STEELPATH MLP INCOME FUND

STEELPATH MLP INCOME FUND Q4 2015 COMMENTARY AS OF 12/31/15 Ticker Symbol MLPDX (Class A shares) MLPZX (Class Y shares) OSPMX (Class I shares) Asset Class Master Limited Partnership (MLP) Oppenheimer SteelPath MLP Income Fund Class A, Y and I Shares Average Annual Total Returns as of 12/31/2015 Oppenheimer SteelPath MLP Income Fund (Class A shares without sales charge) 4Q15 1-Year 3-Year 5-Year Since Inception (3/31/10) -11.04% -28.91% -3.30% -1.65% 1.06% Portfolio Managers Stuart Cartner Since 3/2010 Brian Watson, CFA Since 3/2010 Oppenheimer SteelPath MLP Income Fund (Class A shares with sales charge) Oppenheimer SteelPath MLP Income Fund (Class Y shares) Oppenheimer SteelPath MLP Income Fund (Class I shares) -16.17-33.00-5.20-2.81 0.02-10.99-28.71-3.07-1.39 1.30-10.98-28.76 n/a n/a -10.11 Client Portfolio Managers Chuck Anderson Chad Potter, CFA Average Industry Experience 22 years Alerian MLP Index (AMZ) 1-2.76-32.59-3.40 1.47 5.35 S&P 500 Index 2 7.04 1.38 15.13 12.57 12.54 Morningstar Energy Limited Partnership Category Average 3-9.98-34.75-4.76 0.49 1.60 Morningstar Percentile Rank and Ranking: Energy Limited Partnership Category Class A shares based on Total Return 4 20% 21/102 38% 20/51 73% 15/20 89% 9/10 Returns for periods of less than one year are cumulative and not annualized. Annual Expense Ratios: Class A Shares: Gross: 5.88, Net: 1.38, Deferred Income Tax Expense: 4.38 Class Y Shares: Gross: 5.62, Net: 1.12, Deferred Income Tax Expense: 4.38 Class I Shares: Gross: 5.43, Net: 1.05, Deferred Income Tax Expense: 4.38 The performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor s shares, when redeemed, may be worth more or less than the original cost. Current performance and expense ratios may be lower or higher than the data quoted. For performance data current to the most recent monthend, visit oppenheimerfunds.com or call 1.800.CALL OPP (225.5677). Fund returns include changes in net asset value with dividends and capital gains reinvested. Class A shares include the 5.75% maximum sales charge where indicated. Class Y and I shares are not subject to a sales charge. Returns do not consider capital gains or income taxes on an individual's investment. Generally, I shares are only available to institutional investors and can only be purchased with a $5 million initial investment. Effective January 25, 2016, the Class I minimum initial investment is reduced to $1 million per account. Y shares are not available to all investors. See prospectus for details. The net expense ratio reflects that the Advisor has contractually agreed to limit fees and/or reimburse expenses (excluding certain expenses) until at least 3/29/16, however, the Fund s Board of Trustees may terminate or amend this arrangement prior to that date. The Manager can be reimbursed by the Fund within three years after the date the limitation an/or expense reimbursement has been made by the Manager, provided that such repayment does not cause the expenses of any class of the Fund to exceed the limits described in the notes to the fee table in the prospectus. The net expense ratio is also net of deferred income tax expense, which represents an estimate of the Fund s potential tax liability. This expense may vary from year to year. Because the Fund's deferred income tax expense is excluded from the expense cap, the Fund's net expense is increased by the amount of this expense. A change in the estimate of deferred tax liability could result in a loss to net asset value. The majority of distributions have been classified as return of capital which reduces the investor s adjusted cost basis. See the prospectus for details. Not FDIC Insured May Lose Value Not Bank Guaranteed

Market Overview For the fourth quarter of 2015, master limited partnerships (MLPs), as measured by the Alerian MLP Index (AMZ), were down 4.6% on a price basis and down 2.8% on a total return basis, or including the impact of distributions. Midstream MLPs, as measured by the Alerian MLP Infrastructure Index (AMZI), fell 3.5% on a price basis and lost 1.6% on a total return basis. For context, the broader market, as measured by the S&P 500 Index, gained 6.5% on a price basis or 7.0% on a total return basis. For the year, the AMZI generated a 31.7% total return loss as compared to the S&P 500 Index s 1.4% gain, which represents the greatest relative underperformance in the sector s history. It appears clear that crude oil price weakness has been the primary driver of poor investor sentiment and has created an environment ripe for technical trading influences within the MLP space despite the resilient operating performance most sector participants were able to deliver over the period. Though correlation between the sector s trading performance