(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.

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.

(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.