United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
Preferred Income Opportunity Fund
(Name of Issuer)
Common Stock
(Title of Class of Securities)
74037H-10-4
(CUSIP Number)
The Commerce Group, Inc.
211 Main Street
Webster, MA 01570
(508) 943-9000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 22, 2003
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box: [X]
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 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).
Page 1 of 7
CUSIP No.: 74037H-10-4 THE COMMERCE GROUP, INC.
SCHEDULE 13D
AMENDMENT No. 4
APRIL 28, 2003
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. ID NO. OF ABOVE PERSON
The Commerce Group Inc.
ID# 04-2599931
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS [WC]
5 CHECK BOX IF DISCLOSURE OF LEGAL [ ]
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SOLE VOTING POWER 3,641,543
SHARED VOTING POWER 0
SOLE DISPOSITIVE POWER 3,641,543
SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,641,543
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
32.1%
14. TYPE OF REPORTING PERSON
[HC]
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CUSIP No.: 74037H-10-4 THE COMMERCE GROUP, INC.
SCHEDULE 13D
AMENDMENT No. 4
APRIL 28, 2003
ITEM 1. SECURITY AND ISSUER
This Schedule 13D relates to the shares of beneficial interest (the
"Shares"), of Preferred Income Opportunity Fund (the "Fund"), a Maryland
business trust registered as an investment company under the Investment
Company Act of 1940, as amended (the "Investment Company Act"). The principal
executive offices of the Fund are located at 301 E. Colorado Blvd, Ste 720,
Pasadena, California, 91101.
ITEM 2. IDENTITY AND BACKGROUND
(a) - (f) This Schedule 13D is being filed by The Commerce Group Inc.
(the "Reporting Person"), a corporation formed under the laws of
Massachusetts. The Reporting Person is a corporation whose principal offices
are located at 211 Main Street Webster, MA 01570. No material changes have
taken place with respect to director or officer information of the Reporting
Person.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
This item is not applicable. This Schedule 13D reports sales of shares
rather than purchases.
ITEM 4. PURPOSE OF TRANSACTION
No material change has taken place since the previous filing.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Fund's reports with the Securities and Exchange Commission report
that 11,354,331 Shares are outstanding. Based upon such number, the Reporting
Person beneficially owns 32.1% of the Fund's outstanding Shares.
(b) Reporting Person is the beneficial owner (through its insurance
subsidiaries as listed below) of 3,641,543 Shares, over which it has sole
power of disposition and voting. Such number of Shares represents
approximately 32.1% of the outstanding Shares.
Shares Cost
The Commerce Insurance Company 3,538,643 $42,769,857
American Commerce Insurance Company 88,500 973,500
Commerce West Insurance Company 14,400 162,914
Totals 3,641,543 $43,906,271
(c) During the period from September 11, 2002 through April 22, 2003 the
Reporting Person has effected the following sales in the shares of Common
Stock, all of which were made on the New York Stock Exchange (see attached
Annex B). All transactions prior to September 11, 2002 were reported on
previous Schedule 13D filings.
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CUSIP No.: 74037H-10-4 THE COMMERCE GROUP, INC.
SCHEDULE 13D
AMENDMENT No. 4
APRIL 28, 2003
(d) No person other than the Reporting Person has the right to receive or
the power to direct the receipt of dividends from, or the proceeds from the
sale of, the shares of Common Stock owned by the Reporting Person.
(e) It is inapplicable to state the date on which the Reporting Person
ceased to be the beneficial owner of more than five percent of the Common
Stock.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER
The Reporting Person does not have any contract, arrangement,
understanding or relationship (legal or otherwise) with any person with
respect to any securities of the Fund, including, but not limited to, the
transfer or voting of any such securities, finders' fees, joint ventures, loan
or option arrangements, puts or calls, guarantees of profits, division of
profits or loss, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Annex A Item 5(c) Information
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CUSIP No.: 74037H-10-4 THE COMMERCE GROUP, INC.
SCHEDULE 13D
AMENDMENT No. 4
APRIL 28, 2003
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.
April 28, 2003 THE COMMERCE GROUP, INC.
Gerald Fels
Executive Vice President &
Chief Financial Officer
Page 5 of 7
ANNEX B
Item 5 (c) - Information
PFO 74037H-10-4 PREFERRED INCOME OPPORTUNITY FUND
Sales from 09/11/02 - 04/22/03
COMMERCE INSURANCE COMPANY
TRADE SETTLEMENT SHARES SALE PRICE
DATE DATE SOLD PER SHARE CONSIDERATION
04/17/03 04/23/03 3,000 $13.3217 $39,843.23
COMMERCE INSURANCE TOTALS 3,000 $39,843.23
AMERICAN COMMERCE INSURANCE COMPANY
TRADE SETTLEMENT SHARES SALE PRICE
DATE DATE SOLD PER SHARE CONSIDERATION
01/23/03 01/28/03 5,800 $12.7000 $ 73,425.78
02/03/03 02/06/03 1,400 12.7400 17,779.46
02/03/03 02/06/03 8,900 12.7000 112,670.59
02/04/03 02/07/03 3,000 12.7000 37,978.85
02/05/03 02/10/03 2,300 12.7000 29,117.12
02/10/03 02/13/03 8,000 12.7000 101,276.94
02/11/03 02/14/03 4,000 12.7000 50,638.47
02/12/03 02/18/03 1,100 12.7000 13,925.57
Page 6 of 7
ANNEX B
Item 5 (c) - Information (continued)
PFO 74037H-10-4 PREFERRED INCOME OPPORTUNITY FUND
AMERICAN COMMERCE INSURANCE COMPANY (continued)
TRADE SETTLEMENT SHARES SALE PRICE
DATE DATE SOLD PER SHARE CONSIDERATION
02/13/03 02/19/03 1,200 12.7000 15,191.54
02/13/03 02/19/03 3,800 12.7000 48,106.54
02/14/03 02/20/03 13,300 12.7000 168,372.91
02/18/03 02/21/03 5,000 12.7000 63,298.08
02/19/03 02/24/03 1,000 12.7000 12,659.61
02/19/03 02/24/03 5,000 12.7500 63,548.08
04/21/03 04/24/03 38,500 13.1981 506,563.07
04/22/03 04/25/03 9,200 12.9379 118,655.11
AMERICAN COMMERCE TOTALS 111,500 $1,433,207.72
TOTAL SALES 114,500 $1,473,050.95
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