8-K

UNITED STATES

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 3, 2006

UNUMPROVIDENT CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-11834	62-1598430
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

1 Fountain Square

Chattanooga, Tennessee 37402

(Address of principal executive offices)(Zip Code)

(423) 294-1011

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On May 3, 2006, UnumProvident Corporation issued a press release reporting its results for the first quarter of 2006, a copy of which is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Also on May 3, 2006, UnumProvident Corporation posted on its website at www.unumprovident.com the Statistical Supplement relating to its financial results for the first quarter of 2006. A copy of the Statistical Supplement is furnished herewith as Exhibit 99.2 and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information included or incorporated in this Item 2.02, including Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall such information and exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits. The following exhibits are filed with this Report:

99.1	Press release of UnumProvident Corporation dated May 3, 2006, of earnings for the first quarter of 2006.
99.2	Statistical Supplement of UnumProvident Corporation for the first quarter of 2006.

SIGNATURES

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.

	UnumProvident Corporation
	(Registrant)
Date: May 3, 2006	By:	/s/ Susan N. Roth
		Name:	Susan N. Roth
		Title:	Vice President, Corporate Secretary and Assistant General Counsel

INDEX TO EXHIBITS

EXHIBIT

99.1	Press release of UnumProvident Corporation dated May 3, 2006, of earnings for the first quarter of 2006.
99.2	Statistical Supplement of UnumProvident Corporation for the first quarter of 2006.

EX-99.1

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE	For additional	Thomas A. H. White
	information contact:	Senior Vice President, Investor Relations
		423.294.8996
		Linnea R. Olsen
		Director, Investor Relations
		410.872.8970
May 3, 2006
		Jim Sabourin
		Vice President, Corporate Communications
		423.294.6043

UnumProvident Corporation Reports

First Quarter 2006 Results

Chattanooga, TN – UnumProvident Corporation (NYSE: UNM) announced today its results for the first quarter of 2006 with net income of $73.4 million ($0.23 per diluted common share), compared to $152.2 million ($0.49 per diluted common share) for the first quarter of 2005. Included in the results for the first quarter of 2006 is a net realized after tax investment gain of $1.5 million, compared to a net realized after tax investment loss of $2.1 million in the first quarter of 2005.

In the first quarter of 2006, the Company completed an analysis of its assumptions related to the reserves established for the claim reassessment process implemented as a result of the settlement agreements entered into with state insurance regulators in the fourth quarter of 2004 and the settlement agreement entered into with the California Department of Insurance in the third quarter of 2005. The analysis was based on preliminary data as of the end of the first quarter of 2006, when actual results to date were considered credible enough to enable the Company to update its initial expectations of costs related to the reassessment process. The Company concluded that a change in its initial assumptions, related primarily to the number of claimants for whom payments will continue because the claimant remains eligible for disability payments under the reassessment process, was warranted. Based on this analysis, a charge of $86.0 million before tax, or $55.9 million after tax ($0.17 per diluted common share), was recognized in the first quarter of 2006 to reflect the Company’s current estimate of future obligations for benefit costs for claims reopened in the reassessment.

The charge decreased before-tax operating results for the U.S. Brokerage segment group income protection line of business $72.8 million and the Individual Income Protection – Closed Block segment $13.2 million.

Also included in the first quarter of 2006 is interest expense related to the write-off of deferred debt costs of $5.3 million before tax, or $3.4 million after tax ($0.01 per diluted common share), resulting from the extinguishment of $400.0 million of debt associated with the remarketing in February 2006 of the senior note element of the adjustable conversion-rate equity security units issued in May 2003. The Company participated in the remarketing of the units and purchased $400.0 million of the senior notes which were subsequently retired. The charge is included in the results for the Corporate segment.

Included in the first quarter of 2005 was the release of $32.0 million of income tax liabilities that related primarily to interest on the timing of expense deductions. The $32.0 million ($0.10 per diluted common share) increase to net income was reported as a reduction to income tax expense in the first quarter of 2005.

Income, on an after tax basis, excluding net realized investment gains and losses, the first quarter of 2006 regulatory reassessment charge and write-off of deferred debt costs, and the first quarter of 2005 release of income tax liabilities was $131.2 million ($0.41 per diluted common share) in the first quarter of 2006, compared to $122.3 million ($0.40 per diluted common share) in the first quarter of 2005. (See discussion of non-GAAP financial measures and the related reconciliation below.)

Thomas R. Watjen, president and chief executive officer, said, “We continued to generate strong operating results in most of our business and product lines in the first quarter. Although our U.S. Brokerage group income protection line performance remains below our expectations, I am encouraged by indications that the steps we took earlier this year within our benefits area are beginning to have a positive impact.”

“Separately, we are fulfilling the requirements of our regulatory settlement agreements, including making the appropriate payments required under the reassessment process. We are today in a much better position to quantify the cost to us of the reassessment process and based on our experience thus far we have determined that we will likely incur higher costs than initially projected, which have been incorporated in our first quarter results. We believe we are taking the appropriate actions to satisfactorily put this matter behind us.”

RESULTS BY SEGMENT

In the following discussions of the Company’s segment operating results, “operating revenue” excludes net realized investment gains and losses. “Operating income” or “operating loss” excludes income tax and net realized investment gains and losses.

U.S. Brokerage Segment

The U.S. Brokerage segment reported operating income of $28.5 million in the first quarter of 2006, compared to $100.5 million in the first quarter of 2005. The results for the first quarter of 2006 include the before-tax claim reassessment charge of $72.8 million. Excluding the charge, operating income for this segment for the first quarter of 2006 was $101.3 million.

Within this segment, the U.S. Brokerage group income protection line of business reported a loss of $71.6 million in the first quarter of 2006 compared to income of $3.5 million in the first quarter of 2005. Excluding the before-tax claim reassessment charge of $72.8 million in the first quarter of 2006, operating income in this line was $1.2 million, and the benefit ratio was 95.5 percent in the first quarter of 2006, compared to 95.3 percent in the first quarter of 2005. This slight increase reflects an increase in paid claim costs on existing claims due to lower claim recovery rates during the past several quarters. Partially offsetting this increase was a decline in both submitted and paid claim incidence in the first quarter of 2006 compared to the prior year first quarter. Premium income in group income protection declined 2.5 percent to $619.8 million in the first quarter of 2006, compared to $635.4 million in the first quarter of 2005, reflecting lower sales in recent quarters as the Company has focused on improving the profitability of the business. Sales of fully insured group long-term income protection products in the first quarter of 2006 increased 16.5 percent to $43.1 million, compared to $37.0 million in the year ago quarter. First quarter of 2006 sales in the small and mid-employer core market segment were 22.5 percent higher than the first quarter of 2005, while sales in the large case market were also higher than the prior year quarter but grew less than sales in the core market. Sales of fully insured group short-term income protection products in the first quarter of 2006 decreased 25.0 percent to $12.0 million, compared to $16.0 million in the year ago quarter, reflecting decreased sales in the large case market which offset increased sales in the core small and mid-sized markets. Premium persistency in the group long-term income protection line of business improved to 86.6 percent for the first quarter of 2006 compared to 82.6 percent in the year ago quarter.

The U.S. Brokerage segment’s group life and accidental death and dismemberment lines of business reported a 20.9 percent decline in operating income to $43.9 million in the first quarter of 2006, compared to $55.5 million in the first quarter of 2005. The decline in earnings primarily reflects a decline in premium, lower net investment income, and a higher benefit ratio relative to the year ago quarter. Premium income for these lines of business declined 2.9 percent to $358.8 million in the first quarter of 2006, compared to $369.7 million in the first quarter of 2005, reflecting lower sales and persistency in recent quarters as the Company has focused on improving the profitability of the business in a competitive market environment. Sales of group life products

in the first quarter of 2006 increased 4.7 percent to $33.2 million, compared to $31.7 million in the year ago quarter, with increased sales in the core small and mid-sized markets offsetting a decline in sales in the large case market. Premium persistency in the group life line of business improved to 79.1 percent for the first quarter of 2006, compared to 72.5 percent for the first quarter of 2005.

Also within this segment, the U.S. Brokerage supplemental and voluntary lines of business reported a 35.4 percent increase in operating income to $56.2 million in the first quarter of 2006, compared to $41.5 million in the first quarter of 2005. The improvement in earnings is primarily driven by improved results in all three lines of business; the individual income protection – recently issued, long-term care, and voluntary workplace benefits. Premium income increased 6.9 percent to $325.2 million in the first quarter of 2006, compared to $304.1 million in the first quarter of 2005. New annualized sales in the voluntary workplace benefits line of business increased 7.5 percent in the first quarter of 2006 compared to the first quarter of 2005, while sales in the individual income protection – recently issued line decreased 7.5 percent and long-term care sales declined 18.5 percent compared with the year ago quarter.

Unum Limited Segment

The Unum Limited segment reported a 15.0 percent increase in operating income to $54.4 million in the first quarter of 2006, compared to $47.3 million in the first quarter of 2005. Operating income in this segment benefited from a slightly lower benefit ratio resulting from favorable risk experience and claims management and a lower expense ratio relative to the year ago quarter. Premium income for this segment was flat, increasing 0.7 percent to $191.4 million in the first quarter of 2006, compared to $190.0 million in the first quarter of 2005. New annualized sales in this segment declined 68.1 percent to $11.7 million in the first quarter of 2006 from $36.7 million in the first quarter of 2005 due primarily to decreased activity in the U.K. market during the first quarter, the competitive environment in the U.K. for group life products, and the Company’s decision to maintain its pricing discipline.

Colonial Segment

The Colonial segment reported a 5.5 percent increase in operating income to $46.2 million in the first quarter of 2006, compared to $43.8 million in the first quarter of 2005. Results in this segment in the first quarter of 2006 benefited from a lower benefit ratio resulting from favorable risk experience in the individual short-term income protection line of business and also due to the release of reserves related to the policies which lapsed due to the impact of the third quarter of 2005 hurricanes in the United States gulf coast region. Premium income for this segment increased 4.7 percent to $202.6 million in the first quarter of 2006, compared to $193.5 million in the first quarter

of 2005, reflecting current and prior period sales growth and stable persistency, partially offset by the policies which lapsed as a result of the 2005 hurricanes. New annualized sales in this segment increased 9.6 percent to $67.2 million in the first quarter of 2006 from $61.3 million in the first quarter of 2005.

Individual Income Protection – Closed Block Segment

The Individual Income Protection – Closed Block segment reported operating income of $14.7 million in the first quarter of 2006, compared to $23.1 million in the first quarter of 2005. Results for the first quarter of 2006 include the before-tax claim reassessment charge of $13.2 million. Excluding this charge, operating income in this segment was $27.9 million in the first quarter of 2006.

Other Segment

The Other segment reported operating income of $8.2 million in the first quarter of 2006, compared to $9.3 million in the first quarter of 2005.

Corporate Segment

The Corporate segment, which includes investment earnings on corporate assets not specifically allocated to a line of business, corporate interest expense, and certain other corporate expenses, reported a loss of $43.5 million in the first quarter of 2006, compared to a loss of $39.2 million in the first quarter of 2005. Included in the first quarter of 2006 interest expense is the write-off of deferred debt costs of $5.3 million.

OTHER INFORMATION

The Company’s average number of shares (000s) outstanding, assuming dilution, was 319,636.8 for the first quarter of 2006, compared to 307,610.9 for the first quarter of 2005.

Book value per common share at March 31, 2006 was $21.94, compared to $23.68 at March 31, 2005. Excluding the net unrealized gain on securities and the net gain on cash flow hedges, book value per common share at March 31, 2006 was $20.40 compared to $19.49 at March 31, 2005.

