As in effect
3/1/61

                                  FORM 10-K/A3

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549


                       AMENDMENT TO APPLICATION OR REPORT
                 Filed Pursuant to Sections 12, 13, or 15 (d) of
                       THE SECURITIES EXCHANGE ACT OF 1934



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


                                 AMENDMENT NO. 3
                                              ---


     The undersigned registrant hereby amends the following items, financial

     statements, exhibits or other portions of its ANNUAL REPORT FOR 2004 on
                                                   ----------------------
     Form 10-K as set forth in the pages attached hereto: (List all such items,
     ---------
     financial statements, exhibits or other portions amended)


                                    SEE INDEX



     Pursuant to the requirements of the Securities Exchange Act of 1934, the
     registrant has duly caused this amendment to be signed on its behalf by 
     the undersigned, thereunto duly authorized.


                                         OLD REPUBLIC INTERNATIONAL CORPORATION
                                         --------------------------------------
                                                      (Registrant)


Date: June 13, 2005                      By: /s/ Karl W. Mueller
      -------------                         -----------------------------------
                                                        (Signature) 
                                                      Karl W. Mueller
                                                 Senior Vice President and
                                                  Chief Financial Officer











                                 Total Pages: 2
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                                     INDEX




EXHIBITS
--------

   99.1 Old Republic International Corporation Audit Committee Charter (Revised)