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):  March 9, 2010

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 7.01 REGULATION FD DISCLOSURE

We are furnishing presentation materials which will be used in an investor presentation onMarch 10, 2010. We also intend to use these materials in subsequent investor meetings during March and April of this year. These materials are Exhibit 99.1 to this Current Report on Form 8K.

We expressly disclaim any obligation to update these materials and caution that they are only accurate on the date of this filing. The inclusion of any data or statements in this presentation does not signify that the information is considered material.

Item 9.01                           FINANCIAL STATEMENTS AND EXHIBITS

99.1 Presentation materials will be used in an investor presentation on March 10, 2010, and in subsequent investor meetings during March and April of this year.

We are furnishing Exhibit 99.1 to this Current Report on Form 8-K in accordance with Item 7.01, Regulation FD Disclosure. This exhibit 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: March 9, 2010

PROASSURANCE CORPORATION

by:  /s/ Frank B. O’Neil

-----------------------------------------------------

Frank B. O’Neil

Senior Vice-President

EX-99.1

March 8-10, 2010

W. Stancil StarnesChairman and Chief Executive Officer

Edward L. Rand, Jr.Chief Financial Officer

Frank B. O’NeilInvestor Relations Officer

Raymond James & Associates

Raymond James & Associates

31st Annual Institutional Investors Conference

31st Annual Institutional Investors Conference

2

Forward Looking Statements

This presentation contains Forward Looking Statements and other information designed
to convey our projections and expectations regarding future results. There are a number
of factors which could cause our actual results to vary materially from those projected in
this presentation. 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.” Please review this presentation in
conjunction with a thorough reading and understanding of these risk factors.

This presentation contains Non-GAAP measures, and we may reference
Non-GAAP measures in our remarks. A reconciliation of these measures to GAAP
measures is available in our latest quarterly news release, which is available in the
Investor Relations section of our website, www.ProAssurance.com, and in
the related Current Reports on Form 8K disclosing that release.

Non-GAAP Measures

Year-to-Year Success Comes From
Taking a Long-Term View

Year-to-Year Success Comes From
Taking a Long-Term View

Edward L. Rand, Jr.

Chief Financial Officer

ProAssurance: Quick Facts

4

Success Continued in 2009

23% Increase in Book Value per Share in 2009

19% Increase in Revenue vs. 2008

28% Increase in Diluted EPS

Top Line Growth

$28 million of new business in our historical book

$95 million from completed M&A transactions

Three transactions completed in 2009

Outstanding performance in a challenging
financial market and a demanding line of
insurance

5

Book Value Growth EVERY Year Since Inception
	Cumulative	CAGR
10 year	278%	14%
5 year	151%	20%
1 year	23%	23%
Measured through Year-End 2009

6

Book Value per Share at Year End

Share Prices Since Inception
	Cumulative	CAGR
10 year	166%	10%
5 year	37%	7%
1 year	2%	2%
Measured through Year-End 2009

7

Share Price at Year End

Prime Time to Invest in PRA

8

Price to Book Multiple by Month

Outstanding Performance vs Industry

Moody’s rankings of the top 100 P&C
insurance companies by premium volume

9

1 by Direct Written PremiumSource: 2008 Data from Moody’s Statistical Handbook October
2009

Category	Ranking
Direct Written Premiums	95
Operating Ratio	1
Combined Ratio	2
Loss Ratio	5
ROE	5

2009 Financial Highlights

10

in millions, except per share data

Year-End

All data includes acquired entities since date of acquisition only. PICA was acquired on April 1, 2009.

1Excludes discontinued operations.

2Includes a loss on extinguishment of debt of $2.8 million for the year ended December 31, 2009 and a gain on
extinguishment of debt of $4.6 million for the year ended December 31, 2008

Gross Premiums Written1$554$471$549

Net Investment Income1151158171

Total Revenue1673567706

Net Income (Includes Investment Losses)2$222$178$168

Operating Income$215$207$172

Net Income/Diluted Share$6.70$5.22$4.78

Operating Income/Diluted Share$6.49$6.07$4.90

Total Assets$4,647$4,281$4,441

Shareowners’ Equity$1,705$1,424$1,255

200920082007

Conservative Use of Debt

Low Debt to Cap Ratio

No strain on cash flow

Capital Management

Active in prudent share repurchase

1.1 million shares in 2009

Board examination of capital management
alternatives

12

Investments Balance Risk vs. Return

Key Investment Actions in Q4 09

Reduced cash and short-term
balances

Added to corporate and municipal
bond holdings

CUSIP-level portfolio disclosure
on our website:
www.proassurance.com/investorrelations/supplemental.aspx

