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FINANCIAL INSTITUTION BOND
STANDARD FORM NO. 14, REVISED TO OCTOBER, 1987



Hartford Fire Insurance Company                     BOND NO. 72 FI 0231544
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Hartford Plaza
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Hartford, CT 06115
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(Herein called Underwriter)



           

DECLARATIONS

ITEM     1.   Name of Insured (herein called Insured): Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated

              Principal Address: 301 E. Colorado Blvd., Suite 720, Pasadena CA 91101

ITEM     2.   Bond Period: from 12:01 a.m. on     May 15, 2006            to 12:01 a.m. on       May 15, 2007
              standard time.                          (MONTH, DAY, YEAR)                             (MONTH, DAY, YEAR)


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ITEM 3.       The Aggregate Liability of the Underwriter during the Bond Period shall be Six Hundred Thousand 00/100
              $ 600,000.
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ITEM 4.       Subject to Sections 4 and 11 hereof,
              the Single Loss Limit of Liability is $ 600,000
              and the Single Loss Deductible is $ 0

              Provided,  however,  that if any amounts are inserted below opposite specified Insuring Agreements or Coverage,  those
              amounts  shall be  controlling.  Any amount set forth  below shall be part of and not in addition to amounts set forth
              above. (If an Insuring Agreement or Coverage is to be deleted, insert "Not Covered.")

              Amount applicable to:                                                              Single Loss       Single Loss
                                                                                             Limit of Liability     Deductible
              Insuring Agreement (D) -- FORGERY OR ALTERATION                                $ Not Covered         $ N/A
              Insuring Agreement (E) -- SECURITIES                                           $ Not Covered         $ N/A
              Coverage on Partners                                                           $ Not Covered         $ N/A
              Optional Insuring Agreements and Coverages:
                                                                                             $ Not Covered         $ N/A
                                                                                             $                     $
                                                                                             $                     $
              If "Not Covered" is inserted above opposite any specified insuring  Agreement or Coverage,  such Insuring Agreement or
              Coverage and any other reference thereto in this bond shall be deemed to be deleted therefrom.
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ITEM 5        The liability of the Underwriter is subject to the terms of the following riders attached hereto:
              F-4017-1, F-4009-1, F-3402-1, Rider 34, Rider 135, Rider 144, Rider 145, Rider 146, Rider 147

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ITEM  6       The Insured by the acceptance of this bond gives notice to the  Underwriter  terminating or canceling prior bond(s) or
              policy(ies)  No.(s) 72SSB KA2610 such  termination  or  cancellation  to be effective as of the time this bond becomes
              effective.
====================================================================================================================================

Signed, sealed and dated this 11th day of May, 2006

Attest:                                                           By:   /S/ CURT MCFAUL
             ----------------------------------------------------       ---------------------------------------------------------
                   , Attorney-in-Fact                                    Curt McFaul, Attorney-in-Fact

FORM F-4061-1  Printed in U.S.A.  (SAA TSB 5062b)                                                                             Page 1




The Underwriter, in consideration of an agreed premium, and in reliance upon all
statements made and  information  furnished to the Underwriter by the Insured in
applying for this bond, and subject to the  Declarations,  Insuring  Agreements,
General Agreements, Conditions and Limitations and other terms hereof, agrees to
indemnify the Insured for:

                               INSURING AGREEMENTS





     (A) Loss resulting  directly from dishonest or fraudulent acts committed by
an Employee acting alone or in collusion with others.

     Such  dishonest or  fraudulent  acts must be committed by the Employee with
the manifest  intent:
     (a) to cause the Insured to sustain such loss; and
     (b) to obtain financial benefit for the Employee and which, in fact, result
in obtaining such benefit.
     As used in this Insuring Agreement,  financial benefit does not include any
employee  benefits  earned  in  the  normal  course  of  employment,  including:
salaries,  commissions,  fees, bonuses,  promotions,  awards,  profit sharing or
pensions.
                                   ON PREMISES
     (B) (1) Loss of Property resulting directly from
              (a) robbery,  burglary,  misplacement,   mysterious  unexplainable
                  disappearance and damage thereto or destruction thereof, or
              (b) theft,  false  pretenses,  common-law  or  statutory  larceny,
                  committed by a person  present in an office or on the premises
                  of the Insured
              while the  Property  is  lodged or  deposited  within  offices  or
              premises located anywhere.
         (2) Loss of or damage to
              (a) furnishings  fixtures,  supplies or equipment within an office
                  of the Insured covered under this bond resulting directly from
                  larceny or theft in, or by burglary or robbery of, such office
                  or attempt thereat, or by vandalism or malicious mischief, or
              (b) such office resulting from larceny or theft in, or by burglary
                  or  robbery  of such  office  or  attempt  thereat,  or to the
                  interior of such office by vandalism  or  malicious  mischief,
                  provided that
                  (i)   the Insured is the owner of such furnishings,  fixtures,
                        supplies,  equipment,  or office  or is liable  for such
                        loss or damage, and
                  (ii)  the loss is not caused by fire.
                        IN TRANSIT
     (C) Loss  of  Property  resulting  directly  from  robbery,  common-law  or
         statutory  larceny,  theft,   misplacement,   mysterious  unexplainable
         disappearance,  being  lost or made away with,  and  damage  thereto or
         destruction  thereof,  while the Property is in transit anywhere in the
         custody of
              (a) a natural  person  acting as a  messenger  of the  Insured (or
                  another natural person acting as messenger or custodian during
                  an  emergency  arising  from the  incapacity  of the  original
                  messenger), or
              (b) a Transportation  Company and being  transported in an armored
                  motor vehicle, or
              (c) a Transportation Company and being transported in a conveyance
                  other than an armored  motor  vehicle  provided  that  covered
                  Property   transported  in  such  manner  is  limited  to  the
                  following:
                  (i)   records,  whether recorded in writing or electronically,
                        and
                  (ii)  Certificated  Securities  issued in registered  form and
                        not endorsed, or with restrictive endorsements, and
                  (iii) Negotiable  Instruments  not  payable to bearer,  or not
                        endorsed, or with restrictive endorsements.
     Coverage under this Insuring  Agreement begins immediately upon the receipt
of such  Property  by the  natural  person or  Transportation  Company  and ends
immediately upon delivery to the designated recipient or its agent.

                              FORGERY OR ALTERATION

     (D) Loss resulting directly from

         (1)  Forgery  or  alteration  of,  on or in any  Negotiable  Instrument
     (except an Evidence of Debt), Acceptance, Withdrawal Order, receipt for the
     withdrawal of Property, Certificate of Deposit or Letter of Credit,

         (2)  transferring,  paying  or  delivering  any  funds or  Property  or
     establishing  any  credit or giving  any value on the faith of any  written
     instructions  or  advices  directed  to  the  Insured  and  authorizing  or
     acknowledging  the  transfer,  payment,  delivery  or  receipt  of funds or
     Property,  which  instructions  or advices  purport to have been  signed or
     endorsed by any customer to the Insured or by any financial institution but
     which instructions or advices either bear a signature which is a Forgery or
     have been altered  without the  knowledge  and consent of such  customer or
     financial institution.

         A mechanically  reproduced facsimile signature is treated the same as a
     handwritten signature.

