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 811-21208
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OPPENHEIMER SELECT VALUE FUND
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(Exact name of registrant as specified in charter)
6803 SOUTH TUCSON WAY, CENTENNIAL, COLORADO 80112-3924
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(Address of principal executive offices) (Zip code)
Robert G. Zack, Esq.
OppenheimerFunds, Inc.
TWO WORLD FINANCIAL CENTER, NEW YORK, NEW YORK 10281-1008
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(Name and address of agent for service)
Registrant's telephone number, including area code: (303) 768-3200
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Date of fiscal year end: APRIL 30
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Date of reporting period: 04/30/2007
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ITEM 1. REPORTS TO STOCKHOLDERS.
TOP HOLDINGS AND ALLOCATIONS
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TOP TEN COMMON STOCK INDUSTRIES
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Commercial Banks 7.3%
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Oil & Gas 7.0
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Capital Markets 6.4
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Aerospace & Defense 6.2
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Media 5.5
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Food & Staples Retailing 5.1
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Insurance 4.2
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Diversified Financial Services 4.1
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Biotechnology 3.9
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Software 3.9
Portfolio holdings and allocations are subject to change. Percentages are as of
April 30, 2007, and are based on net assets.
TOP TEN COMMON STOCK HOLDINGS
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Liberty Global, Inc., Series C 4.5%
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UBS AG 4.4
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Wachovia Corp. 4.1
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Costco Wholesale Corp. 3.9
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Exxon Mobil Corp. 3.9
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Wells Fargo & Co. 3.1
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Take-Two Interactive Software, Inc. 3.1
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Exelon Corp. 3.0
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United Technologies Corp. 2.8
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Everest Re Group Ltd. 2.8
Portfolio holdings and allocations are subject to change. Percentages are as of
April 30, 2007, and are based on net assets.
For more current Fund holdings, please visit www.oppenheimerfunds.com.
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9 | OPPENHEIMER SELECT VALUE FUND
TOP HOLDINGS AND ALLOCATIONS
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SECTOR ALLOCATION
[THE FOLLOWING TABLE WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL.]
Financials 29.1%
Commercial Banks 8.1
Capital Markets 7.1
Insurance 4.7
Diversified Financial Services 4.6
Thrifts & Mortgage Finance 2.5
Consumer Finance 2.1
Industrials 13.2
Consumer Staples 10.3
Health Care 10.0
Energy 9.4
Consumer Discretionary 9.2
Information Technology 6.5
Utilities 6.3
Materials 3.1
Telecommunication Services 2.9
Portfolio holdings and allocations are subject to change. Percentages are as of
April 30, 2007, and are based on the total market value of common stocks.
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10 | OPPENHEIMER SELECT VALUE FUND
FUND PERFORMANCE DISCUSSION
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HOW HAS THE FUND PERFORMED? BELOW IS A DISCUSSION BY OPPENHEIMERFUNDS, INC., OF
THE FUND'S PERFORMANCE DURING ITS FISCAL YEAR ENDED APRIL 30, 2007, FOLLOWED BY
A GRAPHICAL COMPARISON OF THE FUND'S PERFORMANCE TO AN APPROPRIATE BROAD-BASED
MARKET INDEX.
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE. We are very pleased with the Fund's
performance and its ability to produce a higher return than its benchmark, the
Russell 3000 Value Index. The performance of the Fund's Class A shares (without
sales charge) ranked in the first quartile and fourth percentile overall (#14
out of 464 funds ranked in Lipper Inc.'s multi-cap value category) for the
reporting period. The Fund's best relative gains were achieved in consumer
discretionary, materials, industrials and healthcare areas, which handily offset
underperformance among the Fund's telecom services, financials and information
technology areas.
Within consumer discretionary, the Fund's primary gains stemmed from our
holdings in Liberty Global, Inc., a cable company that primarily services Europe
and Japan. The company has continued to grow its cash flow through strength in
its triple-play penetration of cable, telephone and high-speed data. In
addition, Liberty Global has gained value through a number of shrewd capital
management decisions where it has divested itself of select individual
properties at very attractive valuations and then used the proceeds to buy back
stock at more attractive valuations. Liberty Global has also benefited from a
relatively less intense competitive landscape in the majority of its markets
outside of the U.S.
In materials, the Fund's holdings in The Mosaic Co., one of the world's
leading producers and marketers of concentrated phosphate and potash crop
nutrients, benefited from a tightening fertilizer market amid a growing global
agriculture industry. Other top contributors within this sector included two
construction materials firms, Vulcan Materials, Inc. and Martin Marietta
Materials Co. These companies both produce construction aggregates - crushed
stone, gravel and sand - a highly local business due to high delivery costs.
When we initiated our investment in these stocks, most notably Vulcan Materials,
our view was that it was in a position to grow its net pricing due to local
competition and that it was underappreciated by the market. Both Vulcan
Materials and Martin Marietta Materials have continued to increase earnings
during the reporting period and we have sold our positions, locking in gains for
the Fund.
Industrials stocks also posted solid gains for the Fund, most notably our
holdings in Siemens AG, one of the world's largest electrical, engineering and
electronics companies. We view Siemens as a turnaround story; a stock that was
one of the Fund's laggards only
11 | OPPENHEIMER SELECT VALUE FUND
FUND PERFORMANCE DISCUSSION
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a year ago and one in which we had faith in its ability to successfully
implement new restructuring actions.
The Fund's holdings in Navistar International Corp., the trucking firm,
also flourished during the reporting period. The trucking business is often
considered a "lumpy" business because it is closely linked to the ups and downs
associated with regulatory changes mandated by the Environmental Protection
Agency due to ongoing modifications to emissions technology standards. When we
initiated our stock purchase in Navistar, we believed it was selling at an
attractive price, especially considering the long-term earnings of the business.
The stock has performed well for the Fund and has been a large contributor to
its overall return. Orbital Sciences Corp., an industry leader in small space
and rocket systems, also appreciated further this year. The stock has been a
positive contributor for the Fund for the past few years and, as of the end of
the reporting period, we have exited our position.
The health care sector also proved beneficial for the Fund, with the
lion's share of its gains stemming from our holdings in Vanda Pharmaceuticals,
Inc. Early on, we received encouraging data regarding two of Vanda's early-stage
drugs, Iloperidone, which treats schizophrenia, bipolar disorders and other
psychiatric conditions and VEC-162, a melatonin agonist in the treatment of
sleep disorders such as insomnia and circadian rhythm sleep patterns.
Other significant gains for the Fund came from the consumer staples area,
where tobacco giant Altria Group, Inc. was a key contributor. The stock gained
value from its continued legal victories, which enabled it to spin-off its Kraft
Foods division. Within the energy sector, the Fund benefited from its positive
stock selection, where one of the key drivers of that stock selection was an
overweight position in Exxon Mobil Corp. during a period in which the stock
performed exceptionally well.
The bulk of the Fund's negative performance stemmed from three areas:
telecom services, financials and information technology. Within the telecom
services area, the Fund was most hurt by its lack of participation in AT&T, Inc.
during a time in which it completed its acquisition of BellSouth Corp. Neither
of these stocks were held by the Fund. The Fund was also hurt by its holdings in
Sprint Nextel Corp., which came under pressure during the first half of the
reporting period due to its inability to attract enough subscribers as well as a
lack of progress addressing "churn," which is defined as a percentage of
customers that leave. Generally speaking, when churn levels increase,
profitability decreases. We sold our position in Sprint Nextel, choosing instead
to focus the Fund's telecom positioning in Verizon Communications, Inc.
12 | OPPENHEIMER SELECT VALUE FUND
Declines in the Fund's financials holdings were largely limited to our
investments in Capital One Financial Corp., SLM Corp. and E*TRADE Financial
Corp. Within consumer finance, Capital One was hurt due to investor concern over
its acquisition of Northfork Bank coupled with credit pressures stemming from
the sub-prime lending market. SLM Corp., formerly known as Sallie Mae,
underperformed due to growing political risk. We thought those growing political
risks posed a significant threat to the stock and we sold it. E*TRADE also
underperformed during the reporting period due to some credit problems in its
loan portfolio. However, we believe those issues remain manageable and we still
like the company and have kept the stock in the Fund.
Within information technology, Palm, Inc. suffered due to intensifying
competition in the PDA market, which turned out to be more competitive than we
had anticipated. We have sold the stock. The Fund was also hurt by its holdings
in Novell, Inc., the networking system firm. Novell declined due to a growing
impatience by investors on its quarterly execution. However, we still believe in
the company's long-term prospects, due in part to its Linux offerings and new
partnership with Microsoft.
We have increased the Fund's exposure to the consumer discretionary and
consumer staples areas. On balance, we have decreased the Fund's exposure to the
information technology sector. As of the end of the reporting period, we have
positioned the Fund's asset allocation to reflect a relative underweight in the
financials, energy, and telecom services areas. Conversely, the Fund's most
significant relative overweight positions are within the information technology,
industrials, consumer staples and health care areas.
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 April 30, 2007. In the case of Class A shares, performance is
measured from the inception of the class on November 26, 2002. In the case of
Class B, Class C, Class N and Class Y shares, performance is measured from their
inception of each class on February 27, 2004. 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 Russell 3000 Value Index. The
Russell 3000 Value Index is comprised of 3,000 large U.S. companies and includes
the reinvestment of dividends. The index is unmanaged and cannot be purchased
directly by
13 | OPPENHEIMER SELECT VALUE FUND
FUND PERFORMANCE DISCUSSION
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investors. Index performance reflects the reinvestment of income but does not
consider the effect of transaction costs, and none of the data in the graphs
shows the effect of taxes. 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.
14 | OPPENHEIMER SELECT VALUE FUND
CLASS A SHARES
COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:
Oppenheimer Select Value Fund (Class A)
Russell 3000 Value Index
[THE FOLLOWING TABLE WAS REPRESENTED BY A LINE GRAPH IN THE PRINTED MATERIAL.]
Oppenheimer Select
Value Fund (Class A) Russell 3000 Value Index
11/26/2002 $ 9,425 $10,000
01/31/2003 $ 9,199 $ 9,332
04/30/2003 $ 9,585 $ 9,905
07/31/2003 $10,961 $10,892
10/31/2003 $11,828 $11,658
01/31/2004 $13,542 $12,782
04/30/2004 $13,134 $12,617
07/31/2004 $13,114 $12,856
10/31/2004 $13,804 $13,481
01/31/2005 $15,069 $14,383
04/30/2005 $14,958 $14,328
07/31/2005 $16,215 $15,387
10/31/2005 $16,124 $15,094
01/31/2006 $17,226 $16,344
04/30/2006 $17,789 $17,098
07/31/2006 $17,153 $17,104
10/31/2006 $18,905 $18,351
01/31/2007 $20,708 $19,427
04/30/2007 $21,931 $20,090
AVERAGE ANNUAL TOTAL RETURNS OF CLASS A SHARES WITH SALES CHARGE OF THE FUND AT
4/30/07
1-Year 16.20% Since Inception (11/26/02) 19.41%
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 3% (SINCE INCEPTION); AND
FOR CLASS C AND CLASS N SHARES, THE CONTINGENT 1% DEFERRED SALES CHARGE FOR THE
1-YEAR PERIOD. THERE IS NO SALES CHARGE FOR CLASS Y SHARES. SEE PAGE 20 FOR
FURTHER INFORMATION.
