OPPENHEIMER ROCHESTER FUND MUNICIPALS (Form: N-CSR, Received: 03/04/2019 15:21:02)

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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. Fund returns include changes in share price, reinvested distributions, and a 4.75% maximum applicable sales charge except where “without sales charge” is indicated. Current performance may be lower or higher than the performance quoted. Returns do not consider capital gains or income taxes on an individual’s investment. For performance data current to the most recent month-end, visit oppenheimerfunds.com or call 1.800.CALL OPP (225.5677).

Fund Performance Discussion

Oppenheimer Rochester Fund Municipals continued to generate attractive levels of tax-free income during the most recent reporting period. As of December 31, 2018, the Class A shares provided a yield-driven annual total return of 8.88% at net asset value (NAV) and a distribution yield of 3.36% at NAV. Additionally, the Fund’s Class A shares outperformed the Bloomberg Barclays Municipal Index, its benchmark, by 760 basis points. For New York State and New York City residents in the top 2018 tax bracket, the taxable equivalent yield was 5.65% and 5.92%, respectively.

MARKET OVERVIEW

The reporting period ended with a ninth consecutive quarter-point increase of the Fed Funds target interest rate. The Federal Reserve Open Market Committee (FOMC) set it to the range of 2.25% to 2.50% on December 19, 2018. While this increase, the fourth in this reporting period, was expected, the U.S. equities markets reacted sharply to the concurrent announcement that 2019 would likely see two or fewer rate increases; earlier indications were for the FOMC to increase the rate at least three times in 2019.

The first quarter-point increase of this reporting period was announced after the

The average 12-month distribution yield in Lipper’s New York Municipal Debt Funds category was 2.95% at the end of this reporting period. At 3.44%, the 12-month distribution yield at NAV for this Fund’s Class A shares was 49 basis points higher than the category average.

FOMC’s March 2018 meeting. At the time, Fed officials noted that the economic outlook was strengthening. On June 13, 2018, the FOMC raised the Fed Funds target rate again, this time to the range of 1.75% to 2.00%,


YIELDS & DISTRIBUTIONS FOR CLASS A SHARES
Dividend Yield w/o sales charge		3.36	%
Dividend Yield with sales charge		3.20
Standardized Yield		3.03
Taxable Equivalent Yield		5.65
Last distribution (12/31/18)	$	0.043
Total distributions (1/1/18 to 12/31/18)	$	0.522

Endnotes for this discussion begin on page 13 of this report.

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citing a strengthening labor market and a “solid rate” of economic growth.

In an interview in November 2018, Federal Reserve Vice Chair Richard Clarida suggested the Fed needs to rely heavily on data regarding future rate increases, because current rates are in the “vicinity” of a neutral policy rate (2.5% to 3.5%). The target range had been set to the range of zero to 0.25% between December 2008 and December 2015.

The Fed’s efforts to “normalize” its balance sheet, which began in October 2017 with reductions of $10 billion a month, continued throughout this reporting period. As of December 2018, reductions reached $30 billion a month, below the expected rate of $50 billion a month by year-end 2018.

At the end of this reporting period, the BofA Merrill Lynch AAA Municipal Securities Index – the AAA subset of the broader BofA Merrill Lynch US Municipal Securities Index – yielded 2.48%, 42 basis points higher than at the reporting period’s outset.

Yields on high-grade municipal bonds and Treasuries alike increased as the Fed Funds rate rose in 2018, but it is important to note that long-term muni rates are set not by the Fed but by the market. Between June 2004 and August 2006, investors may recall, the Fed governors approved 17 consecutive increases to the Fed Funds rate but long-term muni yields trended lower.

Yields on the long end of the muni curve rose more during this reporting period than yields on securities with maturities of 10 years or less. The muni yield curve, which in late 2017 was flatter than at any time since late 2007, steepened slightly during this reporting period; meanwhile, the U.S. Treasury curve continued to flatten as prices, especially at the short end of the curve, fell.

At the end of the reporting period, the slope of the Treasury yield curve between 1- and 3-year Treasuries was negative – that is, inverted – and 1-year government paper offered higher yields than all Treasuries with maturities of 7 years or less. Given that the yield on a 10-year Treasury was just 6 basis points higher than the yield on a 1-year Treasury on December 31, 2018, the reward for taking on 10-year risk was scant.

As a result of the changes in the two yield curves, 30-year AAA-rated munis continued to be considered “cheap to Treasuries.” At the end of this reporting period, the yield on the 30-year, AAA-rated muni was slightly higher than the yield on the 30-year Treasury, meaning that all taxpayers would earn more on an after-tax basis by investing in the muni versus the Treasury. At 5- and 10-year maturities, the tax-equivalent yield (TEY) of a muni investment was greater than the Treasury yield for taxpayers with top marginal federal tax rates of at least 25% and 15%, respectively.

A $168 billion budget for New York State’s fiscal year 2019 passed in March 2018. It was

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the eighth consecutive budget with increased spending. To close a $4.4 billion spending gap, the new budget proposes $750 million in new taxes and fees, including a tax on opioid manufacturers, a corporation windfall tax credit, and an “internet fairness tax” that would require online marketplaces to collect sales tax from all third-party sales to New Yorkers, even if the seller is not located in New York; the U.S. Supreme Court’s decision in South Dakota vs. Wayfair, announced in June 2018, will require certain online retailers to do the same nationwide. Other provisions include a 3% increase in school aid, $1.9 billion for energy and environment spending, $70 billion for Medicaid, and $7.4 billion for higher education.

New York State sold $215.2 million of tax-exempt and taxable general obligation (G.O.) bonds in March 2018. Proceeds will be used for transportation, education, and environmental purposes. Approximately $69 million will be used to refund a portion of outstanding G.O. bonds. At the end of this reporting period, the state’s G.O. bonds were rated Aa1 by Moody’s Investors Service, and AA-plus by S&P Global Ratings (S&P) and Fitch Ratings. G.O.s are backed by the full faith and taxing authority of the state or local government that issues them.

The Resorts Worldwide Catskills casino in the town of Monticello opened in February 2018, and in March 2018, the Oneida Nation opened a smoke-free casino in Bridgeport. Although casinos have recently been built in the Finger Lakes, Schenectady, and the

Southern Tier, revenues (and the taxes owed on them) are behind projections at all properties. State officials are nonetheless calling for patience, stating that it takes at least three years for a casino’s business to stabilize, while also highlighting that job creation and construction spending have already helped boost local economies.

The Seneca Nation of Indians filed a lawsuit in April 2018 against New York State seeking to remit Thruway toll revenue from a nearly 3-mile stretch of road was built through tribal territory 60 years ago. The plaintiffs’ attorneys argued that the Seneca Nation should be compensated for the use of the land and that the state should stop collecting tolls.

In November 2018, Gov. Andrew Cuomo easily won re-election to a third term with Democrats gaining full control of the State Legislature for the first time in more than a decade. Many New Yorkers believe that this change in leadership will result in new fiscal policies and increased spending on certain state programs.

In June 2018, New York City Mayor Bill de Blasio and the City Council agreed on a $89.2 billion budget for fiscal year 2019. The spending plan was slightly higher than the budget de Blasio proposed earlier in the year, and 4.7% higher than the prior budget. Since the mayor took office in January 2015, spending is up approximately 20%. The 2019 plan calls for $1.125 billion in the general reserve fund and $4.35 billion in the retiree health benefits trust fund, up $125 million

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and $100 million, respectively. The budget also funds a “fair fares” discount for low-income subway riders for one year, allocates school funds based on a system based on enrolled students’ educational needs (Fair Student Funding) , and includes $12 million to equip all police department patrol officers with body cameras, $13 million to handle heating needs for residents in low-income housing, and $26 million to build four new pre-K schools.

Also in June, Gov. Cuomo signed a bill that defines a corridor within which construction for a LaGuardia Airport AirTrain project could be undertaken. If the project moves as planned, construction would begin in 2020 and conclude in 2022. The governor estimates that the ride between midtown Manhattan and the airport would take less than 30 minutes. The 70-year-old airport is currently undergoing an $8 billion overhaul.

Mid-reporting period, Comptroller Scott Stringer proposed 65 changes to the city’s Constitution. The Comptroller’s suggested reforms include a structured capital budget, more comprehensive information about the condition of capital assets, and reporting on the changes in the cost of capital projects.

In December 2018, Mayor de Blasio announced the $24 billion NYCHA 2.0 plan to deal with the city’s housing crisis, featuring three new programs: Build to Preserve ($2 billion in capital repairs), Transfer to Preserve ($1 billion through the sale of air rights), and Fix to Preserve (to improve services,

infrastructure maintenance, and address health and safety problems). The authority serves 400,000 residents, or 5% of the city’s population, in 175,000 apartments.

As of December 31, 2018, Fitch and S&P affirmed their AA ratings for New York City’s G.O. bonds and Moody’s assigned an Aa2 rating.

The Commonwealth of Puerto Rico and the federal oversight board established by PROMESA (the Puerto Rico Oversight, Management and Economic Stability Act) continued to generate headlines throughout this reporting period; additional information about the developments in Puerto Rico can be found on our online PR Roundup (oppenheimerfunds.com/puerto-rico).

In response to Hurricane Maria, the Commonwealth has been the recipient of a wide array of federal aid, including billions in disaster relief funds and thousands of “boots on the ground.” Losses in the Commonwealth are estimated to total $37 billion, and disaster relief appears to be double that amount, according to Axios, a new mobile media platform.

Throughout this reporting period, several Puerto Rico issuers continued to remain current in their debt payments, including PRASA, the Commonwealth’s aqueduct and sewer authority; the University of Puerto Rico; the Municipal Finance Agency, and the Children’s Trust, which handles payments on the tobacco bonds backed by Puerto Rico’s

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share of the proceeds from the 1998 Master Settlement Agreement. However, Puerto Rico has not honored the debt-service obligations on G.O. securities since 2016.

The Puerto Rico Treasury Department reported a bank cash position of $3.646 billion at the end of this reporting period, which in our opinion does not align with the government’s assertion that it cannot make payments on its G.O. debt.

Debt restructuring agreements related to PREPA and COFINA debt were announced during this reporting period; PREPA debt is issued by Puerto Rico’s electric utility authority and COFINA debt is backed by sales and use tax (SUT) collections. Assuming it is approved by U.S. District Court Judge Laura Taylor Swain, the COFINA agreement will become effective in early 2019. Details of the PREPA restructuring had not been hammered out as of December 31, 2018, and absolute recoveries will depend on a variety of factors.

Gov. Ricardo Rosselló Nevares released a lengthy economic and disaster recovery plan that outlines his case for seeking outside funding of $139.1 billion over the next 10 years. Also during this reporting period, the government has enacted tax measures that are expected to reduce collections by nearly $2 billion over the next 5 years and distributed Christmas bonuses to public sector employees. While the governor has said that these moves will be revenue neutral, the Oversight Board established by PROMESA has challenged that assertion and its relationship

with the governor has remained tense.

Bonds issued in Puerto Rico provided a total return of 6.0% during this reporting period, according to the Bloomberg Barclays index of securities issued there. High yield paper issued in Puerto Rico offered a total return of 36.4%. Nonetheless the situation remains dynamic, and investors should note that all issuers can be affected positively or adversely by economic and fiscal conditions: were the economic situation in Puerto Rico to worsen, for example, then the performance of Rochester municipal funds that hold Puerto Rican debt, including this Fund, may be adversely affected.

Our team will continue to work constructively with all parties involved as we seek the best overall return for our shareholders and a sustainable path forward for Puerto Rico.

FUND PERFORMANCE

Oppenheimer Rochester Fund Municipals held more than 720 securities as of December 31, 2018. The Fund was invested in a broad range of sectors, providing shareholders with a diversity of holdings that we believe would be difficult and costly to replicate in an individual portfolio.

During this reporting period, persistent low interest rates put pressure on the dividends of many fixed income investments. This Fund’s Class A dividend, which was 4.6 cents per share at the outset of this reporting period, was reduced to 4.3 cents per share beginning

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with the March 2018 payout. In all, the Fund distributed 52.2 cents per Class A share this reporting period. Toward the end of this reporting period, the Rochester team decided to increase the daily dividend accrual for this Fund in anticipation of a higher January 2019 payout.

Eight of the Fund’s 10 largest sectors were among the 10 strongest contributors to positive performance this reporting period. The Fund’s total return this reporting period was primarily driven by its holdings of sales tax revenue bonds. Debt-service payments on securities in this sector, the Fund’s fifth largest, are paid using the issuing municipality’s sales tax revenue. COFINA bonds, backed by Puerto Rico’s SUT, represent more than half of the assets in this sector, which also includes one security issued by the U.S. Virgin Islands.

