Summary of ERIE INDEMNITY CO

Item 8.01 Other Events.

1) On May 5, 2009, the voting shareholders of Erie Indemnity Company (the "Company") elected as directors twelve nominees at the annual meeting. The individuals elected are detailed in the press release attached as Exhibit 99.1. Also, at its board meeting on the same day, the Board re-elected the current executive management team of the Erie Insurance Group.

2) On May 5, 2009, the voting shareholders approved two amendments to the Company's Bylaws pertaining to (i) the timing of the annual meeting of shareholders and (ii) its advance notice provisions relating to shareholder proposals. Following approval of these amendments by the shareholders, Section 2.01 of the Company's Bylaws now provides that the annual meeting of shareholders may be held at any time prior to the first day of July, and Section 2.07 provides that a shareholder proposal must be received by the Company not later than 5:00 p.m. Eastern Time on the last business day of the calendar year prior to the calendar year in which such annual meeting of shareholders is to be held. Section 8.01 of the Company's Bylaws requires that any amendment to Sections 2.01 or 2.07 be approved by the shareholders.

Amended Sections 2.01 and 2.07 were approved by the Company's Board of Directors on December 8, 2008 along with other amendments designed to conform the Bylaws to certain changes in the Pennsylvania Insurance Holding Companies Act. Except for the changes to Sections 2.01 and 2.07 which became effective on May 5, 2009, the amendments to the Bylaws approved by the Company's Board of Directors became effective January 1, 2009.

A copy of the Erie Indemnity Company Amended and Restated Bylaws are attached as Exhibit 99.2.

3) On May 5, 2009, the voting shareholders approved the continuation of the Company's Annual Incentive Plan and Long-Term Incentive Plan for the purpose of qualifying the plans under Section 162(m) of the Internal Revenue Code of 1986.