Edgar Filing: UNITRIN INC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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3235-0287

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January 31, 2005

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

SINGLETON GROUP LLC

2. Issuer Name and Ticker or Trading Symbol
UNITRIN INC [UTR]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

11661 SAN VICENTE BLVD, SUITE 915

3. Date of Earliest Transaction (Month/Day/Year)
12/06/2004

(Street)

LOS ANGELES, CA 90049

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/06/2004		S		200	D	$ 46.87	13,900,320	D ⁽¹⁾	⁽¹⁾
Common Stock	12/06/2004		S		600	D	$ 46.9	13,899,720	D ⁽¹⁾	⁽¹⁾
Common Stock	12/06/2004		S		200	D	$ 46.91	13,899,520	D ⁽¹⁾	⁽¹⁾
Common Stock	12/06/2004		S		1,200	D	$ 46.92	13,898,320	D ⁽¹⁾	⁽¹⁾
Common Stock	12/06/2004		S		3,800	D	$ 46.93	13,894,520	D ⁽¹⁾	⁽¹⁾
Common Stock	12/06/2004		S		5,400	D	$ 46.94	13,889,120	D ⁽¹⁾	⁽¹⁾
Common Stock	12/06/2004		S		400	D	$ 46.95	13,888,720	D ⁽¹⁾	⁽¹⁾
Common Stock	12/06/2004		S		100	D	$ 46.99	13,888,620	D ⁽¹⁾	⁽¹⁾
Common Stock	12/06/2004		S		100	D	$ 47	13,888,520	D ⁽¹⁾	⁽¹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SINGLETON GROUP LLC 11661 SAN VICENTE BLVD SUITE 915 LOS ANGELES, CA 90049		X
SINGLETON WILLIAM W 11661 SAN VICENTE BLVD SUITE 915 LOS ANGELES, CA 90049		X
SINGLETON CAROLINE W 11661 SAN VICENTE BLVD SUITE 915 LOS ANGELES, CA 90049		X

Signatures

Donald E. Rugg, as manager of the Singleton Group LLC and Attorney-in-fact for William W. Singleton and Caroline W. Singleton		12/08/2004
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	These shares are owned directly by the Singleton Group LLC. Caroline W. Singleton is the trustee and beneficiary of a trust that has a membership interest in the Singleton Group LLC. William W. Singleton also is the trustee and beneficiary of a trust that has a membership interest in the Singleton Group LLC. Caroline W. Singleton and William W. Singleton, who are filing jointly with the Singleton Group LLC, disclaim beneficial interest of the Unitrin, Inc. common stock held by the Singleton Group LLC except to the extent of their pecuniary interest therein.

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