CENTENNIAL AMERICA FUND, L.P.
FORM N-1A
PART C
OTHER INFORMATION
Item 23. Exhibits
(a) (1) Form of Agreement of Limited Partnership dated April 28, 1987 - See Part B.
(2)(i) Amended and Restated Certificate of Limited Partnership dated June 26, 1990: Previously filed with Registrant's
Post-Effective Amendment dated No. 6, (5/1/91), and refiled with Registrant's Post-Effective Amendment No. 14, (4/17/95),
pursuant to Item 102 of Regulation S-T, and incorporated herein by reference.
(ii) Certificate of Amendment to Certificate of Limited Partnership dated November 29, 1991: Previously filed with
Registrant's Post-Effective Amendment No 10, (4/30/92), and refiled with Registrant's Post-Effective Amendment No. 14,
(4/17/95), pursuant to Item 102 of Regulation S-T, and incorporated herein by reference.
(iii) Certificate of Amendment to Certificate of Limited Partnership dated December 17, 1991: Previously filed with
Registrant's Post-Effective Amendment No 10, (4/30/92), and refiled with Registrant's Post-Effective Amendment No. 14,
(4/17/95), pursuant to Item 102 of Regulation S-T, and incorporated herein by reference.
(iv) Amendment to Certificate of Limited Partnership dated August 30, 1993: Filed with Registrant's
Post-Effective Amendment No 12, (4/15/94), and incorporated herein by reference.
(v) Amendment to Certificate of Limited Partnership dated October 26, 1993: Filed with Registrant's Post-Effective
Amendment No 12, (4/15/94), and incorporated herein by reference.
(vi) Amendment to Certificate of Limited Partnership dated July 1, 1996: Filed with Registrant's Post-Effective Amendment
No 16, (4/23/97), and incorporated herein by reference.
(vii) Amendment to Certificate of Limited Partnership dated October 22, 1996: Filed with Registrant's Post-Effective
Amendment No 16, (4/23/97), and incorporated herein by reference.
(b) Form of Operating Procedures: Previously filed with Post-Effective Amendment No. 6, (5/1/91), and refiled with
Registrant's Post-Effective Amendment No. 14, (4/17/95), pursuant to Item 102 of Regulation S-T, and incorporated herein
by reference.
(c) Specimen Share Certificate: Filed herewith.
(d) Investment Advisory Agreement dated November 29, 1990: Previously filed with Post-Effective Amendment No. 5,
(3/4/91), and refiled with Registrant's Post-Effective Amendment No. 14, (4/17/95), pursuant to Item 102 of Regulation
S-T and incorporated herein by reference.
(i) General Distributor's Agreement Centennial Asset Management Corporation dated October 13, 1992: Previously filed with
Registrant's Post Effective Amendment No. 12, (4/15/94), and incorporated herein by reference.
(ii) Sub-Distributor's Agreement between Centennial Asset Management Corporation and OppenheimerFunds Distributor, Inc.
dated May 28, 1993: Previously filed with Post-Effective Amendment No. 34, (4/21/94), to the Registration Statement of
Daily Cash Accumulation Fund and incorporated herein by reference.
(iii) Form of Dealer Agreement of Centennial Asset Management Corporation: Previously filed with Post-Effective Amendment
No. 23 of Centennial Government Trust (Reg. No. 2-75912), (1/1/94), and incorporated herein by reference.
(iv) Form of Dealer Agreement of OppenheimerFunds Distributor, Inc.: Filed with Post-Effective Amendment No. 45 of
Xxxxxxxxxxx High Yield Fund (Reg. No. 2-62076), (10/26/01), and incorporated herein by reference.
(v) Form of Broker Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with Post-Effective Amendment No. 45
to the Registration Statement of Xxxxxxxxxxx High Yield Fund (Reg. No. 2-62076), 10/26/01, and incorporated herein by
reference.
(vi) Form of Agency Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with Post-Effective Amendment No.
45 to the Registration Statement of Xxxxxxxxxxx High Yield Fund (Reg. No. 2-62076), 10/26/01, and incorporated herein by
reference.
(vii) Form of Trust Company Fund/SERV Purchase Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with
Post-Effective Amendment No. 45 to the Registration Statement of Xxxxxxxxxxx High Yield Fund (Reg. No. 2-62076),
10/26/01, and incorporated herein by reference.
(viii) Form of Trust Company Agency Agreement of OppenheimerFunds Distributor, Inc.: Previously filed with Post-Effective
Amendment No. 45 to the Registration Statement of Xxxxxxxxxxx High Yield Fund (Reg. No. 2-62076), 10/26/01, and
incorporated herein by reference.
(f) Form of Deferred Compensation Plan for Disinterested Trustees/Directors: Filed with Post-Effective Amendment No.
40 to the Registration Statement of Xxxxxxxxxxx High Yield Fund (Reg. No. 2-62076), (10/27/98), and incorporated herein
by reference.
(g) Global Custodial Services Agreement dated 5/3/01 between Registrant and Citibank, N.A: Previously filed with
Post-Effective Amendment No. 33 to the Registration Statement of Centennial Money Market Trust (Reg. No. 2-65245),
10/25/01, and incorporated herein by reference.
(h) Not applicable.
