UNITED STATES ~~STATESSECURITIES~~SECURITIES AND ~~EXCHANGE~~ EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (date of earliest event reported): ~~April~~June 214, 2015

FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITYFUND INCORPORATED (Exact name of Registrant as specified in its charter)

Maryland	811-06495	95-4355600
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer Identification
incorporation)		No.)

301 E. Colorado Blvd.Suite 720Pasadena, CA 91101 (Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: 626-795-7300

Not Applicable (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 58.0201. ~~Departure~~Other ~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Events.

OnThe ~~April~~Investment ~~21,~~Adviser ~~2015,~~to the ~~Boards~~ ofFund, ~~Directors of~~ Flaherty & Crumrine ~~Preferred~~Incorporated, ~~Income~~has ~~Fund~~announced ~~Incorporated~~that Robert M. ~~(NYSE:~~Ettinger, ~~PFD)~~due ~~and~~to ~~Flaherty~~his ~~& Crumrine~~impending ~~Preferred~~retirement, ~~Income~~will ~~Opportunity~~no ~~Fund~~longer ~~Incorporated~~serve ~~(NYSE:~~as ~~PFO)~~a ~~elected~~portfolio manager to the ~~following~~ ~~new~~Fund ~~officers~~effective ofJune ~~the~~30, ~~funds~~2015.

R. Eric Chadwick, ~~Chief~~Bradford S. ~~Executive~~Stone ~~Officer~~ and ~~PresidentBradford~~Donald S.Crumrine ~~Stone,~~will ~~Chief~~continue ~~Financial~~to ~~Officer and~~serve ~~Vice~~as ~~President~~portfolio managers for the Fund.

~~Mr.~~- ~~Chadwick~~2 ~~replaces~~- Donald F. Crumrine as the principal executive officer of each fund and Robert M. Ettinger as the President. Mr. Chadwick had previously served as Chief Financial Officer and Vice President of PFD and PFO since 2004. Mr. Crumrine had served as principal executive officer since 2002. Mr. Crumrine will continue to serve as the Chairman of the Boards of Directors.

~~Mr. Stone replaces Mr. Chadwick as the principal financial officer of each fund. Mr. Stone had previously served as a Vice President and Assistant Treasurer of PFD and PFO since 2003.~~ SIGNATURES

~~All~~Pursuant ~~other~~to ~~officer~~the ~~positions~~requirements ~~remain~~of ~~unchanged from~~ the ~~prior~~Securities ~~fiscal~~Exchange ~~year.~~Act Inof ~~addition~~1934, ~~Messrs.~~as ~~Chadwick~~amended, ~~Stone,~~ ~~Crumrine~~the ~~and~~Registrant ~~Ettinger~~has ~~continue~~duly caused this report to ~~serve~~be assigned ~~portfolio~~on ~~managers.~~its behalf by the undersigned hereunto duly authorized.

A copy of the press release announcing the election is filed as Exhibit 99.1 to this Report and is incorporated herein by reference.

	FLAHERTY & CRUMRINE PREFERRED INCOME OPPORTUNITY FUND INCORPORATED

Date: June 4, 2015	By:	/s/ R. Eric Chadwick

		R. Eric Chadwick
		Chief Executive Officer and President

~~Item~~- ~~9.01.~~3 ~~Financial~~- ~~Statements and Exhibits~~

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release, dated April 21, 2015

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FLAHERTY & CRUMRINE
	PREFERRED INCOME OPPORTUNITY
	FUND INCORPORATED
Date: April 22, 2015	By:	/s/ R. Eric Chadwick
		R. Eric Chadwick
		Chief Executive Officer and President

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