Of the top sectors listed on page 11 of this report, only two were not among the 10 best-performing sectors this reporting period: the tobacco bonds sector, which consists of securities backed by proceeds from the 1998 Master Settlement Agreement, and the water utilities sector.

Research-based security selection continued to be a factor in the strong performance of these sectors. The bonds in the highway/ commuter facilities sector, including several issued by Puerto Rico and one by the U.S. Virgin Islands, are used to build and maintain roadways and highway amenities. This sector was the Fund’s second largest and the eighth

strongest contributor to performance this reporting period. The higher education sector, the Fund’s third largest sector and its sixth strongest contributor to total return this reporting period, and the hospital/healthcare sector, the Fund’s tenth largest sector and its tenth-best contributor to performance, include many investment-grade securities. As of December 31, 2018, both sectors included several bonds issued in Puerto Rico. Holdings in the marine/aviation facilities sector, this Fund’s fourth largest sector and ninth-best performer, are typically high-grade investments backed by valuable collateral. This sector included one bond issued in the Northern Mariana Islands. The Special Tax sector, which includes securities that are backed by various taxes, was the sixth largest sector and the seventh strongest performer for this reporting period. The G.O. sector, the Fund’s seventh largest sector and third best performer as of December 31, 2018, consists of bonds issued by various municipalities, and many of the Fund’s holdings are insured. This sector held several bonds issued in Puerto Rico and two bonds issued in the Northern Mariana Islands at the end of the reporting period. The electric utilities sector, the Fund’s eighth largest as of December 31, 2018, was the fourth strongest contributor to performance this reporting period. The Fund’s PREPA bonds represented less than one-half of 1% of the Fund’s assets as of December 31, 2018. The electric utilities sector also included three bonds issued in Guam.

Market conditions, primarily pricing pressure on high-grade securities, caused the real

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estate sector, the diversified financial services sector, and the small paper, containers and packaging sector to detract slightly from the Fund’s performance during the reporting period. In aggregate, these three sectors reduced the Fund’s performance by less than one-tenth of 1%.

The Fund’s investments in securities issued in the Commonwealth of Puerto Rico contributed positively to the Fund’s total return this reporting period. The securities are exempt from federal, state, and local income taxes, and the Fund’s holdings as of December 31, 2018 included securities from many different sectors.

Investors should note that some of this Fund’s investments in securities issued in Guam, Puerto Rico, the U.S. Virgin Islands, and New York are insured. A complete listing of securities held by this Fund can be found in

this report’s Statement of Investments.

INVESTMENT STRATEGY

The Rochester investment team focuses exclusively on municipal bonds, and this Fund invests primarily in investment-grade municipal securities. It may invest up to 25% of its total assets in below-investment grade securities, or “junk” bonds; the percentage of assets and the credit quality of the securities are measured at the time of purchase. Additionally, the credit quality is based on Nationally Recognized Statistical Rating Organization (“NRSRO”) ratings or, if no NRSRO rating, on internal ratings.

In closing, we believe that the structure and sector composition of this Fund and the use of time-tested strategies will continue to benefit fixed income investors through interest rate and economic cycles.

Troy E. Willis, J.D., CFA

Team Leader, Vice President,

and Senior Portfolio Manager

Troy Willis has been named portfolio manager of the Fund. With support as needed from the Oppenheimer Municipal Fund Management Team, Troy will continue to adhere to a consistent investment approach based on the belief that tax-free yield can help investors achieve their long-term financial objectives even when market conditions fluctuate. The Fund will not be managed based on predictions of interest rate changes. Further details about the Rochester team’s investment approach can be found on our landing page, oppenheimerfunds.com/rochesterway.

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Top Holdings and Allocations

TOP TEN CATEGORIES


Tobacco Master Settlement Agreement			10.8%
Highways/Commuter Facilities			10.2
Higher Education			7.6
Marine/Aviation Facilities			7.6
Sales Tax Revenue			7.6
Special Tax			7.0
General Obligation			6.5
Electric Utilities			6.5
Water Utilities			4.3
Hospital/Healthcare			4.2

Portfolio holdings and allocations are subject to change. Percentages are as of December 31, 2018 and are based on total assets.

CREDIT ALLOCATION


	NRSRO- Rated		Sub- Adviser- Rated		Total
AAA		3.5%		0.2%		3.7%
AA		38.5		0.0		38.5
A		15.9		0.0		15.9
BBB		12.7		6.3		19.0
BB or lower		12.2		10.7		22.9
Total		82.8%		17.2%		100.0%

The percentages above are based on the market value of the securities as of December 31, 2018 and are subject to change. OppenheimerFunds, Inc. determines the credit allocation of the Fund’s assets using ratings by nationally recognized statistical rating organizations (NRSROs), such as S&P Global Ratings (S&P). For any security rated by an NRSRO other than S&P, the sub-adviser, OppenheimerFunds, Inc., converts that security’s rating to the equivalent S&P rating. If two or more NRSROs have assigned a rating to a security, the highest rating is used. For securities not rated by an NRSRO, the sub-adviser uses its own credit analysis to assign ratings in categories similar to those of S&P. The use of similar categories is not an indication that the sub-adviser’s credit analysis process is consistent or comparable with any NRSRO’s process were that NRSRO to rate the same security.

For the purposes of this Credit Allocation table, securities rated within the NRSROs’ four highest categories – AAA, AA, A, and BBB – are investment-grade securities. For further details, please consult the Fund’s prospectus or Statement of Additional Information.

For more current Fund holdings, please visit oppenheimerfunds.com.

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Performance

DISTRIBUTION YIELDS

As of 12/31/18


	Without Sales Charge		With Sales Charge
Class A		3.36%		3.20%
Class C		2.52		N/A
Class Y		3.63		N/A

STANDARDIZED YIELDS
For the 30 Days Ended 12/31/18
Class A		3.03%
Class C		2.43
Class Y		3.43


TAXABLE EQUIVALENT YIELDS
As of 12/31/18
Class A			5.65%
Class C			4.53
Class Y			6.39

UNSUBSIDIZED STANDARDIZED YIELDS
For the 30 Days Ended 12/31/18
Class A			3.02%
Class C			2.42
Class Y			3.42

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. Returns do not consider capital gains or income taxes on an individual’s investments. For performance data current to the most recent month-end, visit oppenheimerfunds.com or call 1.800.CALLOPP (225.5677). 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 4.75% and for Class C, the contingent deferred sales charge of 1% for the 1- year period. There is no sales charge for Class Y shares. Because Class B shares convert to Class A shares 72 months after purchase, the 10-year return for Class B shares uses Class A performance for the period after conversion.

The Fund’s performance is compared to the performance of the Bloomberg Barclays Municipal Index, an index of a broad range of investment-grade municipal bonds that measures the performance of the general municipal bond market. The Fund’s performance is also compared to the Consumer Price Index, a non-securities index that measures changes in the inflation rate. Indices are unmanaged and cannot be purchased by investors. 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 comprising the indices. Index performance includes reinvestment of income, but does not reflect transaction costs, fees, expenses, or taxes. Index performance is shown for illustrative purposes only as a benchmark for the Fund’s performance, and does not predict or depict performance of the Fund. The Fund’s performance reflects the effects of the Fund’s business and operating expenses.

Distribution yields for Class A shares are based on dividends of $0.043 for the 34-day accrual period ended December 31, 2018. The yield without sales charge for Class A shares is calculated by dividing annualized dividends by the Class A net asset value on December 31, 2018; for the yield with sales charge, the denominator is the Class A maximum offering price on that date. Distribution yields for Class C and Y are annualized based on dividends of $0.0322 and $0.0464, respectively, for the 34-day accrual period ended December 31, 2018, and on the corresponding net asset values on that date.

Standardized yield is based on an SEC-standardized formula designed to approximate the Fund’s annualized hypothetical current income from securities less expenses for the 30-day period ended December 31, 2018 and that date’s maximum offering price (for Class A shares) or net asset value (for all other share classes). Each result is compounded semiannually and annualized. Falling share prices artificially increase yields. The unsubsidized standardized yield is computed under an SEC-standardized formula based on net income earned for the 30-day period ended December 31, 2018. The calculation excludes any expense reimbursements and thus may result in a lower yield.

The average distribution yield in Lipper’s New York Municipal Debt Funds category was calculated based on the distributions and the final net asset values (NAVs) of the reporting period for the funds in each category. The 12-month distribution yield is the sum of a fund’s total trailing 12-month interest and dividend payments divided by the last month’s ending share price (at NAV) plus any capital gains distributed over the same period. The calculation included 91 NAVs, one for each class of each fund in the category; a fund can have up to 4 classes. Lipper yields do not include sales charges, which – if included – would reduce results.

Taxable equivalent yield is based on the standardized yield and the 2018 top federal and New York State tax rate of 46.36% (48.80% for residents of New York City). Calculations factor in the 3.8% tax on unearned income under the Patient Protection and Affordable Care Act, as applicable. A portion of the Fund’s distributions may be subject to tax; distributions may also increase an investor’s exposure to the alternative minimum tax. Capital gains distributions are taxable as capital gains. Tax treatments of the Fund’s distributions and capital gains may vary by state; investors should consult a tax advisor to determine if the Fund is appropriate for them. Each result is compounded semiannually and annualized. Falling share prices artificially increase yields. This Report must be preceded or accompanied by a Fund prospectus.

Investments in “tobacco bonds,” which are backed by the proceeds a state or territory receives from the 1998 national litigation settlement with tobacco manufacturers, may be vulnerable to economic and/or legislative events that affect issuers in a particular municipal market sector. Annual payments by MSA-participating manufacturers, for example, hinge on many factors, including annual domestic cigarette shipments, inflation and the relative market share of non-participating manufacturers. To date, we believe consumption figures remain within an acceptable range of the assumptions used to structure MSA bonds. Future MSA payments could be reduced if consumption were to fall more rapidly than originally forecast.

The ICE BofA Merrill Lynch AAA Municipal Securities index is the AAA subset of the ICE BofA Merrill Lynch US Municipal Securities Index, which tracks the performance of dollar-denominated, investment- grade, tax-exempt debt issued by U.S. states and territories and their political subdivisions; index constituents are weighted based on capitalization, and accrued interest is calculated assuming next-day settlement.

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. or its affiliates.

The views in the Fund Performance Discussion represent the opinions of this Fund’s portfolio manager and are not intended as investment advice or to predict or depict the performance of any investment. These views are as of the close of business on December 31, 2018, and are

subject to change based on subsequent developments. The Fund’s portfolio and strategies are subject to change.

Before investing in any of the Oppenheimer funds, investors should carefully consider a fund’s investment objectives, risks, charges and expenses. Fund prospectuses and summary prospectuses contain this and other information about the funds, and may be obtained by asking your financial advisor, visiting oppenheimerfunds.com, or calling 1.800.CALL OPP (225.5677). Read prospectuses and summary prospectuses carefully before investing.

Shares of Oppenheimer funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency and involve investment risks, including the possible loss of the principal amount invested.

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 and/or contingent deferred sales charges on redemptions; 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 December 31, 2018.

Actual Expenses. The first section of the table provides information about actual account values and actual expenses. You may use the information in this section for the class of shares you hold, together with the amount you invested, to estimate the expense that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.60), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During 6 Months Ended December 31, 2018” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes. The second section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio for each class of shares, and an assumed rate of return of 5% per year for each class before expenses, which is not the 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). Therefore, the “hypothetical” section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Expenses are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Those annualized expense ratios, excluding indirect expenses from affiliated funds, based on the 6-month period ended December 31, 2018 are as follows:

1. All or a portion of the security position has been segregated for collateral to cover borrowings. See Note 9 of the accompanying Notes.

2. All or a portion of the security position is when-issued or delayed delivery to be delivered and settled after period end. See Note 4 of the accompanying Notes.

4. Security represents the underlying municipal bond with respect to an inverse floating rate security held by the Fund. The bond was purchased by the Fund and subsequently transferred to a trust, which issued the related inverse floating rate security. See Note 4 of the accompanying Notes.

5. This security is not accruing income because its issuer has missed or is expected to miss interest and/or principal payments. The rate shown is the contractual interest rate. See Note 4 of the accompanying Notes.

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

7. Represents an inverse floating rate security that is subject to a shortfall/reimbursement agreement. See Note 4 of the accompanying Notes.

8. Represents the current interest rate for the inverse floating rate security. See Note 4 of the accompanying Notes.

9. Denotes an inflation-indexed security: coupon or principal are indexed to a consumer price index.

10. The issuer of this security has missed or is expected to miss interest and/or principal payments on this security. The security is insured and is accruing partial income at a rate anticipated to be recovered through the insurer. The rate shown is the contractual interest rate.

13. The value of this security was determined using significant unobservable inputs. See Note 3 of the accompanying Notes.

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

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

1. For a list of abbreviations used in the Inverse Floater table see the Portfolio Abbreviations table at the end of the Statement of Investments.