OUTLOOK

Commenting on the Company’s first quarter results, President and Chief Executive Officer Thomas R. Watjen stated, “There is a great deal that worked well in the first quarter, and we are making progress in those areas which did not meet our expectations. The Company continues to build operating and financial

strength, and we are making progress toward satisfactorily putting the regulatory matters behind us. With so many things working well, and the slow but steady progress we are making in the areas that are not, I continue to be confident in the two to three year financial goals we established last October at our analyst and investor meeting. A strong operational and financial foundation exists for us to achieve ROE expansion from 8.9% in 2005 to the 10 to 12% range. However, given the short-fall this quarter and our expectation that the U.S. Brokerage group income protection benefit ratio will stabilize at the current level and not begin to improve until later this year, we believe it is prudent to adjust our 2006 operational earnings per diluted common share guidance to a range of $1.65 to $1.70 from our previous guidance of $1.75 to $1.80. While I am very disappointed that we are now forecasting a slower recovery in our U.S. Brokerage group income protection business, nothing changes our long-term view or the potential for this franchise to generate significant shareholder value.”

NON-GAAP RECONCILIATION

The Company analyzes its performance using non-GAAP financial measures which exclude certain items and the related tax thereon from net income. The Company believes operating income or loss excluding realized investment gains and losses, which are recurring, is a better performance measure and a better indicator of the profitability and underlying trends in the business. Realized investment gains and losses are dependent on market conditions and general economic events and are not necessarily related to decisions regarding the Company’s underlying business. The Company believes book value per common share excluding unrealized gains and losses on securities and the net gain on cash flow hedges, which also tend to fluctuate dependent on market conditions and general economic trends, is an important measure.

The Company believes that exclusion of certain other items specified in the non-GAAP reconciliation enhances the understanding and comparability of the Company’s performance and the underlying fundamentals in its operations, but this exclusion is not an indication that similar items may not recur. For a reconciliation to the most directly comparable GAAP measures, refer to the attached digest of earnings.

CONFERENCE CALL INFORMATION

UnumProvident Corporation senior management will host a conference call on Thursday, May 4 at 9:00 a.m. (eastern) to discuss the results of operations for the first quarter and will include forward-looking information, such as guidance on future results and trends in operations, as well as other material information. The dial-in number is (877) 502-9276 for U.S. and Canada. For International, the dial-in number is

(913) 981-5591. Alternatively, a live webcast of the call will be available at www.unumprovident.com in a listen-only mode. About fifteen minutes prior to the start of the call, you should access the “Investor and Shareholder Information” section of our website. A replay of the call will be available by telephone and on our website through Thursday, May 11. In addition, the Company’s Statistical Supplement for the first quarter of 2006 is available on the Company’s website.

ABOUT UNUMPROVIDENT

UnumProvident is the largest provider of group and individual income protection insurance in the United States and United Kingdom. Through its subsidiaries, UnumProvident insures more than 25 million people and provided $6.0 billion in total benefits to customers in 2005. With primary offices in Chattanooga, Tennessee, and Portland, Maine, the Company employs approximately 11,300 people worldwide. For more information, visit www.unumprovident.com.

SAFE HARBOR STATEMENT

A “safe harbor” is provided for “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. Statements in this press release, which are not historical facts, are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements. These risks and uncertainties include such general matters as general economic or business conditions; events or consequences relating to terrorism and acts of war; competitive factors, including pricing pressures; legislative, regulatory, or tax changes; and the interest rate environment. More specifically, they include fluctuations in insurance reserve liabilities, projected new sales and renewals, persistency rates, incidence and recovery rates, pricing and underwriting projections and experience, retained risks in reinsurance operations, availability and cost of reinsurance, level and results of litigation, rating agency actions, regulatory actions and investigations, negative media attention, the level of pension benefit costs and funding, investment results, including credit deterioration of investments, and effectiveness of product and customer support. For further information of risks and uncertainties that could affect actual results, see the sections entitled “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors” in the Company’s Form 10-K for the fiscal year ended December 31, 2005. The forward-looking statements are being made as of the date of this press release and the Company expressly disclaims any obligation to update any forward-looking statement contained herein.

###

DIGEST OF EARNINGS

(Unaudited)

UnumProvident Corporation (UNM:NYSE)

and Subsidiaries

($ in millions, except share data)

	Three Months Ended March 31
	2006		2005
Operating Revenue by Segment	$	2,643.4	$	2,575.1
Net Realized Investment Gain (Loss)		2.5		(3.2	)
Total Revenue	$	2,645.9	$	2,571.9
Operating Income by Segment	$	108.5	$	184.8
Net Realized Investment Gain (Loss)		2.5		(3.2	)
Income Tax		37.6		29.4
Net Income	$	73.4	$	152.2
PER SHARE INFORMATION
Net Income Per Common Share
Basic	$	0.25	$	0.52
Assuming Dilution	$	0.23	$	0.49
Weighted Average Common Shares - Basic (000s)		296,560.4		295,490.5
Weighted Average Common Shares - Assuming Dilution (000s)		319,636.8		307,610.9

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

	Three Months Ended March 31, 2006						Three Months Ended March 31, 2005
	(in millions)			Per Share *			(in millions)			Per Share *
After-tax Operating Income Excluding Net Realized Investment Gain (Loss), Regulatory Reassessment Charge, Write-off of Deferred Debt Costs, and Release of Income Tax Liabilities	$	131.2		$	0.41		$	122.3		$	0.40
Regulatory Reassessment Charge, Net of Tax		(55.9	)		(0.17	)		—			—
Write-off of Deferred Debt Costs, Net of Tax		(3.4	)		(0.01	)		—			—
Release of Income Tax Liability		—			—			32.0			0.10
After-tax Operating Income Excluding Net Realized Investment Gain (Loss)		71.9			0.23			154.3			0.50
Net Realized Investment Gain (Loss)		2.5			—			(3.2	)		(0.01	)
Income Tax Benefit (Expense) on Net Realized Investment Gain (Loss)		(1.0	)		—			1.1			—
Net Income	$	73.4		$	0.23		$	152.2		$	0.49

	Three Months Ended March 31, 2006
	(in millions)		Benefit Ratio**
U.S. Brokerage Group Income Protection
Premium Income	$	619.8
Benefits and Change in Reserves for Future Benefits		664.4	107.2	%
Regulatory Reassessment Charge		72.8
Benefits and Change in Reserves for Future Benefits, Excluding Regulatory Reassessment Charge		591.6	95.5	%

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES - Continued

	As of March 31
	2006				2005
	(in millions)		Per Share		(in millions)		Per Share
Book Value
Total Stockholders’ Equity	$	6,568.0	$	21.94	$	7,052.4	$	23.68
Exclude Net Unrealized Gain on Securities		256.2		0.86		1,018.3		3.42
Exclude Net Gain on Cash Flow Hedges		203.6		0.68		230.5		0.77
As Adjusted	$	6,108.2	$	20.40	$	5,803.6	$	19.49
	As of December 31
	2005				2004				Average
	(in millions)		Per Share		(in millions)		Per Share		(in millions)
Book Value
Total Stockholders’ Equity	$	7,363.9	$	24.66	$	7,224.1	$	24.36
Exclude Net Unrealized Gain on Securities		1,040.7		3.49		1,309.8		4.41
Exclude Net Gain on Cash Flow Hedges		273.3		0.91		236.9		0.80
As Adjusted	$	6,049.9	$	20.26	$	5,677.4	$	19.15	$	5,863.6

	Twelve Months Ended December 31, 2005
Net Income	$	513.6
Exclude:
Net Realized Investment Loss, Net of Tax		(4.3	)
California Settlement Agreement and Related Matters, Net of Tax		(51.6	)
1Q05 Income Tax Liabilities		32.0
3Q05 Income Tax Liabilities		10.8
Gain on Sale of Netherlands Branch, Net of Tax		4.0
As Adjusted	$	522.7
Return on Equity (as a percentage of average Stockholders’ Equity excluding SFAS 115 and 133 adjustments)		8.9	%

	Outlook Range Twelve Months Ended December 31, 2006
	(in millions)			Per Share ***			(in millions)			Per Share ***
After-tax Operating Income Excluding Net Realized Investment Gain, Regulatory Reassessment Charge, and Write-off of Deferred Debt Costs	$	555.0		$	1.65		$	572.0		$	1.70
Regulatory Reassessment Charge, Net of Tax		(55.9	)		(0.17	)		(55.9	)		(0.17	)
Write-off of Deferred Debt Costs, Net of Tax		(3.4	)		(0.01	)		(3.4	)		(0.01	)
After-tax Operating Income Excluding Net Realized Investment Gain		495.7			1.47			512.7			1.52
Net Realized Investment Gain		2.5			—			2.5			—
Income Tax Expense on Net Realized Investment Gain		(1.0	)		—			(1.0	)		—
Net Income	$	497.2		$	1.47		$	514.2		$	1.52

* Assuming Dilution

** Benefits and Change in Reserves for Future Benefits as a percent of Premium Income

*** Assuming Dilution - Forecasted Weighted Average Shares of 337.0 million

EX-99.2

Exhibit 99.2

Smart Service. Great Ideas.

First

Quarter 2006

STATISTICAL

SUPPLEMENT

www.unumprovident.com

UnumProvident

Statistical Supplement First Quarter 2006

TABLE OF CONTENTS

(dollars in millions, except share data)

Interim Results are Unaudited

	Page
Financial Highlights	1
Consolidated Statements of Operations	2
Financial Sales Data	3
Consolidated Balance Sheets	4
Financial Results by Segment	5
Quarterly Historical Financial Results by Segment	6
Financial Results and Selected Statistics by Segment
U.S. Brokerage	7
Unum Limited	8
Colonial	9
Individual Income Protection - Closed Block	10
Other	11
Corporate	12
Investment Fact Sheets	13
Statutory Capital and Surplus and Results	14
Notes to Statistical Supplement	15
Throughout this supplement, segment operating results exclude income taxes and realized investment gains and losses.
See “Notes to Statistical Supplement” on page 15 for a discussion of non-GAAP financial measures.
N.M. = not a meaningful percentage

UnumProvident Financial Highlights

	Three Months Ended					Year Ended
	3/31/2006		3/31/2005			12/31/2005			12/31/2004			12/31/2003
Financial Results
Premium Income	$	1,970.0	$	1,935.0		$	7,815.6		$	7,839.6		$	7,615.7
Segment Operating Revenue	$	2,643.4	$	2,575.1		$	10,443.9		$	10,435.7		$	10,165.4
Net Realized Investment Gain (Loss)		2.5		(3.2	)		(6.7	)		29.2			(173.8	)
Revenue	$	2,645.9	$	2,571.9		$	10,437.2		$	10,464.9		$	9,991.6
Income (Loss) from Continuing Operations Before Cumulative Effect of Accounting Principle Change	$	73.4	$	152.2		$	513.6		$	(192.2	)	$	(264.6	)
Loss from Discontinued Operations, net of tax		—		—			—			(60.8	)		(161.7	)
Cumulative Effect of Accounting Principle Change, net of tax		—		—			—			—			39.9
Net Income (Loss)	$	73.4	$	152.2		$	513.6		$	(253.0	)	$	(386.4	)
Assets	$	50,471.3	$	50,836.6		$	51,866.8		$	50,832.3		$	49,718.3
Stockholders’ Equity	$	6,568.0	$	7,052.4		$	7,363.9		$	7,224.1		$	7,271.0

2006

• First quarter 2006 net income includes a claim reassessment charge of $86.0 million before tax and $55.9 million after tax.

• First quarter 2006 net income includes a charge of $5.3 million before tax, or $3.4 million after tax, related to the write-off of deferred debt costs.

