8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)		February 6, 2006
CINCINNATI FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Ohio	0-4604		31-0746871
(State or other jurisdiction of incorporation)	(Commission File Number)		(I.R.S. Employer Identification No.)
6200 S. Gilmore Road, Fairfield, Ohio			45014-5141
(Address of principal executive offices)			(Zip Code)
Registrant’s telephone number, including area code		(513) 870-2000
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

Item 7.01 Regulation FD Disclosure.

On February 6, 2006, Cincinnati Financial Corporation issued the attached news release “Cincinnati Financial Corporation Increases Cash Dividend.” The news release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference. This report should not be deemed an admission as to the materiality of any information contained in the news release.

On February 6, 2006, Cincinnati Financial Corporation issued the attached news release “Cincinnati Financial Corporation’s Subsidiaries Announce Appointments.” The news release is furnished as Exhibit 99.2 hereto and is incorporated herein by reference. This report should not be deemed an admission as to the materiality of any information contained in the news release.

The information furnished in Item 7.01 of this report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

Exhibit 99.1 – News release dated February 6, 2006, titled “Cincinnati Financial Corporation Increases Cash Dividend.”

Exhibit 99.2 – News release dated February 6, 2006, titled “Cincinnati Financial Corporation’s Subsidiaries Announce Appointments.”

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CINCINNATI FINANCIAL CORPORATION

Date: February 6, 2006

/S/ Kenneth W. Stecher

Kenneth W. Stecher

Chief Financial Officer, Senior Vice President, Secretary and Treasurer

(Principal Accounting Officer)

EX-99

CINCINNATI  FINANCIAL  CORPORATION

Mailing Address:                  P.O. BOX 145496

CINCINNATI, OHIO  45250-5496

              (513) 870-2000

Investor Contact: Heather J. Wietzel

 (513) 870-2768

Media Contact: Joan O. Shevchik

(513) 603-5323

Cincinnati Financial Corporation Increases Cash Dividend

· 9.8% rise in quarterly cash dividend

· Board sets stage for 46^thconsecutive year of higher dividends

Cincinnati, February 6, 2006 -- Cincinnati Financial Corporation (Nasdaq: CINF) today announced that the board of directors voted at its regular meeting on February 3, 2006, to increase the regular quarterly cash dividend 9.8 percent to 33.5 cents per share, payable April 14, 2006, to shareholders of record on March 24, 2006. At the new level, the indicated annual dividend is $1.34 per share. Adjusted for stock dividends, cash dividends declared in 2005 were $1.205 per share.

Chairman and Chief Executive Officer John J. Schiff, Jr., CPCU, commented, “As we announced on January 30, we now expect to report that written premium growth, the combined ratio and investment income growth for full-year 2005 may match or exceed the results we previously anticipated. Cincinnati Financial has consistently generated value for shareholders by following a long-term approach that commits us to the independent agency system, claims service excellence, loss reserve adequacy and total return investing. Today’s action signals the board’s continuing confidence in that approach.”

Cincinnati Financial's common stock total return to shareholders over the five years ended December 31, 2005, was 40.9 percent compared with a 2.8 percent total return for the Standard & Poor's 500 Index.

Cincinnati Financial plans to report fourth-quarter and year-end 2005 results on Wednesday, February 8. A conference call to discuss the results will be held at 1:00 p.m. EST on that day. Details regarding the Internet broadcast of the conference call are available on www.cinfin.com/investors.

Cincinnati Financial Corporation offers property and casualty insurance, its main business, through The Cincinnati Insurance Company, The Cincinnati Indemnity Company and The Cincinnati Casualty Company. The Cincinnati Life Insurance Company markets life and disability income insurance and annuities. CFC Investment Company offers commercial leasing and financing services. CinFin Capital Management Company provides asset management services to institutions, corporations and individuals.

This is a “Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995. Certain forward-looking statements contained herein involve potential risks and uncertainties. The company’s future results could differ materially from those discussed. Factors that could cause or contribute to such differences include, but are not limited to:

·

Unusually high levels of catastrophe losses due to changes in weather patterns, environmental events, terrorism incidents or other causes

·

Ability to obtain adequate reinsurance on acceptable terms, amount of reinsurance purchased and financial strength of reinsurers

·

Increased frequency and/or severity of claims

·

Events or conditions that could weaken or harm the company’s relationships with its independent agencies and hamper opportunities to add new agencies, resulting in limitations on the company’s opportunities for growth, such as:

o

Downgrade of the company’s financial strength ratings,

o

Concerns that doing business with the company is too difficult or

o

Perceptions that the company’s level of service, particularly claims service, is no longer a distinguishing characteristic in the marketplace

·

Increased competition that could result in a significant reduction in the company’s premium growth rate

·

Underwriting and pricing methods adopted by competitors that could allow them to identify and flexibly price risks, which could decrease our competitive advantages.