and commodity pricing has been relatively low over longer periods of time, heightened correlation in periods of distress is common. What is unique, however, is the acuity and length of the current energy market trough. Ultimately, we feel confident these technical factors will fade allowing market participants to focus on fundamentals. Third quarter reporting season wrapped up in November during which sector participants reported third quarter financial results. Operating performance was, on average, better than expectations with market-capitalization weighted EBITDA, or Earnings Before Interest, Taxes, Depreciation and Amortization, averaging 2.6% higher than consensus expectations, and 7.8% higher than the second quarter of 2015. Additionally, 82 midstream companies announced third quarter distributions that were, on average, 2.0% higher than the second quarter of 2015, which reflected an 11.1% increase over the yearago period. However, during December three midstream, or midstream-like, entities announced plans to reduce their cash distribution. Generally, in times of capital market distress midstream companies will seek to fund capital spending plans through alternative markets. For example, some will simply rely more on their credit facilities, some may seek alternative financing such as preferred issues or private equity JV financing, some may also choose to delay or slow down capital spending, and some may choose to lower their distribution payouts. Though, similar to the financial crisis period, we believe distribution payout adjustment will remain the exception rather than the rule, and that most of those who choose this option are likely to return to their previous policies as soon as practical. Approximately $5.7 billion of new MLP equity supply entered the market through secondary offerings over the quarter. Further, we estimate an additional $0.5 to $1.0 billion was issued through at-the-market programs in which primary units trade into the market anonymously throughout the normal trading day. For comparison, we estimate MLP-focused investment vehicles, including closed-end funds, open-end funds and index-linked products, experienced moderate inflows in capital over the quarter (approximately $700 million). Therefore, over the period visible equity supply into the market continued to materially outpace MLP product driven equity demand. MLP capital investment over the fourth quarter included approximately $7 billion of announced asset acquisitions and we estimate $4 to $5 billion of organic capital spending took place during the quarter. MLP capital spending plans continue to benefit from a robust slate of growth projects needed to accommodate localized capacity constraints, demand-pull from new industrial projects, and export opportunities. While growth rates have moderated, we expect infrastructure investment to continue as energy infrastructure demand remains significant. West Texas Intermediate (WTI) crude oil priced at the Cushing hub ended the quarter at $37.04 per barrel, down 18% from the end of the third quarter and 31% lower than the year-ago period. Domestically, most regional and quality crude pricing differentials ended the period modestly tighter in absolute terms. The spread between Brent crude, a proxy for international crude prices, and WTI narrowed almost to parity, as compared to the $3 to $8 per barrel range that it has averaged for most of the last 24 months. Henry Hub natural gas spot prices declined 7% from the end of September to end the fourth quarter at $2.31 per million British thermal units (mmbtu). Natural gas priced in certain areas of Appalachia strengthened relative to benchmark pricing over the period, benefitting from two new pipelines that were placed into service during the last four months of the year that alleviated some regional infrastructure constraints. Late quarter pricing was also aided by the arrival of winter weather conditions, albeit later than normal. Natural gas pricing near Leidy, PA exited the quarter at approximately $1.22 per mmbtu, a 47% discount compared to Henry Hub, as compared to $0.81 per mmbtu and a 67% discount at the end of the third quarter. 2