2005

• Full year 2005 net income includes a charge of $75.0 million before tax, or $51.6 million after tax, related to the settlement agreement with the California Department of Insurance and related matters.

• Full year 2005 net income includes a gain on the sale of the U.K. Netherlands branch of $5.7 million before tax and $4.0 million after tax.

• First quarter 2005 net income includes an income tax benefit of $32.0 million and full year 2005 net income includes an income tax benefit of $42.8 million related to the reduction of income tax liabilities.

2004

• Full year 2004 net loss includes a charge of $127.0 million before tax, or $87.8 million after tax, related to the settlement of the multistate market conduct examination.

• Full year 2004 net loss includes a charge of $967.0 million before tax, or $701.0 million after tax, related to the restructuring of the individual income protection - closed block business.

2003

• Full year 2003 net loss includes a charge of $894.0 million before tax, or $581.1 million after tax, related to the U.S. Brokerage group income protection reserve strengthening.

See “Notes to Statistical Supplement” on page 15 for additional information.

1

UnumProvident Financial Highlights

	Three Months Ended				Year Ended
	3/31/2006		3/31/2005		12/31/2005		12/31/2004			12/31/2003
Per Common Share Information
Assuming Dilution:
Income (Loss) from Continuing Operations Before Cumulative Effect of Accounting Principle Change	$	0.23	$	0.49	$	1.64	$	(0.65	)	$	(0.96	)
Loss from Discontinued Operations, net of tax		—		—		—		(0.21	)		(0.58	)
Cumulative Effect of Accounting Principle Change, net of tax		—		—		—		—			0.14
Net Income (Loss)	$	0.23	$	0.49	$	1.64	$	(0.86	)	$	(1.40	)
Basic:
Income (Loss) from Continuing Operations Before Cumulative Effect of Accounting Principle Change	$	0.25	$	0.52	$	1.74	$	(0.65	)	$	(0.96	)
Loss from Discontinued Operations, net of tax		—		—		—		(0.21	)		(0.58	)
Cumulative Effect of Accounting Principle Change, net of tax		—		—		—		—			0.14
Net Income (Loss)	$	0.25	$	0.52	$	1.74	$	(0.86	)	$	(1.40	)
Dividends Paid	$	0.0750	$	0.0750	$	0.3000	$	0.3000		$	0.3725
Book Value	$	21.94	$	23.68	$	24.66	$	24.36		$	24.55
Price (UNM closing price on last trading day of period)	$	20.48	$	17.02	$	22.75	$	17.94		$	15.77

1.1

UnumProvident Consolidated Statements of Operations

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Revenue
Premium Income	$	1,970.0		$	1,935.0		$	7,815.6		$	7,839.6		$	7,615.7
Net Investment Income		563.8			528.0			2,188.3			2,158.7			2,158.4
Net Realized Investment Gain (Loss)		2.5			(3.2	)		(6.7	)		29.2			(173.8	)
Other Income		109.6			112.1			440.0			437.4			391.3
Total Revenue		2,645.9			2,571.9			10,437.2			10,464.9			9,991.6
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		1,867.5			1,737.9			7,083.2			7,248.4			7,868.1
Commissions		210.9			207.7			804.7			842.3			844.1
Interest and Debt Expense		58.4			52.8			208.0			207.1			187.2
Deferral of Policy Acquisition Costs		(135.9	)		(137.6	)		(519.4	)		(557.3	)		(665.9	)
Amortization of Deferred Policy Acquisition Costs		119.8			115.8			463.7			436.7			458.6
Amortization of Value of Business Acquired		1.9			4.1			15.1			15.8			37.5
Impairment of Intangible Assets		—			—			—			856.4			—
Other Operating Expenses		412.3			409.6			1,672.3			1,675.0			1,697.2
Total Benefits and Expenses		2,534.9			2,390.3			9,727.6			10,724.4			10,426.8
Income (Loss) from Continuing Operations Before Income Taxes and Cumulative Effect of Accounting Principle Change		111.0			181.6			709.6			(259.5	)		(435.2	)
Income Taxes (Benefit)		37.6			29.4			196.0			(67.3	)		(170.6	)
Income (Loss) from Continuing Operations Before Cumulative Effect of Accounting Principle Change		73.4			152.2			513.6			(192.2	)		(264.6	)
Loss from Discontinued Operations, net of tax		—			—			—			(60.8	)		(161.7	)
Cumulative Effect of Accounting Principle Change, net of tax		—			—			—			—			39.9
Net Income (Loss)	$	73.4		$	152.2		$	513.6		$	(253.0	)	$	(386.4	)
Average Number of Shares Outstanding
Basic		296,560,376			295,490,460			295,776,405			295,224,305			276,132,176
Dilutive Securities:
Purchase Contracts (see page 15)		20,349,227			10,292,134			14,297,834			—			—
Options and Other Dilutive Securities		2,727,230			1,828,258			2,438,404			—			—
Assuming Dilution		319,636,833			307,610,852			312,512,643			295,224,305			276,132,176
Actual Number of Shares Outstanding		299,417,651			297,801,193			298,557,764			296,545,913			296,143,422

2

UnumProvident Financial Sales Data

	Three Months Ended						Year Ended
	3/31/2006		3/31/2005		% Change		12/31/2005		12/31/2004		12/31/2003
U.S. Brokerage Segment
Fully Insured Products
Group Long-term Income Protection	$	43.1	$	37.0	16.5	%	$	180.4	$	180.4	$	299.1
Group Short-term Income Protection		12.0		16.0	(25.0	)		74.8		79.5		127.2
Group Life		33.2		31.7	4.7			157.8		166.5		241.6
Accidental Death & Dismemberment		2.8		3.4	(17.6	)		14.7		12.8		26.6
Individual Income Protection - Recently Issued		12.3		13.3	(7.5	)		53.8		61.6		72.9
Group Long-term Care		3.9		5.0	(22.0	)		21.1		18.7		27.0
Individual Long-term Care		2.7		3.1	(12.9	)		13.0		19.5		43.9
Voluntary Workplace Benefits		54.7		50.9	7.5			130.2		114.1		105.8
Total Fully Insured Products		164.7		160.4	2.7			645.8		653.1		944.1
Administrative Services Only (ASO) Products
Group Long-term Income Protection		—		0.1	(100.0	)		1.8		1.1		6.5
Group Short-term Income Protection		1.3		0.7	85.7			5.8		7.3		14.4
Total ASO Products		1.3		0.8	62.5			7.6		8.4		20.9
U.S. Brokerage Segment		166.0		161.2	3.0			653.4		661.5		965.0
Unum Limited Segment
Group Long-term Income Protection		7.2		17.8	(59.6	)		91.2		103.3		81.5
Group Life		3.1		15.8	(80.4	)		33.0		68.1		27.7
Individual Income Protection		1.4		3.1	(54.8	)		8.1		11.1		19.4
Unum Limited Segment		11.7		36.7	(68.1	)		132.3		182.5		128.6
Colonial Segment
Income Protection		42.0		36.9	13.8			176.8		172.5		182.7
Life		14.3		14.2	0.7			60.6		58.6		57.2
Cancer and Critical Illness		10.9		10.2	6.9			49.0		47.4		45.3
Colonial Segment		67.2		61.3	9.6			286.4		278.5		285.2
Individual Income Protection - Closed Block Segment		1.4		1.6	(12.5	)		6.5		7.8		12.1
Total Sales from Continuing Operations		246.3		260.8	(5.6	)		1,078.6		1,130.3		1,390.9
Sales from Discontinued Operations		—		—	—			—		10.1		36.6
Total	$	246.3	$	260.8	(5.6	)	$	1,078.6	$	1,140.4	$	1,427.5

3

UnumProvident Consolidated Balance Sheets

	March 31, 2006			December 31,
				2005			2004
Assets
Investments
Fixed Maturity Securities	$	33,633.2		$	34,856.8		$	32,488.4
Mortgage Loans		783.2			739.4			498.2
Real Estate		18.0			18.2			27.4
Policy Loans		3,221.6			3,201.4			3,073.6
Other Long-term Investments		121.7			122.8			89.9
Short-term Investments		134.6			417.9			410.2
Total Investments		37,912.3			39,356.5			36,587.7
Cash and Bank Deposits		61.0			69.4			130.7
Accounts and Premiums Receivable		2,002.7			1,979.2			2,033.1
Reinsurance Receivable		5,618.2			5,609.2			6,969.2
Accrued Investment Income		638.0			618.7			588.3
Deferred Policy Acquisition Costs		2,930.6			2,913.3			2,882.5
Value of Business Acquired		77.1			78.5			101.5
Goodwill		273.1			273.0			271.1
Other Assets		928.6			939.4			1,236.5
Separate Account Assets		29.7			29.6			31.7
Total Assets	$	50,471.3		$	51,866.8		$	50,832.3
Liabilities
Policy and Contract Benefits	$	2,093.7		$	2,063.4		$	1,841.6
Reserves for Future Policy and Contract Benefits		34,333.8			34,041.5			33,224.8
Unearned Premiums		506.1			481.8			500.8
Other Policyholders’ Funds		2,191.2			2,235.5			2,425.3
Income Tax		563.9			1,008.0			1,060.9
Short-term Debt		—			—			227.0
Long-term Debt		2,861.6			3,261.6			2,862.0
Other Liabilities		1,323.3			1,381.5			1,434.1
Separate Account Liabilities		29.7			29.6			31.7
Total Liabilities		43,903.3			44,502.9			43,608.2
Stockholders’ Equity
Common Stock		30.1			30.1			29.8
Additional Paid-in Capital		1,620.7			1,627.9			1,588.4
Accumulated Other Comprehensive Income		309.8			1,163.5			1,481.1
Retained Earnings		4,661.6			4,610.4			4,185.5
Treasury Stock		(54.2	)		(54.2	)		(54.2	)
Deferred Compensation		—			(13.8	)		(6.5	)
Total Stockholders’ Equity		6,568.0			7,363.9			7,224.1
Total Liabilities and Stockholders’ Equity	$	50,471.3		$	51,866.8		$	50,832.3

4

UnumProvident Segment Deferred Policy Acquisition Cost

	U.S. Brokerage			Unum Limited			Colonial			Individual Income Protection - Closed Block			Corporate and Other			Consolidated
Balances at December 31, 2003	$	2,142.1		$	138.3		$	488.4		$	282.2		$	0.9		$	3,051.9
Capitalized		346.0			37.7			173.7			—			(0.1	)		557.3
Amortized		(286.3	)		(19.2	)		(131.2	)		—			—			(436.7	)
Impairment		—			—			—			(282.2	)		—			(282.2	)
Foreign Currency and Other		(5.6	)		(1.9	)		—			—			(0.3	)		(7.8	)
Balances at December 31, 2004		2,196.2			154.9			530.9			—			0.5			2,882.5
Capitalized		311.9			34.1			173.4			—			—			519.4
Amortized		(306.9	)		(21.6	)		(134.7	)		—			(0.5	)		(463.7	)
Foreign Currency and Other		—			(24.9	)		—			—			—			(24.9	)
Balances at December 31, 2005		2,201.2			142.5			569.6			—			—			2,913.3
Capitalized		81.6			8.2			46.1			—			—			135.9
Amortized		(79.0	)		(5.3	)		(35.5	)		—			—			(119.8	)
Foreign Currency and Other		—			1.2			—			—			—			1.2
Balances at March 31, 2006	$	2,203.8		$	146.6		$	580.2		$	—		$	—		$	2,930.6