$3.8 Billion
Portfolio

$3.8 Billion
Portfolio

Fixed Income: 90%

Short Term: 5%

Short Term: 5%

Equity and Other Investments: 3%

Equity and Other Investments: 3%

BOLI: 2%

BOLI: 2%

13

12/31/09

Fixed Income Breakdown

14

12/31/09

Our Disciplined Approach Produces
Operational Excellence

Our Disciplined Approach Produces
Operational Excellence

W. Stancil Starnes, Esq.

Chairman & CEO

Producing Sustainable Results

Building on growth opportunities

Using our unparalleled market knowledge

Leveraging our unique claims expertise

Employing our not so secret weapon

16

We Are a National Company

Broad geographic diversification provides an
unmatched spread of risk

17

Corporate Headquarters

Corporate Headquarters

Claims Offices

Claims Offices

Claims / Underwriting Offices

Claims / Underwriting Offices

PICA and/or E&S States

PICA and/or E&S States

(Birmingham)

2009 M & A Transactions

18

2009 Premium: $77 million

Significant growth in our core business

Nationwide geographical expansion

Extends our core business
Broadens our medically-related range
Geographical expansion

2009 Premium: $4.0 million

Adds to our lawyers’ book

Geographical expansion

Affirms our interest in this line

2009: Consolidation of:
Mid-Continent General Agency

2009: Consolidation of:
Mid-Continent General Agency

Georgia Lawyers Insurance Co.

Georgia Lawyers Insurance Co.

2004:Purchased Selected Renewal Rights from:
OHIC Insurance Company

2004:Purchased Selected Renewal Rights from:
OHIC Insurance Company

Growth Through M&A

We’ve built a leading platform through M&A

19

1994:Consolidation of:
West Virginia Hosp. Ins Co.

1994:Consolidation of:
West Virginia Hosp. Ins Co.

1995:Consolidation of;

1995:Consolidation of;

Physicians Ins Co of Indiana

Physicians Ins Co of Indiana

Assumed business of:
Physicians Ins Co of Ohio

Assumed business of:
Physicians Ins Co of Ohio

1996: Consolidation of:

1996: Consolidation of:

Missouri Medical Ins Co

Missouri Medical Ins Co

1995:Assumed business of:
Associated Physicians Ins Co. (IL)

1995:Assumed business of:
Associated Physicians Ins Co. (IL)

1998:Consolidation of:
Physicians Protective Trust Fund (FL)

1998:Consolidation of:
Physicians Protective Trust Fund (FL)

1996:Assumed business of:
American Medical Ins Exchange (IN)

1996:Assumed business of:
American Medical Ins Exchange (IN)

Founding inthe 1970’s

Founding inthe 1970’s

1999:Assumed business of:
Medical Defense Associates (MO)

1999:Assumed business of:
Medical Defense Associates (MO)

Mutual Assurance

Physicians Ins.Co.of Michigan

Professionals Group

Creation of:

Creation of:

2005:Consolidation of:
NCRIC Group

2005:Consolidation of:
NCRIC Group

2006: Consolidation of:
PIC Wisconsin Group

2006: Consolidation of:
PIC Wisconsin Group

2007:PRI renewal rights deal

2002:SERTA renewal rights deal

2001:OUM renewal rights deal

2000:DPM Merger

1999:PACO Acquisition

Growth Brings Size and Scope

Broad geographic diversification provides an
unmatched spread of risk

20

Our spread of risk provides
better market awareness and
more data points to gauge
loss trends

Our internal actuarial depth
allows us to assess emerging
trends and respond quickly

Corporate Headquarters

Corporate Headquarters

Claims Offices

Claims Offices

Claims / Underwriting Offices

Claims / Underwriting Offices

PICA and/or E&S States

PICA and/or E&S States

(Birmingham)

Claims Handling Sets Us Apart

Our effective approach to handling claims sets
us apart

We price our product to offered an unfettered
defense of claims to the extent permitted by
law

