THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Cincinnati Financial Corporation (CINF)

3/30/2006 Proxy Information

John J. Schiff, Jr., and Thomas R. Schiff are brothers.

The audit committee pre-approves all related-party transactions, as defined by Item 404 of Regulation S-K. A portion of the reported transactions relate to members of the company’s board of directors who are associated with independent insurance agencies that market the company’s insurance products. These agencies are paid according to the same commission schedule and have the same agency contract with the company’s insurance affiliates as other agencies appointed in the same state. Each of the agencies has associates and producers who are not directors or executive officers of the company’s insurance affiliates. Participation in a premium incentive loan program has been offered to agencies as a production incentive, and automobile finance leases have been made in the ordinary course of business to credit-worthy agencies of the company’s insurance affiliates. In the past, loans to the foregoing agencies were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable loans and leases to other agencies. After adoption of the Sarbanes-Oxley Act of 2002, agencies associated with the company’s directors no longer participate in these loan programs, and any existing loans were frozen and are being paid off according to their terms.

Other reported related-party transactions primarily consist of business transactions involving the purchase of insurance by directors or their affiliated companies or organizations. Premiums for the insurance purchased were determined using underwriting guidelines in effect at the time of policy issuance and applicable to other policyholders with substantially similar risk characteristics purchasing comparable insurance coverage.

William F. Bahl is a director of Cincinnati Financial Corporation. During the year ended December 31, 2005, Mr. Bahl purchased property, casualty and life insurance from the company’s insurance affiliates for premiums totaling $82,107.

Michael Brown is a director of Cincinnati Financial Corporation and a director and president of Cincinnati Bengals, Inc. During the year ended December 31, 2005, Mr. Brown purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $65,824. Cincinnati Bengals, Inc. purchased property and casualty insurance from the company’s insurance subsidiaries for premiums totaling $564,303. Cincinnati Financial Corporation and its subsidiaries made payments to Cincinnati Bengals, Inc. for tickets and suite rental in the amount of $220,009.

Dirk J. Debbink is a director of Cincinnati Financial Corporation and president of MSI General Corporation. During the year ended December 31, 2005, MSI General Corporation purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $136,226.

John J. Schiff, Jr. is chairman of the board, president, and chief executive officer of Cincinnati Financial Corporation, The Cincinnati Insurance Company and The Cincinnati Indemnity Company; chairman and chief executive officer of The Cincinnati Casualty Company, chief executive officer and a director of The Cincinnati Life Insurance Company, and a director of CFC Investment Company. During the year ended December 31, 2005, Mr. J. Schiff purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $69,582.

John J. Schiff, Jr. and Thomas R. Schiff, also a director of Cincinnati Financial Corporation, are principal owners and directors of John J. & Thomas R. Schiff & Co., Inc., an insurance agency that represents a number of insurance companies, including the company’s insurance subsidiaries. During the year ended December 31, 2005, the company’s insurance subsidiaries paid John J. & Thomas R. Schiff & Co., Inc. commissions of $5,362,997. The company also purchased various insurance policies through John J. & Thomas R. Schiff & Co., Inc. for premiums totaling $1,148,315. John J. & Thomas R. Schiff & Co., Inc. purchased group health coverage from one of the company’s insurance subsidiaries for a premium of $119,032 and paid rent to the company in the amount of $105,454 for office space located in the headquarters building.

John M. Shepherd is a director of Cincinnati Financial Corporation and chairman, chief executive officer and a principal owner of The Shepherd Chemical Company. The Shepherd Chemical Company and its subsidiary and affiliated entities purchased property and casualty insurance from the company’s insurance subsidiaries for premiums totaling $677,990.

Douglas S. Skidmore is a director of Cincinnati Financial Corporation and director, chief executive officer and president of Skidmore Sales & Distributing Company, Inc. During the year ended December 31, 2005, Skidmore Sales & Distributing Company, Inc. purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $82,888.

