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 * MCGURN DAVID E JR   2. Issuer Name and Ticker or Trading Symbol GALLAGHER ARTHUR J & CO [AJG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Vice President (Last) (First) (Middle) ARTHUR J. GALLAGHER & CO., TWO PIERCE PLACE 3. Date of Earliest Transaction (Month/Day/Year) 07/24/2008 (Street) ITASCA, IL 60143 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) Code V Amount (A) or (D) Price Common Stock 07/24/2008(1)   G(2)   930 D $ 0 131,353 D   Common Stock 07/24/2008(1)   G(3)   1,860 D $ 0 129,493 D   Common Stock 03/24/2009   G(2) V 1,701 D $ 0 127,792 D   Common Stock 03/24/2009   G(3) V 3,402 D $ 0 124,390 D   Common Stock 08/31/2009   G V 63,000 D $ 0 61,390 D   Common Stock 12/15/2009   G V 500 D $ 0 60,890 D   Common Stock 07/24/2008(1)   G(3)   930 A $ 0 5,464 I Wife/Custodian (4) Common Stock 03/24/2009   G(3) V 1,701 A $ 0 4,898 I Wife/Custodian (4) Common Stock 08/31/2009   G V 63,000 A $ 0 63,000 I by Spouse Common Stock 02/10/2010   J(5)   1,735 A $ 22.7855 64,174 I by Trust

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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

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MCGURN DAVID E JR ARTHUR J. GALLAGHER & CO. TWO PIERCE PLACE ITASCA, IL 60143			Vice President

Signatures

David E. McGurn, Jr.		02/12/2010
**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)	This transaction is reported late due to an inadvertant administrative error.
(2)	This Transaction involves a gift of securities by Mr. McGurn to his son, who does not share Mr. McGurn's household. Accordingly Mr. McGurn no longer has a reportable indirect beneficial ownership in shares owned by his son and reported in prior ownership reports.
(3)	This transaction involves a gift of securities by Mr. McGurn in equal amounts to his two daughters. One daughter shares his household and the other does not.
(4)	These securities are held by Mr. McGurn's spouse as custodian for the benefit of children under the Uniform Gift to Minor's Act. In prior ownership reports, all shares held by Mr. McGurn's spouse as custodian for their two daughters have been reported as indirectly owned by Mr. McGurn. As of this report, only those shares held for the benefit of Mr. McGurn's daughter sharing his household are reported.
(5)	Dividend reinvestment pursuant to the Arthur J. Gallagher & Co. Deferred Equity Participation Plan.

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