Natural gas liquids (NGL) priced at Mont Belvieu ended the quarter at $16.79 per barrel, down 14% from the end of the third quarter of 2015 and down 17% from December 2014. Frac spreads, a measure of natural gas processing economics, declined during the quarter to settle at $0.19 per gallon, down 20.8% from the end of the third quarter and 10.2% lower than at year-end 2014. Generally, the greater the frac spread, the greater the incentive for producers to seek natural gas processing capacity. The futures curves for domestic and international crude oil and domestic natural gas remained in a contango structure (in which futures prices are higher than nearterm prices) over the quarter with the contango in the crude curve steepening from the end of the third quarter as nearer-dated contracts declined more in absolute terms than longer-dated pricing. Generally, for any commodity, a contango futures market is supportive of storage providers as traders are able to enter into futures contracts to sell volumes in the future at the higher price while hedging this commitment with volumes held in storage. Please note, though we routinely review the pricing environments for the major energy commodities in our commentaries, we do so primarily to provide investors a more nuanced understanding of the broader energy markets. However, we choose to seek to exploit the logistical needs surrounding these products primarily through energy infrastructure MLPs that we believe are not overly exposed to changes in these prices. Over the quarter, the ten-year Treasury yield rose 23 basis points to end at 2.27%. The MLP yield spread at quarter-end, as measured by the implied yield of the AMZ index relative to the 10-year Treasury bond, narrowed by 2 basis points to 6.26%. The long-term average (2000-4Q2015, ex-financial crisis) spread is 3.17%, which continues to suggest that 10-year treasury rates could increase materially before this spread approached its historical average. At period-end, the AMZ s indicated yield was 8.53%. Over the fourth quarter of 2015, REITs and utilities posted total returns of 7.3% and 1.1%, respectively, versus the AMZ s 2.8% loss. Price strength for these yield-oriented sectors likely reflects the benign movements in interest rates over the period. While MLPs are often associated with interest rates, given the yield-oriented return component, energy market duress continued to drive sector sentiment over the period. Sector valuation statistics, such as the price-to-forwarddistributable-cash-flow (DCF) ratio, declined modestly over the period, remaining significantly below the ten-year average. While we continue to believe the visibility of growth opportunities across the asset class relative to the more opaque acquisition-focused growth model prevalent prior to the energy renaissance should support valuation metrics above the historic average, we also acknowledge that some near-term growth projects will be deferred until commodity prices better support drilling activity. While, we certainly have no window as to when the energy markets or the MLP space in particular will begin to normalize, we know that when momentum is driving a market, seeking a rational explanation usually fails. However, history tells us momentum trading patterns eventually peter out and that fundamentals eventually come back into focus. We believe we have strategically positioned our portfolios to take advantage of the fundamentals and now is the time for patient investing. We feel encouraged that sector valuations rest near historic lows providing an opportunity for significant gains over time. We also remain steadfast in our belief that a recovery in energy and sector sentiment is only a matter of time. 3

Performance Attribution Oppenheimer SteelPath MLP Income Fund Class A shares (without sales charge) were down 11.04% in the fourth quarter, underperforming the Alerian MLP Index (AMZ) which returned -2.76%. The Fund s top contributors to relative performance were petroleum transportation and other sub-sectors. The natural gas pipeline sub-sector detracted from performance. The most significant contributors from fourth quarter performance included: 1. Buckeye Partners (NYSE: BPL) Contribution: 0.72% 1 Buckeye continued its relative outperformance during the quarter, beating both sub-sector peers and the wider MLP universe, as investors continued to seek safety during a period of volatile commodity prices. The partnership s refined products logistics assets are well positioned to benefit from increasing consumer demand driven by lower prices, while the South Texas crude assets are fully contracted on both pricing and volumes. Buckeye should further benefit from increasing product and crude storage builds thanks to an extensive terminal network in the Northeast and Caribbean. 2. EnLink Midstream Partners, LP (NYSE: ENLK) Contribution: 0.42% 1 The partnership continues to focus on building its asset footprint as evidenced by the closing of two recent Permian acquisitions as well as another one that brings significant scale to its already sizable presence in Oklahoma. These acquired assets generate largely fee-based cash flow, consistent with EnLink s present cash flow mix. Perhaps paramount to investors, EnLink raised $750 million via a preferred offering and another $50 million in common units sold to its GP to help finance the above transactions and proving the partnership still has access to the capital markets and a supportive sponsor. 