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RLI CORP Director's Dealing 2005

Oct 27, 2005

30928_dirs_2005-10-27_f5a4541d-fd9b-4885-9bcf-9978e78b4709.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RLI CORP (RLI)
CIK: 0000084246
Period of Report: 2005-10-25

Reporting Person: MICHAEL JONATHAN E (Director, President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-10-25 Common Stock M 2250 $9.15 Acquired 116244.8889 Direct
2005-10-25 Common Stock M 21000 $13 Acquired 137244.8889 Direct
2005-10-25 Common Stock M 4864 $15.7813 Acquired 142108.8889 Direct
2005-10-25 Common Stock M 1 $21.1 Acquired 142109.8889 Direct
2005-10-25 Common Stock F 5561 $52.8 Disposed 136548.8889 Direct
2005-10-25 Common Stock F 2631 $52.8 Disposed 133917.8889 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-10-25 Stock Option $9.15 M 2250 Disposed 2006-05-02 Common Stock (2250) Direct
2005-10-25 Stock Option $13 M 21000 Disposed 2007-05-01 Common Stock (21000) Direct
2005-10-25 Stock Option $15.7813 M 4864 Disposed 2010-05-04 Common Stock (4864) Direct
2005-10-25 Stock Option $21.1 M 1 Disposed 2008-05-07 Common Stock (1) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 59570.6644 Indirect
Common Stock 33988.7959 Indirect
Common Stock 13716.1072 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Option $15.9063 2009-05-06 Common Stock (6290) 6290 Direct
Stock Option $20.05 2011-05-03 Common Stock (60000) 60000 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
Stock Option $35.08 2014-05-06 Common Stock (60000) 60000 Direct
Stock Option $44.54 2015-05-05 Common Stock (45000) 45000 Direct

Footnotes

F1: Ownership reflects dividend reinvestment.

F2: Ownership reflects shares allocated to ESOP participant's account and dividend reinvestment.

F5: Options balance adjusted to reflect 2 additional options received pursuant to the 1995 and 1998 stock splits.

F4: Ownership reflects dividend reinvestment.

F3: Ownership reflects dividend reinvestment.