<DOCUMENT>
<TYPE>EX-99.77Q1 OTHR EXHB
<SEQUENCE>4
<FILENAME>ex77q1a2.txt
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EXHIBIT 77Q1(a)(2)
FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITY FUND INCORPORATED
(the "Fund")


FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITY FUND INCORPORATED

ARTICLES SUPPLEMENTARY


	Flaherty & Crumrine Preferred Income Opportunity Fund
Incorporated, a Maryland corporation having its principal office in
Baltimore City, Maryland (hereinafter called the "Corporation"), hereby
certifies to the Maryland State Department of Assessments and Taxation
that:

	FIRST:	Pursuant to Title 3, Subtitle 8 of the Maryland
General Corporation Law (the "MGCL"), by resolution of its Board of
Directors adopted on April 21, 2005, the Corporation elected to become
subject to (i) Section 3-804(b) of the MGCL to the effect that the
number of directors of the Corporation shall be fixed only by vote of
the Board of Directors, and (ii) Section 3-804(c)(1) and (3) of the
MGCL with respect to vacancies on the Board of Directors, the
provisions being to the effect that a director elected by the Board of
Directors to fill a vacancy, whether caused from the death, resignation
or removal of a director or from an increase in the number of
directors, shall hold office for the remainder of the full term of the
class of directors in which the vacancy occurred and until a successor
is elected and qualifies.  The aforesaid provisions of the MGCL will
govern notwithstanding any contrary provision of the Charter or Bylaws
of the Corporation.

	IN WITNESS WHEREOF, the Corporation has caused these presents to
be signed in its name and on its behalf by its President and witnessed
by its Secretary as of this 25th day of May, 2005, and the undersigned
officers acknowledge that these Articles Supplementary are the act of
the Corporation, and state that to the best of their knowledge,
information and belief all matters and facts set forth herein with
respect to the authorization and approval of the matters addressed in
these Articles Supplementary are true in all material respects, and
that this statement is made under the penalties of perjury.

	FLAHERTY & CRUMRINE PREFERRED
INCOME OPPORTUNITY FUND INCORPORATED


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

/s/ R. Eric Chadwick
R. Eric Chadwick
Secretary

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