3. Represents an inverse floating rate security that is subject to a shortfall/reimbursement agreement.

The Fund may also purchase an inverse floating rate security created as part of a tender option bond transaction not initiated by the Fund when a third party, such as a municipal issuer or financial institution, transfers an underlying municipal bond to a Trust. For financial reporting purposes, the Fund includes the inverse floating rate security related to such transaction on its Statement of Investments and as an asset on its Statement of Assets and Liabilities, and interest on the security is recorded as investment income on the Fund’s Statement of Operations.

The Fund may invest in inverse floating rate securities with any degree of leverage (as measured by the outstanding principal amount of related short-term floating rate securities). However, the Fund may only expose up to 20% of its total assets to the effects of leverage from its investments in inverse floating rate securities. This limitation is measured by comparing the aggregate principal amount of the short-term floating rate securities that are related to the inverse floating rate securities held by the Fund to the total assets of the Fund.

The Fund’s exposure to the effects of leverage from its investments in inverse floating rate securities amounts to $502,730,000 or 8.93% of its total assets at period end.

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

At period end, the Fund had sold securities issued on a delayed delivery basis as follows:

Equity Security Risk. Stocks and other equity securities fluctuate in price. The value of the Fund’s portfolio may be affected by changes in the equity markets generally. Equity markets may experience significant short-term volatility and may fall sharply at times. Different markets may behave differently from each other and U.S. equity markets may move in the opposite direction from one or more foreign stock markets. Adverse events in any part of the equity or fixed-income markets may have unexpected negative effects on other market segments.

The prices of individual equity securities generally do not all move in the same direction at the same time and a variety of factors can affect the price of a particular company’s securities. These factors may include, but are not limited to, poor earnings reports, a loss of customers, litigation against the company, general unfavorable performance of the company’s sector or industry, or changes in government regulations affecting the company or its industry.

Credit Risk. The Fund invests in high-yield, non-investment-grade bonds, which may be subject to a greater degree of credit risk. Credit risk relates to the ability of the issuer to meet interest or principal payments or both as they become due. The Fund may acquire securities that have missed an interest payment, and is not obligated to dispose of securities whose issuers or underlying obligors subsequently miss an interest and/or principal.

In June 2016, Congress passed the Puerto Rico Oversight, Management, and Economic

Stability Act (“PROMESA”). PROMESA established a federally-appointed fiscal oversight board (the “Oversight Board”) to oversee Puerto Rico’s financial operations and allows the Oversight Board to file cases on behalf of the Commonwealth of Puerto Rico or one of its instrumentalities to restructure debt and other obligations of the relevant entity in a “Title III” proceeding. Title III incorporates many provisions of the federal Bankruptcy Code for U.S. territories, and incorporates legal mechanisms for a litigation stay and restructuring of pension and debt obligations, among other provisions. In early May 2017, Title III petitions were filed for the Commonwealth of Puerto Rico and the Puerto Rico Sales Tax Financing Corporation (“COFINA”), two of the largest issuers of Puerto Rico debt. Title III petitions for Puerto Rico Highways & Transportation Authority (“PRHTA”) and Puerto Rico Electric Power Authority (“PREPA”) were subsequently filed in mid-May and early July, respectively. Title III petitions for additional Puerto Rican instrumentalities may be filed. These restructuring proceedings create uncertainty as to the treatment of claims of varying degrees of seniority and the levels and priorities of payment from the affected entities.

Information concerning securities not accruing interest at period end is as follows:

Concentration Risk. The Fund invests a large percentage of its total assets in obligations of issuers within its respective state and U.S. territories. Risks may arise from geographic concentration in any state, commonwealth or territory, such as Puerto Rico, the U.S. Virgin Islands, Guam or the Northern Mariana Islands. Certain economic, regulatory or political developments occurring in the state, commonwealth or territory such as ongoing developments in Puerto Rico may impair the ability of certain issuers of municipal securities to pay principal and interest on their obligations.

The Fund’s investments in securities and/or financial derivatives may expose the Fund to various market risk factors:

Commodity Risk. Commodity risk relates to the change in value of commodities or commodity indexes as they relate to increases or decreases in the commodities market. Commodities are physical assets that have tangible properties. Examples of these types of assets are crude oil, heating oil, metals, livestock, and agricultural products.

Credit Risk. Credit risk relates to the ability of the issuer of debt to meet interest and principal payments, or both, as they come due. In general, lower-grade, higher-yield debt securities are subject to credit risk to a greater extent than lower-yield, higher-quality securities.

Equity Risk. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market.

Foreign Exchange Rate Risk. Foreign exchange rate risk relates to the change in the

U.S. dollar value of a security held that is denominated in a foreign currency. The U.S. dollar value of a foreign currency denominated security will decrease as the dollar appreciates against the currency, while the U.S. dollar value will increase as the dollar depreciates against the currency.

Interest Rate Risk. Interest rate risk refers to the fluctuations in value of fixed-income securities resulting from the inverse relationship between price and yield. For example, an increase in general interest rates will tend to reduce the market value of already issued fixed-income investments, and a decline in general interest rates will tend to increase their value. In addition, debt securities with longer maturities, which tend to have higher yields, are subject to potentially greater fluctuations in value from changes in interest rates than obligations with shorter maturities.

Volatility Risk. Volatility risk refers to the magnitude of the movement, but not the direction of the movement, in a financial instrument’s price over a defined time period. Large increases or decreases in a financial instrument’s price over a relative time period typically indicate greater volatility risk, while small increases or decreases in its price typically indicate lower volatility risk.

The Fund has authorized an unlimited number of no par value shares of beneficial interest of each class. Transactions in shares of beneficial interest were as follows:

The aggregate cost of purchases and proceeds from sales of securities, other than short-term obligations, for the reporting period were as follows:

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

The Fund’s effective management fee for the reporting period was 0.47% of average annual net assets before any applicable waivers.

Sub-Adviser Fees. The Manager has retained the Sub-Adviser to provide the day-to-day portfolio management of the Fund. Under the Sub-Advisory Agreement, the Manager pays the Sub-Adviser an annual fee in monthly installments, equal to a percentage of the investment management fee collected by the Manager from the Fund, which shall be calculated after any investment management fee waivers. The fee paid to the Sub-Adviser is paid by the Manager, not by the Fund.

Transfer Agent Fees. OFI Global (the “Transfer Agent”) serves as the transfer and shareholder servicing agent for the Fund. The Fund pays the Transfer Agent a fee based on annual net assets, which shall be calculated after any applicable fee waivers. Fees incurred and average net assets for each class with respect to these services are detailed in the Statement of Operations and Financial Highlights, respectively.

Sub-Transfer Agent Fees. The Transfer Agent has retained Shareholder Services, Inc., a wholly-owned subsidiary of OFI (the “Sub-Transfer Agent”), to provide the day-to-day transfer agent and shareholder servicing of the Fund. Under the Sub-Transfer Agency Agreement, the Transfer Agent pays the Sub-Transfer Agent an annual fee in monthly installments, equal to a percentage of the transfer agent fee collected by the Transfer Agent from the Fund, which shall be calculated after any applicable fee waivers. The fee paid to the Sub-Transfer Agent is paid by the Transfer Agent, not by the Fund.

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 reporting period, the Fund’s projected benefit obligations, payments to retired Trustees and accumulated liability were as follows:

The Fund’s Board of Trustees (“Board”) 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 with the compensation deferral plan.

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

Service Plan for Class A Shares. The Fund has adopted a Service Plan (the “Plan”) for Class A shares pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund reimburses the Distributor for a portion of its costs incurred for services provided to accounts

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

Distribution and Service Plans for Class B and Class C Shares. The Fund has adopted Distribution and Service Plans (the “Plans”) for Class C shares, and had previously adopted a similar plan for Class B shares, pursuant to Rule 12b-1 under the 1940 Act to compensate the Distributor for distributing those share classes, maintaining accounts and providing shareholder services. Under the Plans, the Fund pays the Distributor an annual asset-based sales charge of 0.75% on Class C shares’ daily net assets. The Fund paid the Distributor an annual asset-based sales charge of 0.75% on Class B shares prior to their Conversion Date. The Fund also pays a service fee under the Plans at an annual rate of 0.25% of daily net assets and previously paid this fee for Class B prior to their Conversion Date. The Plans continue in effect from year to year only if the Fund’s Board of Trustees votes annually to approve their continuance at an in person meeting called for that purpose. Fees incurred by the Fund under the Plans are detailed in the Statement of Operations.

Sales Charges. Front-end sales charges and 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.

Borrowings. The Fund can borrow money from banks in amounts up to one third of its total assets (including the amount borrowed) less all liabilities and indebtedness other than borrowings (meaning that the value of those assets must be at least 300% of the amount borrowed). The Fund can use those borrowings for investment-related purposes such as purchasing portfolio securities. The Fund also may borrow to meet redemption obligations or for temporary and emergency purposes. When the Fund invests borrowed money in portfolio

securities, it is using a speculative investment technique known as leverage and changes in the value of the Fund’s investments will have a larger effect on its share price than if it did not borrow because of the effect of leverage.

The Fund can also use the borrowings for other investment-related purposes, including in connection with the Fund’s inverse floater investments as discussed in Note 4. The Fund may use the borrowings to reduce the leverage amount of, or unwind or “collapse” trusts that issued “inverse floaters” owned by the Fund, or in circumstances in which the Fund has entered into a shortfall and forbearance agreement with the sponsor of the inverse floater trust to meet the Fund’s obligation to reimburse the sponsor of the inverse floater for the difference between the liquidation value of the underlying bond and the amount due to holders of the short-term floating rate notes issued by the Trust. See the discussion in Note 4 (Inverse Floating Rate Securities) for additional information.

The Fund will pay interest and may pay other fees in connection with loans. If the Fund does borrow, it will be subject to greater expenses than funds that do not borrow. The interest on borrowed money and the other fees incurred in conjunction with loans are an expense that might reduce the Fund’s yield and return. Expenses incurred by the Fund with respect to interest on borrowings and commitment fees are disclosed separately or as other expenses on the Statement of Operations.

The Fund entered into a Revolving Credit and Security Agreement (the “Agreement”) with conduit lenders and Citibank N.A. which enables it to participate with certain other Oppenheimer funds in a committed, secured borrowing facility that permits borrowings of up to $2.5 billion, collectively, by the Oppenheimer Rochester Funds. To secure the loan, the Fund pledges investment securities in accordance with the terms of the Agreement. Securities held in collateralized accounts to cover these borrowings are noted in the Statement of Investments. Interest is charged to the Fund, based on its borrowings, at current commercial paper issuance rates (2.5936% at period end). The Fund pays additional fees monthly to its lender on its outstanding borrowings to manage and administer the facility and is allocated its pro-rata share of an annual structuring fee and ongoing commitment fees both of which are based on the total facility size. Total fees and interest that are included in expenses on the Fund’s Statement of Operations related to its participation in the borrowing facility during the reporting period equal 0.12% of the Fund’s average net assets on an annualized basis. The Fund has the right to prepay such loans and terminate its participation in the conduit loan facility at any time upon prior notice.

At period end, the Fund had borrowings outstanding at an interest rate of 2.5936%.

Reverse Repurchase Agreements. The Fund may engage in reverse repurchase agreements. A reverse repurchase agreement is the sale of one or more securities to a

counterparty at an agreed-upon purchase price with the simultaneous agreement to repurchase those securities on a future date at a higher repurchase price. The repurchase price represents the repayment of the purchase price and interest accrued thereon over the term of the repurchase agreement. The cash received by the Fund in connection with a reverse repurchase agreement may be used for investment-related purposes such as purchasing portfolio securities or for other purposes such as those described in the preceding “Borrowings” note.

The Fund entered into a Committed Repurchase Transaction Facility (the “Facility”) with J.P. Morgan Securities LLC (the “counterparty”) which enables it to participate with certain other Oppenheimer funds in a committed reverse repurchase agreement facility that permits aggregate outstanding reverse repurchase agreements of up to $750 million, collectively. Interest is charged to the Fund on the purchase price of outstanding reverse repurchase agreements at current LIBOR rates plus an applicable spread. The Fund is also allocated its pro-rata share of an annual structuring fee based on the total Facility size and ongoing commitment fees based on the total unused amount of the Facility. The Fund retains the economic exposure to fluctuations in the value of securities subject to reverse repurchase agreements under the Facility and therefore these transactions are considered secured borrowings for financial reporting purposes. The Fund also continues to receive the economic benefit of interest payments received on securities subject to reverse repurchase agreements, in the form of a direct payment from the counterparty. These payments are included in interest income on the Statement of Operations. Total fees and interest related to the Fund’s participation in the Facility during the reporting period are included in expenses on the Fund’s Statement of Operations and equal 0.03% of the Fund’s average net assets on an annualized basis.

