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): April 25, 2007

                            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


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of 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 Securities Act
    (17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-(c) under the Exchange
    Act (17CFR 240.13e-(c))



ITEM 5.02:      DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
                DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS; COMPENSATORY
                ARRANGEMENTS OF CERTAIN OFFICERS

         On April 26, 2007, ProAssurance Corporation announced that its Chairman
and Chief Executive Officer, A. Derrill Crowe, M.D., has informed the Board of
Directors that he will retire as Chief Executive Officer effective July 1, 2007.
Dr. Crowe will remain as non-executive Chairman of the Board of Directors of
ProAssurance. ProAssurance also announced that its Board of Directors has
elected W. Stancil Starnes will be the new Chief Executive Officer of
ProAssurance, also effective July 1, 2007. On April 26, 2007 ProAssurance issued
a news release, included as Exhibit 99.1 to this Current Report on Form 8K,
announcing these executive management changes.

         Mr. Starnes, age 58, assumed his current responsibilities as President,
Corporate Planning and Administration with Brasfield & Gorrie, LLC on October 1,
2006. Brasfield & Gorrie, LLC, a large Birmingham, Alabama based commercial
construction firm with approximately $2 billion in revenue. As President of
Corporate Planning and Administration, Mr. Starnes participated as a member of
senior management in company operations with a particular focus on all of the
non-construction activities of Brasfield & Gorrie.

         Prior to joining Brasfield and Gorrie, he was one of the founders and
ultimately senior and managing partner of the Birmingham-based law firm of
Starnes & Atchison, LLP. Mr. Starnes currently maintains an "of counsel"
position with Starnes & Atchison, LLP, but will resign before assuming his
duties at ProAssurance. As an attorney at Starnes & Atchison, Mr. Starnes
represented local and national clients in a wide range of civil trials, appeals
and litigation, including commercial, securities, medical liability and
insurance litigation matters.

         From 1978 to October 2006, he represented and counseled ProAssurance in
his capacity as partner with Starnes & Atchison and, as a result, has thorough
knowledge and understanding of ProAssurance's operations and insurance
philosophy. Since October 1, 2006, Mr. Starnes has not had a financial interest
in Starnes & Atchison, nor has he worked on any ProAssurance matters, either
independently or on behalf of Starnes & Atchison. Mr. Starnes has no family
relationship with any other executive officer or director of ProAssurance.

         In connection with the resignation of Dr. Crowe, ProAssurance expects
that it will amend its employment agreement with Dr. Crowe. There will be no
change in compensation for 2007. The basic terms of such amendment, which would
be effective beginning January 1, 2008, will include:

     o    annual salary of $500,000 for 2008 and 2009; and

     o    perquisites determined at levels consistent with past practice.

         ProAssurance also expects to enter into an employment agreement with
Mr. Starnes, with basic terms including the following:

     o    term of five years;

     o    base salary of $750,000 per annum subject to annual adjustments at the
          discretion of the Board of Directors;

     o    annual  bonus equal to 100% of the base salary for 2007 (pro rata) and
          2008;   bonuses  after  2008  will  be  based  on  objective  criteria
          established by the Board of Directors;

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     o    one-time  grant of 100,000 stock options  effective and priced on July
          2, 2007, the first day of stock trading following Mr. Starnes expected
          date of employment;

     o    annual  grant  of  equity  compensation  (options  and/or  performance
          shares) having a present value of $500,000 during the term;

     o    reimbursement for any lost  compensation  between May 1, 2007 and July
          1, 2007; and

     o    perquisites determined consistent with those presently provided to the
          CEO.

The employment agreements with Dr. Crowe and Mr. Starnes are subject to
negotiation and may include such other terms as are mutually agreeable and
customary in employment contracts for executives. ProAssurance will file with
the Securities and Exchange Commission the amendment to Dr. Crowe's employment
agreement and the employment agreement with Mr. Starnes as exhibits at such time
when such amendment and employment agreement have been executed by the
respective parties.



Item 9.01:      Financial Statements and Exhibits


        (c)     Exhibit         Description
                -------         -----------
                 99.1           Press Release dated April 26, 2007.



                                       3


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: April 26, 2007


                                        PROASSURANCE CORPORATION


                                        By: /s/ Frank B. O'Neil
                                            ------------------------------------
                                            Frank B. O'Neil
                                            Sr. Vice-President



                                       4

EX-99.1

                                                                    Exhibit 99.1

      ProAssurance Chief Executive Announces Retirement Plans


    BIRMINGHAM, Ala.--(BUSINESS WIRE)--April 26, 2007--ProAssurance
(NYSE:PRA) Corporation's Chairman and Chief Executive Officer, A.
Derrill Crowe, M.D. has informed the company's Board of Directors that
he will retire as Chief Executive Officer. Dr. Crowe, age 70, will
remain as non-executive Chairman of the Board.

    The Board has elected W. Stancil Starnes to succeed Dr. Crowe as
Chief Executive Officer as of July 1, 2007, the effective date of Dr.
Crowe's retirement as CEO. Mr. Starnes is a seasoned executive and one
of the leading medical liability defense lawyers in America. He has
been involved with ProAssurance and its predecessor companies for
almost thirty years.

    Dr. Crowe said that as non-executive Chairman he intends to remain
connected to, and invested in, the organization. He added that his
decision to relinquish control of day-to-day operations was made after
considerable thought focused on the forward looking needs of the
organization.

    Crowe explained, "I have come to believe that I should step aside
as CEO in favor of someone who knows the organization, but could see
it with a fresh set of eyes. Stan Starnes will bring a new vision to
ProAssurance while retaining the core values that have made us what we
are today. I've depended on Stan's advice and counsel for almost three
decades and I can only make this move now because of the confidence I
have that Stan will continue building what we've started."