15 | OPPENHEIMER SELECT VALUE FUND
FUND PERFORMANCE DISCUSSION
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CLASS B SHARES
COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:
Oppenheimer Select Value Fund (Class B)
Russell 3000 Value Index
[THE FOLLOWING TABLE WAS REPRESENTED BY A LINE GRAPH IN THE PRINTED MATERIAL.]
Oppenheimer Select
Value Fund (Class B) Russell 3000 Value Index
02/27/2004 $10,000 $10,000
04/30/2004 $ 9,521 $ 9,666
07/31/2004 $ 9,493 $ 9,849
10/31/2004 $ 9,958 $10,328
01/31/2005 $10,847 $11,019
04/30/2005 $10,745 $10,976
07/31/2005 $11,620 $11,787
10/31/2005 $11,525 $11,563
01/31/2006 $12,285 $12,521
04/30/2006 $12,656 $13,098
07/31/2006 $12,172 $13,103
10/31/2006 $13,389 $14,058
01/31/2007 $14,638 $14,882
04/30/2007 $15,174 $15,391
AVERAGE ANNUAL TOTAL RETURNS OF CLASS B SHARES WITH SALES CHARGE OF THE FUND AT
4/30/07
1-Year 17.27% Since Inception (2/27/04) 14.03%
16 | OPPENHEIMER SELECT VALUE FUND
CLASS C SHARES
COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:
Oppenheimer Select Value Fund (Class C)
Russell 3000 Value Index
[THE FOLLOWING TABLE WAS REPRESENTED BY A LINE GRAPH IN THE PRINTED MATERIAL.]
Oppenheimer Select
Value Fund (Class C) Russell 3000 Value Index
02/27/2004 $10,000 $10,000
04/30/2004 $ 9,528 $ 9,666
07/31/2004 $ 9,493 $ 9,849
10/31/2004 $ 9,958 $10,328
01/31/2005 $10,847 $11,019
04/30/2005 $10,745 $10,976
07/31/2005 $11,620 $11,787
10/31/2005 $11,532 $11,563
01/31/2006 $12,300 $12,521
04/30/2006 $12,670 $13,098
07/31/2006 $12,194 $13,103
10/31/2006 $13,411 $14,058
01/31/2007 $14,670 $14,882
04/30/2007 $15,506 $15,391
AVERAGE ANNUAL TOTAL RETURNS OF CLASS C SHARES WITH SALES CHARGE OF THE FUND AT
4/30/07
1-Year 21.38% Since Inception (2/27/04) 14.81%
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 3% (SINCE INCEPTION); AND
FOR CLASS C AND CLASS N SHARES, THE CONTINGENT 1% DEFERRED SALES CHARGE FOR THE
1-YEAR PERIOD. THERE IS NO SALES CHARGE FOR CLASS Y SHARES. SEE PAGE 20 FOR
FURTHER INFORMATION.
17 | OPPENHEIMER SELECT VALUE FUND
FUND PERFORMANCE DISCUSSION
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CLASS N SHARES
COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:
Oppenheimer Select Value Fund (Class N)
Russell 3000 Value Index
[THE FOLLOWING TABLE WAS REPRESENTED BY A LINE GRAPH IN THE PRINTED MATERIAL.]
Oppenheimer Select
Value Fund (Class N) Russell 3000 Value Index
02/27/2004 $10,000 $10,000
04/30/2004 $ 9,528 $ 9,666
07/31/2004 $ 9,507 $ 9,849
10/31/2004 $ 9,993 $10,328
01/31/2005 $10,896 $11,019
04/30/2005 $10,801 $10,976
07/31/2005 $11,706 $11,787
10/31/2005 $11,633 $11,563
01/31/2006 $12,415 $12,521
04/30/2006 $12,808 $13,098
07/31/2006 $12,340 $13,103
10/31/2006 $13,593 $14,058
01/31/2007 $14,882 $14,882
04/30/2007 $15,751 $15,391
AVERAGE ANNUAL TOTAL RETURNS OF CLASS N SHARES WITH SALES CHARGE OF THE FUND AT
4/30/07
1-Year 21.98% Since Inception (2/27/04) 15.38%
18 | OPPENHEIMER SELECT VALUE FUND
CLASS Y SHARES
COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:
Oppenheimer Select Value Fund (Class Y)
Russell 3000 Value Index
[THE FOLLOWING TABLE WAS REPRESENTED BY A LINE GRAPH IN THE PRINTED MATERIAL.]
Oppenheimer Select
Value Fund (Class Y) Russell 3000 Value Index
02/27/2004 $10,000 $10,000
04/30/2004 $ 9,535 $ 9,666
07/31/2004 $ 9,528 $ 9,849
10/31/2004 $10,028 $10,328
01/31/2005 $10,953 $11,019
04/30/2005 $10,873 $10,976
07/31/2005 $11,799 $11,787
10/31/2005 $11,748 $11,563
01/31/2006 $12,561 $12,521
04/30/2006 $12,978 $13,098
07/31/2006 $12,531 $13,103
10/31/2006 $13,826 $14,058
01/31/2007 $15,162 $14,882
04/30/2007 $16,076 $15,391
AVERAGE ANNUAL TOTAL RETURNS OF CLASS Y SHARES OF THE FUND AT 4/30/07
1-Year 23.88% Since Inception (2/27/04) 16.13%
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 3% (SINCE INCEPTION); AND
FOR CLASS C AND CLASS N SHARES, THE CONTINGENT 1% DEFERRED SALES CHARGE FOR THE
1-YEAR PERIOD. THERE IS NO SALES CHARGE FOR CLASS Y SHARES. SEE PAGE 20 FOR
FURTHER INFORMATION.
19 | OPPENHEIMER SELECT VALUE FUND
NOTES
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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.
CLASS A shares of the Fund were first offered on 11/26/02. 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 2/27/04. Unless
otherwise noted, Class B returns include the applicable contingent deferred
sales charge of 5% (1-year) and 3% (since inception). 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 2/27/04. 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.
CLASS N shares of the Fund were first publicly offered on 2/27/04. 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 2/27/04. Class Y
shares are offered only to certain institutional investors under special
agreement with the Distributor.
An explanation of the calculation of performance is in the Fund's Statement of
Additional Information.
20 | OPPENHEIMER SELECT VALUE FUND
FUND EXPENSES
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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 any;
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 April 30, 2007.
ACTUAL EXPENSES. The "actual" lines of the table provide information about
actual account values and actual expenses. You may use the information on this
line 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 "actual" line 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 "hypothetical" lines of the
table provide 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 before expenses, which is not the
Fund's 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 SELECT VALUE FUND
FUND EXPENSES Continued
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the Statement of Additional Information). Therefore, the "hypothetical" lines of
the table are 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.
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BEGINNING ENDING EXPENSES
ACCOUNT ACCOUNT PAID DURING
VALUE VALUE 6 MONTHS ENDED
(11/1/06) (4/30/07) APRIL 30, 2007
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Class A Actual $1,000.00 $1,160.10 $6.34
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Class A Hypothetical 1,000.00 1,018.94 5.92
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Class B Actual 1,000.00 1,155.70 11.01
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Class B Hypothetical 1,000.00 1,014.63 10.29
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Class C Actual 1,000.00 1,156.20 10.58
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Class C Hypothetical 1,000.00 1,015.03 9.89
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Class N Actual 1,000.00 1,158.80 7.73
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Class N Hypothetical 1,000.00 1,017.65 7.23
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Class Y Actual 1,000.00 1,162.70 4.08
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Class Y Hypothetical 1,000.00 1,021.03 3.82
Hypothetical assumes 5% annual return before expenses.
Expenses are equal to the Fund's annualized expense ratio for that class,
multiplied by the average account value over the period, multiplied by 181/365
(to reflect the one-half year period). Those annualized expense ratios,
excluding indirect expenses from affiliated fund, based on the 6-month period
ended April 30, 2007 are as follows:
CLASS EXPENSE RATIOS
- ---------------------------
Class A 1.18%
- ---------------------------
Class B 2.05
- ---------------------------
Class C 1.97
- ---------------------------
Class N 1.44
- ---------------------------
Class Y 0.76
The expense ratios reflect 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.
