CHUBB GROUP OF INSURANCE COMPANIES DECLARATIONS
FINANCIAL INSTITUTION
15 Mountain View Road, Warren, New Jersey 07059 INVESTMENT COMPANY ASSET
PROTECTION BOND

NAME OF ASSURED (including its SUBSIDIARIES): Bond Number: 81906377

FLAHERTY & CRUMRINE / CLAYMORE TOTAL RETURN
FUND INCORPORATED FEDERAL INSURANCE COMPANY

301 E. COLORADO BLVD., STE 720 Incorporated under the laws of
PASADENA, CA 91101 Indiana a stock insurance
 company herein called the
 COMPANY Capital Center, 251
 North Illinois, Suite 1100
 Indianapolis, IN 46204-1927

ITEM 1. BOND PERIOD: from 12:01 a.m. on May 15, 2008
to 12:01 a.m. on May 15, 2009

ITEM 2. LIMITS OF LIABILITY--DEDUCTIBLE AMOUNTS:

If "Not Covered" is inserted below opposite any specified INSURING CLAUSE, such INSURING CLAUSE and any other reference shall be deemed to be deleted. THERE SHALL BE NO DEDUCTIBLE APPLICABLE TO ANY LOSS UNDER INSURING CLAUSE 1. SUSTAINED BY ANY INVESTMENT COMPANY.

 DEDUCTIBLE
INSURING CLAUSE LIMIT OF LIABILITY AMOUNT
--------------- ------------------ ----------
 1. Employee $ 750,000 $ 25,000
 2. On Premises $ 750,000 $ 25,000
 3. In Transit $ 750,000 $ 25,000
 4. Forgery or Alteration $ N/A $ N/A
 5. Extended Forgery $ N/A $ N/A
 6. Counterfeit Money $ N/A $ N/A
 7. Threats to Person $ N/A $ N/A
 8. Computer System $ N/A $ N/A
 9. Voice Initiated Funds Transfer Instruction $ N/A $ N/A
10. Uncollectible Items of Deposit $ N/A $ N/A
11. Audit Expense $ 25,000 $ 0

ITEM 3. THE LIABILITY OF THE COMPANY IS ALSO SUBJECT TO THE TERMS OF THE FOLLOWING ENDORSEMENTS EXECUTED SIMULTANEOUSLY HEREWITH:

1) Deleting Valuation & Amending Change/Modifications; 2) Compliance with Tade Sanction Laws endt;

3) Premium Endt

IN WITNESS WHEREOF, THE COMPANY has caused this Bond to be signed by its authorized officers, but it shall not be valid unless also signed by an authorized representative of the Company.

/S/ W. ANDREW MACAN /S/ THOMAS F. MOTAMED
 SECRETARY PRESIDENT

/S/ ROBERT HAMBURGER
 AUTHORIZED REPRESENTATIVE

ICAP Bond (5-98) - Federal
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The COMPANY, in consideration of payment of the required premium, and in reliance on the APPLICATION and all other statements made and information furnished to the COMPANY by the ASSURED, and subject to the DECLARATIONS made a part of this Bond and to all other terms and conditions of this Bond, agrees to pay the ASSURED for:

INSURING CLAUSES

EMPLOYEE 1. Loss resulting directly from LARCENY or
 EMBEZZLEMENT committed by any EMPLOYEE, alone
 or in collusion with others.

ON PREMISES 2. Loss of PROPERTY resulting directly from
 robbery, burglary, false pretenses, common
 law or statutory larceny, misplacement,
 mysterious unexplainable disappearance,
 damage, destruction or removal, from the
 possession, custody or control of the
 ASSURED, while such PROPERTY is lodged or
 deposited at premises located anywhere.

IN TRANSIT 3. Loss of PROPERTY resulting directly from
 common law or statutory larceny,
 misplacement, mysterious unexplainable
 disappearance, damage or destruction, while
 the PROPERTY is in transit anywhere:

 a. in an armored motor vehicle, including
 loading and unloading thereof,

 b. in the custody of a natural person
 acting as a messenger of the ASSURED,
 or

 c. in the custody of a TRANSPORTATION
 COMPANY and being transported in a
 conveyance other than an armored motor
 vehicle provided, however, that covered
 PROPERTY transported in such manner is

limited to the following:

(1) written records,

(2) securities issued in registered form, which are not endorsed or are restrictively endorsed, or

(3) negotiable instruments not payable to bearer, which are not endorsed or are restrictively endorsed.

Coverage under this INSURING CLAUSE begins immediately on the receipt of such PROPERTY by the natural person or TRANSPORTATION COMPANY and ends immediately on delivery to the premises of the addressee or to any representative of the addressee located anywhere.

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INSURING CLAUSES
(CONTINUED)

FORGERY OR ALTERATION 4. Loss resulting directly from:

 a. FORGERY on, or fraudulent material
 alteration of, any bills of exchange,
 checks, drafts, acceptances,
 certificates of deposits, promissory
 notes, due bills, money orders, orders
 upon public treasuries, letters of
 credit, other written promises, orders
 or directions to pay sums certain in
 money, or receipts for the withdrawal
 of PROPERTY, or

 b. transferring, paying or delivering any
 funds or other PROPERTY, or
 establishing any credit or giving any
 value in reliance on any written
 instructions, advices or applications
 directed to the ASSURED authorizing or
 acknowledging the transfer, payment,
 delivery or receipt of funds or other
 PROPERTY, which instructions, advices
 or applications fraudulently purport to
 bear the handwritten signature of any
 customer of the ASSURED, or shareholder
 or subscriber to shares of an
 INVESTMENT COMPANY, or of any financial
 institution or EMPLOYEE but which
 instructions, advices or applications
 either bear a FORGERY or have been
 fraudulently materially altered without
 the knowledge and consent of such
 customer, shareholder, subscriber,
 financial institution or EMPLOYEE;

 excluding, however, under this INSURING
 CLAUSE any loss covered under INSURING CLAUSE
 5. of this Bond, whether or not coverage for
 INSURING CLAUSE 5. is provided for in the
 DECLARATIONS of this Bond. For the purpose of
 this INSURING CLAUSE, a mechanically
 reproduced facsimile signature is treated the
 same as a handwritten signature.

EXTENDED FORGERY 5. Loss resulting directly from the ASSURED
 having, in good faith, and in the ordinary
 course of business, for its own account or
 the account of others in any capacity:

 a. acquired, accepted or received,
 accepted or received, sold or
 delivered, or given value, extended
 credit or assumed liability, in
 reliance on any original SECURITIES,
 DOCUMENTS OR OTHER WRITTEN INSTRUMENTS
 which prove to:

 (1) bear a FORGERY or a fraudulently
 material alteration,

(2) have been lost or stolen, or

(3) be COUNTERFEIT, or

b. guaranteed in writing or witnessed any signatures on any transfer, assignment, bill of sale, power of attorney, guarantee, endorsement or other obligation upon or in connection with any SECURITIES, DOCUMENTS OR OTHER WRITTEN INSTRUMENTS.

Actual physical possession, and continued actual physical possession if taken as collateral, of such SECURITIES, DOCUMENTS OR
OTHER WRITTEN INSTRUMENTS by an EMPLOYEE,

CUSTODIAN, or a Federal or State chartered
deposit institution of the ASSURED is a
condition precedent to the ASSURED having
relied on such items. Release or return of
such collateral is an acknowledgment by the
ASSURED that it no longer relies on such
collateral.