    Mr. Starnes, age 58, said he's looking forward to his new role,
but is aware of the challenges ahead. He explained, "Derrill Crowe has
helped create the leading customer-focused medical liability insurance
company in America and I look forward to maintaining the
organization's leadership in the industry. I agreed to accept this
position because I know and respect the senior management team at
ProAssurance and I have assured by Dr. Crowe that he will be available
to lend his advice and counsel as we move forward."

    Mr. Starnes was the Senior and Managing Partner in Starnes &
Atchison of Birmingham, Alabama, until October, 2006, when he accepted
the position as President, Corporate Planning and Administration, of
Brasfield & Gorrie, LLC, a Birmingham-based commercial construction
firm with 3,000 employees and $2 billion in annual revenues.

    Conference Call

    ProAssurance will hold a brief conference call at 9:30 AM EDT on
Thursday, April 26 2007 to discuss the executive transition. Investors
may participate by phone by calling (800) 414-9222 or (847) 413-3402.
The conference call will also be webcast on Streetevents.com, and
through the Investor Relations section of ProAssurance.com. A
telephone replay will be available through April 30, 2007 at (888)
203-1112 or (719) 457-0820, using access code 5899489. An internet
replay will be available through April 30, 2007 at ProAssurance.com
and Streetevents.com.

    About ProAssurance

    ProAssurance Corporation is the nation's fourth largest writer of
medical professional liability insurance through our principal
subsidiaries The Medical Assurance Company, Inc., ProNational
Insurance Company, NCRIC, Inc., Physicians Insurance Company of
Wisconsin, Inc., and Red Mountain Casualty Insurance Company, Inc. We
also write professional liability coverage through Woodbrook Casualty
Insurance, Inc.

    Caution Regarding Forward-Looking Statements

    Any statements in this News Release that are not historical facts
are specifically identified as forward-looking statements. These
statements are based upon our estimates and anticipation of future
events and 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. Forward-looking
statements are identified by words such as, but not limited to,
"anticipate," "believe," "estimate," "expect," "hope," "hopeful,"
"intend," "may," "optimistic," "potential," "preliminary," "project,"
"should," "will" and other analogous expressions. There are numerous
important factors that could cause our actual results to differ
materially from those in the forward-looking statements. Thus,
sentences and phrases that we use to convey our view of future events
and trends are expressly designated as forward-looking statements as
are sections of this news release clearly identified as giving our
outlook on future business.

    Forward-looking statements relating to our business include among
other things: statements concerning liquidity and capital
requirements, return on equity, financial ratios, net income,
premiums, losses and loss reserves, premium rates and retention of
current business, competition and market conditions, the expansion of
product lines, the development or acquisition of business in new
geographical areas, the availability of acceptable reinsurance,
actions by regulators and rating agencies, court judgment, legislative
actions, payment or performance of obligations under indebtedness,
payment of dividends, and other matters.

    These forward-looking statements highlight significant risks,
assumptions and uncertainties, including, among other things, the
following important factors that could affect the actual outcome of
future events:

    --  general economic conditions, either nationally or in our
        market area, that are worse than anticipated;

    --  regulatory and legislative actions or decisions that adversely
        affect our business plans or operations;

    --  inflation and changes in the interest rate environment;

    --  performance of financial markets and/or changes in the
        securities markets that adversely affect the fair value of our
        investments or operations;

    --  changes in laws or government regulations affecting medical
        professional liability insurance;

    --  changes in our capital requirements;

    --  changes to our ratings assigned by rating agencies;

    --  the effects of health care changes, including managed care;

    --  uncertainties inherent in the estimate of loss and loss
        adjustment expense reserves and reinsurance, and changes in
        the availability, cost, quality, or collectibility of
        reinsurance and/or insurance purchased by the corporation;

    --  our expectation of coverage under insurance or reinsurance
        policies we sell or purchase;

    --  bad faith litigation which may arise from our involvement in
        the settlement of claims;

    --  post-trial motions which may produce rulings adverse to us
        and/or appeals we undertake that may be unsuccessful;

    --  significantly increased competition among insurance providers
        and related pricing weaknesses in some markets;

    --  our ability to achieve continued growth through expansion into
        other states or through acquisitions or business combinations;

    --  the expected benefits from acquisitions may not be achieved or
        may be delayed longer than expected due to, among other
        reasons, business disruption, loss of customers and employees,
        increased operating costs or inability to achieve cost
        savings, and assumption of greater than expected liabilities;

    --  changes in accounting policies and practices that may be
        adopted by our regulatory agencies and the Financial
        Accounting Standards Board; and

    --  changes in our organization, compensation and benefit plans.

    You should not place undue reliance on any such forward-looking
statements, which speak only as of the date made. The factors listed
above could affect our financial performance and could cause actual
results for future periods to differ materially from any opinions or
statements expressed with respect to future periods in any current
statements. Except as required by law or regulations, we do not
undertake and specifically decline any obligation to publicly release
the result of any revisions that may be made to any forward-looking
statements to reflect events or circumstances after the date of such
statements or to reflect the occurrence of anticipated or
unanticipated events. Our results may differ materially from those we
expect and discuss in any forward-looking statements. The principal
risk factors that may cause these differences are described in various
documents we file with the Securities and Exchange Commission, such as
our current reports on Form 8-K, and our regular reports on Forms 10-Q
and 10-K, particularly in "Item 1A, Risk Factors."

    CONTACT: ProAssurance Corporation
             Frank B. O'Neil, 800-282-6242 or 205-877-4461
             Sr. Vice President, Corporate Communications
             & Investor Relations
             foneil@ProAssurance.com