4.1

UnumProvident Segment Balance Sheets - March 31, 2006

	U.S. Brokerage
	Group Income Protection			Group Life and Accidental Death & Dismemberment		Supplemental and Voluntary		Total U.S. Brokerage		Unum Limited		Colonial		Individual Income Protection - Closed Block		Corporate and Other			Consolidated
Assets
Investments	$	9,296.4		$	2,317.5	$	4,452.0	$	16,065.9	$	2,791.9	$	1,436.7	$	12,224.6	$	5,393.2		$	37,912.3
Deferred Policy Acquisition Costs		589.5			293.8		1,320.5		2,203.8		146.6		580.2		—		—			2,930.6
Value of Business Acquired		—			—		2.6		2.6		58.7		15.8		—		—			77.1
Goodwill		2.5			—		187.5		190.0		12.5		—		—		70.6			273.1
All Other		900.0			175.1		415.8		1,490.9		364.9		201.1		3,159.7		4,061.6			9,278.2
Total Assets	$	10,788.4		$	2,786.4	$	6,378.4	$	19,953.2	$	3,374.6	$	2,233.8	$	15,384.3	$	9,525.4		$	50,471.3
Liabilities
Reserves and Policyholder Benefits	$	8,415.4		$	1,587.3	$	4,089.9	$	14,092.6	$	2,373.9	$	1,311.5	$	12,661.4	$	8,685.4		$	39,124.8
Debt		—			—		—		—		—		—		—		2,861.6			2,861.6
All Other		342.2			104.8		402.7		849.7		227.0		138.3		10.5		691.4			1,916.9
Total Liabilities		8,757.6			1,692.1		4,492.6		14,942.3		2,600.9		1,449.8		12,671.9		12,238.4			43,903.3
Other Allocated Stockholders’ Equity		2,033.7			1,075.3		1,653.8		4,762.8		695.9		760.0		2,557.9		(2,668.4	)		6,108.2
Unrealized Gain on Securities		(2.9	)		19.0		232.0		248.1		77.8		24.0		154.5		(44.6	)		459.8
Total Allocated Stockholders’ Equity		2,030.8			1,094.3		1,885.8		5,010.9		773.7		784.0		2,712.4		(2,713.0	)		6,568.0
Total Liabilities and Allocated Stockholders’ Equity	$	10,788.4		$	2,786.4	$	6,378.4	$	19,953.2	$	3,374.6	$	2,233.8	$	15,384.3	$	9,525.4		$	50,471.3

Allocated stockholders’ equity is determined on the basis of an internal allocation formula that reflects the volume and risk components of the business and aligns with the Company’s target capital levels for regulatory and rating agency purposes. This formula is modified periodically to recognize changes in the views of capital requirements.

4.2

UnumProvident Segment Balance Sheets - December 31, 2005

	U.S. Brokerage
	Group Income Protection		Group Life and Accidental Death & Dismemberment		Supplemental and Voluntary		Total U.S. Brokerage		Unum Limited		Colonial		Individual Income Protection - Closed Block		Corporate and Other			Consolidated
Assets
Investments	$	9,498.2	$	2,342.0	$	4,477.8	$	16,318.0	$	2,789.8	$	1,552.3	$	12,535.3	$	6,161.1		$	39,356.5
Deferred Policy Acquisition Costs		593.8		300.4		1,307.0		2,201.2		142.5		569.6		—		—			2,913.3
Value of Business Acquired		—		—		2.7		2.7		59.8		16.0		—		—			78.5
Goodwill		2.5		—		187.5		190.0		12.4		—		—		70.6			273.0
All Other		843.6		211.3		419.3		1,474.2		330.8		93.7		3,256.8		4,090.0			9,245.5
Total Assets	$	10,938.1	$	2,853.7	$	6,394.3	$	20,186.1	$	3,335.3	$	2,231.6	$	15,792.1	$	10,321.7		$	51,866.8
Liabilities
Reserves and Policyholder Benefits	$	8,298.7	$	1,624.3	$	3,930.5	$	13,853.5	$	2,343.0	$	1,288.0	$	12,631.8	$	8,705.9		$	38,822.2
Debt		—		—		—		—		—		—		—		3,261.6			3,261.6
All Other		437.3		118.7		448.8		1,004.8		253.2		138.6		171.1		851.4			2,419.1
Total Liabilities		8,736.0		1,743.0		4,379.3		14,858.3		2,596.2		1,426.6		12,802.9		12,818.9			44,502.9
Other Allocated Stockholders’ Equity		2,018.9		1,065.3		1,608.3		4,692.5		650.7		753.6		2,540.0		(2,586.9	)		6,049.9
Unrealized Gain on Securities		183.2		45.4		406.7		635.3		88.4		51.4		449.2		89.7			1,314.0
Total Allocated Stockholders’ Equity		2,202.1		1,110.7		2,015.0		5,327.8		739.1		805.0		2,989.2		(2,497.2	)		7,363.9
Total Liabilities and Allocated Stockholders’ Equity	$	10,938.1	$	2,853.7	$	6,394.3	$	20,186.1	$	3,335.3	$	2,231.6	$	15,792.1	$	10,321.7		$	51,866.8

4.3

UnumProvident Financial Results by Segment

	Three Months Ended						Year Ended
	3/31/2006		3/31/2005		% Change		12/31/2005		12/31/2004		% Change
Premium Income
U.S. Brokerage	$	1,303.8	$	1,309.2	(0.4	)%	$	5,229.0	$	5,421.6	(3.6	)%
Unum Limited		191.4		190.0	0.7			785.3		659.1	19.1
Colonial		202.6		193.5	4.7			787.0		741.0	6.2
Individual Income Protection - Closed Block		271.0		242.0	12.0			1,011.7		986.6	2.5
Other		1.2		0.3	N.M.			2.6		31.3	(91.7	)
		1,970.0		1,935.0	1.8			7,815.6		7,839.6	(0.3	)
Net Investment Income
U.S. Brokerage		257.7		244.0	5.6			998.2		965.8	3.4
Unum Limited		38.0		37.7	0.8			154.2		139.6	10.5
Colonial		22.6		25.0	(9.6	)		96.0		94.5	1.6
Individual Income Protection - Closed Block		202.2		179.9	12.4			770.0		799.1	(3.6	)
Other		28.7		29.1	(1.4	)		120.5		127.3	(5.3	)
Corporate		14.6		12.3	18.7			49.4		32.4	52.5
		563.8		528.0	6.8			2,188.3		2,158.7	1.4
Other Income
U.S. Brokerage		25.4		27.0	(5.9	)		108.6		89.8	20.9
Unum Limited		0.1		0.5	(80.0	)		6.1		3.1	96.8
Colonial		0.3		1.2	(75.0	)		4.4		2.3	91.3
Individual Income Protection - Closed Block		26.3		24.7	6.5			95.2		100.3	(5.1	)
Other		54.1		53.6	0.9			213.9		208.3	2.7
Corporate		3.4		5.1	(33.3	)		11.8		33.6	(64.9	)
		109.6		112.1	(2.2	)		440.0		437.4	0.6
Total Operating Revenue
U.S. Brokerage		1,586.9		1,580.2	0.4			6,335.8		6,477.2	(2.2	)
Unum Limited		229.5		228.2	0.6			945.6		801.8	17.9
Colonial		225.5		219.7	2.6			887.4		837.8	5.9
Individual Income Protection - Closed Block		499.5		446.6	11.8			1,876.9		1,886.0	(0.5	)
Other		84.0		83.0	1.2			337.0		366.9	(8.1	)
Corporate		18.0		17.4	3.4			61.2		66.0	(7.3	)
		2,643.4		2,575.1	2.7			10,443.9		10,435.7	0.1

5

UnumProvident Financial Results by Segment

	Three Months Ended								Year Ended
	3/31/2006			3/31/2005			% Change		12/31/2005			12/31/2004			% Change
Benefits and Expenses
U.S. Brokerage	$	1,558.4		$	1,479.7		5.3	%	$	5,948.1		$	6,141.7		(3.2	)%
Unum Limited		175.1			180.9		(3.2	)		757.9			650.5		16.5
Colonial		179.3			175.9		1.9			719.3			682.2		5.4
Individual Income Protection - Closed Block		484.8			423.5		14.5			1,797.0			2,708.8		(33.7	)
Other		75.8			73.7		2.8			291.3			321.5		(9.4	)
Corporate		61.5			56.6		8.7			214.0			219.7		(2.6	)
		2,534.9			2,390.3		6.0			9,727.6			10,724.4		(9.3	)
Income (Loss) from Continuing Operations Before Income Taxes and Net Realized Investment Gain (Loss)
U.S. Brokerage		28.5			100.5		(71.6	)		387.7			335.5		15.6
Unum Limited		54.4			47.3		15.0			187.7			151.3		24.1
Colonial		46.2			43.8		5.5			168.1			155.6		8.0
Individual Income Protection - Closed Block		14.7			23.1		(36.4	)		79.9			(822.8	)	109.7
Other		8.2			9.3		(11.8	)		45.7			45.4		0.7
Corporate		(43.5	)		(39.2	)	(11.0	)		(152.8	)		(153.7	)	0.6
		108.5			184.8		(41.3	)		716.3			(288.7	)	N.M.
Income Taxes (Benefit)		36.6			30.5		20.0			198.4			(77.7	)	N.M.
Income (Loss) from Continuing Operations Before Net Realized Investment Gain (Loss)		71.9			154.3		(53.4	)		517.9			(211.0	)	N.M.
Net Realized Investment Gain (Loss)		2.5			(3.2	)	178.1			(6.7	)		29.2		(122.9	)
Tax Expense (Benefit) on Net Realized Investment Gain (Loss)		1.0			(1.1	)	190.9			(2.4	)		10.4		(123.1	)
Loss from Discontinued Operations, net of tax		—			—		—			—			(60.8	)	N.M.
Net Income (Loss)	$	73.4		$	152.2		(51.8	)	$	513.6		$	(253.0	)	N.M.

Note: See “Notes to Statistical Supplement” on page 15 for additional information.

5.1

UnumProvident Quarterly Historical Financial Results by Segment

	3/31/06		12/31/05			9/30/05			6/30/05			3/31/05		12/31/04		9/30/04		6/30/04		3/31/04
Premium Income
U.S. Brokerage	$	1,303.8	$	1,309.0		$	1,293.5		$	1,317.3		$	1,309.2	$	1,349.3	$	1,348.4	$	1,359.5	$	1,364.4
Unum Limited		191.4		198.2			204.0			193.1			190.0		177.0		170.1		161.2		150.8
Colonial		202.6		200.5			197.4			195.6			193.5		189.5		186.4		184.0		181.1
Individual Income Protection - Closed Block		271.0		279.3			257.6			232.8			242.0		239.3		246.8		249.2		251.3
Other		1.2		1.4			(0.3	)		1.2			0.3		9.2		10.6		2.9		8.6
		1,970.0		1,988.4			1,952.2			1,940.0			1,935.0		1,964.3		1,962.3		1,956.8		1,956.2
Net Investment Income
U.S. Brokerage		257.7		255.4			248.4			250.4			244.0		260.9		237.1		238.1		229.7
Unum Limited		38.0		37.7			39.2			39.6			37.7		37.4		35.3		34.5		32.4
Colonial		22.6		24.3			23.4			23.3			25.0		24.5		23.5		23.7		22.8
Individual Income Protection - Closed Block		202.2		207.5			192.9			189.7			179.9		203.6		192.6		189.9		213.0
Other		28.7		29.1			29.5			32.8			29.1		31.0		32.1		32.2		32.0
Corporate		14.6		10.9			13.8			12.4			12.3		7.1		6.6		14.5		4.2
		563.8		564.9			547.2			548.2			528.0		564.5		527.2		532.9		534.1
Other Income
U.S. Brokerage		25.4		28.6			27.8			25.2			27.0		23.2		22.8		21.7		22.1
Unum Limited		0.1		—			5.7			(0.1	)		0.5		0.5		0.5		0.8		1.3
Colonial		0.3		0.9			1.3			1.0			1.2		0.6		0.7		0.7		0.3
Individual Income Protection - Closed Block		26.3		25.0			25.7			19.8			24.7		31.2		21.1		20.2		27.8
Other		54.1		55.1			52.3			52.9			53.6		47.2		52.4		52.5		56.2
Corporate		3.4		(0.6	)		3.1			4.2			5.1		19.3		3.8		10.2		0.3
		109.6		109.0			115.9			103.0			112.1		122.0		101.3		106.1		108.0
Total Operating Revenue
U.S. Brokerage		1,586.9		1,593.0			1,569.7			1,592.9			1,580.2		1,633.4		1,608.3		1,619.3		1,616.2
Unum Limited		229.5		235.9			248.9			232.6			228.2		214.9		205.9		196.5		184.5
Colonial		225.5		225.7			222.1			219.9			219.7		214.6		210.6		208.4		204.2
Individual Income Protection - Closed Block		499.5		511.8			476.2			442.3			446.6		474.1		460.5		459.3		492.1
Other		84.0		85.6			81.5			86.9			83.0		87.4		95.1		87.6		96.8
Corporate		18.0		10.3			16.9			16.6			17.4		26.4		10.4		24.7		4.5
		2,643.4		2,662.3			2,615.3			2,591.2			2,575.1		2,650.8		2,590.8		2,595.8		2,598.3