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INSURING CLAUSES

EXTENDED FORGERY For the purpose of this INSURING CLAUSE, a
(CONTINUED) mechanically reproduced facsimile signature
 is treated the same as a handwritten
 signature.

COUNTERFEIT MONEY 6. Loss resulting directly from the receipt by
 the ASSURED in good faith of any COUNTERFEIT
 money.

THREATS TO PERSON 7. Loss resulting directly from surrender of
 PROPERTY away from an office of the ASSURED
 as a result of a threat communicated to the
 ASSURED to do bodily harm to an EMPLOYEE as
 defined in Section 1.e. (1), (2) and (5), a
 RELATIVE or invitee of such EMPLOYEE, or a
 resident of the household of such EMPLOYEE,
 who is, or allegedly is, being held captive
 provided, however, that prior to the
 surrender of such PROPERTY:

 a. the EMPLOYEE who receives the threat
 has made a reasonable effort to notify
 an officer of the ASSURED who is not
 involved in such threat, and

 b. the ASSURED has made a reasonable
 effort to notify the Federal Bureau of
 Investigation and local law enforcement
 authorities concerning such threat.

 It is agreed that for purposes of this
 INSURING CLAUSE, any EMPLOYEE of the ASSURED,
 as set forth in the preceding paragraph,
 shall be deemed to be an ASSURED hereunder,
 but only with respect to the surrender of
 money, securities and other tangible personal
 property in which such EMPLOYEE has a legal
 or equitable interest.

COMPUTER SYSTEM 8. Loss resulting directly from fraudulent:

a. entries of data into, or

b. changes of data elements or programs within,

a COMPUTER SYSTEM, provided the fraudulent entry or change causes:

(1) funds or other property to be transferred, paid or delivered,

(2) an account of the ASSURED or of its customer to be added, deleted, debited or credited, or

(3) an unauthorized account or a fictitious account to be debited or credited.

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INSURING CLAUSES
(CONTINUED)

VOICE INITIATED FUNDS 9. Loss resulting directly from VOICE INITIATED
TRANSFER INSTRUCTION FUNDS TRANSFER INSTRUCTION directed to the
 ASSURED authorizing the transfer of dividends
 or redemption proceeds of INVESTMENT COMPANY
 shares from a CUSTOMER'S account, provided
 such VOICE INITIATED FUNDS TRANSFER
 INSTRUCTION was:

 a. received at the ASSURED'S offices by
 those EMPLOYEES of the ASSURED
 specifically authorized to receive the
 VOICE INITIATED FUNDS TRANSFER
 INSTRUCTION,

 b. made by a person purporting to be a
 CUSTOMER, and

 c. made by said person for the purpose of
 causing the ASSURED or CUSTOMER to
 sustain a loss or making an improper
 personal financial gain for such person
 or any other person.

 In order for coverage to apply under this
 INSURING CLAUSE, all VOICE INITIATED FUNDS
 TRANSFER INSTRUCTIONS must be received and
 processed in accordance with the Designated
 Procedures outlined in the APPLICATION
 furnished to the COMPANY.

UNCOLLECTIBLE ITEMS OF 10. Loss resulting directly from the ASSURED
DEPOSIT having credited an account of a customer,
 shareholder or subscriber on the faith of any
 ITEMS OF DEPOSIT which prove to be
 uncollectible, provided that the crediting of
 such account causes:

 a. redemptions or withdrawals to be
 permitted,

 b. shares to be issued, or

 c. dividends to be paid,

 from an account of an INVESTMENT COMPANY.

 In order for coverage to apply under this
 INSURING CLAUSE, the ASSURED must hold ITEMS
 OF DEPOSIT for the minimum number of days
 stated in the APPLICATION before permitting
 any redemptions or withdrawals, issuing any
 shares or paying any dividends with respect
 to such ITEMS OF DEPOSIT. ITEMS OF DEPOSIT
 shall not be deemed uncollectible until the
 ASSURED'S standard collection procedures have
 failed.

AUDIT EXPENSE 11. Expense incurred by the ASSURED for that part
 of the cost of audits or examinations
 required by any governmental regulatory
 authority or self-regulatory organization to
 be conducted by such authority, organization
 or their appointee by reason of the discovery
 of loss sustained by the ASSURED and covered
 by this Bond.

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GENERAL AGREEMENTS

ADDITIONAL COMPANIES A. If more than one corporation, or INVESTMENT
INCLUDED AS ASSURED COMPANY, or any combination of them is
 included as the ASSURED herein:

 (1) The total liability of the COMPANY
 under this Bond for loss or losses
 sustained by any one or more or all of
 them shall not exceed the limit for
 which the COMPANY would be liable under
 this Bond if all such loss were
 sustained by any one of them.

 (2) Only the first named ASSURED shall be
 deemed to be the sole agent of the
 others for all purposes under this
 Bond, including but not limited to the
 giving or receiving of any notice or
 proof required to be given and for the
 purpose of effecting or accepting any
 amendments to or termination of this
 Bond. The COMPANY shall furnish each
 INVESTMENT COMPANY with a copy of the
 Bond and with any amendment thereto,
 together with a copy of each formal
 filing of claim by any other named
 ASSURED and notification of the terms
 of the settlement of each such claim
 prior to the execution of such
 settlement.

 (3) The COMPANY shall not be responsible
 for the proper application of any
 payment made hereunder to the first
 named ASSURED.

 (4) Knowledge possessed or discovery made
 by any partner, director, trustee,
 officer or supervisory employee of any
 ASSURED shall constitute knowledge or
 discovery by all the ASSUREDS for the
 purposes of this Bond.

 (5) If the first named ASSURED ceases for
 any reason to be covered under this
 Bond, then the ASSURED next named on
 the APPLICATION shall thereafter be
 considered as the first named ASSURED
 for the purposes of this Bond.

REPRESENTATION MADE BY B. The ASSURED represents that all information
ASSURED it has furnished in the APPLICATION for this
 Bond or otherwise is complete, true and
 correct. Such APPLICATION and other
 information constitute part of this Bond.

 The ASSURED must promptly notify the COMPANY
 of any change in any fact or circumstance
 which materially affects the risk assumed by
 the COMPANY under this Bond.

 Any intentional misrepresentation, omission,
 concealment or incorrect statement of a
 material fact, in the APPLICATION or
 otherwise, shall be grounds for recision of
 this Bond.

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GENERAL AGREEMENTS
(CONTINUED)

ADDITIONAL OFFICES OR C. If the ASSURED, other than an INVESTMENT
EMPLOYEES - CONSOLIDATION, COMPANY, while this Bond is in force, merges
MERGER OR PURCHASE OR or consolidates with, or purchases or
ACQUISITION OF ASSETS OR acquires assets or liabilities of another
LIABILITIES - NOTICE TO institution, the ASSURED shall not have the
COMPANY coverage afforded under this Bond for loss
 which has:

 (1) occurred or will occur on premises, or

 (2) been caused or will be caused by an
 employee, or

 (3) arisen or will arise out of the assets
 or liabilities, of such institution, unless
 the ASSURED:

 a. gives the COMPANY written notice of the
 proposed consolidation, merger or
 purchase or acquisition of assets or
 liabilities prior to the proposed
 effective date of such action, and

 b. obtains the written consent of the
 COMPANY to extend some or all of the
 coverage provided by this Bond to such
 additional exposure, and

 c. on obtaining such consent, pays to the
 COMPANY an additional premium.

