BERKLEY W R CORP — Director's Dealing 2011

Jan 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BERKLEY W R CORP (WRB)
CIK: 0000011544
Period of Report: 2010-12-31

Reporting Person: BERKLEY WILLIAM R JR (Director, President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-31	Common Stock	M	250000	$9.34	Acquired	787631	Direct
2010-12-31	Common Stock	F	155973	$27.41	Disposed	631658	Direct
2010-11-16	Common Stock	W	5187	—	Acquired	636845	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-31	Employee Stock Option (Right to Buy)	$9.34	M	250000	Disposed	2011-03-13	Common Stock (250000)	Direct

Footnotes

F1: This stock option grant, dated March 13, 2001, was originally reported as covering 100,000 shares with an exercise price of $47.28125 and has been adjusted to reflect the 3-for-2 stock splits of July 2002, August 2003, April 2005 and April 2006.

F2: Includes 446,250 RSUs, 146,250 of which have vested (the receipt of which have been deferred) and the balance of which are scheduled to vest as follows: 150,000 on December 17, 2012; and 150,000 on March 2, 2015.

F3: Stock option grant vested in four equal installments on March 13, 2004, March 13, 2005, March 13, 2006 and March 13, 2007.