UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-CSR

              CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
                              INVESTMENT COMPANIES

                  Investment Company Act file number 811-06495
                                                    ----------------------------

       FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITY FUND INCORPORATED
--------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

                      301 E. Colorado Boulevard, Suite 720
                               PASADENA, CA 91101
--------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip code)

                               Donald F. Crumrine
                        Flaherty & Crumrine Incorporated
                      301 E. Colorado Boulevard, Suite 720
                               PASADENA, CA 91101
--------------------------------------------------------------------------------
                     (Name and address of agent for service)

        registrant's telephone number, including area code: 626-795-7300
                                                           -------------

                      Date of fiscal year end: NOVEMBER 30
                                              ------------

                   Date of reporting period: NOVEMBER 30, 2006
                                            ------------------


Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the  transmission to stockholders of
any report that is required to be transmitted to  stockholders  under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1).  The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.

A registrant  is required to disclose the  information  specified by Form N-CSR,
and the  Commission  will make this  information  public.  A  registrant  is not
required to respond to the  collection  of  information  contained in Form N-CSR
unless the Form  displays a  currently  valid  Office of  Management  and Budget
("OMB")  control number.  Please direct comments  concerning the accuracy of the
information  collection  burden  estimate and any  suggestions  for reducing the
burden to  Secretary,  Securities  and Exchange  Commission,  100 F Street,  NE,
Washington,  DC 20549. The OMB has reviewed this collection of information under
the clearance requirements of 44 U.S.C. ss. 3507.





ITEM 1. REPORTS TO STOCKHOLDERS.

The Report to Shareholders is attached herewith.

FLAHERTY & CRUMRINE PREFERRED INCOME
OPPORTUNITY FUND



To the Shareholders of the Flaherty & Crumrine Preferred Income Opportunity Fund
("PFO"):

     The Fund completed a successful fiscal year on November 30, 2006, returning
+5.3%(1)  total  return on net asset  value  ("NAV")  during the  fourth  fiscal
quarter and  +10.8%(1)  for the full year.  The total return based on the market
price of the  Fund's  common  shares  for the year  was  even  better,  with the
combination  of income and share price  appreciation  totaling  +15.2%,  and the
Fund's discount from NAV narrowed significantly.

     The table below  compares the return on the Fund since its inception with a
broad  group  of  fixed-income,   closed-end  funds.   Although  the  investment
strategies  used by the Fund differ  significantly  from the strategies  used by
these other  fixed-income  funds,  we believe  that the Fund  addresses  similar
investment  goals with better  results.  As the numbers  indicate,  the Fund has
performed  very  well,  benefiting  from  strength  in the  overall  market  for
preferred securities as well as some strategic shifts in the portfolio.



-----------------------------------------------------------------------------------------------------------------
                            TOTAL RETURN PER YEAR ON NET ASSET VALUE(1)
                                FOR PERIODS ENDED NOVEMBER 30, 2006
                                                        ONE         THREE      FIVE         TEN         LIFE OF
                                                        YEAR        YEARS      YEARS       YEARS        FUND(2)
                                                      --------     --------   --------    --------     --------
                                                                                         
Flaherty & Crumrine Preferred Income
   Opportunity Fund .................................   10.8%        7.4%       9.6%        8.7%        10.0%
Lipper Domestic Investment Grade Funds(3) ...........    7.3%        5.7%       6.3%        6.6%         7.0%

----------------
(1)  Based on monthly data provided by Lipper Inc. in each calendar month during
     the relevant period.  Distributions  are assumed to be reinvested at NAV in
     accordance with Lipper's practice,  which differs from the methodology used
     elsewhere in this report.
(2)  Since inception on February 13, 1992.
(3)  Includes all funds in Lipper's U.S. Government, U.S. Mortgage and Corporate
     Debt BBB Rated categories in each month during the period.
-----------------------------------------------------------------------------------------------------------------


     The  steady  stream  of new  preferred  issues  continued  during  the past
quarter.  In the twelve months ended  November 30, 2006,  roughly $75 billion of
preferred  securities  were issued - over $23 billion in the last quarter alone.
The recently-devised enhanced preferred security structure has been very popular
with issuers and  investors,  and these issues  comprised a large portion of the
new supply.  However,  issuers  have also brought to market  traditional  hybrid
preferred  securities and  traditional  DRD and QDI eligible  issues,  with both
adjustable and fixed  coupons.  For us  old-timers,  it has been  interesting to
observe that billion dollar deals are  commonplace  and that  investors  usually
can't get enough to satisfy their interest.

     The Fund has benefited from the vibrant new issue market - not only have we
been able to pick and choose from a variety of issues and  issuers,  but the new
supply has improved  liquidity in older issues as well.  You can see the results
of this new  supply  and  additional  liquidity  in the  turnover  of the Fund's
portfolio  when  compared  to recent  years.



     Although the  investor base for preferred securities  appears to have grown
materially,  the  current  pace of  new-issue supply has us  wondering if demand
can keep up. The  trend  is  healthy, but only  time  will  tell  if  these  new
investors  are in it for the long haul.

     In a number of  instances,  proceeds  from new  issues  were used to redeem
older, more expensive (from the issuer's perspective) issues. This is a trend we
have anticipated and discussed often in the past, but it is worth reviewing once
again.  Just like a homeowner may refinance a mortgage when there are savings to
be had,  issuers of preferred  securities  will replace  older issues with newer
ones when there are benefits in doing so. The benefit may be simply to lower the
"payments," or the issuer may find additional benefits from adding some features
that weren't available previously.

     We work hard to anticipate  redemptions.  This is important  because if the
issuer can save money by  "refinancing,"  the investor is probably going to earn
less.   While  this  trend  may  reduce  the  amount  of  income  available  for
distribution  to  Common  Stock  Shareholders  of the  Fund,  there  are ways to
mitigate the impact. The best way to avoid redemptions is to own securities that
issuers  either can't or don't want to redeem.  We can also lessen the impact of
redemptions by selling the security  prior to the date it can be redeemed.  This
provides us with greater flexibility in replacing the position.

     Forecasting redemptions is a critical step in determining the dividend rate
the Fund can pay its Common Stock  Shareholders.  Some redemptions of securities
held by the Fund are inevitable,  and better  understanding  the income the Fund
will receive guides us in making recommendations to the Board of Directors about
dividend policy.

     Since  dividends  are  effectively  driven by the NET  income of the Fund's
portfolio,  forecasting  the Fund's  expenses  is also  crucial  in setting  the
dividend rate. A primary  variable in the Fund's expenses is the cost of its use
of leverage,  which has been fairly  unpredictable  over the past several years.
The Fund's leverage cost is directly  impacted by the short-term  interest rates
set by the Federal  Reserve.  As the Federal  Reserve raised  interest rates (an
unprecedented 17 consecutive times between June 2004 and June 2006), the cost of
leverage  increased by approximately  190%, from $1.0 million for the year ended
November 30, 2004 to $2.9 million for the year ended November 30, 2006. During a
two-year  period in which the  income  earned on the  portfolio  increased  only
moderately,  this  additional cost had a negative impact on the amount of income
available  to  be  distributed  to  the  holders  of  the  Fund's  11.6  million
outstanding shares of Common Stock.

     Even in today's  interest-rate  environment,  however,  the use of leverage
continues to be a beneficial  strategy to the Fund's Common Stock  Shareholders.
In other words,  the preferred  securities  in the portfolio  continue to have a
higher return than the short-term rates the Fund pays for its leverage, and that
difference in return is passed on to the Fund's Common Stock Shareholders.

     In August 2006,  the Federal  Reserve  finally gave markets a reprieve from
its relentless  increasing of short-term  interest rates,  and now the market is
unsure if the Federal Reserve will lower, increase or keep rates the same during
coming months.  These decisions will impact the Fund's  available  distributable
income.  If the Federal Reserve maintains its current pause on short-term rates,
and  long-term  rates do not decrease  materially,  the Fund's  leverage  should
continue to produce similar amounts of additional  distributable  income to what
it does now. Of course, if the Federal Reserve lowers short-term interest rates,
the Fund should see a greater benefit from its use of leverage and  consequently
have additional distributable income for its Common Stock Shareholders.

                                       2



     We hope investors  will  take   advantage   of  the   Fund's   website   at
WWW.PREFERREDINCOME.COM.  It  contains  a wide  range of useful  and  up-to-date
information  about the Fund, and the "Frequently  Asked  Questions"  section has
enhanced discussions about many of the topics discussed in this Annual Report.

     Sincerely,







     /S/ DONALD F. CRUMRINE                     /S/ROBERT M. ETTINGER
     Donald F. Crumrine                         Robert M. Ettinger
     Chairman of the Board                      President

     January 23, 2007


                                       3



                               QUESTIONS & ANSWERS

HOW DOES THE MARKET PRICE OF THE FUND'S SHARES RELATE TO NET ASSET VALUE?

     While our focus is  primarily  on  managing  the Fund,  we realize  that an
investor's  actual return is comprised of monthly dividend payments plus changes
in the market price of the Fund.  We're pleased that for the year ended November
30, 2006 the market has  responded  favorably  to the Fund's total return on NET
ASSET VALUE of 10.8% -- the total return on MARKET  VALUE for the Fund's  common
shares was 15.2%.  During the fourth quarter  alone,  the total return on MARKET
VALUE was 5.7%.

     We've often said that in a perfect  world the market  price  would  closely
track net asset value;  however,  as seen in the chart below,  in the real world
deviations can be large.  Over the past year,  shareholders saw some significant
improvement in the discount between net asset value and market price.

           FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITY FUND (PFO)
            PREMIUM/DISCOUNT OF MARKET PRICE TO NAV THROUGH 12/31/06
                                [GRAPHIC OMITTED]
     EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC AS FOLLOWS:

