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 4, 2010

BALDWIN & LYONS, INC.

___________________________________________________________________________

(Exact name of registrant as specified in its charter)

Indiana	0-5534	35-0160330
(State of other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

1099 North Meridian Street, Indianapolis, Indiana	46204
(Address of principle executive offices)	(Zip Code)

Registrant’s telephone number, including area code:                                        (317) 636-9800

                                                                                                     _____________________________________________________________________________________________________

Not applicable

___________________________________________________________________________

 (Former name of 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 (see General Instruction A.2. below):

[   ] 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 CRF 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 240.13e-

      4(c))

Item 7.01  Regulation FD Disclosure

The following information, including the Exhibit to this Form 8-K, is being furnished pursuant to Item 2.02 - Results of Operations and Financial Condition of Form 8-K and is being presented under Item 7.01 of Form 8-K. This information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.

On February 4, 2010, Baldwin & Lyons, Inc. (Baldwin) issued a press release announcing the results of its operations for the fourth quarter and year ended December 31, 2009. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and incorporated by reference to this Item 9.01 as if fully set forth herein.

Throughout its press release and in the conference call to discuss the results of its operations for the fourth quarter and year 2009, Baldwin presents and will present its results and operations in the manner it believes will be the most meaningful, which includes some measures that are not based on accounting principles generally accepted in the United States (GAAP).

Baldwin management uses the term operating revenue, a non-GAAP financial measure, which is defined as revenue excluding pre-tax investment gains and losses. It also uses the term operating income which is defined as net income excluding after tax investment gains and losses. These financial measures are used to evaluate the Company’s performance because the recognition of investment gains and losses in any given period is largely discretionary as to timing and could distort the analysis of trends. Baldwin believes that the defined terms are used commonly in the property/casualty insurance industry and that equity analysts and the Company’s significant shareholders exclude gains and losses on investments in their analysis of Baldwin’s results for the same reason.

The combined ratios and the components thereof, as presented herein, are commonly used in the property/casualty insurance industry and are applied to the Company’s GAAP underwriting results.

A copy of this press release is also posted on the Company’s website.

Item 9.01  Financial Statements and Exhibits

(c) Exhibits.

99.1  Baldwin & Lyons, Inc. press release dated February 4, 2010.

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.

BALDWIN & LYONS, INC.

February 4, 2010                                                                   By: /s/ Gary W. Miller

  Gary W. Miller, Chairman

  and Chief Executive Officer

EX-99.1

Baldwin & Lyons, Inc.

Protective Insurance Company

Sagamore Insurance Company

B & L Insurance, Ltd. (Bermuda)

1099 North Meridian Street

Indianapolis, IN 46204

(317) 636-9800

Subj:  Baldwin & Lyons, Inc.	February 4, 2010
Unaudited Fourth Quarter / Annual Report	Press Contact:  G. Patrick Corydon
	(317) 636-9800
	corydon@baldwinandlyons.com

BALDWIN & LYONS ANNOUNCES RECORD UNDERWRITING INCOME FOR 2009

Indianapolis, Indiana, February 4, 2010—Baldwin & Lyons, Inc. (NASDAQ: BWINA, BWINB) today announced net income for the quarter of $10.9 million or $.74 per share.  This compares to a net loss of $.14 per share for the year earlier period.  Operating income, defined as net income before investment gains and losses, was $8.2 million for the quarter, or $.56 per share, as compared to $.52 per share for the fourth quarter of 2008.  Investment gains, which include the quarterly change in value for limited partnership investments owned by the Company, were aided by the continuing recovery of global equity markets during the quarter, adding $.18 per share to this quarter’s net income.  Investment losses of $.66 per share were recorded in the fourth quarter of 2008.

For the full year, net income of $44.8 million or $3.04 per share compares to a net loss of $7.7 million or $.51 per share, in the 2008 period.  Operating income for the current year increased to $1.68 per share from $1.55 per share in 2008.  Income from investments, principally changes in value of limited partnership investments, improved from a loss of $2.06 per share in the 2008 period to a gain of $1.36 per share this year.

Premiums written by the Company’s insurance subsidiaries for the current quarter increased 27% when compared to the year earlier period and have increased 13% for the full year.  The quarterly increase includes the impact of new products as well as higher premium volume from traditional products, including fleet transportation and private passenger automobile.  The increased year-to-date premium volume is similarly concentrated in new products and private passenger automobile.