CHANGE OF CONTROL - D. When the ASSURED learns of a change in
NOTICE TO COMPANY control (other than in an INVESTMENT
 COMPANY), as set forth in Section 2(a) (9) of
 the Investment Company Act of 1940, the
 ASSURED shall within sixty (60) days give
 written notice to the COMPANY setting forth:

 (1) the names of the transferors and
 transferees (or the names of the
 beneficial owners if the voting
 securities are registered in another
 name),

 (2) the total number of voting securities
 owned by the transferors and the
 transferees (or the beneficial owners),
 both immediately before and after the
 transfer, and

 (3) the total number of outstanding voting
 securities.

 Failure to give the required notice shall
 result in termination of coverage for any
 loss involving a transferee, to be effective
 on the date of such change in control.

COURT COSTS AND E. The COMPANY will indemnify the ASSURED for
ATTORNEYS' FEES court costs and reasonable attorneys' fees
 incurred and paid by the ASSURED in defense,
 whether or not successful, whether or not
 fully litigated on the merits and whether or
 not settled, of any claim, suit or legal
 proceeding with respect to which the ASSURED
 would be entitled to recovery under this
 Bond. However, with respect to INSURING
 CLAUSE 1., this Section shall only apply in
 the event that:

 (1) an EMPLOYEE admits to being guilty of
 LARCENY OR EMBEZZLEMENT,

 (2) an EMPLOYEE is adjudicated to be guilty
 of LARCENY OR EMBEZZLEMENT, or

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GENERAL AGREEMENTS

COURT COSTS AND (3) in the absence of 1 or 2 above, an
ATTORNEYS' FEES arbitration panel agrees, after a
(CONTINUED) review of an agreed statement of facts
 between the COMPANY and the ASSURED,
 that an EMPLOYEE would be found guilty
 of LARCENY OR EMBEZZLEMENT if such
 EMPLOYEE were prosecuted.

The ASSURED shall promptly give notice to the COMPANY of any such suit or legal proceeding and at the request of the COMPANY shall furnish copies of all pleadings and pertinent papers to the COMPANY. The COMPANY may, at its sole option, elect to conduct the defense of all or part of such legal proceeding. The defense by the COMPANY shall be in the name of the ASSURED through attorneys selected by the COMPANY. The ASSURED shall provide all reasonable information and assistance as required by the COMPANY for such defense.

If the COMPANY declines to defend the ASSURED, no settlement without the prior written consent of the COMPANY nor judgment against the ASSURED shall determine the existence, extent or amount of coverage under this Bond.

If the amount demanded in any such suit or legal proceeding is within the DEDUCTIBLE AMOUNT, if any, the COMPANY shall have no liability for court costs and attorney's fees incurred in defending all or part of such suit or legal proceeding.

If the amount demanded in any such suit or legal proceeding is in excess of the LIMIT OF LIABILITY stated in ITEM 2. of the DECLARATIONS for the applicable INSURING CLAUSE, the COMPANY'S liability for court costs and attorney's fees incurred in defending all or part of such suit or legal proceedings is limited to the proportion of such court costs and attorney's fees incurred that the LIMIT OF LIABILITY stated in ITEM 2.

of the DECLARATIONS for the applicable
INSURING CLAUSE bears to the total of the
amount demanded in such suit or legal
proceeding.

If the amount demanded is any such suit or
legal proceeding is in excess of the
DEDUCTIBLE AMOUNT, if any, but within the
LIMIT OF LIABILITY stated in ITEM 2. of the
DECLARATIONS for the applicable INSURING
CLAUSE, the COMPANY'S liability for court
costs and attorney's fees incurred in
defending all or part of such suit or legal
proceedings shall be limited to the
proportion of such court costs or attorney's
fees that the amount demanded that would be
payable under this Bond after application of
the DEDUCTIBLE AMOUNT, bears to the total
amount demanded.

Amounts paid by the COMPANY for court costs
and attorneys' fees shall be in addition to
the LIMIT OF LIABILITY stated in ITEM 2. of
the DECLARATIONS.

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CONDITIONS AND
LIMITATIONS

DEFINITIONS 1. As used in this Bond:

a. COMPUTER SYSTEM means a computer and all input, output, processing, storage, off-line media libraries, and communication facilities which are connected to the computer and which are under the control and supervision of the operating system(s) or application(s) software used by the ASSURED.

b. COUNTERFEIT means an imitation of an actual valid original which is intended to deceive and be taken as the original.

c. CUSTODIAN means the institution designated by an INVESTMENT COMPANY to maintain possession and control of its assets.

d. CUSTOMER means an individual, corporate, partnership, trust customer, shareholder or subscriber of an INVESTMENT COMPANY which has a written agreement with the ASSURED for VOICE INITIATED FUNDS TRANSFER INSTRUCTION.

e. EMPLOYEE means:

(1) an officer of the ASSURED,

(2) a natural person while in the regular service of the ASSURED at any of the ASSURED'S premises and compensated directly by the ASSURED through its payroll system and subject to the United States Internal Revenue Service Form W-2 or equivalent income reporting plans of other countries, and whom the ASSURED has the right to control and direct both as to the result to be accomplished and details and means by which such result is accomplished in the performance of such service,

(3) a guest student pursuing studies or performing duties in any of the ASSURED'S premises,

(4) an attorney retained by the ASSURED and an employee of such attorney while either is performing legal services for the ASSURED,

(5) a natural person provided by an employment contractor to perform employee duties for the ASSURED under the ASSURED'S supervision at any of the ASSURED'S premises,

(6) an employee of an institution merged or consolidated with the ASSURED prior to the effective date of this Bond,

(7) a director or trustee of the ASSURED, but only while performing acts within the scope of the customary and usual duties of any officer or other employee of the ASSURED or while acting as a member of any committee duly elected or appointed to examine or audit or have custody of or access to PROPERTY of the ASSURED, or

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CONDITIONS AND
LIMITATIONS

DEFINITIONS (8) each natural person, partnership or
(CONTINUED) corporation authorized by written
 agreement with the ASSURED to perform
 services as electronic data processor
 of checks or other accounting records
 related to such checks but only while
 such person, partnership or corporation
 is actually performing such services
 and not:

 a. creating, preparing, modifying or
 maintaining the ASSURED'S
 computer software or programs, or

 b. acting as transfer agent or in
 any other agency capacity in
 issuing checks, drafts or
 securities for the ASSURED,

 (9) any partner, officer or employee of an
 investment advisor, an underwriter
 (distributor), a transfer agent or
 shareholder accounting recordkeeper, or
 an administrator, for an INVESTMENT
 COMPANY while performing acts coming
 within the scope of the customary and
 usual duties of an officer or employee
 of an INVESTMENT COMPANY or acting as a
 member of any committee duly elected or
 appointed to examine, audit or have
 custody of or access to PROPERTY of AN
 INVESTMENT COMPANY.