6

UnumProvident Quarterly Historical Financial Results by Segment

	3/31/06			12/31/05			9/30/05			6/30/05			3/31/05			12/31/04			9/30/04			6/30/04			3/31/04
Benefits and Expenses
U.S. Brokerage	$	1,558.4		$	1,489.1		$	1,497.8		$	1,481.5		$	1,479.7		$	1,617.7		$	1,494.8		$	1,505.7		$	1,523.5
Unum Limited		175.1			186.6			199.1			191.3			180.9			168.2			167.8			164.8			149.7
Colonial		179.3			187.0			180.1			176.3			175.9			174.6			171.0			169.0			167.6
Individual Income Protection - Closed Block		484.8			478.1			480.8			414.6			423.5			436.3			427.3			429.3			1,415.9
Other		75.8			76.7			67.9			73.0			73.7			79.1			83.4			73.0			86.0
Corporate		61.5			53.3			49.9			54.2			56.6			57.9			55.2			55.4			51.2
		2,534.9			2,470.8			2,475.6			2,390.9			2,390.3			2,533.8			2,399.5			2,397.2			3,393.9
Income (Loss) from Continuing Operations Before Income Taxes and Net Realized Investment Gain (Loss)
U.S. Brokerage		28.5			103.9			71.9			111.4			100.5			15.7			113.5			113.6			92.7
Unum Limited		54.4			49.3			49.8			41.3			47.3			46.7			38.1			31.7			34.8
Colonial		46.2			38.7			42.0			43.6			43.8			40.0			39.6			39.4			36.6
Individual Income Protection - Closed Block		14.7			33.7			(4.6	)		27.7			23.1			37.8			33.2			30.0			(923.8	)
Other		8.2			8.9			13.6			13.9			9.3			8.3			11.7			14.6			10.8
Corporate		(43.5	)		(43.0	)		(33.0	)		(37.6	)		(39.2	)		(31.5	)		(44.8	)		(30.7	)		(46.7	)
		108.5			191.5			139.7			200.3			184.8			117.0			191.3			198.6			(795.6	)
Income Taxes (Benefit)		36.6			55.5			40.8			71.6			30.5			(0.7	)		65.5			67.7			(210.2	)
Income (Loss) from Continuing Operations Before Net Realized Investment Gain (Loss)		71.9			136.0			98.9			128.7			154.3			117.7			125.8			130.9			(585.4	)
Net Realized Investment Gain (Loss)		2.5			2.4			(71.4	)		65.5			(3.2	)		25.8			64.5			(86.5	)		25.4
Tax Expense (Benefit) on Net Realized Investment Gain (Loss)		1.0			0.9			(25.1	)		22.9			(1.1	)		9.0			22.7			(30.6	)		9.3
Income (Loss) from Discontinued Operations, net of tax		—			—			—			—			—			—			—			(67.8	)		7.0
Net Income (Loss)	$	73.4		$	137.5		$	52.6		$	171.3		$	152.2		$	134.5		$	167.6		$	7.2		$	(562.3	)
Per Common Share - Assuming Dilution
Income (Loss) from Continuing Operations	$	0.23		$	0.43		$	0.17		$	0.55		$	0.49		$	0.45		$	0.55		$	0.25		$	(1.93	)
Income (Loss) from Discontinued Operations, net of tax		—			—			—			—			—			—			—			(0.23	)		0.02
Net Income (Loss)	$	0.23		$	0.43		$	0.17		$	0.55		$	0.49		$	0.45		$	0.55		$	0.02		$	(1.91	)

Note: See “Notes to Statistical Supplement” on page 15 for additional information.

6.1

UnumProvident Financial Results for U.S. Brokerage Segment

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Revenue
Premium Income	$	1,303.8		$	1,309.2		$	5,229.0		$	5,421.6		$	5,382.4
Net Investment Income		257.7			244.0			998.2			965.8			974.0
Other Income		25.4			27.0			108.6			89.8			70.6
Total Operating Revenue		1,586.9			1,580.2			6,335.8			6,477.2			6,427.0
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		1,171.1			1,099.9			4,419.3			4,614.4			5,437.5
Commissions		134.4			132.1			501.6			538.3			548.8
Deferral of Policy Acquisition Costs		(81.6	)		(83.5	)		(311.9	)		(346.0	)		(458.8	)
Amortization of Deferred Policy Acquisition Costs		79.0			76.0			306.9			286.3			282.0
Amortization of Value of Business Acquired		0.1			0.1			0.3			0.2			0.3
Operating Expenses		255.4			255.1			1,031.9			1,048.5			1,048.4
Total Benefits and Expenses		1,558.4			1,479.7			5,948.1			6,141.7			6,858.2
Operating Income (Loss) Before Income Taxes and Net Realized Investment Gains and Losses	$	28.5		$	100.5		$	387.7		$	335.5		$	(431.2	)
Operating Ratios
Benefit Ratio		89.8%			84.0%			84.5%			85.1%			101.0%
Operating Expense Ratio		19.6%			19.5%			19.7%			19.3%			19.5%
Before-tax Profit (Loss) Margin		2.2%			7.7%			7.4%			6.2%			(8.0)%
Operating Income (Loss) Before Income Taxes and Net Realized Investment Gains and Losses, as Reported	$	28.5		$	100.5		$	387.7		$	335.5		$	(431.2	)
Settlement Agreements Claim Reassessment - Reserve Charge		(72.8	)		—			—			—			—
California Settlement Agreement and Related Matters - Reserve Charge		—			—			(29.6	)		—			—
California Settlement Agreement and Related Matters - Operating Expense Charge		—			—			(11.1	)		—			—
Multistate Market Conduct Examination Settlement Agreements - Reserve Charge		—			—			—			(80.8	)		—
Multistate Market Conduct Examination Settlement Agreements - Operating Expense Charge		—			—			—			(37.6	)		—
Reserve Strengthening		—			—			—			—			(894.0	)
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses, as Adjusted	$	101.3		$	100.5		$	428.4		$	453.9		$	462.8
Operating Ratios, as Adjusted
Benefit Ratio		84.2%			84.0%			83.9%			83.6%			84.4%
Operating Expense Ratio		19.6%			19.5%			19.5%			18.6%			19.5%
Before-tax Profit Margin		7.8%			7.7%			8.2%			8.4%			8.6%

See “Notes to Statistical Supplement” on page 15 for additional information.

7

UnumProvident Financial Results for U.S. Brokerage Group Income Protection

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Revenue
Premium Income
Group Long-term Income Protection		$485.3			$491.6			$1,961.6			$2,028.6			$2,031.7
Group Short-term Income Protection		134.5			143.8			566.3			616.1			630.9
Total Premium Income		619.8			635.4			2,527.9			2,644.7			2,662.6
Net Investment Income		153.3			148.7			605.7			595.8			609.7
Other Income		19.5			20.4			80.3			69.6			56.4
Total Operating Revenue		792.6			804.5			3,213.9			3,310.1			3,328.7
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		664.4			605.5			2,397.7			2,533.1			3,412.1
Commissions		46.6			48.1			175.1			199.0			200.1
Deferral of Policy Acquisition Costs		(17.8	)		(19.8	)		(64.6	)		(77.1	)		(125.1	)
Amortization of Deferred Policy Acquisition Costs		22.0			23.1			92.2			93.5			96.1
Amortization of Value of Business Acquired		—			—			—			—			—
Operating Expenses		149.0			144.1			582.5			619.6			615.5
Total Benefits and Expenses		864.2			801.0			3,182.9			3,368.1			4,198.7
Operating Income (Loss) Before Income Taxes and Net Realized Investment Gains and Losses	$	(71.6	)	$	3.5		$	31.0		$	(58.0	)	$	(870.0	)
Operating Ratios
Benefit Ratio		107.2%			95.3%			94.8%			95.8%			128.1%
Operating Expense Ratio		24.0%			22.7%			23.0%			23.4%			23.1%
Before-tax Profit (Loss) Margin		(11.6)%			0.6%			1.2%			(2.2)%			(32.7)%
Persistency - Group Long-term Income Protection		86.6%			82.6%			84.8%			84.8%			87.2%
Persistency - Group Short-term Income Protection		81.9%			78.3%			79.6%			80.6%			84.5%

7.1

UnumProvident Financial Results for U.S. Brokerage Group Income Protection - Continued

	Three Months Ended					Year Ended
	3/31/2006			3/31/2005		12/31/2005			12/31/2004			12/31/2003
Operating Income (Loss) Before Income Taxes and Net Realized Investment Gains and Losses, as Reported	$	(71.6	)	$	3.5	$	31.0		$	(58.0	)	$	(870.0	)
Settlement Agreements Claim Reassessment - Reserve Charge		(72.8	)		—		—			—			—
California Settlement Agreement and Related Matters - Reserve Charge		—			—		(27.3	)		—			—
California Settlement Agreement and Related Matters - Operating Expense Charge		—			—		(10.1	)		—			—
Multistate Market Conduct Examination Settlement Agreements - Reserve Charge		—			—		—			(80.2	)		—
Multistate Market Conduct Examination Settlement Agreements - Operating Expense Charge		—			—		—			(36.5	)		—
Reserve Strengthening		—			—		—			—			(894.0	)
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses, as Adjusted	$	1.2		$	3.5	$	68.4		$	58.7		$	24.0
Operating Ratios, as Adjusted
Benefit Ratio		95.5%			95.3%		93.8%			92.7%			94.6%
Operating Expense Ratio		24.0%			22.7%		22.6%			22.0%			23.1%
Before-tax Profit Margin		0.2%			0.6%		2.7%			2.2%			0.9%

See “Notes to Statistical Supplement” on page 15 for additional information.