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22 | OPPENHEIMER SELECT VALUE FUND
STATEMENT OF INVESTMENTS April 30, 2007
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VALUE
SHARES SEE NOTE 1
- --------------------------------------------------------------------------------
COMMON STOCKS--90.0%
- --------------------------------------------------------------------------------
CONSUMER DISCRETIONARY--8.3%
- --------------------------------------------------------------------------------
MEDIA--5.5%
Cinemark Holdings, Inc. 1 156,690 $ 2,961,441
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Liberty Global, Inc.,
Series C 1 419,437 14,013,390
-------------
16,974,831
- --------------------------------------------------------------------------------
SPECIALTY RETAIL--2.8%
Advance Auto Parts, Inc. 61,500 2,533,800
- --------------------------------------------------------------------------------
Office Depot, Inc. 1 179,600 6,038,152
-------------
8,571,952
- --------------------------------------------------------------------------------
CONSUMER STAPLES--9.3%
- --------------------------------------------------------------------------------
FOOD & STAPLES RETAILING--5.1%
Costco Wholesale Corp. 225,500 12,080,035
- --------------------------------------------------------------------------------
Longs Drug Stores, Inc. 10,200 558,348
- --------------------------------------------------------------------------------
SUPERVALU, Inc. 66,700 3,061,530
-------------
15,699,913
- --------------------------------------------------------------------------------
FOOD PRODUCTS--1.7%
Chiquita Brands
International, Inc. 194,000 2,877,020
- --------------------------------------------------------------------------------
ConAgra Foods, Inc. 97,600 2,399,008
-------------
5,276,028
- --------------------------------------------------------------------------------
TOBACCO--2.5%
Altria Group, Inc. 110,740 7,632,201
- --------------------------------------------------------------------------------
ENERGY--8.5%
- --------------------------------------------------------------------------------
ENERGY EQUIPMENT & SERVICES--1.5%
Halliburton Co. 141,500 4,495,455
- --------------------------------------------------------------------------------
Superior Offshore
International, Inc. 1 7,800 142,506
-------------
4,637,961
- --------------------------------------------------------------------------------
OIL & GAS--7.0%
Exxon Mobil Corp. 151,910 12,058,616
- --------------------------------------------------------------------------------
Murphy Oil Corp. 48,800 2,705,472
VALUE
SHARES SEE NOTE 1
- --------------------------------------------------------------------------------
OIL & GAS Continued
Petroleo Brasileiro SA, ADR 26,500 $ 2,682,595
- --------------------------------------------------------------------------------
Total SA, Sponsored ADR 54,600 4,023,474
-------------
21,470,157
- --------------------------------------------------------------------------------
FINANCIALS--26.2%
- --------------------------------------------------------------------------------
CAPITAL MARKETS--6.4%
E*TRADE Financial Corp. 1 268,200 5,921,856
- --------------------------------------------------------------------------------
UBS AG 211,420 13,721,158
-------------
19,643,014
- --------------------------------------------------------------------------------
COMMERCIAL BANKS--7.3%
Wachovia Corp. 230,360 12,794,194
- --------------------------------------------------------------------------------
Wells Fargo & Co. 270,300 9,701,067
-------------
22,495,261
- --------------------------------------------------------------------------------
CONSUMER FINANCE--1.9%
American Express Co. 37,000 2,244,790
- --------------------------------------------------------------------------------
Capital One Financial Corp. 50,670 3,762,754
-------------
6,007,544
- --------------------------------------------------------------------------------
DIVERSIFIED FINANCIAL SERVICES--4.1%
Bank of America Corp. 98,200 4,998,380
- --------------------------------------------------------------------------------
Citigroup, Inc. 143,700 7,705,194
-------------
12,703,574
- --------------------------------------------------------------------------------
INSURANCE--4.2%
Everest Re Group Ltd. 84,500 8,504,080
- --------------------------------------------------------------------------------
National Financial
Partners Corp. 45,500 2,096,185
- --------------------------------------------------------------------------------
Platinum Underwriters
Holdings Ltd. 73,600 2,518,592
-------------
13,118,857
- --------------------------------------------------------------------------------
THRIFTS & MORTGAGE FINANCE--2.3%
Freddie Mac 68,510 4,438,078
- --------------------------------------------------------------------------------
NewAlliance Bancshares, Inc. 162,300 2,533,503
-------------
6,971,581
23 | OPPENHEIMER SELECT VALUE FUND
STATEMENT OF INVESTMENTS Continued
- --------------------------------------------------------------------------------
VALUE
SHARES SEE NOTE 1
- --------------------------------------------------------------------------------
HEALTH CARE--8.9%
- --------------------------------------------------------------------------------
BIOTECHNOLOGY--3.9%
Human Genome
Sciences, Inc. 1 190,500 $ 2,051,685
- --------------------------------------------------------------------------------
Orexigen Therapeutics, Inc. 1 225,467 3,167,811
- --------------------------------------------------------------------------------
Vanda Pharmaceuticals, Inc. 1 323,100 6,949,881
-------------
12,169,377
- --------------------------------------------------------------------------------
HEALTH CARE PROVIDERS & SERVICES--1.8%
Medco Health
Solutions, Inc. 1 36,900 2,878,938
- --------------------------------------------------------------------------------
WellPoint, Inc. 1 33,200 2,621,804
-------------
5,500,742
- --------------------------------------------------------------------------------
PHARMACEUTICALS--3.2%
Novartis AG, ADR 74,600 4,333,514
- --------------------------------------------------------------------------------
Sanofi-Aventis SA, ADR 122,920 5,637,111
-------------
9,970,625
- --------------------------------------------------------------------------------
INDUSTRIALS--11.9%
- --------------------------------------------------------------------------------
AEROSPACE & DEFENSE--6.2%
Alliant Techsystems, Inc. 1 29,900 2,784,587
- --------------------------------------------------------------------------------
Boeing Co. 77,200 7,179,600
- --------------------------------------------------------------------------------
Spirit Aerosystems
Holdings, Inc., Cl. A 1 21,250 672,138
- --------------------------------------------------------------------------------
United Technologies Corp. 126,830 8,514,098
-------------
19,150,423
- --------------------------------------------------------------------------------
CONSTRUCTION & ENGINEERING--0.0%
KBR, Inc. 1 2,620 54,129
- --------------------------------------------------------------------------------
INDUSTRIAL CONGLOMERATES--1.0%
Siemens AG,
Sponsored ADR 25,100 3,036,347
- --------------------------------------------------------------------------------
MACHINERY--3.2%
Greenbrier Cos., Inc. 119,780 2,747,753
- --------------------------------------------------------------------------------
Navistar International Corp. 1 127,600 7,085,628
-------------
9,833,381
VALUE
SHARES SEE NOTE 1
- --------------------------------------------------------------------------------
TRANSPORTATION INFRASTRUCTURE--1.5%
Aegean Marine
Petroleum Network, Inc. 295,600 $ 4,596,580
- --------------------------------------------------------------------------------
INFORMATION TECHNOLOGY--5.9%
- --------------------------------------------------------------------------------
COMMUNICATIONS EQUIPMENT--1.0%
Cisco Systems, Inc. 1 112,000 2,994,880
- --------------------------------------------------------------------------------
SEMICONDUCTORS &
SEMICONDUCTOR EQUIPMENT--1.0%
Texas Instruments, Inc. 87,300 3,000,501
- --------------------------------------------------------------------------------
SOFTWARE--3.9%
Novell, Inc. 1 364,340 2,659,682
- --------------------------------------------------------------------------------
Take-Two Interactive
Software, Inc. 1 492,300 9,437,391
-------------
12,097,073
- --------------------------------------------------------------------------------
MATERIALS--2.8%
- --------------------------------------------------------------------------------
CHEMICALS--2.8%
Lubrizol Corp. (The) 75,000 4,495,500
- --------------------------------------------------------------------------------
Mosaic Co. (The) 1 139,200 4,106,400
-------------
8,601,900
- --------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES--2.6%
- --------------------------------------------------------------------------------
DIVERSIFIED TELECOMMUNICATION SERVICES--2.5%
Verizon
Communications, Inc. 202,500 7,731,450
- --------------------------------------------------------------------------------
WIRELESS TELECOMMUNICATION SERVICES--0.1%
Metropcs
Communications, Inc. 1 9,200 258,060
- --------------------------------------------------------------------------------
UTILITIES--5.6%
- --------------------------------------------------------------------------------
ELECTRIC UTILITIES--3.4%
Exelon Corp. 123,300 9,298,053
- --------------------------------------------------------------------------------
Reliant Energy, Inc. 1 48,300 1,075,641
-------------
10,373,694
- --------------------------------------------------------------------------------
ENERGY TRADERS--0.4%
Dynegy, Inc., Cl. A 1 143,500 1,350,335
- --------------------------------------------------------------------------------
MULTI-UTILITIES & UNREGULATED POWER--1.8%
CMS Energy Corp. 207,670 3,846,048
- --------------------------------------------------------------------------------
Sempra Energy 29,330 1,861,870
-------------
5,707,918
-------------
Total Common Stocks
(Cost $242,692,674) 277,630,289
24 | OPPENHEIMER SELECT VALUE FUND
VALUE
SHARES SEE NOTE 1
- --------------------------------------------------------------------------------
INVESTMENTS IN AFFILIATED COMPANIES--8.2%
- --------------------------------------------------------------------------------
Oppenheimer Institutional
Money Market Fund,
Cl. E, 5.21% 2,3
(Cost $25,172,380) 25,172,380 $ 25,172,380
- --------------------------------------------------------------------------------
TOTAL INVESTMENTS,
AT VALUE
(COST $267,865,054) 98.2% 302,802,669
- --------------------------------------------------------------------------------
OTHER ASSETS NET
OF LIABILITIES 1.8 5,631,091
--------------------------
NET ASSETS 100.0% $308,433,760
==========================
FOOTNOTES TO STATEMENT OF INVESTMENTS
1. Non-income producing security.
2. Rate shown is the 7-day yield as of April 30, 2007.
3. Is or was an affiliate, as defined in the Investment Company Act of 1940, at
or during the period ended April 30, 2007, 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 advisor. Transactions during the period in
which the issuer was an affiliate are as follows:
SHARES SHARES
APRIL 30, GROSS GROSS APRIL 30,
2006 ADDITIONS REDUCTIONS 2007
- -------------------------------------------------------------------------------------------
Oppenheimer Institutional Money Market
Fund, Cl. E, 5.21% -- 93,544,289 68,371,909 25,172,380
VALUE DIVIDEND
SEE NOTE 1 INCOME
- -------------------------------------------------------------------------------------------
Oppenheimer Institutional Money Market
Fund, Cl. E, 5.21% $25,172,380 $221,018
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
25 | OPPENHEIMER SELECT VALUE FUND
STATEMENT OF ASSETS AND LIABILITIES April 30, 2007
- --------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------
ASSETS
- -------------------------------------------------------------------------------------------------------
Investments, at value--see accompanying statement of investments:
Unaffiliated companies (cost $242,692,674) $ 277,630,289
Affiliated companies (cost $25,172,380) 25,172,380
---------------
302,802,669
- -------------------------------------------------------------------------------------------------------
Cash 35,919
- -------------------------------------------------------------------------------------------------------
Receivables and other assets:
Investments sold 9,661,977
Shares of beneficial interest sold 5,558,594
Interest and dividends 298,632
Other 6,075
---------------
Total assets 318,363,866
- -------------------------------------------------------------------------------------------------------
LIABILITIES
- -------------------------------------------------------------------------------------------------------
Payables and other liabilities:
Investments purchased 9,581,144
Shares of beneficial interest redeemed 189,555
Distribution and service plan fees 55,590
Transfer and shareholder servicing agent fees 34,719
Shareholder communications 28,408
Trustees' compensation 12,175
Other 28,515
---------------
Total liabilities 9,930,106
- -------------------------------------------------------------------------------------------------------
NET ASSETS $ 308,433,760
===============
- -------------------------------------------------------------------------------------------------------
COMPOSITION OF NET ASSETS
- -------------------------------------------------------------------------------------------------------
Par value of shares of beneficial interest $ 15,179
- -------------------------------------------------------------------------------------------------------
Additional paid-in capital 262,778,137
- -------------------------------------------------------------------------------------------------------
Accumulated net investment income 267,578
- -------------------------------------------------------------------------------------------------------
Accumulated net realized gain on investments and foreign currency transactions 10,435,251
- -------------------------------------------------------------------------------------------------------
Net unrealized appreciation on investments and translation of assets and
liabilities denominated in foreign currencies 34,937,615
---------------
NET ASSETS $ 308,433,760
===============
26 | OPPENHEIMER SELECT VALUE FUND
- -------------------------------------------------------------------------------------------------------
NET ASSET VALUE PER SHARE
- -------------------------------------------------------------------------------------------------------
Class A Shares:
Net asset value and redemption price per share (based on net assets of $208,402,417 and
10,194,893 shares of beneficial interest outstanding) $ 20.44
Maximum offering price per share (net asset value plus sales charge of 5.75% of offering
price) $ 21.69
- -------------------------------------------------------------------------------------------------------