Larry R. Webb is a director of Cincinnati Financial Corporation and president, director and a principal owner of Webb Insurance Agency, Inc., an insurance agency that represents a number of insurance companies, including the company’s insurance subsidiaries. During the year ended December 31, 2005, the company’s insurance subsidiaries paid Webb Insurance Agency, Inc. commissions of $869,920. During 2005, Webb Insurance Agency, Inc. also participated in the premium incentive loan program through a loan secured prior to 2003 through CFC Investment Company in the principal amount of $250,000 at 9.25 percent. The balance at December 31, 2005, was $50,072.

E. Anthony Woods is a director of Cincinnati Financial Corporation. During the year ended December 31, 2005, Mr. Woods purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $84,103.

Certain executive officers have immediate family members who are employed by a subsidiary of the company and earned over $60,000 in 2005. The compensation of each such family member was established by the company in accordance with its employment and compensation practices applicable to associates with equivalent qualifications and responsibilities and holding similar positions. None of the executive officers has a material interest in the employment relationships nor do any of them share a home with these associates. None of them is an executive officer of the company. A son of Mr. McCurdy is a senior regional director in the Sales & Marketing department with 13 years of underwriting and marketing experience with the company. He recently was transferred to and now manages the Southern Tennessee, Northern Georgia field marketing territory. A son of Mr. Plum is a senior regional director in the Sales & Marketing department with 12 years of underwriting and marketing experience with the company and currently manages the field marketing territory in Northeast Illinois. A son-in-law of Mr. Plum is a senior underwriting manager in the Commercial Lines department at headquarters with 18 years of underwriting and marketing experience with the company. A brother of Mr. Timmel is a secretary of the company’s property casualty insurance subsidiaries and manager of workers’ compensation claims in the Headquarters Claims department with 28 years of experience in both the Field Claims and Headquarters Claims departments. Compensation earned by these associates in 2005 was $89,611; $109,714; and $88,448; $123,727, respectively, including cost of living adjustments and compensation related to relocation expenses in connection with the company-initiated transfer. Options granted to these associates in 2005 were 788; 788; 315; and 1,050, respectively, adjusted for stock dividends. Similar to options granted to other associates, all options were granted in January 2005 at fair market value.

3/21/2005 Proxy Information

William F. Bahl is a director of Cincinnati Financial Corporation and chairman of the board and a principal owner of Bahl & Gaynor Investment Counsel, Inc. During the year ended December 31, 2004, Mr. Bahl purchased property, casualty and life insurance from the company’s insurance affiliates for premiums totaling $79,482.

John J. Schiff, Jr. and Thomas R. Schiff are brothers

Mr. John E. Field is the principal owner and Chairman of Wallace & Turner, Inc., an insurance agency that represents a number of insurance companies, including CINF’s insurance affiliates. During the year ending December 31, 2002, CINF's insurance affiliates paid Wallace & Turner commissions of $1,266,331.

Michael Brown is a director of Cincinnati Financial Corporation and a director and president of Cincinnati Bengals, Inc. During the year ended December 31, 2004, Mr. Brown purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $61,920. Cincinnati Bengals, Inc. purchased property and casualty insurance from the company’s insurance subsidiaries for premiums totaling $497,675. Cincinnati Financial Corporation and its subsidiaries made payments to Cincinnati Bengals, Inc. for tickets and suite rental in the amount of $155,200.

Robert C. Schiff is a founder of the company and retired in November 2004 from the boards of director of Cincinnati Financial Corporation, The Cincinnati Insurance Company, The Cincinnati Life Insurance Company, The Cincinnati Indemnity Company and The Cincinnati Casualty Company. On November 15, 2004, Cincinnati Financial Corporation repurchased 1,000,000 shares of Cincinnati Financial’s common stock from Robert C. Schiff, Trustee, Robert C. Schiff Revocable Trust originally dated November 21, 2001. The stock was sold to Cincinnati Financial at an aggregate purchase price equal to 99 percent of the product of (a) 1,000,000 multiplied by (b) $43.45, the last reported sale price per share of the common stock on the Nasdaq National Market at the close of trading on November 12, 2004.