 The term EMPLOYEE shall not include any
 partner, officer or employee of a
 transfer agent, shareholder accounting
 recordkeeper or administrator:

 a. which is not an "affiliated
 person" (as defined in Section
 2(a) of the Investment Company
 Act of 1940) of an INVESTMENT
 COMPANY or of the investment
 advisor or underwriter
 (distributor) of such INVESTMENT
 COMPANY, or

 b. which is a "bank" (as defined in
 Section 2(a) of the Investment
 Company Act of 1940).

 This Bond does not afford
 coverage in favor of the
 employers of persons as set forth
 in e. (4), (5) and (8) above, and
 upon payment to the ASSURED by
 the COMPANY resulting directly
 from LARCENY OR EMBEZZLEMENT
 committed by any of the partners,
 officers or employees of such
 employers, whether acting alone
 or in collusion with others, an
 assignment of such of the
 ASSURED'S rights and causes of
 action as it may have against
 such employers by reason of such
 acts so committed shall, to the
 extent of such payment, be given
 by the ASSURED to the COMPANY,
 and the ASSURED shall execute all
 papers necessary to secure to the
 COMPANY the rights provided for
 herein.

 Each employer of persons as set forth
 in e.(4), (5) and (8) above and the
 partners, officers and other employees
 of such employers shall collectively be
 deemed to be one person for all the
 purposes of this Bond; excepting,
 however, the fifth paragraph of Section
 13.

 Independent contractors not specified
 in e.(4), (5) or (8) above,
 intermediaries, agents, brokers or
 other representatives of the same
 general character shall not be
 considered EMPLOYEES.

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CONDITIONS AND
LIMITATIONS

DEFINITIONS f. FORGERY means the signing of the name
(CONTINUED) of another natural person with the
 intent to deceive but does not mean a
 signature which consists in whole or in
 part of one's own name, with or without
 authority, in any capacity for any
 purpose.

 g. INVESTMENT COMPANY means any investment
 company registered under the Investment
 Company Act of 1940 and listed under
 the NAME OF ASSURED on the
 DECLARATIONS.

 h. ITEMS OF DEPOSIT means one or more
 checks or drafts drawn upon a financial
 institution in the United States of
 America.

 i. LARCENY OR EMBEZZLEMENT means larceny
 or embezzlement as defined in Section
 37 of the Investment Company Act of
 1940.

 j. PROPERTY means money, revenue and other
 stamps; securities; including any note,
 stock, treasury stock, bond, debenture,
 evidence of indebtedness, certificate
 of deposit, certificate of interest or
 participation in any profit-sharing
 agreement, collateral trust
 certificate, preorganization
 certificate or subscription,
 transferable share, investment
 contract, voting trust certificate,
 certificate of deposit for a security,
 fractional undivided interest in oil,
 gas, or other mineral rights, any
 interest or instruments commonly known
 as a security under the Investment
 Company Act of 1940, any other
 certificate of interest or
 participation in, temporary or interim
 certificate for, receipt for, guarantee
 of, or warrant or right to subscribe to
 or purchase any of the foregoing; bills
 of exchange; acceptances; checks;
 withdrawal orders; money orders;
 travelers' letters of credit; bills of
 lading; abstracts of title; insurance
 policies, deeds, mortgages on real
 estate and/or upon chattels and
 interests therein; assignments of such
 policies, deeds or mortgages; other
 valuable papers, including books of
 accounts and other records used by the
 ASSURED in the conduct of its business
 (but excluding all electronic data
 processing records); and, all other
 instruments similar to or in the nature
 of the foregoing in which the ASSURED
 acquired an interest at the time of the
 ASSURED'S consolidation or merger with,
 or purchase of the principal assets of,
 a predecessor or which are held by the
 ASSURED for any purpose or in any
 capacity and whether so held
 gratuitously or not and whether or not
 the ASSURED is liable therefor.

 k. RELATIVE means the spouse of an
 EMPLOYEE or partner of the ASSURED and
 any unmarried child supported wholly
 by, or living in the home of, such
 EMPLOYEE or partner and being related
 to them by blood, marriage or legal
 guardianship.

 l. SECURITIES, DOCUMENTS OR OTHER WRITTEN
 INSTRUMENTS means original (including
 original counterparts) negotiable or
 non-negotiable instruments, or
 assignments thereof, which in and of
 themselves represent an equitable
 interest, ownership, or debt and which
 are in the ordinary course of business
 transferable by delivery of such
 instruments with any necessary
 endorsements or assignments.

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CONDITIONS AND
LIMITATIONS

DEFINITIONS m. SUBSIDIARY means any organization that,
(CONTINUED) at the inception date of this Bond, is
 named in the APPLICATION or is created
 during the BOND PERIOD and of which
 more than fifty percent (50%) of the
 outstanding securities or voting rights
 representing the present right to vote
 for election of directors is owned or
 controlled by the ASSURED either
 directly or through one or more of its
 subsidiaries.

 n. TRANSPORTATION COMPANY means any
 organization which provides its own or
 its leased vehicles for transportation
 or which provides freight forwarding or
 air express services.

 o. VOICE INITIATED ELECTION means any
 election concerning dividend options
 available to INVESTMENT COMPANY
 shareholders or subscribers which is
 requested by voice over the telephone.

 p. VOICE INITIATED REDEMPTION means any
 redemption of shares issued by an
 INVESTMENT COMPANY which is requested
 by voice over the telephone.

 q. VOICE INITIATED FUNDS TRANSFER
 INSTRUCTION means any VOICE INITIATED
 REDEMPTION or VOICE INITIATED ELECTION.

 For the purposes of these definitions, the
 singular includes the plural and the plural
 includes the singular, unless otherwise
 indicated.

GENERAL EXCLUSIONS - 2. THIS BOND DOES NOT DIRECTLY OR INDIRECTLY
APPLICABLE TO ALL INSURING COVER:
CLAUSES
 a. loss not reported to the COMPANY in
 writing within sixty (60) days after
 termination of this Bond as an
 entirety;

 b. loss due to riot or civil commotion
 outside the United States of America
 and Canada, or any loss due to
 military, naval or usurped power, war
 or insurrection. This Section 2.b.,
 however, shall not apply to loss which
 occurs in transit in the circumstances
 recited in INSURING CLAUSE 3., provided
 that when such transit was initiated
 there was no knowledge on the part of
 any person acting for the ASSURED of
 such riot, civil commotion, military,
 naval or usurped power, war or
 insurrection;

 c. loss resulting from the effects of
 nuclear fission or fusion or
 radioactivity;

 d. loss of potential income including, but
 not limited to, interest and dividends
 not realized by the ASSURED or by any
 customer of the ASSURED;

 e. damages of any type for which the
 ASSURED is legally liable, except
 compensatory damages, but not multiples
 thereof, arising from a loss covered
 under this Bond;

 f. costs, fees and expenses incurred by
 the ASSURED in establishing the
 existence of or amount of loss under
 this Bond, except to the extent covered
 under INSURING CLAUSE 11.;

 g. loss resulting from indirect or
 consequential loss of any nature;

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CONDITIONS AND
LIMITATIONS

GENERAL EXCLUSIONS - h. loss resulting from dishonest acts by
APPLICABLE TO ALL INSURING any member of the Board of Directors or
CLAUSES Board of Trustees of the ASSURED who is
(CONTINUED) not an EMPLOYEE, acting alone or in
 collusion with others;

 i. loss, or that part of any loss,
 resulting solely from any violation by
 the ASSURED or by any EMPLOYEE:

 (1) of any law regulating:

 a. the issuance, purchase or
 sale of securities,

 b. securities transactions on
 security or commodity
 exchanges or the over the
 counter market,

 c. investment companies,

 d. investment advisors, or

 (2) of any rule or regulation made
 pursuant to any such law; or

 j. loss of confidential information,
 material or data;

 k. loss resulting from voice requests or
 instructions received over the
 telephone, provided however, this
 Section 2.k. shall not apply to
 INSURING CLAUSE 7. or 9.