                                   SECURITIES

     (E) Loss resulting directly from the Insured having, in good faith, for its
own account or for the account of others
        (1) acquired,  sold or  delivered,  or given value,  extended  credit or
assumed liability, on the faith of, any original
              (a) Certificated Security,
              (b) deed,  mortgage  or other  instrument  conveying  title to, or
                  creating or discharging a lien upon, real property,
              (c) Evidence of Debt,
              (d) Instruction to a Federal Reserve Bank of the United States, or
              (e) Statement of  Uncertificated  Security of any Federal  Reserve
                  Bank of the United States which
                  (i)   bears  a  signature  of  any  maker,   drawer,   issuer,
                        endorser,  assignor,  lessee, transfer agent, registrar,
                        acceptor, surety, guarantor, or of any person signing in
                        any other capacity which is a Forgery, or
                  (ii)  is altered, or
                  (iii) is lost or stolen;

FORM F-4061-1                                                             Page 2



                         INSURING AGREEMENTS (CONTINUED)

        (2)  guaranteed in writing or witnessed any signature upon any transfer,
assignment,  bill of sale, power of attorney.  Guarantee, or any items listed in
(a) through (c) above;
        (3) acquired,  sold or  delivered,  or given value,  extended  credit or
assumed liability, on the faith of any item listed in (a) and (b) above which is
a Counterfeit. A mechanically reproduced facsimile signature is treated the same
as a handwritten signature.
                              COUNTERFEIT CURRENCY
     (F) Loss resulting  directly from the receipt by the Insured in good faith,
of any Counterfeit Money of the United States of America, Canada or of any other
country in which the Insured maintains a branch office.
                               GENERAL AGREEMENTS
                                    NOMINEES
     A. Loss  sustained by any nominee  organized by the Insured for the purpose
of handling certain of its business transactions and composed exclusively of its
Employees  shall,  for all the  purposes  of this  bond and  whether  or not any
partner  of such  nominee  is  implicated  in such  loss,  be  deemed to be loss
sustained by the Insured.
                         ADDITIONAL OFFICES OR EMPLOYEES
                        CONSOLIDATION, MERGER OR PURCHASE
                               OF ASSETS - NOTICE
     B. If the  Insured  shall,  while  this  bond is in  force,  establish  any
additional  offices,  other than by consolidation or merger with, or purchase or
acquisition of assets or liabilities of, another institution, such offices shall
be automatically  covered hereunder from the date of such establishment  without
the  requirement  of notice to the  Underwriter  or the  payment  of  additional
premium for the remainder of the premium period.
     If the Insured  shall,  while this bond is in force,  consolidate  or merge
with, or purchase or acquire assets of liabilities of, another institution,  the
Insured  shall not have such  coverage as is  afforded  under this bond for loss
which
     (a) has occurred or will occur in offices or premises, or
     (b) has been caused or will be caused by an employee or  employees  of such
institution, or
     (c) has arisen or will arise out of the assets or  liabilities  acquired by
the Insured as a result of such consolidation, merger or purchase or acquisition
of assets or liabilities unless the Insured shall
         (i)   give   the   Underwriter   written   notice   of   the   proposed
               consolidation,  merger or  purchase or  acquisition  of assets or
               liabilities  prior to the proposed  effective date of such action
               and
         (ii)  obtain  the  written  consent  of the  Underwriter  to extend the
               coverage  provided  by this bond to such  additional  offices  or
               premises, Employees and other exposures, and
         (iii) upon obtaining such consent, pay to the Underwriter an additional
               premium.

                           CHANGE OF CONTROL - NOTICE

     C. When the Insured  learns of a change in control,  it shall give  written
notice to the Underwriter.
     As used in this General Agreement, control means the power to determine the
management or policy of a controlling  holding  company or the Insured by virtue
of voting stock  ownership.  A change in ownership of voting stock which results
in direct or indirect  ownership  by a  stockholder  or an  affiliated  group of
stockholders of ten percent.
     (10%) or more of such  stock  shall be  presumed  to  result in a change of
control for the purpose of the required notice.
     Failure to give the required notice shall result in termination of coverage
for any loss involving a transferee,  to be effective upon the date of the stock
transfer.
                            REPRESENTATION OF INSURED
     D. The Insured represents that the information furnished in the application
for this bond is complete,  true and correct. Such application  constitutes part
of this bond.
     Any  misrepresentation,  omission,  concealment or incorrect statement of a
material  fact,  in the  application  or  otherwise,  shall be  grounds  for the
rescission of this bond.
                                  JOINT INSURED
     E. If two or more  Insureds  are covered  under this bond,  the first named
Insured  shall act for all  Insureds.  Payment by the  Underwriter  to the first
named  Insured  of  loss  sustained  by any  Insured  shall  fully  release  the
Underwriter  on account of such loss.  If the first named  Insured  ceases to be
covered under this bond,  the Insured next named shall  thereafter be considered
as the first named Insured. Knowledge possessed or discovery made by any Insured
shall constitute knowledge or discovery by all Insureds for all purposes of this
bond.  The  liability  of the  Underwriter  for loss or losses  sustained by all
Insureds shall not exceed the amount for which the  Underwriter  would have been
liable had all such loss of losses been sustained by one Insured.
                           NOTICE OF LEGAL PROCEEDINGS
                      AGAINST INSURED - ELECTION TO DEFEND
     F. The Insured  shall notify the  Underwriter  at the earliest  practicable
moment,  not to exceed 30 days after  notice  thereof,  of any legal  proceeding
brought to determine  the  Insured's  liability  for any loss,  claim or damage,
which,  if  established,  would  constitute a collectible  loss under this bond.
Concurrently,  the Insured shall  furnish  copies of all pleadings and pertinent
papers to the Underwriter.
     The  Underwriter,  at its sole option,  may elect to conduct the defense of
such legal proceeding, in whole or in part. The defense by the Underwriter shall
be in the Insured's  name through  attorneys  selected by the  Underwriter.  The
Insured shall provide all reasonable  information and assistance required by the
Underwriter for such defense.
     If the Underwriter  elects to defend the Insured,  in whole or in part, any
judgment  against  the  Insured  on those  counts or causes of action  which the
Underwriter  defended  on behalf of the Insured or any  settlement  in which the
Underwriter participates and all attorneys' fees, costs and expenses incurred by
the Underwriter in the defense of the litigation shall be a loss covered by this
bond.

FORM F-4061-1                                                             Page 3




                         GENERAL AGREEMENTS (CONTINUED)

     If the Insured  does not give the notices  required  in  subsection  (a) of
Section 5 of this bond and in the first paragraph of this General Agreement,  or
if the Underwriter elects not to defend any causes of action, neither a judgment
against the Insured,  nor a settlement  of any legal  proceeding by the Insured,
shall determine the existence,  extent or amount of coverage under this bond for
loss sustained by the Insured,  and the Underwriter  shall not be liable for any
attorneys' fees, costs and expenses incurred by the Insured.
     With respect to this General Agreement,  subsections (b) and (d) of Section
5 of this bond apply upon the entry of such  judgment or the  occurrence of such
settlement  instead of upon  discovery of loss.  In  addition,  the Insured must
notify the Underwriter  within 30 days after such judgment is entered against it
or after the Insured settles such legal  proceeding,  and, subject to subsection
(e) of Section 5, the Insured may not bring legal  proceedings  for the recovery
of such loss  after the  expiration  of 24  months  from the date of such  final
judgment or settlement.

