Summary of SELECTIVE INSURANCE GROUP INC

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

(e) Employment Agreements with Certain Executive Officers

Selective Insurance Company of America ("SICA"), a wholly-owned subsidiary of Selective Insurance Group, Inc. (the "Registrant"), entered into amended Employment Agreements (collectively, the "Employment Agreements") with Gregory E. Murphy, Dale A. Thatcher, Richard F. Connell, and Kerry A. Guthrie (the "Executives"), as of December 23, 2008. The Employment Agreements were amended to comply with the requirements of Section 409(A) of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder (the "Code"), namely (i) to provide that the payments or benefits due to a "specified employee" on account of a "separation from service" will be delayed for six months following such Executive's separation from service; and (ii) to subject reimbursements due to the Executive to the timing rules imposed under Section 409(A).

The Employment Agreements were also amended in response to Internal Revenue Service guidance issued earlier this year on tax-deductible "performance-based" compensation under Section 162(m) of the Code, clarifying that certain severance payments and severance benefits under the Employment Agreements are not based on the "deemed" acceleration of current performance measures. The Employment Agreements were additionally amended to substitute the contracting party to the agreement from the Registrant to SICA. The amended Employment Agreements do not otherwise substantively change the terms or conditions of the previous employment agreements (the "Prior Agreements") entered into with the Executives, and upon execution of the Employment Agreements, the Prior Agreements were terminated.

The following table summarizes the principal provisions of the Employment Agreements. Defined terms used in this table, but not defined in this Report, have the meanings given to them in the Employment Agreements.

Term            Continuation of the Prior Agreements' initial
                three (3) year term,(1) automatically renewed
                for additional one (1) year periods unless
                terminated by either party with written
                notice.
Compensation    Base salary.(2)
Benefits        Eligible to participate in incentive
                compensation plan, stock plan, 401(k) plan,
                defined benefit pension plan and any other
                stock option, stock appreciation right, stock
                bonus, pension, group insurance, retirement,
                profit sharing, medical, disability, accident,
                life insurance, relocation plan or policy, or
                any other plan, program, policy or arrangement
                of the Registrant or SICA intended to benefit
                SICA's employees generally.
Vacation and    Vacation time and reimbursements for ordinary
Reimbursements  travel and entertainment expenses in
                accordance with SICA's policies.
Perquisites     Suitable offices, secretarial and other
                services, and other perquisites to which other
                executives of SICA are generally entitled.

Severance and    ·  For Cause or Resignation by Executive other
Benefits on      than for Good Reason: Salary and benefits
Termination      accrued through termination date.
without Change   ·  Death or Disability: Multiple(3) of: (i)
in Control       Executive's salary, plus (ii) average of three
                 (3) most recent annual cash incentive
                 payments; provided that any such severance
                 payments be reduced by life or disability
                 insurance payments under policies with respect
                 to which SICA paid premiums.
                 ·  Without Cause by SICA, Relocation of Office
                 over Fifty (50) Miles (without Executive's
                 consent), Resignation for Good Reason by
                 Executive:
                 o Multiple(3) of: (i) Executive's salary, plus
                 (ii) average of three (3) most recent annual
                 cash incentive payments.
                 o Medical, dental, vision, disability and life
                 insurance coverage in effect for Executive and
                 dependents until the earlier of specified
                 period of months(4) following termination or
                 commencement of equivalent benefits from a new
                 employer.
                 ·  Stock Awards: Except for termination for
                 Cause or resignation by the Executive other
                 than for Good Reason, immediate vesting and
                 possible extended exercise period, as
                 applicable, for any previously granted stock
                 options, stock appreciation rights, cash
                 incentive units, restricted stock and stock
                 bonuses.
Severance and    For termination Without Cause or by Executive
Benefits on      with Good Reason within two (2) years
Termination      following a Change in Control (as defined in
after Change in  the Employment Agreement), Executive is
Control          entitled to:
                 ·  Severance payment equal to multiple(5) of
                 the greater of (i) Executive's salary plus
                 target annual cash incentive payment; or (ii)
                 Executive's salary plus the average of
                 Executive's three (3) immediately prior annual
                 cash incentive payments.
                 ·  Medical, dental, vision, disability and
                 life insurance coverage in effect for
                 Executive and dependents until the earlier of
                 period of months(6) following termination or
                 commencement of equivalent benefits from a new
                 employer.
                 ·  Stock Awards, same as above, except that
                 the initial number of cash incentive units is
                 increased by 150%.
                 ·  Tax Gross-Up Payment, if necessary, to
                 offset any excise tax imposed on Executive for
                 such payments or benefits.
Release;         ·  Receipt of severance payments and benefits
Confidentiality  conditioned upon:
and              o Entry into release of claims; and

Non-Solicitation o No disclosure of confidential or proprietary information or solicitation of employees to leave the Registrant or its subsidiaries for a period of two (2) years following the termination of the Employment Agreement.

(1) Initial three (3) year term ends on April 25, 2009 for Mr. Murphy and July 31, 2009 for Messrs. Connell, Thatcher, and Guthrie.

(2) As of December 23, 2008, the annual base salaries for the Executives were as follows: Mr. Murphy, $900,000; Mr. Thatcher, $475,000; Mr. Connell, $450,000; and Mr. Guthrie, $425,000.

(3) For Mr. Murphy the multiple is 2; for Mr. Connell the multiple is 1.75; and for Messrs. Thatcher and Guthrie the multiple is 1.5.

(4) For Mr. Murphy the period is 24 months; for Mr. Connell, 21 months; and for Messrs. Thatcher and Guthrie, 18 months.

(5) For Mr. Murphy the multiple is 2.99; for Mr. Connell the multiple is 2.5; and for Messrs. Thatcher and Guthrie the multiple is 2.

(6) For Mr. Murphy the period is 36 months; and for Messrs. Connell, Thatcher, and Guthrie, 24 months.

The foregoing description of the Employment Agreements does not purport to be complete and is qualified in its entirely by reference to the full text of the Employment Agreements, copies of which are filed herewith as Exhibits 10.1, 10.2, 10.3, and 10.4 and are incorporated herein by reference.

                 Section 9 - Financial Statements and Exhibits

Item 9.01.           Financial Statements and Exhibits.

(d)      Exhibits

 10.1  Employment Agreement between Selective Insurance Company of America and
       Gregory E. Murphy, dated as of December 23, 2008
 10.2  Employment Agreement between Selective Insurance Company of America and
       Dale A. Thatcher, dated as of December 23, 2008
10.3   Employment Agreement between Selective Insurance Company of America and
       Richard F. Connell, dated as of December 23, 2008
 10.4  Employment Agreement between Selective Insurance Company of America and
       Kerry A. Guthrie, dated as of December 23, 2008