SPECIFIC EXCLUSIONS - 3. THIS BOND DOES NOT DIRECTLY OR INDIRECTLY
APPLICABLE TO ALL INSURING COVER:
CLAUSES EXCEPT INSURING
CLAUSE 1. a. loss caused by an EMPLOYEE, provided,
 however, this Section 3.a. shall not
 apply to loss covered under INSURING
 CLAUSE 2. or 3. which results directly
 from misplacement, mysterious
 unexplainable disappearance, or damage
 or destruction of PROPERTY;

 b. loss through the surrender of property
 away from premises of the ASSURED as a
 result of a threat:

 (1) to do bodily harm to any natural
 person, except loss of PROPERTY
 in transit in the custody of any
 person acting as messenger of the
 ASSURED, provided that when such
 transit was initiated there was
 no knowledge by the ASSURED of
 any such threat, and provided
 further that this Section 3.b.
 shall not apply to INSURING
 CLAUSE 7., or

 (2) to do damage to the premises or
 PROPERTY of the ASSURED;

 c. loss resulting from payments made or
 withdrawals from any account involving
 erroneous credits to such account;

 d. loss involving ITEMS OF DEPOSIT which
 are not finally paid for any reason
 provided however, that this Section
 3.d. shall not apply to INSURING CLAUSE
 10.;

 e. loss of property while in the mail;

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98) Page 12 of 19


CONDITIONS AND
LIMITATIONS

SPECIFIC EXCLUSIONS - f. loss resulting from the failure for any
APPLICABLE TO ALL INSURING reason of a financial or depository
CLAUSES EXCEPT INSURING institution, its receiver or other
CLAUSE 1. liquidator to pay or deliver funds or
(CONTINUED) other PROPERTY to the ASSURED provided
 further that this Section 3.f. shall
 not apply to loss of PROPERTY resulting
 directly from robbery, burglary,
 misplacement, mysterious unexplainable
 disappearance, damage, destruction or
 removal from the possession, custody or
 control of the ASSURED.

 g. loss of PROPERTY while in the custody
 of a TRANSPORTATION COMPANY, provided
 however, that this Section 3.g. shall
 not apply to INSURING CLAUSE 3.;

 h. loss resulting from entries or changes
 made by a natural person with
 authorized access to a COMPUTER SYSTEM
 who acts in good faith on instructions,
 unless such instructions are given to
 that person by a software contractor or
 its partner, officer, or employee
 authorized by the ASSURED to design,
 develop, prepare, supply, service,
 write or implement programs for the
 ASSURED's COMPUTER SYSTEM; or

 i. loss resulting directly or indirectly
 from the input of data into a COMPUTER
 SYSTEM terminal, either on the premises
 of the customer of the ASSURED or under
 the control of such a customer, by a
 customer or other person who had
 authorized access to the customer's
 authentication mechanism.

SPECIFIC EXCLUSIONS - 4. THIS BOND DOES NOT DIRECTLY OR INDIRECTLY
APPLICABLE TO ALL INSURING COVER:
CLAUSES EXCEPT INSURING
CLAUSES 1., 4., AND 5. a. loss resulting from the complete or
 partial non-payment of or default on
 any loan whether such loan was procured
 in good faith or through trick,
 artifice, fraud or false pretenses;
 provided, however, this Section 4.a.
 shall not apply to INSURING CLAUSE 8.;

 b. loss resulting from forgery or any
 alteration;

 c. loss involving a counterfeit provided,
 however, this Section 4.c. shall not
 apply to INSURING CLAUSE 5. or 6.

LIMIT OF LIABILITY/NON- 5. At all times prior to termination of this
REDUCTION AND NON- Bond, this Bond shall continue in force for
ACCUMULATION OF LIABILITY the limit stated in the applicable sections
 of ITEM 2. of the DECLARATIONS,
 notwithstanding any previous loss for which
 the COMPANY may have paid or be liable to pay
 under this Bond provided, however, that the
 liability of the COMPANY under this Bond with
 respect to all loss resulting from:

 a. any one act of burglary, robbery or
 hold-up, or attempt thereat, in which
 no EMPLOYEE is concerned or implicated,
 or

 b. any one unintentional or negligent act
 on the part of any one person resulting
 in damage to or destruction or
 misplacement of PROPERTY, or

 c. all acts, other than those specified in
 a. above, of any one person, or

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98) Page 13 of 19


CONDITIONS AND
LIMITATIONS

LIMIT OF LIABILITY/NON- d. any one casualty or event other than
REDUCTION AND NON- those specified in a., b., or c. above, shall
ACCUMULATION OF LIABILITY be deemed to be one loss and shall be limited
(CONTINUED) to the applicable LIMIT OF LIABILITY stated
 in ITEM 2. of the DECLARATIONS of this Bond
 irrespective of the total amount of such loss
 or losses and shall not be cumulative in
 amounts from year to year or from period to
 period.

 All acts, as specified in c. above, of any
 one person which

 i. directly or indirectly aid in any way
 wrongful acts of any other person or
 persons, or

 ii. permit the continuation of wrongful
 acts of any other person or persons

 whether such acts are committed with or
 without the knowledge of the wrongful acts of
 the person so aided, and whether such acts
 are committed with or without the intent to
 aid such other person, shall be deemed to be
 one loss with the wrongful acts of all
 persons so aided.

DISCOVERY 6. This Bond applies only to loss first
 discovered by an officer of the ASSURED
 during the BOND PERIOD. Discovery occurs at
 the earlier of an officer of the ASSURED
 being aware of:

 a. facts which may subsequently result in
 a loss of a type covered by this Bond,
 or

 b. an actual or potential claim in which
 it is alleged that the ASSURED is
 liable to a third party,

 regardless of when the act or acts causing or
 contributing to such loss occurred, even
 though the amount of loss does not exceed the
 applicable DEDUCTIBLE AMOUNT, or the exact
 amount or details of loss may not then be
 known.