                           CONDITIONS AND LIMITATIONS
                                   DEFINITIONS
Section 1. As used in this bond:
     (a) Acceptance  means a draft  which the drawee has, by  signature  written
thereon, engaged to honor as presented.
     (b) Certificate  of  Deposit  means  an  acknowledgment  in  writing  by  a
financial institution of receipt of Money with an engagement to repay it.
     (c) Certificated Security means a share, participation or other interest in
property of or an enterprise of the issuer or an obligation of the issuer, which
is:
         (1) represented by an instrument issued in bearer or registered form;
         (2) of a type commonly  dealt in on securities  exchanges or markets or
             commonly  recognized  in any area in which it is issued or dealt in
             as a medium for investment; and
         (3) either  one of a class or series or by its terms  divisible  into a
             class  or   series  of   shares,   participations,   interests   or
             obligations.
     (d)  Counterfeit  means an imitation of an actual valid  original  which is
intended to deceive and to be taken as the original.
     (e) Employee means
         (1) a  natural  person  in the  service  of the  Insured  at any of the
             Insured's  offices or premises  covered  hereunder whom the Insured
             compensates  directly by salary or commissions and whom the Insured
             has the right to direct and control while  performing  services for
             the Insured;
         (2) an  attorney  retained  by the  Insured  and an  employee  of  such
             attorney while either is performing legal services for the Insured;
         (3) a person provided by an employment  contractor to perform  employee
             duties for the Insured  under the Insured's  supervision  at any of
             the Insured's  offices or premises covered  hereunder;  and a guest
             student  pursuing  studies  or  duties  in any of said  offices  or
             premises;
         (4) an  employee  of an  institution  merged or  consolidated  with the
             Insured prior to the effective date of this bond;
         (5) each natural person,  partnership or corporation  authorized by the
             Insured to perform  services as data  processor  of checks or other
             accounting  records of the Insured (not  including  preparation  or
             modification  of computer  software  or  programs),  herein  called
             Processor.  (Each such  Processor,  and the partners,  officers and
             employees of such Processor  shall,  collectively,  be deemed to be
             one Employee for all the purposes of this bond, excepting, however,
             the second  paragraph  of  Section  12. A Federal  Reserve  Bank or
             clearing house shall not be construed to be a processor.) and
         (6) a Partner of the Insured, unless not covered as stated in Item 4 of
             the Declarations.
     (f)  Evidence  of  Debt  means  an   instrument,   including  a  Negotiable
Instrument,  executed by a customer of the Insured and held by the Insured which
in the regular course of business is treated as evidencing  the customer's  debt
to the Insured.
     (g) Financial Interest in the Insured of the Insured's general  partner(s),
or limited partner(s),  committing  dishonest or fraudulent acts covered by this
bond or concerned or implicated there in means:
         (1) as  respects  general  partners  the value of all right,  title and
             interest of such general partner(s),  determined as of the close of
             business on the date of discovery of loss covered by this bond,  in
             the aggregate of:
             (a) the "net worth" of the Insured,  which for the purposes of this
                 bond, shall be deemed to be the excess of its total assets over
                 its total  liabilities,  without  adjustment  to give effect to
                 loss  covered by this bond,  (except  that credit  balances and
                 equities in  proprietary  accounts of the Insured,  which shall
                 include  capital  accounts of partners,  investment and trading
                 accounts of the Insured, participations of the Insured in joint
                 accounts,  and  accounts  of  partners  which  are  covered  by
                 agreements  providing for the inclusion of equities  therein as
                 partnership  property,  shall not be considered as liabilities)
                 with securities,  spot commodities,  commodity future contracts
                 in such  proprietary  accounts and all other  assets  marked to
                 market or fair value and with adjustment for profits and losses
                 at the market of contractual  commitments for such  proprietary
                 accounts of the Insured; and
             (b) the value of all other Money, securities and property belonging
                 to such general partner(s), or in which such general partner(s)
                 have a  pecuniary  interest,  held by or in the  custody of and
                 legally available to


FORM F-4061-1                                                             Page 4



                 the Insured as set-off against loss covered by this bond;
             provided, however, that if such "net worth" adjusted to give effect
             to loss  covered  by this bond and such  value of all other  Money,
             securities and property as set forth in (g)(1)(b)  preceding,  plus
             the  amount of  coverage  afforded  by this bond on account of such
             loss,  is  not  sufficient  to  enable  the  Insured  to  meet  its
             obligations,  including its  obligations to its partners other than
             to such  general  partner(s),  then the  Financial  Interest in the
             Insured,  as above  defined,  of such general  partner(s)  shall be
             reduced in an amount necessary,  or eliminated if need be, in order
             to enable the Insured  upon payment of loss under this bond to meet
             such  obligations,  to the extent that such payment will enable the
             Insured to meet such  obligations,  without any benefit accruing to
             such general partner(s) from such payment; and
         (2) as respects  limited  partners the value of such limited  partner's
             investment in the Insured.
     (h) Forgery means the signing of the name of another person or organization
with intent to deceive;  it does not mean a signature which consists in whole or
in part of one's own name signed with or without authority, in any capacity, for
any purpose.
     (i) Guarantee means a written undertaking  obligating the signer to pay the
debt of another to the Insured or its  assignee  or to a  financial  institution
from which the Insured has purchased  participation  in the debt, if the debt is
not paid in accordance with its terms.
     (j)  Instruction  means a written order to the issuer of an  Uncertificated
Security  requesting  that the transfer,  pledge,  or release from pledge of the
Uncertificated Security specified be registered.
     (k)  Letter of Credit  means an  engagement  in  writing by a bank or other
person  made at the  request of a customer  that the bank or other  person  will
honor drafts or other demands for payment upon  compliance  with the  conditions
specified in the Letter of Credit.
     (l) Money means a medium of exchange in current use  authorized  or adopted
by a domestic or foreign government as a part of its currency.
     (m) Negotiable  Instrument  means any  writing
         (1) signed by the maker or drawer; and
         (2) containing any unconditional  promise or order to pay a sum certain
             in Money and no other promise,  order, obligation or power given by
             the maker or drawer; and
         (3) is payable on demand or at a definite  time;  and (4) is payable to
             order or bearer.
     (n) Partner  means a natural  person  who
         (1) is a general partner of the Insured, or
         (2) is a limited  partner and an Employee  (as defined in Section 1 (e)
             (1) of the bond) of the Insured.
     (o)  Property   means  Money,   Certificated   Securities,   Uncertificated
Securities  of any  Federal  Reserve  Bank  of  the  United  States,  Negotiable
Instruments, Certificates of Deposit, documents of title, Acceptances, Evidences
of Debt,  security  agreements,  Withdrawal  Orders,  certificates  of origin or
title,  Letters of Credit,  insurance  policies,  abstracts of title,  deeds and
mortgages on real estate, revenue and other stamps, tokens, unsold state lottery
tickets,  books of account  and other  records  whether  recorded  in writing or
electronically, gems, jewelry, precious metals of all kinds and in any form, and
tangible items of personal property which are not hereinbefore enumerated.
     (p) Statement of  Uncertificated  Security means a written statement of the
issuer of an Uncertificated Security containing:
         (1) a description of the Issue of which the Uncertificated  Security is
             a part;
         (2) the number of shares or units:
             (a) transferred to the registered owner;
             (b) pledged by the registered owner to the registered pledgee;
             (c) released from pledge by the registered pledgee;
             (d) registered in the name of the  registered  owner on the date of
                 the statement; or
             (e) subject to pledge on the date of the statement;
         (3) the  name  and  address  of the  registered  owner  and  registered
             pledgee;
         (4) a  notation  of any liens and  restrictions  of the  issuer and any
             adverse  claims to which the  Uncertificated  Security is or may be
             subject  or a  statement  that  there  are  none  of  those  liens,
             restrictions or adverse claims; and
         (5) the  date:  (a) the  transfer  of the  shares  or  units to the new
             registered  owner of the  shares or units was  registered;  (b) the
             pledge of the  registered  pledgee  was  registered,  or (c) of the
             statement, if it is a periodic or annual statement.
     (q) Transportation Company means any organization which provides its own or
leased vehicles for  transportation or which provides freight  forwarding or air
express services.
     (r) Uncertificated Security means a share,  participation or other interest
in property of or an  enterprise  of the issuer or an  obligation of the issuer,
which is:
         (1) not  represented  by an  instrument  and the  transfer  of which is
             registered  upon books  maintained for that purpose by or on behalf
             of the issuer;
         (2) of a type commonly dealt in on securities exchanges or markets; and
         (3)  either one of a class or series or by its terms  divisible  into a
              class  or  series  of   shares,   participations,   interests   or
              obligations.
     (s)  Withdrawal  Order  means a  non-negotiable  instrument,  other than an
Instruction,  signed by a customer  of the  Insured  authorizing  the Insured to
debit the customer's account in the amount of funds stated therein.


