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): May 7, 2009

RLI Corp.

(Exact name of registrant as specified in its charter)

Illinois	001-09463	37-0889946
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)
9025 North Lindbergh Drive, Peoria, IL		61615
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (309) 692-1000

Not applicable

(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:

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

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

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

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

Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)  Edward F. Sutkowski determined not to stand for re-election to the Board of Directors of RLI Corp. (“RLI”).  Mr. Sutkowski’s term on the Board expired May 7, 2009, at the conclusion of the Annual Meeting of Shareholders of RLI.  The information furnished pursuant to this Item 5.02 should not be deemed to be “filed” under the Securities Exchange Act of 1934.

Item 8.01  Other Events.

On May 7, 2009, RLI announced that its Board of Directors approved a quarterly dividend on its common stock of $0.27 per share.  The dividend is payable on July 15, 2009, to shareholders of record as of June 30, 2009.  Furnished as Exhibit 99.1 and incorporated herein by reference is the press release issued by RLI Corp.

Item 9.01  Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release dated May 7, 2009. This Exhibit is furnished pursuant to Item 8.01 hereof and should not be deemed to be “filed” under the Securities Exchange Act of 1934.

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SIGNATURES

                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.

	RLI CORP.
Date: May 7, 2009	By:	/s/ Daniel O. Kennedy
	Daniel O. Kennedy
	Vice President and General Counsel

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EXHIBIT INDEX

Exhibit No.	Exhibit
99.1	Press Release dated May 7, 2009 This Exhibit is furnished pursuant to Item 8.01 hereof and should not be deemed to be “filed” under the Securities Exchange Act of 1934.

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EX-99.1

Exhibit 99.1

	NEWS RELEASE
	9025 N. Lindbergh Drive | Peoria, IL 61615-1431
	P: 309-692-1000 |F: 309-692-1068 | www.rlicorp.com
FOR IMMEDIATE RELEASE	CONTACT: John Robison
	(309) 693-5846
	John.Robison@rlicorp.com
	www.rlicorp.com

RLI increases dividend

PEORIA, ILLINOIS, May 7, 2009, RLI Corp. (NYSE:RLI) – The RLI Corp. board of directors has declared a second quarter cash dividend of $0.27 per share on common stock, a $0.01 increase over the prior quarter. The dividend is payable on July 15, 2009, to shareholders of record as of June 30, 2009. RLI has paid and increased dividends in each of the last 34 years.

“Even in troubled economic times, we firmly believe RLI has the ability to generate future earnings,” said RLI President & CEO Jonathan E. Michael. “In turn, this gives us the capacity to pay shareholder dividends.”

The company’s dividend yield would be 2.26%, based on the $1.08 indicated annual dividend and yesterday’s closing stock price of $47.71.

RLI is a specialty insurance company serving “niche” or underserved markets. With a diverse portfolio of property and casualty coverages and surety bonds, it has achieved an underwriting profit in 28 of the last 32 years, including the last 13. RLI and subsidiaries – RLI Insurance Company, Mt. Hawley Insurance Company and RLI Indemnity Company — are rated A+ “Superior” by A.M. Best Company and A+ “Strong” by Standard & Poor’s. RLI operates in all 50 states from office locations across the country.

For additional information, contact Treasurer John Robison at (309) 693-5846 or at john.robison@rlicorp.com or visit our website at www.rlicorp.com.

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