John J. Schiff, Jr. is chairman of the board, president, and chief executive officer of Cincinnati Financial Corporation, The Cincinnati Insurance Company, The Cincinnati Indemnity Company; chairman and chief executive officer of The Cincinnati Casualty Company, chief executive officer and a director of The Cincinnati Life Insurance Company, and a director of CFC Investment Company. During the year ended December 31, 2004, Mr. J. Schiff purchased property, casualty and life insurance form the company’s insurance subsidiaries for premiums totaling $70,264. Mr. J. Schiff is a principal owner and director of John J. & Thomas R. Schiff & Co., Inc., an insurance agency that represents a number of insurance companies, including the company’s insurance subsidiaries. During the year ended December 31, 2004, the company’s insurance subsidiaries paid John J. & Thomas R. Schiff & Co., Inc. commissions of $4,318,030. The company also purchased various insurance policies from John J. & Thomas R. Schiff & Co., Inc. for premiums totaling $824,875. John J. & Thomas R. Schiff & Co., Inc. purchased group health coverage from one of the company’s insurance subsidiaries for a premium of $118,894 and paid rent to the company in the amount of $96,958 for office space located in the headquarters building.

Frank J. Schultheis is a retiring director of Cincinnati Financial Corporation. Mr. Schultheis is the retired president of Schultheis Insurance Agency, Inc., and principal owner and secretary of Salem Insurance Agency, Inc., and secretary-treasurer of Weissman Insurance Agency, all of which are insurance agencies that represent a number of insurance companies, including the company’s insurance affiliates. During the year ended December 31, 2004, the company’s insurance affiliates paid these agencies a total of $3,886,608 in commissions. Mr. Schultheis also owns more than 10 percent of and is a director of Evansville Holding Company. InsureMax, is a subsidiary of Evansville Holding Company and paid CinFin Capital Management Company a total of $77,664 in 2004 for investment management services.

Larry R. Webb is a director of Cincinnati Financial Corporation and is president and a principal owner of Webb Insurance Agency, Inc., an insurance agency that represents a number of insurance companies, including the company’s insurance subsidiaries. During the year ended December 31, 2004, the company’s insurance subsidiaries paid Webb Insurance Agency, Inc. commissions of $994,316. During 2004, Webb Insurance Agency, Inc. also participated in the Premium Incentive Loan program through a loan secured prior to 2003 through CFC Investment Company in the principal amount of $250,000 at 9.25 percent. The balance at December 31, 2004, was $105,273.

E. Anthony Woods is a director of Cincinnati Financial Corporation and chairman of Deaconess Associations, Inc. Mr. Woods purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $78,690. At its meeting February 25, 2005, the audit committee (with Mr. Woods and Mr. Bahl abstaining) approved the repurchase of 115,000 shares of Cincinnati Financial Corporation common stock from Deaconess Associations, Inc. at market value as of a date to be determined.

John M. Shepherd is a director of Cincinnati Financial Corporation and is the chairman, chief executive officer and a principal owner of The Shepherd Chemical Company. The Shepherd Chemical Company and its subsidiary and affiliated entities purchased property and casualty insurance from the company’s insurance subsidiaries for premiums totaling $630,841.

Dirk J. Debbink is a director of Cincinnati Financial Corporation and president of MSI General Corporation. During the year ended December 31, 2004, MSI General Corporation purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $144,153.

Douglas S. Skidmore is a director of Cincinnati Financial Corporation and director, chief executive officer and president of Skidmore Sales & Distributing Company, Inc. During the year ended December 31, 2004, Skidmore Sales & Distributing Company, Inc. purchased property, casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $83,970.