FORM F-4061-1                                                             Page 5



                                   EXCLUSIONS
Section 2. This bond does not cover:
     (a) loss  resulting  directly or  indirectly  from  forgery or  alteration,
except when covered under Insuring  Agreements  (A), (D) or (E);
(b) loss due toriot or civil commotion  outside the United States of America and
Canada;  or loss due to military,  naval or usurped power,  war or  insurrection
unless  such loss  occurs in transit in the  circumstances  recited in  Insuring
Agreement  (C),  and  unless,  when such  transit  was  initiated,  there was no
knowledge of such riot, civil commotion,  military,  naval or usurped power, war
or  insurrection  on the part of any person acting for the Insured in initiating
such transit;
     (c) loss  resulting  directly  or  indirectly  from the  effects of nuclear
fission or fusion or radioactivity; provided, however, that this paragraph shall
not apply to loss resulting from industrial uses of nuclear energy;
     (d) loss  resulting  from any act or acts of any  person who is a member of
the  Board of  Directors  of the  Insured  or a member  any  equivalent  body by
whatsoever  name known  unless  such  person is also an  Employee  or an elected
official  of the  Insured  in some  other  capacity,  nor,  in any  event,  loss
resulting  from the act or acts of any person  while acting in the capacity of a
member of such Board or equivalent body;
     (e) loss  resulting  directly or  indirectly  from the  complete or partial
nonpayment of, or default upon, any loan or transaction involving the Insured as
a  lender  or  borrower,  or  extension  of  credit,   including  the  purchase,
discounting or other acquisition of false or genuine accounts,  invoices, notes,
agreements or Evidences of Debt, whether such loan, transaction or extension was
procured in good faith or through  trick,  artifice,  fraud or false  pretenses;
except when covered under Insuring Agreements (A), (D) or (E);
     (f) loss resulting from any violation by the Insured or by any Employee
         (1)  of  law  regulating   (i)  the  issuance,   purchase  or  sale  of
              securities,  (ii) securities  transactions upon security exchanges
              or over the counter market,  (iii) investment  companies,  or (iv)
              investment advisers, or
         (2)  of any rule or regulation made pursuant to any such law, unless it
is  established  by the Insured  that the act or acts which caused the said loss
involved  fraudulent or dishonest  conduct which would have caused a loss to the
Insured in a similar amount in the absence of such laws, rule or regulations;
     (g) loss resulting  directly or indirectly  from the failure of a financial
or depository, institution, or its receiver or liquidator, to pay or deliver, on
demand  of the  Insured,  funds or  Property  of the  Insured  held by it in any
capacity, except when covered under Insuring Agreements (A) or (B)(1)(a);
     (h)  loss  caused  by an  Employee,  except  when  covered  under  Insuring
Agreement (A) or when covered under Insuring  Agreement (B) or (C) and resulting
directly  from   misplacement,   mysterious   unexplainable   disappearance   or
destruction of or damage to Property;
     (i) loss resulting directly or indirectly from transactions in a customer's
account, whether authorized or unauthorized,  except the unlawful withdrawal and
conversion of Money,  securities or precious metals,  directly from a customer's
account by an Employee  provided  such  unlawful  withdrawal  and  conversion is
covered under Insuring Agreement (A);
     (j) damages resulting from any civil, criminal or other legal proceeding in
which the Insured is alleged to have  engaged in  racketeering  activity  except
when the Insured  establishes  that the act or acts giving rise to such  damages
were committed by an Employee  under  circumstances  which result  directly in a
loss to the Insured covered by Insuring  Agreement (A). For the purposes of this
exclusion,  "racketeering  activity" is defined in 18 United States Code 1961 et
seq., as amended;
     (k) loss resulting  directly or indirectly from the use or purported use of
credit, debit, charge, access, convenience,  identification,  cash management or
other cards
         (1)  in obtaining credit or funds, or
         (2)  in gaining access to automated mechanical devices which, on behalf
              of the Insured,  disburse  Money,  accept  deposits,  cash checks,
              drafts or similar  written  instruments or make credit card loans,
              or
         (3)  in  gaining  access  to  point  of sale  terminals,  customer-bank
              communication   terminals,  or  similar  electronic  terminals  of
              electronic funds transfer systems,
whether such cards were issued,  or purport to have been issued,  by the Insured
or by  anyone  other  than the  Insured,  except  when  covered  under  Insuring
Agreement (A);
     (l) loss involving  automated  mechanical  devices which,  on behalf of the
         Insured,  disburse  Money,  accept  deposits,  cash  checks,  drafts or
         similar  written  instruments  or make credit  card loans,  except when
         covered under Insuring Agreement (A);
     (m) loss  through  the  surrender  of  Property  away from an office of the
Insured as a result of a threat
         (1) to do bodily harm to any person, except loss of Property in transit
             in the custody of any person acting as messenger provided that when
             such transit was initiated there was no knowledge by the Insured of
             any such threat, or
         (2) to do damage to the  premises or property  of the  Insured,  except
             when covered under Insuring Agreement (A);
     (n) loss resulting directly or indirectly from payments made or withdrawals
from a depositor's or customer's  account  involving  erroneous  credits to such
accounting  unless such payments or withdrawals are physically  received by such
depositor  or customer or  representative  of such  depositor or customer who is
within the office of the Insured at the time of such payment or  withdrawal,  or
except when covered under Insuring Agreement (A);
     (o) loss  involving  items of deposit  which are not  finally  paid for any
reason,  including  but not limited to Forgery or any other  fraud,  except when
covered under Insuring Agreement (A);
     (p) loss resulting directly or indirectly from counterfeiting,  except when
covered under Insuring Agreements (A), (E) or (F);


FORM F-4061-1                                                             Page 6


     (q)  loss  of  any  tangible  item  of  personal   property  which  is  not
specifically  enumerated in the paragraph  defining Property if such property is
specifically  insured by other  insurance of any kind and in any amount obtained
by the Insured,  and in any event, loss of such property  occurring more than 60
days after the Insured takes  possession of such  property,  except when covered
under Insuring Agreements (A) or (B)(2);
     (r) loss of Property while
         (1) in the mail, or
         (2) in the custody of any Transportation  Company, unless covered under
             Insuring   Agreement  (C),   except  when  covered  under  Insuring
             Agreement (A);
     (s) potential income,  including but not limited to interest and dividends,
not realized by the Insured or by any customer of the Insured;
     (t)  damages of any type for which the  Insured is legally  liable,  except
compensatory  damages,  but not multiples thereof,  arising directly from a loss
covered under this bond;
     (u) all fees, costs and expenses incurred by the Insured
         (1) in  establishing  the  existence of or amount of loss covered under
             this bond, or
         (2) as a party  to any  legal  proceeding  whether  or not  such  legal
              proceeding exposes the Insured to loss covered by this bond;
     (v) indirect or consequential loss of any nature;
     (w) loss involving any  Uncertificated  Security  except an  Uncertificated
Security of any Federal  Reserve Bank of the United States or when covered under
Insuring Agreement (A);
     (x) loss resulting  directly or indirectly from any dishonest or fraudulent
act or acts  committed by any  non-Employee  who is a  securities,  commodities,
money, mortgage, real estate, loan, insurance,  property management,  investment
banking broker, agent or other representative of the same general character;
     (y) loss caused  directly or indirectly by a Partner of the Insured  unless
the amount of such loss  exceeds the  Financial  Interest in the Insured of such
Partner and the  Deductible  Amount  applicable  to this bond,  and then for the
excess only;
     (z) loss  resulting  directly  or  indirectly  from any  actual or  alleged
representation,  advice,  warranty or  guarantee  as to the  performance  of any
investments;
     (aa)loss  due to  liability  imposed  upon the  Insured  as a result of the
unlawful  disclosure of non-public  material  information  by the Insured or any
Employee,  or as a result of any Employee acting upon such information,  whether
authorized or unauthorized.
                                    DISCOVERY

     Section 3. This bond applies to loss  discovered by the Insured  during the
Bond Period.  Discovery  occurs when the Insured  first  becomes  aware of facts
which would cause a reasonable person to assume that a loss of a type covered by
this  bond  has  been or will be  incurred,  regardless  of when the act or acts
causing or contributing  to such loss occurred,  even though the exact amount or
details of loss may not then be known.

