UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 03/15/04 Date of Report (Date of earliest event reported) SAFECO CORPORATION (Exact name of registrant as specified in Charter) WASHINGTON 1-6563 91-0742146 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) Safeco Plaza, Seattle, Washington 98185 (Address of principal executive offices) (Zip Code) (206) 545-5000 (Registrant's telephone number, including area code) Item 5. Other Events Safeco Signs Definitive Agreement to Sell Life & Investments Operations to Investor Group Led by White Mountains and Berkshire Hathaway. Also Announces Agreement to Sell Talbot Financial Corporation to Senior Management Group; Total Proceeds Estimated at $1.44 Billion Exhibit 1 - Press Release Exhibit 2 - Stock Purchase Agreement dated March 15, 2004, by and among Safeco Corporation, General America Corporation, White Mountains Insurance Group, Ltd, and Occum Acquisition Corp. Exhibit 3 - Stock Purchase Agreement dated March 15, 2004, by and among Satellite Acquisition Corporation, Safeco Corporation and General America Corporation. 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 thereunto duly authorized. SAFECO CORPORATION ----------------------------- Registrant Dated: March 15, 2004 /s/ MAURICE S. HEBERT ----------------------------- Maurice S. Hebert Vice President and Controller