3/18/2004 Proxy Information

John J. Schiff, Jr. and Thomas R. Schiff are brothers; both are nephews of Robert C. Schiff.

Compensation Committee Interlocks and Insider Participation

During 2003, Michael Brown was the president and a principal shareholder of Cincinnati Bengals and a director of the company. John J. Schiff, Jr., chairman, president and chief executive officer of the company, was a director of the Cincinnati Bengals. During the year, the company and its subsidiaries purchased football tickets and rented a luxury box from Cincinnati Bengals, all at market prices and for payments totaling $148,367. During that same period, Mr. Brown, the Cincinnati Bengals and Paul Brown Stadium, Ltd. purchased property casualty and life insurance from the company’s insurance subsidiaries for premiums totaling $600,478. The premiums were determined using underwriting assumptions that were substantially similar to those prevailing at the time for comparable insurance coverage provided to other policyholders.

During 2003, Mr. J. Schiff, Jr., also was a director and one of the principal owners of John J. & Thomas R. Schiff & Co., an insurance agency that represents a number of insurance companies, including the company’s insurance affiliates. Thomas R. Schiff, also a director of the company, was the chairman of the board and one of the principal owners of John J. & Thomas R. Schiff & Co. During the year ended December 31, 2003, the company’s insurance affiliates paid John J. & Thomas R. Schiff & Co. commissions of $4,081,107. Those commissions were paid at the same commission rates, pursuant to the same agency contract with the company’s insurance affiliates, as paid to other agencies of those companies. John J. & Thomas R. Schiff & Co. paid $96,958 in rent to Cincinnati Financial Corporation and paid $102,954 to the company’s life insurance affiliate for its Employee Medical Plan. The company purchased director and officer liability and fire and marine insurance from John J. & Thomas R. Schiff & Co. for a premium of $753,452. During 2003, Mr. J. Schiff, Jr., purchased property casualty and life insurance from the company’s affiliates for total premiums of $69,426.

Certain Relationships and Transactions

The company performs a review of all related-party transactions pursuant to SEC Regulation S-K, Item 404. Generally, these transactions relate to members of the company’s board of directors who are associated with independent insurance agencies that market the company’s insurance products or who purchase the company’s insurance products. These agencies are paid at the same commission rates and have the same agency contract with the company’s insurance affiliates as other agencies of those companies in similar geographic areas. Each of the agencies has employees and solicitors who are not directors or executive officers of the company’s insurance affiliates. Participation in the Premium Incentive Loan Program is offered to agencies as a production incentive, and automobile finance leases are made in the ordinary course of business to credit-worthy agencies of the company’s insurance affiliates. The loans and leases to the foregoing agencies were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable loans and leases to other agencies. After adoption of the Sarbanes-Oxley Act of 2002, agencies associated with the company’s directors are no longer allowed to participate in these programs, and any existing loans or leases were frozen and are being paid off according to their terms. Premiums for insurance purchased by directors were determined using underwriting guidelines that were substantially similar to those prevailing at the time for comparable insurance coverage provided to other policyholders.

Robert C. Schiff is a founder of the company and director of Cincinnati Financial Corporation, The Cincinnati Insurance Company, The Cincinnati Life Insurance Company, The Cincinnati Indemnity Company and The Cincinnati Casualty Company. Mr. R. Schiff is chairman and a minority owner of Schiff, Kreidler-Shell, an insurance agency that represents a number of insurance companies, including the company’s insurance affiliates. In January 2004, Mr. R. Schiff sold his remaining interest in Schiff, Kreidler-Shell. During the year ending December 31, 2003, the company’s insurance affiliates paid Schiff, Kreidler-Shell commissions of $5,255,476. Schiff, Kreidler-Shell also participated in the Premium Incentive Loan program and had a prior loan secured through CFC Investment Company, a subsidiary of Cincinnati Financial Corporation, in the amount of $50,000 at 9.33 percent. The loan was paid off on May 8, 2003.

