CNA FINANCIAL CORP — Director's Dealing 2012

May 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CNA FINANCIAL CORP (CNA)
CIK: 0000021175
Period of Report: 2012-05-17

Reporting Person: Wilson Peter W (President & COO, CNA Specialty)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-17	Common Stock	M	5000	$24.69	Acquired	5000	Direct
2012-05-17	Common Stock	S	5000	$28.56	Disposed	0	Direct
2012-05-17	Common Stock	A	15000	$28.80	Acquired	9005	Direct
2012-05-17	Common Stock	F	4146	$28.80	Disposed	4859	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-17	Stock Option	$24.69	M	5000	Disposed	2013-05-07	Common Stock (5000)	Direct
2012-05-17	Stock Appreciation Rights	$11.51	M	15000	Disposed	2019-02-04	Common Stock (15000)	Direct

Footnotes

F1: The option became exercisable in four equal annual installments beginning on May 7, 2004.

F2: The Reporting Person received the Derivative Security pursuant to a stock option at no cost.

F3: The option became exercisable in four equal annual installments beginning on February 4, 2009.

F4: The Reporting Person received the Stock Appreciation Rights at no cost.

F5: The Reporting Person exercised 15,000 Stock Appreciation Rights and as such received a gain of 9,005 shares of the issuers common stock.