Item 8.01 Other Events.

As noted in its Annual Report on Form 10-K filed February 29, 2008, Cincinnati Financial Corporation is making changes to its retirement benefit plans.  These changes will introduce a company match to its 401(k) Savings Plan and, over time, will phase out the defined benefit plan. Current participants in the defined benefit plan 40 years of age or older have the option of continued participation in the defined benefit plan or participating in the company’s 401(k) plan with a company match. All other associates will be eligible to participate in the company’s 401(k) Savings Plan.  The company match in the 401(k) Savings Plan will be 100 percent of the first 6 percent of eligible compensation deferred by the associate, effective September 1, 2008.

To facilitate these plan changes, the company intends to freeze entry into the defined benefit plan effective June 30, 2008. Except for those participants over the age of 40 who elect to remain in the defined benefit plan, the company intends to freeze benefit accruals under the defined benefit plan effective August 31, 2008. This action is expected to affect approximately half of the company’s approximately 4,100 current associates. Associates leaving the defined benefit plan will receive a distribution of their accrued pension benefit that they may elect to roll to the new 401(k) plan.  The company anticipates that it will receive the requisite regulatory approval and make the distributions by the end of 2008.

This action is designed to keep the company competitive in its industry by offering attractive and fair retirement benefits to current and prospective associates and by decreasing balance sheet fluctuations associated with a defined benefit plan.

Signature

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