Registration No. 333-106295
As filed with the Securities and Exchange Commission on July 7, 2003
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-14A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / X /
PRE-EFFECTIVE AMENDMENT NO. 3 / X /
POST-EFFECTIVE AMENDMENT NO.__ / /
OPPENHEIMER MULTIPLE STRATEGIES FUND
(Exact Name of Registrant as Specified in Charter)
6803 South Tucson Way, Centennial, Colorado 80112
(Address of Principal Executive Offices)
303-768-3200
(Registrant's Telephone Number)
Robert G. Zack, Esq.
Senior Vice President & General Counsel
OppenheimerFunds, Inc.
498 Seventh Avenue, New York, New York 10018
(212) 323-0250
(Name and Address of Agent for Service)
As soon as practicable after the Registration Statement becomes effective.
(Approximate Date of Proposed Public Offering)
Title of Securities Being Registered: Class A, Class B, Class C and Class N
shares of Oppenheimer Multiple Strategies Fund.
No filing fee is due because of reliance on Section 24(f) of the Investment
Company Act of 1940.
- ------------------------------------------------------------------------------
The Registrant hereby amends the Registration statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall
file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with section 8(a)
of the Securities Act of 1933 or until the Registration Statement shall
become effective on such date as the Commission, acting pursuant to Section
8(a), shall determine.
CONTENTS OF REGISTRATION STATEMENT This Registration Statement contains the following pages and documents: Front Cover Contents Page Cross-Reference Sheet Part A Proxy Statement for Oppenheimer Select Managers QM Active Balanced Fund and Prospectus for Oppenheimer Multiple Strategies Fund - Incorporated by Reference to Pre-Effective Amendment No. 1, (File No. 333-106295) filed on June 27, 2003. Exhibit A - Agreement and Plan of Reorganization between Oppenheimer Select Managers QM Active Balanced Fund and Oppenheimer Multiple Strategies Fund - Incorporated by Reference to Initial Filing (File No. 333-106295) on June 20, 2003. Proxy Card - Incorporated by Reference to Initial Filing (File No. 333-106295) on June 20, 2003. Shareholder Letter - Incorporated by Reference to Initial Filing (File No. 333-106295) on June 20, 2003. Voting Instructions - Incorporated by Reference to Initial Filing (File No. 333-106295) on June 20, 2003. Notice of Meeting - Incorporated by Reference to Initial Filing (File No. 333-106295) on June 20, 2003. Part B Statement of Additional Information to Prospectus and Proxy Statement - Incorporated by reference, in its entirety, to Part B filed with the Initial Filing (File No. 333-106295) on June 20, 2003, and Pre-Effective Amendment No.1, filed on June 27, 2003 and Pre-Effective Amendment No. 2, filed on July 1, 2003. Part C Other Information Signatures Exhibits
OPPENHEIMER MULTIPLE STRATEGIES FUND
FORM N-14A
PART C
OTHER INFORMATION
Item 15. Indemnification
Reference is made to the provisions of Article Seventh of Registrant's
Amended and Restated Declaration of Trust, filed by cross-reference to
Exhibit 16(1) to this Registration Statement, and incorporated herein by
reference.
Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to trustees, officers and controlling persons of
Registrant pursuant to the foregoing provisions or otherwise, Registrant has
been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities
Act of 1933 and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by
Registrant of expenses incurred or paid by a trustee, officer or controlling
person of Registrant in the successful defense of any action, suit or
proceeding) is asserted by such trustee, officer or controlling person,
Registrant will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against
public policy as expressed in the Securities Act of 1933 and will be governed
by the final adjudication of such issue.
Item 16. Exhibits
(1) Amended and Restated Declaration of Trust dated 3/6/97: Previously
filed with Registrant's Post-Effective Amendment No. 29 to Registrant's
registration statement, (Reg. No. 2-86903), 11/24/97, and incorporated
herein by reference.
(2) Amended and Restated By-Laws dated 6/4/98: Previously filed with
Registrant's Post-Effective Amendment No. 32 to Registrant's
registration statement, (Reg. No. 2-86903), 1/29/99, and incorporated
herein by reference.
(3) N/A
(4) Agreement and Plan of Reorganization: See Exhibit A to Part A of the
Registration Statement: Previously filed with Registrant's N-14 filing,
(File No. 333-106295), 06/20/03, and incorporated herein by reference.
(5) (i) Specimen Class A Share Certificate: Previously filed with
Registrant's Post-Effective Amendment No. 37 to Registrant's
Registration Statement, (Reg. No. 2-86903), 11/21/02, and incorporated
herein by reference.