(i) (i) Opinion and Consent of Counsel dated April 28, 1987: Previously filed with Registrant's Post-Effective
Amendment No. 14, (4/17/95), pursuant to Item 102 of Regulation S-T and incorporated herein by reference.
(ii) Opinion and Consent of Counsel dated May 8, 1987: Previously filed and refiled with Registrant's
Post-Effective Amendment No. 14, (4/17/95), pursuant to Item 102 of Regulation S-T and incorporated herein by reference.
(j) Independent Auditors Consent: Filed herewith.
(k) Not applicable.
Subscription Agreement and Investment Letter: Previously filed with Registrant's Registration Statement and incorporated
herein by reference.
Service Plan and Agreement Between Registrant and Centennial Asset Management Corporation under Rule 12b-1 dated August
24, 1993: Previously filed with Registrant's Post-Effective Amendment No. 12, (4/15/94), and incorporated herein by
reference.
(n) Not applicable.
(o) (i) Powers of Attorney for all Trustees/Directors and Officers except for Xxxx X. Xxxxxx (including Certified
Board Resolutions): Previously filed with Pre-Effective Amendment No. 2 to the Registration Statement of Xxxxxxxxxxx
Select Managers (Reg. 33-49774), 2/8/01, and incorporated herein by reference.
(ii) Power of Attorney for Xxxx X. Xxxxxx (including Certified Board Resolution): Previously filed with Post-Effective
Amendment No. 45 to the Registration Statement of Xxxxxxxxxxx High Yield Fund (Reg. No. 2-62076), 10/26/01, and
incorporated herein by reference.
(p) Amended Code of Ethics of the Xxxxxxxxxxx Funds dated March 1, 2000 under Rule 17j-1 of the Investment Company
Act of 1940: Previously filed with the Initial Registration Statement of Xxxxxxxxxxx Emerging Growth Fund (Reg. No.
333-44176), 8/21/00, and incorporated herein by reference.
Item 24. Persons Controlled by or Under Common Control with the Fund
--------------------------------------------------------------------
None.
Item 25. Indemnification
------------------------
Reference is made to Section 4.14 of Registrant's Agreement of Limited Partnership included in Part B of this
Registration Statement.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to general partners,
officers and controlling persons of Registrant pursuant to the foregoing provisions or otherwise, Registrant has been
advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as
expressed in the Securities Act of 1933 and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by Registrant of expenses incurred or paid by a general partner, officer
or controlling person of Registrant in the successful defense of any action, suit or proceeding) is asserted by such
general partner, officer or controlling person, Registrant will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification
by it is against public policy as expressed in the Securities Act of 1933 and will be governed by the final adjudication
of such issue.
Item 26 Business and Other Connections of the Investment Adviser
----------------------------------------------------------------
(a) OppenheimerFunds, Inc. is the investment adviser of the Registrant; it and certain subsidiaries and affiliates
act in the same capacity to other investment companies, including without limitation those described in Parts A and B
hereof and listed in Item 26(b) below.
(b) There is set forth below information as to any other business, profession, vocation or employment of a
substantial nature in which each officer and director of OppenheimerFunds, Inc. is, or at any time during the past two
fiscal years has been, engaged for his/her own account or in the capacity of director, officer, employee, partner or
trustee.
Name and Current Position Other Business and Connections
with OppenheimerFunds, Inc. During the Past Two Years
--------------------------- -------------------------
Xxxxxxx X. Xxxxxx,
Assistant Vice President None.
Xxx X. Xxxxxxxxx,
Vice President Formerly at Xxxxxxx Xxxxxx Investments (July 1998 - May 2000)
Xxxxxxx X. Xxxxxx,
Senior Vice President None.
Xxxxxx X. Xxxxxxxx,
Assistant Vice President None.
Xxxxxxx Xxxxxxxxx,
Vice President and Secretary As of January 2002: Secretary of OppenheimerFunds, Distributor, Inc., Centennial Asset
Management Corporation, Xxxxxxxxxxx Partnership Holdings, Inc., Xxxxxxxxxxx Real Asset Management, Inc., Shareholder
Financial Services, Inc., Shareholder Services, Inc.; Assistant Secretary of HarbourView Asset Management Corporation,
OFI Private Investments, Inc., Xxxxxxxxxxx Trust Company and OAM Institutional, Inc.
Xxxx X. Xxxx,
Assistant Vice President None.
Xxxxxx X. Xxxxx,
Senior Vice President None.
Xxxxx X. Xxxxxxxx,
Senior Vice President None.
Xxxx Xxxxxxx Xxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxx,
Assistant Vice President None.
Xxxxxx Xxxxxxx,
Executive Vice President/
Chief Information Officer None.
Xxxxx Xxxx,
Vice President None.
Xxxxxx Xxxxxxxx,
Assistant Vice President None.
Xxxxxx Xxxxx
Assistant Vice President Formerly, Associate Director at MetLife (Jan 2000-May 2000).
Xxxxxxxx Xxxxxxxx,
Vice President Vice President of OppenheimerFunds Distributor, Inc.
Xxxx X. Xxxx,
Assistant Vice President None.
Xxxxxx Xxxxxx,
Vice President None.
Xxxx Xxxxxxx,
Assistant Vice President None.
Xxxxxx X. Xxxxxx,
Vice President An officer of other Xxxxxxxxxxx funds.
