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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Flaherty & Crumrine / Claymore Total Return Fund
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
338479108
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(CUSIP Number)
December 31, 2008
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[_] Rule 13d-1(c)
[_] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of (S) 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 338479108
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1. Names of Reporting Persons.
Claymore Securities Defined Portfolios,
Series 305, 352, 357, 358, 374, 376, 384, 390, 398, 406, 426, 433,
434, 438, 446, 453, 458, 459, 461, 468, and 494
I.R.S. Identification Nos. of above persons (entities only):
Claymore Securities Defined Portfolios,
Series 305 -- Tax ID# 205045471
1
Claymore Securities Defined Portfolios,
Series 352 -- Tax ID# 133792989
Claymore Securities Defined Portfolios,
Series 357 -- Tax ID# 137554658
Claymore Securities Defined Portfolios,
Series 358 -- Tax ID# 113797653
Claymore Securities Defined Portfolios,
Series 358 -- Tax ID# 113797655
Claymore Securities Defined Portfolios,
Series 374 -- Tax ID# 137554776
Claymore Securities Defined Portfolios,
Series 376 -- Tax ID# 137554779
Claymore Securities Defined Portfolios,
Series 384 -- Tax ID# 137554706
Claymore Securities Defined Portfolios,
Series 390 -- Tax ID# 113815407
Claymore Securities Defined Portfolios,
Series 398 -- Tax ID# 137567981
Claymore Securities Defined Portfolios,
Series 406 -- Tax ID# 137568027
Claymore Securities Defined Portfolios,
Series 426 -- Tax ID# 137573674
Claymore Securities Defined Portfolios,
Series 426 -- Tax ID# 137573673
Claymore Securities Defined Portfolios,
Series 433 -- Tax ID# 137573680
Claymore Securities Defined Portfolios,
Series 434 -- Tax ID# 137573682
Claymore Securities Defined Portfolios,
Series 438 -- Tax ID# 137579495
Claymore Securities Defined Portfolios,
Series 438 -- Tax ID# 137579496
Claymore Securities Defined Portfolios,
Series 446 -- Tax ID# 137582450
Claymore Securities Defined Portfolios,
Series 453 -- Tax ID# 137582461
Claymore Securities Defined Portfolios,
Series 453 -- Tax ID# 137582462
Claymore Securities Defined Portfolios,
Series 458 -- Tax ID# 137582530
Claymore Securities Defined Portfolios,
Series 459 -- Tax ID# 137586009
Claymore Securities Defined Portfolios,
Series 459 -- Tax ID# 137586008
Claymore Securities Defined Portfolios,
Series 461 -- Tax ID# 137586010
Claymore Securities Defined Portfolios,
Series 468 -- Tax ID# 137586033
Claymore Securities Defined Portfolios,
Series 494 -- Tax ID# 137593994
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [_]
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3. SEC Use Only
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4. Citizenship or Place of Organization:
Claymore Securities Defined Portfolios,
Series 305, Lisle, IL
Claymore Securities Defined Portfolios,
Series 352, Lisle, IL
Claymore Securities Defined Portfolios,
Series 357, Lisle, IL
Claymore Securities Defined Portfolios,
Series 358, Lisle, IL
Claymore Securities Defined Portfolios,
Series 374, Lisle, IL
Claymore Securities Defined Portfolios,
Series 376, Lisle, IL
Claymore Securities Defined Portfolios,
Series 384, Lisle, IL
Claymore Securities Defined Portfolios,
Series 390, Lisle, IL
Claymore Securities Defined Portfolios,
Series 398, Lisle, IL
Claymore Securities Defined Portfolios,
Series 406, Lisle, IL
Claymore Securities Defined Portfolios,
Series 426, Lisle, IL
Claymore Securities Defined Portfolios,
Series 433, Lisle, IL
Claymore Securities Defined Portfolios,
Series 434, Lisle, IL
Claymore Securities Defined Portfolios,
Series 438, Lisle, IL
Claymore Securities Defined Portfolios,
Series 446, Lisle, IL
Claymore Securities Defined Portfolios,
Series 453, Lisle, IL
Claymore Securities Defined Portfolios,
Series 458, Lisle, IL
Claymore Securities Defined Portfolios,
Series 459, Lisle, IL
Claymore Securities Defined Portfolios,
Series 461, Lisle, IL
Claymore Securities Defined Portfolios,
Series 468, Lisle, IL
Claymore Securities Defined Portfolios,
Series 494, Lisle, IL
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Number of 5. Sole Voting Power
Shares
570,340
2
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6. Shared Voting Power
Beneficially by
Owned by --------------------------------------------------------------
Each 7. Sole Dispositive Power
Reporting
Person 570,340
With: --------------------------------------------------------------
8. Shared Dispositive Power
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
570,340
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10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
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11. Percent of Class Represented by Amount in Row (9)
5.83%
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12. Type of Reporting Person (See Instructions)
IV
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Item 1. (a) Name of Issuer
Flaherty & Crumrine
(b) Address of Issuer's Principal Executive Offices
F&C/Claymore Preferred Securities Inc.
