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CORRESP
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    corresp.htm

    June
      15,
      2007

    Mr.
      Jim
      B. Rosenberg

    Senior
      Assistant Chief Accountant

    United
      States Securities and Exchange Commission

    Mail
      Stop
      03-09

    Washington,
      DC 20549

              Re:

              Old
                Republic International Corporation

              Form
                10-K, fiscal year ended December 31,
                2006

    Form
      10-Q, for the quarter ended March 31, 2007

              File
                No. 001-10607

    Dear
      Mr.
      Rosenberg,

    We
      have
      reviewed the comments on our above referenced filing in your letter dated June
      5, 2007.  Old Republic’s response to the Commission’s comments is as
      follows:

    Form
      10-K for the year ended December 31, 2006

    Exhibits
      31:  Certifications

    Comment
      1

    Old
      Republic represents that future periodic report filings will include the wording
      of the certifications exactly as presented in Item 601(b)(31) of Regulation
      S-K
      without the use of the words annual or quarterly.

    Form
      10-Q for the quarter ended March 31, 2007

    Notes
      to Consolidated Financial Statements

    Note
      1:  Accounting Policies and Basis of Presentation, page
      7

    Comment
      2

    The
      Commission’s letter refers to the Company’s disclosure regarding the adoption of
      FIN 48.  The comment indicates that the disclosure is unclear as to
      whether the unrecognized tax benefits and related interest and penalty accruals
      are material.  The letter requests that we provide in a
      disclosure-type format revised adoption disclosure that provides the information
      outlined in Appendix A to the November 21, 2006 AICPA SEC Regulations Committee
      discussion document, as revised on February 6, 2007.

    We
      are
      aware of the quantitative disclosure requirements emanating from the technical
      literature referenced above.  In preparing the March 31, 2007 10-Q we
      evaluated these disclosure requirements after consideration of the immaterial
      nature (less than $2 million on total assets of $12.7 billion and total
      shareholders’ equity of $4.4 billion) of the Company’s unrecognized tax
      benefits, including interest and penalty accruals and concluded that such
      disclosure was not meaningful.  Our footnote disclosure indicated that
      the adoption of FIN 48 did not have a material effect on the Company’s
      consolidated financial statements.  We will modify the disclosure in
      subsequent reports to include the following:

    The
      Company’s unrecognized tax benefits, including interest and penalty accruals,
      are not considered material to the consolidated financial statements and did
      not
      change significantly upon the adoption of FIN 48.  There are no tax
      uncertainties that are expected to result in significant increases or decreases
      to unrecognized tax benefits within the calendar year 2007.

    Management
      Analysis of Financial Position and Results of
      Operations

    Incurred
      Loss Experience, page 25

    Comment
      3

    The
      comment indicates that the Company has not provided sufficient disclosure for
      the reasons behind the significant increase in severity of claims in the
      mortgage guaranty segment or the expectations of greater claims frequency and
      severity.  Additionally, the comment requests that the Company
      specifically discuss its exposure to defaults on sub-prime mortgages and the
      impact these defaults have had or are reasonably likely to have on its recorded
      reserves, if any.

    In
      order
      to clarify the Company’s disclosures in this area we propose to replace the
      disclosure beginning in the first full paragraph on the top of page 26 in the
      March 31, 2007 Form 10-Q with the following disclosure on a prospective basis,
      as applicable:

    The
      mortgage guaranty claims ratios have continued to rise in recent years,
      principally reflecting higher paid losses, as well as expectations of greater
      claim frequency and severity.  The most recent quarterly claim ratio
      comparisons reflect a significant increase due primarily to increasing loss
      severity.  Claim severity has trended upward primarily due to loans
      with larger unpaid principal balances and corresponding risk moving into the
      primary default period along with a lower level of mitigation potential due
      to
      the slowing of housing appreciation levels.  Expectations of greater
      claim frequency are impacted by several factors including: our outlook for
      the
      housing market, tightening lending standards which effect borrowers’ ability to
      refinance troubled loans, the aging of the bulk business, and the state of
      the
      economy overall, especially employment levels.

    While
      there is no consensus in the marketplace as to the precise definition of
“sub-prime” we view loans with FICO scores less than 620, loans underwritten
      with reduced levels of loan documentation and loans with loan to value ratios
      in
      excess of 95% as having a higher risk of default.   Risk in force
      concentrations by these attributes are disclosed on pages 20 and 21 for both
      traditional primary and bulk business channels.  The traditional
      primary business is less exposed to loans exhibiting higher risk
      attributes.  Conversely, while the bulk business includes a higher
      concentration of higher risk loans, particularly loans with low FICO scores,
      it
      represents a much smaller percentage of the total risk in
      force.  Typically premiums received for these products are higher than
      more traditional products to compensate for the additional risk.  As
      anticipated, defaults attributable to higher risk loans continue to increase
      as
      the loans age, however, they did not significantly impact the claim ratio for
      the first quarter of 2007.

    *****

    With
      this
      letter Old Republic also acknowledges that:

              ·

              The
                Company is responsible for the adequacy and accuracy of the disclosure
                in
                the above referenced filings;

              ·

              Staff
                comments or changes to disclosure in response to staff comments do
                not
                foreclose the Commission from taking any action with respect to the
                filing; and

              ·

              The
                Company may not assert the Commission staff’s comments as a defense in any
                proceeding initiated by the Commission or any person under the federal
                securities laws of the United
                States.

    2

    We
      trust
      that the discussion above is responsive to the Commission’s
      comments.  Please feel free to contact me at (312) 762-4229 if you
      have any comments or questions.

    Very
      truly yours,

    /s/
      Karl W.
      Mueller

    Karl
      W.
      Mueller

    Senior
      Vice President and Chief Financial Officer

              cc:

              A.C.
                Zucaro

    Chairman
      and Chief Executive Officer

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