7.2

UnumProvident Financial Results for U.S. Brokerage Group Life and Accidental Death and Dismemberment

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Revenue
Premium Income
Group Life	$	320.1		$	329.2		$	1,306.8		$	1,441.0		$	1,463.8
Accidental Death & Dismemberment		38.7			40.5			156.4			182.4			198.6
Total Premium Income		358.8			369.7			1,463.2			1,623.4			1,662.4
Net Investment Income		35.1			39.8			151.9			147.9			145.0
Other Income (Loss)		—			—			2.0			(0.6	)		0.5
Total Operating Revenue		393.9			409.5			1,617.1			1,770.7			1,807.9
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		274.8			275.1			1,111.9			1,244.3			1,280.0
Commissions		23.0			25.4			97.8			106.2			113.2
Deferral of Policy Acquisition Costs		(9.8	)		(11.2	)		(42.7	)		(47.0	)		(80.0	)
Amortization of Deferred Policy Acquisition Costs		16.4			17.8			73.0			67.0			71.9
Amortization of Value of Business Acquired		—			—			—			—			—
Operating Expenses		45.6			46.9			188.3			186.8			200.1
Total Benefits and Expenses		350.0			354.0			1,428.3			1,557.3			1,585.2
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses	$	43.9		$	55.5		$	188.8		$	213.4		$	222.7
Operating Ratios
Benefit Ratio		76.6%			74.4%			76.0%			76.6%			77.0%
Operating Expense Ratio		12.7%			12.7%			12.9%			11.5%			12.0%
Before-tax Profit Margin		12.2%			15.0%			12.9%			13.1%			13.4%
Persistency - Group Life		79.1%			72.5%			78.3%			84.0%			83.2%
Persistency - Accidental Death & Dismemberment		80.3%			77.4%			76.9%			80.3%			84.2%

7.3

UnumProvident Financial Results for U.S. Brokerage Supplemental and Voluntary

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Revenue
Premium Income
Individual Income Protection - Recently Issued	$	110.2		$	108.1		$	425.1		$	415.6		$	392.8
Long-term Care		120.6			114.5			473.2			444.5			404.6
Voluntary Workplace Benefits		94.4			81.5			339.6			293.4			260.0
Total Premium Income		325.2			304.1			1,237.9			1,153.5			1,057.4
Net Investment Income		69.3			55.5			240.6			222.1			219.3
Other Income		5.9			6.6			26.3			20.8			13.7
Total Operating Revenue		400.4			366.2			1,504.8			1,396.4			1,290.4
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		231.9			219.3			909.7			837.0			745.4
Commissions		64.8			58.6			228.7			233.1			235.5
Deferral of Policy Acquisition Costs		(54.0	)		(52.5	)		(204.6	)		(221.9	)		(253.7	)
Amortization of Deferred Policy Acquisition Costs		40.6			35.1			141.7			125.8			114.0
Amortization of Value of Business Acquired		0.1			0.1			0.3			0.2			0.3
Operating Expenses		60.8			64.1			261.1			242.1			232.8
Total Benefits and Expenses		344.2			324.7			1,336.9			1,216.3			1,074.3
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses	$	56.2		$	41.5		$	167.9		$	180.1		$	216.1
Operating Ratios
Benefit Ratios
Individual Income Protection - Recently Issued		55.6	%		57.8	%		57.5	%		57.7	%		54.6	%
Long-term Care		93.0	%		90.3	%		93.0	%		88.8	%		84.7	%
Voluntary Workplace Benefits		61.9	%		65.5	%		66.3	%		69.0	%		72.5	%
Operating Expense Ratio		18.7	%		21.1	%		21.1	%		21.0	%		22.0	%
Before-tax Profit Margin		17.3	%		13.6	%		13.6	%		15.6	%		20.4	%
Interest Adjusted Loss Ratio
Individual Income Protection - Recently Issued		41.8	%		45.7	%		44.4	%		46.1	%		41.5	%

7.4

UnumProvident Financial Results for U.S. Brokerage Supplemental and Voluntary - Continued

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Persistency - Individual Income Protection - Recently Issued		89.0	%		91.0	%		89.6	%		90.7	%		89.6	%
Persistency - Long-term Care		95.5	%		95.4	%		95.8	%		95.5	%		95.0	%
Persistency - Voluntary Workplace Benefits		81.4	%		81.0	%		81.1	%		81.0	%		82.1	%
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses, as Reported	$	56.2		$	41.5		$	167.9		$	180.1		$	216.1
California Settlement Agreement and Related Matters - Reserve Charge		—			—			(2.3	)		—			—
California Settlement Agreement and Related Matters - Operating Expense Charge		—			—			(1.0	)		—			—
Multistate Market Conduct Examination Settlement Agreements - Reserve Charge		—			—			—			(0.6	)		—
Multistate Market Conduct Examination Settlement Agreements - Operating Expense Charge		—			—			—			(1.1	)		—
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses, as Adjusted	$	56.2		$	41.5		$	171.2		$	181.8		$	216.1
Operating Ratios, as Adjusted
Benefit Ratios
Individual Income Protection - Recently Issued		55.6	%		57.8	%		57.0	%		57.6	%		54.6	%
Long-term Care		93.0	%		90.3	%		93.0	%		88.8	%		84.7	%
Voluntary Workplace Benefits		61.9	%		65.5	%		66.3	%		69.0	%		72.5	%
Operating Expense Ratio		18.7	%		21.1	%		21.0	%		20.9	%		22.0	%
Before-tax Profit Margin		17.3	%		13.6	%		13.8	%		15.8	%		20.4	%
Interest Adjusted Loss Ratio, as Adjusted
Individual Income Protection - Recently Issued		41.8	%		45.7	%		43.8	%		46.0	%		41.5	%

See “Notes to Statistical Supplement” on page 15 for additional information.

7.5

UnumProvident Financial Results for Unum Limited Segment

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Revenue
Premium Income
Group Long-term Income Protection	$	147.3		$	138.5		$	582.9		$	501.8		$	371.2
Group Life		36.7			40.0			164.1			117.9			60.8
Individual Income Protection		7.4			11.5			38.3			39.4			45.0
Total Premium Income		191.4			190.0			785.3			659.1			477.0
Net Investment Income		38.0			37.7			154.2			139.6			106.5
Other Income		0.1			0.5			6.1			3.1			9.9
Total Operating Revenue		229.5			228.2			945.6			801.8			593.4
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		129.1			129.4			545.8			464.5			344.5
Commissions		11.9			14.6			56.4			48.9			34.1
Deferral of Policy Acquisition Costs		(8.2	)		(8.8	)		(34.1	)		(37.7	)		(33.6	)
Amortization of Deferred Policy Acquisition Costs		5.3			5.4			21.6			19.2			17.0
Amortization of Value of Business Acquired		1.5			3.7			14.2			14.4			5.4
Operating Expenses		35.5			36.6			154.0			141.2			114.0
Total Benefits and Expenses		175.1			180.9			757.9			650.5			481.4
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses	$	54.4		$	47.3		$	187.7		$	151.3		$	112.0
Operating Ratios
Benefit Ratio		67.5	%		68.1	%		69.5	%		70.5	%		72.2	%
Operating Expense Ratio		18.5	%		19.3	%		19.6	%		21.4	%		23.9	%
Before-tax Profit Margin		28.4	%		24.9	%		23.9	%		23.0	%		23.5	%
Persistency - Group Long-term Income Protection		91.2	%		93.0	%		94.2	%		92.1	%		92.9	%
Persistency - Group Life		82.0	%		90.5	%		86.3	%		83.0	%		87.7	%
Persistency - Individual Income Protection		86.6	%		89.7	%		88.4	%		86.7	%		87.2	%
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses, as Reported	$	54.4		$	47.3		$	187.7		$	151.3		$	112.0
Gain on Sale of Netherlands Branch		—			—			5.7			—			—
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses, as Adjusted	$	54.4		$	47.3		$	182.0		$	151.3		$	112.0
Operating Ratio, as Adjusted
Before-tax Profit Margin		28.4	%		24.9	%		23.2	%		23.0	%		23.5	%

See “Notes to Statistical Supplement” on page 15 for additional information.

8

UnumProvident Financial Results for Colonial Segment

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Revenue
Premium Income
Income Protection	$	129.8		$	125.8		$	508.9		$	486.2		$	464.9
Life		30.0			28.0			114.0			106.9			96.7
Cancer and Critical Illness		42.8			39.7			164.1			147.9			131.9
Total Premium Income		202.6			193.5			787.0			741.0			693.5
Net Investment Income		22.6			25.0			96.0			94.5			90.0
Other Income		0.3			1.2			4.4			2.3			2.5
Total Operating Revenue		225.5			219.7			887.4			837.8			786.0
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		105.5			104.1			433.2			408.3			395.4
Commissions		43.7			42.6			170.7			173.9			164.9
Deferral of Policy Acquisition Costs		(46.1	)		(45.3	)		(173.4	)		(173.7	)		(166.1	)
Amortization of Deferred Policy Acquisition Costs		35.5			34.4			134.7			131.2			118.3
Amortization of Value of Business Acquired		0.3			0.3			0.6			1.2			(0.9	)
Operating Expenses		40.4			39.8			153.5			141.3			127.7
Total Benefits and Expenses		179.3			175.9			719.3			682.2			639.3
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses	$	46.2		$	43.8		$	168.1		$	155.6		$	146.7
Operating Ratios
Benefit Ratio		52.1	%		53.8	%		55.0	%		55.1	%		57.0	%
Operating Expense Ratio		19.9	%		20.6	%		19.5	%		19.1	%		18.4	%
Before-tax Profit Margin		22.8	%		22.6	%		21.4	%		21.0	%		21.2	%
Persistency - Income Protection		74.4	%		75.4	%		75.3	%		75.6	%		72.0	%
Persistency - Life		84.2	%		84.3	%		84.1	%		84.1	%		87.2	%
Persistency - Cancer and Critical Illness		82.0	%		82.5	%		83.2	%		82.6	%		82.0	%

9

UnumProvident Financial Results for Individual Income Protection - Closed Block Segment

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Revenue
Premium Income	$	271.0		$	242.0		$	1,011.7		$	986.6		$	1,028.5
Net Investment Income		202.2			179.9			770.0			799.1			824.2
Other Income		26.3			24.7			95.2			100.3			95.9
Total Operating Revenue		499.5			446.6			1,876.9			1,886.0			1,948.6
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		430.4			371.5			1,562.7			1,618.9			1,533.6
Commissions		20.5			18.5			74.9			76.3			85.5
Deferral of Policy Acquisition Costs		—			—			—			—			(7.5	)
Amortization of Deferred Policy Acquisition Costs		—			—			—			—			41.3
Amortization of Value of Business Acquired		—			—			—			—			32.7
Intangible Assets Write-down		—			—			—			856.4			—
Operating Expenses		33.9			33.5			159.4			157.2			200.5
Total Benefits and Expenses		484.8			423.5			1,797.0			2,708.8			1,886.1
Operating Income (Loss) Before Income Taxes and Net Realized Investment Gains and Losses	$	14.7		$	23.1		$	79.9		$	(822.8	)	$	62.5
Operating Ratios
Interest Adjusted Loss Ratio		96.5	%		87.7	%		89.3	%		93.4	%		82.7	%
Persistency		94.3	%		94.6	%		94.5	%		94.5	%		94.2	%

10

UnumProvident Financial Results for Individual Income Protection - Closed Block Segment - Continued

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Income (Loss) Before Income Taxes and Net Realized Investment Gains and Losses, as Reported	$	14.7		$	23.1		$	79.9		$	(822.8	)	$	62.5
Settlement Agreements Claim Reassessment - Reserve Charge		(13.2	)		—			—			—			—
California Settlement Agreement and Related Matters - Reserve Charge		—			—			(23.1	)		—			—
California Settlement Agreement and Related Matters - Operating Expense Charge		—			—			(11.2	)		—			—
Multistate Market Conduct Examination Settlement Agreements - Reserve Charge		—			—			—			(3.7	)		—
Multistate Market Conduct Examination Settlement Agreements - Operating Expense Charge		—			—			—			(4.9	)		—
Individual Income Protection - Closed Block Restructuring - Reserve Charge		—			—			—			(110.6	)		—
Individual Income Protection - Closed Block Restructuring - Intangible Asset Impairment Charge		—			—			—			(856.4	)		—
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses, as Adjusted	$	27.9		$	23.1		$	114.2		$	152.8		$	62.5
Interest Adjusted Loss Ratio, as Adjusted		91.6	%		87.7	%		87.3	%		87.5	%		82.7	%

See “Notes to Statistical Supplement” on page 15 for additional information.

