SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
RULE 23C-2 NOTICE OF INTENTION
TO REDEEM SECURITIES
OF
FLAHERTY & CRUMRINE/
CLAYMORE PREFERRED SECURITIES INCOME
FUND INCORPORATED
301 E. Colorado Boulevard, Suite 720
Pasadena, CA 91101
(626) 795-7300
under the
Investment Company Act of 1940
Investment Company Act File No. 811-21129
The undersigned registered closed-end investment company
hereby notifies the Securities and Exchange Commission that it intends to redeem
securities of which it is the issuer, as set forth below in accordance with the
requirements of Rule 23c-2 under the Investment Company Act of 1940, as amended,
and states that it is filing this notice with the Commission pursuant to
permission granted by the Commission's staff fewer than 30 days prior to the
date set for redemption.
(1) TITLE OF THE CLASSES OF SECURITIES OF FLAHERTY &
CRUMRINE/CLAYMORE TOTAL RETURN FUND INCORPORATED (THE "FUND")
TO BE REDEEMED:
Auction Preferred Stock, Series M7 (CUSIP #338478209), Series
T7 (CUSIP #338478308), Series W7 (CUSIP #338478407), Series TH7 (CUSIP
#338478506), Series F7 (CUSIP #338478605) , Series T28 (CUSIP
#338478704) and Series W28 (CUSIP #338479803), par value $.01 per
share, liquidation preference of $25,000 per share (the "Preferred
Stock").
(2) DATE ON WHICH THE SECURITIES ARE TO BE CALLED OR REDEEMED:
SERIES DATE
M7 July 14, 2009
T7 July 15, 2009
W7 July 16, 2009
TH7 July 17, 2009
F7 July 13, 2009
T28 July 15, 2009
W28 July 30, 2009
(3) APPLICABLE PROVISIONS OF THE GOVERNING INSTRUMENT PURSUANT TO
WHICH THE SECURITIES ARE TO BE CALLED OR REDEEMED:
The shares of Preferred Stock are to be redeemed pursuant to
Part I, Articles 8(a) and 8(c), of the Fund's Articles Supplementary
Establishing and Fixing the Rights and Preferences of Auction Market
Preferred Stock.
(4) THE NUMBER OF SHARES TO BE REDEEMED AND THE BASIS UPON WHICH
THE SHARES TO BE REDEEMED ARE TO BE SELECTED:
The Fund intends to redeem, on a pro rata basis by series (as
determined by the Depository Trust Company), the number of outstanding
shares of Preferred Stock set forth below:
SERIES NUMBER OF SHARES
M7 542
T7 542
W7 542
TH7 542
F7 542
T28 481
W28 480
SIGNATURE
Pursuant to the requirement of Rule 23c-2 of the Investment
Company Act of 1940, as amended, the Fund has duly caused this Notice of
Intention to Redeem Securities to be signed on its behalf by the undersigned, in
the City of Pasadena and the State of California, on this 26th day of June 2009.
FLAHERTY & CRUMRINE/ CLAYMORE
PREFERRED SECURITIES INCOME FUND
INCORPORATED
By: /S/ R. ERIC CHADWICK
------------------------
Name: R. Eric Chadwick
Title: Chief Financial Officer