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
                                    02/02/05
                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 officers) (Zip Code)

                                 (206) 545-5000
              (Registrant's telephone number, including area code)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation to the registrant under any of the
following provisions:


|_| Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
    Exchange Act (17 CFR 240.14d-2(b))

|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
    Exchange Act (17 CFR 240.13e-4(c))

Item  5.02(b)  Departure  of  Directors  or  Principal  Officers;   Election  of
Directors; Appointment of Principal Officers

At its February 2, 2005 board meeting  Safeco's Board of Directors  accepted the
resignations of William W. Krippaehne, Jr., a director since 1996, and of Norman
B. Rice, a director since 1999. The reasons for the  resignations are unrelated.
Safeco has no disagreement with either individual.


Item 5.03 Amendments to Articles of  Incorporation  or Bylaws;  Change in Fiscal
Year

Also  effective  at  its  February  2,  2005  meeting,  the  Board  amended  the
corporation's  bylaws to modify Article II, Section 1 to state that in lieu of a
range,  the number of directors  will be set from time to time by  resolution of
the Board of Directors. The Board set the number of directors at nine.


Item 9.01 Financial Statements and Exhibits

Exhibit 99.1 - Bylaw Amendment

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.


                                     SAFECO CORPORATION
                                     ------------------------------------------
                                     Registrant

Date: February 7, 2005
                                     /s/ Stephanie Daley-Watson
                                    -------------------------------------------
                                     Stephanie Daley-Watson
                                     Vice President and Secretary