Claims handling is a key to policyholder
loyalty and long-term financial success

21

Claims Trends Remain Favorable

22

ProAssurance Claims Tried
to a Verdict
(includes PICA)

We try cases

Frequency trends are
stable after declining
since 2005/2006

The result is fewer
cases to try

Severity trends also
stable

Trends are much the
same in states with or
without Tort Reform

The Ohio Example

Exhaustive, reliable data provided by the Ohio
Department of Insurance

Broad range of competitors and business
approaches

Pricing

Underwriting

Claims handling

23

www.insurance.ohio.gov/Legal/Reports/Documents/MedMal_Closed_Claim_2008.pdf

ProAssurance closes more claims
with NO indemnity payments

Ohio Closed Claims 2005-2008

Source: Ohio Department of Insurance: www.insurance.ohio.gov/Legal/Reports/Documents/MedMal_Closed_Claim_2008.pdf

ProAssurance spends more, on average, to
defend cases—leveraging our strength

Ohio Closed Claims 2005-2008

Source: Ohio Department of Insurance: www.insurance.ohio.gov/Legal/Reports/Documents/MedMal_Closed_Claim_2008.pdf

ProAssurance closes more claims at trial,
offering our insureds the chance for vindication

Ohio Closed Claims 2005-2008

Excludes Trials that Ended with a Directed Verdicts

Source: Ohio Department of Insurance: www.insurance.ohio.gov/Legal/Reports/Documents/MedMal_Closed_Claim_2008.pdf

ProAssurance spends far less in average
indemnity payments

Ohio Closed Claims 2005-2008

Source: Ohio Department of Insurance: www.insurance.ohio.gov/Legal/Reports/Documents/MedMal_Closed_Claim_2008.pdf

The Importance of Treated Fairly®

Treated Fairly® affirms our existing, enduring
commitment to every stakeholder

Insureds

Agents

Investors

The public

Provides a touchstone that guides every interaction

Helps ensure that we run our business as owners
who are rewarded for long-term success

28

Producing Sustainable Results

Building on growth opportunities

Using our unparalleled market knowledge

Leveraging our unique claims expertise

Employing our not so secret weapon

29

SUPPLEMENTAL
DISCUSSION
SLIDES

SUPPLEMENTAL
DISCUSSION
SLIDES

Financial

The Importance of Investment Income

Pricing discipline is even more critical

Combined Ratio
required to generate
a 13% after-tax ROE

The Importance of Investment Income

33

Year
1

Year
2

Year
3

Year
4

Year
5

Year
6

Year
7

Year
8

Incident
Occurs

Discovery
and
Preparation

Claim
Reported

Trial

and
Appeals

Resolution

5-6 Years
After
Claim
Reported

Life Cycle of a Typical Claim

The Importance of Investment Income

34

Typical Claims Payout Pattern

Using Capital Prudently

Using capital to build through M&A

Our Strong Capital/Low Leverage Position

36

(in millions)

Prepared for an
improving market

Prudent capital
management

Premiums to Surplus
for Each year

$567

$ 96

$471

($96 mil PICA pro forma in 2008)

Excess Capital vs. Excess Capacity

37

Conceptual Model of Projected
A. M. Best BCAR Scores if

Premiums Increase

Surplus is Reduced

Market Conditions

The State of the Market

Prices have been falling yet profitability
remains high

Continued low interest rates must enforce
discipline sooner or later

Frequency is no longer declining

Only a matter of time before frequency moves
higher

But when?