(ii) Specimen Class B Share Certificate: Previously filed with
Registrant's Post-Effective Amendment No. 37 to Registrant's
Registration Statement, (Reg. No. 2-86903), 11/21/02, and incorporated
herein by reference.
(iii) Specimen Class C Share Certificate: Previously filed with
Registrant's Post-Effective Amendment No. 37 to Registrant's
Registration Statement, (Reg. No. 2-86903), 11/21/02, and incorporated
herein by reference.
(iv) Specimen Class N Share Certificate: Previously filed with
Registrant's Post Effective Amendment No. 37 to Registrant's
Registration Statement, (Reg. No. 2-86903), 11/21/02, and incorporated
herein by reference.
(6) (i) Amended and Restated Investment Advisory Agreement dated 12/11/97:
Previously filed with Registrant's Post-Effective Amendment No. 30 to
Registrant's Registration Statement (Reg. No. 2-86903), 1/22/98, and
incorporated herein by reference.
(7) (i) General Distributor's Agreement dated 12/10/92: Previously filed
with Registrant's Post-Effective Amendment No. 15 to Registrant's
Registration Statement, (Reg. No. 2-86903), 4/19/93, refiled with
Registrant's Post-Effective Amendment No. 20, 3/2/95, pursuant to Item
102 of Regulation S-T and incorporated herein by reference.
(ii) Form of Dealer Agreement of OppenheimerFunds Distributor, Inc.:
Previously filed with Post-Effective Amendment No. 45 to the
Registration Statement of Oppenheimer High Yield Fund (Reg. No.
2-62076), 10/26/01, and incorporated herein by reference.
(iii) Form of Broker Agreement of OppenheimerFunds Distributor, Inc.:
Previously filed with Post-Effective Amendment No. 45 to the
Registration Statement of Oppenheimer High Yield Fund (Reg. No.
2-62076), 10/26/01, and incorporated herein by reference.
(iv) Form of Agency Agreement of OppenheimerFunds Distributor, Inc.:
Previously filed with Post-Effective Amendment No. 45 to the
Registration Statement of Oppenheimer High Yield Fund (Reg. No.
2-62076), 10/26/01, and incorporated herein by reference.
(v) Form of Trust Company Fund/SERV Purchase Agreement of
OppenheimerFunds Distributor, Inc.: Previously filed with
Post-Effective Amendment No. 45 to the Registration Statement of
Oppenheimer High Yield Fund (Reg. No. 2-62076), 10/26/01, and
incorporated herein by reference.
(vi) Form of Trust Company Agency Agreement of OppenheimerFunds
Distributor, Inc.: Previously filed with Post-Effective Amendment No.
45 to the Registration Statement of Oppenheimer High Yield Fund (Reg.
No. 2-62076), 10/26/01, and incorporated herein by reference.
(8) Form of Deferred Compensation Plans for Disinterested
Trustees/Directors:
(i) Amended and Reinstated Retirement Plan for Non-Interested Trustees
or Directors dated 8/9/01: Previously filed with Post-Effective
Amendment No. 34 to the Registration Statement of Oppenheimer Gold &
Special Minerals Fund (Reg. No. 2-82590), 10/25/01, and incorporated
herein by reference.
(ii) Form of Deferred Compensation Plan for Disinterested
Trustees/Directors: Previously filed with Post-Effective Amendment No.
26 to the Registration Statement of Oppenheimer Gold & Special Minerals
Fund (Reg. No. 2-82590), 10/28/98, and incorporated herein by reference.
(9) Global Custody Agreement dated August 16, 2002 between Registrant and
JP Morgan Chase Bank: Previously filed with Post-Effective Amendment
No. 9 to the Registration Statement of Oppenheimer International Bond
Fund (Reg. No. 33-58383), 11/21/02, and incorporated herein by
reference.
(10) (i) Amended and Restated Service Plan and Agreement for Class A shares
dated 4/11/02: Previously filed with Registrant's Post-Effective
Amendment No. 37 to Registrant's Registration Statement (Reg. No.
2-86903), 11/21/02, and incorporated herein by reference.
(ii) Distribution and Service Plan and Agreement for Class B shares
dated 2/12/98: Previously filed with Registrant's Post-Effective
Amendment No. 30 to Registrant's Registration Statement (Reg. No.
2-86903), 1/22/98, and incorporated herein by reference.
(iii) Distribution and Service Plan and Agreement for Class C shares
dated 2/12/98: Previously filed with Registrant's Post-Effective
Amendment No. 30 to Registrant's Registration Statement (Reg. No.
2-86903), 1/22/98, and incorporated herein by reference.
