FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL
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1. Name and Address of Reporting Person* Jerry A. Grundhofer	2. Issuer Name and Ticker or Trading Symbol The Midland Company (MLAN)		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) [X]    Director                                   [_]   10% Owner [_]    Officer (give title below)    [_]   Other (specify below)
(Last)             (First)            (Middle) 800 Nicollet Mall, 23rd Floor	3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary) ###-##-####	4. Statement for Month/Day/Year February 14, 2003
(Street) Minneapolis, Minnesota 55402		5. If Amendment, Date of Original (Month/Day/Year)	7. Individual or Joint/Group Filing (Check Applicable Line) [X]  Form filed by One Reporting Person [_] Form filed by More than One Reporting Person
(City)             (State)             (Zip)	Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)	2. Trans- action Date (mm/dd/yy)	2A. Deemed Execution Date, if any (mm/dd/yy)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction (Instr. 3 and 4)	6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								6,000(1)	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instructions 4(b)(v).
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently vaild OMB control Number.	(Over) SEC 1474 (9-02)

FORM 4 (continued) Table II —Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1.Title of Derivative Security (Instr.3)

2.  Conversion or Exercise Price of Derivative Security

3.  Transaction Date (Month/ Day/ Year)

3A. Deemed Execution Date if any (Month/ Day/ Year)

4. Transaction Code  Instr. 8)

5. Number of Derivative Securities  Acquired (A) or Disposed of  (D)  (Instr. 3, 4 and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9.Number of Deriv- ative Secur- ities Bene- ficially Owned Follow- ing Reported Trans- action(s) (Instr. 4)

10. Owner- ship Form of Deriv- ative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Benefi- cial Owner- ship (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option

$13.045

1/31/99

1/31/09

Common Stock

6,000

-

6,000

D

Stock Option

$11.375

2/21/00

2/21/10

Common Stock

4,000

-

4,000

D

Stock Option

$16.594

2/15/01

2/15/11

Common Stock

3,000

-

3,000

D

Stock Option

$20.78

2/1/02

1/13/12

Common Stock

2,200

-

2,200

D

Stock Option

$17.23

2/14/03

A

2,700

2/14/03

2/13/13

Common Stock

2,700

-

2,700

D

Explanation of Responses:

(1) The amount of securities beneficially owned in Table I and the number of shares for which the reporting person has options in Table II were increased as the result of a two-for-one stock split effective July 17, 2002. Shareholders of record on July 8, 2002 were issued one new share of stock for each share held.

**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	/s/  Lori Birkenhauer Signautre of Lori Birkenhauer as Attorney-in-Fact for Reporting Person Jerry A. Grundhofer	2/18/03 Date
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