The securities subject to reverse repurchase agreements under the Facility are valued on a daily basis. To the extent this value, after adjusting for certain margin requirements of the Facility, exceeds the cash proceeds received, the Fund may request the counterparty to return securities equal in margin value to this excess. To the extent that the cash proceeds received exceed the margin value of the securities subject to the transaction, the counterparty may request additional securities from the Fund. The Fund has the right to declare each Wednesday as the repurchase date for any outstanding reverse repurchase agreement upon delivery of advanced notification and may also recall any security subject to such a transaction by substituting eligible securities of equal or greater margin value according to the Facility’s terms.

The Fund executed no transactions under the Facility during the reporting period.

Details of reverse repurchase agreement transactions for the reporting period are as follows:

On October 18, 2018, Massachusetts Mutual Life Insurance Company, an indirect corporate parent of the Sub-Adviser and the Manager, announced that it has entered into an agreement

whereby Invesco Ltd. (“Invesco”), a global investment management company, will acquire the Sub-Adviser (the “Transaction”). In connection with the Transaction, on January 11, 2019, the Fund’s Board unanimously approved an Agreement and Plan of Reorganization (the “Agreement”), which provides for the transfer of the assets and liabilities of the Fund to a corresponding, newly formed fund (the “Acquiring Fund”) in the Invesco family of funds (the “Reorganization”) in exchange for shares of the corresponding Acquiring Fund of equal value to the value of the shares of the Fund as of the close of business on the closing date. Although the Acquiring Fund will be managed by Invesco Advisers, Inc., the Acquiring Fund will, as of the closing date, have the same investment objective and substantially similar principal investment strategies and risks as the Fund. After the Reorganization, Invesco Advisers, Inc. will be the investment adviser to the Acquiring Fund, and the Fund will be liquidated and dissolved under applicable law and terminate its registration under the Investment Company Act of 1940, as amended. The Reorganization is expected to be a tax-free reorganization for U.S. federal income tax purposes.

The Reorganization is subject to the approval of shareholders of the Fund. Shareholders of record of the Fund on January 14, 2019 will be entitled to vote on the Reorganization and will receive a combined prospectus and proxy statement describing the Reorganization, the shareholder meeting, and a discussion of the factors the Fund’s Board considered in approving the Agreement. The combined prospectus and proxy statement is expected to be distributed to shareholders of record on or about February 28, 2019. The anticipated date of the shareholder meeting is on or about April 12, 2019.

If shareholders approve the Agreement and certain other closing conditions are satisfied or waived, the Reorganization is expected to close during the second quarter of 2019, or as soon as practicable thereafter. This is subject to change.

On February 4, 2019, the United States District Court for the District of Puerto Rico confirmed the Third Amended Title III Plan of Adjustment of Puerto Rico Sales Tax Financing Corporation (“COFINA”). As a result, during February 2019 the Fund will receive a combination of newly issued COFINA bonds and cash in exchange for legacy COFINA bonds.


	Class A Shares of the Fund
	Without Sales Charge		With Sales Charge		Bloomberg Barclays Municipal Index
1-Year		8.88%		3.71%		1.28%
5-Year		7.00		5.96		3.82
10-Year		9.00		8.47		4.85


AVERAGE ANNUAL TOTAL RETURNS WITHOUT SALES CHARGE AS OF 12/31/18
	Inception Date		1-Year			5-Year			10-Year
Class A (RMUNX)		5/15/86		8.88	%		7.00	%		9.00	%
Class C (RMUCX)		3/17/97		8.09			6.13			8.09
Class Y (RMUYX)		4/28/00		9.07			7.19			9.17

AVERAGE ANNUAL TOTAL RETURNS WITH SALES CHARGE AS OF 12/31/18
	Inception Date		1-Year			5-Year			10-Year
Class A (RMUNX)		5/15/86		3.71	%		5.96	%		8.47	%
Class C (RMUCX)		3/17/97		7.09			6.13			8.09
Class Y (RMUYX)		4/28/00		9.07			7.19			9.17


Actual	Beginning Account Value July 1, 2018		Ending Account Value December 31, 2018		Expenses Paid During 6 Months Ended December 31, 2018
Class A	$	1,000.00	$	1,005.30	$	6.08
Class C		1,000.00		1,001.50		9.94
Class Y		1,000.00		1,006.50		4.87

Hypothetical
(5% return before expenses)
Class A		1,000.00		1,019.16		6.13
Class C		1,000.00		1,015.32		10.01
Class Y		1,000.00		1,020.37		4.90


Class	Expense Ratios
Class A		1.20%
Class C		1.96
Class Y		0.96


Principal Amount		Coupon			Maturity		Value
Municipal Bonds and Notes—112.3%
New York—93.6%
$335,000	Albany County, NY Airport Authority ¹		5.000	%		12/15/2033	$	381,743
250,000	Albany County, NY Airport Authority ¹		5.000			12/15/2034		283,522
1,750,000	Albany County, NY Airport Authority ¹		5.000			12/15/2043		1,975,207
2,585,000	Albany County, NY Airport Authority ¹		5.000			12/15/2048		2,903,756
375,000	Albany County, NY IDA (Wildwood Programs) ¹		4.900			07/01/2021		373,005
1,525,000	Albany, NY Capital Resource Corp. (College Saint Rose) ¹		5.375			07/01/2026		1,574,303
1,315,000	Albany, NY Capital Resource Corp. (College Saint Rose) ¹		5.625			07/01/2031		1,356,422
8,165,000	Albany, NY Capital Resource Corp. (College Saint Rose) ¹		5.875			07/01/2041		8,394,110
300,000	Albany, NY Capital Resource Corp. (Empire Commons Student Hsg.) ¹		5.000			05/01/2027		346,881
400,000	Albany, NY Capital Resource Corp. (Empire Commons Student Hsg.) ¹		5.000			05/01/2028		459,060
550,000	Albany, NY Capital Resource Corp. (Empire Commons Student Hsg.) ¹		5.000			05/01/2029		629,249
350,000	Albany, NY Capital Resource Corp. (Empire Commons Student Hsg.) ¹		5.000			05/01/2030		398,195
350,000	Albany, NY Capital Resource Corp. (Empire Commons Student Hsg.) ¹		5.000			05/01/2031		396,711
200,000	Albany, NY Capital Resource Corp. (Empire Commons Student Hsg.) ¹		5.000			05/01/2032		225,708
385,000	Albany, NY IDA (Albany Rehabilitation) ¹		8.375			06/01/2023		385,547
1,760,000	Albany, NY IDA (Sage Colleges)		5.300			04/01/2029		1,556,562
315,000	Albany, NY Parking Authority ¹		5.000			07/15/2025		360,357
2,575,000	Amherst, NY Devel. Corp. (Daemen College) ¹		4.000			10/01/2037		2,469,734
2,345,000	Amherst, NY Devel. Corp. (Daemen College) ¹		5.000			10/01/2043		2,480,142
2,000,000	Amherst, NY Devel. Corp. (Daemen College) ¹		5.000			10/01/2048		2,107,100
1,000,000	Amherst, NY Devel. Corp. Student Hsg. (UBF Faculty-Student Hsg. Corp.) ¹		5.000			10/01/2045		1,128,980
2,735,000	Brookhaven, NY IDA (Enecon Corp.) ¹		6.300			11/01/2033		2,672,970
1,235,000	Brookhaven, NY Local Devel. Corp. (Jefferson’s Ferry) ¹		5.250			11/01/2036		1,369,319
2,750,000	Brooklyn, NY Local Devel. Corp. (Barclays Center Arena) ¹		5.000			07/15/2026		3,118,362
2,250,000	Brooklyn, NY Local Devel. Corp. (Brooklyn Events Center) ¹		5.000			07/15/2028		2,534,872
7,500,000	Brooklyn, NY Local Devel. Corp. (Brooklyn Events Center) ¹		5.000			07/15/2030		8,376,375
82,535,000	Brooklyn, NY Local Devel. Corp. (Brooklyn Events Center) ¹		5.000			07/15/2042		88,626,083
1,770,000	Buffalo & Erie County, NY Industrial Land Devel. (Buffalo State College Foundation Hsg. Corp.) ¹		5.375			10/01/2041		1,891,139
870,000	Buffalo & Erie County, NY Industrial Land Devel. (Buffalo State College Foundation Hsg. Corp.) ¹		6.000			10/01/2031		944,977
500,000	Buffalo & Erie County, NY Industrial Land Devel. (CathHS/KMHosp/SOCHOB Obligated Group) ¹		5.250			07/01/2035		548,610


Fund Performance Discussion			4

Top Holdings and Allocations			11

Fund Expenses			16

Statement of Investments			18

Statement of Assets and Liabilities			41

Statement of Operations			42

Statements of Changes in Net Assets			43

Statement of Cash Flows			44

Financial Highlights			45

Notes to Financial Statements			48

Report of Independent Registered Public Accounting Firm			68

Federal Income Tax Information			69

Board Approval of the Fund’s Investment Advisory and Sub- Advisory Agreements			70

Portfolio Proxy Voting Policies and Guidelines; Updates to Statement of Investments			73

Distribution Sources			74

Trustees and Officers			75

Privacy Notice			82


Principal Amount		Coupon			Maturity		Value
New York (Continued)
$700,000	Hempstead, NY Local Devel. Corp. (Molloy College) ¹		5.000	%		07/01/2032	$	777,126
1,500,000	Hempstead, NY Local Devel. Corp. (Molloy College) ¹		5.000			07/01/2034		1,606,155
730,000	Hempstead, NY Local Devel. Corp. (Molloy College) ¹		5.000			07/01/2035		803,102
570,000	Hempstead, NY Local Devel. Corp. (Molloy College) ¹		5.000			07/01/2036		624,458
650,000	Hempstead, NY Local Devel. Corp. (Molloy College) ¹		5.000			07/01/2038		708,142
1,250,000	Hempstead, NY Local Devel. Corp. (Molloy College) ¹		5.000			07/01/2039		1,323,750
1,000,000	Hempstead, NY Local Devel. Corp. (Molloy College) ¹		5.000			07/01/2044		1,053,930
11,000,000	Hudson Yards, NY Infrastructure Corp. ¹		5.000			02/15/2038		12,489,290
15,705,000	Hudson Yards, NY Infrastructure Corp. ¹		5.000			02/15/2039		17,783,086
26,500,000	Hudson Yards, NY Infrastructure Corp. ⁴		5.000			02/15/2042		29,864,970
39,880,000	Hudson Yards, NY Infrastructure Corp. ¹		5.000			02/15/2042		44,943,962
30,750,000	Hudson Yards, NY Infrastructure Corp. ¹		5.000			02/15/2045		34,561,155
13,125,000	Hudson Yards, NY Infrastructure Corp. ¹		5.750			02/15/2047		14,071,837
2,000,000	Jefferson County, NY Civic Facility Devel. Corp. (Samaritan Medical Center/Samaritan Medical Practice Obligated Group) ¹		5.000			11/01/2037		2,192,600
1,000,000	L.I., NY Power Authority ¹		5.000			09/01/2028		1,180,770
750,000	L.I., NY Power Authority ¹		5.000			09/01/2029		881,767
1,500,000	L.I., NY Power Authority ¹		5.000			09/01/2030		1,752,180
2,815,000	L.I., NY Power Authority ¹		5.000			09/01/2032		3,296,928
8,195,000	L.I., NY Power Authority ¹		5.000			09/01/2033		9,552,993
10,210,000	L.I., NY Power Authority ¹		5.000			09/01/2034		11,846,152
2,000,000	L.I., NY Power Authority ¹		5.000			09/01/2036		2,302,460
3,405,000	L.I., NY Power Authority ¹		5.000			09/01/2037		3,868,046
7,000,000	L.I., NY Power Authority ¹		5.000			09/01/2037		8,027,180
5,000,000	L.I., NY Power Authority ¹		5.000			09/01/2038		5,711,400
4,000,000	L.I., NY Power Authority ¹		5.000			09/01/2039		4,554,880
14,000,000	L.I., NY Power Authority ¹		5.000			09/01/2042		15,734,740
25,000,000	L.I., NY Power Authority ¹		5.000			09/01/2047		28,178,000
12,925,000	L.I., NY Power Authority ¹		5.000			09/01/2047		14,433,864
29,735,000	L.I., NY Power Authority, Series A ¹		5.000			09/01/2037		32,156,916
12,315,000	L.I., NY Power Authority, Series A ¹		5.000			09/01/2039		13,594,898
20,000,000	L.I., NY Power Authority, Series A ¹		5.000			09/01/2042		21,585,400
14,530,000	L.I., NY Power Authority, Series A ¹		5.000			09/01/2044		15,842,350
5,000,000	L.I., NY Power Authority, Series B ¹		5.000			09/01/2030		5,768,450
6,280,000	L.I., NY Power Authority, Series B ¹		5.000			09/01/2035		7,106,197
3,750,000	L.I., NY Power Authority, Series B ¹		5.000			09/01/2036		4,226,962
12,335,000	L.I., NY Power Authority, Series B ¹		5.000			09/01/2041		13,734,899
8,760,000	L.I., NY Power Authority, Series B ¹		5.000			09/01/2046		9,722,899
435,000	Lockport City, NY GO ¹		5.000			10/15/2020		458,681
455,000	Lockport City, NY GO ¹		5.000			10/15/2021		491,632
480,000	Lockport City, NY GO ¹		5.000			10/15/2022		528,701


