Edgar Filing: OREILLY MICHAEL

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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 ^*

OREILLY MICHAEL

2. Issuer Name and Ticker or Trading Symbol
CHUBB CORP [CB]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Vice Chairman

(Last)

(First)

(Middle)

15 MOUNTAIN VIEW ROAD, P.O. BOX 1615

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2005

(Street)

WARREN, NJ 070611615

4. If Amendment, Date Original Filed(Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON	05/06/2005		X		10,000	A	$ 59.78	94,465	D
COMMON	05/06/2005		S		10,000	D	$ 83.55	84,465	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

STOCK OPTION ⁽¹⁾

$ 59.78

05/06/2005

10,000

03/11/2001

03/10/2009

COMMON

10,000

$ 59.78

55,450

PERFORMANCE SHARES 2004 ⁽²⁾

$ 0 ⁽³⁾

⁽²⁾

COMMON

59,036

PERFORMANCE SHARES 2005 ⁽⁴⁾

$ 0 ⁽³⁾

⁽⁴⁾

COMMON

47,462

RESTRICTED STOCK UNIT 2004 ⁽⁵⁾

$ 0 ⁽³⁾

⁽⁵⁾

COMMON

9,839

RESTRICTED STOCK UNIT 2005 ⁽⁵⁾

$ 0 ⁽³⁾

⁽⁵⁾

COMMON

7,910

STOCK OPTION ⁽¹⁾

$ 88.56

03/01/2003

03/01/2006

COMMON

47,418

STOCK OPTION ⁽¹⁾

$ 60.75

03/06/1999

03/05/2007

COMMON

1,645

STOCK OPTION ⁽¹⁾

$ 78.97

03/05/2000

03/04/2008

COMMON

23,755

STOCK OPTION ⁽¹⁾

$ 47.97

03/02/2002

03/02/2010

COMMON

3,126

STOCK OPTION ⁽¹⁾

$ 70.85

03/01/2002

03/01/2011

COMMON

46,007

STOCK OPTION ⁽¹⁾

$ 70.85

03/01/2003

03/01/2011

COMMON

1,411

STOCK OPTION ⁽¹⁾

$ 73.68

03/07/2003

03/07/2012

COMMON

22,952

STOCK OPTION ⁽¹⁾

$ 92.1

03/07/2003

03/07/2012

COMMON

22,952

STOCK OPTION ⁽¹⁾

$ 73.68

03/07/2004

03/07/2012

COMMON

22,953

STOCK OPTION ⁽¹⁾

$ 92.1

03/07/2004

03/07/2012

COMMON

22,953

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
OREILLY MICHAEL 15 MOUNTAIN VIEW ROAD P.O. BOX 1615 WARREN, NJ 070611615			Vice Chairman

Signatures

By: Patricia S. Tomczyk, POA		05/10/2005
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	All Stock Options are granted in tandem with tax withholding rights.
(2)	Represents 200% of the target performance share award, which is the maximum number of shares issuable under this award for the performance cycle ending December 31, 2006.
(3)	Variable Pricing
(4)	Represents 200% of the target performance share award, which is the maximum number of shares issuable under this award for the performance cycle ending December 31, 2007.
(5)	Restricted Stock Units generally cliff vest on the third anniversary of the grant date.

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