Class B Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge)
and offering price per share (based on net assets of $30,499,625 and 1,526,069 shares
of beneficial interest outstanding) $ 19.99
- -------------------------------------------------------------------------------------------------------
Class C Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge)
and offering price per share (based on net assets of $54,057,513 and 2,699,262 shares
of beneficial interest outstanding) $ 20.03
- -------------------------------------------------------------------------------------------------------
Class N Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge)
and offering price per share (based on net assets of $9,542,483 and 470,280 shares of
beneficial interest outstanding) $ 20.29
- -------------------------------------------------------------------------------------------------------
Class Y Shares:
Net asset value, redemption price and offering price per share (based on net assets of
$5,931,722 and 288,431 shares of beneficial interest outstanding) $ 20.57
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
27 | OPPENHEIMER SELECT VALUE FUND
STATEMENT OF OPERATIONS For the Year Ended April 30, 2007
- --------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------
INVESTMENT INCOME
- -------------------------------------------------------------------------------------------------------
Dividends:
Unaffiliated companies (net of foreign withholding taxes of $104,329) $ 3,030,672
Affiliated companies 221,018
- -------------------------------------------------------------------------------------------------------
Interest 182,655
- -------------------------------------------------------------------------------------------------------
Other income 1,153
---------------
Total investment income 3,435,498
- -------------------------------------------------------------------------------------------------------
EXPENSES
- -------------------------------------------------------------------------------------------------------
Management fees 1,347,316
- -------------------------------------------------------------------------------------------------------
Distribution and service plan fees:
Class A 298,235
Class B 196,902
Class C 315,055
Class N 25,648
- -------------------------------------------------------------------------------------------------------
Transfer and shareholder servicing agent fees:
Class A 176,305
Class B 46,432
Class C 55,823
Class N 8,452
Class Y 21
- -------------------------------------------------------------------------------------------------------
Shareholder communications:
Class A 42,080
Class B 13,263
Class C 12,833
Class N 1,527
- -------------------------------------------------------------------------------------------------------
Trustees' compensation 12,855
- -------------------------------------------------------------------------------------------------------
Custodian fees and expenses 3,056
- -------------------------------------------------------------------------------------------------------
Other 37,159
---------------
Total expenses 2,592,962
Less reduction to custodian expenses (1,330)
Less waivers and reimbursements of expenses (4,265)
---------------
Net expenses 2,587,367
- -------------------------------------------------------------------------------------------------------
NET INVESTMENT INCOME 848,131
28 | OPPENHEIMER SELECT VALUE FUND
- -------------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
- -------------------------------------------------------------------------------------------------------
Net realized gain on:
Investments $ 15,717,249
Foreign currency transactions 146,064
---------------
Net realized gain 15,863,313
- -------------------------------------------------------------------------------------------------------
Net change in unrealized appreciation (depreciation) on:
Investments 26,982,799
Translation of assets and liabilities denominated in foreign currencies (113,904)
---------------
Net change in unrealized appreciation 26,868,895
- -------------------------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 43,580,339
===============
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
29 | OPPENHEIMER SELECT VALUE FUND
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
YEAR ENDED APRIL 30, 2007 2006
- -------------------------------------------------------------------------------------------------------------
OPERATIONS
- -------------------------------------------------------------------------------------------------------------
Net investment income $ 848,131 $ 155,280
- -------------------------------------------------------------------------------------------------------------
Net realized gain 15,863,313 1,813,566
- -------------------------------------------------------------------------------------------------------------
Net change in unrealized appreciation 26,868,895 6,569,705
-------------------------------
Net increase in net assets resulting from operations 43,580,339 8,538,551
- -------------------------------------------------------------------------------------------------------------
DIVIDENDS AND/OR DISTRIBUTIONS TO SHAREHOLDERS
- -------------------------------------------------------------------------------------------------------------
Dividends from net investment income:
Class A (633,818) (70,405)
Class B -- --
Class C (4,089) --
Class N (21,788) --
Class Y (17,617) (3,812)
-------------------------------
(677,312) (74,217)
- -------------------------------------------------------------------------------------------------------------
Distributions from net realized gain:
Class A (3,070,700) (1,246,748)
Class B (526,219) (215,494)
Class C (858,028) (369,477)
Class N (139,348) (47,718)
Class Y (55,090) (35,807)
-------------------------------
(4,649,385) (1,915,244)
- -------------------------------------------------------------------------------------------------------------
BENEFICIAL INTEREST TRANSACTIONS
- -------------------------------------------------------------------------------------------------------------
Net increase in net assets resulting from beneficial interest transactions:
Class A 108,803,314 56,516,183
Class B 13,451,029 10,205,020
Class C 28,288,447 13,459,795
Class N 5,716,795 1,769,932
Class Y 3,514,927 1,349,107
-------------------------------
159,774,512 83,300,037
- -------------------------------------------------------------------------------------------------------------
NET ASSETS
- -------------------------------------------------------------------------------------------------------------
Total increase 198,028,154 89,849,127
- -------------------------------------------------------------------------------------------------------------
Beginning of period 110,405,606 20,556,479
-------------------------------
End of period (including accumulated net investment income of
$267,578 and $97,039, respectively) $ 308,433,760 $ 110,405,606
===============================
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
30 | OPPENHEIMER SELECT VALUE FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
CLASS A YEAR ENDED APRIL 30, 2007 2006 2005 2004 2003 1
- ----------------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
- ----------------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 17.06 $ 14.88 $ 13.52 $ 10.17 $ 10.00
- ----------------------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
Net investment income (loss) .13 2,3 .09 2 .04 2 -- 4 (.03)
Net realized and unrealized gain 3.80 2.69 1.84 3.75 .20
-----------------------------------------------------------------------------
Total from investment operations 3.93 2.78 1.88 3.75 .17
- ----------------------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income (.09) (.03) -- -- --
Distributions from net realized gain (.46) (.57) (.52) (.40) --
-----------------------------------------------------------------------------
Total dividends and/or distributions
to shareholders (.55) (.60) (.52) (.40) --
- ----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 20.44 $ 17.06 $ 14.88 $ 13.52 $ 10.17
=============================================================================
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE 5 23.29% 18.92% 13.89% 37.02% 1.70%
- ----------------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
- ----------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in thousands) $ 208,402 $ 73,716 $ 12,842 $ 6,706 $ 3,411
- ----------------------------------------------------------------------------------------------------------------------------------
Average net assets (in thousands) $ 121,668 $ 34,760 $ 11,568 $ 4,706 $ 3,151
- ----------------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 6
Net investment income (loss) 0.70% 3 0.56% 0.27% (0.04)% (0.85)%
Total expenses 1.20% 7 1.30% 1.35% 1.96% 2.60%
Expenses after payments, waivers and/or
reimbursements and reduction to custodian expenses 1.20% 1.30% 1.33% 1.50% 2.35%
- ----------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover rate 107% 79% 85% 102% 66%
1. For the period from November 26, 2002 (commencement of operations) to April
30, 2003.
2. Per share amounts calculated based on the average shares outstanding during
the period.
3. Net investment income per share and the net investment income ratio include
$.05 and 0.28%, respectively, resulting from a special dividend from Ashland,
Inc. in October 2006.
4. Less than $0.005 per share.
5. Assumes an investment at net asset value 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 return. Total returns are not annualized for
periods of 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.
6. Annualized for periods of less than one full year.
7. Expenses including indirect expenses from affiliated fund were as follows:
Year Ended April 30, 2007 1.20%
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
31 | OPPENHEIMER SELECT VALUE FUND
FINANCIAL HIGHLIGHTS Continued
- --------------------------------------------------------------------------------
CLASS B YEAR ENDED APRIL 30, 2007 2006 2005 2004 1
- ---------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
- ---------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 16.75 $ 14.73 $ 13.51 $ 14.19
- ---------------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
Net investment loss (.03) 2,3 (.06) 2 (.09) 2 (.01)
Net realized and unrealized gain (loss) 3.73 2.65 1.83 (.67)
--------------------------------------------------------------
Total from investment operations 3.70 2.59 1.74 (.68)
- ---------------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income -- -- -- --
Distributions from net realized gain (.46) (.57) (.52) --
--------------------------------------------------------------
Total dividends and/or distributions to shareholders (.46) (.57) (.52) --
- ---------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 19.99 $ 16.75 $ 14.73 $ 13.51
==============================================================
- ---------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE 4 22.27% 17.79% 12.85% (4.79)%
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
- ---------------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in thousands) $ 30,500 $ 13,040 $ 2,121 $ 116
- ---------------------------------------------------------------------------------------------------------------------------
Average net assets (in thousands) $ 19,762 $ 5,924 $ 948 $ 44
- ---------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 5
Net investment loss (0.16)% 3 (0.39)% (0.65)% (1.19)%
Total expenses 2.07% 6 2.27% 2.73% 5.71%
Expenses after payments, waivers and/or
reimbursements and reduction to custodian expenses 2.07% 2.24% 2.25% 2.25%
- ---------------------------------------------------------------------------------------------------------------------------
Portfolio turnover rate 107% 79% 85% 102%
1. For the period from February 27, 2004 (inception of offering) to April 30,
2004.
2. Per share amounts calculated based on the average shares outstanding during
the period.
3. Net investment income per share and the net investment income ratio include
$.05 and 0.28%, respectively, resulting from a special dividend from Ashland,
Inc. in October 2006.
4. Assumes an investment at net asset value 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 return. Total returns are not annualized for
periods of 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.
5. Annualized for periods of less than one full year.
6. Expenses including indirect expenses from affiliated fund were as follows:
Year Ended April 30, 2007 2.07%
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
32 | OPPENHEIMER SELECT VALUE FUND
CLASS C YEAR ENDED APRIL 30, 2007 2006 2005 2004 1
- ---------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
- ---------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 16.77 $ 14.73 $ 13.52 $ 14.19
- ---------------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
Net investment loss (.01) 2,3 (.04) 2 (.10) 2 (.01)
Net realized and unrealized gain (loss) 3.73 2.65 1.83 (.66)
--------------------------------------------------------------
Total from investment operations 3.72 2.61 1.73 (.67)
- ---------------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income -- 4 -- -- --
Distributions from net realized gain (.46) (.57) (.52) --
--------------------------------------------------------------
Total dividends and/or distributions to shareholders (.46) (.57) (.52) --
- ---------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 20.03 $ 16.77 $ 14.73 $ 13.52
==============================================================
- ---------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE 5 22.38% 17.93% 12.77% (4.72)%
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
- ---------------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in thousands) $ 54,058 $ 19,090 $ 4,439 $ 174
- ---------------------------------------------------------------------------------------------------------------------------
Average net assets (in thousands) $ 31,599 $ 9,872 $ 2,155 $ 51
- ---------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 6
Net investment loss (0.08)% 3 (0.27)% (0.66)% (1.01)%
Total expenses 1.99% 7 2.13% 2.47% 5.48%
Expenses after payments, waivers and/or
reimbursements and reduction to custodian expenses 1.99% 2.13% 2.25% 2.25%
- ---------------------------------------------------------------------------------------------------------------------------
Portfolio turnover rate 107% 79% 85% 102%
1. For the period from February 27, 2004 (inception of offering) to April 30,
2004.
2. Per share amounts calculated based on the average shares outstanding during
the period.
3. Net investment income per share and the net investment income ratio include
$.05 and 0.28%, respectively, resulting from a special dividend from Ashland,
Inc. in October 2006.
