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: MCPHEETERS F LYNN (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-12-21	Common Stock	A	367	$40.8	Acquired	1264.401	Direct
2004-12-20	Common Stock	J	456.846	$40.3218	Acquired	6738.0194	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$19.125	2010-08-24	Common Stock (6000)	6000	Direct
Stock Option	$22.7	2011-02-01	Common Stock (1282)	1282	Direct
Stock Option	$22.75	2012-02-01	Common Stock (1800)	1800	Direct
Stock Option	$27.51	2013-02-03	Common Stock (1800)	1800	Direct
Stock Option	$40.39	2014-02-02	Common Stock (3600)	3600	Direct

Footnotes

F3: Ownership reflects dividend reinvestment.

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

F2: The securities herein were allocated to my account pursuant to the RLI Corp. Directors' Irrevocable Trust Agreement.