Date     Prem/Disc
12/28/90
1/4/91
1/11/91
1/18/91
1/25/91
2/1/91
2/8/91
2/15/91
2/22/91
3/1/91
3/8/91
3/15/91
3/22/91
3/29/91
4/5/91
4/12/91
4/19/91
4/26/91
5/3/91
5/10/91
5/17/91
5/24/91
5/31/91
6/7/91
6/14/91
6/21/91
6/28/91
7/5/91
7/12/91
7/19/91
7/26/91
8/2/91
8/9/91
8/16/91
8/23/91
8/30/91
9/6/91
9/13/91
9/20/91
9/27/91
10/4/91
10/11/91
10/18/91
10/25/91
11/1/91
11/8/91
11/15/91
11/22/91
11/29/91
12/6/91
12/13/91
12/20/91
12/27/91
1/3/92
1/10/92
1/17/92
1/24/92
1/31/92
2/7/92
2/14/92
2/21/92  0.0726
2/28/92  0.0805
3/6/92   0.0874
3/13/92  0.098
3/20/92  0.0819
3/27/92  0.0556
4/3/92   0.0538
4/10/92  0.0705
4/17/92  0.0547
4/24/92  0.059
5/1/92   0.0546
5/8/92   0.0536
5/15/92  0.0306
5/22/92  0.0248
5/29/92  0.0307
6/5/92   0.0181
6/12/92  0.04
6/19/92  0.0357
6/26/92  0.0442
7/3/92   0.0475
7/10/92  0.0626
7/17/92  0.08
7/24/92  0.0592
7/31/92  0.0647
8/7/92   0.0613
8/14/92  0.0628
8/21/92  0.0514
8/28/92  0.0539
9/4/92   0.0409
9/11/92  0.0684
9/18/92  0.0572
9/25/92  0.0539
10/2/92  0.062
10/9/92  0.0675
10/16/92 0.049
10/23/92 0.0188
10/30/92 0.0474
11/6/92  0.018
11/13/92 0.0188
11/20/92 0.0408
11/27/92 0.0844
12/4/92  0.063
12/11/92 0.0515
12/18/92 0.0691
12/25/92 0.0638
1/1/93   0.0621
1/8/93   0.0679
1/15/93  0.0595
1/22/93  0.0434
1/29/93  0.0475
2/5/93   0.0483
2/12/93  0.0284
2/19/93  0.0202
2/26/93  0.031
3/5/93   0.0473
3/12/93  0.0651
3/19/93  0.0303
3/26/93  0.036
4/2/93   0.0514
4/9/93   0.0675
4/16/93  0.057
4/23/93  0.0853
4/30/93  0.0651
5/7/93   0.0513
5/14/93  0.061
5/21/93  0.057
5/28/93  0.0441
6/4/93   0.0497
6/11/93  0.0561
6/18/93  0.0497
6/25/93  0.0417
7/2/93   0.0472
7/9/93   0.0425
7/16/93  0.0362
7/23/93  0.0068
7/30/93  0.0306
8/6/93   0.0212
8/13/93  0.0181
8/20/93  0.0008
8/27/93  0.037
9/3/93   0.0331
9/10/93  0.0401
9/17/93  0.0338
9/24/93  0.0244
10/1/93  0.0214
10/8/93  0.0261
10/15/93 0.0263
10/22/93 0.0246
10/29/93 0.009
11/5/93  0
11/12/93 -0.0107
11/19/93 -0.0282
11/26/93 -0.0179
12/3/93  -0.0076
12/10/93 -0.0334
12/17/93 -0.0338
12/24/93 -0.0431
12/31/93 0.0249
1/7/94   -0.0036
1/14/94  0.0157
1/21/94  -0.023
1/28/94  -0.0377
2/4/94   -0.0323
2/11/94  -0.0361
2/18/94  -0.0863
2/25/94  -0.05
3/4/94   -0.0392
3/11/94  -0.0315
3/18/94  -0.0585
3/25/94  -0.0562
4/1/94   -0.0556
4/8/94   -0.0612
4/15/94  -0.0771
4/22/94  -0.1012
4/29/94  -0.1145
5/6/94   -0.0775
5/13/94  -0.0633
5/20/94  -0.0636
5/27/94  -0.0312
6/3/94   -0.0683
6/10/94  -0.0288
6/17/94  -0.0457
6/24/94  -0.0393
7/1/94   -0.0409
7/8/94   -0.045
7/15/94  -0.049
7/22/94  -0.0294
7/29/94  -0.0327
8/5/94   -0.0221
8/12/94  -0.0303
8/19/94  -0.0269
8/26/94  -0.0348
9/2/94   -0.0204
9/9/94   -0.0318
9/16/94  -0.0409
9/23/94  -0.0628
9/30/94  -0.062
10/7/94  -0.1322
10/14/94 -0.1149
10/21/94 -0.141
10/28/94 -0.104
11/4/94  -0.0786
11/11/94 -0.0976
11/18/94 -0.099
11/25/94 -0.077
12/2/94  -0.0402
12/9/94  -0.0868
12/16/94 -0.0732
12/23/94 -0.0604
12/30/94 -0.0851
1/6/95   -0.001
1/13/95  -0.0141
1/20/95  -0.0303
1/27/95  -0.0619
2/3/95   -0.0119
2/10/95  -0.0314
2/17/95  -0.0702
2/24/95  -0.0376
3/3/95   -0.0297
3/10/95  -0.0585
3/17/95  -0.0523
3/24/95  -0.0534
3/31/95  -0.0393
4/7/95   -0.0341
4/14/95  -0.0393
4/21/95  -0.069
4/28/95  -0.0341
5/5/95   -0.0576
5/12/95  -0.0501
5/19/95  -0.0933
5/26/95  -0.0753
6/2/95   -0.0481
6/9/95   -0.0729
6/16/95  -0.0702
6/23/95  -0.0749
6/30/95  -0.0686
7/7/95   -0.069
7/14/95  -0.0869
7/21/95  -0.1087
7/28/95  -0.0911
8/4/95   -0.0973
8/11/95  -0.1018
8/18/95  -0.1011
8/25/95  -0.078
9/1/95   -0.0706
9/8/95   -0.0833
9/15/95  -0.071
9/22/95  -0.0749
9/29/95  -0.0641
10/6/95  -0.0718
10/13/95 -0.1006
10/20/95 -0.0909
10/27/95 -0.1012
11/3/95  -0.1232
11/10/95 -0.0962
11/17/95 -0.1071
11/24/95 -0.1093
12/1/95  -0.1014
12/8/95  -0.1277
12/15/95 -0.1233
12/22/95 -0.1265
12/29/95 -0.1454
1/5/96   -0.1197
1/12/96  -0.1279
1/19/96  -0.1312
1/26/96  -0.1146
2/2/96   -0.1233
2/9/96   -0.1233
2/16/96  -0.1279
2/23/96  -0.1303
3/1/96   -0.1124
3/8/96   -0.1465
3/15/96  -0.1508
3/22/96  -0.1487
3/29/96  -0.1515
4/5/96   -0.1315
4/12/96  -0.1286
4/19/96  -0.1279
4/26/96  -0.1383
5/3/96   -0.1257
5/10/96  -0.113
5/17/96  -0.1408
5/24/96  -0.1386
5/31/96  -0.1386
6/7/96   -0.1255
6/14/96  -0.1337
6/21/96  -0.1301
6/28/96  -0.0918
7/5/96   -0.1079
7/12/96  -0.0911
7/19/96  -0.1122
7/26/96  -0.0939
8/2/96   -0.0876
8/9/96   -0.0688
8/16/96  -0.0673
8/23/96  -0.0881
8/30/96  -0.0836
9/6/96   -0.0836
9/13/96  -0.0661
9/20/96  -0.0889
9/27/96  -0.0991
10/4/96  -0.0876
10/11/96 -0.0876
10/18/96 -0.0935
10/25/96 -0.0834
11/1/96  -0.0796
11/8/96  -0.0932
11/15/96 -0.0726
11/22/96 -0.0586
11/29/96 -0.0608
12/6/96  -0.0792
12/13/96 -0.0813
12/20/96 -0.1009
12/27/96 -0.0837
1/3/97   -0.0693
1/10/97  -0.0562
1/17/97  -0.0693
1/24/97  -0.0834
1/31/97  -0.0678
2/7/97   -0.0623
2/14/97  -0.0551
2/21/97  -0.0645
2/28/97  -0.0605
3/7/97   -0.0581
3/14/97  -0.0654
3/21/97  -0.0715
3/28/97  -0.0715
4/4/97   -0.0573
4/11/97  -0.0973
4/18/97  -0.0806
4/25/97  -0.0748
5/2/97   -0.0672
5/9/97   -0.052
5/16/97  -0.0647
5/23/97  -0.0573
5/30/97  -0.0362
6/6/97   -0.0615
6/13/97  -0.0385
6/20/97  -0.0473
6/27/97  -0.0418
7/4/97   -0.0498
7/11/97  -0.0585
7/18/97  -0.0486
7/25/97  -0.063
8/1/97   -0.0273
8/8/97   -0.0701
8/15/97  -0.0715
8/22/97  -0.0767
8/29/97  -0.0472
9/5/97   -0.058
9/12/97  -0.0656
9/19/97  -0.0557
9/26/97  -0.0492
10/3/97  -0.0292
10/10/97 -0.0492
10/17/97 -0.0506
10/24/97 -0.0574
10/31/97 -0.0477
11/7/97  -0.0442
11/14/97 -0.0377
11/21/97 -0.0688
11/28/97 -0.0484
12/5/97  -0.0406
12/12/97 -0.0652
12/19/97 -0.0648
12/26/97 -0.0456
1/2/98   -0.0171
1/9/98   -0.0197
1/16/98  -0.0185
1/23/98  -0.062
1/30/98  -0.0477
2/6/98   -0.053
2/13/98  -0.0604
2/20/98  -0.0456
2/27/98  -0.0477
3/6/98   -0.0473
3/13/98  -0.0568
3/20/98  -0.0487
3/27/98  -0.0579
4/3/98   -0.0682
4/10/98  -0.0508
4/17/98  -0.062
4/24/98  -0.0768
5/1/98   -0.0618
5/8/98   -0.054
5/15/98  -0.0717
5/22/98  -0.0664
5/29/98  -0.0648
6/5/98   -0.0643
6/12/98  -0.0627
6/19/98  -0.0573
6/26/98  -0.06
7/3/98   -0.0575
7/10/98  -0.0562
7/17/98  -0.0563
7/24/98  -0.0465
7/31/98  -0.0526
8/7/98   -0.0472
8/14/98  -0.0864
8/21/98  -0.0954
8/28/98  -0.054
9/4/98   -0.0618
9/11/98  -0.0487
9/18/98  -0.0392
9/25/98  -0.0402
10/2/98  -0.0554
10/9/98  -0.0744
10/16/98 -0.0485
10/23/98 -0.0406
10/30/98 -0.0616
11/6/98  -0.0396
11/13/98 -0.0481
11/20/98 -0.0641
11/27/98 -0.0478
12/4/98  -0.0413
12/11/98 -0.0363
12/18/98 -0.0537
12/25/98 -0.0132
1/1/99   -0.0196
1/8/99   -0.0297
1/15/99  -0.0392
1/22/99  -0.0627
1/29/99  -0.0677
2/5/99   -0.061
2/12/99  -0.0887
2/19/99  -0.0937
2/26/99  -0.1078
3/5/99   -0.0846
3/12/99  -0.065
3/19/99  -0.1022
3/26/99  -0.0888
4/2/99   -0.0724
4/9/99   -0.1029
4/16/99  -0.0781
4/23/99  -0.093
4/30/99  -0.1156
5/7/99   -0.1015
5/14/99  -0.1277
5/21/99  -0.1256
5/28/99  -0.1093
6/4/99   -0.1007
6/11/99  -0.0558
6/18/99  -0.0835
6/25/99  -0.0602
7/2/99   -0.0532
7/9/99   -0.0532
7/16/99  -0.0761
7/23/99  -0.0558
7/30/99  -0.0829
8/6/99   -0.0464
8/13/99  -0.078
8/20/99  -0.0864
8/27/99  -0.0345
9/3/99   -0.1057
9/10/99  -0.0938
9/17/99  -0.0683
9/24/99  -0.0401
10/1/99  -0.077
10/8/99  -0.086
10/15/99 -0.1231
10/22/99 -0.1254
10/29/99 -0.1223
11/5/99  -0.1192
11/12/99 -0.1252
11/19/99 -0.0826
11/26/99 -0.0979
12/3/99  -0.097
12/10/99 -0.0807
12/17/99 -0.1118
12/24/99 -0.1212
12/31/99 -0.0354
1/7/00   -0.0028
1/14/00  -0.0385
1/21/00  -0.0996
1/28/00  -0.1047
2/4/00   -0.0923
2/11/00  -0.0845
2/18/00  -0.1038
2/25/00  -0.0962
3/3/00   -0.1021
3/10/00  -0.0858
3/17/00  -0.1055
3/24/00  -0.1272
3/31/00  -0.1361
4/7/00   -0.1047
4/14/00  -0.0894
4/21/00  -0.0781
4/28/00  -0.064
5/5/00   -0.0385
5/12/00  -0.0566
5/19/00  -0.0734
5/26/00  -0.0759
6/2/00   -0.0905
6/9/00   -0.1037
6/16/00  -0.0943
6/23/00  -0.0775
6/30/00  -0.0841
7/7/00   -0.0909
7/14/00  -0.0893
7/21/00  -0.097
7/28/00  -0.0927
8/4/00   -0.0912
8/11/00  -0.0879
8/18/00  -0.1046
8/25/00  -0.1046
9/1/00   -0.1105
9/8/00   -0.1113
9/15/00  -0.0836
9/22/00  -0.1189
9/29/00  -0.1155
10/6/00  -0.0896
10/13/00 -0.0921
10/20/00 -0.0895
10/27/00 -0.0725
11/3/00  -0.0739
11/10/00 -0.0747
11/17/00 -0.0962
11/24/00 -0.0937
12/1/00  -0.0928
12/8/00  -0.0903
12/15/00 -0.0913
12/22/00 -0.0672
12/29/00 -0.0276
1/5/01   -0.0411
1/12/01  -0.02
1/19/01  -0.0077
1/26/01  0.0192
2/2/01   -0.0528
2/9/01   -0.0346
2/16/01  -0.0184
2/23/01  -0.0257
3/2/01   -0.0109
3/9/01   -0.036
3/16/01  -0.0393
3/23/01  -0.036
3/30/01  -0.0109
4/6/01   0.02
4/13/01  0.0046
4/20/01  0.0243
4/27/01  -0.0278
5/4/01   -0.0218
5/11/01  0.0037
5/18/01  -0.0228
5/25/01  -0.0111
6/1/01   -0.0345
6/8/01   -0.0325
6/15/01  -0.0654
6/22/01  -0.0623
6/29/01  -0.0379
7/6/01   -0.0307
7/13/01  -0.0098
7/20/01  -0.0264
7/27/01  0.0237
8/3/01   0.0035
8/10/01  -0.0567
8/17/01  -0.0439
8/24/01  -0.0365
8/31/01  -0.0603
9/7/01   -0.0353
9/14/01  -0.0353
9/21/01  0
9/28/01  -0.0414
10/5/01  -0.0433
10/12/01 -0.0114
10/19/01 -0.0191
10/26/01 -0.0138
11/2/01  0.0017
11/9/01  -0.0068
11/16/01 0.026
11/23/01 0.0304
11/30/01 -0.0284
12/7/01  -0.0009
12/14/01 -0.0201
12/21/01 0.021
12/28/01 0.0289
1/4/02   0.0297
1/11/02  0.0276
1/18/02  0.0268
1/25/02  0.0677
2/1/02   0.0444
2/8/02   0.0607
2/15/02  0.0457
2/22/02  0.0582
3/1/02   0.0595
3/8/02   0.0124
3/15/02  0.0302
3/22/02  0.0383
3/29/02  0.04
4/5/02   0.0248
4/12/02  0.0409
4/19/02  0.0394
4/26/02  0.0526
5/3/02   0.0839
5/10/02  0.0595
5/17/02  0.0858
5/24/02  0.0757
5/31/02  0.0766
6/7/02   0.0832
6/14/02  0.067
6/21/02  0.0743
6/28/02  0.0933
7/5/02   0.1238
7/12/02  0.0692
7/19/02  0.0972
7/26/02  0.1421
8/2/02   0.1372
8/9/02   0.1002
8/16/02  0.1195
8/23/02  0.1206
8/30/02  0.1077
9/6/02   0.1002
9/13/02  0.0965
9/20/02  0.0993
9/27/02  0.1042
10/4/02  0.1141
10/11/02 0.1429
10/18/02 0.0519
10/25/02 0.0741
11/1/02  0.0733
11/8/02  0.0721
11/15/02 0.0664
11/22/02 0.061
11/29/02 0.0872
12/6/02  0.0972
12/13/02 0.1086
12/20/02 0.1278
12/27/02 0.1558
1/3/03   0.1518
1/10/03  0.093
1/17/03  0.1092
1/24/03  0.0865
1/31/03  0.1038
2/7/03   0.0983
2/14/03  0.096
2/21/03  0.1148
2/28/03  0.0969
3/7/03   0.1258
3/14/03  0.1585
3/21/03  0.0897
3/28/03  0.1033
4/4/03   0.1225
4/11/03  0.1477
4/18/03  0.1463
4/25/03  0.1211
5/2/03   0.0989
5/9/03   0.0553
5/16/03  0.033
5/23/03  0.0145
5/30/03  0.0486
6/6/03   -0.0024
6/13/03  -0.0086
6/20/03  0.0032
6/27/03  0.0144
7/4/03   0.0296
7/11/03  -0.0249
7/18/03  -0.0105
7/25/03  -0.0049
8/1/03   -0.0353
8/8/03   -0.0217
8/15/03  -0.0297
8/22/03  0.0008
8/29/03  -0.0032
9/5/03   0.0008
9/12/03  -0.0112
9/19/03  -0.023
9/26/03  -0.0346
10/3/03  -0.0214
10/10/03 -0.0207
10/17/03 -0.0254
10/24/03 0.0095
10/31/03 0.0284
11/7/03  0.0422
11/14/03 0.0386
11/21/03 0.074
11/28/03 0.0731
12/5/03  0.0875
12/12/03 0.0816
12/19/03 0.1044
12/26/03 0.1084
1/2/04   0.129
1/9/04   0.1265
1/16/04  0.1176
1/23/04  0.1305
1/30/04  0.1482
2/6/04   0.1425
2/13/04  0.1404
2/20/04  0.1598
2/27/04  0.1199
3/5/04   0.125
3/12/04  0.1358
3/19/04  0.1518
3/26/04  0.1631
4/2/04   0.1128
4/9/04   0.0576
4/16/04  0.0812
4/23/04  0.0174
4/30/04  0.0229
5/7/04   0.0056
5/14/04  0.0535
5/21/04  0.0802
5/28/04  0.0808
6/4/04   0.0662
6/11/04  0.0541
6/18/04  0.0466
6/25/04  0.0503
7/2/04   0.0502
7/9/04   0.0535
7/16/04  0.0572
7/23/04  0.0604
7/30/04  0.0471
8/6/04   0.0884
8/13/04  0.0798
8/20/04  0.0958
8/27/04  0.1202
9/3/04   0.1234
9/10/04  0.1265
9/17/04  0.1212
9/24/04  0.0843
10/1/04  0.0966
10/8/04  0.0858
10/15/04 0.0957
10/22/04 0.0944
10/29/04 0.0865
11/5/04  0.1136
11/12/04 0.1112
11/19/04 0.113
11/26/04 0.1065
12/3/04  0.057
12/10/04 0.0445
12/17/04 0.0643
12/24/04 0.0955
12/31/04 0.0731
1/7/05   0.0837
1/14/05  0.0708
1/21/05  0.0705
1/28/05  0.0682
2/4/05   0.0635
2/11/05  0.0689
2/18/05  0.0876
2/25/05  0.0751
3/4/05   0.0467
3/11/05  0
3/18/05  -0.0252
3/25/05  -0.0463
4/1/05   -0.0268
4/8/05   -0.0182
4/15/05  -0.0361
4/22/05  -0.0471
4/29/05  -0.0196
5/6/05   0.0016
5/13/05  -0.0047
5/20/05  0.0213
5/27/05  0.0205
6/3/05   0.0242
6/10/05  0.0259
6/17/05  -0.0316
6/24/05  0.0024
7/1/05   0.0207
7/8/05   0.0345
7/15/05  0.0619
7/22/05  0.0492
7/29/05  0.0668
8/5/05   0.0743
8/12/05  0.0343
8/19/05  0.0621
8/26/05  0.0686
9/2/05   0.0745
9/9/05   0.0994
9/16/05  0.0914
9/23/05  0.0543
9/30/05  0.0546
10/7/05  0.0204
10/14/05 -0.0057
10/21/05 -0.0164
10/28/05 -0.0372
11/4/05  -0.0431
11/11/05 -0.0361
11/18/05 -0.0221
11/25/05 -0.0305
12/2/05  -0.0231
12/9/05  -0.0561
12/16/05 -0.0796
12/23/05 -0.0735
12/30/05 -0.094
1/6/06   -0.0457
1/13/06  0.0178
1/20/06  0.0334
1/27/06  0.027
2/3/06   0.03
2/10/06  0.0137
2/17/06  0.0146
2/24/06  0.0146
3/3/06   0.0195
3/10/06  -0.0624
3/17/06  -0.0453
3/24/06  -0.0593
3/31/06  -0.0645
4/7/06   -0.0606
4/14/06  -0.0842
4/21/06  -0.0798
4/28/06  -0.0735
5/5/06   -0.0842
5/12/06  -0.096
5/19/06  -0.1087
5/26/06  -0.0865
6/2/06   -0.0796
6/9/06   -0.0954
6/16/06  -0.0938
6/23/06  -0.0785
6/30/06  -0.0641
7/7/06   -0.0782
7/14/06  -0.0584
7/21/06  -0.0477
7/28/06  -0.0444
8/4/06   -0.0025
8/11/06  0.0252
8/18/06  -0.0248
8/25/06  -0.0249
9/1/06   -0.0099
9/8/06   -0.0206
9/15/06  -0.0173
9/22/06  -0.0252
9/29/06  -0.0358
10/6/06  -0.009
10/13/06 -0.0164
10/20/06 -0.0254
10/27/06 -0.0307
11/3/06  -0.0243
11/10/06 -0.0401
11/17/06 -0.004
11/24/06 -0.0064
12/1/06  -0.0166
12/8/06  0.0008
12/15/06 0.004
12/22/06 -0.0202
12/29/06 -0.0024

     For additional  information  about  premiums and discounts,  please see the
"Frequently    Asked    Questions"    section   of   the   Fund's   website   at
WWW.PREFERREDINCOME.COM.

ARE THERE ANY FEDERAL TAX  ADVANTAGES TO THE  DISTRIBUTIONS  MADE BY THE FUND IN
2006?

     Yes. In 2006,  the Fund passed on a portion of its income to individuals in
the form of qualified dividend income or QDI. QDI is taxed at a maximum 15% rate
instead of an  individual's  ordinary  income tax rate.  In calendar  year 2006,
78.2% of the distributions made by the Fund was eligible for QDI treatment.  For
an  individual  in the 28%  tax  bracket,  this  means  that  the  Fund's  total
distributions  will only be taxed at a blended  17.8%  rate  versus the 28% rate
which would apply to distributions by a fund comprised of traditional  corporate
bonds.

     This tax advantage  means that, all other things being equal, an individual
in the 28% tax bracket  who held 100 shares of Common  Stock of the Fund for the
calendar year would have had to receive  approximately $90 in distributions from
a traditional corporate bond fund to net the same after-tax amount as the $79 in
distributions paid by the Fund.

                                       4



     For detailed  information about the  tax   treatment   of  the   particular
distributions  you received from the Fund,  please see the Form 1099 you receive
from either the Fund or your broker.

     Corporate shareholders also receive a federal tax benefit from the 71.8% of
the distributions that were eligible for the inter-corporate  dividends received
deduction or DRD.

     It  is  important  to  remember  that  portfolio   composition  and  income
distributions  can  change  from  one  year to the  next and that the QDI or DRD
portions of next year's  distributions  may not be the same (or even similar) to
this year's.

WHAT WERE THE  COMPONENTS  OF THE FUND'S TOTAL RETURN ON NET ASSET VALUE FOR THE
YEAR?

     One  technique  to better  understand  the  Fund's  net asset  value  (NAV)
performance  is to  begin  with  the  Fund's  total  return  on  its  investment
portfolio,  and then adjust for the impact of hedging,  expenses and leverage to
arrive at total return based on NAV (which factors in all of these items).

     During  fiscal 2006,  the Fund's  unhedged  portfolio  before the impact of
leverage and expenses  returned 10.1%.  Over the first half of the Fund's fiscal
year,  intermediate and long-term U.S. Treasury yields increased  significantly,
and the Fund's interest rate hedging  strategies  contributed  positively to its
results.  However,  in the past six months longer-term  Treasury yields reversed
direction,  ending the fiscal year almost  unchanged.  Consequently,  the hedged
portfolio's  annual return  before the impact of expenses and leverage  declined
slightly to 9.9%.

     Converting  these  returns on the  portfolio  to the  returns on the Fund's
Common Stock requires the consideration of two additional factors: the favorable
impact of leverage and the expenses incurred in operating the Fund. As discussed
in greater detail below,  the Fund's use of leverage  served to boost the Fund's
return on its portfolio by 2.4%.  After  accounting  for the Fund's 1.5% expense
ratio on the Common Stock,  this resulted in the Fund's  overall total return on
NAV of 10.8%.

HOW DOES THE FUND RECEIVE A BENEFIT FROM ITS USE OF LEVERAGE WHEN THE U.S.
TREASURY YIELD CURVE IS FLAT OR INVERTED?

     As long as short-term  U.S.  Treasury  interest rates are not  dramatically
above long-term rates, the Fund continues to benefit from the use of leverage in
a flat or inverted  yield curve.  As  discussed  above,  during  fiscal 2006 the
leverage  utilized by the Fund both  completely  offset the expenses of the Fund
and boosted the Fund's overall total return on net asset value.

     Fundamentally,  leverage is the use of borrowed funds to improve one's rate
of return  from an  investment,  although  with an  increase  in risk.  The Fund
acquires its  additional  funds through the issuance of Money Market  Cumulative
PreferredTM Stock (MMP(R)). Generally, the rate paid on the MMP(R) is well below
the rate the Fund can earn on its total investment  portfolio,  and the rate the
Fund  pays on the  MMP(R)  is  relatively  low  compared  with  other  means  of
financing.   This  is  particularly  true  because  of  the  tax  advantages  to
corporations  and  U.S.  individual   taxpayers  of  investing  in  MMP(R).  The
additional cash flow generated by leverage produces  additional income available
for distribution to Common Stock Shareholders.

     The  incremental  income is greatest  when the "spread"  between the income
generated by the portfolio and the rate paid on the MMP(R) is wide. However, the
converse is also true; as the U.S Treasury  yield curve  "flattens"  (short-term
rates and long-term rates approach  equality),  the amount of additional  income
generated by the leverage will decrease. The Fund still benefits from additional
income  generated by the leverage,  just not as much as when the Treasury  yield
curve is  steeper.  Of course,  nothing  is that  simple.  The

                                       5



Fund's  income is determined by several factors, the cost of leverage being only
one.

     In the case of a slightly  inverted U.S.  Treasury yield curve  (short-term
rates higher than long-term rates), the Fund should continue to benefit from the
use of leverage.  Preferred and debt securities generally trade at yields higher
than the  Treasury  yields,  commonly  referred to as the "credit  spread."  So,
although the Treasury  curve may be inverted,  the  securities  in the portfolio
ordinarily  will continue to have a higher return than the short-term  rates the
Fund pays for its leverage.

     If the Federal Reserve  maintains its current pause on short-term rates and
long-term rates do not decrease materially,  the Fund's leverage should continue
to produce  similar amounts of additional  distributable  income to what it does
now.  If the  Federal  Reserve  resumes  raising  short-term  rates,  the Fund's
leverage  could produce lesser amounts of additional  distributable  income.  Of
course,  if the Fed lowers  short-term  interest  rates,  the Fund  should see a
greater benefit from its use of leverage and  consequently  have more additional
distributable income for its Common Stock Shareholders.