NOTICE TO COMPANY - 7. a. The ASSURED shall give the COMPANY
PROOF - LEGAL PROCEEDINGS notice thereof at the earliest
AGAINST COMPANY practicable moment, not to exceed sixty
 (60) days after discovery of loss, in
 an amount that is in excess of 50% of
 the applicable DEDUCTIBLE AMOUNT, as
 stated in ITEM 2. of the DECLARATIONS.

 b. The ASSURED shall furnish to the
 COMPANY proof of loss, duly sworn to,
 with full particulars within six (6)
 months after such discovery.

 c. Securities listed in a proof of loss
 shall be identified by certificate or
 bond numbers, if issued with them.

 d. Legal proceedings for the recovery of
 any loss under this Bond shall not be
 brought prior to the expiration of
 sixty (60) days after the proof of loss
 is filed with the COMPANY or after the
 expiration of twenty-four (24) months
 from the discovery of such loss.

 e. This Bond affords coverage only in
 favor of the ASSURED. No claim, suit,
 action or legal proceedings shall be
 brought under this Bond by anyone other
 than the ASSURED.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98) Page 14 of 19


CONDITIONS AND
LIMITATIONS

NOTICE TO COMPANY - f. Proof of loss involving VOICE INITIATED
PROOF - LEGAL PROCEEDINGS FUNDS TRANSFER INSTRUCTION shall
AGAINST COMPANY include electronic recordings of such
(CONTINUED) instructions.

DEDUCTIBLE AMOUNT 8. The COMPANY shall not be liable under any
 INSURING CLAUSES of this Bond on account of
 loss unless the amount of such loss, after
 deducting the net amount of all reimbursement
 and/or recovery obtained or made by the
 ASSURED, other than from any Bond or policy
 of insurance issued by an insurance company
 and covering such loss, or by the COMPANY on
 account thereof prior to payment by the
 COMPANY of such loss, shall exceed the
 DEDUCTIBLE AMOUNT set forth in ITEM 3. of the
 DECLARATIONS, and then for such excess only,
 but in no event for more than the applicable
 LIMITS OF LIABILITY stated in ITEM 2. of the
 DECLARATIONS.

 There shall be no deductible applicable to
 any loss under INSURING CLAUSE 1. sustained
 by any INVESTMENT COMPANY.

VALUATION 9. BOOKS OF ACCOUNT OR OTHER RECORDS

 The value of any loss of PROPERTY consisting
 of books of account or other records used by
 the ASSURED in the conduct of its business
 shall be the amount paid by the ASSURED for
 blank books, blank pages, or other materials
 which replace the lost books of account or
 other records, plus the cost of labor paid by
 the ASSURED for the actual transcription or
 copying of data to reproduce such books of
 account or other records.

 The value of any loss of PROPERTY other than
 books of account or other records used by the
 ASSURED in the conduct of its business, for
 which a claim is made shall be determined by
 the average market value of such PROPERTY on
 the business day immediately preceding
 discovery of such loss provided, however,
 that the value of any PROPERTY replaced by
 the ASSURED with the consent of the COMPANY
 and prior to the settlement of any claim for
 such PROPERTY shall be the actual market
 value at the time of replacement.

 In the case of a loss of interim
 certificates, warrants, rights or other
 securities, the production of which is
 necessary to the exercise of subscription,
 conversion, redemption or deposit privileges,
 the value of them shall be the market value
 of such privileges immediately preceding
 their expiration if said loss is not
 discovered until after their expiration. If
 no market price is quoted for such PROPERTY
 or for such privileges, the value shall be
 fixed by agreement between the parties.

 OTHER PROPERTY

 The value of any loss of PROPERTY, other than
 as stated above, shall be the actual cash
 value or the cost of repairing or replacing
 such PROPERTY with PROPERTY of like quality
 and value, whichever is less.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98) Page 15 of 19


CONDITIONS AND
LIMITATIONS
(CONTINUED)

SECURITIES SETTLEMENT 10. In the event of a loss of securities covered
 under this Bond, the COMPANY may, at its sole
 discretion, purchase replacement securities,
 tender the value of the securities in money,
 or issue its indemnity to effect replacement
 securities.

 The indemnity required from the ASSURED under
 the terms of this Section against all loss,
 cost or expense arising from the replacement
 of securities by the COMPANY'S indemnity
 shall be:

 a. for securities having a value less than
 or equal to the applicable DEDUCTIBLE
 AMOUNT - one hundred (100%) percent;

 b. for securities having a value in excess
 of the DEDUCTIBLE AMOUNT but within the
 applicable LIMIT OF LIABILITY - the
 percentage that the DEDUCTIBLE AMOUNT
 bears to the value of the securities;

 c. for securities having a value greater
 than the applicable LIMIT OF LIABILITY
 - the percentage that the DEDUCTIBLE
 AMOUNT and portion in excess of the
 applicable LIMIT OF LIABILITY bears to
 the value of the securities.

 The value referred to in Section 10.a., b.,
 and c. is the value in accordance with
 Section 9, VALUATION, regardless of the value
 of such securities at the time the loss under
 the COMPANY'S indemnity is sustained.

 The COMPANY is not required to issue its
 indemnity for any portion of a loss of
 securities which is not covered by this Bond;
 however, the COMPANY may do so as a courtesy
 to the ASSURED and at its sole discretion.

 The ASSURED shall pay the proportion of the
 Company's premium charge for the Company's
 indemnity as set forth in Section 10.a., b.,
 and c. No portion of the LIMIT OF LIABILITY
 shall be used as payment of premium for any
 indemnity purchased by the ASSURED to obtain
 replacement securities.

SUBROGATION - ASSIGNMENT - 11. In the event of a payment under this Bond,
RECOVERY the COMPANY shall be subrogated to all of the
 ASSURED'S rights of recovery against any
 person or entity to the extent of such
 payment. On request, the ASSURED shall
 deliver to the COMPANY an assignment of the
 ASSURED'S rights, title and interest and
 causes of action against any person or entity
 to the extent of such payment.

 Recoveries, whether effected by the COMPANY
 or by the ASSURED, shall be applied net of
 the expense of such recovery in the following
 order:

 a. first, to the satisfaction of the
 ASSURED'S loss which would otherwise
 have been paid but for the fact that it
 is in excess of the applicable LIMIT OF
 LIABILITY,

 b. second, to the COMPANY in satisfaction
 of amounts paid in settlement of the
 ASSURED'S claim,

 c. third, to the ASSURED in satisfaction
 of the applicable DEDUCTIBLE AMOUNT,
 and

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98) Page 16 of 19


CONDITIONS AND
LIMITATIONS

SUBROGATION - ASSIGNMENT - d. fourth, to the ASSURED in satisfaction
RECOVERY of any loss suffered by the ASSURED
(CONTINUED) which was not covered under this Bond.

 Recovery from reinsurance or indemnity of the
 COMPANY shall not be deemed a recovery under
 this section.

COOPERATION OF ASSURED 12. At the COMPANY'S request and at reasonable
 times and places designated by the COMPANY,
 the ASSURED shall:

 a. submit to examination by the COMPANY
 and subscribe to the same under oath,

 b. produce for the COMPANY'S examination
 all pertinent records, and

 c. cooperate with the COMPANY in all
 matters pertaining to the loss.

 The ASSURED shall execute all papers and
 render assistance to secure to the COMPANY
 the rights and causes of action provided for
 under this Bond. The ASSURED shall do nothing
 after loss to prejudice such rights or causes
 of action.

TERMINATION 13. If the Bond is for a sole ASSURED, it shall
 not be terminated unless written notice shall
 have been given by the acting party to the
 affected party and to the Securities and
 Exchange Commission, Washington, D.C., not
 less than sixty (60) days prior to the
 effective date of such termination.

