Edgar Filing: JOHNSTON STEVEN J

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

JOHNSTON STEVEN J

2. Issuer Name and Ticker or Trading Symbol
State Auto Financial CORP [STFC]

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

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

(Last)

(First)

(Middle)

518 E. BROAD STREET

3. Date of Earliest Transaction (Month/Day/Year)
04/26/2006

(Street)

COLUMBUS, OH 43215

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

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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 shares without par value	04/26/2006		M		4,500	A	$ 7.3125	50,349.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		4,042	D	$ 35.3	46,307.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		58	D	$ 35.32	46,249.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		300	D	$ 35.33	45,949.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		100	D	$ 35.34	45,849.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		6,990	D	$ 35.3	38,859.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		1,539	D	$ 35.2552	37,320.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		4,611	D	$ 35.35	32,709.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		3,300	D	$ 35.36	29,409.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D
Common shares without par value	04/26/2006		S		10	D	$ 35.45	29,399.865 ⁽¹⁾ ⁽²⁾ ⁽³⁾	D

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

Stock Option Exercise (Right to Buy) NQ

$ 7.3125

04/26/2006

4,500

08/15/1997

08/14/2006

Common Shares

4,500

$ 0 ⁽⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
JOHNSTON STEVEN J 518 E. BROAD STREET COLUMBUS, OH 43215			Senior Vice President

Signatures

Steven J. Johnston by John R. Lowther, attorney in fact pursuant to POA filed with Commission 11-10-94		04/27/2006
^**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)	Includes the following acquisitions: 7.880 shares acquired in December 2000, 9.362 shares acquired in March 2001, 7.850 shares acquired in June 2001, 10.887 shares acquired in September 2001, 8.680 shares acquired in January 2002, 12.350 shares acquired in April 2002, 10.960 shares acquired in June 2002, 18.630 shares acquired in September 2002, 26.99 shares acquired in December 2002, 30.78 shares acquired in March 2003, 22.92 shares acquired in June 2003, 23.00 shares acquired in September 2003, 24.80 shares acquired in December 2003, 24.45 shares acquired in March 2004, 23.55 shares acquired in June 2004, 28.24 shares acquired in September 2004, 31.40 shares acquired in December 2004, 42.01 shares acquired in March 2005, 37.24 shares acquired in June 2005, 71.30 shares acquired in September 2005, 62.99 shares acquired in January 2006 and 67.348 shares acquired in March 2006 through the McDonald Investments dividend reinvestment plan.
(2)	Includes the following acquisitions: 52.332 shares acquired in June 2004, 36.105 shares acquired in September 2004, 12.905 shares acquired in December 2004, 52.489 shares acquired in March 2005, 58.99 shares acquired in June 2005, 48.303 shares acquired in September 2005, 0.098 shares acquired in December 2005, 2.972 shares acquired in January 2006, and 6.264 shares acquired in March 2006 through the STFC 401(K) Stock Purchase Plan.
(3)	Includes the following acquisitions: 46.924 shares acquired in January 2006 and 51.528 shares acquired in March 2006 under the dividend reinvestment feature of the STFC Employee Stock Purchase Plan; and 0.616 shares acquired in January 2006 and 0.69 shares acquired in March 2006 under the STFC Dividend Reinvestment Plan.
(4)	Field should be left blank, but due to a software defect, requires imput.

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