WHAT ARE ENHANCED PREFERRED SECURITIES?

     Over the past eighteen  months,  the preferred  securities  market has seen
significant innovation in the form of "enhanced" preferred securities, with over
$46 billion of U.S dollar issuance since August 2005. As discussed  below,  this
new breed of securities  offers issuers higher equity credit  treatment by their
rating agencies.  Essentially,  higher equity treatment of an issuer's preferred
securities can result in a higher senior debt rating for the issuer - or help it
to avoid a downgrade.  These  enhanced  preferred  securities  offer this better
equity credit treatment at a lower cost than issuing common shares,  and without
the dilution of earnings per share that would come with it. In addition, many of
these   securities   have   accomplished   this  feat  while   maintaining   the
tax-deductibility of interest payments. The combination of equity credit and tax
deductibility  makes for an attractive  financing  vehicle,  so it's no surprise
that issuance has been brisk.

     The change that prompted the emergence of enhanced preferred securities was
the  adoption  in  February  2005 by  Moody's  Investors  Service  of a  revised
methodology  for  preferred  and hybrid  preferred  securities  which granted an
issuer varying degrees of equity credit, ranging from 0% to 100%, depending upon
the terms of the  issue.  Just  prior to that time,  Moody's  generally  gave no
equity  credit for hybrid  preferred  securities,  no matter what  features they
contained,  and  limited  equity  credit  for  traditional  perpetual  preferred
securities.  Because  other  rating  agencies  already  gave issuers some equity
credit for preferred  securities,  Moody's action relieved a critical constraint
upon the financing  decisions of issuers,  and thus on the preferred  securities
market in general.

     It has taken Wall Street  bankers time to obtain tax  opinions,  master the
accounting and line up issuers,  and structures  have continued to evolve - each
seeking the right  combination of terms for the market,  the rating agencies and
the regulators.  While structures have begun to converge into more  standardized
forms,  there  has been a good  deal of  experimentation,  and the past year has
produced a number of unique structures. We view this as good news for the Fund's
shareholders  and  we  have  actively  traded  in  these  new  structures.   The
heterogeneity  of  preferred  securities  is why we  invest  in  them.  Enhanced
preferred  securities,  in all their  various  permutations,  simply  add to the
complexity and allow managers who specialize in this market to excel.

     For  additional   information   regarding  enhanced  preferred  securities,
including  a  description  of how  Moody's  analysis  works,  please  visit  the
"Frequently    Asked    Questions"    section   of   the   Fund's   website   at
WWW.PREFERREDINCOME.COM.


                                       6



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                                              PORTFOLIO OVERVIEW
                                                   NOVEMBER 30, 2006 (UNAUDITED)
              ------------------------------------------------------------------


FUND STATISTICS ON 11/30/06
---------------------------------------------
Net Asset Value                $     12.60

Market Price                   $     12.42

Discount                              1.43%

Yield on Market Price                 6.28%

Common Stock Shares
Outstanding                     11,695,372



INDUSTRY CATEGORIES                    % OF PORTFOLIO
-----------------------------------------------------

                                [GRAPHIC OMITTED]
     EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC AS FOLLOWS:

Utilities          35%
Banking            25%
Insurance          15%
Financial Services 11%
Oil and Gas         7%
Other               4%
REITs               3%

                                             % OF
TOP 10 HOLDINGS BY ISSUER                  PORTFOLIO
-------------------------------------------------------
Interstate Power & Light                      5.0%

Goldman Sachs                                 4.6%

Xcel Energy                                   3.7%

EOG Resources                                 3.0%

First Republic Bank                           3.0%

Cobank                                        2.9%

North Fork Bancorporation                     2.8%

HSBC                                          2.7%

RenaissanceRe Holdings                        2.4%

Public Storage                                2.4%


MOODY'S RATINGS             % OF PORTFOLIO
--------------------------------------------
AAA                                     0.7%

AA                                      1.8%

A                                      17.9%

BBB                                    55.6%

BB                                     13.9%

Not Rated                               8.7%
--------------------------------------------
Below  Investment Grade*               17.2%
* BELOW INVESTMENT GRADE BY BOTH MOODY'S AND
  S&P.



                                                                                                     % OF PORTFOLIO**
------------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
Holdings Generating Qualified Dividend Income (QDI) for Individuals                                        66%
Holdings Generating Income Eligible for the Corporate Dividends Received Deduction (DRD)                   59%

------------------------------------------------------------------------------------------------------------------------------------
**    THIS DOES NOT REFLECT YEAR-END RESULTS OR ACTUAL TAX CATEGORIZATION OF FUND DISTRIBUTIONS. THESE PERCENTAGES CAN, AND DO,
      CHANGE, PERHAPS SIGNIFICANTLY, DEPENDING ON MARKET CONDITIONS. INVESTORS SHOULD CONSULT THEIR TAX ADVISOR REGARDING THEIR
      PERSONAL SITUATION.  SEE ACCOMPANYING NOTES TO THE FINANCIAL STATEMENTS FOR THE TAX CHARACTERIZATION OF 2006 DISTRIBUTIONS.



                                       7



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
PORTFOLIO OF INVESTMENTS
NOVEMBER 30, 2006
------------------------------------------------------------------




SHARES/$ PAR                                                                                         VALUE
---------------                                                                                     -------

PREFERRED SECURITIES -- 92.5%
               BANKING -- 24.7%
---------------------------------------------------------------------------------------------------------------------
                                                                                                
$  3,000,000   Astoria Capital Trust I, 9.75% 11/01/29 Capital Security, Series B .............    $      3,505,908
               Auction Pass-Through Trust, Cl. B:
           9     Series 2006-5, Variable Rate Pfd., 144A**** ..................................             272,250*
           9     Series 2006-6, Variable Rate Pfd., 144A**** ..................................             272,250*
      90,000   Banco Santander, 6.80% Pfd., 144A**** ..........................................           2,310,300**(1)
$  1,000,000   Barclays Bank PLC, Adj. Rate Pfd. ..............................................           1,004,600**(1)
$  1,750,000   Capital One Capital III, 7.686% Pfd. ...........................................           2,037,875
      19,648   Citizens Funding Trust I, 7.50% Pfd. 09/15/66 ..................................             509,007
               Cobank, ACB:
      45,000     7.00% Pfd., 144A**** .........................................................           2,318,850*
      75,000     Adj. Rate Pfd., 144A**** .....................................................           4,077,900*
$    500,000   Comerica (Imperial) Capital Trust I, 9.98% 12/31/26 Capital Security, Series B .             536,006
       4,500   FBOP Corporation, Adj. Rate Pfd., 144A**** .....................................           4,592,531*
$  2,250,000   First Hawaiian Capital I, 8.343% 07/01/27 Capital Security, Series B ...........           2,368,726(1)
               First Republic Bank:
     200,000     6.25% Pfd. ...................................................................           5,143,760*
       5,000     6.70% Pfd. ...................................................................             127,657*
         640   First Republic Preferred Capital Corporation, 10.50% Pfd., 144A**** ............             723,750
      22,500   First Republic Preferred Capital Corporation II, 8.75% Pfd., Series B, 144A****              589,500
       5,000   Fleet Capital Trust VIII, 7.20% Pfd. 03/15/32 ..................................             127,969
$  4,349,000   GreenPoint Capital Trust I, 9.10% 06/01/27 Capital Security ....................           4,601,668
$  3,500,000   HBOS Capital Funding LP, 6.85% Pfd. ............................................           3,547,600(1)
       5,000   HSBC Series II, Variable Inverse Pfd., Pvt. ....................................           5,640,000*
       3,250   HSBC USA, Inc., $2.8575 Pfd. ...................................................             164,970*
      12,000   Keycorp Capital VIII, 7.00% Pfd. 06/15/66 ......................................             316,126
      25,000   Keycorp Capital IX, 6.75% Pfd. 12/15/66 ........................................             630,000
$  1,000,000   Lloyds TSB Group PLC, Variable Rate, Capital Security, 144A**** ................           1,015,657**(1)
       5,000   National City Capital Trust II, 6.625% Pfd. 11/15/36 ...........................             125,950
$  1,500,000   North Fork Capital Trust I, 8.70% 12/15/26 Capital Security ....................           1,564,756
      16,000   PFGI Capital Corporation, 7.75% Pfd. ...........................................             412,160
$    650,000   RBS Capital Trust B, 6.80% Pfd. ................................................             659,815**(1)
          10   Roslyn Real Estate, 8.95% Pfd., Series C, 144A**** .............................           1,119,312
      70,500   Sovereign Bancorp, 7.30% Pfd., Series C ........................................           1,949,769*
      20,375   Sovereign Capital Trust V, 7.75% Pfd. 05/22/36 .................................             545,031
       6,000   USB Capital XI, 6.60% Pfd. 09/15/66 ............................................             153,840
      25,000   Wells Fargo Capital Trust IV, 7.00% Pfd. 09/01/31 ..............................             627,345
-------------------------------------------------------------------------------------------------------------------
                                                                                                         53,592,838
                                                                                                   ----------------


    The accompanying notes are an integral part of the financial statements.
                                       8



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                            PORTFOLIO OF INVESTMENTS (CONTINUED)
                                                               NOVEMBER 30, 2006
              ------------------------------------------------------------------




SHARES/$ PAR                                                                                         VALUE
---------------                                                                                     -------

PREFERRED SECURITIES -- (CONTINUED)
               FINANCIAL SERVICES -- 10.7%
---------------------------------------------------------------------------------------------------------------------
                                                                                                
       9,000   Cabco Trust For Goldman Sachs Capital I, Adj. Rate Pfd. 02/15/34, Series GS ....    $        208,407
               Goldman Sachs Group, Inc.:
      75,000     Adj. Rate Pfd., Series D .....................................................           1,966,500*
          25     Pass-Through Certificates, Class B, 144A**** .................................           2,862,500*
       3,500     STRIPES Custodial Receipts, Pvt. .............................................           3,981,250*
      94,505   Lehman Brothers Holdings, Inc., 5.94% Pfd., Series C ...........................           4,774,393*
       3,000   Merrill Lynch Series II STRIPES Custodial Receipts, Pvt. .......................           3,184,500*
      47,000   Morgan Stanley Capital Trust VI, 6.60% Pfd. ....................................           1,208,784
      94,150   SLM Corporation, 6.97% Pfd., Series A ..........................................           5,131,175*
-------------------------------------------------------------------------------------------------------------------
                                                                                                         23,317,509
                                                                                                   ----------------
               INSURANCE -- 12.8%
---------------------------------------------------------------------------------------------------------------------
      20,000   ACE Ltd., 7.80% Pfd., Series C .................................................             517,500**(1)
               Arch Capital Group Ltd.:
      10,000     7.875% Pfd., Series B ........................................................             261,875**(1)
       4,400     8.00% Pfd. ...................................................................             115,060**(1)
               Axis Capital Holdings:
      73,950     7.25% Pfd., Series A .........................................................           1,938,880**(1)
      17,750     Variable Rate Pfd., Series B .................................................           1,883,985(1)
      22,300   Berkley W.R. Capital Trust II, 6.75% Pfd. 07/26/45 .............................             556,804
      12,400   Corporate-Backed Trust Certificates, 8.125% Pfd. 12/15/45, Series BER ..........             129,332
      64,600   Endurance Specialty Holdings, 7.75% Pfd. .......................................           1,667,326**(1)
      13,750   Everest Re Capital Trust II, 6.20% Pfd., Series B ..............................             335,156(1)
     140,000   MetLife Inc., 6.50% Pfd., Series B .............................................           3,666,250*
$  1,925,000   Oil Insurance Ltd., Variable Rate Pfd., 144A**** ...............................           2,018,002(1)
       4,900   PartnerRe Capital Trust I, 7.90% Pfd. 12/31/31 .................................             124,950**(1)
     175,000   Principal Financial Group, 6.518% Pfd. .........................................           4,875,500*
$    511,000   Provident Financing Trust I, 7.405% 03/15/38 Capital Security ..................             534,637(2)
$  4,000,000   Renaissancere Capital Trust, 8.54% 03/01/27 Capital Security, Series B .........           4,171,028(1)
               Renaissancere Holdings Ltd.:
      25,000     6.08% Pfd., Series C .........................................................             598,500**(1)
      22,000     8.10% Pfd., Series A .........................................................             551,320**(1)
     115,500   Scottish Re Group Ltd., 7.25% Pfd. .............................................           2,661,120**(1)
$    560,000   USF&G Capital, 8.312% 07/01/46 Capital Security, 144A**** ......................             706,944
      22,850   XL Capital Ltd., 8.00% Pfd., Series A ..........................................             591,244**(1)
-------------------------------------------------------------------------------------------------------------------
                                                                                                         27,905,413
                                                                                                   ----------------


    The accompanying notes are an integral part of the financial statements.
                                       9



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
PORTFOLIO OF INVESTMENTS (CONTINUED)
NOVEMBER 30, 2006
------------------------------------------------------------------




SHARES/$ PAR                                                                                         VALUE
---------------                                                                                     -------

PREFERRED SECURITIES -- (CONTINUED)
               UTILITIES -- 34.2%
---------------------------------------------------------------------------------------------------------------------
                                                                                                
               Alabama Power Company:
       4,980     4.60% Pfd. ...................................................................    $        444,017*
       6,485     4.72% Pfd. ...................................................................             589,122*
         868     4.92% Pfd. ...................................................................              82,772*
       6,579   Baltimore Gas & Electric Company, 6.70% Pfd., Series 1993 ......................             690,179*
      10,000   Calenergy Capital Trust III, 6.50% Pfd. 09/01/27 ...............................             483,800
       1,628   Central Hudson Gas & Electric Corporation, 4.35% Pfd., Series D, Pvt. ..........             136,719*
       3,798   Central Maine Power Company, 4.75% Pfd. ........................................             335,971*
      11,119   Central Vermont Public Service Corporation, 8.30% Sinking Fund Pfd., Pvt. ......           1,154,597*
               Connecticut Light & Power Company:
       2,050     4.50% Pfd., Series 1956 ......................................................              85,075*
      10,000     4.50% Pfd., Series 1963, Pvt. ................................................             402,500*
      25,000     5.28% Pfd., Series 1967 ......................................................           1,222,500*
         883     $2.04 Pfd., Series 1949 ......................................................              33,218*
       2,900     $2.20 Pfd., Series 1949 ......................................................             117,682*
       9,652     $3.24 Pfd. ...................................................................             503,714*
       2,000   Consolidated Edison Company of New York, 4.65% Pfd., Series C ..................             176,300*
       7,500   Dayton Power and Light Company, 3.90% Pfd., Series C ...........................             477,656*
$  1,500,000   Dominion Resources Capital Trust III, 8.40% 01/15/31 Capital Security ..........           1,868,979
      15,030   Duquesne Light Company, 3.75% Pfd. .............................................             499,898*
               Entergy Arkansas, Inc.:
       2,840     4.56% Pfd. ...................................................................             237,452*
       3,050     4.56% Pfd., Series 1965 ......................................................             255,010*
       1,435     6.08% Pfd. ...................................................................             150,531*
      90,000     6.45% Pfd. ...................................................................           2,349,000*
       2,441   Entergy Gulf States, Inc., 7.56% Pfd. ..........................................             246,150*
      36,000   Entergy Louisiana, Inc., 6.95% Pfd., 144A**** ..................................           3,699,360*
               Entergy Mississippi, Inc.:
       4,616     4.36% Pfd. ...................................................................             346,062*
       5,000     4.92% Pfd. ...................................................................             417,188*
       4,400   Florida Power Company, 4.75% Pfd. ..............................................             402,336*
      18,500   FPC Capital I, 7.10% Pfd., Series A ............................................             463,656
     101,000   FPL Group Capital, Inc., 6.60% Pfd. 10/01/66, Series A .........................           2,610,224
       8,900   Georgia Power, 6.125% Pfd. .....................................................             231,679*
               Great Plains Energy, Inc.:
       1,625     4.20% Pfd. ...................................................................             132,535*
       2,000     4.35% Pfd. ...................................................................             164,500*


    The accompanying notes are an integral part of the financial statements.
                                       10



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                            PORTFOLIO OF INVESTMENTS (CONTINUED)
                                                               NOVEMBER 30, 2006
              ------------------------------------------------------------------




SHARES/$ PAR                                                                                         VALUE
---------------                                                                                     -------

PREFERRED SECURITIES -- (CONTINUED)
               UTILITIES -- (CONTINUED)
---------------------------------------------------------------------------------------------------------------------
                                                                                                
               Hawaiian Electric Company, Inc.:
       2,471     5.00% Pfd., Series D .........................................................    $         45,170*
       7,438     5.00% Pfd., Series E .........................................................             135,967*
       1,383     5.00% Pfd., Series I .........................................................              25,281*
$  3,750,000   Houston Light & Power Capital Trust II, 8.257% 02/01/37 Capital Security .......           3,919,125
      30,500   Indianapolis Power & Light Company, 5.65% Pfd. .................................           2,973,750*
     340,000   Interstate Power & Light Company, 8.375% Pfd., Series B ........................          10,801,800*
       2,588   New York State Electric & Gas, $4.50 Pfd., Series 1949 .........................             230,461*
               Ohio Power Company:
       3,018     4.20% Pfd. ...................................................................             250,977*
       1,251     4.40% Pfd. ...................................................................             108,987*
               Pacific Enterprises:
      13,680     $4.36 Pfd. ...................................................................           1,132,294*
      24,985     $4.50 Pfd. ...................................................................           2,134,219*
      15,730     $4.75 Pfd., Series 53 ........................................................           1,433,396*
               Pacific Gas & Electric Co.:
       7,600     4.50% Pfd., Series H .........................................................             157,168*
      41,500     5.00% Pfd., Series D .........................................................             920,470*
      83,000     5.00% Pfd., Series E .........................................................           1,907,340*
               PacifiCorp:
       5,672     $4.56 Pfd. ...................................................................             480,475*
       6,708     $4.72 Pfd. ...................................................................             588,157*
       8,750     $7.48 Sinking Fund Pfd. ......................................................             890,859*
       1,250   PECO Energy Company, $4.30 Pfd., Series B ......................................             103,963*
$  1,500,000   PECO Energy Capital Trust III, 7.38% 04/06/28 Capital Security, Series D .......           1,666,500
      12,748   Portland General Electric, 7.75% Sinking Fund Pfd. .............................           1,294,432*
      14,020   Public Service Electric & Gas Company, 5.28% Pfd., Series E ....................           1,409,431*
      70,210   San Diego Gas & Electric Company, $1.70 Pfd. ...................................           1,832,046*
               South Carolina Electric & Gas Company:
      13,974     5.125% Purchase Fund Pfd., Pvt. ..............................................             717,844*
       7,774     6.00% Purchase Fund Pfd., Pvt. ...............................................             395,619*
               Southern California Edison:
       5,000     4.24% Pfd. ...................................................................             103,000*
      11,300     6.00% Pfd. ...................................................................           1,155,779*
               Southern Union Company:
$    700,000     Variable Rate Pfd. 11/01/66, Capital Security ................................             708,271
      60,000     7.55% Pfd. ...................................................................           1,564,200*