10.1

UnumProvident Financial Results for Other Segment

	Three Months Ended					Year Ended
	3/31/2006		3/31/2005			12/31/2005		12/31/2004		12/31/2003
Operating Revenue
Premium Income	$	1.2	$	0.3		$	2.6	$	31.3	$	34.3
Net Investment Income		28.7		29.1			120.5		127.3		140.1
Other Income		54.1		53.6			213.9		208.3		204.4
Total Operating Revenue		84.0		83.0			337.0		366.9		378.8
Benefits and Expenses
Benefits and Change in Reserves for Future Benefits		31.4		33.0			122.2		142.3		157.1
Commissions		0.4		(0.1	)		1.1		4.9		10.8
Deferral of Policy Acquisition Costs		—		—			—		0.1		0.1
Amortization of Deferred Policy Acquisition Costs		—		—			0.5		—		—
Amortization of Value of Business Acquired		—		—			—		—		—
Operating Expenses		44.0		40.8			167.5		174.2		168.7
Total Benefits and Expenses		75.8		73.7			291.3		321.5		336.7
Operating Income Before Income Taxes and Net Realized Investment Gains and Losses	$	8.2	$	9.3		$	45.7	$	45.4	$	42.1

11

UnumProvident Financial Results for Corporate Segment

	Three Months Ended						Year Ended
	3/31/2006			3/31/2005			12/31/2005			12/31/2004			12/31/2003
Operating Revenue
Net Investment Income	$	14.6		$	12.3		$	49.4		$	32.4		$	23.6
Other Income		3.4			5.1			11.8			33.6			8.0
Total Operating Revenue		18.0			17.4			61.2			66.0			31.6
Benefits and Expenses
Interest and Debt Expense		58.4			52.8			208.0			207.1			187.2
Unallocated Operating Expenses		3.1			3.8			6.0			12.6			37.9
Total Benefits and Expenses		61.5			56.6			214.0			219.7			225.1
Operating Loss Before Income Taxes and Net Realized Investment Gains and Losses	$	(43.5	)	$	(39.2	)	$	(152.8	)	$	(153.7	)	$	(193.5	)
Operating Loss Before Income Taxes and Net Realized Investment Gains and Losses, as Reported	$	(43.5	)	$	(39.2	)	$	(152.8	)	$	(153.7	)	$	(193.5	)
Write-off of Deferred Debt Costs		(5.3	)		—			—			—			—
Operating Loss Before Income Taxes and Net Realized Investment Gains and Losses, as Adjusted	$	(38.2	)	$	(39.2	)	$	(152.8	)	$	(153.7	)	$	(193.5	)

See “Notes to Statistical Supplement” on page 15 for additional information.

12

UnumProvident Investment Fact Sheet at March 31, 2006

Bonds (Fair Value)	3/31/06
Public	$	20,079.5		59.9	%
Mortgage-backed Securities		4,300.9		12.9
Private Placements		3,736.2		11.2
High Yield		2,005.1		6.0
Government Securities		3,169.8		9.5
Municipal Securities		64.4		0.2
Open Derivatives		103.6		0.3
Total	$	33,459.5		100.0	%
Quality Ratings of Bonds	Book Value			Fair Value
Aaa		24.5	%	23.9	%
Aa		6.4		6.4
A		26.6		27.1
Baa		36.2		36.6
Below Baa		6.3		6.0
Total		100.0	%	100.0	%

Selected Statistics	3/31/06			12/31/05
Portfolio Yield*		6.80	%		6.85	%
Average Duration		9.18			9.21
Average Credit Quality		A			A
*  Bond equivalent yield is a book value and duration weighted average of the yield on the fixed income securities in the portfolio.
Schedule BA and Non-Current
Total Non-Current Investments	$	9.5		$	29.5
Total Schedule BA Assets	$	107.0		$	109.3

13

UnumProvident Investment Fact Sheet at March 31, 2006

Fixed Maturity Bonds - By Industry Classification - Unrealized Gain/Loss

Classification	Fair Value		Net Unrealized Gain/Loss			Fair Value of Bonds with Gross Unrealized Loss			Gross Unrealized Loss		Fair Value of Bonds with Gross Unrealized Gain		Gross Unrealized Gain
Basic Industry	$	2,223.1	$	46.6		$	834.5		$	61.1	$	1,388.6	$	107.7
Canadian		268.7		56.6			—			—		268.7		56.6
Capital Goods		2,411.9		137.8			726.8			35.6		1,685.1		173.4
Communications		2,622.1		111.9			991.0			58.5		1,631.1		170.4
Consumer Cyclical		1,346.3		30.9			449.4			37.6		896.9		68.5
Consumer Non-Cyclical		3,737.2		80.9			1,718.0			98.0		2,019.2		178.9
Derivative Instruments		103.6		100.7			(128.4	)		138.0		232.0		238.7
Energy (Oil & Gas)		2,309.9		256.4			311.1			8.9		1,998.8		265.3
Financial Institutions		3,407.4		20.4			1,665.1			98.1		1,742.3		118.5
Mortgage/Asset Backed		4,300.9		169.8			1,293.6			38.4		3,007.3		208.2
Sovereigns		782.9		49.5			232.2			3.4		550.7		52.9
Technology		406.7		15.6			154.4			9.0		252.3		24.6
Transportation		1,000.2		98.1			89.7			3.7		910.5		101.8
U.S. Government Agencies		2,477.3		(7.9	)		1,485.8			116.4		991.5		108.5
Utilities		6,061.3		229.2			2,585.5			130.2		3,475.8		359.4
Total	$	33,459.5	$	1,396.5		$	12,408.7		$	836.9	$	21,050.8	$	2,233.4

Gross Unrealized Loss on Fixed Maturity Bonds By Length of Time in Unrealized Loss Position

	Investment-Grade				Below-Investment-Grade
Category	Fair Value		Gross Unrealized Loss		Fair Value		Gross Unrealized Loss
Less than 91 days	$	5,939.1	$	219.1	$	216.7	$	3.5
91 through 180 days		1,527.6		73.1		94.4		15.3
181 through 270 days		2,386.0		157.3		93.9		4.9
271 days to 1 year		60.7		3.0		54.3		2.0
Greater than 1 year		1,585.5		312.9		450.5		45.8
Total	$	11,498.9	$	765.4	$	909.8	$	71.5

13.1

UnumProvident Statutory Capital and Surplus

	As of March 31, 2006						As of December 31, 2005
	Capital and Surplus		AVR		Capital and Surplus + AVR		Capital and Surplus + AVR
Provident Life and Accident	$	1,319.4	$	58.6	$	1,378.0	$	1,398.6
Unum Life of America		1,309.2		106.6		1,415.8		1,453.5
Paul Revere Life (1)		1,111.7		30.2		1,141.9		1,162.3
Colonial Life & Accident		352.4		9.3		361.7		360.8
Provident Life and Casualty		93.9		0.4		94.3		92.5
First Unum Life		163.0		4.4		167.4		164.1
Paul Revere Variable (1)		116.2		0.6		116.8		115.5

(1) Capital and Surplus of Paul Revere Variable is included in Paul Revere Life

14

UnumProvident Statutory Operating Results

	Three Months Ended March 31
	Net Gain (Loss) from Operations After Tax										Net Realized Investment Gains (Losses) After Tax and Transfers to IMR						Net Income (Loss)
	2006							2005									2006								2005
	Before Infrequent or Unusual Items		Claim Reassessment Charge			Total		Total									Before Infrequent or Unusual Items		Claim Reassessment Charge			Total			Total
											2006			2005
Provident Life and Accident	$	22.5	$	(2.1	)	$	20.4	$	48.8		$	(1.2	)	$	19.1		$	21.3	$	(2.1	)	$	19.2		$	67.9
Unum Life of America		65.2		(60.3	)		4.9		17.8			(5.2	)		(7.9	)		60.0		(60.3	)		(0.3	)		9.9
Paul Revere Life		25.0		(3.2	)		21.8		44.1			4.5			—			29.5		(3.2	)		26.3			44.1
Colonial Life & Accident		17.6		—			17.6		22.1			0.7			1.1			18.3		—			18.3			23.2
Provident Life and Casualty		3.1		—			3.1		0.3			(1.1	)		(0.2	)		2.0		—			2.0			0.1
First Unum Life		4.8		(2.1	)		2.7		(1.0	)		(0.4	)		—			4.4		(2.1	)		2.3			(1.0	)
Paul Revere Variable		2.0		—			2.0		1.9			—			—			2.0		—			2.0			1.9
Total	$	140.2	$	(67.7	)	$	72.5	$	134.0		$	(2.7	)	$	12.1		$	137.5	$	(67.7	)	$	69.8		$	146.1

Note: Statutory results are reported in conformity with statutory accounting principles as prescribed by the National Association of Insurance Commissioners and adopted by the applicable state laws.

14.1

Notes to Statistical Supplement

Non-GAAP Financial Measures

We analyze our Company’s performance using non-GAAP financial measures which exclude certain items and the related tax thereon from net income. We believe operating income or loss excluding realized investment gains and losses, which are recurring, is a better performance measure and a better indicator of the profitability and underlying trends in our business. Realized investment gains and losses are dependent on market conditions and general economic events and are not necessarily related to decisions regarding our Company’s underlying business. We also believe that the exclusion of certain other items specified and presented in the reconciliations on the segment financial results pages throughout this supplement enhances the understanding and comparability of our Company’s performance and the underlying fundamentals in our operations, but this exclusion is not an indication that similar items may not recur.

2006 Significant Transactions and Events

Revised Claim Reassessment Reserve Estimate

In the first quarter of 2006, we completed an analysis of our assumptions related to the reserves we established for the claim reassessment process implemented as a result of the settlement agreements we entered into with state insurance regulators in the fourth quarter of 2004 on conclusion of a multistate market conduct examination led by Maine, Massachusetts, and Tennessee relating to our disability claims handling practices and the settlement agreement we entered into with the California Department of Insurance (DOI) in the third quarter of 2005 which concluded a market conduct examination and investigation of our disability claims handling practices.

Included in our analysis was a review of (1) the number of claimants who would ultimately choose to participate in the process, (2) the number of claimants for whom payments would be made and then closed because the claimant is no longer disabled, (3) the number of claimants for whom payments will continue because the claimant remains eligible for disability payments, and (4) the average incurred cost per claimant. Our analysis was based on preliminary data as of the end of the first quarter of 2006, when actual results to date were considered credible enough to enable us to update our initial expectations of costs related to the reassessment process. We concluded that a change in our initial assumptions, primarily related to the number of claimants for whom payments will continue because the claimant remains eligible for disability payments, was warranted. Based on our analysis, in the first quarter of 2006 we recorded a charge of $86.0 million before tax, or $55.9 million after tax, to reflect our current estimate of future obligations for benefit costs for claims reopened in the reassessment. We also reviewed and concluded that we did not need to further adjust the amounts previously recorded for the incremental direct operating expenses to conduct the reassessment process and for the additional benefit costs and reserves for claims that were already incurred and in inventory that were anticipated to increase as a result of the claim process changes being implemented. The charge decreased before-tax operating results for our U.S. Brokerage segment group income protection line of business $72.8 million and our Individual Income Protection – Closed Block segment $13.2 million.

