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):  June 15, 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 investor meetings and various presentations starting June 15, 2010 with potential use of some or all of the materials through August, 2010. These materials are furnished as Exhibit 99.1 to this Current Report on Form 8K.

We are also highlighting in this section our decision to reduce our overall exposure to municipal bonds in our investment portfolio during the second quarter of 2010. Our investment portfolio holdings at the end of the first quarter of 2010 included $1.5 billion of municpal bond exposure as detailed in the materials included as Exhibit 99.1 and on our website. As part of our ongoing internal capital management program, we have sold approximately $100 million of municpal bonds as of the filing of this Current Report on Form 8K, and we expect to liquidate additional municipal bonds prior to reporting results for our second quarter operations. We are updating our municipal bond activity solely due to the recently heightend investor interest in this investment class.

A list of our investments at March 31, 2010 is presented on our website under "Supplemental Investor Information" (www.ProAssurance.com/investorrelations/supplemental.aspx). We expect to update the list of investments at the time we report results for the quarter ended June 30, 2010, and as results of each subsequent quarter are released, until such time as we provide notice that we have discontinued, or will discontinue this practice.

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 investor meetings and presentations starting June 15, 2010 and in subsequent investor meetings through August 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: June 15, 2010

PROASSURANCE CORPORATION

by: /s/ Frank B. O’Neil

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

Frank B. O’Neil

Senior Vice-President

EX-99.1

June 16, 2010

Frank B. O’NeilInvestor Relations Officer

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.

2

Non-GAAP Measures

ProAssurance: Quick Facts

Fourth largest
overall writer

Insuring 62,500
policyholders
nationwide

3

Effective & Experienced Management

4

W. Stancil Starnes, J.D. Chairman & Chief Executive Officer sstarnes@proassurance.com (205) 877-4400 Company Tenure: 3 Years Prior MPL Experience: 29 Years Industry & Related Experience: 32 Years Formerly in the private practice of law in MPL defense and complex corporate litigation.	Victor T. Adamo, J.D., CPCU President vadamo@proassurance.com (205) 877-4400 Company Tenure: 25 Years Prior MPL Experience: 5 Years Industry & Related Experience: 30 Years Formerly in the private practice of corporate law.	Jeffrey L. Bowlby, A.R.M. Sr. Vice-President & Chief Marketing Office jbowlby@proassurance.com (517) 347-6306 Company Tenure: 12 Years Prior MPL Experience: - Industry & Related Experience: 26 Years Career-long experience in insurance sales and marketing, most recently as SVP for Marketing with Meadowbrook.
Howard H. Friedman, F.C.A.S. Sr. Vice-President & Chief Underwriting Officer hfriedman@proassurance.com (205) 802-4796 Company Tenure: 14 Years Prior MPL Experience: 16 Years Industry & Related Experience: 30 Years Career-long experience in MPL company operations and management. Former ProAssurance CFO.	Jeffrey P. Lisenby, J.D. Sr. Vice-President, General Counsel & Secretary jlisenby@proassurance.com (205) 445-2668 Company Tenure: 9 Years Prior MPL Experience: - Industry & Related Experience: 9 Years Formerly in the private practice of law.	Frank B. O’Neil Sr. Vice-President & Chief Communications Officer foneil@proassurance.com (205) 877-4461 Company Tenure: 23 Years Prior MPL Experience: - Industry & Related Experience: 23 Years Formerly a television news executive and anchor.
Edward L. Rand, Jr., CPA Sr. Vice-President & Chief Financial Officer erand@proassurance.com (205) 802-4718 Company Tenure: 6 Years Prior MPL Experience: - Industry & Related Experience: 18 Years Career-long experience in insurance finance and accounting. Most recently Chief Accounting Officer for Partner Re.	Darryl K. Thomas, J.D. Sr. Vice-President & Chief Claims Officer dthomas@proassurance.com (205) 445-2668 Company Tenure: 12 Years Prior MPL Experience: 10 Years Industry & Related Experience: 22 Years Career-long experience in MPL claims management.	Hayes V. Whiteside, M.D. Sr. Vice-President & Chief Medical Officer hwhiteside@proassurance.com (205) 445-2670 Company Tenure: 6 Years MPL Experience: - Industry & Related Experience: 27 Years Formerly in the private practice of Urology.

