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<SEC-DOCUMENT>0000074260-05-000131.txt : 20051208
<SEC-HEADER>0000074260-05-000131.hdr.sgml : 20051208
<ACCEPTANCE-DATETIME>20051208170816
ACCESSION NUMBER:		0000074260-05-000131
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20051208
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20051208
DATE AS OF CHANGE:		20051208

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			OLD REPUBLIC INTERNATIONAL CORP
		CENTRAL INDEX KEY:			0000074260
		STANDARD INDUSTRIAL CLASSIFICATION:	SURETY INSURANCE [6351]
		IRS NUMBER:				362678171
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-10607
		FILM NUMBER:		051253261

	BUSINESS ADDRESS:	
		STREET 1:		307 N MICHIGAN AVE
		CITY:			CHICAGO
		STATE:			IL
		ZIP:			60601
		BUSINESS PHONE:		3123468100

	MAIL ADDRESS:	
		STREET 1:		307 N MICHIGAN AVE
		CITY:			CHICAGO
		STATE:			IL
		ZIP:			60601
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>f8k120805.txt
<DESCRIPTION>ORI FORM 8K PRESS RELEASE DATED DECEMBER 8, 2005
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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) Decmeber 8, 2005


                     OLD REPUBLIC INTERNATIONAL CORPORATION
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)


         Delaware                      001-10607                  36-2678171
- ----------------------------         ------------            -------------------
(State or other jurisdiction         (Commission             (I.R.S. Employer
of incorporation)                    File Number)            Identification No.)


               307 North Michigan Avenue, Chicago, Illinois 60601
               ---------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (312) 346-8100
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

                                       N/A
          ------------------------------------------------------------
          (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 (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 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 140.14d-2(b))

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


<PAGE>




Item 8.01.  Other Events
            ------------

On December 8, 2005, Old Republic  International  Corporation announced that its
Board of Directors declared a special cash dividend of $1.00 per share of common
stock. The dividend is payable on December 30, 2005 to shareholders of record on
December 20, 2005. At the same time,  the  directors  also declared a 25 percent
stock dividend on the Company's  outstanding common stock. The additional shares
will be  issued  on or about  December  30,  2005 to  shareholders  of record on
December 20, 2005.







Item 9.01.  Financial Statements and Exhibits
            ---------------------------------

            (c) Exhibits

             99.1  Press Release dated December 8, 2005.



<PAGE>




                                   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 thereunto duly authorized.



                                         OLD REPUBLIC INTERNATIONAL CORPORATION
                                         Registrant




Date: December 8, 2005                   By: /s/ Karl W. Mueller
                                         -----------------------------------
                                         Karl W. Mueller
                                         Senior Vice President
                                         and Chief Financial Officer





<PAGE>


                                INDEX TO EXHIBITS
                                -----------------


         Exhibits

99.1     Press Release dated December 8, 2005.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>ex991.txt
<DESCRIPTION>EX 99.1 PRESS RELEASE DATED DECEMBER 8, 2005
<TEXT>
                                                                    Exhibit 99.1

NEWS BULLETIN
- --------------------------------------------------------------------------------
Old Republic International Corporation
307 North Michigan Avenue, Chicago, Illinois 60601-5382, 312/346-8100
- --------------------------------------------------------------------------------

For Further Information:

AT OLD REPUBLIC:
A.C. Zucaro
Chairman & CEO
(312) 346-8100

AT FINANCIAL RELATIONS BOARD:           AT FINANCIAL RELATIONS BOARD:
Leslie Loyet                            Tim Grace
Analysts/Investors                      Media Inquiries
(312) 640-6672                          (312) 640-6667
lloyet@financialrelationsboard.com      tgrace@financialrelationsboard.com
- --------------------------------------------------------------------------------

FOR IMMEDIATE RELEASE
THURSDAY, DECEMBER 8, 2005


OLD REPUBLIC  DECLARES  SPECIAL CASH  DIVIDEND OF $1.00 PER SHARE;  COMPANY ALSO
ANNOUNCES 25% STOCK DIVIDEND

CHICAGO-December  8, 2005-Old  Republic  International  Corporation  (NYSE: ORI)
announced  today that its Board of Directors  declared a special  year-end  cash
dividend of $1.00 per share of common stock. The dividend is payable on December
30, 2005 to  shareholders  of record on December  20,  2005.  Together  with the
previously  declared regular  quarterly cash dividends  aggregating 64 cents per
share for the year,  this special  dividend  will bring the total 2005 payout to
$1.64 per existing common share.

At the same time, the directors also declared a 25 percent stock dividend on the
Company's  outstanding  common stock. The additional shares will be issued on or
about  December  30,  2005 to  shareholders  of record  on  December  20,  2005.
Currently the Company has  approximately  183.5 million common shares issued and
outstanding,  and the additional  shares will bring this total to  approximately
229.4 million shares.

Al Zucaro,  chairman and chief executive  officer  commented,  "The special cash
dividend  reflects  the  Company's  strong  long-term  results.  It rewards  all
shareholders  through  a  distribution  of  capital  funds  in  excess  of those
currently needed to achieve Old Republic's  intermediate term growth objectives,
and  is  consistent  with  our   expectations   for  continued   growth  of  the
shareholders' equity account. Our insurance company subsidiaries  continue to be
well capitalized, highly rated by independent rating agencies, and fully capable
of  contributing  to that growth  through  focused  underwriting  of existing or
additional business lines we may select. As with past stock dividends or splits,
this latest distribution is intended to increase the liquidity and marketability
of Old Republic's common shares, and makes the purchase of round lots accessible
to a greater number of individual shareholders."



                                     -more-

<PAGE>
Old Republic International Corporation
Add -1-

Old  Republic  has paid regular  cash  dividends  on its common  shares  without
interruption  for each of the past 64 years.  The regular  annual cash  dividend
rate,  which is usually reviewed at the March meeting of the Board of Directors,
has been  increased  in each of the past 24 years.  With this  latest  issuance,
stock dividends or splits will have been effected in 23 of the past 39 years.


About Old Republic

Chicago-based  Old Republic  International  Corporation is an insurance  holding
company  whose  subsidiaries  market,  underwrite  and provide  risk  management
services  for a  wide  variety  of  coverages  primarily  in  the  property  and
liability, mortgage guaranty, and title insurance fields. One of the nation's 50
largest  publicly  owned  insurance  organizations,  Old  Republic has assets of
approximately  $11.3 billion and shareholders'  equity of $4.1 billion or $22.53
per share. Its current stock market valuation is approximately $4.9 billion,  or
$26.90 per share.




                                      -30-



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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