    The accompanying notes are an integral part of the financial statements.
                                       11



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
PORTFOLIO OF INVESTMENTS (CONTINUED)
NOVEMBER 30, 2006
------------------------------------------------------------------




SHARES/$ PAR                                                                                         VALUE
---------------                                                                                     -------

PREFERRED SECURITIES -- (CONTINUED)
               UTILITIES -- (CONTINUED)
---------------------------------------------------------------------------------------------------------------------
                                                                                                
$    750,000   TXU Electric Capital V, 8.175% 01/30/37 Capital Security .......................    $        782,028
               Union Electric Company:
       5,700     4.56% Pfd. ...................................................................             487,350*
      10,156     $7.64 Pfd. ...................................................................           1,048,302*
               Virginia Electric & Power Company:
       1,665     $4.04 Pfd. ...................................................................             130,186*
       2,470     $4.20 Pfd. ...................................................................             200,811*
       1,673     $4.80 Pfd. ...................................................................             155,422*
       2,878     $6.98 Pfd. ...................................................................             296,974*
      12,500     $7.05 Pfd. ...................................................................           1,293,750*
      11,200   Virginia Power Capital Trust, 7.375% Pfd. 07/30/42 .............................             286,651
       2,262   Washington Gas & Light Company, $4.25 Pfd. .....................................             195,007*
      12,863   Wisconsin Power & Light Company, 6.20% Pfd. ....................................           1,320,468*
               Xcel Energy, Inc.:
      15,000     $4.08 Pfd., Series B .........................................................           1,201,200*
      20,040     $4.10 Pfd., Series C .........................................................           1,612,619*
      35,510     $4.11 Pfd., Series D .........................................................           2,864,237*
      17,750     $4.16 Pfd., Series E .........................................................           1,449,288*
      10,000     $4.56 Pfd., Series G .........................................................             895,000*
-------------------------------------------------------------------------------------------------------------------
                                                                                                         74,316,656
                                                                                                   ----------------
               OIL AND GAS -- 4.8%
---------------------------------------------------------------------------------------------------------------------
       8,000   Devon Energy Corporation, 6.49% Pfd., Series A .................................             819,750*
$    272,000   Enterprise Products Partners, Variable Rate Pfd. ...............................             295,602
       6,125   EOG Resources, Inc., 7.195% Pfd., Series B .....................................           6,601,464*
$  1,650,000   KN Capital Trust III, 7.63% 04/15/28 Capital Security ..........................           1,603,147
      10,000   Lasmo America Limited, 8.15% Pfd., 144A**** ....................................           1,063,600*(1)
-------------------------------------------------------------------------------------------------------------------
                                                                                                         10,383,563
                                                                                                   ----------------
               REAL ESTATE INVESTMENT TRUST (REIT) -- 3.2%
---------------------------------------------------------------------------------------------------------------------
               BRE Properties, Inc.:
      12,600     6.75% Pfd., Series D .........................................................             320,119
      18,900     8.08% Pfd., Series B .........................................................             486,085
      10,000   Equity Office Property Trust, 7.75% Pfd., Series G .............................             251,250
       1,000   Equity Residential Properties, 8.29% Pfd., Series K ............................              58,020


    The accompanying notes are an integral part of the financial statements.
                                       12



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                            PORTFOLIO OF INVESTMENTS (CONTINUED)
                                                               NOVEMBER 30, 2006
              ------------------------------------------------------------------




SHARES/$ PAR                                                                                         VALUE
---------------                                                                                     -------

PREFERRED SECURITIES -- (CONTINUED)
               REAL ESTATE INVESTMENT TRUST (REIT) -- (CONTINUED)
---------------------------------------------------------------------------------------------------------------------
                                                                                                
               Public Storage, Inc.:
      13,600     6.18% Pfd., Series D .........................................................    $        330,226
     109,075     6.45% Pfd., Series F .........................................................           2,713,241
       2,900     6.75% Pfd., Series E .........................................................              74,494
      79,900     7.25% Pfd., Series K .........................................................           2,102,369
       3,700     7.625% Pfd., Series U ........................................................              94,466
      20,000   Realty Income Corp., 6.75% Pfd., Series E ......................................             503,200
-------------------------------------------------------------------------------------------------------------------
                                                                                                          6,933,470
                                                                                                   ----------------
               MISCELLANEOUS INDUSTRIES -- 2.0%
---------------------------------------------------------------------------------------------------------------------
      13,600   E.I. Du Pont de Nemours and Company, $4.50 Pfd., Series B ......................           1,180,650*
      35,000   Ocean Spray Cranberries, Inc., 6.25% Pfd., 144A****(1) .........................           3,127,250*
      26,000   Touch America Holdings, $6.875 Pfd. ............................................                 --*+
-------------------------------------------------------------------------------------------------------------------
                                                                                                          4,307,900
                                                                                                   ----------------
               U.S. GOVERNMENT SECURITIES -- 0.1%
---------------------------------------------------------------------------------------------------------------------
       5,600   Federal Home Loan Mortgage, Adj. Rate Pfd., Series B ...........................             232,400*
-------------------------------------------------------------------------------------------------------------------
                                                                                                            232,400
                                                                                                   ----------------
               TOTAL PREFERRED SECURITIES
                  (Cost $187,239,789) .........................................................         200,989,749
                                                                                                   ----------------
CORPORATE DEBT SECURITIES -- 6.6%
               FINANCIAL SERVICES -- 0.4%
---------------------------------------------------------------------------------------------------------------------
      36,300   Saturns-GS, 6.00% 02/15/33, Series Goldman Sachs ...............................             907,954
-------------------------------------------------------------------------------------------------------------------
                                                                                                            907,954
                                                                                                   ----------------
               INSURANCE -- 2.6%
---------------------------------------------------------------------------------------------------------------------
$    900,000   Farmers Exchange Capital, 7.20% 07/15/48, 144A**** .............................             960,390
$  4,417,000   Liberty Mutual Insurance, 7.697% 10/15/97, 144A**** ............................           4,730,638
-------------------------------------------------------------------------------------------------------------------
                                                                                                          5,691,028
                                                                                                   ----------------
               UTILITIES -- 1.2%
---------------------------------------------------------------------------------------------------------------------
$  1,000,000   Duquesne Light Holdings, 6.25% 08/15/35 ........................................             924,259
      10,000   Entergy Louisiana LLC, 7.60% 04/01/32 ..........................................             255,625


    The accompanying notes are an integral part of the financial statements.
                                       13



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
PORTFOLIO OF INVESTMENTS (CONTINUED)
NOVEMBER 30, 2006
------------------------------------------------------------------




SHARES/$ PAR                                                                                         VALUE
---------------                                                                                     -------

CORPORATE DEBT SECURITIES -- (CONTINUED)
               UTILITIES -- (CONTINUED)
---------------------------------------------------------------------------------------------------------------------
                                                                                                
               Southern Union Company:
$    750,000     7.60% 02/01/24, Senior Notes .................................................    $        815,226
$    500,000     8.25% 11/15/29, Senior Notes .................................................             584,505
-------------------------------------------------------------------------------------------------------------------
                                                                                                          2,579,615
                                                                                                   ----------------
               OIL AND GAS -- 2.0%
---------------------------------------------------------------------------------------------------------------------
$  2,000,000   KN Energy, Inc., 7.45% 03/01/98 ................................................           1,925,780
      97,900   Nexen, Inc., 7.35% Subordinated Notes ..........................................           2,523,989(1)
-------------------------------------------------------------------------------------------------------------------
                                                                                                          4,449,769
                                                                                                   ----------------
               MISCELLANEOUS INDUSTRIES -- 0.4%
---------------------------------------------------------------------------------------------------------------------
$    750,000   Reliance Steel & Aluminum, 6.85% 11/15/36, 144A**** ............................             761,023
-------------------------------------------------------------------------------------------------------------------
                                                                                                            761,023
                                                                                                   ----------------
               TOTAL CORPORATE DEBT SECURITIES
                  (Cost $13,635,851) ..........................................................          14,389,389
                                                                                                   ----------------
OPTION CONTRACTS -- 0.0%
       1,400   March Put Options on March U.S. Treasury Bond Futures, Expiring 02/23/07 .......              97,125+
-------------------------------------------------------------------------------------------------------------------
               TOTAL OPTION CONTRACTS
                  (Cost $347,532) .............................................................              97,125
                                                                                                   ----------------


    The accompanying notes are an integral part of the financial statements.
                                       14



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                            PORTFOLIO OF INVESTMENTS (CONTINUED)
                                                               NOVEMBER 30, 2006
              ------------------------------------------------------------------




SHARES/$ PAR                                                                                         VALUE
---------------                                                                                     -------
                                                                                                
MONEY MARKET FUND -- 0.7%
   1,588,765   BlackRock Provident Institutional, TempFund ....................................    $      1,588,765
-------------------------------------------------------------------------------------------------------------------
               TOTAL MONEY MARKET FUND
                  (Cost $1,588,765) ...........................................................           1,588,765
                                                                                                   ----------------
SECURITIES LENDING COLLATERAL -- 0.3%
     551,880   Institutional Money Market Trust ...............................................             551,880
-------------------------------------------------------------------------------------------------------------------
               TOTAL SECURITIES LENDING COLLATERAL
                  (Cost $551,880) .............................................................             551,880
                                                                                                   ----------------

 TOTAL INVESTMENTS (Cost $203,363,817***) ..........................................      100.1%        217,616,908
 OTHER ASSETS AND LIABILITIES (Net) ................................................       (0.1%)          (259,582)
                                                                                      ---------    ----------------
 TOTAL NET ASSETS AVAILABLE TO COMMON AND PREFERRED STOCK ..........................      100.0%++ $    217,357,326
                                                                                      ---------    ----------------
 MONEY MARKET CUMULATIVE PREFERRED(TM) STOCK (MMP(R)) REDEMPTION VALUE ........................         (70,000,000)
                                                                                                   ----------------
 TOTAL NET ASSETS AVAILABLE TO COMMON STOCK ...................................................    $    147,357,326
                                                                                                   ================

-----------------------------
*      Securities eligible for the Dividends Received Deduction and distributing
       Qualified Dividend Income.
**     Securities distributing Qualified Dividend Income only.
***    Aggregate cost of securities held.
****   Securities exempt from registration under Rule 144A of the Securities Act
       of 1933. These securities may be resold in transactions exempt from
       registration to qualified  institutional  buyers. These  securities  have
       been determined to be liquid under the guidelines established by the
       Board of Directors.
(1)    Foreign Issuer.
(2)    A portion of this security is on loan.
+      Non-income producing.
++     The percentage shown for each investment  category is the total value of
       that category as a percentage of net assets available to Common and
       Preferred Stock.



          ABBREVIATIONS:
PFD.   -- Preferred Securities
PVT.   -- Private Placement Securities
REIT   -- Real Estate Investment Trust



    The accompanying notes are an integral part of the financial statements.
                                       15



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
STATEMENT OF ASSETS AND LIABILITIES
NOVEMBER 30, 2006
------------------------------------------------------------------



                                                                                                
ASSETS:
   Investments, at value (Cost $203,363,817) .....................................                    $   217,616,908
   Receivable for Investments sold ...............................................                            255,305
   Dividends and interest receivable .............................................                          1,609,045
   Prepaid expenses ..............................................................                             75,055
                                                                                                      ---------------
           Total Assets ..........................................................                        219,556,313

LIABILITIES:
   Payable for securities lending collateral .....................................   $   551,880
   Payable for Investments purchased .............................................     1,128,750
   Dividends payable to Common Stock Shareholders ................................        92,671
   Investment advisory fee payable ...............................................        98,817
   Administration, Transfer Agent and Custodian fees payable .....................        29,466
   Professional fees payable .....................................................        64,759
   Directors' fees payable .......................................................           641
   Accrued expenses and other payables ...........................................        16,182
   Accumulated undeclared distributions to Money Market Cumulative
     Preferred(TM) Stock Shareholders ............................................       215,821
                                                                                     -----------
           Total Liabilities .....................................................                          2,198,987
                                                                                                      ---------------
MONEY MARKET CUMULATIVE PREFERRED(TM) STOCK (700 SHARES
  OUTSTANDING) REDEMPTION VALUE ..................................................                         70,000,000
                                                                                                      ---------------
NET ASSETS AVAILABLE TO COMMON STOCK .............................................                    $   147,357,326
                                                                                                      ===============


NET ASSETS AVAILABLE TO COMMON STOCK consist of:
   Distributions in excess of net investment income ..............................                    $      (233,907)
   Accumulated net realized loss on investments sold .............................                         (2,053,131)
   Unrealized appreciation of investments ........................................                         14,253,091
   Par value of Common Stock .....................................................                            116,954
   Paid-in capital in excess of par value of Common Stock ........................                        135,274,319
                                                                                                      ---------------
           Total Net Assets Available to Common Stock ............................                    $   147,357,326
                                                                                                      ===============


NET ASSET VALUE PER SHARE OF COMMON STOCK:
     Common Stock (11,695,372 shares outstanding) ................................                    $         12.60
                                                                                                      ===============


    The accompanying notes are an integral part of the financial statements.
                                       16



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                                         STATEMENT OF OPERATIONS
                                            FOR THE YEAR ENDED NOVEMBER 30, 2006
              ------------------------------------------------------------------



                                                                                                 
INVESTMENT INCOME:
     Dividends+ ..................................................................                     $   11,083,005
     Interest ....................................................................                          2,993,467
                                                                                                       --------------
          Total Investment Income ................................................                         14,076,472

EXPENSES:
     Investment advisory fee .....................................................   $ 1,188,172
     Administrator's fee .........................................................       207,632
     Money Market Cumulative Preferred(TM) Stock broker commissions
        and auction agent fees ...................................................       189,930
     Professional fees ...........................................................       121,709
     Insurance expense ...........................................................       148,661
     Transfer agent fees .........................................................        58,970
     Directors' fees .............................................................        70,475
     Custodian fees ..............................................................        26,628
     Compliance fees .............................................................        38,299
     Other .......................................................................       116,197
                                                                                     -----------
          Total Expenses .........................................................                          2,166,673
                                                                                                       --------------
NET INVESTMENT INCOME ............................................................                         11,909,799
                                                                                                       --------------

REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS
     Net realized gain/(loss) on investments sold during the year ................                          3,470,490
     Change in net unrealized appreciation/depreciation of investments
        held during the year .....................................................                          2,218,263
                                                                                                       --------------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS ..................................                          5,688,753
                                                                                                       --------------

DISTRIBUTIONS TO MONEY MARKET CUMULATIVE PREFERRED(TM) STOCK SHAREHOLDERS:
     From net investment income (including changes in accumulated
        undeclared distributions) ................................................                         (2,877,427)
                                                                                                       --------------
NET INCREASE IN NET ASSETS TO COMMON STOCK RESULTING
        FROM OPERATIONS ..........................................................                     $   14,721,125
                                                                                                       ==============

-----------
  +   For Federal income tax purposes,  a significant portion of this amount may
      not qualify for the  inter-corporate  dividends received deduction ("DRD")
      or as qualified dividend income ("QDI") for individuals.



    The accompanying notes are an integral part of the financial statements.
                                       17



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE TO COMMON STOCK(1)
----------------------------------------------------------------





                                                                                     YEAR ENDED          YEAR ENDED
                                                                                 NOVEMBER 30, 2006    NOVEMBER 30, 2005
                                                                                 -----------------    -----------------
                                                                                                 
OPERATIONS:
     Net investment income .....................................................  $    11,909,799      $    11,145,051
     Net realized gain/(loss) on investments sold during the year ..............        3,470,490            4,238,243
     Change in net unrealized appreciation/depreciation of investments
        held during the year ...................................................        2,218,263           (4,421,911)
     Distributions to MMP(R)* Shareholders from net investment
        income, including changes in accumulated undeclared distributions ......       (2,877,427)          (1,937,548)
                                                                                  ---------------      ---------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ...........................       14,721,125            9,023,835

DISTRIBUTIONS:
     Dividends paid from net investment income to Common Stock
        Shareholders(1) ........................................................       (9,312,018)         (10,602,545)
                                                                                  ---------------      ---------------
TOTAL DISTRIBUTIONS TO COMMON STOCK SHAREHOLDERS ...............................       (9,312,018)         (10,602,545)

FUND SHARE TRANSACTIONS:
     Increase from shares issued under the Dividend Reinvestment
        and Cash Purchase Plan .................................................          231,696            1,150,181
                                                                                  ---------------      ---------------
NET INCREASE IN NET ASSETS AVAILABLE TO COMMON STOCK
        RESULTING FROM FUND SHARE TRANSACTIONS .................................          231,696            1,150,181

NET INCREASE/(DECREASE) IN NET ASSETS AVAILABLE TO                                ---------------      ---------------
    COMMON STOCK FOR THE YEAR ..................................................  $     5,640,803      $      (428,529)
                                                                                  ===============      ===============

------------------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE TO COMMON STOCK:
     Beginning of year .........................................................  $   141,716,523         $142,145,052
     Net increase/(decrease) in net assets during the year .....................        5,640,803             (428,529)
                                                                                  ---------------      ---------------
     End of year (including distributions in excess of net investment
        income of ($233,907) and ($209,391), respectively) .....................  $   147,357,326      $   141,716,523
                                                                                  ===============      ===============

-------
  *   Money Market Cumulative Preferred(TM) Stock.
(1)   May include income earned, but not paid out, in prior fiscal year.



    The accompanying notes are an integral part of the financial statements.
                                       18



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                                            FINANCIAL HIGHLIGHTS
                      FOR A COMMON STOCK SHARE OUTSTANDING THROUGHOUT EACH YEAR.
              ------------------------------------------------------------------

     Contained below is per share operating  performance  data, total investment
returns,  ratios to  average  net  assets,  and other  supplemental  data.  This
information  has  been  derived  from  information  provided  in  the  financial
statements and market price data for the Fund's shares.