4. Less than $0.005 per share.
5. Assumes an investment at net asset value 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 return. Total returns are not annualized for
periods of 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.
6. Annualized for periods of less than one full year.
7. Expenses including indirect expenses from affiliated fund were as follows:
Year Ended April 30, 2007 1.99%
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
33 | OPPENHEIMER SELECT VALUE FUND
FINANCIAL HIGHLIGHTS Continued
- --------------------------------------------------------------------------------
CLASS N YEAR ENDED APRIL 30, 2007 2006 2005 2004 1
- --------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
- --------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 16.96 $ 14.81 $ 13.52 $ 14.19
- --------------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
Net investment income (loss) .08 2,3 .04 2 (.02) 2 (.01)
Net realized and unrealized gain (loss) 3.78 2.68 1.83 (.66)
-------------------------------------------------------------
Total from investment operations 3.86 2.72 1.81 (.67)
- --------------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income (.07) -- -- --
Distributions from net realized gain (.46) (.57) (.52) --
-------------------------------------------------------------
Total dividends and/or distributions to shareholders (.53) (.57) (.52) --
- --------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 20.29 $ 16.96 $ 14.81 $ 13.52
=============================================================
- --------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE 4 22.98% 18.58% 13.37% (4.72)%
- --------------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
- --------------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in thousands) $ 9,542 $ 2,701 $ 763 $ 7
- --------------------------------------------------------------------------------------------------------------------------
Average net assets (in thousands) $ 5,150 $ 1,289 $ 438 $ 3
- --------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 5
Net investment income (loss) 0.45% 3 0.24% (0.13)% (0.73)%
Total expenses 1.47% 6 1.63% 1.79% 4.96%
Expenses after payments, waivers and/or
reimbursements and reduction to custodian expenses 1.46% 1.63% 1.74% 1.75%
- --------------------------------------------------------------------------------------------------------------------------
Portfolio turnover rate 107% 79% 85% 102%
1. For the period from February 27, 2004 (inception of offering) to April 30,
2004.
2. Per share amounts calculated based on the average shares outstanding during
the period.
3. Net investment income per share and the net investment income ratio include
$.05 and 0.28%, respectively, resulting from a special dividend from Ashland,
Inc. in October 2006.
4. Assumes an investment at net asset value 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 return. Total returns are not annualized for
periods of 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.
5. Annualized for periods of less than one full year.
6. Expenses including indirect expenses from affiliated fund were as follows:
Year Ended April 30, 2007 1.47%
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
34 | OPPENHEIMER SELECT VALUE FUND
CLASS Y YEAR ENDED APRIL 30, 2007 2006 2005 2004 1
- --------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
- --------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 17.13 $ 14.91 $ 13.53 $ 14.19
- --------------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
Net investment income .21 2,3 .14 2 .06 2 .01
Net realized and unrealized gain (loss) 3.84 2.71 1.84 (.67)
-------------------------------------------------------------
Total from investment operations 4.05 2.85 1.90 (.66)
- --------------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income (.15) (.06) -- --
Distributions from net realized gain (.46) (.57) (.52) --
-------------------------------------------------------------
Total dividends and/or distributions to shareholders (.61) (.63) (.52) --
- --------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 20.57 $ 17.13 $ 14.91 $ 13.53
=============================================================
- --------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN, AT NET ASSET VALUE 4 23.88% 19.36% 14.03% (4.65)%
- --------------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
- --------------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in thousands) $ 5,932 $ 1,859 $ 392 $ 1
- --------------------------------------------------------------------------------------------------------------------------
Average net assets (in thousands) $ 2,577 $ 968 $ 175 $ 1
- --------------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 5
Net investment income 1.15% 3 0.89% 0.42% 0.26%
Total expenses 0.77% 6 0.97% 1.18% 4.47%
Expenses after payments, waivers and/or
reimbursements and reduction to custodian expenses 0.77% 0.97% 1.18% 1.25%
- --------------------------------------------------------------------------------------------------------------------------
Portfolio turnover rate 107% 79% 85% 102%
1. For the period from February 27, 2004 (inception of offering) to April 30,
2004.
2. Per share amounts calculated based on the average shares outstanding during
the period.
3. Net investment income per share and the net investment income ratio include
$.05 and 0.28%, respectively, resulting from a special dividend from Ashland,
Inc. in October 2006.
4. Assumes an investment at net asset value 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 return. Total returns are not annualized for
periods of 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.
5. Annualized for periods of less than one full year.
6. Expenses including indirect expenses from affiliated fund were as follows:
Year Ended April 30, 2007 0.77%
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
35 | OPPENHEIMER SELECT VALUE FUND
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1. SIGNIFICANT ACCOUNTING POLICIES
Oppenheimer Select Value Fund (the Fund), is registered under the Investment
Company Act of 1940, as amended, as an open-end management investment company.
The Fund's investment objective is to seek capital appreciation over the
long-term. The Fund's investment advisor 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 six
years 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 business. Securities may be
valued primarily using dealer-supplied valuations or a portfolio pricing service
authorized by the Board of Trustees. Securities listed or traded on National
Stock Exchanges or other domestic exchanges 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 traded on NASDAQ(R) are valued based on the
closing price provided 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
will be valued at the mean between the "bid" and "asked" prices. Futures
contracts traded on a commodities or futures exchange will be valued at the
final settlement price or official closing price on the principal exchange as
reported by such principal exchange at its trading session ending at, or most
recently prior to, the time when the Fund's assets are
36 | OPPENHEIMER SELECT VALUE FUND
valued. Options are valued daily based upon the last sale price on the principal
exchange on which the option is traded. Securities (including restricted
securities) for which market quotations are not readily available are valued at
their fair value. Foreign and domestic securities whose values have been
materially affected by what the Manager identifies as a significant event
occurring before the Fund's assets are valued but after the close of 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
Trustees. Investments in open-end registered investment companies (including
affiliated funds) are valued at that fund's net asset value. Short-term "money
market type" debt securities with remaining maturities of sixty days or less are
valued at 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 New
York Stock Exchange (the "Exchange"), normally 4:00 P.M. Eastern time, on each
day the Exchange is open for business. Foreign exchange rates may be valued
primarily using dealer supplied valuations or a portfolio pricing service
authorized by the Board of Trustees.
Reported net realized foreign exchange gains or losses arise from sales of
portfolio securities, sales and maturities of short-term securities, sales of
foreign currencies, currency gains or losses realized 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 foreign exchange gains and losses 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") which seeks current income and
stability of principal. 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 advisor 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.
37 | OPPENHEIMER SELECT VALUE FUND
NOTES TO FINANCIAL STATEMENTS Continued
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1. SIGNIFICANT ACCOUNTING POLICIES Continued
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 tax components of capital shown in the table below 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
APPRECIATION
BASED ON COST OF
SECURITIES AND
UNDISTRIBUTED UNDISTRIBUTED ACCUMULATED OTHER INVESTMENTS
NET INVESTMENT LONG-TERM LOSS FOR FEDERAL INCOME
INCOME GAIN CARRYFORWARD 1,2,3 TAX PURPOSES
-------------------------------------------------------------------------
$7,180,248 $3,718,226 $8,654 $34,762,297
1. The Fund had $8,654 of straddle losses which were deferred.
2. During the fiscal year ended April 30, 2007, the Fund did not utilize any
capital loss carryforward.
3. During the fiscal year ended April 30, 2006, 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. Accordingly, the
following amounts have been reclassified for April 30, 2007. Net assets of the
Fund were unaffected by the reclassifications.
REDUCTION TO REDUCTION TO
ACCUMULATED ACCUMULATED NET
INCREASE TO NET INVESTMENT REALIZED GAIN
PAID-IN CAPITAL INCOME ON INVESTMENTS 4
-------------------------------------------------------------------------
$1,311,199 $280 $1,310,919
4. $1,311,199, including $459,105 of long-term capital gain, was distributed in
connection with Fund share redemptions.
38 | OPPENHEIMER SELECT VALUE FUND
The tax character of distributions paid during the years ended April 30, 2007
and April 30, 2006 was as follows:
YEAR ENDED YEAR ENDED
APRIL 30, 2007 APRIL 30, 2006
------------------------------------------------------------------------
Distributions paid from:
Ordinary income $ 3,738,478 $ 1,323,273
Long-term capital gain 1,588,219 666,188
-------------------------------
Total $ 5,326,697 $ 1,989,461
===============================
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 April 30, 2007 are noted below. 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 $ 268,040,372
=============
Gross unrealized appreciation $ 36,158,071
Gross unrealized depreciation (1,395,774)
-------------
Net unrealized appreciation $ 34,762,297
=============
- --------------------------------------------------------------------------------
TRUSTEES' COMPENSATION. The Fund has adopted an unfunded retirement plan (the
"Plan") for the Fund's independent trustees. Benefits are based on years of
service and fees paid to each trustee during their period of service. The Plan
was frozen with respect to adding new participants effective December 31, 2006
(the "Freeze Date") and existing Plan Participants as of the Freeze Date will
continue to receive accrued benefits under the Plan. Active independent trustees
as of the Freeze Date have each elected a distribution method with respect to
their benefits under the Plan. During the year ended April 30, 2007, the Fund's
projected benefit obligations were increased by $9,617 and payments of $1,714
were made to retired trustees, resulting in an accumulated liability of $9,137
as of April 30, 2007.
The Board of Trustees has adopted a compensation deferral plan for
independent trustees that enables trustees to elect to defer receipt of all or a
portion of the annual compensation they are entitled to receive from the Fund.
For purposes of determining the amount owed to the Trustee under the plan,
deferred amounts are treated as though equal dollar amounts had been invested in
shares of the Fund or in other Oppenheimer funds selected by the Trustee. The
Fund purchases shares of the funds selected for deferral by the Trustee in
amounts equal to his or her deemed investment, resulting in a Fund asset equal
to the deferred compensation liability. Such assets are included as a component
of "Other" within the asset section of the Statement of Assets and Liabilities.
Deferral of trustees' fees under the plan will not affect the net assets of the
Fund, and will not materially affect the Fund's assets, liabilities or net
investment income per share. Amounts will be deferred until distributed in
accordance to the compensation deferral plan.
39 | OPPENHEIMER SELECT VALUE FUND
NOTES TO FINANCIAL STATEMENTS Continued
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1. SIGNIFICANT ACCOUNTING POLICIES Continued
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Dividends and distributions to
shareholders, which are determined in accordance with income tax regulations,
are recorded on the ex-dividend date. Income and capital gain distributions, if
any, are declared and paid annually.
- --------------------------------------------------------------------------------
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, which includes accretion of discount and amortization
of premium, is accrued as earned.
- --------------------------------------------------------------------------------
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
trustees and officers with a limited indemnification against liabilities arising
in connection with the performance of their duties to the Fund. In the normal
course of business, the Fund may also enter into contracts that provide general
indemnifications. The Fund's maximum exposure under these arrangements is
unknown as this would be dependent on future claims that may be made against the
Fund. The risk of material loss from such claims is considered remote.