·

Insurance regulatory actions, legislation or court decisions or legal actions that increase expenses or place us at a disadvantage in the marketplace

·

Delays in the development, implementation, performance and benefits of technology projects and enhancements

·

Inaccurate estimates or assumptions used for critical accounting estimates, including loss reserves

·

Events that reduce the company’s ability to maintain effective internal control over financial reporting under the Sarbanes-Oxley Act of 2002 in the future

·

Recession or other economic conditions or regulatory, accounting or tax changes resulting in lower demand for insurance products

·

Sustained decline in overall stock market values negatively affecting the company’s equity portfolio; in particular a sustained decline in the market value of Fifth Third Bancorp shares, a significant equity holding

·

Events that lead to a significant decline in the value of a particular security and impairment of the asset

·

Prolonged low interest rate environment or other factors that limit the company’s ability to generate growth in investment income

·

Adverse outcomes from litigation or administrative proceedings

·

Effect on the insurance industry as a whole, and thus on the company’s business, of the recent actions undertaken by the Attorney General of the State of New York and other regulators against participants in the insurance industry, as well as any increased regulatory oversight that might result

·

Limited flexibility in conducting investment activities if the restrictions imposed by the Investment Company Act of 1940 were to become applicable to the parent company or the application for exemptive relief is not approved

Further, the company’s insurance businesses are subject to the effects of changing social, economic and regulatory environments. Public and regulatory initiatives have included efforts to adversely influence and restrict premium rates, restrict the ability to cancel policies, impose underwriting standards and expand overall regulation. The company also is subject to public and regulatory initiatives that can affect the market value for its common stock, such as recent measures affecting corporate financial reporting and governance. The ultimate changes and eventual effects, if any, of these initiatives are uncertain.

Readers are cautioned that the company undertakes no obligation to review or update the forward-looking statements included herein.

EX-99

CINCINNATI  FINANCIAL  CORPORATION

Mailing Address:                  P.O. BOX 145496

CINCINNATI, OHIO  45250-5496

              (513) 870-2000

Investor Contact: Heather J. Wietzel

 (513) 870-2768

Media Contact: Joan O. Shevchik

(513) 603-5323

Cincinnati Financial Corporation’s Subsidiaries Announce Appointments

·

Directors, Officers and Counsel

Cincinnati, February 6, 2006 – Cincinnati Financial Corporation (Nasdaq:CINF) – Cincinnati Financial Corporation announced today that the boards of its subsidiary companies appointed directors, officers and counsel at their regular meetings on February 3, 2006.

Newly appointed to boards of The Cincinnati Insurance Company and The Cincinnati Indemnity Company were Thomas A. Joseph, CPCU, senior vice president – commercial lines; and Daniel T. McCurdy, senior vice president – bond and executive risk. Newly appointed to the board of The Cincinnati Casualty Company was parent company director Larry R. Webb, CPCU.

Boards of subsidiary companies also met and made the following promotions and new or additional appointments of officers and counsel:  

Property Casualty Insurance Subsidiaries:

The Cincinnati Insurance Company

The Cincinnati Casualty Company

The Cincinnati Indemnity Company

Gary B. Givler, Vice President – Headquarters Claims

Theresa A. Hoffer, Vice President and Treasurer – Corporate Accounting

Gary A. Nichols, Vice President – Headquarters Claims

Todd H. Pendery, FLMI, Vice President – Corporate Accounting

Marc C. Phillips, CPCU, AIM, Vice President – Commercial Lines

Stephen A. Ventre, CPCU, Vice President – Commercial Lines

Anthony E. Henn, CPCU, AIM, AAM, ARe, AIT, Assistant Vice President – Commercial Lines

Brent E. Billman, CPCU, CIC, Secretary – Sales & Marketing

William M. Clevidence, CIC, Secretary – Sales & Marketing

Thomas J. Lupinetti, CPCU, ALCM, AIM, CSP, Secretary – Loss Control

Franklyn T. Shaut, Secretary – Staff Underwriting

Richard J. Taphorn, CPCU, AIM, Secretary – Staff Underwriting

Steven S. Timmel, CPCU, AIM, Secretary – Headquarters Claims

Gerald L. Varney, Secretary – Purchasing/Fleet

John B. Boylan, CPCU, APA, Assistant Secretary – Premium Audit

David T. Cunningham, AIM, Assistant Secretary – Headquarters Claims

J. Michael Hennigan, Assistant Secretary – Headquarters Claims

James D. Ogle, CPCU, AIC, Assistant Secretary – Headquarters Claims

Sean P. Sweeney, PMP, Assistant Secretary – Information Technology

Teresa L. Cracas, Counsel

The Cincinnati Life Insurance Company:

Eric N. Mathews, CPCU, AIAF, Senior Vice President – Corporate Accounting

Theresa A. Hoffer, Vice President – Corporate Accounting

Gerald L. Varney*

Sean P. Sweeney, PMP*

Teresa L. Cracas*

*Title as listed above

Cincinnati Financial Corporation offers property and casualty insurance, its main business, through The Cincinnati Insurance Company, The Cincinnati Indemnity Company and The Cincinnati Casualty Company. The Cincinnati Life Insurance Company markets life and disability income insurance and annuities. CFC Investment Company offers commercial leasing and financing services. CinFin Capital Management Company provides asset management services to institutions, corporations and individuals. For additional information, please visit the company’s Web site at www.cinfin.com.

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