8-K

                       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



         Date of Report (Date of earliest event reported): May 26, 2004

                            ProAssurance Corporation
             (Exact name of registrant as specified in its charter)

           Delaware                001-16533                    63-1261433
   (State of Incorporation)   (Commission File No.)      (IRS Employer I.D. No.)


    100 Brookwood Place, Birmingham, Alabama                     35209
    (Address of Principal Executive Office)                    (Zip code)

       Registrant's telephone number, including area code: (205) 877-4400








Item 7.         Financial Statements and Exhibits
- -------         ---------------------------------

                (c)     Exhibits filed with this report:

                Number         Exhibit

                99.1    Copy of Registrant's press release, dated May 26, 2004,
                        as described in Item 9 of this filing.



Item 9.         Regulation FD Disclosure
- -------         ------------------------

                The registrant has furnished this report to disclose for
Regulation FD purposes its public release of:

                1.      The announcement of a placement of Trust Preferred
Securities. A copy of the press release, dated May 26, 2004 is included as
exhibit 99.1 to this report.



The information in this Form 8-K, including the accompanying exhibit, is being
furnished under Item 12 and shall not be deemed to be "filed" for the purposes
of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act"),
or otherwise subject to the liability of such section, nor shall such
information be deemed incorporated by reference in any filing under the
Securities Act of 1933 or the Exchange Act, regardless of the general
incorporation language of such filing, except as shall be expressly set forth by
specific reference in such filing.













                                    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.



Date:  May 26, 2004


                                          PROASSURANCE CORPORATION


                                          By:  /s/ Howard H. Friedman
                                             -----------------------------------
                                                   Howard H. Friedman
                                                   Chief Financial Officer

EX-99.1

                                                                    EXHIBIT 99.1

    ProAssurance Places $22 Million of Trust Preferred Securities

    BIRMINGHAM, Ala.--(BUSINESS WIRE)--May 26, 2004--ProAssurance
Corporation (NYSE:PRA) announced today that it has raised $22 million
through two privately placed offerings of trust preferred securities.
This brings to $45 million the total capital raised through the
placement of trust preferred securities in 2004.
    As with the previous placements, these securities mature in 30
years and bear a floating interest rate equal to LIBOR plus 3.85%. The
interest rate will be adjusted quarterly to reflect changes in LIBOR
and can rise to no more than 12.5%. The securities may be called at
par by the Company any time after five years from closing. There are
no early redemption rights for holders of the securities. The Company
does not expect to place any more trust preferred securities on these
terms.
    The proceeds of today placements will be available for general
corporate purposes. ProAssurance currently plans to use most of the
funds to ensure that its capital is adequate to support the growth of
its professional liability insurance business. A wholly-owned,
specially-created subsidiary of ProAssurance is selling trust
preferred securities to two pooling and securitization entities which
will place the pooled securities with institutional investors.

    About ProAssurance Corporation

    ProAssurance Corporation is a specialty insurer with almost $3.0
billion in assets and more than $740 million in gross written
premiums. As the nation's fourth largest writer of medical
professional liability insurance, ProAssurance's principal
professional liability subsidiaries, The Medical Assurance Company,
Inc., ProNational Insurance Company, and Red Mountain Casualty
Insurance Company, Inc., are recognized leaders in developing
solutions which serve the needs of the evolving health care industry.
ProAssurance is the tenth largest writer of personal auto coverage in
Michigan through its subsidiary, MEEMIC Insurance Company. A.M. Best
assigns a rating of "A-" (Excellent) to ProAssurance and its principal
subsidiaries; Standard & Poor's assigns the Company's principal
professional liability carriers a rating of "A-" ("Strong).

    Caution Regarding Forward Looking Statements

    This news release contains historical information as well as
forward-looking statements that are based upon ProAssurance's
estimates and anticipation of future events that are subject to
certain risks and uncertainties that could cause actual results to
vary materially from the expected results described in the
forward-looking statements. The words "anticipate," "believe,"
"estimate," "expect," "intend," "may," "preliminary," "project,"
"should," "will," and similar expressions are intended to identify
these forward-looking statements. There are numerous important factors
that could cause actual results to differ materially from those in the
forward-looking statements. Thus, sentences and phrases that convey
the Company's view of future events and trends in the medical
professional liability insurance marketplace are expressly designated
as Forward Looking Statements. The principal risk factors that may
cause actual results to differ materially from those expressed in the
forward-looking statements are described in various documents filed by
ProAssurance Corporation with the Securities and Exchange Commission,
including Form 10K for the year ended December 31, 2003. In view of
the many uncertainties inherent in the forward-looking statements made
in this document, the inclusion of such information should not be
taken as representation by the Company or any other person that
ProAssurance's objectives or plans will be realized. ProAssurance
expressly disclaims any obligation to update or alter its forward
looking statements whether as a result of new information, future
events or otherwise, except as required by law.

    CONTACT: ProAssurance Corporation, Birmingham
             Frank B. O'Neil, 800-282-6242 or 205-877-4461
             foneil@ProAssurance.com