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June 18, 2003
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NYDB01 17147532.3 061703 1214E
99565624
NYDB01 17147532.3 061703 1214E 99565624
Brussels Charlotte Chicago Cologne Frankfurt Houston London Los
Angeles Manchester New York Palo Alto Paris Washington, D.C.
Independent Mexico City Correspondent: Jauregui, Navarrete, Nader y Rojas,
S.C.
Mayer, Brown, Rowe & Maw is a U.S. General Partnership. We operate in
combination with our associated English partnership in the offices listed
above.
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June 18, 2003 1675 Broadway
New York, New York 10019-5820
Main Tel (212) 506-2500
Main Fax (212) 262-1910
www.mayerbrownrowe.com
Oppenheimer Multiple Strategies Fund
6803 South Tucson Way
Centennial, Colorado 80112
Ladies and Gentlemen:
This opinion is being furnished to Oppenheimer Multiple
Strategies Fund, a Massachusetts business trust ("Multiple Strategies"), in
connection with the Registration Statement on Form N-14 (the "Registration
Statement") under the Securities Act of 1933, as amended (the "1933 Act"), by
Multiple Strategies in connection with the acquisition by Multiple Strategies
of substantially all the assets of QM Active Balanced Fund, a series of
Oppenheimer Select Managers, a Massachusetts business trust ("OSM-QM Active
Balanced"), in exchange for shares of beneficial interest of Multiple
Strategies ("Shares") and the assumption by Multiple Strategies of certain
stated liabilities of OSM-QM Active Balanced pursuant to an Agreement and
Plan of Reorganization dated as of April 28, 2003 (the "Reorganization
Agreement"). We have examined such statutes, regulations, corporate records
and other documents and reviewed such questions of law as we deemed necessary
or appropriate for the purposes of this opinion.
As to matters of Massachusetts law contained in this opinion, we
have relied upon the opinion of Kushner & Sanders LLP, dated the date hereof.
Based upon the foregoing, we are of the opinion that the Shares
when issued, as described in the Reorganization Agreement, will be duly
authorized and, assuming receipt of the consideration to be paid therefor,
upon delivery as provided in the Reorganization Agreement, will be validly
issued, fully paid and non-assessable (except for the potential liability of
shareholders described in Multiple Strategies' Statement of Additional
Information dated November 22, 2002 under the caption "Shareholder and
Trustee Liability").
We hereby consent to the filing of this opinion as an exhibit to
the Registration Statement and to the reference to us as legal counsel to
Multiple Strategies in the Prospectus forming a part of the Registration
Statement. We do not thereby admit that we are within the category of
persons whose consent is required under Section 7 of the 1933 Act or the
rules and regulations of the Securities and Exchange Commission thereunder.
Very truly yours,
/s/ Mayer, Brown, Rowe & Maw