     Discovery  also  occurs when the  Insured  receives  notice of an actual or
potential  claim in which it is  alleged  that the  Insured is liable to a third
party under circumstance which if true, would constitute a loss under this bond.

                               LIMIT OF LIABILITY
Section 4.
                          Aggregate Limit of Liability
     The Underwriter's total liability for all losses discovered during the Bond
Period shown in Item 2 of the Declarations  shall not exceed the Aggregate Limit
of  Liability  shown  in Item 3 of the  Declarations.  The  Aggregate  Limit  of
Liability  shall be reduced by the amount of any payment made under the terms of
this bond.
     Upon exhaustion of the Aggregate Limit of Liability by such payments:
     (a) The  Underwriter  shall  have no further  liability  for loss or losses
         regardless of when discovered and whether or not previously reported to
         the Underwriter, and
     (b) The Underwriter  shall have no obligation under General  Agreement F to
         continue the defense of the Insured, and upon notice by the Underwriter
         to  the  Insured  that  the  Aggregate  Limit  of  Liability  has  been
         exhausted,  the Insured shall assume all responsibility for its defense
         at its own cost.
     The  Aggregate  Limit of Liability  shall not be increased or reinstated by
any recovery made and applied in accordance with subsections (a), (b) and (c) of
Section 7. In the event that a loss of  Property  is settled by the  Underwriter
through  the use of a lost  instrument  bond,  such loss  shall not  reduce  the
Aggregate Limit of Liability.
                         Single Loss Limit of Liability
     Subject to the Aggregate Limit of Liability,  the  Underwriter's  liability
for each  Single  Loss  shall not  exceed the  applicable  Single  Loss Limit of
Liability shown in Item 4 of the Declarations. If a Single Loss is covered under
more than one  Insuring  Agreement or Coverage,  the maximum  payable  shall not
exceed the largest applicable Single Loss Limit of Liability.
                               Single Loss Defined
     Single Loss means all covered loss,  including  court costs and  attorneys'
fees incurred by the Underwriter under General Agreement F, resulting from
     (a) any one act or series of related acts of  burglary,  robbery or attempt
         thereat, in which no Employee is implicated, or
     (b) any one act or series of related  unintentional  or  negligent  acts or
         omissions  on the  part of any  person  (whether  an  Employee  or not)
         resulting in damage to or destruction or misplacement of Property, or
     (c) all  acts  or  omissions  other  than  those  specified  in (a) and (b)
         preceding,  caused by any person  (whether  an  Employee  or not) or in
         which such person is implicated, or


FORM F-4061-1                                                             Page 7



     (d) any on casualty or event not specified in (a),(b) or (c) preceding.
                               NOTICE/PROOF-LEGAL
                         PROCEEDINGS AGAINST UNDERWRITER
     Section 5.
     (a) At the  earliest  practicable  moment,  not to  exceed  30 days,  after
discovery of loss, the Insured shall give the Underwriter notice thereof.
     (b) Within 6 months after such discovery,  the Insured shall furnish to the
Underwriter proof of loss, duly sworn to, with full particulars.
     (c)  Lost  Certificated  Securities  listed  in a proof  of loss  shall  be
identified  by  certificate  or bond  numbers  if such  securities  were  issued
therewith.
     (d) Legal  proceedings  for the recovery of any loss hereunder shall not be
brought prior to the  expiration of 60 days after the original  proof of loss is
filed  with the  Underwriter  or after  the  expiration  of 24  months  from the
discovery of such loss.
     (e) If any  limitation  embodied  in  this  bond is  prohibited  by any law
controlling  the  construction  hereof,  such  limitation  shall be deemed to be
amended so as to equal the minimum period of limitation provided by such law.
     (f) This  bond  affords  coverage  only in favor of the  Insured.  No suit,
action or legal proceedings shall be brought hereunder by any one other than the
named Insured.
                                    VALUATION
     Section 6. Any loss of Money,  or loss payable in Money,  shall be paid, at
the  option of the  Insured,  in the Money of the  country in which the loss was
sustained  or  in  the  United  States  of  America  dollar  equivalent  thereof
determined at the rate of exchange at the time of payment of such loss.
                                   Securities
     The  Underwriter  shall  settle in kind its  liability  under  this bond on
account of a loss of any securities or, at the option of the Insured,  shall pay
to the Insured the cost of replacing such  securities,  determined by the market
value  thereof  at the  time of  such  settlement.  However,  if  prior  to such
settlement  the Insured shall be compelled by the demands of a third party or by
market rules to purchase equivalent  securities,  and gives written notification
of this to the  Underwriter,  the cost incurred by the Insured shall be taken as
the value of those securities. In case of a loss of subscription,  conversion or
redemption privileges through the misplacement or loss of securities, the amount
of such loss shall be the value of such  privileges  immediately  preceding  the
expiration  thereof.  If such  securities  cannot be  replaced or have no quoted
market value,  or if such  privileges  have no quoted market value,  their value
shall be determined by agreement or arbitration.
     If the applicable  coverage of this bond is subject to a Deductible  Amount
and/or is not sufficient in amount to indemnify the Insured in full for the loss
of  securities  for  which  claim  is  made  hereunder,  the  liability  of  the
Underwriter  under this bond is limited to the payment  for, or the  duplication
of,  so much of such  securities  as has a value  equal  to the  amount  of such
applicable coverage.
                       Books of Account and Other Records
     In case of loss of, or damage to,  any books of  account  or other  records
used by the Insured in its business,  the Underwriter shall be liable under this
bond only of such books or records are actually reproduced and then for not more
than the cost of the blank books,  blank pages or other  materials plus the cost
of labor for the actual  transcription  or copying of data which shall have been
furnished by the Insured in order to reproduce such books and other records.
                Property other than Money, Securities or Records
     In  case  of loss  of,  or  damage  to,  any  Property  other  than  Money,
securities,  books of account or other records, or damage covered under Insuring
Agreement  (B)(2),  the Underwriter shall not be liable for more than the actual
cash  value of such  Property,  or of items  covered  under  Insuring  Agreement
(B)(2).  The  Underwriter  may, at its  election,  pay the actual cash value of,
replace or repair such property.  Disagreement  between the  Underwriter and the
Insured  as to the cash  value or as to the  adequacy  of repair or  replacement
shall be resolved by arbitration.
                                     Set-Off
     Any loss covered  under this bond shall be reduced by a set-off  consisting
of any  amount  owed to the  Employee  causing  the loss if such loss is covered
under Insuring Agreement (A).
                        ASSIGNMENT-SUBROGATION-RECOVERY-
                                   COOPERATION
     Section 7.
     (a) In the event of payment under this bond, the Insured shall deliver,  if
so requested by the Underwriter,  an assignment of such of the Insured's rights,
title and  interest  and causes of action as it has against any person or entity
to the extent of the loss payment.
     (b) In the event of  payment  under  this bond,  the  Underwriter  shall be
subrogated  to all of the  Insured's  rights of  recovery  therefor  against any
person or entity to the extent of such payment.
     (c)  Recoveries,  whether  effected by the  Underwriter  or by the Insured,
shall be applied net of the expense of such recovery  first to the  satisfaction
of the Insured's loss which would otherwise have been paid but for the fact that
it is in excess of either the Single or Aggregate Limit of Liability,  secondly,
to the  Underwriter  as  reimbursement  of  amounts  paid in  settlement  of the
Insured's claim,  and thirdly,  to the Insured in satisfaction of any Deductible
Amount.  Recovery  on account of loss of  securities  as set forth in the second
paragraph  of Section 6 or recovery  from  reinsurance  and/or  indemnity of the
Underwriter shall not be deemed a recovery as used herein.
     (d) Upon the  Underwriter's  request  and at  reasonable  times and  places
designated by the Underwriter the Insured shall
         (1) submit to examination by the  Underwriter and subscribe to the same
             under oath; and
         (2) produce for the  Underwriter's  examination all pertinent  records;
             and