Financing

The scheduled remarketing of the senior note element of the adjustable conversion-rate equity security units (units) issued in May 2003 occurred in February 2006, as stipulated by the terms of the original offering, and UnumProvident issued $575.0 million of 5.997% senior notes due May 15, 2008. We participated in the remarketing of the units and purchased $400.0 million of the senior notes which were subsequently retired. Interest and debt expense for the three months ended March 31, 2006, includes $5.3 million related to the write-off of deferred debt costs.

(continued on next page)

15

Accounting Principle Change

Effective January 1, 2006, we adopted Statement of Financial Accounting Standards No. 123 (revised 2004) (SFAS 123(R)), Share-Based Payment. SFAS 123(R) focuses primarily on accounting for transactions in which an entity obtains employee service in exchange for share-based payments. The adoption of SFAS 123(R) did not have a material effect on our financial position or results of operations.

2005 Significant Transactions and Events

California Settlement Agreement and Amendment of the Multistate Market Conduct Examination Settlement Agreements

In the third quarter of 2005, certain of our U.S. insurance subsidiaries entered into a settlement agreement with the California DOI, concluding a market conduct examination and investigation of our U.S. subsidiaries’ disability claims handling practices. The California DOI had chosen not to join the 2004 multistate settlement agreements. As part of the settlement with the California DOI, we paid a civil penalty of $8.0 million and agreed to change certain practices and policy provisions related to our California business. The settlement also incorporates claims handling practices previously covered by the multistate settlement agreements and includes certain additional claim handling changes.

Based on the California DOI settlement agreement and related matters described above, in the third quarter of 2005 we recorded a charge of $75.0 million before tax, or $51.6 million after tax, comprised of four elements: $14.3 million of incremental direct operating expenses to conduct the reassessment process; $37.3 million for benefit costs and reserves from claims reopened from the reassessment; $15.4 million for additional benefit costs and reserves for claims already incurred and currently in inventory that are anticipated as a result of the claim process changes being implemented; and the $8.0 million fine. The charge decreased before-tax operating results for our U.S. Brokerage segment group income protection line of business and supplemental and voluntary lines of business $37.4 million and $3.3 million, respectively, and our Individual Income Protection – Closed Block segment $34.3 million.

Income Tax

In the third quarter of 2005, the Company recognized an income tax benefit of $10.8 million in connection with the finalization of income tax reviews of the Company’s U.K. subsidiaries.

In the first quarter of 2005, the Internal Revenue Service completed its examination of tax years 1999 through 2001 and issued its revenue agent’s report (RAR). Income tax liabilities of $32.0 million that relate primarily to interest on the timing of expense deductions were released in the first quarter of 2005, all of which was reflected as a reduction to income tax expense.

Dispositions

During the third quarter of 2005, Unum Limited completed the sale of its Netherlands branch. The gain on the sale was $5.7 million before tax and $4.0 million after tax.

Financing

During 2005, we repaid $227.0 million of maturing debt. In November 2005, we completed a long-term debt offering, issuing $400.0 million of 6.85% senior notes due November 15, 2015.

(continued on next page)

15.1

Closed Block Reinsurance Recapture

During the third quarter of 2005, we recaptured a closed block of individual income protection business originally ceded to Centre Life Reinsurance Ltd. in 1996. The recaptured business included approximately $1.6 billion in invested assets and $185.0 million of annual premium. The effective date of the recapture was August 8, 2005. The underlying operating results of the reinsurance contract, prior to recapture, were reflected in other income. The recapture therefore did not have a material impact on operating income for our Individual Income Protection – Closed Block segment.

2004 Significant Transactions and Events

Settlement of Multistate Market Conduct Examination

During 2004, certain of our U.S. insurance subsidiaries entered into settlement agreements with state insurance regulators upon conclusion of a multistate market conduct examination led by Maine, Massachusetts, and Tennessee relating to our disability claims handling practices. A total of 48 states and the District of Columbia are parties to the settlement agreements. In addition, the U.S. Department of Labor (DOL), which had been conducting an inquiry relating to certain ERISA plans, is a party to the settlement agreements, and the Office of the NYAG, which had engaged in its own investigation of our claims handling practices, notified us that it was in support of the settlement and was, therefore, closing its investigation on this issue. The examination report did not make any findings of violations of law or market conduct regulations. However, the examination report did identify areas of concern. These became the focus of specific changes and enhancements to our disability claims handling operations which are designed to assure each claim decision is made in a consistently high quality manner.

The primary components of the settlement agreements include enhancements to our claims handling procedures; a reassessment process for claimants of certain previously denied or closed claims who elect to participate; additional corporate and board governance to support the oversight of the reassessment process and general claims handling practices; and payment of a fine in the amount of $15.0 million that was allocated among the states and jurisdictions that joined the agreements and a potential fine of $145.0 million in the future if certain standards are not met in examinations at the end of approximately two years.

In the fourth quarter of 2004, we recorded a charge of $127.0 million before tax, or $87.8 million after tax, comprised of four elements: $27.5 million of incremental direct operating expenses to conduct the two-year reassessment process; $44.0 million for benefit costs and reserves from claims reopened from the reassessment; $40.5 million for additional benefit costs and reserves for claims already incurred and currently in inventory that are anticipated as a result of the claim process changes being implemented; and the $15.0 million fine. The charge decreased before-tax operating results for our U.S. Brokerage segment group income protection and individual income protection – recently issued lines of business $116.7 million and $1.7 million, respectively, and our Individual Income Protection – Closed Block segment $8.6 million.

Disposition

During the second quarter of 2004, we closed the sale of our Canadian operations. Financial results for the Canadian branch are reported as discontinued operations. The losses recognized during 2004 and 2003 were $60.8 million and $161.7 million after tax, respectively.

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15.2

Restructuring of Individual Income Protection – Closed Block Business

In the first quarter of 2004, we restructured our individual income protection – closed block business and entered into reinsurance agreements which effectively provide approximately 60 percent reinsurance coverage for our overall consolidated risk above a specified retention limit, which at March 31, 2006, equaled approximately $8.0 billion. The maximum risk limit for the reinsurer grows to approximately $2.6 billion over time, after which any further losses will revert to our insurance subsidiaries. We have not yet reached the retention limit and do not currently anticipate that once reached, our losses would exceed the maximum risk limit for the reinsurer and revert back to us. The reinsurance receivable for this contract, as reported in our condensed consolidated statements of financial condition, was approximately $577.2 million at March 31, 2006.

In conjunction with the restructuring of the individual income protection – closed block business, effective January 1, 2004, we modified our reporting segments to include a separate segment for this business. The reporting, monitoring, and management of the closed block of individual income protection business as a discrete segment is consistent with the Company’s financial restructuring and separation of this business from the lines of business which actively market new products. In the past, this business had been reported in combination with the individual income protection – recently issued line of business. Prior to 2004, detailed separate financial metrics and models were unavailable to appropriately manage this block of business separately from the recently issued individual income protection block of business.

The separation of the closed block business into a separate reporting segment required us to perform, separately for the individual income protection – closed block business and individual income protection – recently issued business, impairment testing for goodwill and loss recognition testing for the recoverability of deferred policy acquisition costs and value of business acquired. As required under GAAP, prior to the change in reporting segments, these tests were performed for the individual income protection line of business on a combined basis. The testing indicated impairment of the individual income protection – closed block deferred policy acquisition costs, value of business acquired, and goodwill balances of $282.2 million, $367.1 million, and $207.1 million, respectively. These impairment charges, $856.4 million before tax and $629.1 million after tax, were recorded in the first quarter of 2004.

Also as part of the restructuring, we analyzed our reserve assumptions related to our individual income protection – closed block reserves as a stand-alone segment. Previously these reserves were analyzed for the individual income protection line of business on a combined basis. Included in the analysis was a review of morbidity assumptions, primarily claim resolution rates and claim reserve discount rate assumptions. Based upon this analysis, we lowered our claim reserve discount rate to reflect the segmentation of assets between the individual income protection – recently issued business and the individual income protection – closed block business, the change in our investment portfolio yield rates during the first quarter of 2004, our expectation of future investment portfolio yield rates, and our desire to maintain the relationship between our claim reserve discount rate and our investment portfolio yield rate for the individual income protection – closed block at our long-term objective. The segmentation of the investment portfolio was necessary to ensure appropriate matching of the duration of the assets and the related policy liabilities. Based on this analysis, in the first quarter of 2004 we increased our individual income protection – closed block claim reserves by $110.6 million before tax, or $71.9 million after tax, to reflect our current estimate of future benefit obligations. The first quarter 2004 change represented a 1.2 percent increase in total net Individual Income Protection – Closed Block segment reserves as of March 31, 2004, which equaled $9.530 billion prior to this increase.

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15.3

2003 Significant Transactions and Events

Reserve Strengthening

In the fourth quarter of 2003 we recognized an after tax increase in U.S. Brokerage group income protection reserves of $286.0 million, or $440.0 million before tax. In January 2004, we completed our annual review of claim reserves to ensure that our claim reserves make adequate and reasonable provision for future benefits and expenses. Approximately $300.0 million of the reserve strengthening reflected implementation of a lower discount rate for our U.S. Brokerage group income protection claim reserves. The discount rate was lowered to reflect our expectation of future investment portfolio yield rates and our new discount rate management approach of maintaining a wider spread between our group income protection portfolio investment yield rate and our average discount rate. Approximately $140.0 million of the reserve increase related to a strengthening of the morbidity assumptions to reflect the impact of the continuing weak economic cycle on claim incidence and severity. Claim incidence in the second half of 2003 was 8.4 percent higher than the first half of the year and 5.8 percent above the second half of 2002. The reserve increase represents a 6.6 percent increase in total net U.S. Brokerage group income protection reserves as of December 31, 2003, which were $6.674 billion prior to this increase.

In the first quarter of 2003 we recognized an after tax increase in our U.S. Brokerage group long-term income protection GAAP reserves of $454.0 million before tax, or $295.1 million after tax. In April of 2003, we completed an analysis of our assumptions related to our group long-term income protection claim reserves. This analysis was initiated based on a trend in lower net claim recovery rates observed during the first quarter of 2003. The claim recovery rates during the first quarter were below expected levels and were lower than those experienced in the past three years. The analysis of emerging net claim recovery rates and the reasons driving the changes resulted in a reduction in our long-term expectations. Based on the analysis noted above, we increased our U.S. Brokerage group long-term income protection claim reserves as of March 31, 2003 to reflect our current estimate of future benefit obligations. The analysis indicated not only a decrease in overall claim recovery rates, but a change in claim recovery rates by claim duration.

Accounting Principle Change

Effective October 1, 2003, we adopted the provisions of Statement of Financial Accounting Standards No. 133 Implementation Issue B36 (DIG Issue B36), Embedded Derivatives: Modified Coinsurance Arrangements and Debt Instruments That Incorporate Credit Risk Exposure That Are Unrelated or Only Partially Related to the Creditworthiness of the Obligor Under Those Instruments. DIG Issue B36 addresses financial accounting and reporting for embedded derivatives in modified coinsurance contracts that incorporate credit risk exposure unrelated to the credit risk of the counterparty to the reinsurance contract and requires the bifurcation of any such derivative from the host reinsurance contract. At the date of adoption, we had two reinsurance contracts for which DIG Issue B36 was applicable, one of which was recaptured in 2005. The adoption of DIG Issue B36 in 2003 resulted in a $39.9 million cumulative effect of accounting principle change, net of $21.4 million in tax.

15.4