Frank J. Schultheis is a director of Cincinnati Financial Corporation, The Cincinnati Insurance Company and The Cincinnati Indemnity Company. Mr. Schultheis is president and a principal owner of Schultheis Insurance Agency, Inc., and a principal owner and secretary of Hoosierland Insurance Agency, Inc., which was sold September 1, 2003, and principal owner and secretary of Salem Insurance Agency, Inc., all of which are insurance agencies that represent a number of insurance companies, including the company’s insurance affiliates. Mr. Schultheis is a director of Evans Holding Company and its subsidiary, InsureMax, which paid CinFin Capital Management Company a total of $72,829 in 2003 for investment management services. During the year ended December 31, 2003, the company’s insurance affiliates paid these agencies a total of $4,037,835 in commissions. The Salem Insurance Agency has a prior auto lease with CFC Investment Company in the amount of $29,755 at 7.76 percent. The balance at December 31, 2003, was $25,344. During 2003, the company paid Schultheis Insurance Agency $29,456 for a recovery pursuant to a 2003 negotiated settlement. Mr. Schultheis and Schultheis Insurance Agency purchased property casualty and life insurance from the company’s insurance affiliates for premiums totaling $71,313.

Larry R. Webb is a director of Cincinnati Financial Corporation, The Cincinnati Insurance Company and The Cincinnati Indemnity Company and is president and a principal owner of Webb Insurance Agency, an insurance agency that represents a number of insurance companies, including the company’s insurance affiliates. During the year ended December 31, 2003, the company’s insurance affiliates paid Webb Insurance Agency commissions of $1,020,150. During 2003, Webb Insurance Agency also participated in the Premium Incentive Loan program through a prior loan secured through CFC Investment Company in the principal amount of $250,000 at 9.25 percent. The balance at December 31, 2003, was $155,641.

E. Anthony Woods is a director of Cincinnati Financial Corporation and chairman of Deaconess Associations. During the year ended December 31, 2003, Mr. Woods purchased property casualty and life insurance from the company’s insurance affiliates for premiums totaling $81,699.

3/17/2003 Proxy Information

During 2002, Michael Brown was the president and general manager and a principal shareholder of Cincinnati Bengals, Inc., a privately held company, and John J. Schiff, Jr., chairman, president and chief executive officer of the company and chairman of the company’s board of directors, was a director of Cincinnati Bengals, Inc. During the year, the company and its subsidiaries purchased football tickets and rented a luxury box from Cincinnati Bengals, Inc., all at established prices, and for payments totaling $82,945. During that same period, the Cincinnati Bengals, Inc., purchased property, casualty and liability insurance from the company’s insurance subsidiaries for premiums totaling $499,873. The premiums for the insurance were determined using underwriting guidelines which were substantially similar to those prevailing at the time for comparable insurance coverage provided to other policyholders.

John J. Schiff, Jr. was also a director and one of the principal owners of John J. & Thomas R. Schiff & Co., Inc., an insurance agency which represents a number of insurance companies, including the company’s insurance affiliates. Thomas R. Schiff, also a director of the company, was the chairman of the board and one of the principal owners of John J. & Thomas R. Schiff & Co., Inc. During the year ended December 31, 2002, John J. & Thomas R. Schiff & Co., Inc. paid $96,958 in rent to Cincinnati Financial Corporation. The company purchased director and officer liability and fire and marine insurance from John J. & Thomas R. Schiff & Co., Inc. for a premium of $387,715. The company’s insurance affiliates paid John J. & Thomas R. Schiff & Co., Inc. total commissions of $3,629,263. Those commissions were paid at the same commission rates, pursuant to the same agent’s contract with the company’s insurance affiliates, as paid to other agents of those companies.