FORM F-4061-1                                                             Page 8


         (3) cooperate  with the  Underwriter  in all matters  pertaining to the
             loss.

     (e) The Insured shall execute all papers and render assistance to secure to
the Underwriter the rights and causes of action provided for herein. The Insured
shall do nothing after  discovery of loss to prejudice  such rights or causes of
action.
                     LIMIT OF LIABILITY UNDER THIS BOND AND
                                 PRIOR INSURANCE
     Section 8. With respect to any loss set forth in subsection  (c) of Section
4 of this bond which is  recoverable  or recovered in whole or in part under any
other  bonds or  policies  issued by the  Underwriter  to the  Insured or to any
predecessor  in interest of the Insured and terminated or canceled or allowed to
expire  and in which the period for  discovery  has not  expired at the time any
such loss thereunder is discovered, the total liability of the Underwriter under
this bond and under  such  other  bonds or  policies  shall not  exceed,  in the
aggregate,  the amount carried hereunder on such loss or the amount available to
the  Insured  under such other  bonds or  policies,  as limited by the terms and
conditions thereof, for any such loss if the latter amount be the larger.
     If the coverage of this bond supersedes in whole or in part the coverage of
any other  bond or policy of  insurance  issued  by an  Insurer  other  than the
Underwriter and terminated, canceled or allowed to expire, the Underwriter, with
respect  to any  loss  sustained  prior  to such  termination,  cancellation  or
expiration and discovered  within the period  permitted under such other bond or
policy for the  discovery  of loss  thereunder,  shall be liable under this bond
only for that  part of such  loss  covered  by this  bond as is in excess of the
amount recoverable or recovered on account of such loss under such other bond or
policy, anything to the contrary in such other bond or policy notwithstanding.
                          OTHER INSURANCE OR INDEMNITY
     Section 9. Coverage afforded  hereunder shall apply only as excess over any
valid and collectible  insurance or indemnity obtained by the Insured, or by one
other  than  the  Insured  on  Property   subject  to  exclusion  (p)  or  by  a
Transportation Company, or by another entity on whose premises the loss occurred
or which  employed the person  causing the loss or the  messenger  conveying the
Property involved.
                                    OWNERSHIP
     Section  10.  This bond shall  apply to loss of  Property  (1) owned by the
Insured,  (2) held by the Insured in any capacity,  or (3) for which the Insured
is  legally  liable.  This  bond  shall be for the sole use and  benefit  of the
Insured named in the Declarations.
                                DEDUCTIBLE AMOUNT
     Section 11. The Underwriter  shall be liable  hereunder only for the amount
by which any single  loss,  as defined in  Section 4,  exceeds  the Single  Loss
Deductible  amount for the  Insuring  Agreement or coverage  applicable  to such
loss, subject to the Aggregate Limit of Liability and the applicable Single Loss
Limit of Liability.
     The Insured shall,  in the time and in the manner  prescribed in this bond,
give the Underwriter notice of any loss of the kind covered by the terms of this
bond, whether or not the Underwriter is liable therefor, and upon the request of
the  Underwriter  shall file with it a brief  statement  giving the  particulars
concerning such loss.
                           TERMINATION OR CANCELATION
     Section 12. This bond  terminates as an entirety upon  occurrence of any of
the  following:  - (a) 60 days  after the  receipt  by the  Insured of a written
notice  from  the  Underwriter  of  its  desire  to  cancel  this  bond,  or (b)
immediately  upon the receipt by the  Underwriter  of a written  notice from the
Insured of its desire to cancel this bond,  or (c)  immediately  upon the taking
over of the  Insured by a receiver  or other  liquidator  or by State or Federal
officials,  or (d)  immediately  upon the taking  over of the Insured by another
institution,  or (e)  immediately  upon  exhaustion  of the  Aggregate  Limit of
Liability, or (f) immediately upon expiration of the Bond Period as set forth in
Item 2 of the Declarations.
     This bond  terminates as to any Employee or any partner officer or employee
of any Processor - (a) as soon as an Insured,  or any director or officer not in
collusion with such person,  learns of any dishonest or fraudulent act committed
by such  person  at any  time,  whether  in the  employment  of the  Insured  or
otherwise,  whether or not of the type covered  under  Insuring  Agreement  (A),
against the Insured or any other person or entity, without prejudice to the loss
of any Property  then in transit in the custody of such  person,  or (b) 15 days
after the receipt by the Insured of a written notice from the Underwriter of its
desire to cancel this bond as to such person.
     Termination of the bond as to any Insured terminates liability for any loss
sustained by such Insured which is discovered  after the effective  date of such
termination.

         In witness whereof, the Underwriter has caused this bond to be
                       executed on the Declarations page.

FORM F-4061-1                                                             Page 7



RIDER                   [GRAPHIC OMITTED][GRAPHIC OMITTED]


     To be attached to and form part of  Financial  Institution  Bond,  Standard
Form No. 14, No. 72 FI 0231544 in favor of Flaherty & Crumrine  Preferred Income
Opportunity Fund Incorporated

     It is agreed that:

     1.  Item 3. of the  Declarations is deleted in its entirety and replaced by
         the following:

         Item 3. The Annual  Aggregate  Limit of  Liability  of the  Underwriter
         applicable to each  consecutive  one year term of the Bond Period shown
         in Item 2. of the Declarations shall be $ 600,000.

     2.  The  "Aggregate  Limit of Liability"  wording,  in Section 4. "LIMIT OF
         LIABILITY," is deleted and replaced by the following:

                       ANNUAL AGGREGATE LIMIT OF LIABILITY

The  Underwriter's  total  liability  for  all  losses  discovered  during  each
consecutive one year term of the Bond Period shown in Item 2 of the Declarations
shall not exceed the Annual  Aggregate Limit of Liability shown in Item 3 of the
Declarations.  The  Annual  Aggregate  Limit  of  Liability  applicable  to each
consecutive one year term shall be reduced by the amount of any payment made for
such losses under the terms of this bond.

     Upon  exhaustion  of the  Annual  Aggregate  Limit  of  Liability  by  such
     payments:

         (a)  The Underwriter shall have no further liability for loss or losses
              discovered during the one year term to which such Annual Aggregate
              Limit of Liability applies.

         (b)  The Underwriter shall have no obligation under General Agreement F
              to  continue  the defense of the  Insured,  and upon notice by the
              Underwriter  to the  Insured  that the Annual  Aggregate  Limit of
              Liability  has  been  exhausted,  the  Insured  shall  assume  all
              responsibility for its defense at its own cost.