- --------------------------------------------------------------------------------
OTHER. The preparation of financial statements in conformity with U.S. generally
accepted accounting principles 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 income and expenses during the reporting
period. Actual results could differ from those estimates.
40 | OPPENHEIMER SELECT VALUE FUND
- --------------------------------------------------------------------------------
2. SHARES OF BENEFICIAL INTEREST
The Fund has authorized an unlimited number of $0.001 par value shares of
beneficial interest of each class. Transactions in shares of beneficial interest
were as follows:
YEAR ENDED APRIL 30, 2007 YEAR ENDED APRIL 30, 2006
SHARES AMOUNT SHARES AMOUNT
- -----------------------------------------------------------------------------------------
CLASS A
Sold 7,372,389 $ 136,331,880 3,754,544 $ 61,344,879
Dividends and/or
distributions reinvested 183,194 3,469,694 77,769 1,264,535
Redeemed (1,682,588) (30,998,260) (373,600) (6,093,231)
-------------------------------------------------------
Net increase 5,872,995 $ 108,803,314 3,458,713 $ 56,516,183
=======================================================
- -----------------------------------------------------------------------------------------
CLASS B
Sold 1,052,039 $ 18,766,112 706,240 $ 11,358,814
Dividends and/or
distributions reinvested 26,172 486,275 12,478 199,901
Redeemed (330,734) (5,801,358) (84,131) (1,353,695)
-------------------------------------------------------
Net increase 747,477 $ 13,451,029 634,587 $ 10,205,020
=======================================================
- -----------------------------------------------------------------------------------------
CLASS C
Sold 1,837,434 $ 33,281,239 890,529 $ 14,326,508
Dividends and/or
distributions reinvested 42,789 796,310 21,413 343,251
Redeemed (319,298) (5,789,102) (74,981) (1,209,964)
-------------------------------------------------------
Net increase 1,560,925 $ 28,288,447 836,961 $ 13,459,795
=======================================================
- -----------------------------------------------------------------------------------------
CLASS N
Sold 359,982 $ 6,599,603 120,978 $ 1,989,571
Dividends and/or
distributions reinvested 8,478 159,566 2,927 47,387
Redeemed (57,441) (1,042,374) (16,142) (267,026)
-------------------------------------------------------
Net increase 311,019 $ 5,716,795 107,763 $ 1,769,932
=======================================================
- -----------------------------------------------------------------------------------------
CLASS Y
Sold 201,177 $ 3,871,396 98,332 $ 1,609,551
Dividends and/or
distributions reinvested 3,818 72,665 2,426 39,574
Redeemed (25,105) (429,134) (18,524) (300,018)
-------------------------------------------------------
Net increase 179,890 $ 3,514,927 82,234 $ 1,349,107
=======================================================
- --------------------------------------------------------------------------------
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 April
30, 2007, were as follows:
PURCHASES SALES
--------------------------------------------------------------
Investment securities $316,590,250 $186,342,890
41 | OPPENHEIMER SELECT VALUE FUND
NOTES TO FINANCIAL STATEMENTS Continued
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES
MANAGEMENT FEES. Management fees paid to the Manager were in accordance with the
investment advisory agreement with the Fund which provides for a fee at an
annual rate of average net assets as shown in the following table:
FEE SCHEDULE
---------------------------------
Up to $200 million 0.75%
Next $200 million 0.72
Next $200 million 0.69
Next $200 million 0.66
Over $800 million 0.60
- --------------------------------------------------------------------------------
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 April 30, 2007, the Fund paid $267,832
to OFS for services to the Fund.
Additionally, Class Y shares are subject to minimum fees of $10,000 per
annum 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.
- --------------------------------------------------------------------------------
SERVICE PLAN FOR CLASS A SHARES. The Fund has adopted a Service Plan for Class A
shares. It reimburses the Distributor for a portion of its costs incurred for
services provided to accounts that hold Class A shares. Reimbursement is made
periodically at an annual rate of up to 0.25% of the average annual net assets
of Class A shares of the Fund. The Distributor currently uses all of those fees
to pay dealers, brokers, banks and other financial institutions periodically for
providing personal services and maintenance of accounts of their customers that
hold Class A shares. Any unreimbursed expenses the Distributor incurs with
respect to Class A shares in any fiscal year cannot be recovered in subsequent
periods. Fees incurred by the Fund under the plan are detailed in the Statement
of Operations.
- --------------------------------------------------------------------------------
DISTRIBUTION AND SERVICE PLANS FOR CLASS B, 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 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 Trustees and its independent trustees must determine whether the
Distributor shall be entitled to payment from the Fund of all or a portion of
the service fee and/or asset-based sales charge in respect to shares sold prior
to the effective date of such termination. The Distributor determines its
uncompensated expenses under the
42 | OPPENHEIMER SELECT VALUE FUND
plan at calendar quarter ends. The Distributor's aggregate uncompensated
expenses under the plan at March 31, 2007 for Class B, Class C and Class N
shares were $111,880, $300,149 and $57,946, 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 CONTINGENT CONTINGENT CONTINGENT
FRONT-END DEFERRED DEFERRED DEFERRED DEFERRED
SALES CHARGES SALES CHARGES SALES CHARGES SALES CHARGES SALES CHARGES
RETAINED BY RETAINED BY RETAINED BY RETAINED BY RETAINED BY
YEAR ENDED DISTRIBUTOR DISTRIBUTOR DISTRIBUTOR DISTRIBUTOR DISTRIBUTOR
- -----------------------------------------------------------------------------------------------
April 30, 2007 $321,271 $482 $16,795 $4,492 $315
- --------------------------------------------------------------------------------
WAIVERS AND REIMBURSEMENTS OF EXPENSES. Effective February 27, 2004, the Manager
has voluntarily undertaken to reimburse the Fund for total expenses exceeding
the following limits: 1.50% for Class A shares, 2.25% for Class B shares,
2.25% for Class C shares, 1.75% for Class N shares and 1.25% for Class Y shares.
That voluntary undertaking may be revised or terminated by the Manager at any
time without notice to shareholders.
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 April 30, 2007, the Manager waived $4,265 for IMMF
management fees.
- --------------------------------------------------------------------------------
5. FOREIGN CURRENCY CONTRACTS
A foreign currency contract is a commitment to purchase or sell a foreign
currency at a future date, at a negotiated rate. The Fund may enter into foreign
currency contracts to settle specific purchases or sales of securities
denominated in a foreign currency and for protection from adverse exchange rate
fluctuation. Risks to the Fund include the potential inability of the
counterparty to meet the terms of the contract.
The net U.S. dollar value of foreign currency underlying all contractual
commitments held by the Fund and the resulting unrealized appreciation or
depreciation are determined using prevailing foreign currency exchange rates.
Unrealized appreciation and depreciation on foreign currency contracts are
reported in the Statement of Assets and Liabilities as a receivable or payable
and in the Statement of Operations with the change in unrealized appreciation or
depreciation.
43 | OPPENHEIMER SELECT VALUE FUND
NOTES TO FINANCIAL STATEMENTS Continued
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
5. FOREIGN CURRENCY CONTRACTS Continued
The Fund may realize a gain or loss upon the closing or settlement of the
foreign transaction. Contracts closed or settled with the same broker are
recorded as net realized gains or losses. Such realized gains and losses are
reported with all other foreign currency gains and losses in the Statement of
Operations.
As of April 30, 2007, the Fund had no outstanding foreign currency
contracts.
- --------------------------------------------------------------------------------
6. RECENT ACCOUNTING PRONOUNCEMENTS
In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB
Interpretation No. 48 ("FIN 48"), ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES.
FIN 48 clarifies the accounting for uncertainty in income taxes recognized in an
enterprise's financial statements in accordance with FASB Statement No. 109,
ACCOUNTING FOR INCOME TAXES. FIN 48 requires the evaluation of tax positions
taken in the course of preparing the Fund's tax returns to determine whether it
is "more-likely-than-not" that tax positions taken in the Fund's tax return will
be ultimately sustained. A tax liability and expense must be recorded in respect
of any tax position that, in Management's judgment, will not be fully realized.
FIN 48 is effective for fiscal years beginning after December 15, 2006. As of
April 30, 2007, the Manager has evaluated the implications of FIN 48 and does
not currently anticipate a material impact to the Fund's financial statements.
The Manager will continue to monitor the Fund's tax positions prospectively
for potential future impacts.
In September 2006, the 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 April 30, 2007, 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.
44 | OPPENHEIMER SELECT VALUE FUND
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE BOARD OF TRUSTEES AND SHAREHOLDERS OF OPPENHEIMER SELECT VALUE FUND:
We have audited the accompanying statement of assets and liabilities of
Oppenheimer Select Value Fund, including the statement of investments, as of
April 30, 2007, the related statement of operations for the year then ended, and
the statements of changes in net assets and the financial highlights for each of
the years in the two-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. The financial highlights for the
period November 26, 2002 (commencement of operations) to April 30, 2005, were
audited by another independent registered public accounting firm, whose report
dated May 26, 2005, expressed an unqualified opinion thereon.
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 April 30, 2007, 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 Select Value Fund as of April 30, 2007, the results of its
operations for the year then ended, and the changes in its net assets and
financial highlights for each of the years in two-year period then ended, in
conformity with U.S. generally accepted accounting principles.
KPMG LLP
Denver, Colorado
June 14, 2007
45 | OPPENHEIMER SELECT VALUE FUND
FEDERAL INCOME TAX INFORMATION Unaudited
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
In early 2007, if applicable, shareholders of record received information
regarding all dividends and distributions paid to them by the Fund during
calendar year 2006. Regulations of the U.S. Treasury Department require the Fund
to report this information to the Internal Revenue Service.
Capital gain distributions of $0.1556 per share were paid to Class A,
Class B, Class C, Class N and Class Y shareholders, respectively, on December
15, 2006. 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 April 30,
2007 which are not designated as capital gain distributions should be multiplied
by 19.79% 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 April 30, 2007 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.
$2,891,444 of the Fund's fiscal year taxable income may be eligible for the
lower individual income tax rates. In early 2007, 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 April 30, 2007, $45,645 or 6.74% of the ordinary distributions paid
by the Fund qualifies as an interest related dividend and $10,570,920 or 100%
of the short-term capital gain distribution paid by the Fund qualifies as a
short-term capital gain 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.
46 | OPPENHEIMER SELECT VALUE FUND
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.
47 | OPPENHEIMER SELECT VALUE FUND
BOARD APPROVAL OF THE FUND'S INVESTMENT
ADVISORY AGREEMENT Unaudited
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Each year, the Board of Trustees (the "Board"), including a majority of the
independent Trustees, is required to determine whether to renew the Fund's
investment advisory agreement (the "Agreement"). The Investment Company Act of
1940, as amended, requires that the Board request and evaluate, and that the
Manager provide, such information as may be reasonably necessary to evaluate
the terms of the Agreement. The Board employs an independent consultant to
prepare a report that provides information, including comparative information
that 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 by the Manager and its affiliates,
(v) the extent to which 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.
