Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  HEITKAMP JOHN R JR
2. Date of Event Requiring Statement (Month/Day/Year)
02/21/2019
3. Issuer Name and Ticker or Trading Symbol
OLD REPUBLIC INTERNATIONAL CORP [ORI]
(Last)
(First)
(Middle)
307 NORTH MICHIGAN AVENUE, SUITE 2300
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SrVP,Secretary,General Counsel
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CHICAGO, IL 60601
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 999
I
By ESSOP

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
2013 Employee Stock Options 03/20/2013(1) 03/20/2023 Common Stock 3,750 $ 12.57 D  
2014 Employee Stock Options 03/19/2014(1) 03/19/2024 Common Stock 13,500 $ 16.06 D  
2015 Employee Stock Options 03/19/2015(1) 03/19/2025 Common Stock 12,500 $ 15.26 D  
2016 Employee Stock Options 03/23/2016(1) 03/23/2026 Common Stock 15,000 $ 18.14 D  
2017 Employee Stock Options 03/22/2017(1) 03/22/2027 Common Stock 16,500 $ 19.98 D  
2018 Employee Stock Options 02/20/2018(1) 02/20/2028 Common Stock 35,000 $ 20.98 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HEITKAMP JOHN R JR
307 NORTH MICHIGAN AVENUE
SUITE 2300
CHICAGO, IL 60601
      SrVP,Secretary,General Counsel  

Signatures

William J. Dasso, Power of Attorney for John R. Heitkamp, Jr. 02/27/2019
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These shares vest and become exerisable each December 31 at the rate of 10% the first year, 15% the second year, 20% the third year, 25% the fourth year and 30% the fifth year. Also vesting shall accelerate if the Optionee dies, becomes disabled, retires or a change of control of the company occurs. For those Optionees over age 65 and who have been employed for 10 years or more by the company on the date of grant, 100% of the option shares vest immediately.

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