 If the Bond is for a joint ASSURED, it shall
 not be terminated unless written notice shall
 have been given by the acting party to the
 affected party, and by the COMPANY to all
 ASSURED INVESTMENT COMPANIES and to the
 Securities and Exchange Commission,
 Washington, D.C., not less than sixty (60)
 days prior to the effective date of such
 termination.

 This Bond will terminate as to any one
 ASSURED, other than an INVESTMENT COMPANY:

 a. immediately on the taking over of such
 ASSURED by a receiver or other
 liquidator or by State or Federal
 officials, or

 b. immediately on the filing of a petition
 under any State or Federal statute
 relative to bankruptcy or
 reorganization of the ASSURED, or
 assignment for the benefit of creditors
 of the ASSURED, or

 c. immediately upon such ASSURED ceasing
 to exist, whether through merger into
 another entity, disposition of all of
 its assets or otherwise.

 The COMPANY shall refund the unearned premium
 computed at short rates in accordance with
 the standard short rate cancellation tables
 if terminated by the ASSURED or pro rata if
 terminated for any other reason.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98) Page 17 of 19


CONDITIONS AND
LIMITATIONS

TERMINATION If any partner, director, trustee, or officer
(CONTINUED) or supervisory employee of an ASSURED not
 acting in collusion with an EMPLOYEE learns
 of any dishonest act committed by such
 EMPLOYEE at any time, whether in the
 employment of the ASSURED or otherwise,
 whether or not such act is of the type
 covered under this Bond, and whether against
 the ASSURED or any other person or entity,
 the ASSURED:

 a. shall immediately remove such EMPLOYEE
 from a position that would enable such
 EMPLOYEE to cause the ASSURED to suffer
 a loss covered by this Bond; and

 b. within forty-eight (48) hours of
 learning that an EMPLOYEE has committed
 any dishonest act, shall notify the
 COMPANY, of such action and provide
 full particulars of such dishonest act.

 The COMPANY may terminate coverage as
 respects any EMPLOYEE sixty (60) days after
 written notice is received by each ASSURED
 INVESTMENT COMPANY and the Securities and
 Exchange Commission, Washington, D.C. of its
 desire to terminate this Bond as to such
 EMPLOYEE.

OTHER INSURANCE 14. Coverage under this Bond shall apply only as
 excess over any valid and collectible
 insurance, indemnity or suretyship obtained
 by or on behalf of:

 a. the ASSURED,

 b. a TRANSPORTATION COMPANY, or

 c. another entity on whose premises the
 loss occurred or which employed the
 person causing the loss or engaged the
 messenger conveying the PROPERTY
 involved.

CONFORMITY 15. If any limitation within this Bond is
 prohibited by any law controlling this Bond's
 construction, such limitation shall be deemed
 to be amended so as to equal the minimum
 period of limitation provided by such law.

CHANGE OR MODIFICATION 16. This Bond or any instrument amending or
 affecting this Bond may not be changed or
 modified orally. No change in or modification
 of this Bond shall be effective except when
 made by written endorsement to this Bond
 signed by an authorized representative of the
 COMPANY.

 If this Bond is for a sole ASSURED, no change
 or modification which would adversely affect
 the rights of the ASSURED shall be effective
 prior to sixty (60) days after written notice
 has been furnished to the Securities and
 Exchange Commission, Washington, D.C., by the
 acting party.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98) Page 18 of 19


CONDITIONS AND
LIMITATIONS

CHANGE OR MODIFICATION If this Bond is for a joint ASSURED, no charge or
(CONTINUED) modification which would adversely affect the
 rights of the ASSURED shall be effective prior to
 sixty (60) days after written notice has been
 furnished to all insured INVESTMENT COMPANIES and
 to the Securities and Exchange Commission,
 Washington, D.C., by the COMPANY.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98) Page 19 of 19


ENDORSEMENT/RIDER

Effective date of
this endorsement/rider: May 15, 2008 FEDERAL INSURANCE COMPANY
 Endorsement/Rider No. 1
 To be attached to and
 form a part of Bond No. 81906377

Issued to: FLAHERTY & CRUMRINE / CLAYMORE TOTAL RETURN FUND INCORPORATED
DELETING VALUATION-OTHER PROPERTY AND AMENDING CHANGE OR MODIFICATION

ENDORSEMENT

In consideration of the premium charged, it is agreed that this Bond is amended as follows:

1. The paragraph titled Other Property in Section 9, Valuation, is deleted in its entirety.

2. The third paragraph in Section 16, Change or Modification, is deleted in its entirety and replaced with the following:

If this Bond is for a joint ASSURED, no change or modification which would adversely affect the rights of the ASSURED shall be effective prior to sixty (60) days after written notice has been furnished to all insured INVESTMENT COMPANIES and the Securities and Exchange Commission, Washington, D.C., by the COMPANY.

The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms and conditions of coverage.

All other terms, conditions and limitations of this Bond shall remain unchanged.

/S/ ROBERT HAMBURGER
 AUTHORIZED REPRESENTATIVE

17-02-2437 (12/2006) rev.

Page 1

Effective date of
this endorsement: May 15, 2008 FEDERAL INSURANCE COMPANY
 Endorsement No.: 2
 To be attached to and form a part of Bond
 Number: 81906377

Issued to: FLAHERTY & CRUMRINE / CLAYMORE TOTAL RETURN FUND INCORPORATED

COMPLIANCE WITH APPLICABLE TRADE SANCTION LAWS RIDER

It is agreed that this insurance does not apply to the extent that trade or economic sanctions or other laws or regulations prohibit the coverage provided by this insurance.

ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date: May 22, 2008

/S/ ROBERT HAMBURGER
 AUTHORIZED REPRESENTATIVE

Form 14-02-9228 (Ed. 4/2004)


FEDERAL INSURANCE COMPANY
Endorsement No: 3
Bond Number: 81906377

NAME OF ASSURED: FLAHERTY & CRUMRINE / CLAYMORE TOTAL RETURN

FUND INCORPORATED

PREMIUM ENDORSEMENT

It is agreed that:

1. The premium for this Bond for the period May 15, 2008 to May 15, 2009 is:

Premium: Two Thousand Four Hundred Forty-Eight Dollars ($2,448.00)

2. It is further agreed that this premium is subject to change during this period if amendments are made to this Bond at the request of the ASSURED.

This Endorsement applies to loss discovered after 12:01 a.m. on May 15, 2008.

ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date: May 22, 2008

/S/ ROBERT HAMBURGER
 AUTHORIZED REPRESENTATIVE

ICAP Bond

Form 17-02-0735 (Rev. 1-97)


IMPORTANT NOTICE:

THE SEC REQUIRES PROOF OF YOUR FIDELITY INSURANCE POLICY

Your company is now required to file an electronic copy of your fidelity insurance coverage (Chubb's ICAP Bond policy) to the Securities and Exchange Commission (SEC), according to rules adopted by the SEC on June 12, 2006.

Chubb is in the process of providing your agent/broker with an electronic copy of your insurance policy as well as instructions on how to submit this proof of fidelity insurance coverage to the SEC. You can expect to receive this information from your agent/broker shortly.

The electronic copy of your policy is provided by Chubb solely as a convenience and does not affect the terms and conditions of coverage as set forth in the paper policy you receive by mail. The terms and conditions of the policy mailed to you, which are the same as those set forth in the electronic copy, constitute the entire agreement between your company and Chubb.

If you have any questions, please contact your agent or broker.

