UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-21380
Flaherty & Crumrine/Claymore Total Return 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: July 1, 2009 - June 30, 2010
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (Sections 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX 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 the
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. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2009 TO JUNE 30, 2010
FORM N-PX SPREADSHEET*
REGISTRANT NAME: Flaherty & Crumrine / Claymore Total Return
Fund Incorporated
INVESTMENT COMPANY ACT FILE NUMBER: 811 - 21380
REPORTING PERIOD: 07/01/2009 - 06/30/2010
REGISTRANT ADDRESS: 301 E. Colorado Boulevard, Suite 720,
Pasadena, California 91101
NAME OF SERIES (AS APPLICABLE):
--------------------------------------------------------------------------------
CIT GROUP
Ticker Symbol: CIT CUSIP/Security ID: 125581801
Meeting Date: 5/11/2010
FUND'S VOTE
FOR OR
AGAINST
PROPOSAL, OR
ABSTAIN; FOR
WHETHER OR WITHHOLD WHETHER VOTE
WHO PROPOSED FUND CAST REGARDING WAS FOR OR
MATTER: ISSUER / VOTE ON ELECTION OF AGAINST
SUMMARY OF MATTER VOTED ON SHAREHOLDER MATTER DIRECTORS MANAGEMENT
----------------------------------------------- ---------------- --------- ------------ ------------
Approve directors Issuer Yes For For
Approve auditor Issuer Yes For For
Approve compensation of CIT executives Issuer Yes For For
--------------------------------------------------------------------------------
WACHOVIA PREFERRED FUNDING
Ticker Symbol: WNA-P CUSIP/Security ID: 92977V206
Meeting Date: 5/10/2010
FUND'S VOTE
FOR OR
AGAINST
PROPOSAL, OR
ABSTAIN; FOR
WHETHER OR WITHHOLD WHETHER VOTE
WHO PROPOSED FUND CAST REGARDING WAS FOR OR
MATTER: ISSUER / VOTE ON ELECTION OF AGAINST
SUMMARY OF MATTER VOTED ON SHAREHOLDER MATTER DIRECTORS MANAGEMENT
----------------------------------------------- ---------------- --------- ------------ ------------
Approve directors Issuer Yes For For
--------------------------------------------------------------------------------
XL CAPITAL
Ticker Symbol: XL CUSIP/Security ID: 98372PAJ7
Meeting Date: 4/30/2010
FUND'S VOTE
FOR OR
AGAINST
PROPOSAL, OR
ABSTAIN; FOR
WHETHER OR WITHHOLD WHETHER VOTE
WHO PROPOSED FUND CAST REGARDING WAS FOR OR
MATTER: ISSUER / VOTE ON ELECTION OF AGAINST
SUMMARY OF MATTER VOTED ON SHAREHOLDER MATTER DIRECTORS MANAGEMENT
----------------------------------------------- ---------------- --------- ------------ ------------
Approve scheme of arrangement proposal Issuer Yes Against Against
Solicit additional proxies if needed for scheme Issuer Yes Against Against
SIGNATURES
Pursuant to the requirements of 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/Claymore Total Return 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 8/20/2010
---------
* Print the name and title of each signing officer under his or her
signature.