Xxxx X. Xxxxxxxxx,
Vice President None.
Xxxx Xxxx,
Assistant Vice President None
Xxxxxx Xxxxx Xxxxxx,
Vice President Vice President of OppenheimerFunds Distributor, Inc.
Xxxxxxx Xxxxxxxxxx,
Vice President None.
Xxxxx Xxxxxxxxx
Vice President None.
Xxxxxxx Xxxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxxxx,
Assistant Vice President & Assistant
Treasurer: Rochester Division None.
Xxxxxxx X. Xxxxxxx,
Vice President None
Xxxxxx X. Xxxxxxx,
Assistant Vice President Director of technology for Sapient Corporation (July, 2000-August 2001); software architect for
Sapient Corporation (March 1997-July 2000).
X.X. Xxxxx Xxxxxxxx,
Vice President: Rochester Division None.
Xxxxx X. Xxxxxxx,
Vice President None.
Xxxxx X. Xxxxxx,
Assistant Vice President:
Rochester Division None.
Xxxx Xxxxxx,
Vice President Formerly senior analyst/director for Citigroup Asset Management (November 1999-September 2001).
O. Xxxxxxx Xxxxxxx,
Vice Chairman, Executive Vice
President, Chief Investment
Officer and Director Chairman of the Board and a director (since June 1999) and Senior Managing Director (since
December 1998) of HarbourView Asset Management Corporation; a director (since July 2001) of Xxxxxxxxxxx Acquisition
Corp.; a director (since March 2000) of OFI Private Investments, Inc.; Chairman of the Board, Senior Managing Director
and director (since February 2001) of OAM Institutional, Inc.; Trustee (since 1993) of Awhtolia College - Greece.
Xxxx X. Xxxxx,
Assistant Vice President Assistant Vice President of OppenheimerFunds Distributor, Inc.
Xxxxxx X. Xxxxxx,
Senior Vice President None.
Xxxxxxx xx'Xxxxx,
Vice President Formerly Chief Strategist at ING Barings (July
1998 - March 2000).
Xxxxx X. Xxxxxxx,
Executive Vice President None.
Xxxxxxx X. Xxxxxxx,
Assistant Vice President Associate with Xxxx Xxxxx & Xxxxxxxx (1998-June 2001).
Xxxxxxx X. Xxxxx
Vice President None.
Xxxxxx X. Xxxxxxxxx,
Vice President Vice President of OppenheimerFunds, Inc.
Xxxxx X. Xxxxxx,
Vice President None.
Xxxxxxx Xxxxxxxx,
Assistant Vice President None.
Xxxxxx X. Xxxxxxxx,
Assistant Vice President None.
Xxxxxx X. Xxxx,
Assistant Vice President None.
Xxxxxx X. Xxxxx,
Vice President None.
Xxxxxx X. Xxxxxxx,
Vice President None.
Xxxxxx Xxxxx,
Vice President Vice President of OppenheimerFunds Distributor, Inc.
Xxxxx X. Xxxxxx,
Vice President Assistant Treasurer of Xxxxxxxxxxx Millennium Funds plc; an officer of other Xxxxxxxxxxx funds.
Xxxxxxxxx X. Xxxx,
Vice President, Senior Counsel Vice President OppenheimerFunds, Distributor, Inc.; Vice President, Assistant
Secretary and Director of Centennial Asset Management Corporation; Vice President of Xxxxxxxxxxx Real Asset Management,
Inc.
Xxxxxx X. Xxxxxxxx,
Senior Vice President;
Chairman: Rochester Division Vice President of OppenheimerFunds Distributor, Inc.; Director of ICI Mutual Insurance
Company; Governor of St. John's College; Chairman of the Board of Directors of International Museum of Photography at
Xxxxxx Xxxxxxx House.
Xxxx Xxxxxxxxxxx,
Assistant Vice President None.
P. Xxxxx Xxxxxx,
Senior Vice President Senior Vice President of OppenheimerFunds Distributor, Inc. Formerly Vice President of
Prudential Investments (August 1999-April 2000).
Xxxxx Xxxxxxxx,
Assistant Vice President Assistant Vice President of OppenheimerFunds Legacy Program.
Xxxxxxx X. Xxxxxx,
Assistant Vice President None.
Xxxxxxx Xxxxxx,
Vice President None.
Xxx X. Xxxxxxx,
Vice President None.
Xxx Xxxxxxxxx,
Assistant Vice President Formerly Assistant Vice President at Xxxxxxxx Xxxxxxxx (January 2000-October 2000).
Xxxxxxx Xxxxx,
Assistant Vice President Formerly equity analyst at Fidelity Investments (1995 - March 2000).
Xxxxxxx X. Xxxxxxx,
Assistant Vice President None.
Xxxx X. Xxxxxxx,
Vice President None.
Xxxx X. Xxxxxxxxx,
Vice President None.
Xxxx X. Xxxxxxxxxx,
Vice President None.
Xxxx Xxxxxxxx,
Assistant Vice President None.
Xxxxx Xxxxxxx,
Vice President Formerly a portfolio manager at Fortis Advisors (July 1998-October 2000).