Severity is trending upward at expected,
manageable rates (4%-5%) in most states

39

The State of the Market

40

Responding to Changes in HealthCare

Projected sector growth through 20181

Physician’s Assistants39%

Medical Assistants36%

Licensed Nurses34%

Chiropractors31%

Physicians and Surgeons22%

Podiatrists9%

41

1Bureau of Labor Statistics 2008 to 2018 Projections

Claims

Why Claims Strategy Matters

Favorable
Outcomes:84.0%

Favorable
Outcomes:84.0%

Five Year Average
2004 - 2008

Favorable
Outcomes:
75.4%

Favorable
Outcomes:
75.4%

Why Claims Strategy Matters

Our ability and willingness to defend claims
allows us to achieve better results

ProAssurance vs. Industry
Average Statutory Loss Ratio

2003-2008

Legal
Payments

Loss
Payments

Trend for ProAssurance
Stand Alone Statutory Loss Ratio

2006 - 2008

76.0%

*Source: A. M. Best Aggregates & Averages, Medical Malpractice Predominating

64.3%

80.8%

76.9%

44.2%

Appendix: Underwriting/Actuarial

Enforce Actuarial Conservatism

$ 2.4

$ 2.6

$ 2.6

$ 2.2

$ 1.8

Rate Change History

47

Appendix: Moody’s Rankings

Moody’s Top 100 Ranking Data

Appendix: Investments

Equities & Other: $43 Million

51

12/31/09

Represents 3% of our Total Investments

Strategy: Investment Discipline

The choice: Chase yield or extend duration

We are maintaining duration, looking for opportunities

55

Loss in value assuming a 100 basis point shift in the yield curve

Yields based on Single A composite corporate debt

Municipals: $1.5 Billion

56

12/31/09

Investment policy has always required
investment grade rating prior to applying the
effect of insurance

Asset Backed: $700 Million

Weighted average rating: “AA+”

Bloomberg Data
12/31/09

Alt-A
LTV 61%

Prime MBS
LTV 57%

Further Details Provided
on Sub-Prime and CMBS
on following pages

57

Sub-Prime Detail

58

$7.2 million market value in AFS portfolio

$3.5 million unrealized loss

$13.3 million market value in
high-yield LP rated “A”

LP’s focus is distressed ABS

At 12/31/09	Vintage
$4.7 Mln	2004 & Prior
$2.5 Mln	2005

Quality & Vintage information only on direct holdings at 12/31/09

At 12/31/09	Type	Quality
$3.4 Mln	Mortgage-Backed	AA- avg- LTV 71%
$3.8 Mln	Home Equity	A+ avg

CMBS Detail

Vintages

2005 & Prior- $71 million

2006- $21 million

Top Property Types

Office: 56% of CMBS portfolio

Retail Anchored: 34% of CMBS portfolio

Mixed Use: 6% of CMBS portfolio

Other: 4% of CMBS Portfolio

59

CMBS Detail

$93 million Fair Value in non-agency CMBS

Book Value: $94 million

3% of fixed income portfolio

60

At 12/31/2009	Quality
$89.3 Mln	AAA
$3.0 Mln	AA
$0.7 Mln	A

At 12/31/2009	Wtd Avg LTV
16%	<65%
48%	=65-70%
19%	<70-75%
16%	=75-85%
1%	+85%

At 12/31/2009	Credit Support
39%	>30%
46%	20% - 30%
11%	10% - 20%
4%	Less than 10%

At 12/31/2009	Deal Cumulative Delinquencies
30%	0.0%-1.0%
15%	1.0% -2.0%
19%	2.0%-3.0%
10%	3.0%-5.0%
21%	5.0%-8.0%
5%	8.0%-10.0%

At 12/31/2009	Debt Service Coverage
87%	=>1.5x
7%	1.4x-1.5x
6%	1.3x-1.4x

AT
12/31/2009

Weighted Average Rating: A

28% of Total Investments

Corporates: $1.1 Billion

61

12/31/2009

Corporate: Detail on Financials

Top 20 Largest Banks/Financials: $ 267 million

$68 mm FDIC backing

BA $41 ($23)	Credit Suisse $9
MS $29 ($6)	Eurohypo $8
BP Cap $25	KEY $6 ($6)
GECC $25 ($8)	BNY Mellon $6
JPM $23 ($14)	PNC $6 ($2)
GS $18( $2)	US Bank $6
Amex $13	Deutsche Bank $5
Citi $13($5)	Depfa ACS -Covered $5
Wells $13	FMCC $5
Natl Rural $9	John Deere Cap$5 ($2)
FDIC backed amounts listed in parentheses

62

12/31/2009

Treasury/GSE: $221 Million

63

12/31/2009

64

12/31/2009

Portfolio Overview: Short Term

$187 Million

Rated A1/P1 or better

Money Markets:

Moody’s: Aaa

S&P: AAA

65

BOLI: $65 Million

Weighted average rating

Moody’s: AA3

S&P: AA-

A. M. Best: A+

66