RLI CORP — Director's Dealing 2007

Jul 20, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RLI CORP (RLI)
CIK: 0000084246
Period of Report: 2007-07-18

Reporting Person: STEPHENS GERALD D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-07-18	Common Stock	M	77762	$21.1	Acquired	1220909.1677	Direct
2007-07-18	Common Stock	F	47284	$60.19	Disposed	1173625.1677	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-07-18	Stock Option	$21.1	M	77762	Disposed	2008-05-07	Common Stock (77762)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15009.4559	Indirect
Common Stock	72369.8378	Indirect
Common Stock	29103.6853	Indirect
Common Stock	2492	Indirect
Common Stock	68935	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Option	$15.9063	2009-05-06	Common Stock (55114)	55114	Direct
Stock Option	$15.7813	2010-05-04	Common Stock (49664)	49664	Direct
Stock Option	$20.05	2011-05-03	Common Stock (1440)	1440	Direct
Stock Option	$29.405	2012-05-01	Common Stock (1080)	1080	Direct
Stock Option	$29.55	2013-05-01	Common Stock (720)	720	Direct
Stock Option	$34.55	2014-05-03	Common Stock (360)	360	Direct
Stock Option	$40.39	2014-02-02	Common Stock (360)	360	Direct

Footnotes

F1: Transaction represents an exercise of options for 77,762 shares of common stock with a concurrent swap of 47,284 of such shares with the Company for payment of exercise price and related taxes.

F5: Ownership reflects dividend reinvestment.

F6: Ownership reflects dividend reinvestment.

F2: Ownership reflects dividend reinvestment.

F4: Ownership reflects dividend reinvestment.

F3: Transaction represents an exercise of options for 77,762 shares of common stock with a concurrent swap of 47,284 of such shares with the Company for payment of exercise price and related taxes.