                                                                                            YEAR ENDED NOVEMBER 30,
                                                                       -------------------------------------------------------------
                                                                         2006        2005       2004       2003          2002
                                                                       ---------    -------   -------    ---------    ---------
                                                                                                       
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year .................................   $   12.14    $ 12.27   $   12.59  $   10.78    $   11.60
                                                                       ---------    -------   ---------  ---------    ---------
INVESTMENT OPERATIONS:
Net investment income ..............................................        1.02       0.96        0.98       1.02         1.07
Net realized and unrealized gain/(loss) on investments .............        0.49      (0.01)      (0.27)      1.85        (0.87)
DISTRIBUTIONS TO MMP(R)* SHAREHOLDERS:
From net investment income .........................................       (0.25)     (0.17)      (0.09)     (0.08)       (0.11)
                                                                       ---------    -------   ---------  ---------    ---------
Total from investment operations ...................................        1.26       0.78        0.62       2.79         0.09
                                                                       ---------    -------   ---------  ---------    ---------
DISTRIBUTIONS TO COMMON STOCK SHAREHOLDERS:
From net investment income .........................................       (0.80)     (0.91)      (0.94)     (0.98)       (0.91)
                                                                       ---------    -------   ---------  ---------    ---------
Total distributions to Common Stock Shareholders ...................       (0.80)     (0.91)      (0.94)     (0.98)       (0.91)
                                                                       ---------    -------   ---------  ---------    ---------
Net asset value, end of year .......................................   $   12.60    $ 12.14   $   12.27  $   12.59    $   10.78
                                                                       =========    =======   =========  =========    =========
Market value, end of year ..........................................   $   12.42    $ 11.53   $   13.53  $   13.51    $   11.72
                                                                       =========    =======   =========  =========    =========
Total investment return based on net asset value** .................      11.02%      6.36%       4.68%     26.57%        0.63%
                                                                       =========    =======   =========  =========    =========
Total investment return based on market value** ....................      15.22%     (8.40%)      7.57%     24.92%       12.61%
                                                                       =========    =======   =========  =========    =========
RATIOS TO AVERAGE NET ASSETS AVAILABLE
   TO COMMON STOCK SHAREHOLDERS:
     Total net assets, end of year (in 000's) ......................   $ 147,357   $141,717   $ 142,145  $ 144,303    $ 122,258
     Operating expenses ............................................        1.52%      1.53%       1.52%      1.54%        1.56%
     Net investment income + .......................................        6.34%      6.30%       7.11%      7.85%        8.67%

-----------------------------------------------------------------
SUPPLEMENTAL DATA:++
     Portfolio turnover rate .......................................          68%        57%         28%        28%          29%
     Total net assets available to Common and Preferred Stock,
        end of year (in 000's) .....................................   $ 217,357   $211,717   $ 212,145  $  214,41    $ 192,361
     Ratio of operating expenses to total average net assets
        available to Common and Preferred Stock ....................        1.02%      1.03%       1.03%      1.02%        1.00%

   * Money Market Cumulative Preferred(TM) Stock.
  ** Assumes  reinvestment of  distributions at the price obtained by the Fund's
     Dividend  Reinvestment  and Cash Purchase Plan.
   + The net  investment  income ratios  reflect  income net of  operating
     expenses  and  payments to MMP(R)* Shareholders.
  ++ Information presented under heading Supplemental Data includes MMP(R)*.



    The accompanying notes are an integral part of the financial statements.
                                       19



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
FINANCIAL HIGHLIGHTS (CONTINUED)
PER SHARE OF COMMON STOCK
------------------------------------------------------------------




                                                                      TOTAL                                   DIVIDEND
                                                                    DIVIDENDS   NET ASSET      NYSE          REINVESTMENT
                                                                      PAID        VALUE     CLOSING PRICE       PRICE (1)
                                                                    ---------   ---------  --------------    -------------
                                                                                                   
December 31, 2005 ...............................................   $0.0705     $12.24        $11.09           $11.43
January 31, 2006 ................................................    0.0705      12.28         12.63            12.28
February 28, 2006 ...............................................    0.0705      12.38         12.39            12.38
March 31, 2006 ..................................................    0.0650      12.25         11.46            11.54
April 30, 2006 ..................................................    0.0650      12.11         11.22            11.27
May 31, 2006 ....................................................    0.0650      12.00         11.05            11.20
June 30, 2006 ...................................................    0.0650      11.86         11.10            11.21
July 31, 2006 ...................................................    0.0650      11.83         11.53            11.79
August 31, 2006 .................................................    0.0650      12.16         11.94            12.02
September 30, 2006 ..............................................    0.0650      12.29         11.85            12.05
October 31, 2006 ................................................    0.0650      12.41         11.95            12.08
November 30, 2006 ...............................................    0.0650      12.60         12.42            12.46

--------------
(1)  Whenever  the net asset value per share of the Fund's  Common Stock is less
     than or equal to the market price per share on the payment date, new shares
     issued  will be valued at the higher of net asset  value or 95% of the then
     current market price.  Otherwise,  the reinvestment  shares of Common Stock
     will be purchased in the open market.



    The accompanying notes are an integral part of the financial statements.
                                       20



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                                FINANCIAL HIGHLIGHTS (CONTINUED)
              ------------------------------------------------------------------
      The  table  below  sets out  information  with  respect  to  Money  Market
Cumulative Preferred(TM) Stock currently outstanding.




                                                                             INVOLUNTARY                  AVERAGE
                                                       ASSET                 LIQUIDATING                  MARKET
                              TOTAL SHARES            COVERAGE               PREFERENCE                     VALUE
                DATE         OUTSTANDING (1)         PER SHARE (2)          PER SHARE (3)            PER SHARE (1)(3)
            --------------   ---------------         -------------          -------------            ----------------
                                                                                             
               11/30/06          700                   $310,819               $100,000                   $100,000
               11/30/05          700                    302,788                100,000                    100,000
               11/30/04          700                    303,137                100,000                    100,000
               11/30/03          700                    306,301                100,000                    100,000
               11/30/02          700                    274,802                100,000                    100,000

------------
(1) See note 6.
(2) Calculated by subtracting the Fund's total liabilities (excluding the MMP(R)
    and accumulated undeclared distributions to MMP(R)) from the Fund's total
    assets and  dividing that amount by the number of MMP(R) shares outstanding.
(3) Excludes accumulated undeclared dividends.



    The accompanying notes are an integral part of the financial statements.
                                       21



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
NOTES TO FINANCIAL STATEMENTS
------------------------------------------------------------------

1.   ORGANIZATION

     Flaherty & Crumrine  Preferred Income  Opportunity Fund  Incorporated  (the
"Fund") was  incorporated  as a Maryland  corporation  on December 10, 1991, and
commenced  operations  on  February  13,  1992  as  a  diversified,   closed-end
management  investment  company  under the  Investment  Company Act of 1940,  as
amended  (the "1940  Act").  The Fund's  investment  objective is to provide its
common shareholders with high current income consistent with the preservation of
capital.

2.   SIGNIFICANT ACCOUNTING POLICIES

     The following is a summary of significant  accounting policies consistently
followed  by the  Fund  in the  preparation  of its  financial  statements.  The
preparation of the financial statements is in conformity with the U.S. generally
accepted  accounting  principles  ("US GAAP") and  requires  management  to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities in the financial  statements  and the reported  amounts of increases
and decreases in net assets from operations during the reporting period.  Actual
results could differ from those estimates.

     PORTFOLIO  VALUATION:  The net asset  value of the Fund's  Common  Stock is
determined  by the  Fund's  Administrator  no less  frequently  than on the last
business day of each week and month.  It is  determined by dividing the value of
the  Fund's  net  assets  available  to Common  Stock by the number of shares of
Common Stock  outstanding.  The value of the Fund's net assets  attributable  to
Common  Stock is deemed to equal the value of the Fund's  total  assets less (i)
the  Fund's  liabilities  and  (ii)  the  aggregate  liquidation  value  of  the
outstanding Money Market Cumulative Preferred(TM) Stock ("MMP(R)").

     The Fund's preferred and debt securities are valued on the basis of current
market quotations  provided by independent  pricing services or dealers approved
by the Board of  Directors of the Fund.  Each  quotation is based on the mean of
the bid and asked prices of a security. In determining the value of a particular
preferred or debt security, a pricing service or dealer may use information with
respect to transactions in such investments,  quotations, market transactions in
comparable  investments,  various  relationships  observed in the market between
investments,  and/or  calculated  yield measures  based on valuation  technology
commonly  employed in the market for such  investments.  Common  stocks that are
traded on stock  exchanges  are valued at the last sale price or official  close
price on the exchange, as of the close of business on the day the securities are
being valued or, lacking any sales,  at the last  available mean price.  Futures
contracts and option  contracts on futures  contracts are valued on the basis of
the settlement  price for such  contracts on the primary  exchange on which they
trade. Investments in over-the-counter derivative instruments,  such as interest
rate swaps and options thereon  ("swaptions"),  are valued using prices supplied
by a pricing service,  or if such prices are  unavailable,  prices provided by a
single broker or dealer that is not the  counterparty  or, if no such prices are
available, at a price at which the counterparty to the contract would repurchase
the  instrument  or  terminate  the  contract.   Investments  for  which  market
quotations are not readily available or for which management determines that the
prices are not reflective of current market  conditions are valued at fair value
as  determined in good faith by or under the direction of the Board of Directors
of the Fund,  including  reference to valuations of other  securities  which are
comparable  in  quality,   maturity  and  type.   Investments  in  money  market
instruments  and all debt and  preferred  securities  which mature in 60 days or
less are valued at amortized cost.  Investments in money market funds are valued
at the net asset value of such funds.

                                       22



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                       NOTES TO FINANCIAL STATEMENTS (CONTINUED)
              ------------------------------------------------------------------

     SECURITIES TRANSACTIONS AND INVESTMENT INCOME:  Securities transactions are
recorded as of the trade date.  Realized gains and losses from  securities  sold
are  recorded  on the  identified  cost  basis.  Dividend  income is recorded on
ex-dividend  dates.  Interest income is recorded on the accrual basis.  The Fund
also amortizes premiums and accretes discounts on fixed income securities.

     OPTIONS:  Purchases of options are recorded as an investment,  the value of
which is  marked-to-market  at each valuation  date. When the Fund enters into a
closing sale  transaction,  the Fund will record a gain or loss depending on the
difference  between the  purchase  and sale  price.  The risks  associated  with
purchasing  options and the maximum loss the Fund would incur are limited to the
purchase price originally paid.

     When the Fund writes an option,  an amount equal to the premium received by
the Fund is recorded as a liability,  the value of which is  marked-to-market at
each valuation  date.  When a written option  expires,  the Fund realizes a gain
equal to the amount of the  premium  originally  received.  When the Fund enters
into a closing  purchase  transaction,  the Fund realizes a gain (or loss if the
cost of the closing purchase  transaction  exceeds the premium received when the
option  was  written)  without  regard  to any  unrealized  gain  or loss on the
underlying  security,  and the liability  related to such option is  eliminated.
When a call option is exercised,  the Fund realizes a gain or loss from the sale
of the underlying  security and the proceeds from such sale are increased by the
amount of the premium originally received.  When a put option is exercised,  the
amount of the premium  originally  received will reduce the cost of the security
which the Fund purchased upon exercise.

     The  risk in  writing  a call  option  is that  the  Fund  may  forego  the
opportunity for profit if the market price of the underlying  security increases
and the option is  exercised.  The risk in writing a put option is that the Fund
may incur a loss if the market price of the  underlying  security  decreases and
the option is exercised.

     REPURCHASE  AGREEMENTS:   The  Fund  may  engage  in  repurchase  agreement
transactions. The Fund's investment adviser reviews and approves the eligibility
of the banks and dealers with which the Fund may enter into repurchase agreement
transactions.  The value of the collateral  underlying  such  transactions is at
least  equal at all times to the total  amount  of the  repurchase  obligations,
including interest.  The Fund maintains possession of the collateral through its
custodian and, in the event of counterparty  default,  the Fund has the right to
use the collateral to offset losses  incurred.  There is the possibility of loss
to the Fund in the event the Fund is delayed or prevented  from  exercising  its
rights to dispose of the collateral securities.

     FEDERAL  INCOME  TAXES:  The Fund  intends  to  continue  to  qualify  as a
regulated investment company by complying with the requirements under subchapter
M of the Internal  Revenue  Code of 1986,  as amended,  applicable  to regulated
investment companies and intends to distribute  substantially all of its taxable
net  investment  income to its  shareholders.  Therefore,  no federal income tax
provision is required.

     DIVIDENDS AND  DISTRIBUTIONS TO  SHAREHOLDERS:  The Fund expects to declare
dividends on a monthly basis to shareholders  of Common Stock  ("Shareholders").
Distributions  to  Shareholders  are recorded on the  ex-dividend  date. Any net
realized  short-term  capital gains will be distributed to Shareholders at least
annually.  Any net  realized  long-term  capital  gains  may be  distributed  to
Shareholders  at least  annually or may be retained by the Fund as determined by
the Fund's Board of Directors. Capital gains retained by the Fund are subject to
tax at the capital gains corporate tax rate. Subject to the Fund

                                       23



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
------------------------------------------------------------------

qualifying as a regulated  investment  company,  any taxes paid by the  Fund  on
such net realized long-term capital gains may be used by the Fund's Shareholders
as a credit against their own tax liabilities.

     Income and capital gain  distributions  are determined and characterized in
accordance  with income tax  regulations  which may differ  from US GAAP.  These
differences are primarily due to (1) differing treatments of income and gains on
various investment  securities held by the Fund,  including timing  differences,
(2) the attribution of expenses against certain components of taxable investment
income, and (3) federal regulations requiring proportionate allocation of income
and gains to all classes of shareholders.

     Distributions  from net  realized  gains  for  book  purposes  may  include
short-term  capital  gains,  which  are  included  as  ordinary  income  for tax
purposes,  and may  exclude  amortization  of premium on  certain  fixed  income
securities, which are not reflected in ordinary income for tax purposes. The tax
character of distributions  paid,  including  changes in accumulated  undeclared
distributions to MMP(R) Shareholders, during 2006 and 2005 was as follows:



               DISTRIBUTIONS PAID IN FISCAL YEAR 2006        DISTRIBUTIONS PAID IN FISCAL YEAR 2005
               --------------------------------------        --------------------------------------
             ORDINARY INCOME    LONG-TERM CAPITAL GAINS     ORDINARY INCOME    LONG-TERM CAPITAL GAINS
             ---------------    -----------------------     ---------------    -----------------------
                                                                             
Common            $9,312,018                $0                  $10,602,545              $0
Preferred         $2,877,427                $0                   $1,937,548              $0




     As of November 30, 2006, the components of  distributable  earnings  (i.e.,
ordinary income and capital  gain/loss)  available to Common and Preferred Stock
Shareholders, on a tax basis, were as follows:



                                     UNDISTRIBUTED               UNDISTRIBUTED           NET UNREALIZED
                                     -------------               -------------           --------------
CAPITAL (LOSS) CARRYFORWARD         ORDINARY INCOME              LONG-TERM GAIN     APPRECIATION/(DEPRECIATION)
---------------------------         ---------------              --------------     --------------------------
                                                                                 
          ($1,918,273)                    $321,816                    $0                     $14,118,233


     At November 30, 2006, the composition of the Fund's $1,918,273  accumulated
realized   capital  losses  was  $1,223,987  and  $694,286  in  2002  and  2004,
respectively.  These losses may be carried forward and offset against any future
capital gains through 2010 and 2012, respectively.

     RECLASSIFICATION  OF  ACCOUNTS:  During the year ended  November  30, 2006,
reclassifications  were made in the  Fund's  capital  accounts  to report  these
balances on a tax basis,  excluding  temporary  differences,  as of November 30,
2006.  Additional  adjustments may be required in subsequent  reporting periods.
These  reclassifications  have no impact on the net asset value of the Fund. The
calculation  of net  investment  income  per share in the  financial  highlights
excludes these adjustments. Below are the reclassifications:

                             UNDISTRIBUTED             ACCUMULATED NET REALIZED
PAID-IN CAPITAL          NET INVESTMENT INCOME           LOSS ON INVESTMENTS
---------------          ---------------------           -------------------
    $11,066                    $255,130                       ($266,196)

                                       24



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                       NOTES TO FINANCIAL STATEMENTS (CONTINUED)
              ------------------------------------------------------------------

     EXCISE TAX: The Internal  Revenue  Code of 1986,  as amended,  imposes a 4%
nondeductible  excise tax on the Fund to the extent the Fund does not distribute
by the  end of  any  calendar  year  at  least  (1)  98% of the  sum of its  net
investment income for that year and its capital gains (both long-term and short-
term) for its fiscal year and (2) certain  undistributed  amounts from  previous
years.  The Fund is  subject  to a payment  of an  estimated  $31,000 of Federal
excise  taxes  attributable  to  calendar  year 2006.  The Fund paid  $16,000 of
Federal excise taxes attributable to calendar year 2005 in March 2006.

     ADDITIONAL  ACCOUNTING  STANDARDS:  In June 2006, the Financial  Accounting
Standards Board ("FASB") issued FASB  Interpretation 48 ("FIN 48"),  "Accounting
for  Uncertainty  in Income  Taxes." This  standard  defines the  threshold  for
recognizing the benefits of tax-return  positions in the financial statements as
"more-likely-than-not"  to be  sustained  by the taxing  authority  and requires
measurement of a tax position meeting the more-likely-than-not  criterion, based
on the largest  benefit that is more than 50 percent likely to be realized.  FIN
48 is effective as of the  beginning  of the first fiscal year  beginning  after
December  15, 2006,  with early  application  permitted if no interim  financial
statements have been issued. At adoption,  companies must adjust their financial
statements to reflect only those tax positions that are more likely- than-not to
be sustained as of the adoption date.

     In addition, in September 2006, Statement of Financial Accounting Standards
No. 157 FAIR VALUE  MEASUREMENTS  ("SFAS 157") was issued and is  effective  for
fiscal years  beginning  after  November 15, 2007.  SFAS 157 defines fair value,
establishes a framework for measuring fair value and expands  disclosures  about
fair value measurements.

     Management  is  currently  evaluating  the impact the adoption of FIN48 and
SFAS 157 will have on the Fund's financial statements.

3.   INVESTMENT ADVISORY FEE, ADMINISTRATION  FEE, TRANSFER AGENT FEE, CUSTODIAN
     FEE, DIRECTORS' FEES AND CHIEF COMPLIANCE OFFICER FEE

     Flaherty  &  Crumrine  Incorporated  (the  "Adviser")  serves as the Fund's
investment adviser. The Fund pays the Adviser a monthly fee at an annual rate of
0.625% of the value of the Fund's average monthly total net assets  available to
Common  and  Preferred  Stock up to $100  million  and 0.50% of the value of the
Fund's average monthly total net assets  available to Common and Preferred Stock
in excess of $100 million.

     For purposes of calculating the fees payable to the Adviser,  Administrator
and  Custodian,  the Fund's  average weekly total managed assets means the total
assets  of the Fund  minus  the sum of  accrued  liabilities.  For  purposes  of
determining  total managed assets,  the liquidation  preference of any preferred
shares issued by the Fund is not treated as a liability.

     PFPC  Inc.,  a member  of the PNC  Financial  Services  Group,  Inc.  ("PNC
Financial Services"), serves as the Fund's Administrator. As Administrator, PFPC
Inc.  calculates the net asset value of the Fund's shares attributable to Common
Stock and  generally  assists in all  aspects of the Fund's  administration  and
operation.  As compensation for PFPC Inc.'s services as Administrator,  the Fund
pays  PFPC  Inc.  a monthly  fee at an  annual  rate of 0.10% of the first  $200
million of the Fund's  average  weekly total managed  assets,  0.04% of the next
$300 million of the Fund's  average  weekly total managed  assets,  0.03% of the
next $500 million of the Fund's average weekly total managed assets and 0.02% on
the Fund's average weekly total managed assets above $1 billion.