Assets
Investments, at value (cost $6,240,178,492)—see accompanying statement of investments	$	5,544,407,740
Cash		14,273,580
Receivables and other assets:
Interest		59,285,467
Investments sold on a when-issued or delayed delivery basis		7,469,906
Shares of beneficial interest sold		5,325,897
Other		1,398,356
Total assets		5,632,160,946

Liabilities
Payables and other liabilities:
Payable for short-term floating rate notes issued (See Note 4)		502,730,000
Payable for borrowings (See Note 9)		180,900,000
Shares of beneficial interest redeemed		11,323,724
Dividends		2,001,574
Distribution and service plan fees		959,065
Trustees’ compensation		928,672
Interest expense on borrowings		281,210
Shareholder communications		16,500
Other		333,874
Total liabilities		699,474,619
Net Assets	$	4,932,686,327


Composition of Net Assets
Paid-in capital	$	6,136,906,951
Total accumulated loss		(1,204,220,624	)
Net Assets	$	4,932,686,327


Net Asset Value Per Share
Class A Shares:
Net asset value and redemption price per share (based on net assets of $3,806,271,428 and 247,947,906 shares of beneficial interest outstanding)		$15.35
Maximum offering price per share (net asset value plus sales charge of 4.75% of offering price)		$16.12
Class C Shares:
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $705,284,771 and 46,068,408 shares of beneficial interest outstanding)		$15.31
Class Y Shares:
Net asset value, redemption price and offering price per share (based on net assets of $421,130,128 and 27,426,675 shares of beneficial interest outstanding)		$15.35


Investment Income
Interest	$	243,827,711
Expenses
Management fees		23,478,128
Distribution and service plan fees:
Class A		9,473,976
Class B ¹		9,086
Class C		7,325,759
Transfer and shareholder servicing agent fees:
Class A		3,914,613
Class B ¹		910
Class C		733,183
Class Y		381,306
Shareholder communications:
Class A		47,794
Class B ¹		50
Class C		14,781
Class Y		7,624
Interest expense and fees on short-term floating rate notes issued (See Note 4)		9,397,320
Borrowing fees		5,810,038
Interest expense on borrowings		1,703,218
Trustees’ compensation		80,247
Custodian fees and expenses		44,725
Other		2,848,787
Total expenses		65,271,545
Net Investment Income		178,556,166
Realized and Unrealized Gain (Loss)
Net realized loss on investment transactions		(252,599,569	)
Net change in unrealized appreciation/(depreciation) on investment transactions		497,137,176
Net Increase in Net Assets Resulting from Operations	$	423,093,773


	Year Ended December 31, 2018			Year Ended December 31, 2017 ¹
Operations
Net investment income	$	178,556,166		$	205,988,045
Net realized gain (loss)		(252,599,569	)		38,221,442
Net change in unrealized appreciation/(depreciation)		497,137,176			(16,084,260	)

Net increase in net assets resulting from operations		423,093,773			228,125,227

Dividends and/or Distributions to Shareholders
Dividends and distributions declared:
Class A		(134,885,883	)		(206,769,803	)
Class B ²		(28,609	)		(261,032	)
Class C		(19,810,554	)		(33,330,740	)
Class Y		(13,955,899	)		(15,903,020	)

Total dividends and distributions declared		(168,680,945	)		(256,264,595	)

Beneficial Interest Transactions
Net increase (decrease) in net assets resulting from beneficial interest transactions:
Class A		(367,334,163	)		(430,182,761	)
Class B ²		(3,864,090	)		(5,305,086	)
Class C		(93,987,317	)		(100,692,454	)
Class Y		73,882,123			72,015,702

Total beneficial interest transactions		(391,303,447	)		(464,164,599	)

Net Assets
Total decrease		(136,890,619	)		(492,303,967	)
Beginning of period		5,069,576,946			5,561,880,913

End of period	$	4,932,686,327		$	5,069,576,946


Cash Flows from Operating Activities
Net increase in net assets from operations	$	423,093,773
Adjustments to reconcile net increase in net assets from operations to net cash provided by operating activities:
Purchase of investment securities		(1,438,576,834	)
Proceeds from disposition of investment securities		1,732,496,803
Short-term investment securities, net		(46,298,645	)
Premium amortization		44,879,468
Discount accretion		(65,136,810	)
Net realized loss on investment transactions		252,599,569
Net change in unrealized appreciation/depreciation on investment transactions		(497,137,176	)
Change in assets:
Decrease in other assets		45,241
Increase in interest receivable		(2,125,823	)
Decrease in receivable for securities sold		7,292,868
Change in liabilities:
Decrease in other liabilities		(237,345	)

Net cash provided by operating activities		410,895,089

Cash Flows from Financing Activities
Proceeds from borrowings		1,119,900,000
Payments on borrowings		(967,900,000	)
Payments/proceeds on short-term floating rate notes issued		(6,870,000	)
Proceeds from shares sold		450,841,541
Payments on shares redeemed		(994,215,042	)
Cash distributions paid		(25,681,238	)

Net cash used in financing activities		(423,924,739	)
Net decrease in cash		(13,029,650	)
Cash, beginning balance		27,303,230

Cash, ending balance	$	14,273,580


Class A	Year Ended December 31, 2018		Year Ended December 31, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015		Year Ended December 31, 2014
Per Share Operating Data
Net asset value, beginning of period		$14.59		$14.68		$14.68		$15.35		$14.29
Income (loss) from investment operations:
Net investment income ¹		0.55		0.57		0.76		0.97		1.02
Net realized and unrealized gain (loss)		0.73		0.04		0.12		(0.68)		1.00

Total from investment operations		1.28		0.61		0.88		0.29		2.02
Dividends and/or distributions to shareholders:
Dividends from net investment income		(0.52)		(0.70)		(0.88)		(0.96)		(0.96)
Net asset value, end of period		$15.35		$14.59		$14.68		$14.68		$15.35


Total Return, at Net Asset Value ²		8.88%		4.11%		6.06%		1.94%		14.43%

Ratios/Supplemental Data
Net assets, end of period (in millions)		$3,807		$3,975		$4,425		$4,464		$4,996
Average net assets (in millions)		$3,914		$4,420		$4,553		$4,794		$5,066
Ratios to average net assets: ³
Net investment income		3.64%		3.79%		5.05%		6.42%		6.73%
Expenses excluding specific expenses listed below		0.87%		0.83%		0.80%		0.73%		0.72%
Interest and fees from borrowings		0.15%		0.11%		0.08%		0.06%		0.05%
Interest and fees on short-term floating rate notes issued ⁴		0.19%		0.08%		0.09%		0.07%		0.20%

Total expenses		1.21%		1.02%		0.97%		0.86%		0.97%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		1.21%		1.02%		0.97%		0.86%		0.97%
Portfolio turnover rate		26%		23%		33%		13%		8%


Class C	Year Ended December 31, 2018		Year Ended December 31, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015		Year Ended December 31, 2014
Per Share Operating Data
Net asset value, beginning of period		$14.55		$14.64		$14.64		$15.32		$14.26
Income (loss) from investment operations:
Net investment income ¹		0.44		0.45		0.63		0.84		0.89
Net realized and unrealized gain (loss)		0.73		0.04		0.12		(0.69)		1.00

Total from investment operations		1.17		0.49		0.75		0.15		1.89
Dividends and/or distributions to shareholders:
Dividends from net investment income		(0.41)		(0.58)		(0.75)		(0.83)		(0.83)
Net asset value, end of period		$15.31		$14.55		$14.64		$14.64		$15.32


Total Return, at Net Asset Value ²		8.09%		3.32%		5.18%		1.02%		13.50%

Ratios/Supplemental Data
Net assets, end of period (in millions)		$705		$761		$865		$841		$909
Average net assets (in millions)		$733		$851		$875		$887		$903
Ratios to average net assets: ³
Net investment income		2.88%		3.02%		4.19%		5.57%		5.88%
Expenses excluding specific expenses listed below		1.62%		1.62%		1.66%		1.58%		1.57%
Interest and fees from borrowings		0.15%		0.11%		0.08%		0.06%		0.05%
Interest and fees on short-term floating rate notes issued ⁴		0.19%		0.08%		0.09%		0.07%		0.20%

Total expenses		1.96%		1.81%		1.83%		1.71%		1.82%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		1.96%		1.81%		1.83%		1.71%		1.82%
Portfolio turnover rate		26%		23%		33%		13%		8%


Class Y	Year Ended December 31, 2018		Year Ended December 31, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015		Year Ended December 31, 2014
Per Share Operating Data
Net asset value, beginning of period		$14.60		$14.68		$14.68		$15.35		$14.29
Income (loss) from investment operations:
Net investment income ¹		0.59		0.59		0.77		0.99		1.04
Net realized and unrealized gain (loss)		0.72		0.06		0.13		(0.68)		1.00

Total from investment operations		1.31		0.65		0.90		0.31		2.04
Dividends and/or distributions to shareholders:
Dividends from net investment income		(0.56)		(0.73)		(0.90)		(0.98)		(0.98)
Net asset value, end of period		$15.35		$14.60		$14.68		$14.68		$15.35


Total Return, at Net Asset Value ²		9.07%		4.41%		6.22%		2.09%		14.60%

Ratios/Supplemental Data
Net assets, end of period (in millions)		$421		$330		$263		$212		$231
Average net assets (in millions)		$382		$330		$238		$229		$205
Ratios to average net assets: ³
Net investment income		3.88%		3.94%		5.17%		6.57%		6.87%
Expenses excluding specific expenses listed below		0.62%		0.62%		0.66%		0.58%		0.57%
Interest and fees from borrowings		0.15%		0.11%		0.08%		0.06%		0.05%
Interest and fees on short-term floating rate notes issued ⁴		0.19%		0.08%		0.09%		0.07%		0.20%

Total expenses		0.96%		0.81%		0.83%		0.71%		0.82%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		0.96%		0.81%		0.83%		0.71%		0.82%
Portfolio turnover rate		26%		23%		33%		13%		8%


	Year Ended December 31, 2018		Year Ended December 31, 2017

Distributions paid from:
Exempt-interest dividends	$	165,575,463	$	253,086,929
Ordinary income		3,105,482		3,177,666

Total	$	168,680,945	$	256,264,595


Principal Amount		Coupon			Maturity		Value
New York (Continued)
$1,500,000	Buffalo & Erie County, NY Industrial Land Devel. (Charter School for Applied Technologies) ¹		4.500	%		06/01/2027	$	1,608,435
840,000	Buffalo & Erie County, NY Industrial Land Devel. (Charter School for Applied Technologies) ¹		5.000			06/01/2035		897,977
140,000	Buffalo & Erie County, NY Industrial Land Devel. (Global Concepts Charter School) ¹		5.000			10/01/2032		159,562
150,000	Buffalo & Erie County, NY Industrial Land Devel. (Global Concepts Charter School) ¹		5.000			10/01/2033		170,290
500,000	Buffalo & Erie County, NY Industrial Land Devel. (Global Concepts Charter School) ¹		5.000			10/01/2037		559,255
300,000	Buffalo, NY Municipal Water Finance Authority ¹		5.000			07/01/2029		342,579
150,000	Buffalo, NY Municipal Water Finance Authority ¹		5.000			07/01/2030		170,521
210,000	Buffalo, NY Municipal Water Finance Authority ¹		5.000			07/01/2031		237,926
245,000	Buffalo, NY Municipal Water Finance Authority ¹		5.000			07/01/2032		276,338
1,525,000	Build NYC Resource Corp. (Bronx Lighthouse Charter School) ¹		5.000			06/01/2038		1,576,758
2,415,000	Build NYC Resource Corp. (Bronx Lighthouse Charter School) ¹		5.000			06/01/2048		2,473,177
8,000,000	Build NYC Resource Corp. (Chapin School) ¹		5.000			11/01/2047		9,998,400
880,000	Build NYC Resource Corp. (Manhattan College) ¹		5.000			08/01/2032		1,011,498
1,500,000	Build NYC Resource Corp. (Manhattan College) ¹		5.000			08/01/2036		1,697,490
4,430,000	Build NYC Resource Corp. (Manhattan College) ¹		5.000			08/01/2047		4,925,540
1,100,000	Build NYC Resource Corp. (New York Methodist Hospital) ¹		5.000			07/01/2026		1,236,158
500,000	Build NYC Resource Corp. (New York Methodist Hospital) ¹		5.000			07/01/2030		552,175
1,500,000	Build NYC Resource Corp. (Pratt Paper) ¹		4.500			01/01/2025		1,612,380
3,250,000	Build NYC Resource Corp. (Pratt Paper) ¹		5.000			01/01/2035		3,434,112
860,000	Build NYC Resource Corp. (YMCA of Greater New York) ¹		5.000			08/01/2032		915,814
2,585,000	Bushnell Basin, NY Fire Assoc. (Volunteer Fire Dept.) ¹		5.750			11/01/2030		2,500,858
1,000,000	Canton, NY Resource Corp. Student Hsg. Facility (Grasse River-SUNY Canton) ¹		5.000			05/01/2040		1,042,580
510,000	Cattaraugus County, NY Capital Resource Corp. (St. Bonaventure University) ¹		5.000			05/01/2030		559,388
540,000	Cattaraugus County, NY Capital Resource Corp. (St. Bonaventure University) ¹		5.000			05/01/2031		589,016
200,000	Cattaraugus County, NY Capital Resource Corp. (St. Bonaventure University) ¹		5.000			05/01/2034		216,072
250,000	Cattaraugus County, NY Capital Resource Corp. (St. Bonaventure University) ¹		5.000			05/01/2039		267,695
185,000	Cattaraugus County, NY IDA (St. Bonaventure University) ¹		5.450			09/15/2019		185,631
95,000	Chautauqua, NY Utility District ¹		5.000			06/01/2023		95,154
105,000	Chautauqua, NY Utility District ¹		5.000			06/01/2025		105,147
440,000	Chemung County, NY IDA (Hathorn Redevel. Company) ^1,2		4.850			07/01/2023		441,522