301 East Colorado Blvd, Suite 720
Pasadena, CA 91101
Item 2. (a) Name of Person Filing
Claymore Securities, Inc. as Sponsor for the Filing Entities
(b) Address of Principal Business Office or, if none, Residence
2455 Corporate West Drive
Lisle, IL 60532
(c) Citizenship
USA
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number
338479108
Item 3. If this statement is filed pursuant to (S) (S) 240.13d-1 (b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [X] Broker or dealer registered under section 15 of the
Act (15 U.S.C, 78o).
(b) [_] Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c).
(c) [_] Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C. 78c).
(d) [_] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C 80a-8).
(e) [_] An investment adviser in accordance with
SECTION240.13d-l(b) (l}(ii)(E);
(f) [_] An employee benefit plan or endowment fund in
accordance with SECTION240.13d-l(b)(l}(ii)(F);
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(g) [_] A parent holding company or control person in
accordance with SECTION240.13d-l(b)(l)(ii)(G);
(h) [_] A savings associations as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [_] A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [_] A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [_] Group, in accordance with
SECTION240.13d-l(b)(l)(ii)(J).
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 570,340
(b) Percent of class: 5.83%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 570,340
(ii) Shared power to vote or to direct the vote
___________.
(iii) Sole power to dispose or to direct the disposition
of 570,340
(iv) Shared power to dispose or to direct the disposition
of ___________.
Instruction. For computations regarding securities which represent a right
to acquire an underlying security see Section N240.13d-3(d)(l).
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [_].
Instruction: Dissolution of a group requires a response to this item.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the
beneficiaries of employee benefit plan, pension fund or endowment fund is not
required.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
If a parent holding company has filed this schedule, pursuant to Rule
13d-l(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the
identity and the Item 3 classification of the relevant subsidiary. If a parent
holding company has filed this schedule pursuant to Rule 13d-l(c) or Rule
13d-l(d), attach an exhibit stating the identification of the relevant
subsidiary.
Item 8. Identification and Classification of Members of the Group
If a group has filed this schedule pursuant to
SECTION240.13d-l(b)(l)(ii)(J), so indicate under Item 3(j) and attach an
exhibit stating the identity and Item 3 classification of each member of the
group. If a group has filed this schedule pursuant to SECTION240.13d-l(c) or
SECTION240.13d-I(d), attach an exhibit stating the identity of each member of
the group.
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Item 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity. See Item 5.
Item 10. Certification
(a) The following certification shall be included if the statement is
filed pursuant to SECTION240.13d-1 (b):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are
held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.
(b) The following certification shall be included if the statement is
filed pursuant to SECTIONS240.13d-l(c):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete, and
correct.
February 11, 2009
-----------------------------
Date
/s/ Kevin Robinson
-----------------------------
Signature
Kevin Robinson, Senior
Managing Director,
General Counsel and Corporate
Secretary
Claymore Securities, Inc.
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Name/Title
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See SECTIONS240.13d-7 for other
parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001)
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