Net premium earned increased 9% to $51.0 million for the fourth quarter of 2009.  For the twelve months, earned premium remained relatively flat at $181.3 million.  The changes in net premium earned, compared to premium written, reflect both the time lag between premium written and earned as well as the increased utilization of reinsurance on certain products.

The company’s quarterly consolidated combined ratio was 89.1%, producing an underwriting gain of $5.6 million, compared to last year’s underwriting gain of $4.3 million on a consolidated combined ratio of 90.8%.  For the year, the consolidated combined ratio was 90.6%, producing record underwriting profits of $17.1 million, compared to last year’s combined ratio of 94.4% and underwriting profits of $10.3 million.  The current year combined ratio reflects favorable
underwriting results in all major product groups with particularly positive results from the Company’s property reinsurance business due to a lack of major catastrophic events during 2009.

Investment income decreased 7% for the current year fourth quarter, a reduction equal to $.02 per share.  For the year, investment income was down 18% or $.18 a share.  The 2009 periods reflect dramatically lower available interest rates, particularly for short-term investments.

Shareholders’ equity increased $8.6 million in the fourth quarter, including a $1.1 million increase in unrealized gains as the financial markets continued to recover.  Book value increased $0.58 per share (2.3%) for the quarter as a result of the higher earnings and changes in unrealized gains.  Shareholders’ equity has increased $42.9 million with book value at December 31, 2009 equaling $25.31 per share, an increase of $2.99 per share (13.4%) for the year.  Including paid dividends of $1.00 per share, total shareholders' return was 17.9% for the year.

Conference Call Information:

Baldwin & Lyons, Inc. has scheduled a conference call for Thursday, February 4, 2010 at 11:00 AM ET (New York time) to discuss results for the fourth quarter ended December 31, 2009.

To participate via teleconference, investors may dial 1-888-504-7960 (U.S./Canada) or 1-719-325-2109 (International or local) at least five minutes prior to the beginning of the call.  A replay of the call will be available through February 11, 2010 by calling 1-888-203-1112 or 1-719-457-0820 and referencing passcode 7541902.

Investors and interested parties may also listen to the call via a live webcast, accessible on the company’s web site via a link at the top of the main Investor Relations page.  To participate in the webcast, please register at least fifteen minutes prior to the start of the call.  The webcast will be archived on this site until February 3, 2011.

Also available on the investor relations section of our web site are complete interim financial statements and copies of our filings with the Securities and Exchange Commission.

Financial Highlights (unaudited)
Baldwin & Lyons, Inc. and Subsidiaries
(In thousands, except per share data)	Three Months Ended						Twelve Months Ended
	December 31						December 31
	2009			2008			2009			2008
Operating revenue	$	56,710		$	52,911		$	201,833		$	204,679
Net investment gains (losses)		4,113			(15,249	)		30,816			(47,749	)
Total revenue	$	60,823		$	37,662		$	232,649		$	156,930
Operating income	$	8,223		$	7,770		$	24,771		$	23,324
Net investment gains (losses),
net of federal income taxes		2,673			(9,912	)		20,031			(31,037	)
Net income (loss)	$	10,896		$	(2,142	)	$	44,802		$	(7,713	)
Per share data - diluted:
Average number of shares		14,741			14,880			14,753			15,080
Operating income	$	.56		$	.52		$	1.68		$	1.55
Net investment gains (losses)		.18			(.66	)		1.36			(2.06	)
Net income (loss)	$	.74		$	(.14	)	$	3.04		$	(.51	)
Dividends paid to shareholders	$	.25		$	.25		$	1.00		$	1.00
Annualized return on average
shareholders' equity:
Operating income		9.8	%		9.8	%		7.6	%		7.1	%
Net income		12.9	%		-2.7	%		13.7	%		-2.4	%
Consolidated combined ratio of
insurance subsidiaries (GAAP basis):
Without fee income		89.1	%		90.8	%		90.6	%		94.4	%
Including fee income		87.4	%		89.7	%		89.0	%		93.0	%

Forward-looking statements in this report are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Investors are cautioned that such forward-looking statements involve inherent risks and uncertainties.  Readers are encouraged to review the Company's annual report for its full statement regarding forward-looking information.