Average executive tenure through VP level is 16 years

Recognition and Rating Highlights

Third straight year as one of the
50 top performing property casualty
insurance companies

Top 3% of all P&C companies

Affirmed at “A” (Excellent)
by A. M. Best

Positive Outlook
by S&P

5

Recent Business Highlights

Maintaining our profitability and book value growth

GROWING the top line

Three M&A transactions completed in 2009 -
Provided approximately $100 million in annualized
premium growth

Existing markets grew modestly in 2009

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

6

How We Define Success

23% Increase in Book Value per Share in 2009

19% Increase in Revenue vs. 2008

28% Increase in Diluted EPS

Top Line Growth in 2009

$28 million of new business in our historical book

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

7

Book Value Growth Through Q1 2010

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

8

Book Value per Share

Trading Below Historic BV Multiple

10

Key Advantages

Enduring Financial Strength

12

Emphasizing an appropriate balance of risk vs. return

Committed to enduring balance sheet strength

Responding to the low interest rate environment

Stockholder’s Equity Up
Over >16% Since
12/31/07

Investments Balance Risk vs. Return

Key Investment Actions in Q1 10

Further reduction of cash and short-
term balances

Added to corporate bond holdings

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

$3.9 Billion
Portfolio

$3.9 Billion
Portfolio

Fixed Income: 90%

Short Term: 4%

Short Term: 4%

Equity and Other Investments: 4%

Equity and Other Investments: 4%

BOLI: 2%

BOLI: 2%

13

3/31/10

Using capital to build through M&A

Preserving capital for future opportunities

Enhancing shareholder value by repurchasing shares
at prices that build Book Value

Capital Management

15

Source: SNL Financial

Our Strong Capital/Low Leverage Position

16

(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)

Maintain Profitability Through the Cycle

Ensure pricing discipline

Rates based on loss data across multiple years

Not unduly influenced by current market
conditions

Using credits allows us to maintain existing
rate filings

17

Rate Discussion

Rates on renewing physician business down
less than 12% from peak pricing in 2006

Recent rate filings are really minor adjustments

Slight increases in Arkansas, Illinois and Indiana

18

Spread Risk

Broad geographic diversification provides an
unmatched spread of risk

19

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)

Differentiate In Claims Management

Claims management has always set us apart

We combine financial strength with deep expertise

Give our insureds the option of an uncompromising
defense of their claim

Allows us to defend our insureds at trial more often
than any other company in our line

Provides long-term financial and marketing
advantages

A key differentiating factor in the market
as claims data becomes public

20

Claims Trends Remain Favorable

Frequency trends are
stable after declining
since 2006

The result is fewer
cases to try

Severity trends also
stable

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

21

ProAssurance Claims Tried
to a Verdict

The Ohio Example

Exhaustive, reliable data provided by the Ohio
Department of Insurance

Broad range of competitors and business
approaches

Pricing

Underwriting

Claims handling

22

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

Ohio Closed Claims 2005-2008

Excludes Trials that Ended with a Directed Verdict

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

Ohio Closed Claims 2005-2008

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

Prepare for State Changes

We are prepared, operationally and financially,
if Tort Reforms are struck down in our states

We never give advance credit for untested
reforms unless required by law or regulation

Prices are set and reserves established as if there
is no tort reform, until results reflect otherwise