     The  Annual  Aggregate  Limit  of  Liability  shall  not  be  increased  or
     reinstated by any recovery made and applied in accordance with  subsections
     (a),  (b) and (c) of  Section 7. In the event  that a loss of  Property  is
     settled by the Underwriter  through the use of a lost instrument bond, such
     loss shall not reduce the Annual Aggregate Limit of Liability.

     3.  The "Single Loss Limit of Liability"  wording,  in Section 4. "LIMIT OF
         LIABILITY," is deleted and replaced by the following

                                          SINGLE LOSS LIMIT OF LIABILITY

     Subject to the  Annual  Aggregate  Limit of  Liability,  the  Underwriter's
     liability for each Single Loss shall not exceed the applicable  Single Loss
     Limit of Liability shown in Item 4 of the Declarations. If a Single Loss is
     covered  under more than one Insuring  Agreement  or Coverage,  the maximum
     payable  shall not  exceed  the  largest  applicable  Single  Loss Limit of
     Liability.

     4.  Section 12. "TERMINATION OR CANCELLATION" is amended by deleting (e) of
         paragraph 1 and substituting the following:

         (e)  immediately  upon  exhaustion  of the  Annual  Aggregate  Limit of
              Liability applicable to the final one year term of the Bond Period
              as set forth in Item 2 of the Declarations.

     5.  The  phrase  "Aggregate  Limit of  Liability,"  wherever  it appears in
         Section 7.  "ASSIGNMENT  --  SUBROGATION  -- RECOVERY --  COOPERATION,"
         Section II. "DEDUCTIBLE  AMOUNT," is deleted and replaced by the phrase
         "Annual Aggregate Limit of Liability".

     6.  This rider applies to loss sustained at any time but  discovered  after
         12:01 a.m. on May 15, 2006  standard  time as specified in the attached
         bond.


Accepted:                                    /S/ CURT MCFAUL
           ---------------------------       -----------------------------------
                                                   Curt McFaul, Attorney-in-Fact

AMENDATORY RIDER -- FINANCIAL INSTITUTION
BOND STANDARD FORMS NO. 14 AND 24.



FORM F-4017-1  Printed in U.S.A.  (NS)   (Ed. 10-87)

                Hartford Fire Insurance Company, Copyright, 1987



RIDER/ENDORSEMENT          [GRAPHIC OMITTED][GRAPHIC OMITTED]


     To be attached to and form part of Bond/Policy No. 72 FI 0231544
in favor of Flaherty & Crumrine Preferred Income Opportunity Fund Inc.

     It is agreed that:

     1.  Section  12.  Termination  or  Cancellation,  is  amended by adding the
         following provision:


         In addition,  the  UNDERWRITER/COMPANY  may nonrenew or terminate  this
         BOND/POLICY by mailing  written  notice to the Insured,  at the address
         shown  on  this  BOND/POLICY,  sixty  (60)  days  prior  to any  annual
         anniversary  date of the  inception  of the  BOND/POLICY.  The  date of
         inception is the date stated in Item 2 of the Declarations.


     2.  This  rider/endorsement  shall become effective as of 12:01a.m.  on May
         15, 2006 standard time as specified in the attached bond/policy.








                   Authenticated by    /S/ CURT MCFAUL
                                       -----------------------------------------
                                                   Curt McFaul, Attorney-in-Fact











      NONRENEWAL - TERMINATION PROVISION
FOR USE WITH ANY  STANDARD  BLANKET  FIDELITY
BOND /POLICY FORM  (EXCEPT  PUBLIC  EMPLOYEES
BLANKET  BOND)  AND  ANY  STANDARD  FINANCIAL
INSTITUTION BOND/POLICY FORM.


FORM F-4009-1  Printed in U.S.A.  (NS)

              Copyright Hartford Fire Insurance Company, 1986, 1988


[GRAPHIC OMITTED]


CALIFORNIA PREMIUM RIDER




To be attached to and form part of Bond No. 72 FI 0231544

in favor of Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated.

It is agreed that:

1.   In compliance with the ruling of the Commissioner of Insurance of the State
     of  California  and the  Opinion  of the  Attorney  - General of that State
     requiring  that the premium for all bonds or policies be endorsed  thereon,
     the basic premium charged for the attached bond for the period.

     from  May 15, 2006

       to  May 15, 2007

       is  Three Thousand Five Hundred Three 00/100  Dollars $3,503


2.   This rider is effective as of 12:01 A.M. May 15, 2006








Accepted:   Signature Waived           Hartford Fire Insurance Company

                                        /S/ CURT MCFAUL
                                        ----------------------------------------
                                          Curt McFaul, Authorized Representative













          CALIFORNIA PREMIUM RIDER

For use with all forms of Standard  Bonds, to
comply   with   rulings   of  the   Insurance
Commissioner  and  the  Attorney  -  General.
Revised to August, 1968.


FORM F - 3402-1  PRINTED IN U.S.A. (SAA: SR5862)


                                [OBJECT OMITTED]


                                                          RIDER 34

                                                     ADD AGENTS COVERAGE

To be attached to and form part of Financial Institution Bond, Standard Form No.
14,  NO.  SSBKA2610,  in favor of  FLAHERTY  &  CRUMRINE  PREFERRED  INCOME
          ----------               ----------------------------------------
OPPORTUNITY FUND INCORPORATED.
-----------------------------



It is agreed that:

1. DEFINITIONS Section 1. (e) "Employee" is amended by adding the Following:

    (7)  any person,  partnership or  corporation  listed by name as an Agent in
         the Schedule below and any employee,  partner or officer thereof.  Such
         person, partnership or corporation must be duly elected or appointed by
         the   Insured   to   serve   as   its   Agent   in  the   capacity   of
         administrator/investment  advisor to the Flaherty & Crumrine  Preferred
         Income Opportunity Fund, Inc.

         In the event of loss caused by an Agent listed below,  or in which such
         Agent is involved,  the total limit of liability of the  Underwriter is
         limited to the Amount of Coverage  set forth for that  Agent,  it being
         understood,  however,  that such liability  shall be part of and not in
         addition to the Amount of Insurance  applicable  to Insuring  Agreement
         (A), subject, nevertheless, to Section 7.

                                    SCHEDULE
                    AGENT                                     AMOUNT OF COVERAGE

         First Data Investor Services                         $600,000.00

2. TERMINATION OR  CANCELLATION,  Section 12. is amended by adding the following
paragraph:

         This bond  terminates  as to any  Employee or any  partner,  officer or
employee of any Agent- (a) as soon as any Insured, or any director or officer of
the Agent  not in  collusion  with  such  person,  learns  of any  dishonest  or
fraudulent  act committed by such person at any time,  whether in the employment
of the Insured or otherwise,  whether or not of the type covered under  Insuring
Agreement  (A),  against  the  Insured or any other  person or  entity,  without
prejudice  to the loss any  Property  then in  transit  in the  custody  of such
person, or (b) 15 days after the receipt by the Insured of a written notice from
the Underwriter of its desire to cancel this bond as to such person.

3. Except where herein  modified,  the Bond to which this rider attaches remains
subject to all of its conditions, exclusions and limitations.

4. This rider shall become effective as of 12:01 a.m. on May 15, 2006.


                                            /S/ CURT MCFAUL
                                            ------------------------------------
                                                   Curt McFaul, Attorney in Fact








                                                              [OBJECT OMITTED]]

                                    RIDER 135

                     AMEND DEDUCTIBLE FOR INVESTMENT COMPANY





         To be attached to and form part of Financial Institution Bond, Standard
Form No. 14, No. 72 FI 0231544 in favor of Flaherty & Crumrine  Preferred Income
Opportunity Fund Incorporated.

