RLI CORP — Director's Dealing 2007

Feb 6, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RLI CORP (RLI)
CIK: 0000084246
Period of Report: 2007-01-26

Reporting Person: STEPHENS GERALD D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-01-26	Common Stock	J	3.2747	$55.3822	Acquired	18622.1865	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1115553.9912	Direct
Common Stock	95670.3406	Indirect
Common Stock	28688.7888	Indirect
Common Stock	3692	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	$21.1	2008-05-07	Common Stock (77762)	77762	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

F4: Ownership reflects dividend reinvestment.

F5: Ownership reflects dividend reinvestment.

F1: Ownership reflects dividend reinvestment.

F2: The securities herein were allocated to my account pursuant to the RLI Corp. Executive Deferred Compensation Agreement.

F3: Ownership reflects dividend reinvestment.