                                       25



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
------------------------------------------------------------------

     PFPC Inc. also serves as the Fund's Common Stock  dividend-paying agent and
registrar  (Transfer Agent). As compensation for PFPC Inc.'s services,  the Fund
pays PFPC Inc. a fee at an annual rate of 0.02% of the first $150 million of the
Fund's average weekly net assets  attributable  to Common Stock,  0.0075% of the
next $350 million of the Fund's average weekly net assets attributable to Common
Stock,  and  0.0025% of the Fund's  average  weekly net assets  attributable  to
Common Stock above $500 million,  plus certain out of pocket  expenses.  For the
purpose  of  calculating   such  fee,  the  Fund's  average  weekly  net  assets
attributable  to Common  Stock are deemed to be the average  weekly value of the
Fund's  total  assets  minus  the  sum  of  the  Fund's  liabilities.  For  this
calculation,  the  Fund's  liabilities  are  deemed  to  include  the  aggregate
liquidation preference of any outstanding Fund preferred shares.

     PFPC Trust Company  ("PFPC  Trust")  serves as the Fund's  custodian.  PFPC
Trust is an indirect subsidiary of PNC Financial  Services.  As compensation for
PFPC Trust's  services as  custodian,  the Fund pays PFPC Trust a monthly fee at
the annual rate of 0.010% of the first $200 million of the Fund's average weekly
total  managed  assets,  0.008% of the next $300  million of the Fund's  average
weekly  total  managed  assets,  0.006% of the next $500  million  of the Fund's
average  weekly total  managed  assets and 0.005% of the Fund's  average  weekly
total managed assets above $1 billion.

     The Fund  currently  pays each  Director who is not a director,  officer or
employee of the Adviser a fee of $9,000 per annum,  plus $500 for each in-person
meeting of the Board of Directors or any committee  and $150 for each  telephone
meeting.  The Audit  Committee  Chairman  receives an  additional  annual fee of
$2,500.  The Fund also  reimburses  all Directors  for travel and  out-of-pocket
expenses incurred in connection with such meetings.

     The Fund  currently  pays the  Adviser a fee of $37,500 per annum for Chief
Compliance  Officer services and reimburses  out-of-pocket  expenses incurred in
connection with providing services in this role.

4.   PURCHASES AND SALES OF SECURITIES

     For the year ended  November 30, 2006,  the cost of purchases  and proceeds
from  sales  of  securities   excluding   short-term   investments,   aggregated
$145,678,496 and $142,073,165, respectively.

     At November 30, 2006,  the aggregate  cost of securities for federal income
tax purposes was $203,498,675,  the aggregate gross unrealized  appreciation for
all  securities  in  which  there  is an  excess  of  value  over  tax  cost was
$17,844,594 and the aggregate gross  unrealized  depreciation for all securities
in which there is an excess of tax cost over value was $3,726,361.


                                       26



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                       NOTES TO FINANCIAL STATEMENTS (CONTINUED)
              ------------------------------------------------------------------

5.   COMMON STOCK

     At May 31,  2006,  240,000,000  shares of $0.01 par value Common Stock were
authorized.

     Common Stock transactions were as follows:



                                                            YEAR ENDED                 YEAR ENDED
                                                             11/30/06                   11/30/05
                                                       --------------------       --------------------
                                                        SHARES       AMOUNT        SHARES       AMOUNT
                                                       -------       ------       -------       ------
                                                                                
Shares issued under the Dividend Reinvestment and
  Cash Purchase Plan .................................  18,787     $ 231,696       90,012   $ 1,150,181
                                                       -------     ---------      -------   -----------


6.   MONEY MARKET CUMULATIVE PREFERRED(TM) STOCK (MMP(R))

     The Fund's  Articles  of  Incorporation  authorize  the  issuance  of up to
10,000,000  shares of $0.01 par value preferred  stock.  The MMP(R) is senior to
the Common Stock and results in the  financial  leveraging  of the Common Stock.
Such  leveraging  tends to magnifY  both the risks and  opportunities  to Common
Stock Shareholders. Dividends on shares of MMP(R) are cumulative.

     The Fund is required to meet certain asset  coverage  tests with respect to
the MMP(R).  If the Fund fails to meet thesE  requirements  and does not correct
such failure,  the Fund may be required to redeem, in part or in full, MMP(R) at
a redemption price oF $100,000 per share plus an amount equal to the accumulated
and  unpaid  dividends  on such  shares  in  order to meet  these  requirements.
Additionally,  failure to meet the foregoing asset  requirements  could restrict
the Fund's ability to pay dividends to Common Stock  Shareholders and could lead
to sales of portfolio securities at inopportune times.

     If the Fund allocates any net gains or income  ineligible for the Dividends
Received  Deduction  to  shares  of the  MMP(R),  the Fund iS  required  to make
additional distributions to MMP(R) Shareholders or to pay a higher dividend rate
in amounts needed to provide A return,  net of tax, equal to the return had such
originally  paid   distributions   been  eligible  for  the  Dividends  Received
Deduction.

     An auction of the MMP(R) is generally held every 49 days.  Existing  MMP(R)
Shareholders  may submit an order to hold,  bid or sELl such shares at par value
on each auction date. MMP(R) Shareholders may also trade shares in the secondary
market, if any, betweeN auction dates.

     At  November  30,  2006,  700  shares of  MMP(R)  were  outstanding  at the
annualized rate of 3.94%. The dividend rate, as set by thE auction  process,  is
generally expected to vary with short-term  interest rates. These rates may vary
in a manner  unrelated to the income received on the Fund's assets,  which could
have either a beneficial  or  detrimental  impact on net  investment  income and
gains  available  to  Common  Stock  Shareholders.  While  the Fund  expects  to
structure its portfolio  holdings and hedging  transactions to lessen such risks
to Common Stock  Shareholders,  there can be no assurance that such results will
be attained.

7.   PORTFOLIO INVESTMENTS, CONCENTRATION AND INVESTMENT QUALITY

     The  Fund  invests  primarily  in  a  diversified  portfolio  of  preferred
securities.   This  includes  traditional  preferred  stocks  eligible  for  the
inter-corporate  dividends received deduction ("DRD") and fully taxable (hybrid)
preferred securities.  Under normal market conditions, at least 80% of the value
of the Fund's net

                                       27



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
------------------------------------------------------------------

assets  will  be  invested  in  preferred securities.  Also, under normal market
conditions,  the Fund invests at least 25% of its assets in securities issued by
companies in the utility industry and a significant percentage, but no more than
25% of its assets,  in securities  issued by companies in the banking  industry.
The Fund's  portfolio  may  therefore  be  subject  to  greater  risk and market
fluctuation  than a portfolio  of  securities  representing  a broader  range of
investment alternatives.

     The Fund may  invest  up to 25% of its  assets at the time of  purchase  in
securities rated below investment grade. These securities must be rated at least
either "Ba3" by Moody's  Investors  Service,  Inc. or "BB-" by Standard & Poor's
or, if unrated,  judged to be comparable in quality by the Adviser, in any case,
at the time of purchase.  However,  these securities must be issued by an issuer
having a class of senior debt rated investment grade outstanding.

     The Fund may invest up to 15% of its  assets in common  stocks  and,  under
normal market conditions, up to 20% of its assets in debt securities. Certain of
its investments in hybrid,  i.e.,  fully taxable,  preferred  securities will be
subject to the  foregoing  20%  limitation to the extent that, in the opinion of
the Adviser, such investments are deemed to be debt-like in key characteristics.
Typically,  a security  will not be  considered  debt-like  (a) if an issuer can
defer payment of income for eighteen months or more without  triggering an event
of default and (b) if such issue is a junior and fully subordinated liability of
an issuer or its ultimate guarantor.

     In addition to foreign money market  securities,  the Fund may invest up to
30% of its total assets in the securities of companies organized or having their
principal place of business  outside the United States.  All foreign  securities
held by the Fund will be denominated in U.S. dollars.

8.   SPECIAL INVESTMENT TECHNIQUES

     The Fund may employ certain  investment  techniques in accordance  with its
fundamental  investment  policies.  These may include the use of when-issued and
delayed delivery transactions.  Securities purchased or sold on a when-issued or
delayed  delivery  basis may be  settled  within  45 days  after the date of the
transaction.  Such  transactions  may  expose  the  Fund to  credit  and  market
valuation  risk  greater than that  associated  with  regular  trade  settlement
procedures.  The Fund may also enter into  transactions,  in accordance with its
investment  policies,  involving  any or all of the  following:  short  sales of
securities,  futures  contracts,  interest rate swaps, swap futures,  options on
futures  contracts,   options  on  securities,   swaptions  and  certain  credit
derivative transactions, including, but not limited to, the purchase and sale of
credit  protection.  As in  the  case  of  when-issued  securities,  the  use of
over-the-counter derivatives, such as interest rate swaps, swaptions, and credit
default swaps may expose the Fund to greater credit, operations,  liquidity, and
valuation  risk than is the case with  regulated,  exchange  traded  futures and
options.   These   transactions  are  used  for  hedging  or  other  appropriate
risk-management  purposes,  or, under certain other  circumstances,  to increase
return.  No assurance  can be given that such  transactions  will achieve  their
desired purposes or will result in an overall reduction of risk to the Fund.

                                       28



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                       NOTES TO FINANCIAL STATEMENTS (CONTINUED)
              ------------------------------------------------------------------

9.   SECURITIES LENDING

     The Fund may lend up to 15% of its total assets (including the value of the
loan  collateral)  to  certain  qualified  brokers  in order to earn  additional
income. The Fund receives compensation in the form of fees or interest earned on
the  investment  of any cash  collateral  received.  The Fund also  continues to
receive  interest and  dividends on the  securities  loaned.  The Fund  receives
collateral in the form of cash or securities  with a market value at least equal
to the market value of the securities on loan,  including accrued  interest.  In
the event of default or bankruptcy by the  borrower,  the Fund could  experience
delays and costs in recovering the loaned securities or in gaining access to the
collateral.  The Fund has the right under the lending  agreement  to recover the
securities  from the borrower on demand.  As of November  30,  2006,  the market
value of securities loaned by the Fund was $534,637. The loans were secured with
collateral of $551,880.  Income from securities lending for fiscal year 2006 was
$563.

                                       29



             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Shareholders
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated

     We have audited the accompanying statement of assets and liabilities of the
Flaherty & Crumrine Preferred Income  Opportunity Fund  Incorporated,  including
the portfolio of investments, as of November 30, 2006, and the related statement
of operations  for the year then ended,  the statements of changes in net assets
for each of the years in the  two-year  period  then  ended,  and the  financial
highlights  for each of the years in the  five-year  period  then  ended.  These
financial   statements  and  financial  highlights  are  the  responsibility  of
management.  Our  responsibility  is to express  an  opinion on these  financial
statements and financial highlights based on our audits.

     We  conducted  our audits in  accordance  with the  standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial statements and financial highlights are free of material misstatement.
An audit includes  examining,  on a test basis,  evidence supporting the amounts
and   disclosures  in  the  financial   statements.   Our  procedures   included
confirmation of securities owned as of November 30, 2006 by correspondence  with
the custodian and brokers, or by other appropriate auditing procedures. An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

     In our opinion,  the financial statements and financial highlights referred
to above present fairly, in all material respects, the financial position of the
Flaherty  & Crumrine  Preferred  Income  Opportunity  Fund  Incorporated,  as of
November 30, 2006,  and the results of its  operations  for the year then ended,
the changes in its net assets for each of the years in the two-year  period then
ended,  and the  financial  highlights  for each of the  years in the  five-year
period  then  ended,  in  conformity  with U.S.  generally  accepted  accounting
principles.











/S/ KPMG LLP

Boston, Massachusetts
January 17, 2007


                                       30



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                       SUPPLEMENTARY TAX INFORMATION (UNAUDITED)
              ------------------------------------------------------------------

     Distributions to Common Stock and MMP(R)  Shareholders are characterized as
follows for purposes of Federal income taxes:



     FISCAL YEAR 2006

                                           INDIVIDUAL SHAREHOLDER             CORPORATE SHAREHOLDER
                                                       ORDINARY                           ORDINARY
                                           QDI          INCOME                 DRD         INCOME
                                                                               
     MMP(R) and Common Stock              78.93%        21.07%                72.84%       27.16%





     CALENDAR YEAR 2006

                                           INDIVIDUAL SHAREHOLDER             CORPORATE SHAREHOLDER
                                                       ORDINARY                           ORDINARY
                                           QDI          INCOME                 DRD         INCOME
                                                                               
     MMP(R)                               78.09%        21.91%                71.56%       28.44%
     Common Stock                         78.22%        21.78%                71.76%       28.24%



     Qualified  Dividend Income ("QDI")  distributions  are taxable at a maximum
15% personal tax rate.


                                       31



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
ADDITIONAL INFORMATION (UNAUDITED)
------------------------------------------------------------------

DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN

     Under the Fund's Dividend Reinvestment and Cash Purchase Plan (the "Plan"),
a  shareholder  whose Common Stock is registered in their own name will have all
distributions  reinvested  automatically  by PFPC Inc.  as agent under the Plan,
unless the  shareholder  elects to receive cash.  Distributions  with respect to
shares  registered in the name of a broker-dealer  or other nominee (that is, in
"street  name") may be reinvested by the broker or nominee in additional  shares
under the Plan,  but only if the  service is  provided by the broker or nominee,
unless the shareholder  elects to receive  distributions  in cash. A shareholder
who holds Common Stock  registered  in the name of a broker or other nominee may
not be able to  transfer  the  Common  Stock to another  broker or  nominee  and
continue to participate in the Plan.  Investors who own Common Stock  registered
in street  name should  consult  their  broker or nominee for details  regarding
reinvestment.

     The number of shares of Common Stock  distributed  to  participants  in the
Plan in lieu of a cash dividend is determined in the following manner.  Whenever
the market price per share of the Fund's Common Stock is equal to or exceeds the
net asset value per share on the valuation  date,  participants in the Plan will
be issued new shares  valued at the higher of net asset value or 95% of the then
current market value. Otherwise,  PFPC Inc. will buy shares of the Fund's Common
Stock in the open market,  on the New York Stock  Exchange or  elsewhere,  on or
shortly after the payment date of the dividend or  distribution  and  continuing
until the  ex-dividend  date of the Fund's next  distribution  to holders of the
Common Stock or until it has expended  for such  purchases  all of the cash that
would otherwise be payable to the  participants.  The number of purchased shares
that will then be credited to the  participants'  accounts  will be based on the
average per share purchase price of the shares so purchased, including brokerage
commissions.  If PFPC Inc.  commences  purchases in the open market and the then
current  market price of the shares (plus any estimated  brokerage  commissions)
subsequently  exceeds their net asset value most recently  determined before the
completion of the  purchases,  PFPC Inc. will attempt to terminate  purchases in
the  open  market  and  cause  the  Fund to  issue  the  remaining  dividend  or
distribution  in shares.  In this case,  the  number of shares  received  by the
participant  will be based on the  weighted  average  of prices  paid for shares
purchased  in the  open  market  and the  price at which  the  Fund  issues  the
remaining  shares.  These  remaining  shares  will be  issued by the Fund at the
higher of net asset value or 95% of the then current market value.

     Plan  participants are not subject to any charge for reinvesting  dividends
or capital gains  distributions.  Each Plan participant  will,  however,  bear a
proportionate  share of  brokerage  commissions  incurred  with  respect to PFPC
Inc.'s open market purchases in connection with the reinvestment of dividends or
capital gains  distributions.  For the year ended  November 30, 2006,  $2,519 in
brokerage commissions were incurred.

     The automatic  reinvestment  of dividends  and capital gains  distributions
will not relieve Plan  participants of any income tax that may be payable on the
dividends or capital  gains  distributions.  A  participant  in the Plan will be
treated for Federal  income tax  purposes as having  received,  on the  dividend
payment date, a dividend or distribution in an amount equal to the cash that the
participant could have received instead of shares.

                                       32



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                  ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)
              ------------------------------------------------------------------

     In addition to acquiring shares of Common Stock through the reinvestment of
cash dividends and  distributions,  a shareholder may invest any further amounts
from $100 to $3,000  semi-annually  at the then  current  market price in shares
purchased  through the Plan.  Such  semi-annual  investments  are subject to any
brokerage commission charges incurred by PFPC Inc. under the Plan.

     A  shareholder  whose Common Stock is registered in his or her own name may
terminate  participation  in the  Plan at any time by  notifying  PFPC  Inc.  in
writing,  by completing  the form on the back of the Plan account  statement and
forwarding it to PFPC Inc., or by calling PFPC Inc. directly. A termination will
be  effective  immediately  if notice is received by PFPC Inc.  not less than 10
days before any dividend or distribution record date. Otherwise, the termination
will be  effective,  and  only  with  respect  to any  subsequent  dividends  or
distributions,  on the first day after the  dividend  or  distribution  has been
credited to the  participant's  account in additional  shares of the Fund.  Upon
termination and according to a participant's instructions, PFPC Inc. will either
(a) issue  certificates for the whole shares credited to the shareholder's  Plan
account and a check representing any fractional shares or (b) sell the shares in
the market.  Shareholders  who hold  Common  Stock  registered  in the name of a
broker or other  nominee  should  consult  their  broker or nominee to terminate
participation.

     The  Plan  is  described  in  more  detail  in the  Fund's  Plan  brochure.
Information   concerning   the  Plan  may  be   obtained   from  PFPC  Inc.   at
1-800-331-1710.

PROXY VOTING POLICIES AND PROXY VOTING RECORD ON FORM N-PX

     The Fund files Form N-PX with its complete  proxy voting  record for the 12
months  ended June 30th no later than August  31st of each year.  The Fund filed
its latest Form N-PX with the  Securities  and  Exchange  Commission  ("SEC") on
August 16, 2006.  This filing,  as well as the Fund's proxy voting  policies and
procedures,  are available  (i) without  charge,  upon  request,  by calling the
Fund's  transfer  agent at  1-800-331-1710  and  (ii) on the  SEC's  website  at
WWW.SEC.GOV.  In addition,  the Fund's proxy voting  policies and procedures are
available on the Fund's website at WWW.PREFERREDINCOME.COM.

PORTFOLIO SCHEDULE ON FORM N-Q

         The Fund files a complete  schedule of portfolio  holdings with the SEC
for the first and third  fiscal  quarters  on Form N-Q,  the latest of which was
filed for the quarter ended August 31, 2006. The Fund's Form N-Q is available on
the SEC's  website at  WWW.SEC.GOV  or may be viewed and obtained from the SEC's
Public  Reference  Room in Washington  D.C.  Information on the operation of the
Public Reference Section may be obtained by calling 1-800-SEC-0330.

                                       33



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)
------------------------------------------------------------------

PORTFOLIO MANAGEMENT TEAM

     In managing the  day-to-day  operations of the Fund,  the Adviser relies on
the  expertise  of its team of money  management  professionals,  consisting  of
Messrs. Crumrine,  Ettinger, Stone and Chadwick. The professional backgrounds of
each member of the management team are included in the  "Information  about Fund
Directors and Officers" section of this report.