3. TC Pipelines (NYSE: TCP) Contribution: 0.40% 1 TCP units benefitted from the partnership s lack of direct commodity price exposure and long term contracts on its natural gas pipelines. The partnership also benefitted from the continued support of parent company TransCanada Corp. as a drop-down acquisition was completed 2015 and a second transaction was completed subsequent to yearend. TCP has an investment grade balance sheet and continues to guide to annual distribution growth of 6% over the next two to three years. The most significant detractors from fourth quarter performance included: 1. Teekay LNG Partners (NYSE: TGP) Contribution: -2.92% 1 TGP units underperformed during the quarter after announcing an unexpected distribution reduction. TGP s decision to change its dividend payout philosophy was unexpected as the company s operating performance has continued to be very resilient. Operating risk was low because most of its portfolio of vessels were under long-term commitments, and near-term commitments for funding appeared reasonable. In fact, management affirmed its positive operating outlook. Instead, management chose to prioritize near-term capital spending over distributions to equity holders, reflecting a change in corporate financial policy rather than an unexpected deterioration of operating performance. 2. Targa Resources Partners, LP (NYSE: NGLS) Contribution: -1.63% 1 NGLS units underperformed during the fourth quarter despite announcing solid financial results, stronger than expected distribution coverage, and a proposal to be acquired by its parent, Targa Resources Corp (TRGP). While the pending merger may not have been well received by the market, the transaction does place the combined entity on a better footing as the removal of IDRs paves the way for stronger distribution coverage and improved growth prospects should commodity pricing remain depressed for an extended period. 3. Energy Transfer Partners, L.P. (NYSE: ETP) Contribution: -1.44% 1 Energy Transfer Partners (NYSE: ETP) unit price underperformed during the quarter despite solid operational performance and the partnership s ninth consecutive quarterly distribution increase. Investors have expressed concern with the ability of ETP to raise capital to fund its aggressive 2016 growth capital budget However, with the $2.2 billion dropdown to Sunoco, LP (SUN) during the quarter, ETP addressed the majority of its 2016 funding needs. ETP is well positioned as one of the largest MLPs with geographically diverse operations in substantially all major producing areas in the United States, and across business lines, with a unique franchise across the energy midstream value chain. 4

Yields by Asset Class 9.00% 8.00% 7.00% 6.00% 5.00% 4.00% 3.00% 2.00% 1.00% 0.00% 8.36% 4.16% 4.24% 3.84% 2.29% 2.27% AMZ REITs BBB Utilities S&P 500 10 Yr Treasury Source: Bloomberg. Data as of December 31, 2015 and is calculated using the most recent annualized distribution. Real Estate Investment Trusts (REITs) are represented by the FTSE NAREIT Equity REIT Index. BBB Bonds (BBB) are represented by the U.S. Corporate Bond BBB yield. Utilities are represented by the Dow Jones Utilities Index. 10-Year Treasuries are represented by the U.S. Treasury Bond 10-year yield. S&P 500 Index is an unmanaged capitalization-weighted index of 500 stocks listed on various exchanges. Past performance does not guarantee future results. Top Ten Holdings by Issuer 5 4th Quarter 2015 (as of 12/31/2015) Enbridge Energy Partners, LP 7.98% Energy Transfer Partners, LP 7.91 NuStar Energy, LP 7.47 Williams Partners, LP 7.13 Buckeye Partners, LP 6.13 TC Pipelines, LP 5.46 ONEOK Partners, LP 3.94 Enlink Midstream Partners, LP 3.59 Holly Energy Partners, LP 3.31 Martin Midstream Partners, LP 2.88 Sector Attribution Analysis 5 4th Quarter 2015 (as of 12/31/2015) MLP Income Fund Alerian MLP Index Attribution Analysis Average Weight Return Contribution to Return Average Weight Return Contribution to Return Sector Allocation Stock Selection Total Effect Coal 0.00 0.00 0.00 0.44-37.49-0.21 0.27 0.00 0.27 Diversified 10.53-5.46 0.01 25.42 1.74 0.81-0.71-0.44-1.15 Exploration & Production 0.00 0.00 0.00 0.52-39.42-0.28 0.35 0.00 0.35 Gathering & Processing 20.79-12.79-2.51 12.88-4.80-0.79-0.10-1.64-1.74 Natural Gas Pipelines 15.20-6.70-0.80 17.15-4.98-1.00 0.13-0.24-0.11 Other 0.00 0.00 0.00 0.83-15.89-0.18 0.23 0.00 0.23 Petroleum Transportation 38.12-5.26-1.61 37.30 0.52 0.56 0.13-2.89-2.76 Propane 6.41-17.52-1.17 3.36-17.80-0.71-0.34 0.10-0.25 Shipping 8.35-35.38-4.30 2.10-36.03-1.00-2.88 0.22-2.66 Cash 0.60 0.02 0.00 0.00 0.00 0.00 0.23 0.00 0.23 Totals 100.00-10.38-10.38 