<DOCUMENT>
<TYPE>EX-99.77Q2 ITEM 405
<SEQUENCE>3
<FILENAME>flc77q2.txt
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Flaherty & Crumrine Total Return Fund Incorporated ("FLC")

Exhibit 77 Q(2)
Section 16(a) Beneficial Ownership Reporting Compliance
Section 16(a) of the Securities Exchange Act of 1934, as amended
and Section 30(h) of the Investment Company Act 1940, as amended
require each Fund's directors and executive officers, certain
persons affiliated with Flaherty & Crumrine Incorporated
("FCI") and persons who beneficially own more than 10% of a
registered class of each Fund's securities to file reports of
ownership and changes of ownership with the Securities and
Exchange Commission and the New York Stock Exchange and to
furnish each Fund with copies of such forms they file.
Based solely upon its review of the copies of such forms
received by it and written representations from certain of such
persons, the Fund believes that during 2015 all transactions
required to be reported were reported in a timely
manner.  Robert T. Flaherty, an affiliated person of the Fund's
investment adviser, failed to file a Form 3 in a timely manner.


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