Principal Amount		Coupon			Maturity		Value
New York (Continued)
$505,000	Lockport City, NY GO ¹		5.000	%		10/15/2023	$	564,711
530,000	Lockport City, NY GO ¹		5.000			10/15/2024		599,695
2,250,000	Monroe County, NY IDA (Parma Senior Hsg. Assoc.) ¹		6.500			12/01/2042		2,222,955
5,000,000	Monroe County, NY IDA (Rochester General Hospital) ¹		5.000			12/01/2046		5,470,850
800,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2027		964,848
1,200,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2028		1,436,208
1,500,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2029		1,786,515
2,000,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2030		2,367,140
1,000,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2030		1,145,440
1,500,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2031		1,713,450
1,520,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2031		1,789,040
1,000,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2032		1,171,280
1,120,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2033		1,325,038
1,000,000	Monroe County, NY IDA (Rochester Schools Modernization) ¹		5.000			05/01/2033		1,165,600
180,000	Monroe County, NY IDA (University of Rochester) ¹		5.000			07/01/2028		207,403
2,785,000	Monroe County, NY IDA (Volunteers of America) ¹		5.750			08/01/2028		2,726,738
375,000	Monroe County, NY Industrial Devel. Corp. (Highland Hospital of Rochester) ¹		5.000			07/01/2034		416,854
890,000	Monroe County, NY Industrial Devel. Corp. (Monroe Community College) ¹		5.000			01/15/2038		969,539
850,000	Monroe County, NY Industrial Devel. Corp. (Nazareth College of Rochester) ¹		5.000			10/01/2026		921,782
500,000	Monroe County, NY Industrial Devel. Corp. (Nazareth College of Rochester) ¹		5.250			10/01/2031		545,555
1,840,000	Monroe County, NY Industrial Devel. Corp. (Nazareth College of Rochester) ¹		5.500			10/01/2041		2,019,897
50,000	Monroe County, NY Industrial Devel. Corp. (Rochester General Hospital) ¹		5.000			12/01/2037		53,720
2,010,000	Monroe County, NY Industrial Devel. Corp. (Rochester General Hospital) ¹		5.000			12/01/2042		2,145,012
500,000	Monroe County, NY Industrial Devel. Corp. (St. John Fisher College) ¹		5.000			06/01/2029		556,990
1,515,000	Monroe County, NY Industrial Devel. Corp. (St. John Fisher College) ¹		5.000			06/01/2044		1,650,244
960,000	Monroe County, NY Industrial Devel. Corp. (St. John Fisher College) ¹		5.500			06/01/2034		1,091,866


Principal Amount		Coupon			Maturity		Value
New York (Continued)
$850,000	Monroe County, NY Industrial Devel. Corp. (St. John Fisher College) ¹		5.625	%		06/01/2026	$	915,696
1,495,000	Monroe County, NY Industrial Devel. Corp. (St. John Fisher College) ¹		6.000			06/01/2034		1,623,615
5,000,000	Monroe County, NY Industrial Devel. Corp. (Unity Hospital Rochester) ¹		5.500			08/15/2040		5,350,050
15,100,000	Monroe County, NY Industrial Devel. Corp. (Unity Hospital Rochester) ¹		5.750			08/15/2035		16,336,237
1,500,000	Monroe County, NY Industrial Devel. Corp. (University of Rochester) ¹		5.000			07/01/2032		1,703,295
1,000,000	Monroe County, NY Industrial Devel. Corp. (University of Rochester) ¹		5.000			07/01/2033		1,132,980
650,000,000	Monroe County, NY Tobacco Asset Securitization Corp. (TASC)		7.699	³		06/01/2061		18,746,000
802,824	Municipal Assistance Corp. for Troy, NY		5.732	³		07/15/2021		760,298
1,218,573	Municipal Assistance Corp. for Troy, NY		5.740	³		01/15/2022		1,139,634
4,025,000	Nassau County, NY GO ¹		5.000			04/01/2030		4,495,563
6,475,000	Nassau County, NY GO ¹		5.000			04/01/2031		7,215,222
7,045,000	Nassau County, NY GO ¹		5.000			04/01/2032		7,777,680
6,625,000	Nassau County, NY GO ¹		5.000			04/01/2037		7,367,663
1,000,000	Nassau County, NY GO ¹		5.000			01/01/2038		1,104,750
6,965,000	Nassau County, NY GO ¹		5.000			04/01/2038		7,717,359
3,335,000	Nassau County, NY GO ¹		5.000			04/01/2040		3,749,440
6,050,000	Nassau County, NY GO ¹		5.000			07/01/2040		6,819,378
16,665,000	Nassau County, NY GO ¹		5.000			04/01/2043		18,679,798
8,510,000	Nassau County, NY GO ¹		5.000			07/01/2045		9,540,901
12,765,000	Nassau County, NY GO ¹		5.000			07/01/2049		14,267,568
100,000	Nassau County, NY IDA (ACDS) ¹		5.950			11/01/2022		98,518
2,101,661	Nassau County, NY IDA (Amsterdam at Harborside) ⁵		2.000			01/01/2049		357,282
150,000	Nassau County, NY IDA (Epilepsy Foundation of L.I.) ¹		5.950			11/01/2022		147,777
175,000	Nassau County, NY IDA (Life’s WORCA) ¹		5.950			11/01/2022		172,406
225,000	Nassau County, NY IDA (PLUS Group Home) ¹		6.150			11/01/2022		222,345
150,000	Nassau County, NY IDA, Series A-A ¹		6.000			06/01/2021		150,006
240,000	Nassau County, NY IDA, Series A-D ¹		6.000			06/01/2021		240,010
300,000	Nassau County, NY Local Economic Assistance Corp. (CHSLI / SCOSMC / CHS / SANC / SAR / SJRNC / SJR / VMNRC / CHFTEH / VMHCS / CHHSB Obligated Group) ¹		5.000			07/01/2033		324,498
1,585,000	Nassau County, NY Local Economic Assistance Corp. (Hispanic Counseling Center) ¹		5.200			12/01/2037		1,543,869
1,055,215,000	Nassau County, NY Tobacco Settlement Corp. (TASC)		5.644	³		06/01/2060		25,757,798
105,975,000	Nassau County, NY Tobacco Settlement Corp. (TASC)		6.219	³		06/01/2046		10,622,934
40,000,000	Nassau County, NY Tobacco Settlement Corp. (TASC)		6.349	³		06/01/2060		850,000


Principal Amount		Coupon			Maturity		Value
New York (Continued)
$17,100,000	New Rochelle, NY Corp. Local Devel. (70 Nardozzi/City Dept. of Public Works) ¹		5.125	%		08/01/2050	$	17,182,764
500,000	Niagara, NY Area Devel. Corp. (Niagara University) ¹		5.000			05/01/2035		536,020
850,000	Niagara, NY Area Devel. Corp. (Niagara University) ¹		5.000			05/01/2042		902,318
280,000	Niagara, NY Frontier Transportation Authority (Buffalo Niagara International Airport) ¹		5.000			04/01/2021		295,176
1,010,000	North Tonawanda, NY HDC (Bishop Gibbons Associates) ¹		7.375			12/15/2021		1,106,455
5,130,000	NY Counties Tobacco Trust I ¹		6.500			06/01/2035		5,130,667
19,230,000	NY Counties Tobacco Trust I ¹		6.625			06/01/2042		19,231,154
3,130,000	NY Counties Tobacco Trust II (TASC) ¹		5.625			06/01/2035		3,140,298
9,025,000	NY Counties Tobacco Trust II (TASC) ¹		5.750			06/01/2043		9,156,133
20,000	NY Counties Tobacco Trust III (TASC) ¹		6.000			06/01/2043		20,030
66,335,000	NY Counties Tobacco Trust IV		4.900	³		06/01/2050		8,143,948
154,690,000	NY Counties Tobacco Trust IV		5.391	³		06/01/2055		6,246,382
608,700,000	NY Counties Tobacco Trust IV		5.822	³		06/01/2060		13,561,836
1,790,900,000	NY Counties Tobacco Trust V		6.732	³		06/01/2060		52,043,554
248,195,000	NY Counties Tobacco Trust V		6.845	³		06/01/2055		15,380,644
4,000,000	NY Counties Tobacco Trust VI ¹		5.750			06/01/2043		4,410,440
3,185,000	NY Counties Tobacco Trust VI ¹		6.000			06/01/2043		3,402,026
1,195,000	NY Counties Tobacco Trust VI ¹		6.250			06/01/2025		1,218,052
3,005,000	NY Counties Tobacco Trust VI ¹		6.450			06/01/2040		3,306,011
1,000,000	NY Counties Tobacco Trust VI (TASC) ¹		5.000			06/01/2036		1,059,610
870,000	NY Counties Tobacco Trust VI (TASC) ¹		5.000			06/01/2041		914,466
3,000,000	NY GO ¹		5.000			10/01/2037		3,438,480
15,000,000	NY GO ¹		5.000			04/01/2045		17,068,050
25,000,000	NY MTA ⁴		5.000			11/15/2036		28,498,450
3,955,000	NY MTA ¹		5.000			11/15/2036		4,508,463
23,860,000	NY MTA ⁴		5.250			11/15/2056		26,289,218
18,000,000	NY MTA (Green Bond) ¹		5.000			11/15/2031		20,968,020
24,700,000	NY MTA (Green Bond) ¹		5.000			11/15/2034		28,165,657
10,345,000	NY MTA (Green Bond) ¹		5.000			11/15/2056		11,524,020
21,000,000	NY MTA (Green Bond) ⁴		5.250			11/15/2057		24,159,730
3,570,000	NY MTA (Green Bond) ¹		5.250			11/15/2057		4,107,142
63,245,000	NY MTA Hudson Rail Yards ¹		5.000			11/15/2056		67,249,673
5,000,000	NY MTA, Series B ¹		5.000			11/15/2037		5,577,150
5,135,000	NY MTA, Series B ¹		5.250			11/15/2039		5,700,928
9,000,000	NY MTA, Series B ¹		5.250			11/15/2055		9,837,810
4,000,000	NY MTA, Series C ¹		5.000			11/15/2038		4,274,280
8,470,000	NY MTA, Series C ¹		5.000			11/15/2056		9,257,541


Federal tax cost of securities	$	5,729,378,048	¹

Gross unrealized appreciation	$	90,850,097
Gross unrealized depreciation		(785,782,155	)

Net unrealized depreciation	$	(694,932,058	)


	Level 1— Unadjusted Quoted Prices		Level 2— Other Significant Observable Inputs		Level 3— Significant Unobservable Inputs		Value
Assets Table
Investments, at Value:
Municipal Bonds and Notes
New York	$	—	$	4,617,415,430	$	—	$ 4,617,415,430
U.S. Possessions		—		922,894,385		—	922,894,385
Common Stock		—		—		4,097,925	4,097,925