         It is agreed that:

1.  Section 11., DEDUCTIBLE AMOUNT, of the CONDITIONS AND LIMITATIONS is amended
    by adding the following:

         There  shall be no  deductible  applicable  to any loss under  INSURING
         AGREEMENT (A), Fidelity, sustained by any Investment Company.

2.  Section 1.,  DEFINITIONS,  of the CONDITIONS  AND  LIMITATIONS is amended by
    adding the following:

         (t) Investment Company means an investment company registered under the
    Investment  Company Act of 1940 and as listed under the Named Insured on the
    Declarations.

3.  Except where herein modified,  the Bond to which this rider attaches remains
    subject to all of its Conditions, Exclusions and Limitations.

4.  This rider shall become effective as of 12:01 a.m. on May 15, 2006.




                                                 /S/ CURT MCFAUL
                                                 -------------------------------
                                                   Curt McFaul, Attorney in Fact


RIDER 135 - AMEND DEDUCTIBLE                                         PAGE 1 OF 1
                             (C) 2001, The Hartford


                               [GRAPHIC OMITTED]

                                    RIDER 144

                      AMEND INSURING AGREEMENT (A) FIDELITY


     To be attached to and form part of  Financial  Institution  Bond,  Standard
Form No. 14, No. 72 FI 0231544 in favor of Flaherty & Crumrine  Preferred Income
Opportunity Fund Incorporated.


     It is agreed that:

1.   Insuring Agreement (A) FIDELITY is amended to include the following:

     (A1) Loss resulting directly from Larceny or Embezzlement  committed by any
     Employee, acting alone or in collusion with others.

2.   Except  where  herein  modified,  the Bond to which this rider  attaches to
     subject to all of its Conditions, Exclusions and Limitations.

3.   This rider shall become effective as of 12:01 a.m. on May 15, 2006.


                                             /S/ CURT MCFAUL
                                             -----------------------------------
                                                   Curt McFaul, Attorney in Fact


Accepted:
          --------------------------------




                       [GRAPHIC OMITTED][GRAPHIC OMITTED]

                                    RIDER 145

                          AMEND DEFINITIONS, SECTION 1.


     To be attached to and form part of  Financial  Institution  Bond,  Standard
Form No. 14, No. 72 FI 0231544 in favor of Flaherty & Crumrine  Preferred Income
Opportunity Fund Incorporated.


     It is agreed that:

1.   DEFINITIONS, Section 1. is amended to include the following:

     (bb) Larceny or Embezzlement  means "Larceny or  Embezzlement" as set forth
     in Section 37 of the Investment Company Act of 1940.

2.   Except  where  herein  modified,  the Bond to which this rider  attaches to
     subject to all of its Conditions, Exclusions and Limitations.

3.   This rider shall become effective as of 12:01 a.m. on May 15, 2006.


                                           /S/ CURT MCFAUL
                                           -------------------------------------
                                                   Curt McFaul, Attorney in Fact


Accepted:
          --------------------------




                       [GRAPHIC OMITTED][GRAPHIC OMITTED]


                                    RIDER 146

                          AMEND DEFINITION (E) EMPLOYEE


     To be attached to and form part of  Financial  Institution  Bond,  Standard
Form No. 14, No. 72 FI 0231544 in favor of Flaherty & Crumrine  Preferred Income
Opportunity Fund Incorporated.


     It is agreed that:

1.   DEFINITION (e) Employee is amended by adding the following:

         (7) an officer of the Insured;
         (8) a director  or trustee of the  Insured,  but only while  performing
             acts  within  the scope of the  customary  and usual  duties of any
             officer or Employee of the Insured,  or while acting as a member of
             any committee duly elected or appointed to examine or audit or have
             custody of or access to Property of the Insured;
         (9) any  partner,  officer or Employee  of an  investment  advisor,  an
             underwriter   (distributor),   a  transfer   agent  or  shareholder
             accounting  recordkeeper,  or an  administrator,  for an Investment
             Company  while  performing  acts  coming  within  the  scope of the
             customary  and  usual  duties  of  an  officer  or  Employee  of an
             Investment  Company  or acting as a member  of any  committee  duly
             elected or appointed to examine, audit or have custody of or access
             to Property of an Investment Company.

     2. Except  where  herein  modified,  the Bond to which this rider  attaches
     remains subject to all of its Conditions, Exclusions and Limitations.

     3. This rider shall become effective as of 12:01 a.m. on May 15, 2006.


                                  /S/ CURT MCFAUL
                                  ----------------------------------------------
                                                   Curt McFaul, Attorney in Fact


Accepted:
          -----------------------------


                       [GRAPHIC OMITTED][GRAPHIC OMITTED]


                                    RIDER 147
             CANCELLATION RIDER - SECURITIES AND EXCHANGE COMMISSION


To be attached to and form part of Financial Institution Bond, Standard Form No.
14,  No.  72 FI  0231544  in favor  of  Flaherty  &  Crumrine  Preferred  Income
Opportunity Fund Incorporated

     It is agreed that:

     1. The  Underwriter  will mark its records to indicate that the  Securities
and  Exchange  Commission  is to be  notified  not less than 60 day prior to the
effective date of cancellation or substantial modification of the attached bond,
whether at the request of the Insured or the Underwriter,  and will use its best
efforts to so notify said  Association but failure to so notify said Association
shall  not  impair  or  delay  the  effectiveness  of any such  cancellation  or
modification.

     2. This rider is effective as of 12:01 a.m. on May 15, 2006



                                      /S/ CURT MCFAUL
                                      ------------------------------------------
                                                   Curt McFaul, Attorney in Fact


Accepted:
          ------------------------------


THE  FOLLOWING  RESOLUTIONS  WERE  ADOPTED AT THE APRIL 21, 2006  MEETING OF THE
BOARD OF  DIRECTORS OF FLAHERTY & CRUMRINE  PREFERRED  INCOME  OPPORTUNITY  FUND
INCORPORATED:

         RESOLVED:      That the renewal of the fidelity  bond  coverage for the
                        period from May 15, 2006 to May 15, 2007, which provides
                        coverage in the aggregate amount of $600,000,  is hereby
                        approved; and further

         RESOLVED:      That it is the finding of the  Directors at this Meeting
                        that the  fidelity  bond (the  "Bond")  in the amount of
                        $600,000 covering officers and employees of the Fund, in
                        accordance with the requirements of Rule 17g-1 under the
                        Investment  Company Act of 1940,  as amended  (the "1940
                        Act"),  is reasonable  in form and amount,  after having
                        given due  consideration  to,  among other  things,  the
                        value of the  aggregate  assets of the Fund to which any
                        person  covered  under  the Bond may  have  access,  the
                        custody  and  safekeeping  of the  assets of the  Fund's
                        portfolio,  and  the  nature  of the  securities  in the
                        Fund's portfolio; and further

         RESOLVED:      That the  premium  in the  amount of $3,503  paid by the
                        Fund under the Bond is hereby authorized; and further

         RESOLVED:      That the  appropriate  officers of the Fund be, and they
                        hereby are, authorized and directed to prepare, execute,
                        and  file  such   amendments  and   supplements  to  the
                        aforesaid  agreement,  and to take such other  action as
                        may from time to time be  necessary  or  appropriate  in
                        order to conform to the  provisions  of the 1940 Act and
                        the rules and regulations under that Act; and further

         RESOLVED:      That the  Secretary or  Assistant  Secretary of the Fund
                        shall  make such  filings  concerning  the Bond with the
                        Securities and Exchange Commission and give such notices
                        as   required   under   paragraph   (g)  of  Rule  17g-1
                        promulgated by the  Securities  and Exchange  Commission
                        under the 1940 Act.