26

Maximizing Our Potential

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

Success Through M&A

We’ve built a leading platform through M&A

28

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

2009 M & A Transactions

29

2008 Premium: $98 million

Significant growth in our core business

Nationwide geographical expansion

2008 Healthcare Premium: $20 million

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

2008 Premium: $5.7 million

Adds to our lawyers’ book

Geographical expansion

Affirms our interest in this line

Responding to Changes in HealthCare

Projected sector growth through 20181

Physician’s Assistants39%

Medical Assistants36%

Licensed Nurses34%

Chiropractors31%

Physicians and Surgeons22%

Podiatrists9%

1Bureau of Labor Statistics 2008 to 2018 Projections

30

Keep an Eye on Washington

Effects of Healthcare Reform

No immediate effect—no Tort Reform in the bill

More patients will ultimately require more
physicians and ancillary providers

Known: More customers for us

Unknown: Effect on the medical/legal environment

More frustration in the system?

More unexpected outcomes?

Demonstration projects do not provide meaningful
reform or immediate data

Signals a desire to leave the tort system in
the hands of each state

31

Summary

ProAssurance

Producing sustainable shareholder value

Growing Book Value per Share

Finding the right M & A opportunities

Significant share ownership at all levels

Focusing on long-term

Preparing for a changing market

Leveraging financial strength

Protecting the balance sheet

Maintain our leading market position

Building strength for the next cycle turn

33

June 16, 2010

Frank B. O’NeilInvestor Relations Officer

Additional Slides for Meetings

General Information

The State of the Market

37

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

38

Reserve adequacy

39

Net favorable development continues

We remain confident in current reserve levels

Our levels compare favorably to external
actuarial reviews from Tillinghast and E&Y

Excess Capital vs. Excess Capacity

40

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

Premiums Increase

Surplus is Reduced

Conservative Use of Debt

Low Debt to Cap Ratio

No strain on cash flow

Investments

Investment Income Provides No Cushion

Pricing discipline is even more critical

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

The Importance of Investment Income

44

Typical Claims Payout Pattern

The Importance of Investment Income

45

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

No Change to Investment Strategy

Our focus is on protecting the balance sheet and
growing book value

We are not extending duration for yield

Main pressures in investments are declining yield and
lower cash balances

Cash put to work in 2009 as we gained confidence

2009 net realized investment gains:$12.8 million

2008 net realized investment losses: $51 million

Includes $47 million in OTTI

Q1 2010 net realized investment losses: < $1 million

46

Strategy: Investment Discipline

The choice: Chase yield or extend duration

We are maintaining duration, looking for opportunities

47

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

Yields based on Single A composite corporate debt

Fixed Income Breakdown

97% investment grade

48

3/31/10

Equities & Other: $160 Million

49

3/31/10

Municipals: $1.5 Billion

53

3/31/10

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

Sub-Prime Detail

55

$8.1 million market value in AFS portfolio

$2.5 million unrealized loss

$15.8 million market value in
high-yield LP rated “A”

LP’s focus is distressed ABS

At 3/31/10	Vintage
$5.1 Mln	2004 & Prior
$3.0 Mln	2005

Quality & Vintage information only on direct holdings at 3/31/10

CMBS Detail

Vintages

2005 & Prior- $65 million

2006- $23 million

Top Property Types

Office: 58% of CMBS portfolio

Retail Anchored: 29% of CMBS portfolio

Mixed Use: 8% of CMBS portfolio

Other: 5% of CMBS Portfolio

56

CMBS Detail

$88 million Fair Value in non-agency CMBS

Book Value: $86 million (2% of fixed income portfolio)

57

At 3/31/2010	Quality
$83.0 Mln	AAA
$3.0 Mln	AA
$0.7 Mln	A
$0.9 Mln	BB+

At 3/31/2010	Wtd Avg LTV
14%	<65%
46%	=65-70%
21%	<70-75%
19%	=75-85%

At 3/31/2010	Credit Support
35%	>30%
47%	20% - 30%
12%	10% - 20%
6%	Less than 10%