CERTIFICATIONS

     Included in the Annual Written Affirmation  submitted to the New York Stock
Exchange,  Donald F.  Crumrine,  as the  Fund's  Chief  Executive  Officer,  has
certified  that,  as of May 22, 2006,  he was not aware of any  violation by the
Fund of applicable  NYSE  corporate  governance  listing  standards.  The Fund's
reports to the SEC on Forms N-CSR and N-Q contain  certifications  by the Fund's
principal  executive officer and principal  financial officer that relate to the
Fund's  disclosure in such reports and that are required by Rule 30a-2(a)  under
the 1940 Act.

                                       34



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                  ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)
              ------------------------------------------------------------------

INFORMATION ABOUT FUND DIRECTORS AND OFFICERS
         The business and affairs of the Fund are managed under the direction of
the Fund's Board of  Directors.  Information  pertaining  to the  Directors  and
officers of the Fund is set forth below.



                                                                        PRINCIPAL           NUMBER OF FUNDS
                                            TERM OF OFFICE            OCCUPATION(S)         IN FUND COMPLEX
NAME, ADDRESS,              POSITION(S)      AND LENGTH OF             DURING PAST             OVERSEEN       OTHER DIRECTORSHIPS
AND AGE                    HELD WITH FUND    TIME SERVED*               FIVE YEARS            BY DIRECTOR       HELD BY DIRECTOR
-------------------------- -------------- -------------------  ---------------------------  --------------- ------------------------
                                                                                           
NON-INTERESTED
DIRECTORS:

DAVID GALE                    Director    Class I Director     President & CEO of                  4      Metromedia International
Delta Dividend Group, Inc.               since January 1997    Delta Dividend                             Group, Inc.
220 Montgomery Street                                          Group, Inc. (investments).                 (telecommunications).
Suite 426                                                                                                 Flaherty & Crumrine
San Francisco, CA 94104                                                                                   Preferred Income Fund,
Age: 57                                                                                                   Flaherty & Crumrine/
                                                                                                          Claymore Preferred
                                                                                                          Securities Income Fund
                                                                                                          and Flaherty & Crumrine/
                                                                                                          Claymore Total Return
                                                                                                          Fund.

MORGAN GUST                   Director    Class III Director   President of Giant                  4      CoBiz, Inc. (financial
301 E. Colorado Boulevard                since February 1992   Industries, Inc. (petroleum                services); Flaherty &
Suite 720                                                      refining and marketing) since              Crumrine Preferred Income
Pasadena, CA 91101                                             March 2002, and for more                   Fund, Flaherty & Crumrine/
Age: 59                                                        than five years prior thereto,             Claymore Preferred
                                                               Executive Vice President,                  Securities Income Fund
                                                               and various other Vice                     and Flaherty & Crumrine/
                                                               President positions at                     Claymore Total Return
                                                               Giant Industries, Inc.                     Fund.

-----------------------------
* The Fund's Board of Directors is divided into three classes, each class having
a term of three years. Each year the term of office of one class expires and the
successor or successors  elected to such class serve for a three year term.  The
three year term for each class expires as follows:
                                 CLASS I DIRECTOR  - three year term  expires at
                                 the Fund's 2009 Annual Meeting of Shareholders;
                                 director  may  continue  in  office  until  his
                                 successor is duly elected and qualified.
                                 CLASS II DIRECTORS - three year term expires at
                                 the Fund's 2007 Annual Meeting of Shareholders;
                                 directors  may  continue in office  until their
                                 successors  are  duly  elected  and  qualified.
                                 CLASS III  DIRECTORS - three year term  expires
                                 at  the   Fund's   2008   Annual   Meeting   of
                                 Shareholders;  directors may continue in office
                                 until  their  successors  are duly  elected and
                                 qualified.



                                       35



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)
------------------------------------------------------------------



                                                                        PRINCIPAL           NUMBER OF FUNDS
                                            TERM OF OFFICE            OCCUPATION(S)         IN FUND COMPLEX
NAME, ADDRESS,              POSITION(S)      AND LENGTH OF             DURING PAST             OVERSEEN       OTHER DIRECTORSHIPS
AND AGE                    HELD WITH FUND    TIME SERVED*               FIVE YEARS            BY DIRECTOR       HELD BY DIRECTOR
-------------------------- -------------- -------------------  ---------------------------  --------------- ------------------------
                                                                                           
NON-INTERESTED DIRECTORS:

KAREN H. HOGAN+               Director    Class III Director   Retired; Community                  4      Flaherty & Crumrine
301 E. Colorado Boulevard                since April 2005      Volunteer; from September                  Preferred Income Fund,
Suite 720                                                      1985 to January 1997,                      Flaherty & Crumrine/
Pasadena, CA 91101                                             Senior Vice President of                   Claymore Preferred
Age: 45                                                        Preferred Stock Origination                Securities Income Fund
                                                               at Lehman Brothers and                     and Flaherty & Crumrine/
                                                               previously, Vice President of              Claymore Total Return
                                                               New Product Development.                   Fund.

ROBERT F. WULF                Director    Class II Director    Financial Consultant;               4      Flaherty & Crumrine
P.O. Box 753                             since February 1992   Trustee, University of                     Preferred Income Fund,
Neskowin, Oregon 97149                                         Oregon Foundation;                         Flaherty & Crumrine/
Age: 69                                                        Trustee, San Francisco                     Claymore Preferred
                                                               Theological Seminary.                      Securities Income Fund
                                                                                                          and Flaherty & Crumrine/
                                                                                                          Claymore Total Return
                                                                                                          Fund.

--------------------------------
* The Fund's Board of Directors is divided into three classes, each class having
a term of three years. Each year the term of office of one class expires and the
successor or successors  elected to such class serve for a three year term.  The
three year term for each class expires as follows:
                                 CLASS I DIRECTOR  - three year term  expires at
                                 the Fund's 2009 Annual Meeting of Shareholders;
                                 director  may  continue  in  office  until  his
                                 successor is duly elected and qualified.
                                 CLASS II DIRECTORS - three year term expires at
                                 the Fund's 2007 Annual Meeting of Shareholders;
                                 directors  may  continue in office  until their
                                 successors  are  duly  elected  and  qualified.
                                 CLASS III  DIRECTORS - three year term  expires
                                 at  the   Fund's   2008   Annual   Meeting   of
                                 Shareholders;  directors may continue in office
                                 until  their  successors  are duly  elected and
                                 qualified.


+ As a  Director,  represents  holders  of shares  of the  Fund's  Money  Market
Cumulative Preferred(TM) Stock.



                                       36



--------------------------------------------------------------------------------
              Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
                                  ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)
              ------------------------------------------------------------------



                                                                        PRINCIPAL           NUMBER OF FUNDS
                                            TERM OF OFFICE            OCCUPATION(S)         IN FUND COMPLEX
NAME, ADDRESS,              POSITION(S)      AND LENGTH OF             DURING PAST             OVERSEEN       OTHER DIRECTORSHIPS
AND AGE                    HELD WITH FUND    TIME SERVED*               FIVE YEARS            BY DIRECTOR       HELD BY DIRECTOR
-------------------------- -------------- -------------------  ---------------------------  --------------- ------------------------
                                                                                           
INTERESTED
DIRECTOR:

DONALD F. CRUMRINE+, ++       Director,   Class II Director    Chairman of the Board               4      Flaherty & Crumrine
301 E. Colorado Boulevard     Chairman   since February 1992   and Director of Flaherty &                 Preferred Income Fund,
Suite 720                    of the Board                      Crumrine Incorporated.                     Flaherty & Crumrine/
Pasadena, CA 91101            and Chief                                                                   Claymore Preferred
Age: 59                    Executive Officer                                                              Securities Income Fund
                                                                                                          and Flaherty & Crumrine/
                                                                                                          Claymore Total Return
                                                                                                          Fund.

-----------------------------
* The Fund's Board of Directors is divided into three classes, each class having
a term of three years. Each year the term of office of one class expires and the
successor or successors  elected to such class serve for a three year term.  The
three year term for each class expires as follows:
                                 CLASS I DIRECTOR  - three year term  expires at
                                 the Fund's 2009 Annual Meeting of Shareholders;
                                 director  may  continue  in  office  until  his
                                 successor is duly elected and qualified.
                                 CLASS II DIRECTORS - three year term expires at
                                 the Fund's 2007 Annual Meeting of Shareholders;
                                 directors  may  continue in office  until their
                                 successors  are  duly  elected  and  qualified.
                                 CLASS III  DIRECTORS - three year term  expires
                                 at  the   Fund's   2008   Annual   Meeting   of
                                 Shareholders;  directors may continue in office
                                 until  their  successors  are duly  elected and
                                 qualified.

+ As a  Director,  represents  holders  of shares  of the  Fund's  Money  Market
Cumulative Preferred(TM) Stock.
++ "Interested  person" of the Fund as defined in the Investment  Company Act of
1940.  Mr.  Crumrine  is  considered  an  "interested  person"  because  of  his
affiliation  with  Flaherty  &  Crumrine  Incorporated  which acts as the Fund's
investment adviser.



                                       37



--------------------------------------------------------------------------------
Flaherty & Crumrine Preferred Income Opportunity Fund Incorporated
ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)
------------------------------------------------------------------



                                                                        PRINCIPAL
                                            TERM OF OFFICE            OCCUPATION(S)
NAME, ADDRESS,              POSITION(S)      AND LENGTH OF             DURING PAST
AND AGE                    HELD WITH FUND    TIME SERVED*               FIVE YEARS
-------------------------- -------------- -------------------  ---------------------------
                                                      
OFFICERS:
---------
ROBERT M. ETTINGER            President          Since         President and Director of
301 E. Colorado Boulevard                     October 2002     Flaherty & Crumrine
Suite 720                                                      Incorporated.
Pasadena, CA 91101
Age: 48

R. ERIC CHADWICK              Chief Financial    Since         Director of Flaherty & Crumrine
301 E. Colorado Boulevard     Officer, Vice   October 2002     Incorporated since June 2006; Vice
Suite 720                     President and                    President of Flaherty & Crumrine
Pasadena, CA 91101               Treasurer                     Incorporated since August 2001;
Age: 31                                                        and previously (since January 1999)
                                                               portfolio manager of Flaherty
                                                               & Crumrine Incorporated.

CHAD C. CONWELL              Chief Compliance    Since         Chief Compliance Officer of
301 E. Colorado Boulevard      Officer, Vice    July 2005      Flaherty & Crumrine Incorporated
Suite 720                      President and                   since September 2005, and since
Pasadena, CA 91101               Secretary                     July 2005, Vice President of
Age: 34                                                        Flaherty &Crumrine Incorporated;
                                                               from September 1998 through
                                                               June 2005, Attorney with Paul,
                                                               Hastings, Janofsky & Walker LLP.

BRADFORD S. STONE             Vice President     Since         Director of Flaherty & Crumrine
392 Springfield Avenue         and Assistant    July 2003      Incorporated since June 2006; Vice
Mezzanine Suite                  Treasurer                     President of Flaherty & Crumrine
Summit, NJ 07901                                               Incorporated since May 2003;
Age: 47                                                        from June 2001 to April 2003,
                                                               Director of U.S. Market Strategy at
                                                               Barclays Capital.

CHRISTOPHER D. RYAN           Vice President     Since         Vice President of Flaherty &
301 E. Colorado Boulevard                       April 2005     Crumrine Incorporated since
Suite 720                                                      February 2004; October 2002 to
Pasadena, CA 91101                                             February 2004, Product Analyst
Age: 39                                                        of Flaherty & Crumrine Incorporated.
                                                               From 1999 to 2002, graduate student.

LAURIE C. LODOLO                 Assistant       Since
301 E. Colorado Boulevard       Compliance      July 2004      Assistant Compliance Officer of
Suite 720                   Officer, Assistant                 Flaherty & Crumrine Incorporated
Pasadena, CA 91101            Treasurer and                    since August 2004; since February
Age: 43                     Assistant Secretary                2004, Secretary of Flaherty & Crumrine
                                                               Incorporated; since January 1987,
                                                               Account Administrator of Flaherty &
                                                               Crumrine Incorporated.


                                       38



DIRECTORS
   Donald F. Crumrine, CFA
     Chairman of the Board
   David Gale
   Morgan Gust
   Karen H. Hogan
   Robert F. Wulf, CFA

OFFICERS
   Donald F. Crumrine, CFA
     Chief Executive Officer
   Robert M. Ettinger, CFA
     President
   R. Eric Chadwick,  CFA
     Chief Financial  Officer,
     Vice President and Treasurer
   Chad C. Conwell
     Chief Compliance Officer,
     Vice President and Secretary
   Bradford S. Stone
     Vice President  and
     Assistant  Treasurer
   Christopher D. Ryan, CFA
     Vice President
   Laurie C. Lodolo
     Assistant  Compliance  Officer,
     Assistant  Treasurer and
     Assistant Secretary

INVESTMENT ADVISER
   Flaherty & Crumrine Incorporated
   e-mail: flaherty@pfdincome.com

QUESTIONS  CONCERNING  YOUR  SHARES  OF  FLAHERTY  &
  CRUMRINE   PREFERRED  INCOME OPPORTUNITY  FUND?
   o If your shares are held in a  Brokerage
     Account,  contact your Broker.
   o If you have physical possession of your shares
     in  certificate form, contact the Fund's Transfer
     Agent & Shareholder Servicing Agent --
               PFPC Inc.
               P.O. Box 43027
               Providence, RI  02940-3027
               1-800-331-1710

THIS REPORT IS SENT TO  SHAREHOLDERS  OF  FLAHERTY  &CRUMRINE  PREFERRED  INCOME
OPPORTUNITY  FUND  INCORPORATED FOR THEIR  INFORMATION.  IT IS NOT A PROSPECTUS,
CIRCULAR OR REPRESENTATION INTENDED FOR USE IN THE PURCHASE OR SALE OF SHARES OF
THE FUND OR OF ANY SECURITIES MENTIONED IN THIS REPORT.


                               [GRAPHIC OMITTED]
                               LIGHTHOUSE GRAPHIC

                              FLAHERTY & CRUMRINE
                                PREFERRED INCOME
                                OPPORTUNITY FUND


                                     ANNUAL
                                     REPORT


                                NOVEMBER 30, 2006

                             www.preferredincome.com



ITEM 2. CODE OF ETHICS.

     (a) The registrant, as of the end of the period covered by this report, has
         adopted a code of ethics  that  applies to the  registrant's  principal
         executive officer,  principal financial officer,  principal  accounting
         officer  or  controller,   or  persons  performing  similar  functions,
         regardless of whether these  individuals are employed by the registrant
         or a third party.

     (c) There  have been no  amendments,  during  the  period  covered  by this
         report,  to a  provision  of the code of  ethics  that  applies  to the
         registrant's principal executive officer,  principal financial officer,
         principal  accounting  officer or  controller,  or  persons  performing
         similar functions, regardless of whether these individuals are employed
         by the registrant or a third party,  and that relates to any element of
         the code of ethics description.

     (d) The  registrant  has not granted  any  waivers,  including  an implicit
         waiver,  from a  provision  of the code of ethics  that  applies to the
         registrant's principal executive officer,  principal financial officer,
         principal  accounting  officer or  controller,  or  persons  performing
         similar functions, regardless of whether these individuals are employed
         by the registrant or a third party,  that relates to one or more of the
         items set forth in paragraph (b) of this item's instructions.


ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

As of the end of the period  covered by the report,  the  registrant's  board of
directors has determined that David Gale,  Karen H. Hogan and Robert F. Wulf are
each qualified to serve as an audit  committee  financial  expert serving on its
audit  committee  and  that  they  all  are  "independent,"  as  defined  by the
Securities and Exchange Commission.


ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

AUDIT FEES

     (a) The  aggregate  fees  billed for each of the last two fiscal  years for
         professional  services  rendered by the  principal  accountant  for the
         audit of the registrant's annual financial  statements or services that
         are normally  provided by the  accountant in connection  with statutory
         and  regulatory  filings  or  engagements  for those  fiscal  years are
         $38,700 for 2006 and $36,500 for 2005.

AUDIT-RELATED FEES

     (b) The  aggregate  fees  billed in each of the last two  fiscal  years for
         assurance  and related  services by the principal  accountant  that are
         reasonably  related to the performance of the audit of the registrant's
         financial  statements and are not reported under  paragraph (a) of this
         Item are $0 for 2006 and $0 for 2005.


TAX FEES

     (c) The  aggregate  fees  billed in each of the last two  fiscal  years for
         professional  services  rendered by the  principal  accountant  for tax
         compliance, tax advice, and tax planning are $6,800 for 2006 and $6,400
         for 2005.

ALL OTHER FEES

     (d) The  aggregate  fees  billed in each of the last two  fiscal  years for
         products and services provided by the principal accountant,  other than
         the services  reported in  paragraphs  (a) through (c) of this Item are
         $13,300 for 2006 and $12,100 for 2005.  These  services  consist of the
         principal  accountant  providing  a  "Quarterly  Agreed-Upon-Procedures
         Report on Articles Supplementary". These Agreed-Upon-Procedures ("AUP")
         are requirements arising from the Articles  Supplementary  creating the
         Fund's  preferred  stock.  Specifically,  the  credit  rating  agencies
         require  such AUP be  undertaken  in order to  maintain  the  preferred
         stock's rating.

  (e)(1) The Fund's  Audit  Committee  Charter  states that the Audit  Committee
         shall have the duty and power to  pre-approve  all audit and  non-audit
         services to be provided by the auditors to the Fund,  and all non-audit
         services  to be  provided  by the  auditors  to the  Fund's  investment
         adviser and any service providers  controlling,  controlled by or under
         common control with the Fund's investment  adviser that provide ongoing
         services  to  the  Fund,  if the  engagement  relates  directly  to the
         operations and financial reporting of the Fund.


  (e)(2) The percentage of services  described in each of paragraphs (b) through
         (d) of this Item that were approved by the audit committee  pursuant to
         paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows:

                           (b)  0%

                           (c)  0%

                           (d)  0%

     (f) The  percentage  of  hours  expended  on  the  principal   accountant's
         engagement to audit the registrant's  financial statements for the most
         recent fiscal year that were  attributed  to work  performed by persons
         other than the principal  accountant's  full-time,  permanent employees
         was 0%.

     (g) The aggregate non-audit fees billed by the registrant's  accountant for
         services  rendered to the registrant,  and rendered to the registrant's
         investment  adviser  (not  including  any  sub-adviser  whose  role  is
         primarily portfolio management and is subcontracted with or overseen by
         another investment adviser), and any entity controlling, controlled by,
         or under common control with the adviser that provides ongoing services
         to the  registrant  for  each  of the  last  two  fiscal  years  of the
         registrant was $0 for 2006 and $0 for 2005.

     (h) Not applicable.



ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.


The registrant has a separately  designated  audit  committee  consisting of all
the  independent directors of the registrant. The members of the audit committee
are: David Gale, Morgan Gust, Karen H. Hogan, and Robert F. Wulf.


ITEM 6. SCHEDULE OF INVESTMENTS.