NATURE 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 manager and the
Manager's investment team, who provide research, analysis and other advisory
services in regard to the Fund's investments; securities trading services;
oversight of third party service providers; monitoring compliance with
applicable Fund policies and procedures and adherence to the Fund's investment
restrictions. The Manager is responsible for providing certain administrative
services to the Fund as well. Those services include providing and supervising
all administrative and clerical personnel who are necessary in order to provide
effective corporate administration for the Fund; compiling and maintaining
records with respect to the Fund's operations; preparing and filing reports
required by the Securities and Exchange Commission; preparing periodic reports
regarding the operations of the Fund for its shareholders; preparing proxy
materials for shareholder meetings; and preparing the registration statements
required by Federal and state securities laws for the sale of the Fund's shares.
The Manager also provides the Fund with office space, facilities and equipment.
48 | OPPENHEIMER SELECT VALUE FUND
QUALITY OF SERVICES. 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 administrative, accounting, legal and compliance
services, and information the Board has received regarding the experience and
professional qualifications of the Manager's 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 Chris Leavy
and the Manager's Value investment team and analysts. The Board members also
considered their experiences with the Manager and its officers and other
personnel through their service on the boards 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. In light of the foregoing, the Board concluded that the Fund
benefits from the services provided under the Agreement and from the Manager's
experience, reputation, personnel, operations, and resources.
INVESTMENT PERFORMANCE OF THE MANAGER AND THE FUND. During the year, the
Manager provided information on the investment performance of the Fund and the
Manager at each Board meeting, 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 all other retail front-end
load and no-load multi-cap value funds advised by the Manager and by other
investment advisers. The Board noted that the Fund's three-year and since
inception performance were better than its peer group median. However its
one-year performance was below its peer group median.
MANAGEMENT FEES AND EXPENSES. The Board reviewed the fees paid to the
Manager and its affiliates and the other expenses borne by the Fund. The Board
also evaluated 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, other multi-cap value funds and other funds
with comparable asset levels and distribution features. The Board noted that the
Manager has agreed to voluntarily undertake to reimburse the Fund for total
annual operating expenses exceeding the following limits: 1.50% for Class A
shares, 2.25% for Class B shares, 2.25% for Class C shares, 1.75% for Class N
shares and 1.25% for Class Y shares. The voluntary undertaking may be revised or
terminated by the
49 | OPPENHEIMER SELECT VALUE FUND
BOARD APPROVAL OF THE FUND'S INVESTMENT
ADVISORY AGREEMENT Unaudited / Continued
- --------------------------------------------------------------------------------
Manager at any time without notice to shareholders. The Board noted that the
Fund's actual management fees are higher than its peer group median although its
contractual management fees and total expenses are lower than its peer group
median.
ECONOMIES OF SCALE. The Board reviewed the extent to which the Manager may
realize economies of scale in managing and supporting the Fund, the extent to
which those economies of scale benefit the Fund's shareholders and the current
level of Fund assets in relation to the Fund's breakpoint schedule for its
management fees. The Board also noted the Fund's breakpoints, which are intended
to share economies of scale that may exist as the Fund grows with its
shareholders.
BENEFITS TO 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 considered that the Manager must be able to pay and retain
experienced professional personnel at competitive rates to provide 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. In addition to considering the profits
realized by the Manager, the Board considered information 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 for services
provided and research provided to the Manager in connection with permissible
brokerage arrangements (soft dollar arrangements).
CONCLUSIONS. These factors were also considered by the independent
Trustees meeting separately from the full Board, assisted by experienced
counsel to the Fund and the independent Trustees. Fund counsel is independent of
the Manager within the meaning and intent of the Securities and Exchange
Commission Rules.
Based on its review of the information it received and its evaluations
described above, the Board, including a majority of the independent Trustees,
concluded that the nature, extent and quality of the services provided to the
Fund by the Manager are a benefit to the Fund and in the best interest of the
Fund's shareholders and that the amount and structure of the compensation
received by the Manager and its affiliates are reasonable in relation to the
services provided. Accordingly, the Board elected 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
factors together. The Board judged the terms and conditions of the Agreement,
including the management fee, in light of all of the surrounding circumstances.
50 | OPPENHEIMER SELECT VALUE FUND
TRUSTEES AND OFFICERS Unaudited
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NAME, POSITION(S) HELD WITH PRINCIPAL OCCUPATION(S) DURING THE PAST 5 YEARS;
THE FUND, LENGTH OF OTHER TRUSTEESHIPS/DIRECTORSHIPS HELD; NUMBER OF
SERVICE, AGE PORTFOLIOS IN THE FUND COMPLEX CURRENTLY OVERSEEN
INDEPENDENT THE ADDRESS OF EACH TRUSTEE IN THE CHART BELOW IS
TRUSTEES 6803 S. TUCSON WAY, CENTENNIAL, COLORADO
80112-3924. EACH TRUSTEE SERVES FOR AN INDEFINITE
TERM, OR UNTIL HIS OR HER RESIGNATION,
RETIREMENT, DEATH OR REMOVAL.
BRIAN F. WRUBLE, General Partner of Odyssey Partners, L.P. (hedge
Chairman of the Board of fund) (since September 1995); Director of Special
Trustees (since 2007), Value Opportunities Fund, LLC (registered
Trustee (since 2005) investment company) (since September 2004);
Age: 64 Investment Advisory Board Member of Zurich
Financial Services (insurance) (since October
2004); Board of Governing Trustees of The Jackson
Laboratory (non-profit) (since August 1990);
Trustee of the Institute for Advanced Study
(non-profit educational institute) (since May
1992); Special Limited Partner of Odyssey
Investment Partners, LLC (private equity
investment) (January 1999-September 2004) and
Managing Principal (1997-December 1998); Trustee
of Research Foundation of AIMR (2000-2002)
(investment research, non-profit); Governor,
Jerome Levy Economics Institute of Bard College
(August 1990-September 2001) (economics
research); Director of Ray & Berendtson, Inc.
(May 2000-April 2002) (executive search firm).
Oversees 62 portfolios in the OppenheimerFunds
complex.
MATTHEW P. FINK, Trustee of the Committee for Economic Development
Trustee (since 2005) (policy research foundation) (since 2005);
Age: 66 Director of ICI Education Foundation (education
foundation) (since October 1991); President of
the Investment Company Institute (trade
association) (October 1991-June 2004); Director
of ICI Mutual Insurance Company (insurance
company) (October 1991-June 2004). Oversees 52
portfolios in the OppenheimerFunds complex.
ROBERT G. GALLI, A director or trustee of other Oppenheimer funds.
Trustee (since 2005) Oversees 62 portfolios in the OppenheimerFunds
Age: 73 complex.
PHILLIP A. GRIFFITHS, Distinguished Presidential Fellow for
Trustee (since 2005) International Affairs (since 2002) and Member
Age: 68 (since 1979) of the National Academy of Sciences;
Council on Foreign Relations (since 2002);
Director of GSI Lumonics Inc. (precision medical
equipment supplier) (since 2001); Senior Advisor
of The Andrew W. Mellon Foundation (since 2001);
Chair of Science Initiative Group (since 1999);
Member of the American Philosophical Society
(since 1996); Trustee of Woodward Academy (since
1983); Foreign Associate of Third World Academy
of Sciences; Director of the Institute for
Advanced Study (1991-2004); Director of Bankers
Trust New York Corporation (1994-1999); Provost
at Duke University (1983-1991). Oversees 52
portfolios in the OppenheimerFunds complex.
MARY F. MILLER, Trustee of the American Symphony Orchestra
Trustee (since 2005) (not-for-profit) (since October 1998); and Senior
Age: 64 Vice President and General Auditor of American
Express Company (financial services company)
(July 1998-February 2003). Oversees 52 portfolios
in the OppenheimerFunds complex.
JOEL W. MOTLEY, Managing Director of Public Capital Advisors, LLC
Trustee (since 2005) (privately-held financial adviser) (since 2006);
Age: 55 Director of Columbia Equity Financial Corp.
(privately-held financial adviser) (since 2002);
Managing Director of Carmona Motley, Inc.
(privately-held financial adviser) (since January
2002); Managing Director of Carmona Motley
Hoffman Inc. (privately-held financial adviser)
(January 1998-December 2001); Member of the
Finance and Budget Committee of the Council on
Foreign Relations, Member of the Investment
Committee of the Episcopal Church of America,
Member of the Investment Committee and Board of
Human Rights
51 | OPPENHEIMER SELECT VALUE FUND
TRUSTEES AND OFFICERS Unaudited / Continued
- --------------------------------------------------------------------------------
JOEL W. MOTLEY Watch and the Investment Committee of Historic
continued Hudson Valley. Oversees 52 portfolios in the
OppenheimerFunds complex.
KENNETH A. RANDALL, Director of Dominion Resources, Inc. (electric
Trustee (since 2005) utility holding company) (February 1972-October
Age: 80 2005); Former Director of Prime Retail, Inc.
(real estate investment trust), Dominion Energy
Inc. (electric power and oil & gas producer),
Lumberman's Mutual Casualty Company, American
Motorists Insurance Company and American
Manufacturers Mutual Insurance Company; Former
President and Chief Executive Officer of The
Conference Board, Inc. (international economic
and business research). Oversees 52 portfolios in
the OppenheimerFunds complex.
RUSSELL S. REYNOLDS, JR., Chairman of The Directorship Search Group, Inc.
Trustee (since 2005) (corporate governance consulting and executive
Age: 75 recruiting) (since 1993); Life Trustee of
International House (non-profit educational
organization); Former Trustee of the Historical
Society of the Town of Greenwich; Former Director
of Greenwich Hospital Association; Founder,
Chairman and Chief Executive Officer of Russell
Reynolds Associates, Inc. (1969-1993); Banker at
J.P. Morgan & Co. (1958-1966); 1st Lt. Strategic
Air Command, U.S. Air Force (1954-1958). Oversees
52 portfolios in the OppenheimerFunds complex.
JOSEPH M. WIKLER, Director of the following medical device
Trustee (since 2002) companies: Medintec (since 1992) and Cathco
Age: 66 (since 1996); Director of Lakes Environmental
Association (since 1996); Member of the
Investment Committee of the Associated Jewish
Charities of Baltimore (since 1994); Director of
Fortis/Hartford mutual funds (1994-December
2001). Oversees 52 portfolios in the
OppenheimerFunds complex.
PETER I. WOLD, President of Wold Oil Properties, Inc. (oil and
Trustee (since 2002) gas exploration and production company) (since
Age: 59 1994); Vice President, Secretary and Treasurer of
Wold Trona Company, Inc. (soda ash processing and
production) (1996-2006); Vice President of
American Talc Company, Inc. (talc mining and
milling) (since 1999); Managing Member of
Hole-in-the-Wall Ranch (cattle ranching) (since
1979); Director and Chairman of the Denver Branch
of the Federal Reserve Bank of Kansas City
(1993-1999); and Director of PacifiCorp.
(electric utility) (1995-1999). Oversees 52
portfolios in the OppenheimerFunds complex.