Form 14-02-12160 (ed. 7/2006)


IMPORTANT POLICYHOLDER INFORMATION

Inquiries concerning your policy should be directed to your insurance agent. The name, address and telephone number of your agent, if one is involved, is shown on the policy and/or in the material accompanying the policy.

If you require additional information you may contact the California Insurance Department at either the following address or phone number:

California Insurance Department 300 South Spring Street Los Angeles, CA 90012 1-800-927-HELP

Form 14-02-1495 (Ed. 1/94)


IMPORTANT NOTICE

The premium shown on this policy or premium statement may be subject to adjustment in accordance with the provisions of California law recently adopted by ballot initiative. You will be informed about any adjustment as soon as the requirements of the law and their effect on your premium can be determined.

Form 99-10-0267 (Ed. 2/98)


POLICYHOLDER
DISCLOSURE NOTICE OF
TERRORISM INSURANCE COVERAGE
(FOR POLICIES WITH NO TERRORISM EXCLUSION OR SUBLIMIT)

You are hereby notified that, under the Terrorism Risk Insurance Act (the "Act"), effective December 26, 2007, this policy makes available to you insurance for losses arising out of certain acts of terrorism. Terrorism is defined as any act certified by the Secretary of the Treasury, in concurrence with the Secretary of State and the Attorney General of the United States, to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of an air carrier or vessel or the premises of a United States Mission; and to have been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion.

You should know that the insurance provided by your policy for losses caused by acts of terrorism is partially reimbursed by the United States under the formula set forth in the Act. Under this formula, the United States pays 85% of covered terrorism losses that exceed the statutorily established deductible to be paid by the insurance company providing the coverage.

However, if aggregate insured losses attributable to terrorist acts certified under the Act exceed $100 billion in a Program Year (January 1 through December 31), the Treasury shall not make any payment for any portion of the amount of such losses that exceeds $100 billion.

10-02-1281 (Ed. 1/2003)


If aggregate insured losses attributable to terrorist acts certified under the Act exceed $100 billion in a Program Year (January 1 through December 31) and we have met our insurer deductible under the Act, we shall not be liable for the payment of any portion of the amount of such losses that exceeds $100 billion, and in such case insured losses up to that amount are subject to pro rata allocation in accordance with procedures established by the Secretary of the Treasury.

The portion of your policy's annual premium that is attributable to insurance for such acts of terrorism is: $ -0-.

If you have any questions about this notice, please contact your agent or broker.

10-02-1281 (Ed. 1/2003)


IMPORTANT NOTICE TO POLICYHOLDERS

All of the members of the Chubb Group of Insurance companies doing business in the United States (hereinafter "Chubb") distribute their products through licensed insurance brokers and agents ("producers"). Detailed information regarding the types of compensation paid by Chubb to producers on US insurance transactions is available under the Producer Compensation link located at the bottom of the page at www.chubb.com, or by calling 1-866-588-9478. Additional information may be available from your producer.

Thank you for choosing Chubb.

10-02-1295 (ed. 5/2007)


THE FOLLOWING RESOLUTIONS WERE ADOPTED AT THE APRIL 18, 2008 MEETING OF THE BOARD OF DIRECTORS OF FLAHERTY & CRUMRINE/CLAYMORE TOTAL RETURN FUND INCORPORATED AT WHICH A MAJORITY OF DIRECTORS WHO ARE NOT "INTERESTED PERSONS" APPROVED THE AMOUNT AND FORM OF THE CURRENT BOND FOR THE PERIOD FROM MAY 15, 2008 TO MAY 15, 2009:

 RESOLVED: That the renewal of the fidelity bond
 coverage for the period from May 15, 2008 to
 May 15, 2009, which provides coverage in the
 aggregate amount of $750,000, is hereby
 approved; and further

 RESOLVED: That it is the finding of the Directors at
 this Meeting that the fidelity bond (the
 "Bond") issued through Chubb Group of
 Insurance Companies in the amount of $750,000
 covering officers and employees of the Fund,
 in accordance with the requirements of Rule
 17g-1 under the Investment Company Act of
 1940, as amended (the "1940 Act"), is
 reasonable in form and amount, after having
 given due consideration to, among other
 things, the value of the aggregate assets of
 the Fund to which any person covered under
 the Bond may have access, the custody and
 safekeeping of the assets of the Fund's
 portfolio, and the nature of the securities
 in the Fund's portfolio; and further

 RESOLVED: That a Special Committee of the Board of
 Directors, consisting of Mr. Wulf and Mr.
 Crumrine be, and hereby is, established for
 the purposes of determining the Fund's
 fidelity bond insurance coverage and related
 premiums for the period from May 15, 2008 to
 May 15, 2009, such determinations to be based
 upon information reviewed by and recommended
 by Fund management; and further.

 RESOLVED: That the appropriate officers of the Fund are
 hereby authorized and directed to take such
 other action as may from time to time be
 necessary or appropriate in order to conform
 to the provisions of the 1940 Act and the
 rules and regulations under that Act; and
 further

 RESOLVED: That the Secretary or Assistant Secretary of
 the Fund shall make such filings concerning
 the Bond with the Securities and Exchange
 Commission ("SEC") and give such notices as
 required under paragraph (g) of Rule 17g-1
 promulgated by the SEC under the 1940 Act.

THE FOLLOWING RESOLUTIONS WERE ADOPTED AT THE MAY 14, 2008 MEETING OF THE

SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS OF FLAHERTY & CRUMRINE/CLAYMORE TOTAL RETURN FUND INCORPORATED AT WHICH THE DIRECTORS COMPRISING THE SPECIAL COMMITTEE APPROVED THE COVERAGE AND RELATED PREMIUM IN CONNECTION WITH THE CURRENT BOND FOR THE PERIOD FROM MAY 15, 2008 TO MAY 15, 2009:

RESOLVED: That the renewal of the fidelity bond coverage for the period from May 15, 2008 to May 15, 2009, which provides coverage in the aggregate amount of $750,000, is hereby approved; and further


RESOLVED: That it is the finding of the Directors at
 this Meeting that the fidelity bond (the
 "Bond") issued through Chubb Group of
 Insurance Companies in the amount of $750,000
 covering officers and employees of the Fund,
 in accordance with the requirements of Rule
 17g-1 under the Investment Company Act of
 1940, as amended (the "1940 Act"), is
 reasonable in form and amount, after having
 given due consideration to, among other
 things, the value of the aggregate assets of
 the Fund to which any person covered under
 the Bond may have access, the custody and
 safekeeping of the assets of the Fund's
 portfolio, and the nature of the securities
 in the Fund's portfolio; and further

RESOLVED: That the premium in the amount of $2,448 paid
 by the Fund under the Bond is hereby
 authorized; and further

RESOLVED: That the appropriate officers of the Fund are
 hereby authorized and directed to take such
 other action as may from time to time be
 necessary or appropriate in order to conform
 to the provisions of the 1940 Act and the
 rules and regulations under that Act; and
 further

RESOLVED: That the Secretary or Assistant Secretary of
 the Fund shall make such filings concerning
 the Bond with the Securities and Exchange
 Commission ("SEC") and give such notices as
 required under paragraph (g) of Rule 17g-1
 promulgated by the SEC under the 1940 Act.

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