William F. Bahl is a director of Cincinnati Financial Corporation and chairman of the board and a principal owner of Bahl & Gaynor, Inc. During 2002, Mr. Bahl and Bahl & Gaynor, Inc. purchased property, casualty and life insurance from the company’s insurance affiliates for premiums totaling $81,268.

John E. Field is a director of Cincinnati Financial Corporation, The Cincinnati Insurance Company, The Cincinnati Indemnity Company and a principal owner and Chairman of Wallace & Turner, Inc., an insurance agency that represents a number of insurance companies, including the company’s insurance affiliates. During the year ending December 31, 2002, the company’s insurance affiliates paid Wallace & Turner, Inc., commissions of $1,266,331. Wallace & Turner, Inc. also participated in the Premium Incentive Loan Program made available to agents of the company’s insurance affiliates. During that period, Wallace & Turner, Inc. had a secured loan from CFC Investment Company, one of the company’s affiliated companies, in the principal amount of $124,854 at 8.75 percent interest. At December 31, 2002, the principal balance of the loan had been reduced to $12,078.

Robert C. Schiff is a founder and director of Cincinnati Financial Corporation, The Cincinnati Insurance Company, The Cincinnati Life Insurance Company, The Cincinnati Indemnity Company and The Cincinnati Casualty Company. Mr. Schiff is chairman and a minority owner of Schiff, Kreidler-Shell, Inc., an insurance agency that represents a number of insurance companies, including the company’s insurance affiliates. During the year ending December 31, 2002, the company’s insurance affiliates paid Schiff, Kreidler-Shell, Inc., commissions of $4,971,263.

Frank J. Schultheis is a director of Cincinnati Financial Corporation, The Cincinnati Insurance Company and The Cincinnati Indemnity Company. Mr. Schultheis is a principal owner and president of Schultheis Insurance Agency, Inc., and a principal owner and secretary of Hoosierland Insurance Agency, Inc. and Salem Insurance Agency, Inc., all of which are insurance agencies which represent a number of insurance companies including the company’s insurance affiliates. During the year ended December 31, 2002, the company’s insurance affiliates paid those agencies a total of $3,858,972 in commissions. In December of 2002, Schultheis Insurance Agency, Inc., paid The Cincinnati Insurance Company $182,769 to settle a claim by The Cincinnati Insurance Company resulting from acts of an agency employee. An arms-length settlement was achieved through negotiations between the parties and their legal counsel.

John M. Shepherd is a director of Cincinnati Financial Corporation and is the chairman, chief executive officer and a principal owner of The Shepherd Chemical Company and the secretary and a principal owner of The Shepherd Color Company. During the year ended December 31, 2002, The Shepherd Chemical Company and The Shepherd Color Company purchased property, casualty insurance from the company’s insurance affiliates for premiums totaling $452,219.

Larry R. Webb is a director of Cincinnati Financial Corporation, The Cincinnati Insurance Company and The Cincinnati Indemnity Company; and is President and a principal owner of Webb Insurance Agency, Inc., an insurance agency that represents a number of insurance companies including the company’s insurance affiliates. During the year ended December 31, 2002, the company’s insurance affiliates paid Webb Insurance Agency, Inc., commissions of $870,826. During 2002, Webb Insurance Agency, Inc., also participated in the Premium Incentive Loan program and had a secured loan from CFC Investment Company in the principal amount of $250,000 at 9.25 percent. The balance at December 31, 2002 was $201,523.

Alan R. Weiler is a director of Cincinnati Financial Corporation, The Cincinnati Insurance Company and The Cincinnati Indemnity Company; and is chairman and a principal owner of Archer-Meek-Weiler Agency, Inc., an insurance agency that represents a number of insurance companies, including the company’s insurance affiliates. During the year ended December 31, 2002, the company’s insurance affiliates paid Archer-Meek-Weiler Agency, Inc., commissions of $3,051,183.

John J. Schiff, Jr. and Thomas R. Schiff are brothers; both are nephews of Robert C. Schiff.