- --------------------------------------------------------------------------------
INTERESTED TRUSTEE THE ADDRESS OF MR. MURPHY IS TWO WORLD FINANCIAL
AND OFFICER CENTER, 225 LIBERTY STREET, 11TH FLOOR, NEW YORK,
NEW YORK 10281-1008. MR. MURPHY SERVES AS A
TRUSTEE FOR AN INDEFINITE TERM, OR UNTIL HIS
RESIGNATION, RETIREMENT, DEATH OR REMOVAL AND AS
AN OFFICER FOR AN INDEFINITE TERM, OR UNTIL HIS
RESIGNATION, RETIREMENT, DEATH OR REMOVAL. MR.
MURPHY IS AN INTERESTED TRUSTEE DUE TO HIS
POSITIONS WITH OPPENHEIMERFUNDS, INC. AND ITS
AFFILIATES.
JOHN V. MURPHY, Chairman, Chief Executive Officer and Director of
Trustee, President and the Manager (since June 2001); President of the
Principal Executive Officer Manager (September 2000-March 2007); President
(since 2002) and a director or trustee of other Oppenheimer
Age: 57 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) (since November 2001); 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,
52 | OPPENHEIMER SELECT VALUE FUND
JOHN V. MURPHY, Trinity Investment Management Corporation and
continued Tremont Capital Management, Inc. (since November
2001), HarbourView Asset Management Corporation
and OFI Private Investments, Inc. (since July
2001); President (since November 1, 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); Member of the Investment
Company Institute's Board of Governors (since
October 3, 2003); Chief Operating Officer of the
Manager (September 2000-June 2001); President and
Trustee of MML Series Investment Fund and
MassMutual Select Funds (open-end investment
companies) (November 1999-November 2001);
Director of C.M. Life Insurance Company
(September 1999-August 2000); President, Chief
Executive Officer and Director of MML Bay State
Life Insurance Company (September 1999-August
2000); Director of Emerald Isle Bancorp and
Hibernia Savings Bank (wholly-owned subsidiary of
Emerald Isle Bancorp) (June 1989-June 1998).
Oversees 99 portfolios in the OppenheimerFunds
complex.
- --------------------------------------------------------------------------------
OTHER OFFICERS OF THE ADDRESSES OF THE OFFICERS IN THE CHART BELOW
THE FUND ARE AS FOLLOWS: FOR MESSRS LEAVY, DAMIAN, ZACK,
GILLESPIE AND MS. BLOOMBERG, TWO WORLD FINANCIAL
CENTER, 225 LIBERTY STREET, NEW YORK, NEW YORK
10281-1008, FOR MESSRS. VANDEHEY, WIXTED,
PETERSEN, SZILAGYI AND MS. IVES, 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.
CHRISTOPHER LEAVY, Director of Equities (since January 2007); Senior
Vice President and Portfolio Vice President of the Manager (since September
Manager (since 2002) 2000); portfolio manager of Morgan Stanley Dean
Age: 36 Witter Investment Management (1997-September
2000). An officer of 7 portfolios in the
OppenheimerFunds complex.
JOHN DAMIAN, Vice President of the Manager (since September
Vice President and Portfolio 2001); Senior Analyst/Director for Citigroup
Manager (since 2004) Asset Management (November 1999-September 2001);
Age: 38 Senior Research Analyst for Pzena Investment
Management (October 1997-November 1999). An
officer of 2 portfolios in the OppenheimerFunds
complex.
MARK S. VANDEHEY, Senior Vice President and Chief Compliance
Vice President and Chief Officer of the Manager (since March 2004); Vice
Compliance Officer President of OppenheimerFunds Distributor, Inc.,
(since 2004) Centennial Asset Management Corporation and
Age: 56 Shareholder Services, Inc. (since June 1983).
Former Vice President and Director of Internal
Audit of the Manager (1997-February 2004). An
officer of 99 portfolios in the OppenheimerFunds
complex.
BRIAN W. WIXTED, Senior Vice President and Treasurer of the
Treasurer and Principal Manager (since March 1999); Treasurer of the
Financial & Accounting following: HarbourView Asset Management
Officer (since 2002) Corporation, Shareholder Financial Services,
Age: 47 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. (since May
2000), 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); Principal and Chief Operating
Officer of Bankers Trust Company-Mutual Fund
Services Division (March 1995-March 1999). An
officer of 99 portfolios in the OppenheimerFunds
complex.
53 | OPPENHEIMER SELECT VALUE FUND
TRUSTEES AND OFFICERS Unaudited / Continued
- --------------------------------------------------------------------------------
BRIAN S. PETERSEN, Vice President of the Manager (since February
Assistant Treasurer 2007); Assistant Vice President of the Manager
(since 2004) (August 2002-February 2007); Manager/Financial
Age: 36 Product Accounting of the Manager (November
1998-July 2002). An officer of 99 portfolios in
the OppenheimerFunds complex.
BRIAN C. SZILAGYI, Assistant Vice President of the Manager (since
Assistant Treasurer July 2004); Director of Financial Reporting and
(since 2005) Compliance of First Data Corporation (April
Age: 37 2003-July 2004); Manager of Compliance of Berger
Financial Group LLC (May 2001-March 2003);
Director of Mutual Fund Operations at American
Data Services, Inc. (September 2000-May 2001). An
officer of 99 portfolios in the OppenheimerFunds
complex.
ROBERT G. ZACK, Executive Vice President (since January 2004) and
Secretary (since 2002) General Counsel (since March 2002) of the
Age: 58 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 (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 (Asia) Limited (since
December 2003); Senior Vice President (May
1985-December 2003), Acting General Counsel
(November 2001-February 2002) and Associate
General Counsel (May 1981-October 2001) of the
Manager; Assistant Secretary of the following:
Shareholder Services, Inc. (May 1985-November
2001), Shareholder Financial Services, Inc.
(November 1989-November 2001), and
OppenheimerFunds International Ltd. (September
1997-November 2001). An officer of 99 portfolios
in the OppenheimerFunds complex.
LISA I. BLOOMBERG, Vice President and Associate Counsel of the
Assistant Secretary Manager (since May 2004); First Vice President
(since 2004) (April 2001-April 2004), Associate General
Age: 39 Counsel (December 2000-April 2004), Corporate
Vice President (May 1999-April 2001) and
Assistant General Counsel (May 1999-December
2000) of UBS Financial Services Inc. (formerly,
PaineWebber Incorporated). An officer of 99
portfolios in the OppenheimerFunds complex.
PHILLIP S. GILLESPIE, Senior Vice President and Deputy General Counsel
Assistant Secretary of the Manager (since September 2004); First Vice
(since 2004) President (2001-September 2004); Director
Age: 43 (2000-September 2004) and Vice President
(1998-2000) of Merrill Lynch Investment
Management. An officer of 99 portfolios in the
OppenheimerFunds complex.
KATHLEEN T. IVES, Vice President (since June 1998) and Senior
Assistant Secretary Counsel and Assistant Secretary (since October
(since 2002) 2003) of the Manager; Vice President (since 1999)
Age: 41 and Assistant Secretary (since October 2003) of
the Distributor; Assistant Secretary of
Centennial Asset Management Corporation (since
October 2003); Vice President and Assistant
Secretary of Shareholder Services, Inc. (since
1999); Assistant Secretary of OppenheimerFunds
Legacy Program and Shareholder Financial
Services, Inc. (since December 2001); Assistant
Counsel of the Manager (August 1994-October
2003). An officer of 99 portfolios in the
OppenheimerFunds complex.
THE FUND'S STATEMENT OF ADDITIONAL INFORMATION CONTAINS ADDITIONAL INFORMATION
ABOUT THE FUND'S TRUSTEES AND OFFICERS AND IS AVAILABLE WITHOUT CHARGE UPON
REQUEST.
54 | OPPENHEIMER SELECT VALUE FUND
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 Trustees of the registrant has determined that the registrant does
not have an audit committee financial expert serving on its Audit Committee. In
this regard, no member of the Audit Committee was identified as having all of
the technical attributes identified in Instruction 2(b) to Item 3 of Form N-CSR
to qualify as an "audit committee financial expert," whether
through the type of specialized education or experience described in that
Instruction. The Board has concluded that while the members of the Audit
Committee collectively have the necessary attributes and experience required to
serve effectively as an Audit Committee, no single member possesses all of the
required technical attributes through the particular methods of education or
experience set forth in the Instructions to be designated as an audit committee
financial expert.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Audit Fees
The principal accountant for the audit of the registrant's annual financial
statements billed $18,000 in fiscal 2007 and $14,000 in fiscal 2006.
(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 $225,954 for fiscal 2007 and $156,805 for fiscal 2006 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 and professional services
relating to FAS 123R.
(c) Tax Fees
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 in fiscal 2007 and $6,536 in fiscal 2006 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: Preparation of form 5500.
(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 $225,954 in fiscal 2007 and $163,341 in
fiscal 2006 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)
No such services were rendered.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
Not applicable.
ITEM 6. SCHEDULE OF INVESTMENTS.
Not applicable.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
THE FUND'S GOVERNANCE COMMITTEE PROVISIONS WITH RESPECT TO NOMINATIONS OF
DIRECTORS/TRUSTEES TO THE RESPECTIVE BOARDS
1. The Fund's Governance Committee (the "Committee") will evaluate potential
Board candidates to assess their qualifications. The Committee shall have
the authority, upon approval of the Board, to retain an executive search
firm to assist in this effort. The Committee may consider recommendations by
business and personal contacts of current Board members and by executive
search firms which the Committee may engage from time to time and may also
consider shareholder recommendations. The Committee may consider the advice
and recommendation of the Funds' investment manager and its affiliates in
making the selection.
2. The Committee shall screen candidates for Board membership. The Committee
has not established specific qualifications that it believes must be met by
a trustee nominee. In evaluating trustee nominees, the Committee considers,
among other things, an individual's background, skills, and experience;
whether the individual is an "interested person" as defined in the
Investment Company Act of 1940; and whether the individual would be deemed
an "audit committee financial expert" within the meaning of applicable SEC
rules. The Committee also considers whether the individual's background,
skills, and experience will complement the background, skills, and
experience of other nominees and will contribute to the Board. There are no
differences in the manner in which the Committee evaluates nominees for
trustees based on whether the nominee is recommended by a shareholder.
3. The Committee may consider nominations from shareholders for the Board at
such times as the Committee meets to consider new nominees for the Board.
The Committee shall have the
sole discretion to determine the candidates to present to the Board and, in
such cases where required, to shareholders. Recommendations for trustee
nominees should, at a minimum, be accompanied by the following:
o the name, address, and business, educational, and/or other pertinent
background of the person being recommended;
o a statement concerning whether the person is an "interested person" as
defined in the Investment Company Act of 1940;
o 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
o 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 04/30/2007, 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 Select Value Fund
By: /s/ John V. Murphy
---------------------------
John V. Murphy
Principal Executive Officer
Date: 06/12/2007
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: 06/12/2007
By: /s/ Brian W. Wixted
---------------------------
Brian W. Wixted
Principal Financial Officer
Date: 06/12/2007