Schedule of Investments in securities of unaffiliated issuers as of the close of
the  reporting  period is included as part of the report to  shareholders  filed
under Item 1 of this form.



ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
        MANAGEMENT INVESTMENT COMPANIES.

The Proxy Voting Policies are attached herewith.


                  ADVISER PROXY VOTING POLICIES AND PROCEDURES

Flaherty  &  Crumrine  Incorporated  ("F&C")  acts as  discretionary  investment
adviser for various  clients,  including  the  following  six pooled  investment
vehicles (the "Funds"):

As adviser to the "U.S. Funds"  Flaherty & Crumrine Preferred Income Fund
                                Flaherty & Crumrine Preferred Income Opportunity
                                Fund
                                Flaherty & Crumrine/Claymore Preferred
                                Securities Income Fund
                                Flaherty & Crumrine/Claymore Total Return Fund

As sub-adviser
to the "Canadian Funds"         Flaherty & Crumrine Investment Grade Fixed
                                Income Fund
                                Flaherty & Crumrine Investment Grade Preferred
                                Fund

F&C's  authority  to vote  proxies  for its clients is  established  through the
delegation of discretionary  authority under its investment  advisory  contracts
and the U.S. Funds have adopted these policies and procedures for themselves


PURPOSE

These  policies and  procedures are designed to satisfy F&C's duties of care and
loyalty  to  its  clients  with  respect  to  monitoring  corporate  events  and
exercising proxy authority in the best interests of such clients.

In connection with this objective, these policies and procedures are designed to
deal with potential  complexities which may arise in cases where F&C's interests
conflict or appear to conflict with the interests of its clients.

These policies and procedures are also designed to communicate  with clients the
methods and rationale whereby F&C exercises proxy voting authority.

This  document is available to any client or Fund  shareholder  upon request and
F&C will make  available  to such  clients and Fund  shareholders  the record of
F&C's votes promptly upon request and to the extent  required by Federal law and
regulations.



FUNDAMENTAL STANDARD

F&C will be guided by the  principle  that,  in those  cases  where it has proxy
voting authority,  it will vote proxies,  and take such other corporate actions,
consistent  with the  interest of its clients in a manner free of  conflicts  of
interest with the objective of client wealth maximization.


GENERAL

F&C has divided  its  discussion  in this  document  into two major  categories:
voting with respect to common  stock and voting with  respect to senior  equity,
e.g., preferred stock and similar securities. In those events where F&C may have
to take  action  with  respect  to debt,  such as in the case of  amendments  of
covenants or in the case of default, bankruptcy,  reorganization, etc., F&C will
apply the same principles as would apply to common or preferred  stock,  MUTATIS
MUTANDIS.

These  policies  and  procedures   apply  only  where  the  client  has  granted
discretionary  authority  with respect to proxy voting.  Where F&C does not have
authority,  it will  keep  appropriate  written  records  evidencing  that  such
discretionary authority has not been granted.

F&C may choose not to keep written copies of proxy materials that are subject to
SEC regulation and maintained in the SEC's EDGAR database.  In other  instances,
F&C  will  keep  appropriate  written  records  in its  files  or in  reasonably
accessible storage.

Similarly,  F&C will keep in its files, or reasonably  accessible storage,  work
papers and other materials that were significant to F&C in making a decision how
to vote.

For purposes of decision  making,  F&C will assume that each ballot for which it
casts votes is the only  security of an issuer  held by the client.  Thus,  when
casting votes where F&C may have discretionary  authority with regard to several
different  securities of the same issuer,  it may vote securities "in favor" for
those  securities or classes where F&C has  determined the matter in question to
be beneficial  while, at the same time, voting "against" for those securities or
classes  where  F&C  has  determined  the  matter  to  be  adverse.  Such  cases
occasionally  arise, for example, in those instances where a vote is required by
both common and preferred shareholders, voting as separate classes, for a change
in the terms regarding preferred stock issuance.

F&C  will  reach  its  voting   decisions   independently,   after   appropriate
investigation.  It does not generally  intend to delegate its decision making or
to rely on the  recommendations  of any third  party,  although it may take such
recommendations  into  consideration.  F&C may consult with such other  experts,
such as CPA's, investment bankers,  attorneys,  etc., as it regards necessary to
help it reach informed decisions.

Absent good reason to the contrary,  F&C will generally give substantial  weight
to management  recommendations  regarding voting. This is based on the view that
management is usually in the best position to know which  corporate  actions are
in the best interests of common shareholders as a whole.

With  regard  to those  shareholder-originated  proposals  which  are  typically
described as "social, environmental,  and corporate responsibility" matters, F&C
will typically give weight to management's recommendations and vote against such
shareholder  proposals,  particularly  if the adoption of such  proposals  would
bring about burdens or costs not borne by those of the issuer's competitors.

In cases  where the  voting of  proxies  would  not  justify  the time and costs
involved, F&C may refrain from voting. From the individual client's perspective,
this would most  typically  come  about in the case of small  holdings,  such as
might arise in connection  with  spin-offs or other  corporate  reorganizations.
From the perspective of F&C's institutional clients, this envisions cases (1) as
more fully described below where preferred and common shareholders vote together
as a class or (2) other similar or analogous instances.



Ultimately,  all  voting  decisions  are made on a  case-by-case  basis,  taking
relevant considerations into account.


VOTING OF COMMON STOCK PROXIES

F&C categorizes  matters as either routine or non-routine,  which definition may
or may  not  precisely  conform  to the  definitions  set  forth  by  securities
exchanges or other bodies  categorizing  such  matters.  Routine  matters  would
include such things as the voting for directors and the ratification of auditors
and most shareholder  proposals regarding social,  environmental,  and corporate
responsibility  matters.  Absent good reason to the contrary,  F&C normally will
vote in favor of management's recommendations on these routine matters.

Non-routine  matters  might  include,  without  limitation,  such  things as (1)
amendments to management  incentive plans,  (2) the  authorization of additional
common or preferred stock, (3) initiation or termination of barriers to takeover
or  acquisition,  (4)  mergers  or  acquisitions,  (5)  changes  in the state of
incorporation,  (6)  corporate  reorganizations,  and (7)  "contested"  director
slates. In non-routine  matters,  F&C, as a matter of policy, will attempt to be
generally  familiar  with the  questions at issue.  This will  include,  without
limitation,  studying  news  in  the  popular  press,  regulatory  filings,  and
competing proxy  solicitation  materials,  if any.  Non-routine  matters will be
voted on a case-by-case basis, given the complexity of many of these issues.


VOTING OF PREFERRED STOCK PROXIES

Preferred stock, which is defined to include any form of equity senior to common
stock,  generally  has voting  rights  only in the event that the issuer has not
made timely  payments of income and  principal to  shareholders  or in the event
that a  corporation  desires  to  effectuate  some  change  in its  articles  of
incorporation which might modify the rights of preferred stockholders. These are
non-routine in both form and substance.

In the case of  non-routine  matters having to do with the  modification  of the
rights or protections  accorded preferred stock shareholders,  F&C will attempt,
wherever  possible,  to assess the costs and benefits of such  modifications and
will vote in favor of such modifications only if they are in the bests interests
of preferred  shareholders or if the issuer has offered sufficient  compensation
to preferred  stock  shareholders to offset the reasonably  foreseeable  adverse
consequences of such modifications.  A similar type of analysis would be made in
the case where preferred shares, as a class, are entitled to vote on a merger or
other substantial transaction.

In the case of the  election  of  directors  when timely  payments to  preferred
shareholders have not been made ("contingent  voting"),  F&C will cast its votes
on  a  case-by-case   basis  after   investigation  of  the  qualifications  and
independence of the persons standing for election.

Routine matters  regarding  preferred  stock are the exception,  rather than the
rule,  and  typically  arise when the  preferred  and common  shareholders  vote
together as a class on such matters as election of directors. F&C will vote on a
case-by-case  basis,  reflecting  the  principles  set forth  elsewhere  in this
document.  However,  in those instances (1) where the common shares of an issuer
are held by a parent  company  and (2)  where,  because  of that,  the  election
outcome is not in doubt, F&C does not intend to vote such proxies since the time
and costs would outweigh the benefits.


ACTUAL AND APPARENT CONFLICTS OF INTEREST

Potential  conflicts  of interest  between F&C and F&C's  clients may arise when
F&C's  relationships  with an issuer or with a related  third party  conflict or
appear to conflict with the best interests of F&C's clients.



F&C will indicate in its voting  records  available to clients  whether or not a
material conflict exists or appears to exist. In addition,  F&C will communicate
with the client (which means the independent  Directors or Director(s)  they may
so designate  in the case of the U.S.  Funds and the  investment  adviser in the
case of the Canadian  Funds) in instances  when a material  conflict of interest
may be  apparent.  F&C must  describe the conflict to the client and state F&C's
voting  recommendation and the basis therefor.  If the client considers there to
be a reasonable basis for the proposed vote  notwithstanding the conflict or, in
the case of the Funds, that the  recommendation was not affected by the conflict
(without  considering  the merits of the proposal),  F&C will vote in accordance
with the recommendation it had made to the client.

In all such  instances,  F&C will keep reasonable  documentation  supporting its
voting decisions and/or recommendations to clients.


AMENDMENT OF THE POLICIES AND PROCEDURES

These policies and procedures may be modified at any time by action of the Board
of  Directors  of F&C but will  not  become  effective,  in the case of the U.S.
Funds, unless they are approved by majority vote of the non-interested directors
of the U.S. Funds. Any such  modifications will be sent to F&C's clients by mail
and/or other electronic means in a timely manner. These policies and procedures,
and any amendments  hereto,  will be posted on the U.S. Funds' websites and will
be disclosed in reports to shareholders as required by law.


ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

The  following  paragraphs  provide  certain  information  with  respect  to the
portfolio  managers of the Fund and the material  conflicts of interest that may
arise in connection with their management of the investments of the Fund, on the
one hand,  and the  investments  of other  client  accounts  for which they have
responsibility, on the other hand. Certain other potential conflicts of interest
with  respect to personal  trading and proxy  voting are  discussed  above under
"Item 2 - Codes of Ethics" and "Item 7 - Proxy Voting Policies."

(A)(1)
PORTFOLIO MANAGERS

R. Eric Chadwick,  Donald F. Crumrine,  Robert M. Ettinger and Bradford S. Stone
jointly serve as the  Portfolio  Managers of the Fund.  Additional  biographical
information  about the  portfolio  managers is  available  in the Annual  Report
included in Response to Item 1 above.

(A)(2)
OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGERS

The tables below  illustrate  other accounts  where each of the  above-mentioned
four portfolio managers has significant  day-to-day management  responsibilities
as of November 30, 2006:



                                                                                                                 # of Accounts
                                                                                Total                          Managed for which
      Name of Portfolio Manager or                                         # of Accounts     Total Assets       Advisory Fee is
               TEAM MEMBER                     TYPE OF ACCOUNTS                MANAGED           (MM)        Based on PERFORMANCE
                                                                                                           
1. Donald F. Crumrine                 Other Registered Investment
                                      Companies:                                  3              $2,143                0
                                      Other Pooled Investment Vehicles:           2                $542                0
                                      Other Accounts:                            27              $1,230                0





                                                                                                           
2. Robert M. Ettinger                 Other Registered Investment
                                      Companies:                                  3              $2,143                0
                                      Other Pooled Investment Vehicles:           2                $542                0
                                      Other Accounts:                            27              $1,230                0

3. R. Eric Chadwick                   Other Registered Investment
                                      Companies:                                  3              $2,143                0
                                      Other Pooled Investment Vehicles:           2                $542                0
                                      Other Accounts:                            27              $1,230                0

4. Bradford S. Stone                  Other Registered Investment
                                      Companies:                                  3              $2,143                0
                                      Other Pooled Investment Vehicles:           2                $542                0
                                      Other Accounts:                            27              $1,230                0


POTENTIAL CONFLICTS OF INTEREST

In addition to the Fund,  the Portfolio  Managers  jointly  manage  accounts for
three  other  closed-end  funds,  two  Canadian  funds and  other  institutional
clients. As a result, potential conflicts of interest may arise as follows:

o        ALLOCATION OF LIMITED TIME AND  ATTENTION.  The Portfolio  Managers may
         devote unequal time and attention to the management of all accounts. As
         a  result,  the  Portfolio  Managers  may not be able to  formulate  as
         complete  a  strategy  or  identify   equally   attractive   investment
         opportunities  for each of those  accounts as might be the case if they
         were to devote  substantially  more  attention to the management of one
         account.

o        ALLOCATION  OF  LIMITED  INVESTMENT  OPPORTUNITIES.  If  the  Portfolio
         Managers  identify an investment  opportunity  that may be suitable for
         multiple  accounts,  the Fund may not be able to take full advantage of
         that opportunity because the opportunity may need to be allocated among
         other accounts.

o        PURSUIT OF DIFFERING  STRATEGIES.  At times, the Portfolio Managers may
         determine that an investment  opportunity  may be appropriate  for only
         some accounts or may decide that certain of these accounts  should take
         differing  positions (i.e., may buy or sell the particular  security at
         different times or the same time or in differing  amounts) with respect
         to a particular  security.  In these cases,  the Portfolio  Manager may
         place separate  transactions  for one or more accounts which may affect
         the market price of the security or the  execution of the  transaction,
         or both, to the detriment of one or more other accounts.

o        VARIATION IN COMPENSATION.  A conflict of interest may arise where  the
         financial or other benefits available to the  Portfolio Manager  differ
         among accounts.  While the Adviser only charges fees  based  on  assets
         under management and does not receive a performance fee from any of its
         accounts, and while it strives to maintain uniform  fee  schedules,  it
         does have different  fee  schedules  based  on  the  differing advisory
         services   required   by   some   accounts.  Consequently,  though  the
         differences in such fee rates are slight, the Portfolio Managers may be
         motivated to favor certain  accounts  over  others.  In  addition,  the
         desire to maintain assets under management or  to derive other rewards,
         financial or otherwise,  could  influence  the  Portfolio  Managers  in
         affording  preferential  treatment  to  those  accounts that could most
         significantly benefit the Adviser.

The Adviser and the Fund have adopted  compliance  policies and procedures  that
are designed to address the various conflicts of interest that may arise for the
Adviser and its staff members. However, there is no guarantee that such policies
and  procedures  will be able to detect and prevent every  situation in which an
actual or potential conflict may arise.

(A)(3)
PORTFOLIO MANAGER COMPENSATION



Compensation is paid solely by the Adviser.  Each Portfolio Manager receives the
same fixed salary. In addition, each Portfolio Manager receives a bonus based on
peer  reviews of his  performance  and the total net  investment  advisory  fees
received  by  Flaherty &  Crumrine  (which are in turn based on the value of its
assets  under  management).  The  Portfolio  Managers  do not  receive  deferred
compensation,  but  participate  in  a  profit-sharing  plan  available  to  all
employees  of  the  Adviser;  amounts  are  determined  as a  percentage  of the
employee's  eligible  compensation for a calendar year based on IRS limitations.
Each Portfolio Manager is also a shareholder of Flaherty & Crumrine and receives
quarterly dividends based on his equity interest in the company.

(A)(4)
DISCLOSURE OF SECURITIES OWNERSHIP

The following  indicates  the dollar range of beneficial  ownership of shares by
each Portfolio Manager as of December 31, 2006:


                                                Dollar Range of Fund Shares
           Name                                    Beneficially Owned*
       ----------------------------------------------------------------------
       Donald F. Crumrine                            $100,001 to $500,000
       ----------------------------------------------------------------------
       Robert M. Ettinger                            $100,001 to $500,000
       ----------------------------------------------------------------------
       R. Eric Chadwick                              $100,001 to $500,000
       ----------------------------------------------------------------------
       Bradford S. Stone                             $100,001 to $500,000
       ----------------------------------------------------------------------

*INCLUDES  8,603 SHARES HELD BY FLAHERTY & CRUMRINE  INCORPORATED  OF WHICH EACH
PORTFOLIO MANAGER HAS BENEFICIAL OWNERSHIP.


ITEM 9.  PURCHASES OF EQUITY  SECURITIES  BY  CLOSED-END  MANAGEMENT  INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.

Not applicable.



ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There have been no material  changes to the procedures by which the shareholders
may  recommend  nominees to the  registrant's  board of  directors,  where those
changes were  implemented  after the  registrant  last  provided  disclosure  in
response to the  requirements  of Item  407(c)(2)(iv)  of Regulation S-K (17 CFR
229.407) (as required by Item  22(b)(15) of Schedule 14A (17 CFR  240.14a-101)),
or this Item.


ITEM 11. CONTROLS AND PROCEDURES.

     (a) The registrant's  principal executive and principal financial officers,
         or  persons  performing  similar  functions,  have  concluded  that the
         registrant's  disclosure  controls and  procedures  (as defined in Rule
         30a-3(c)  under the  Investment  Company Act of 1940,  as amended  (the
         "1940 Act") (17 CFR 270.30a-3(c)))  are effective,  as of a date within
         90 days of the filing date of the report that  includes the  disclosure
         required by this paragraph, based on their evaluation of these controls
         and  procedures  required by Rule  30a-3(b)  under the 1940 Act (17 CFR
         270.30a-3(b))  and Rules  13a-15(b) or 15d-15(b)  under the  Securities
         Exchange   Act  of  1934,   as  amended   (17  CFR   240.13a-15(b)   or
         240.15d-15(b)).



(b)      There  were  no  changes  in the  registrant's  internal  control  over
         financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17
         CFR 270.30a-3(d))  that occurred during the registrant's  second fiscal
         quarter  of the  period  covered  by this  report  that has  materially
         affected,   or  is  reasonably   likely  to  materially   affect,   the
         registrant's internal control over financial reporting.


ITEM 12. EXHIBITS.

     (a)(1)   Code of ethics,  or any amendment thereto,  that is the subject of
              disclosure  required by Item 2 is attached hereto.

     (a)(2)   Certifications  pursuant to Rule  30a-2(a)  under the 1940 Act and
              Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

     (a)(3)   Not applicable.

     (b)      Certifications  pursuant to Rule  30a-2(b)  under the 1940 Act and
              Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.



                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

(registrant) FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITY FUND INCORPORATED

By (Signature and Title)*  /S/ DONALD F. CRUMRINE
                           Donald F. Crumrine, Director, Chairman of the Board
                           and Chief Executive Officer
                           (principal executive officer)

Date              JANUARY 29, 2007


Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment  Company  Act of  1940,  this  report  has been  signed  below by the
following  persons on behalf of the  registrant and in the capacities and on the
dates indicated.


By (Signature and Title)*  /S/ DONALD F. CRUMRINE
                           Donald F. Crumrine, Director, Chairman of the Board
                           and Chief Executive Officer
                           (principal executive officer)

Date              JANUARY 29, 2007


By (Signature and Title)*  /S/ R. ERIC CHADWICK
                           R. Eric Chadwick,  Chief Financial  Officer,
                           Treasurer  and  Vice  President
                           (principal financial officer)

Date              JANUARY 29, 2007



* Print the name and title of each signing officer under his or her signature.

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