100.00-2.80-2.80-2.68-4.90-7.58 Contribution to return is based on absolute stock performance in the portfolio. Attribution methodology notes: The analysis includes equity investments only and provides analysis of the effects of several portfolio management decisions, including allocation and security selection. All attribution effects are computed daily, linked through time, and do not reflect fees, expenses or transaction costs. The total returns displayed for the Fund and Benchmark do not capture the effect of daily cash flows and intra-day trading activity, and may be further impacted by pricing differentials, therefore they are subject to reasonable variance from the Fund s and the Benchmark s actual return. Past performance does not guarantee future results. 5

Sector Commentary Sector weakness continued during the fourth quarter and within the sector, the flight to safety trend continued. Sector winners and losers generally remained in their respective categories from previous quarters as uncertainty remained the overarching factor across the energy markets. Demand pull (as opposed to supply push) stories grabbed particular attention as market participants continued to eschew uncertainty surrounding volumetric and counterparty risk. Outperformers Variable distribution partnerships, composed of refiners, continued to outperform during the quarter. Group performance was driven primarily by Western Refining s (NYSE: WNR) buyout bid for Northern Tier (NYSE: NTI). Natural Gas Pipeline partnerships were the primary beneficiaries of the flight to safety trade as the group visibly carries little exposure to crude oil pricing or volumes. Within the subsector, investors appeared to rotate into long-haul natural gas pipelines, particularly those backed by utilities that may continue to switch from coal to gas for power generation. Petroleum Pipeline partnerships similarly benefited from the risk-off trade and investor focus on demand-pull stories. In particular, refinery-backed companies performed best as these refiner parents appear to carry little financial risk. Underperformers Gathering & Processing partnerships continued to underperform as investors shied away from the uncertainty surrounding production volumes, and more recently began to question counterparty credit quality amid deteriorating producer balance sheets. For select partnerships with direct commodity price exposure, the precipitous drop across the commodity complex continued to weigh on margins. Propane partnership losses accelerated during the quarter thanks to a warmer than normal start to the winter season, with the sector swinging from an outperformer to an underperformer quarter over quarter. Diversified partnerships, traditionally bastions of stability during turbulent times, also succumbed to energy market malaise. The subsector also likely suffered from contagion following Kinder Morgan s (NYSE: KMI) decision to cut its dividend in a bid to stabilize credit concerns. Marine partnership declines were similarly exacerbated by both Teekay Offshore (NYSE: TOO) and Teekay LNG (NYSE: TGP) electing to reduce distributions in order to maintain capital spending programs, a strategic decision that were not welcomed or expected by the market. Coal partnerships continued to decline as coal fundamentals remain challenged. Low natural gas prices during the quarter further incentivized coal-to-gas switching for power generators, while national and international pressure to reduce coal emissions continues to build momentum. Exploration & Production partnerships experienced the steepest declines for the quarter with the group losing half of their market capitalization due to continued pressure from low commodity prices and distressed balance sheets. 6

SPECIAL RISKS Investing in MLPs involves additional risks as compared to the risks of investing in common stock, including risks related to cash flow, dilution and voting rights. The Fund s investments are concentrated in the energy infrastructure industry with an emphasis on securities issued by MLPs, which may increase volatility. Energy infrastructure companies are subject to risks specific to the industry such as fluctuations in commodity prices, reduced volumes of natural gas or other energy commodities, environmental hazards, changes in the macroeconomic or the regulatory environment or extreme weather. MLPs may trade less frequently than larger companies due to their smaller capitalizations which may result in erratic price movement or difficulty in buying or selling. MLPs are subject to significant regulation and may be adversely affected by changes in the regulatory environment including the risk that an MLP could lose its tax status as a partnership. Additional management fees and other expenses are associated