Xxxxxx X. Xxxxxxxxx,
Executive Vice President,
Chief Financial Officer and
Director Chief Financial Officer, Treasurer and director of Xxxxxxxxxxx Acquisition Corp.; Executive Vice President of
HarbourView Asset Management Corporation; President and director of OppenheimerFunds International Ltd.; President. Chief
Executive Officer, Chairman of the Board and director of Xxxxxxxxxxx Trust Company; director of Trinity Investment
Management Corp., Secretary/Treasurer of OppenheimerFunds Legacy Program (a Colorado non-profit corporation); Executive
Vice President of OFI Private Investments, Inc.; Executive Vice President of OAM Institutional, Inc. and a Member and
Fellow of the Institute of Chartered Accountants.
Xxxxxx Grill,
Senior Vice President None.
Xxxxxx Xxx,
Senior Vice President None.
Xxxxx Xxxxx,
Vice President None.
Xxxxxx Xxxxx,
Assistant Vice President None.
Xxxxxxx Xxxx,
Vice President None.
Xxxxx Xxxxx,
Assistant Vice President None.
Xxxxxx X. Xxxxx,
Vice President None.
Xxxxxxx X. Xxxxxxxx,
Vice President None.
Xxxxxx X. Xxxxxxx,
Vice President and Senior Counsel As of December 2001: Secretary of HarbourView Asset Management Corporation, OFI
Private Investments, Inc. and OAM Institutional, Inc.; Assistant Secretary of OppenheimerFunds Legacy Program.
Merrell I. Hora,
Vice President None.
Xxxxx X. Xxxxx,
Vice President Assistant Vice President of OppenheimerFunds Legacy Program.
Xxxxxxxx Xxx,
Assistant Vice President None.
Xxxxx X. Xxxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxxxx,
Senior Vice President Formerly Vice President of Product Management at Ameritrade (until March 2000).
Xxxxxxxx X. Xxxx,
Vice President and Assistant Counsel Vice President of OppenheimerFunds Distributor, Inc.; Assistant Secretary of
Shareholder Financial Services, Inc. and OppenheimerFunds Legacy Program; Vice President and Assistant Secretary of
Shareholder Services, Inc.; an officer of other Xxxxxxxxxxx funds.
Xxxxxxx Xxxxx,
Vice President Senior Vice President and Chief Compliance Officer (since April 2000) of HarbourView Asset Management
Corporation; and of OAM Institutional, Inc. (since February 2001).
Xxxxx X. Xxxxxxxx,
Vice President None.
Xxxx Xxxxxxxx,
Vice President None.
Xxxxx X. Xxxxxx,
Vice President None.
Xxxxxxxx X. Xxxx,
Assistant Vice President None.
Xxxx X. Xxxxxxx,
Senior Vice President None.
Xxxxxx X. Xxxxxx,
Senior Vice President None.
Xxxxxxxx X. Xxxxxx,
Vice President Vice President of OppenheimerFunds Distributor, Inc.
Xxxxxxx Xxxxx,
Vice President None.
Xxxxxxx X. Xxxxxxxxxxx,
Assistant Vice President None.
Xxxxxxx X. Xxxx,
Assistant Vice President None.
Xxxxxx Kong,
Assistant Vice President None.
Xxxxxx X. Xxxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxxxx,
Senior Vice President None.
Xxxxx Xxxxxxxxxxxx,
Vice President. None.
Xxxxxx Xxxxx,
Assistant Vice President None.
Guy E. Leaf,
Vice President Vice President of Xxxxxxx Xxxxx (January 2000-September 2001.
Xxxxxxxxxxx X. Xxxxx,
Senior Vice President Formerly Vice President and portfolio manager at Xxxxxx Xxxxxxx Investment Management
(1997-September 2000).
Xxxx X. Xxx,
Assistant Vice President and
Assistant Counsel Formerly an attorney with Xxx Xxx Global (until December 2000).
Xxxxx Xxxxxxxxxx,
Vice President Vice President of Shareholder Financial Services, Inc.
Xxxxxxx X. Xxxxxx,
Vice President None.
Xxxx Xx,
Assistant Vice President None.
Xxxxxxxx Xx,
Vice President None.
Xxxxxxxx X. Xxxxxxxx,
Vice President and Assistant
General Counsel None.
Xxxx Xxxxxx,
Assistant Vice President None.
Xxxxxxx X. Xxxxxxx,
Assistant Vice President Assistant Vice President of OppenheimerFunds Distributor, Inc Formerly an associate manager
with Investment Management Analyst at Prudential (1996 - March 2000).
Xxxx Xxxxxxx,
Vice President None.
Xxxxx X. Xxxxx,
Assistant Vice President None.
Xxxxxx X. Xxxxxxxx
Vice President: Rochester Division None.
Xxxxxxxx Xxxxxx,
Vice President Vice President of Shareholder Financial Services, Inc. and Senior Vice President of Shareholder
Services, Inc.
Xxxxx X. Xxxxx,
Vice President Vice President of Xxxxxxxxxxx Trust Company.
Xxxxx Xxxxxxx,
Vice President None.
Xxxxxxxx Xxxxxxxxxx,
Assistant Vice President Formerly Vice President for DLJ High Yield Research Department (February 1993 - July 2000).
Xxxxxx X. Xxxxxxxxx,
Vice President and
Assistant Counsel None.
Xxxx Xxxxx,
Assistant Vice President None.
Xxxxxx X. Xxxx,
Senior Vice President None.