At 3/31/2010	Deal Cumulative Delinquencies
18%	0.0%-1.0%
22%	1.0% -3.0%
10%	3.0%-5.0%
23%	5.0%-10.0%
27%	>10.0%

At 3/31/2010	Debt Service Coverage
80%	=>1.5x
14%	1.4x-1.5x
6%	1.3x-1.4x

3/31/10

Corporate: Detail on Financials

Top 20 Largest Banks/Financials: $ 269 million

$57 mm FDIC backing

BA $40 ($22)	Eurohypo $8
BP Cap $26	Boeing Cap $7
JPM $23 ($14)	USBank $7
GECC $22 ($4)	Credit Suisse $7
MS $20 ($6)	PNC $6 ($2)
Wells $20	Natl Rural $6
GS $18 ($2)	Deutsche Bank $5
Amex $16	Depfa ACS -Covered $5
Citi $13 ($5)	FMCC $5
BNY $10	John Deere Cap$5 ($2)
FDIC backed amounts listed in parentheses

59

12/31/2009

Treasury/GSE: $206Million

60

3/31/2010

Portfolio Overview: Short Term

$152 Million

Rated A1/P1 or better

Money Markets:

Moody’s: Aaa

S&P: AAA

61

3/31/2010

BOLI: $65 Million

Weighted average rating

Moody’s: AA3

S&P: AA-

A. M. Best: A+

62

3/31/2010

Moody’s 2008 Rankings

Outstanding Performance vs Industry

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

64

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

Moody’s Top 100 Ranking Data

Return on Premium

Rank: #1

Sales & Marketing Highlights

Distribution Sources

We remain primarily agent-driven

Direct in Alabama, Florida and in all states for
Podiatric business

Dual distribution working in DC and parts of
Missouri

67

New Business Acquisition Trends

Profitable new business can be found

New business added in a number of states

Retention is at historical highs

The market is equal parts pricing sanity and
insanity

68

Retention trends

Retention was 88% in Q1 2010

Retention was 88% overall in 2009

Despite competitors' pricing we are retaining
business

69

Competition

We have see no new large scale competitors

Greatest competition is physicians moving into
hospital captives and large clinic alternative risk
transfer programs

We will address these issues through new products
and new approaches to our business partners

Some consolidation among start-ups

Pricing largely a non-factor due to the soft market

70

Terms and Conditions

One-off concessions by many carriers

Tail coverage

Prior acts

Slot rating

71

Lawyers Professional Liability

Historical book performing as expected

MGA’s producing new business as expected in
market previously unserved

Primarily western US (Greyhawk) and
mid-Atlantic (ProLawyer)

72

Reinsurance

Reinsurance Overview

74

No real change in pricing

Somewhat surprising to us

Interest remains high in our program

Aspen, Hannover and Transatlantic lead our
program

Solid mix of London, US and Bermudan
companies

Additional Claims Highlights

Loss Trends

Frequency remains at historically low levels

No longer declining

Some signs of frequency returning

Severity is manageable

Fewer cases for us to try

We are trying the same percentage of our
claims inventory

76

77

New Claims Opened Each Year

New Claims Opened Each Year

6,577

5,340

4,729

4,382

3,880

Claims are level from
2008 to 2009

3,890

No Emerging Claim Hotspots

No unexpected claims trends are emerging by
specialty

Greater public access to claims outcome data
should fuel renewed attention to claims defense

78

Risk Management Highlights

We Are a Doctor-Focused Company

We value physician input and seek partnerships
with organized medicine

Endorsed in Alabama, D.C., Indiana and Wisconsin

Physician involvement at all levels of the
organization

Led by Hayes Whiteside, M.D., SVP and Chief
Medical Officer

We actively participate in national and state tort
reform efforts

80

Risk Management Scope

Approximately 80% of insureds are “touched”
by risk management programs each year

Risk management publications provide
specialty-specific advice

State-specific publications target current event
issues

Risk Resource center provides immediate
access to risk management advice in dynamic
situations

81