OppenheimerFunds complex.

Mark S. Vandehey, Vice President and Chief Compliance Officer (since 2004) Age: 58		Senior Vice President and Chief Compliance Officer of the Manager (since March 2004); Chief Compliance Officer of OppenheimerFunds Distributor, Inc., Centennial Asset Management and Shareholder Services, Inc. (since March 2004); Vice President of OppenheimerFunds Distributor, Inc., Centennial Asset Management Corporation and Shareholder Services, Inc. (since June 1983); Former Vice President and Director of Internal Audit of the Manager (1997- February 2004). An officer of 103 portfolios in the OppenheimerFunds complex.

Brian W. Wixted, Treasurer and Principal Financial & Accounting Officer (since 1999) Age: 49		Senior Vice President and Treasurer of the Manager (since March 1999); Treasurer of the following: HarbourView Asset Management Corporation, Shareholder Financial Services, Inc., Shareholder Services, Inc., Oppenheimer Real Asset Management, Inc. and Oppenheimer Partnership Holdings, Inc. (since March 1999), OFI Private Investments, Inc. (since March 2000), OppenheimerFunds International Ltd. and OppenheimerFunds plc (since May 2000), OFI Institutional Asset Management, Inc. (since November 2000), and OppenheimerFunds Legacy Program (charitable trust program established by the Manager) (since June 2003); Treasurer and Chief Financial Officer of OFI Trust Company (trust company subsidiary of the Manager) (since May 2000); Assistant Treasurer of the following: OAC (since March 1999), Centennial Asset Management Corporation (March 1999-October 2003) and OppenheimerFunds Legacy Program (April 2000-June 2003). An officer of 103 portfolios in the OppenheimerFunds complex.

Robert G. Zack, Secretary (since 2001) Age: 60		Executive Vice President (since January 2004) and General Counsel (since March 2002) of the Manager; General Counsel and Director of the Distributor (since December 2001); General Counsel of Centennial Asset Management Corporation (since December 2001); Senior Vice President and General Counsel of HarbourView Asset Management Corporation (since December 2001); Secretary and General Counsel of OAC (since November 2001); Assistant Secretary (since September 1997) and Director (since November 2001) of OppenheimerFunds International Ltd. and OppenheimerFunds plc; Vice President and Director of Oppenheimer Partnership Holdings, Inc. (since December 2002); Director of Oppenheimer Real Asset Management, Inc. (since November 2001); Senior Vice President, General Counsel and Director of Shareholder Financial Services, Inc. and Shareholder Services, Inc. (since December 2001); Senior Vice President, General Counsel and Director of OFI Private Investments, Inc. and OFI Trust Company

30 | OPPENHEIMER RISING DIVIDENDS FUND, INC.


Name, Position(s) Held with the Fund, Length of Service, Age		Principal Occupation(s) During the Past 5 Years; Other Trusteeships/Directorships Held; Number of Portfolios in the Fund Complex Currently Overseen

Robert G. Zack, Continued		(since November 2001); Vice President of OppenheimerFunds Legacy Program (since June 2003); Senior Vice President and General Counsel of OFI Institutional Asset Management, Inc. (since November 2001); Director of OppenheimerFunds International Distributor Limited (since December 2003); Senior Vice President (May 1985-December 2003). An officer of 103 portfolios in the OppenheimerFunds complex.

The Fund’s Statement of Additional Information contains additional information about the Fund’s Directors and Officers and is available without charge upon request, by calling 1.800.525.7048.

31 | OPPENHEIMER RISING DIVIDENDS FUND, INC.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions.

Item 3. Audit Committee Financial Expert.

The Board of Directors of the registrant has determined that David Downes, the Board’s Audit Committee Chairman, is an audit committee financial expert and that Mr. Downes is “independent” for purposes of this Item 3.

Item 4. Principal Accountant Fees and Services.

(a) Audit Fees

The principal accountant for the audit of the registrant’s annual financial statements billed $21,300 in fiscal 2008 and $19,000 in fiscal 2007.

(b) Audit-Related Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees during the last two fiscal years.

The principal accountant for the audit of the registrant’s annual financial statements billed $255,000 in fiscal 2008 and $256,236 in fiscal 2007 to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

Such services include: internal control reviews, review of capital accumulation plan and professional services relating to FAS 123R.

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees to the registrant during the last two fiscal years.

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees to the registrant during the last two fiscal years to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

(d) All Other Fees

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees during the last two fiscal years.

The principal accountant for the audit of the registrant’s annual financial statements billed no such fees during the last two fiscal years to the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

(e)

(1) During its regularly scheduled periodic meetings, the registrant’s audit committee will pre-approve all audit, audit-related, tax and other services to be provided by the principal accountants of the registrant.

		The audit committee has delegated pre-approval authority to its Chairman for any subsequent new engagements that arise between regularly scheduled meeting dates provided that any fees such pre-approved are presented to the audit committee at its next regularly scheduled meeting.

		Under applicable laws, pre-approval of non-audit services maybe waived provided that: 1) the aggregate amount of all such services provided constitutes no more than five percent of the total amount of fees paid by the registrant to it principal accountant during the fiscal year in which services are provided 2) such services were not recognized by the registrant at the time of engagement as non-audit services and 3) such services are promptly brought to the attention of the audit committee of the registrant and approved prior to the completion of the audit.

(2) 100%

(f)		Not applicable as less than 50%.

(g)		The principal accountant for the audit of the registrant’s annual financial statements billed $255,000 in fiscal 2008 and $256,236 in fiscal 2007 to the registrant and the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant related to non-audit fees. Those billings did not include any prohibited non-audit services as defined by the Securities Exchange Act of 1934.

(h)		The registrant’s audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence. No such services were rendered.

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 Audit Committee Provisions with Respect to Nominations of Directors/Trustees to the Respective Boards

1.		The Fund’s Audit 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 10/31/2008, 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) Exhibit attached hereto.

(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 Rising Dividend Fund, Inc.


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

Date:		12/12/2008

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:		12/12/2008

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

Date:		12/12/2008

Oppenheimer Rising Dividends Fund N-CSRCertified annual shareholder report (management investment company)