Joy Milan,
Vice President None.
Xxxxx X. Xxxxxxx,
Vice President and
Senior Counsel An officer of other Xxxxxxxxxxx funds.
Xxxxxxxx X. Xxxxxxxx,
Vice President None.
Xxxx Xxxxxx,
Chairman, President, Chief Executive
Officer and Director Director of OppenheimerFunds Distributor, Inc., President of Centennial Asset Management
Corporation, HarbourView Asset Management Corporation, Trinity Investments Management Corporation, OFI Private
Investments, Inc., OAM Institutional, Inc. and Tremont Advisers, Inc.; President and Director of Xxxxxxxxxxx Acquisition
Corp., Xxxxxxxxxxx Partnership Holdings, Inc., Xxxxxxxxxxx Real Asset Management, Inc.; Chairman and Director of
Shareholder Financial Services, Inc. and Shareholder Services, Inc.; President and a trustee of other Xxxxxxxxxxx funds;
Executive Vice President of MassMutual Life Insurance Company; director of DLB Acquisition Corp.
Xxxxxx X. Xxxxxx,
Vice President None.
Xxxxxxx Xxxxxx,
Vice President None.
Xxxxx Xxxxx,
Senior Vice President Senior Vice President of HarbourView Asset Management Corporation.
Xxxxxxx Xxxxxxx,
Vice President None.
Xxxxxxx Xxxxxxxxxxx,
Assistant Vice President None.
Xxxxxx X. Xxxxxxxx,
Vice President None.
Xxxxxxx X. Xxxxx,
Assistant Vice President Assistant Vice President and Treasurer of OppenheimerFunds Distributor, Inc.; Treasurer of
Centennial Asset Management Corporation.
Xxxx Xxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxx,
Vice President None.
Xxxxx X. Xxxxxxxxxx,
Vice President None.
Xxxxxxx X. Xxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxxxx,
Vice President None.
Xxxxxx Xxxxxx,
Assistant Vice President
Xxxx X. Xxxxxx,
Vice President None.
Xxxxxxx X. Xxxxx,
Vice President None.
Xxxxx X. Xxxxxx,
Vice President None.
Xxxxx X. Xxxxxx,
Assistant Vice President:
Rochester Division None.
Xxxxxx X. Xxxxx,
Vice President Vice President (since April 1999) of HarbourView Asset Management Corporation.
Xxxxxxxx Xxxxxxxxxx,
Assistant Vice President None.
Xxxxx Xxxxxxxxx,
Senior Vice President Senior Vice President of OppenheimerFunds Distributor, Inc. Formerly Director of Sales &
Marketing at Xxxxxxxx Investment Management North America (March 1998-March 2000).
Xxx Xxxxx,
Assistant Vice President None.
Xxxxxxxxxx Xxxxxxxxx,
Assistant Vice President None.
Xxxxxxx X. Xxxxx,
Vice President None.
Xxxxxxx X. Xxxxxxxxxx,
Senior Vice President None.
Xxxxx X. Xxxx,
Executive Vice President President and director of OppenheimerFunds Distributor, Inc. and Centennial Asset Management
Corporation; Executive Vice President of OFI Private Investments, Inc.
Xxxxxx Xxxxxxx
Executive Vice President President and director of Shareholder Services, Inc. and Shareholder Financial Services, Inc.
Xxxxx Xxx,
Assistant Vice President None.
Xxxxxxx Xxxxxxx,
Vice President None.
Xxxxxxx X. Xxxxxxxxx,
Vice President None.
Xxxxx X. Xxxxxxxxxx,
Vice President None.
Xxxxx X. Xxxxxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxx
Assistant Vice President None.
Xxxxxxxx X. Xxxxxx,
Vice President Vice President of OFI Private Investments, Inc.
Xxxxxx X. Xxxxxxx,
Vice President None.
Xxxxxx X. Xxxxxxx,
Vice President Formerly consultant with Pricewaterhouse Coopers (November 2000-May 2001) prior to which he was a Vice
President of Xxxxxxx Xxxxx Xxxxxx Xxxxxx & Xxxxx, Inc. (July 1998-October 2000).
Xxxxxx Xxxxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxxxxxx,
Assistant Vice President None.
Xxxxxxx X. Xxxxx,
Assistant Vice President Formerly a business analyst with Xxxxxxx Xxxxx (August 1999-August 2001).
Xxxxxxx X. Xxxxx,
Vice President None.
Xxxxx Xxxxxxx,
Assistant Vice President:
Rochester Division None.
Xxxxx X. Xxxxxxx,
Vice President None.
Xxxxxxxx X. Xxxxx,
Assistant Vice President Assistant Vice President and Manager of Women & Investing Program.
Xxxxxxx X. Xxxxx,
Vice President: Rochester Division None.
Xxxxxx X. Xxxxxxxxx,
Senior Vice President Senior Vice President of HarbourView Asset Management Corporation.
Xxxxx X. Xxxxxxxxxxx,
Vice President None.
Xxxxxxx X. Xxxxx,
Vice President None.
Xxxx X. Xxxxx,
Senior Vice President Senior Vice President of OppenheimerFunds Distributor, Inc.
Xxxxx Xxxxxxx,
Assistant Vice President:
Rochester Division None.
