EXHIBIT 77Q1(a)(1)

FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITY FUND INCORPORATED
 (the "Fund")



ARTICLES OF AMENDMENT
OF
FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITY FUND INCORPORATED



      Flaherty & Crumrine Preferred Income Opportunity Fund
Incorporated, a Maryland corporation (hereinafter the
"Corporation"), hereby certifies to the Maryland State
Department of Assessments and Taxation ("SDAT") that:

      FIRST:	The Articles Supplementary Creating and
Fixing the Rights of Money Market Cumulative Preferred(tm)
Stock ("MMP(R)") of the Corporation, filed with the SDAT on
April 6, 1992, as amended to date (the "Articles
Supplementary") are hereby further amended to reflect a
change in the name of the Preferred Stock of the
Corporation designated as Money Market Cumulative
Preferred(tm) Stock ("MMP(R)") to Auction Preferred Stock
("APS") and, the Articles Supplementary hereinafter shall
be entitled "Articles Supplementary Creating and Fixing the
Rights of Auction Preferred Stock ("APS")" of the
Corporation, and all references in such Articles
Supplementary to MMP(R) or MMP are changed to APS.

      SECOND:	 That Part I of the Articles Supplementary
is further amended by deleting in its entirety Section
11(uu) of Part I (which defines the name of the Preferred
Stocks as "MMP(R)" meaning "Money Market Cumulative
Preferred Stocks, par value $.01 per share") and
substituting therefore the following new Section 11(uu):

 "(uu)	APS shall mean Auction Preferred Stock par
value $.01 per share."

	THIRD:	The amendments to the Articles Supplementary
of the Corporation set forth in FIRST and SECOND above are
limited to a change expressly permitted by Section 2-
605(a)(2) of the General Corporation Law of Maryland to be
made without action by stockholders of the Corporation and
were duly approved by a majority of the Corporation's
entire Board of Directors.




	IN WITNESS WHEREOF, the undersigned officers of the
Corporation have executed these Articles of Amendment and
do hereby acknowledge that these Articles of Amendment are
the act and deed of the Corporation and state that, to the
best of their knowledge, information and belief, the
matters and facts contained herein with respect to
authorization and approval are true in all material
respects, under the penalties of perjury.



DATE: February 11, 2008

FLAHERTY & CRUMRINE PREFERRED
	INCOME FUND INCORPORATED


      By:	/s/ Robert M. Ettinger
      	Robert M. Ettinger
      President

WITNESS:

/s/ Chad C. Conwell
Chad C. Conwell
Secretary