with investing in MLP funds. The Fund is subject to certain MLP tax risks. An investment in the Fund does not offer the same tax benefits of a direct investment in an MLP. The Fund is organized as a Subchapter C Corporation and is subject to U.S. federal income tax on taxable income at the corporate tax rate (currently as high as 35%) as well as state and local income taxes. The potential tax benefit of investing in MLPs depend on them being treated as partnerships for federal income tax purposes. If the MLP is deemed to be a corporation, its income would be subject to federal taxation at the entity level, reducing the amount of cash available for distribution which could result in a reduction of the fund s value. MLP funds accrue deferred income taxes for future tax liabilities associated with the portion of MLP distributions considered to be a tax-deferred return of capital and for any net operating gains as well as capital appreciation of its investments. This deferred tax liability is reflected in the daily NAV and as a result a MLP fund's after-tax performance could differ significantly from the underlying assets even if the pre-tax performance is closely tracked. The Fund is classified as a non-diversified fund and may invest a greater portion of its assets in the securities of a single issuer. 7

DISCLOSURES Past performance does not guarantee future results. 1. The Alerian MLP Index (AMZ) is a composite of the 50 most prominent energy Master Limited Partnerships that provides investors with an unbiased, comprehensive benchmark for this emerging asset class. The index, which is calculated using a float-adjusted, capitalization-weighted methodology, is disseminated real-time on a price-return basis. Index performance is shown for illustrative purposes and does not predict or depict performance of the fund. The index is unmanaged and cannot be purchased directly by investors. 2. The S&P 500 Index is a capitalization-weighted index of 500 stocks intended to be a representative sample of leading companies in leading industries within the U.S. economy. Index includes reinvestment of dividends but does not include fees, expenses or taxes. Index performance is shown for illustrative purposes and does not predict or depict performance of the fund. The index is unmanaged and cannot be purchased directly by investors. 3. Source: Morningstar, Inc. 12/31/2015. The Morningstar Energy Limited Partnership Category Average is the average return of the mutual funds within the investment category as defined by Morningstar. Returns include the reinvestment of distributions but do not consider sales charges. The Morningstar Energy Limited Partnership Category Average is shown for illustrative purposes only and does not predict or depict the performance of the Fund. 4. Source: 2015 Morningstar, Inc., as of 12/31/2015. Morningstar ranking is for Class A shares and ranking may include more than one share class of funds in the category, including other share classes of this Fund. Ranking is based on total return as of 12/31/2015, without considering sales charges. Different share classes may have different expenses and performance characteristics. Fund rankings are subject to change monthly. The Fund s total-return percentile rank is relative to all funds that are in the Energy Limited Partnership category. The highest (or most favorable) percentile rank is 1 and the lowest (or least favorable) percentile rank is 100. The top performing fund in a category will always receive a rank of 1. 5. Holdings, sector and country allocations are subject to change, do not constitute recommendations by OFI SteelPath, Inc., and are dollarweighted based on assets. Attribution analysis is a process used to analyze the absolute return (often called contribution) and the excess return (often called relative return) between a portfolio and its benchmark. The total effect measures both the allocation effect to a sector as well as stock selection within a sector. 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. These views represent the opinions of OppenheimerFunds 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, 2015, and are subject to change based on subsequent developments. The Fund s portfolio and strategies are subject to change. Total returns do not show the effects of income taxes on an individual s investment. Taxes may reduce an investor s actual investment returns on income or gains paid by the Fund or any gains realized if the investor sells his/her shares. 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. Oppenheimer funds are distributed by OppenheimerFunds Distributor, Inc. 225 Liberty Street, New York, NY 10281-1008 2016 OppenheimerFunds Distributor, Inc. All rights reserved. CO1390.001.1215 January 20, 2016 8