Xxxxxxx Xxxxxxxx,
Vice President
Xxxxxxx X. Xxxxxxxx,
Assistant Vice President,
Assistant Counsel Since December 2001, Secretary of Xxxxxxxxxxx Trust Company. Formerly, Associate General Counsel, Chief
Compliance Officer, Corporate Secretary and Vice President of Xxxxxxx & Co. Inc. (formerly Bull & Bear Group, Inc.), CEF
Advisers, Inc. (formerly Bull & Bear Advisers, Inc.), Investor Service Center, Inc. and Midas Management Corporation
(November 1997 - March 2000).
Xxxx Xxxxxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxxx,
Vice President None.
Xxxxxxx X. Xxxxxx,
Vice President: Rochester Division None.
Xxxx Xxxxxx,
Vice President
Xxxxx Xxxxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxx,
Vice President Formerly portfolio manager for Technology Crossover Ventures (May 2000-March 2001); Assistant Vice
President and Associate Portfolio Manager (August 1999-May 2000) for OppenheimerFunds, Inc.
Cameron Ullyat,
Assistant Vice President None.
Xxxx X. Xxxxxxxx,
Vice President Vice President of OppenheimerFunds Distributor, Inc., Centennial Asset Management Corporation and
Shareholder Services, Inc.
Xxxxxxx Xxx Xxxxxxxxx,
Assistant Vice President None.
Xxxxxxx X. Xxxxxxxx,
Vice President None.
Xxxxxx Xxxxx Xxxxxx,
Vice President Vice President of HarbourView Asset Management Corporation.
Xxxxxx X. Xxxx,
Vice President Vice President of OppenheimerFunds Distributor, Inc.
Xxxxxx X. Xxxxx,
Assistant Vice President None.
Xxxxx X. Xxxxxx,
Senior Vice President Senior Vice President of HarbourView Asset Management Corporation.
Xxxxxxxxxxx X. Xxxxxx,
Assistant Vice President:
Rochester Division None.
Xxxxx X. Xxxxx,
Vice President None.
Xxxxxxxxx Xxxxx,
Vice President None.
Xxxxxx X. Xxxxx,
Vice President None.
Xxxxxxxxx X. Xxxxx,
Assistant Vice President Assistant Vice President of OppenheimerFunds Distributor, Inc. Formerly, Assistant Vice
President with Gruntal & Co. LLC (September 1998 - October 2000); member of the American Society of Pension Actuaries
(ASPA) since 1995.
Xxxxxxx X. Xxxxx,
Senior Vice President Senior Vice President (since May 1999) of HarbourView Asset Management Corporation.
Xxxxx X. Xxxx,
Senior Vice President President, Chief Executive Officer and Director of OFI Private Investments, Inc.; Director and
President of OppenheimerFunds Legacy Program; Senior Vice President of OppenheimerFunds Distributor, Inc.
Xxxxxxx Xxxxxxx,
Senior Vice President Principal at Xxxxxxxx & Xxxxxxx, Inc. (until June 2001).
Xxxxx X. Xxxxxx,
Senior Vice President and
Treasurer Treasurer of HarbourView Asset Management Corporation; OppenheimerFunds International Ltd., Xxxxxxxxxxx
Partnership Holdings, Inc., Xxxxxxxxxxx Real Asset Management Corporation, Shareholder Services, Inc., Shareholder
Financial Services, Inc., OFI Private Investments, Inc. and OAM Institutional, Inc.; Treasurer and Chief Financial
Officer of Xxxxxxxxxxx Trust Company; Assistant Treasurer of Xxxxxxxxxxx Acquisition Corp. and OppenheimerFunds Legacy
Program; an officer of other Xxxxxxxxxxx funds.
Xxxxx Xxxx,
Senior Vice President An officer of certain Xxxxxxxxxxx funds; serves on the Board of Chinese Children Adoption
International Parents Council, Supporters of Children, and the Advisory Board of Denver Children's Hospital Oncology
Department.
Xxxx Xxxxxxxxxx,
Senior Vice President Director of Tremont Advisers, Inc. (as of January 2002).
Xxxxx X. Xxxx,
Vice President None.
Xxxxxx X. Xxxxxxx,
Assistant Vice President None.
Xxxxxx X. Xxxx
Senior Vice President and
General Counsel General Counsel and Director of OppenheimerFunds Distributor, Inc.; General Counsel of Centennial Asset
Management Corporation; Senior Vice President and General Counsel of HarbourView Asset Management Corporation and OAM
Institutional, Inc.; Senior Vice President, General Counsel and Director of Shareholder Financial Services, Inc.,
Shareholder Services, Inc., OFI Private Investments, Inc. and Xxxxxxxxxxx Trust Company; Vice President and Director of
Xxxxxxxxxxx Partnership Holdings, Inc.; Secretary of OAC Acquisition Corp.; Director and Assistant Secretary of
OppenheimerFunds International Ltd.; Director of Xxxxxxxxxxx Real Asset Management, Inc.; Vice President of
OppenheimerFunds Legacy Program; an officer of other Xxxxxxxxxxx funds.
Xxxx Xxxxxxx,
Vice President: Rochester Division None.
Xxxx X. Xxxxxx,
Vice President Formerly (until May 2000) Vice President at GE Capital.
Xxxx X. Xxxxxxxxx,
Vice President None.