Total Assets	$	—	$	5,540,309,815	$	4,097,925	$ 5,544,407,740


Principal Amount	Inverse Floater ¹	Coupon Rate ²			Maturity Date		Value
$ 13,250,000	Hudson Yards, NY Infrastructure Corp. Tender Option Bond Series 2017-XF0550 Trust		6.310	%		2/15/42	$	16,614,970
5,000,000	Los Angeles, CA Dept. of Airports Tender Option Bond Series 2018-XF2569 Trust		10.590			6/15/48		7,679,950
7,000,000	NY MTA (Green Bond) Tender Option Bond Series 2017-XF0564 Trust		9.053			11/15/57		10,159,730
8,335,000	NY MTA (Green Bond) Tender Option Bond Series 2017-XF0572 Trust		8.380			11/15/36		11,833,450
7,955,000	NY MTA (Green Bond) Tender Option Bond Series 2017-XF0583 Trust		8.930			11/15/56		10,384,218
5,000,000	NY Triborough Bridge & Tunnel Authority Tender Option Bond Series 2018-XF2587 Trust		14.175			11/15/44		7,910,400
2,500,000	NYC GO Tender Option Bond Series 2015 XF-2040 Trust ³		10.280			10/1/34		3,170,375
5,000,000	NYC GO Tender Option Bond Series 2015-XF2103 Trust		11.146			3/1/21		5,052,950
710,000	NYC HDC, Series C-1 Tender Option Bond Series 2014-XF0009-2 Trust		12.100			11/1/39		741,886
2,730,000	NYC HDC, Series C-1 Tender Option Bond Series 2014-XF0009-3 Trust		12.610			11/1/46		2,859,839
775,000	NYC HDC, Series C-1 Tender Option Bond Series 2015-XF0009 Trust		11.900			11/1/34		809,627
7,935,000	NYC Municipal Water Finance Authority Tender Option Bond Series 2015-XF0238 Trust		12.182			6/15/19		9,982,944
5,395,000	NYC Municipal Water Finance Authority Tender Option Bond Series 2015-XF2141 Trust ³		11.575			6/15/43		6,690,609
17,500,000	NYC Municipal Water Finance Authority Tender Option Bond Series 2017-XF0588 Trust		6.350			6/15/46		22,021,125
10,000,000	NYC Municipal Water Finance Authority Tender Option Bond Series 2017-XF0588 Trust		6.350			6/15/37		12,901,500
3,750,000	NYC Transitional Finance Authority (Building Aid) Tender Option Bond Series 2015-XF2156 Trust ³		11.307			7/15/37		4,847,662
6,250,000	NYC Transitional Finance Authority (Building Aid) Tender Option Bond Series 2015-XF2157 Trust ³		10.440			7/15/37		8,371,812
7,500,000	NYC Transitional Finance Authority (Future Tax) Tender Option Bond Series 2015 XF-2038 Trust ³		6.305			5/1/34		8,616,675
10,170,000	NYC Transitional Finance Authority (Future Tax) Tender Option Bond Series 2015 XF-2039 Trust ³		6.304			2/1/30		12,088,672
17,015,000	NYC Transitional Finance Authority (Future Tax) Tender Option Bond Series 2015 XF-2474 Trust		6.360			5/1/40		21,128,717
10,000,000	NYC Transitional Finance Authority (Future Tax) Tender Option Bond Series 2017-XF0566 Trust		12.236			2/1/43		13,793,600
19,770,000	NYS DA (Sales Tax) Tender Option Bond Series 2016-XF0529-1 Trust		6.361			3/15/33		25,775,533
19,995,000	NYS DA (Sales Tax) Tender Option Bond Series 2016-XF0529-2 Trust		6.361			3/15/35		25,771,955


Cost			$852,996,751
Market Value			$414,340,657
Market Value as % of Net Assets			8.40%


	Year Ended December 31, 2018						Year Ended December 31, 2017
	Shares			Amount			Shares			Amount
Class A
Sold ¹		15,464,611		$	234,508,501			30,058,320		$	449,834,495
Dividends and/or distributions reinvested		7,475,115			113,509,138			11,552,670			173,007,870
Redeemed		(47,368,405	)		(715,351,802	)		(70,715,039	)		(1,053,025,126	)
Net decrease		(24,428,679	)	$	(367,334,163	)		(29,104,049	)	$	(430,182,761	)


Class B
Sold		3		$	14			5,946		$	88,418
Dividends and/or distributions reinvested		1,672			24,601			15,010			224,601
Redeemed ¹		(261,778	)		(3,888,705	)		(376,444	)		(5,618,105	)
Net decrease		(260,103	)	$	(3,864,090	)		(355,488	)	$	(5,305,086	)


Class C
Sold		3,936,180		$	59,623,637			8,110,927		$	121,026,136
Dividends and/or distributions reinvested		1,185,076			17,928,741			1,924,194			28,746,486
Redeemed		(11,370,110	)		(171,539,695	)		(16,796,898	)		(250,465,076	)
Net decrease		(6,248,854	)	$	(93,987,317	)		(6,761,777	)	$	(100,692,454	)


	Purchases		Sales
Investment securities		$1,438,576,834		$1,732,496,803


Fee Schedule
Up to $100 million	0.54	%
Next $150 million	0.52
Next $1.75 billion	0.47
Next $3 billion	0.46
Next $3 billion	0.45
Next $6 billion	0.44
Over $14 billion	0.42


Projected Benefit Obligations Increased	$	9,366
Payments Made to Retired Trustees		171,436
Accumulated Liability as of December 31, 2018		399,483


Average Daily Loan Balance	$	75,933,151
Average Daily Interest Rate		2.121	%
Fees Paid	$	4,044,168
Interest Paid	$	1,425,654


Fund Name	Pay Date		Net Income		Net Profit from Sale		Other Capital Sources
Oppenheimer Rochester Fund Municipals		7/24/18		96.8%		0.0%		3.2%
Oppenheimer Rochester Fund Municipals		9/25/18		96.1%		0.0%		3.9%
Oppenheimer Rochester Fund Municipals		10/23/18		95.7%		0.0%		4.3%


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

INDEPENDENT TRUSTEES ¹		The address of each Trustee in the chart below is 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. Each of the Trustees in the chart below oversees 46 portfolios in the OppenheimerFunds complex.

Brian F. Wruble, Chairman of the Board of Trustees (since 2009), and Trustee (since 2001) Year of Birth: 1943		Governor of Community Foundation of the Florida Keys (non-profit) (since July 2012); Director of TCP Capital, Inc. (registered business development company) (since November 2015); Chairman Emeritus of the Board of Trustees (since August 2011), Chairman of the Board of Trustees (August 2007-August 2011), Trustee of the Board of Trustees (since August 1991) of The Jackson Laboratory (non-profit); Member of Zurich Insurance Group’s Investment Management Advisory Council (insurance) (October 2004-February 2017); Treasurer (since 2007) and Trustee (since May 1992) of the Institute for Advanced Study (non-profit educational institute); Director of Special Value Opportunities Fund, LLC (registered investment company) (affiliate of the Sub-Adviser’s parent company) (September 2004- June 2015); General Partner of Odyssey Partners, L.P. (hedge fund) (September 1995-December 2007); Special Limited Partner of Odyssey Investment Partners, LLC (private equity investment) (January 1999-September 2004). Mr. Wruble has served on the Boards of certain Oppenheimer funds since April 2001, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Board’s deliberations.

Beth Ann Brown, Trustee (since 2016) Year of Birth: 1968		Director, Board of Directors of Caron Engineering Inc. (since January 2018); Advisor, Board of Advisors of Caron Engineering Inc. (December 2014-December 2017); Independent Consultant (since September 2012); held the following positions at Columbia Management Investment Advisers LLC: Head of Intermediary Distribution (2008-2012), Managing Director, Strategic Relations (2005-2008), Managing Director, Head of National Accounts (2004-2005); Senior Vice President, National Account Manager (2002-2004), Senior Vice President, Key Account Manager (1999-2002) and Vice President, Key Account Manager (1996-1999) of Liberty Funds Distributor, Inc.; President and Director, of Acton Shapleigh Youth Conservation Corps (non -profit) (2012-2015); and Vice President and Director of Grahamtastic Connection (non-profit) (since May 2013). Ms. Brown has served on the Boards of certain Oppenheimer funds since January 2016, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Board’s deliberations.

Edmund P. Giambastiani, Jr., Trustee (since 2013) Year of Birth: 1948		Director of THL Credit, Inc. (since November 2016) (alternative credit investment manager); Advisory Board Member of the Maxwell School of Citizenship and Public Affairs of Syracuse University (April 2012-September 2016); Director of Mercury Defense Systems Inc. (information technology) (August 2011-February 2013); Trustee of the U.S. Naval Academy Foundation Athletic & Scholarship Program (since November 2010); Advisory Board Member of the Massachusetts Institute of Technology Lincoln Laboratory (federally-funded research development) (since May 2010); Director of The Boeing Company (aerospace and defense) (since October 2009); Trustee of MITRE Corporation (federally-funded research development) (since September 2008); Independent Director of QinetiQ Group Plc (defense


Edmund P. Giambastiani, Jr., Continued		technology and security) (February 2008-August 2011); Chairman of Monster Worldwide, Inc. (career services) (March 2015-November 2016), Director of (Monster Worldwide, Inc. (career services) (February 2008-June 2011); Lead Director June 2011-March 2015); Chairman of Alenia North America, Inc. (military and defense products) (January 2008-October 2009); Director of SRA International, Inc. (information technology and services) (January 2008-July 2011); President of Giambastiani Group LLC (national security and energy consulting) (since October 2007); United States Navy, career nuclear submarine officer (June 1970-October 2007); Seventh Vice Chairman of the Joint Chiefs of Staff (2005-October 2007); Supreme Allied Commander of NATO Allied Command Transformation (2003- 2005) and Commander, U.S. Joint Forces Command (2002-2005). Since his retirement from the U.S. Navy in October 2007, Admiral Giambastiani has also served on numerous U.S. Government advisory boards, investigations and task forces for the Secretaries of Defense, State and Interior and the Central Intelligence Agency. He recently completed serving as a federal commissioner on the Military Compensation and Retirement Modernization Commission. Admiral Giambastiani has served on the Boards of certain Oppenheimer funds since February 2013, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Board’s deliberations.

Elizabeth Krentzman, Trustee (since 2014) Year of Birth: 1959		Trustee of the University of Florida National Board Foundation (since September 2017); Member of the Cartica Funds Board of Directors (private investment funds) (since January 2017); Member of the University of Florida Law Center Association, Inc. Board of Trustees and Audit Committee Member (since April 2016); Member of University of Florida Law Advisory Board, Washington, DC Alumni Group (since 2015); Advisory Board Member of the Securities and Exchange Commission Historical Society (since 2007); held the following positions at Deloitte & Touche LLP: Principal and Chief Regulatory Advisor for Asset Management Services (2007 - 2014) and U.S. Mutual Fund Leader (2011 - 2014); General Counsel of the Investment Company Institute (trade association) (June 2004 - April 2007); held the following positions at Deloitte & Touche LLP: National Director of the Investment Management Regulatory Consulting Practice (1997 - 2004), Principal (2003 - 2004), Director (1998 - 2003) and Senior Manager (1997 - 1998); Assistant Director of the Division of Investment Management - Office of Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission (1996 - 1997) and various positions with the Division of Investment Management – Office of Regulatory Policy (1991 - 1996) of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray LLP (1987 – 1991). Ms. Krentzman has served on the Boards of certain Oppenheimer funds since August 2014, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Board’s deliberations.

Mary F. Miller, Trustee (since 2009) Year of Birth: 1942		Trustee of International House (not-for-profit) (since June 2007); Trustee of the American Symphony Orchestra (not-for-profit) (October 1998-November 2011); and Senior Vice President and General Auditor of American Express Company (financial services company) (July 1998-February 2003). Ms. Miller has served on the Boards of certain Oppenheimer funds since August 2004, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Board’s deliberations.


Joel W. Motley, Trustee (since 2009) Year of Birth: 1952		Director of Office of Finance Federal Home Loan Bank (since September 2016); Director of Greenwall Foundation (since October 2013); Member of Board and Investment Committee of The Greenwall Foundation (since April 2013); Member of the Vestry of Trinity Wall Street (since April 2012); Director of Southern Africa Legal Services Foundation (since March 2012); Board Member and Investment Committee Member of Pulitzer Center for Crisis Reporting (non-profit journalism) (since March 2011); Managing Director of Public Capital Advisors, LLC (privately- held financial advisor) (since January 2006); Managing Director of Carmona Motley, Inc. (privately-held financial advisor) (since January 2002); Director of Columbia Equity Financial Corp. (privately-held financial advisor) (2002-2007); Managing Director of Carmona Motley Hoffman Inc. (privately-held financial advisor) (January 1998-December 2001); Member of the Finance and Budget Committee of the Council on Foreign Relations, Member of the Investment Committee and Board of Human Rights Watch (since July 2000) and Member of the Investment Committee and Board of Historic Hudson Valley (since February 2010). Mr. Motley has served on the Boards of certain Oppenheimer funds since October 2002, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Board’s deliberations.

