RLI CORP — Director's Dealing 2004

Dec 22, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RLI CORP (RLI)
CIK: 0000084246
Period of Report: 2004-12-20

Reporting Person: SUTKOWSKI EDWARD F (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-12-21	Common Stock	A	367	$40.8	Acquired	48063.7002	Direct
2004-12-20	Common Stock	J	348.0237	$40.3218	Acquired	71695.5977	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	74338.6103	Indirect
Common Stock	3259.7621	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$22.75	2012-02-01	Common Stock (600)	600	Direct
Stock Option	$27.51	2013-02-03	Common Stock (1200)	1200	Direct
Stock Option	$40.39	2014-02-02	Common Stock (3600)	3600	Direct

Footnotes

F2: Ownership reflects dividend reinvestment.

F6: Ownership reflects dividend reinvestment.

F5: Ownership reflects dividend reinvestment.

F4: Ownership reflects dividend reinvestment.

F1: Issued pursuant to the RLI Corp. Nonemployee Directors' Stock Plan

F3: The securities herein were allocated to my account pursuant to the RLI Corp. Directors' Irrevocable Trust Agreement.