Xxxx Xxxx,
Assistant Vice President None.
Xxxxxx X. Xxxxxx,
Senior Vice President Senior Vice President (since April 1999) of HarbourView Asset Management Corporation.
Xxxxx Xxxxxxxxx,
Vice President None.
The Xxxxxxxxxxx Funds include the following:
Centennial America Fund, L.P.
Centennial California Tax Exempt Trust
Centennial Government Trust
Centennial Money Market Trust
Centennial New York Tax Exempt Trust
Centennial Tax Exempt Trust
Limited Term New York Municipal Fund (Rochester Portfolio Series)
Xxxxxxxxxxx Bond Fund (a series of Xxxxxxxxxxx Integrity Funds)
Xxxxxxxxxxx California Municipal Fund
Xxxxxxxxxxx Capital Appreciation Fund
Xxxxxxxxxxx Capital Income Fund
Xxxxxxxxxxx Capital Preservation Fund
Xxxxxxxxxxx Cash Reserves
Xxxxxxxxxxx Champion Income Fund
Xxxxxxxxxxx Concentrated Growth Fund
Xxxxxxxxxxx Convertible Securities Fund (Bond Fund Series)
Xxxxxxxxxxx Developing Markets Fund
Xxxxxxxxxxx Discovery Fund
Xxxxxxxxxxx Emerging Growth Fund
Xxxxxxxxxxx Emerging Technologies Fund
Xxxxxxxxxxx Enterprise Fund
Xxxxxxxxxxx Europe Fund
Xxxxxxxxxxx Global Fund
Xxxxxxxxxxx Global Growth & Income Fund
Xxxxxxxxxxx Gold & Special Minerals Fund
Xxxxxxxxxxx Growth Fund
Xxxxxxxxxxx High Yield Fund
Xxxxxxxxxxx Intermediary Municipal Fund (a series of Xxxxxxxxxxx Municipal Fund)
Xxxxxxxxxxx International Bond Fund
Xxxxxxxxxxx International Growth Fund
Xxxxxxxxxxx International Small Company Fund
Xxxxxxxxxxx Limited-Term Government Fund
Xxxxxxxxxxx Main Street Growth & Income Fund (a series of Xxxxxxxxxxx Main
Street Funds, Inc.
Xxxxxxxxxxx Main Street Opportunity Fund
Xxxxxxxxxxx Main Street Small Cap Fund
Xxxxxxxxxxx MidCap Fund
Xxxxxxxxxxx Money Market Fund, Inc.
Xxxxxxxxxxx Multiple Strategies Fund
Xxxxxxxxxxx Multi-Sector Income Trust
Xxxxxxxxxxx Multi-State Municipal Trust (3 series):
Xxxxxxxxxxx New Jersey Municipal Fund
Xxxxxxxxxxx Pennsylvania Municipal Fund
Xxxxxxxxxxx Rochester National Municipals
Xxxxxxxxxxx Municipal Bond Fund
Xxxxxxxxxxx New York Municipal Fund
Xxxxxxxxxxx Quest Capital Value Fund, Inc.
Xxxxxxxxxxx Quest For Value Funds (3 series)
Xxxxxxxxxxx Quest Balanced Value Fund
Xxxxxxxxxxx Quest Opportunity Value Fund
Xxxxxxxxxxx Small Cap Value Fund
Xxxxxxxxxxx Quest Global Value Fund, Inc.
Xxxxxxxxxxx Quest Value Fund, Inc.
Xxxxxxxxxxx Real Asset Fund
Xxxxxxxxxxx Real Estate Fund
Xxxxxxxxxxx Select Managers (6 series):
Gartmore Millennium Growth Fund II
Xxxxxxxx Growth Fund
Mercury Advisors Focus Growth Fund
Mercury Advisors S&P 500 Index Fund
QM Active Balanced Fund
Salomon Brothers Capital Fund
Xxxxxxxxxxx Senior Floating Rate Fund
Xxxxxxxxxxx Series Fund, Inc. (2 series):
Xxxxxxxxxxx Disciplined Allocation Fund
Xxxxxxxxxxx Value Fund
Xxxxxxxxxxx Special Value Fund
Xxxxxxxxxxx Strategic Income Fund
Xxxxxxxxxxx Total Return Fund, Inc.
Xxxxxxxxxxx Tremont Market Neutral Fund LLC
Xxxxxxxxxxx Tremont Opportunity Fund LLC
Xxxxxxxxxxx Trinity Core Fund
Xxxxxxxxxxx Trinity Large Cap Growth Fund
Xxxxxxxxxxx Trinity Value Fund
Xxxxxxxxxxx U.S. Government Trust
Xxxxxxxxxxx Variable Account Funds (10 series):
Xxxxxxxxxxx Aggressive Growth Fund/VA
Xxxxxxxxxxx Bond Fund/VA
Xxxxxxxxxxx Capital Appreciation Fund/VA
Xxxxxxxxxxx Global Securities Fund/VA
Xxxxxxxxxxx High Income Fund/VA
Xxxxxxxxxxx Main Street Growth & Income Fund/VA
Xxxxxxxxxxx Main Street Small Cap Fund/VA
Xxxxxxxxxxx Money Fund/VA
Xxxxxxxxxxx Multiple Strategies Fund/VA
Xxxxxxxxxxx Strategic Bond Fund/VA
Panorama Series Fund, Inc. (4 series):
Growth Portfolio
Government Securities Portfolio
International Growth Fund/VA
Total Return Portfolio
Rochester Fund Municipals
The address of the Xxxxxxxxxxx funds listed above, Shareholder Financial Services, Inc., Shareholder Services, Inc.,
OppenheimerFunds Services, Centennial Asset Management Corporation, Centennial Capital Corp., Xxxxxxxxxxx Real Asset
Management, Inc. and OppenheimerFunds Legacy Program is 0000 Xxxxx Xxxxxx Xxx, Xxxxxxxxx, Xxxxxxxx 00000.