(iv) Distribution and Service Plan and Agreement for Class N shares
dated 10/12/00: Previously filed with Registrant's Post-Effective
Amendment No. 37 to Registrant's Registration Statement (Reg. No.
2-86903), 11/21/02, and incorporated herein by reference.
(11) Opinion and Consent of Counsel: Opinion of Mayer, Brown, Rowe & Maw:
Previously filed with Registrant's N-14 filing, (File No. 333-106295),
6/20/03, and incorporated herein by reference.
(12) Tax Opinion Relating to the Reorganization: Tax Opinion of Deloitte and
Touche LLP: Previously filed with Registrant's N-14A filing (File No.
333-106295), 6/27/03, and incorporated herein by reference.
(13) N/A.
(14) (i) Consent of Deloitte and Touche LLP: Filed herewith.
(ii) Consent of KPMG LLP: Previously filed with Registrant's N-14A
filing (File No. 333-106295), 6/27/03, and incorporated herein by
reference.
(15) N/A.
(16) (i) Powers of Attorney for all Trustees/Directors and Principal
Officers except for Joel W. Motley and John V. Murphy (including
Certified Board Resolutions): Previously filed with Pre-Effective
Amendment No. 1 to the Registration Statement of Oppenheimer Emerging
Growth Fund (Reg. No. 333-44176), 10/5/00, and incorporated herein by
reference.
(ii) Power of Attorney for John Murphy (including Certified Board
Resolution): Previously filed with Post-Effective Amendment No. 41 to
the Registration Statement of Oppenheimer U.S. Government Trust (Reg.
No. 2-76645), 10/22/01, and incorporated herein by reference.
(iii) Power of Attorney for Joel W. Motley (including Certified Board
Resolution): Previously filed with Post-Effective Amendment No. 8 to
the Registration Statement of Oppenheimer International Small Company
Fund (Reg. 333-31537), 10/22/02, and incorporated herein by reference.
Item 17. Undertakings
(1) N/A.
(2) N/A.
(3) The undersigned registrant agrees to file, in a post-effective amendment
to the Registration Statement, a final tax opinion and consent relating to
the Reorganization within a reasonable time within the Closing Date.
(4) Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or
otherwise, the registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public
policy as expressed in the Act and is, therefore, unenforceable. In the
event that a claim for indemnification against such liabilities (other
than the payment by the registrant of expenses incurred or paid by a
director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities
being registered, the registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a
court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and/or the
Investment Company Act of 1940, the Registrant has duly caused this
Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of New York and State of New York on
the 7th day of July, 2003.
OPPENHEIMER MULTIPLE STRATEGIES FUND
By: /s/ John V. Murphy*
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John V. Murphy, President,
Principal Executive Officer & Trustee
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities on
the dates indicated:
Signatures Title Date
/s/ Clayton K. Yeutter* Chairman of the July 7, 2003
- ------------------------------Board of Trustees
Clayton K. Yeutter
/s/ Donald W. Spiro* Vice Chairman of the July 7, 2003
- ----------------------------- Board and Trustee
Donald W. Spiro
/s/ John V. Murphy * President, Principal July 7, 2003
- ------------------------------Executive Officer
John V. Murphy and Trustee
/s/ Brian W. Wixted* Treasurer, Principal July 7, 2003
- ----------------------------- Financial and
Brian W. Wixted Accounting Officer
/s/ Robert G. Galli* Trustee July 7, 2003
- ----------------------------------
Robert G. Galli
/s/ Phillip A. Griffiths Trustee July 7, 2003
- ---------------------------------
Phillip A. Griffiths
/s/ Benjamin Lipstein* Trustee July 7, 2003
- ---------------------------------
Benjamin Lipstein
/s/ Joel W. Motley* Trustee July 7, 2003
- ---------------------------------
Joel W. Motley
/s/ Elizabeth B. Moynihan* Trustee July 7, 2003 - --------------------------------- Elizabeth B. Moynihan /s/ Kenneth A. Randall* Trustee July 7, 2003 - --------------------------------- Kenneth A. Randall /s/ Edward V. Regan* Trustee July 7, 2003 - --------------------------------- Edward V. Regan /s/ Russell S. Reynolds, Jr.* Trustee July 7, 2003 - --------------------------------- Russell S. Reynolds, Jr. *By: /s/ Robert G. Zack July 7, 2003 - ----------------------------------------- Robert G. Zack, Attorney-in-Fact
OPPENHEIMER MULTIPLE STRATEGIES FUND
EXHIBIT INDEX
Exhibit No. Description
16(14)(i) Consent of Deloitte and Touche LLP