RLI CORP — Director's Dealing 2004

Feb 18, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RLI CORP (RLI)
CIK: 0000084246
Period of Report: 2004-02-17

Reporting Person: MICHAEL JONATHAN E (Director, President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-02-17	Common Stock	J	76.923	$39	Acquired	24085.1762	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	30829.5705	Indirect
Common Stock	76480.2205	Indirect
Common Stock	13397.5964	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$8.24	2005-05-11	Common Stock (11836)	11836	Direct
Stock Option	$9.15	2006-05-02	Common Stock (7250)	7250	Direct
Stock Option	$13	2007-05-01	Common Stock (21000)	21000	Direct
Stock Option	$15.7813	2010-05-04	Common Stock (56000)	56000	Direct
Stock Option	$20.05	2011-05-03	Common Stock (60000)	60000	Direct
Stock Option	$21.1	2008-05-07	Common Stock (38500)	38500	Direct
Stock Option	$29.335	2012-05-02	Common Stock (60000)	60000	Direct
Stock Option	$29.55	2013-05-01	Common Stock (60000)	60000	Direct
Option	$15.9063	2009-05-06	Common Stock (57800)	57800	Direct

Footnotes

F1: Shares purchased through payroll deduction feature of the RLI Dividend Reinvestment Plan.

F2: Ownership reflects dividend reinvestment.

F3: Ownership reflects shares allocated to ESOP participant's account and dividend reinvestment.