The address of OppenheimerFunds, Inc., OppenheimerFunds Distributor, Inc., HarbourView Asset Management Corp.,
Xxxxxxxxxxx Partnership Holdings, Inc., Xxxxxxxxxxx Acquisition Corp., OFI Private Investments, Inc., OAM Institutional,
Inc. and Xxxxxxxxxxx Trust Company is 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000.
The address of Tremont Advisers, Inc. is 000 Xxxxxxxx Xxxxx Xxxxxx, Xxxxx 000-X, Xxx, Xxx Xxxx 00000.
The address of OppenheimerFunds International Ltd. is Bloc C, Irish Life Center, Xxxxx Xxxxx Xxxxxx, Xxxxxx 0, Xxxxxxx.
The address of Trinity Investment Management Corporation is 000 Xxxxx Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxxxxxx 00000.
Item 27. Principal Underwriter
(a) Centennial Asset Management Corporation is the Distributor of Registrant's shares. It is also the Distributor of
each of the other registered open-end investment companies for which Centennial Asset Management Corporation is the
investment adviser, as described in Part A and B of this Registration Statement and listed in Item 26(b) above.
(b) The directors and officers of the Registrant's principal underwriter are:
Name & Principal Positions & Offices Positions & Offices
Business Address with Underwriter with Registrant
---------------- ---------------- ---------------
Xxxxxx Xxxx(1) Vice President None
Xxxxxxx Xxxxxxxxx(1) Secretary None
Xxxxxxxxx X. Xxxx(1) Director, Vice President Assistant Secretary
& Assistant Secretary
Xxxx X. Xxxxxx(1) Director None
Xxxxxxx X. Xxxxx(2) Treasurer None
Xxxxx X. Xxxx(1) President & Director None
Xxxx Xxxxxxxx(2) Vice President None
Xxxxxx X. Xxxx(1) General Counsel Vice President
& Secretary
(0)000 Xxxxxxx Xxxxxx, Xxx Xxxx, XX 00000
(2)6803 Xxxxx Xxxxxx Xxx, Xxxxxxxxx, XX 00000
(c) Not applicable.
Item 28. Location of Accounts and Records
The accounts, books and other documents required to be maintained by Registrant pursuant to Section 31(a) of the
Investment Company Act of 1940 and rules promulgated thereunder are in the possession of OppenheimerFunds, Inc. at its
offices at 0000 Xxxxx Xxxxxx Xxx, Xxxxxxxxx, Xxxxxxxx 00000.
Item 29. Management Services
Not applicable
Item 30. Undertakings
Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and/or the Investment Company Act of 1940, the Registrant
certifies that it meets all the requirements for effectiveness of this Registration Statement pursuant to Rule 485(b)
under the Securities Act of 1933 and has duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the County of Arapahoe and State of Colorado on the 26th day of April, 2002.
CENTENNIAL AMERICA FUND, L.P.
By: /s/ Xxxxx X. Xxxxx *
--------------------------------
Xxxxx X. Xxxxx, Chairman
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the
following persons in the capacities on the dates indicated:
Signatures Title Date
---------- ----- ----
/s/ Xxxxx X. Xxxxx* Chairman of the Board of April 26, 2002
------------------------------------- Managing General Partners,
Xxxxx X. Xxxxx Principal Executive Officer &
Managing General Partner
/s/ Xxxx X. Xxxxxx* President April 26, 2002
-------------------------------------
Xxxx X. Xxxxxx
/s/ Xxxxx X. Xxxxxx* Treasurer and Principal April 26, 2002
------------------------------------- Financial and Accounting
Xxxxx X. Xxxxxx Officer
/s/ Xxxxxx X. Xxxx* Managing General Partner April 26, 2002
-------------------------------------
Xxxxxx X. Xxxx
/s/ Xxx Xxxxxxxx* Managing General Partner April 26, 2002
-------------------------------------
Xxx Xxxxxxxx
/s/ C. Xxxxxx Xxxx* Managing General Partner April 26, 2002
-------------------------------------
C. Xxxxxx Xxxx
/s/ Xxxxxx X. Xxxxxxxx* Managing General Partner April 26, 2002
-------------------------------------
Xxxxxx X. Xxxxxxxx
*By: /s/ Xxxxxx X. Xxxx
---------------------------------------------
Xxxxxx X. Xxxx, Attorney-in-Fact
CENTENNIAL AMERICA FUND, L.P.
Registration No. 33-12463
Post-Effective Amendment No. 22
Exihibit Index
Exhibit No. Description
----------- -----------
23(c) Specimen Share Certificate
23 (j) Independent Auditors' Consent