Joanne Pace, Trustee/Advisory Board Member (since 2012) Year of Birth: 1958		Advisory Board Director of Massey Quick Simon & Co. (wealth management), LLC (since October 2014); Board Director of Horizon Blue Cross Blue Shield of New Jersey (healthcare) (since November 2012); Advisory Board Director of The Alberleen Group LLC (investment banking) (since March 2012); Governing Council Member (since 2016) and Chair of Education Committee (since 2017) of Independent Directors Council (IDC) (since 2016); Board Member of 100 Women in Finance (non-profit) (since January 2015); Advisory Council Member of Morgan Stanley Children’s Hospital (non-profit) (since May 2012); Director of The Komera Project (non-profit) (April 2012-2016); New York Advisory Board Director of Peace First (non-profit) (March 2010-2013); Senior Advisor of SECOR Asset Management, LP (2010-2011); Managing Director and Chief Operating Officer of Morgan Stanley Investment Management (2006-2010); Partner and Chief Operating Officer of FrontPoint Partners, LLC (hedge fund) (2005-2006); held the following positions at Credit Suisse (investment banking): Managing Director (2003-2005); Global Head of Human Resources and member of Executive Board and Operating Committee (2004-2005), Global Head of Operations and Product Control (2003-2004); held the following positions at Morgan Stanley: Managing Director (1997-2003), Controller and Principal Accounting Officer (1999-2003); Chief Financial Officer (temporary assignment) for the Oversight Committee, Long Term Capital Management (1998-1999). Lead Independent Director and Chair of the Audit and Nominating Committee of The Global Chartist Fund, LLC of Oppenheimer Asset Management (2011-2012); Board Director of Managed Funds Association (2008-2010); Board Director of Morgan Stanley Foundation (2007- 2010) and Investment Committee Chair (2008-2010). Ms. Pace has served on the Boards of certain Oppenheimer funds since November 2012, during which time she has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Board’s deliberations.


Daniel Vandivort, Trustee (since 2014) Year of Birth: 1954		Chairman and Lead Independent Director/Trustee (March 2010-September 2014), Chairman of the Audit Committee (March 2009-September 2014) and Director/Trustee (December 2008-September 2014) of the Board of Directors/ Trustees of Value Line Funds; Trustee (since January 2015) and Treasurer and Chairman of the Audit Committee and Finance Committee (since January 2016) of Board of Trustees of Huntington Disease Foundation of America; Trustee, Board of Trustees, RIM Retirement Savings Plan (2005-2007); President and Chief Investment Officer, Robeco Investment Management, formerly known as Weiss Peck and Greer (January 2005-June 2007); Member, Management Committee of Robeco Investment Management (2001-2007); Chairman and Trustee of the Board of Trustees of Weiss, Peck and Greer Funds (2004-2005); Managing Director and Head of Fixed Income, Weiss, Peck and Greer (November 1994-January 2005); Managing Director and Head of Fixed Income, CS First Boston Investment Management (January 1992-November 1994); Director, Global Product Development, First Boston Asset Management (November 1989-January 1992); Vice President, Fixed Income Sales, First Boston Corp. (May 1984-November 1989). Mr. Vandivort has served on the Boards of certain Oppenheimer funds since 2014, during which time he has become familiar with the Fund’s (and other Oppenheimer funds’) financial, accounting, regulatory and investment matters and has contributed to the Board’s deliberations.
INTERESTED TRUSTEE AND OFFICER		Mr. Steinmetz is an “Interested Trustee” because he is affiliated with the Manager and the Sub-Adviser by virtue of his positions as Chairman of the Sub-Adviser and officer and director of the Manager. Both as a Trustee and as an officer, Mr. Steinmetz serves for an indefinite term, or until his resignation, retirement, death or removal. Mr. Steinmetz’s address is 225 Liberty Street, New York, New York 10281-1008. Mr. Steinmetz is an officer of 104 portfolios in the OppenheimerFunds complex.

Arthur P. Steinmetz, Trustee (since 2015), President and Principal Executive Officer (since 2014) Year of Birth: 1958		Chairman of OppenheimerFunds, Inc. (since January 2015); CEO and Chairman of OFI Global Asset Management, Inc. (since July 2014), President of OFI Global Asset Management, Inc. (since May 2013), a Director of OFI Global Asset Management, Inc. (since January 2013), Director of OppenheimerFunds, Inc. (since July 2014), President, Management Director and CEO of Oppenheimer Acquisition Corp. (OppenheimerFunds, Inc.‘s parent holding company) (since July 2014), and President and Director of OFI SteelPath, Inc. (since January 2013). Chief Investment Officer of the OppenheimerFunds advisory entities (January 2013-December 2013); Executive Vice President of OFI Global Asset Management, Inc. (January 2013-May 2013); Chief Investment Officer of OppenheimerFunds, Inc. (October 2010-December 2012); Chief Investment Officer, Fixed-Income, of OppenheimerFunds, Inc. (April 2009-October 2010); Executive Vice President of OppenheimerFunds, Inc. (October 2009-December 2012); Director of Fixed Income of OppenheimerFunds, Inc. (January 2009-April 2009); and a Senior Vice President of OppenheimerFunds, Inc. (March 1993-September 2009).
OTHER OFFICERS OF THE FUND		The addresses of the Officers in the chart below are as follows: for Messrs, Cottier, Willis, DeMitry, Camarella, Pulire, Stein, Mss. Mossow, Lo Bessette, Foxson and Picciotto, 225 Liberty Street, New York, New York 10281-1008, for Mr. Petersen, 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.


Troy E. Willis, Vice President (since 2005) Year of Birth: 1972		Senior Vice President of the Sub-Adviser (since January 2017); Senior Portfolio Manager of the Sub-Adviser (since January 2006); Co-Team Leader for the Sub-Adviser’s Rochester Municipal Team (since July, 2016); Vice President of the Sub-adviser (July 2009-January 2017); Assistant Vice President of the Sub-Adviser (July 2005-June 2009); Associate Portfolio Manager of the Sub-Adviser (June 2003-December 2005).

Scott S. Cottier, Vice President (since 2005) Year of Birth: 1971		Senior Vice President of the Sub-Adviser (since January 2017); Senior Portfolio Manager of the Sub-Adviser (since September 2002); Co-Team Leader for the Sub-Adviser’s Rochester Municipal Team (since July, 2016); Vice President of the Sub-Adviser (September 2002-December 2016).

Mark R. DeMitry, Vice President (since 2009) Year of Birth: 1976		Vice President and Senior Portfolio Manager of the Sub-Adviser (since July 2009); Associate Portfolio Manager of the Sub-Adviser (September 2006-June 2009); Research Analyst of the Sub-Adviser (June 2003-August 2006); Credit Analyst of the Sub-Adviser (July 2001-May 2003).

Michael L. Camarella, Vice President (since 2009) Year of Birth: 1976		Vice President and Senior Portfolio Manager of the Sub-Adviser (since January 2011); Assistant Vice President (July 2009-December 2010); Associate Portfolio Manager of the Sub-Adviser (January 2008-December 2010); Research Analyst with the Sub-Adviser (April 2006-December 2007); Credit Analyst of the Sub- Adviser (June 2003-March 2006).

Elizabeth Mossow, Vice President (since 2013) Year of Birth: 1978		Senior Portfolio Manager of the Sub-Adviser (since January 2017); Vice President and Portfolio Manager of the Sub-Adviser (January 2016-January 2017); Assistant Vice President of the Sub-Adviser (January 2011-January 2016); Associate Portfolio Manager of the Sub-Adviser (June 2013-January 2016); Portfolio Research Analyst of the Sub-Adviser (June 2011 to June 2013); Credit Analyst of the Sub-Adviser (May 2007 to May 2011). She was a Risk Management Analyst at Manning & Napier Associates (September 2006-May 2007); Analyst/Trading Assistant at The Baupost Group (August 2000-March 2006).

Charles S. Pulire, Vice President (since 2011) Year of Birth: 1977		Vice President of the Sub-Adviser (since February 2013); Senior Portfolio Manager of the Sub-Adviser (since January 2013); Assistant Vice President of the Sub-Adviser (December 2010-January 2013); Associate Portfolio Manager of the Sub-Adviser (December 2010-January 2013); Research Analyst with the Sub- Adviser (February 2008-November 2010); Credit Analyst with the Sub-Adviser May 2006-January 2008).

Richard Stein, Vice President (since 2007) Year of Birth: 1957		Senior Vice President of the Sub-Adviser (since June 2011); Head of Rochester’s Credit Analysis team (since 1993); Director of the Rochester Credit Analysis team (since March 2004); Vice President of the Sub-Adviser (1997-May 2011).

Cynthia Lo Bessette, Secretary and Chief Legal Officer (since 2016) Year of Birth: 1969		Executive Vice President, General Counsel and Secretary of OFI Global Asset Management, Inc. (since February 2016); Senior Vice President and Deputy General Counsel of OFI Global Asset Management, Inc. (March 2015-February 2016); Chief Legal Officer of OppenheimerFunds, Inc. and OppenheimerFunds Distributor, Inc. (since February 2016); Vice President, General Counsel and Secretary of Oppenheimer Acquisition Corp. (since February 2016); General Counsel of OFI SteelPath, Inc., OFI Advisors, LLC and Index Management Solutions, LLC (since February 2016); Chief Legal Officer of OFI Global Institutional, Inc., HarbourView Asset Management Corporation, OFI Global Trust Company, Oppenheimer Real Asset Management, Inc., OFI Private Investments Inc., Shareholder Services, Inc. and Trinity Investment Management Corporation (since February 2016); Corporate Counsel (February 2012-March 2015) and Deputy Chief Legal Officer (April


Cynthia Lo Bessette, Continued		2013-March 2015) of Jennison Associates LLC; Assistant General Counsel (April 2008-September 2009) and Deputy General Counsel (October 2009-February 2012) of Lord Abbett & Co. LLC.

Jennifer Foxson, Vice President and Chief Business Officer (since 2014) Year of Birth: 1969		Senior Vice President of OppenheimerFunds Distributor, Inc. (since June 2014); Vice President of OppenheimerFunds Distributor, Inc. (April 2006-June 2014); Vice President of OppenheimerFunds, Inc. (January 1998-March 2006); Assistant Vice President of OppenheimerFunds, Inc. (October 1991-December 1998).

Mary Ann Picciotto Chief Compliance Officer and Chief Anti-Money Laundering Officer (since 2014) Year of Birth: 1973		Senior Vice President and Chief Compliance Officer of OFI Global Asset Management, Inc. (since March 2014); Chief Compliance Officer of OppenheimerFunds, Inc., OFI SteelPath, Inc., OFI Global Institutional, Inc., Oppenheimer Real Asset Management, Inc., OFI Private Investments Inc., Harborview Asset Management Corporation, Trinity Investment Management Corporation, and Shareholder Services, Inc. (since March 2014); Managing Director of Morgan Stanley Investment Management Inc. and certain of its various affiliated entities; Chief Compliance Officer of various Morgan Stanley Funds (May 2010-January 2014); Chief Compliance Officer of Morgan Stanley Investment Management Inc. (April 2007-January 2014).

Brian S. Petersen, Treasurer and Principal Financial & Accounting Officer (since1999) Year of Birth: 1970		Senior Vice President of OFI Global Asset Management, Inc. (since January 2017); Vice President of OFI Global Asset Management, Inc. (January 2013-January 2017); Vice President of OppenheimerFunds, Inc. (February 2007-December 2012); Assistant Vice President of OppenheimerFunds, Inc. (August 2002-2007).


Manager		OFI Global Asset Management, Inc.

Sub-Adviser		OppenheimerFunds, Inc.

Distributor		OppenheimerFunds Distributor, Inc.

Transfer and Shareholder Servicing Agent		OFI Global Asset Management, Inc.

Sub-Transfer Agent		Shareholder Services, Inc.
		DBA OppenheimerFunds Services

Independent Registered Public Accounting Firm		KPMG LLP

Legal Counsel		Kramer Levin Naftalis & Frankel LLP


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		Oppenheimer funds are distributed by OppenheimerFunds Distributor, Inc. 225 Liberty Street, New York, NY 10281-1008 © 2019 OppenheimerFunds Distributor, Inc. All rights reserved. RA0365.001.1218 February 22, 2019


Oppenheimer Rochester Fund Municipals

By:		/s/ Arthur P. Steinmetz
		Arthur P. Steinmetz
		Principal Executive Officer
Date:		2/15/2019



By:		/s/ Brian S. Petersen
		Brian S. Petersen
		Principal Financial Officer
Date:		2/15/2019