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): February 15, 2005

THE MIDLAND COMPANY

(Exact name of registrant as specified in its charter)

Ohio	1-6026	31-0742526
(State or other	(Commission File No.)	(IRS Employer
jurisdiction of		Identification No. )
incorporation)

7000 Midland Boulevard, Amelia, Ohio 45102-2607

(Address of principal executive offices) (Zip Code)

(513) 943-7100

(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):

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

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

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

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

TABLE OF CONTENTS

EX-99

     Item 7.01 Regulation FD Disclosure.

     On February 15, 2005, members of the Registrant’s management presented the slides furnished herewith as Exhibit 99 to several institutional investment portfolio managers. The Registrant has also made these slides available at the company’s website: www.midlandcompany.com.

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.

	THE MIDLAND COMPANY
Date: February 15, 2005	By:	/s/ John I. Von Lehman
		John I. Von Lehman
		Executive Vice President, Chief Financial
		Officer and Secretary

EX-99

The Midland Company

February 15, 2005

Exhibit 99

Forward Looking Statements

Certain statements made in this presentation are forward-looking and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. These statements include certain discussions relating to underwriting, premium and investment income volume, business strategies, profitability and business relationships, as well as any other statements concerning the year 2005 and beyond. The forward-looking statements involve risks and uncertainties that may cause results to differ materially from those anticipated in those statements. Factors that might cause results to differ from those anticipated include, without limitation, adverse weather conditions, changes in underwriting results affected by adverse economic conditions, fluctuations in the investment markets, changes in the retail marketplace, changes in the laws or regulations affecting the operations of the company or its subsidiaries, changes in the business tactics or strategies of the company, its subsidiaries or its current or anticipated business partners, the financial condition of the company’s business partners, acquisitions or divestitures, changes in market forces, litigation and the other risk factors that have been identified in the company’s filings with the SEC, any one of which might materially affect the operations of the company or its subsidiaries. Any forward-looking statements speak only as of the date made. We undertake no obligation to update any forward-looking statements to reflect events or circumstances arising after the date on which they are made.

‘00 ‘01 ‘02 ‘03 ‘04

MLAN 15.73 16.53 17.59 20.18 22.98

The Midland Company

Highly focused specialty property

and casualty insurance company

(American Modern Insurance Group)

$600 million market cap (MLAN-

Nasdaq)

Headquartered in Cincinnati since

1938 — 1,200 associates

Ratings and Recognitions

“A+” (Superior) rating by A.M. Best

A.M. Best 2004 E-Fusion Award

Ward’s Top 50 P&C insurance

companies

Forbes’ “200 Best small

Companies”

Book Value Per Share

“Building Shareholder Value”

Platform for Success

Target Defensible Niches

Market leader in manufactured housing insurance;

Dwelling fire, motorcycle, watercraft, recreational vehicle, etc.;

Collateral protection, mortgage fire, debt cancellation

A Specialty Insurance Focus

Active in all 50 states;

Multiple distribution channels;

Superior growth and underwriting results;

Product design, pricing, underwriting and claims expertise;

Deep and experienced management team;

Positioned for growth;

Major Product Categories

MLAN Annualized Total Return

Periods Ending December 31, 2004 (MLAN $31.27)

5/87 2 for 1
split

5/98 3 for 1
split

7/02 2 for 1
split

* Split Adjusted

Steady Growth:

Market and Book Value

Consistent Dividend Growth

89 90 91 92 93 94 95 96 97 98

Assets 37 48 60 66 65 73 85 87 101 114
Equity 13 16 19 24 29 32 34 34 36 39

‘87 ‘88 ‘89 ‘90 ‘91 ‘92 ‘93 ‘94 ‘95 ‘96 ‘97 ‘98 ‘99 ‘00 ‘01 ‘02 ‘03 ‘04 ‘05

East 0.04 0.05 0.063 0.07 0.077 0.083 0.09 0.097 0.103 0.11 0.117 0.125 0.135 0.15 0.16 0.175 0.19 0.205 0.225

Increased 19 Consecutive Years

19 Year CAGR = 10.6%

94 95 96 97 98 99 ‘00 ‘01 ‘02 ‘03 ‘04

9/30 YTD

12/31 YTD 275.509 376.33 387.165 422.982 445.286 472.041 500.984 555.548 588.243 663.972 722

Direct and Assumed Written Premium — P&C

10 Year CAGR = 10.1%

Superior Premium Growth

10-Year Compounded Annual Premium Growth Rate

Industry Source: A.M. Best Company

American Modern

P&C Industry

Premium Growth vs. Industry

Through December 31, 2004

American Modern

P&C Industry

Profitable Underwriting Results

10-Year Average Combined Ratio

Industry Source: A.M. Best Company

Through December 31, 2004

MISSION

To enhance shareholder value by being an indispensable

partner to customers in chosen markets by providing value
adding specialty insurance products and services.

VISION

To be the premier specialty insurance company in our

chosen markets; creating sustainable competitive advantage by providing our policyholders, associates and business partners with a package of products, services and relationships they value more than those offered by our competitors.

VALUES

Integrity * Win/Win * Team * Humility * Personal Growth *

Creativity * Propriety * Sharing/Caring * Strong Work Ethic

Mission • Vision • Values

Strategic Focus

Driving Force:

Distribution Processes: Execute with Equal
Precision in All Channels

Competitive Advantage:

Ability to Predict Results in Chosen Lines

Generic Corporate Strategy:

Differentiation, Compete on Value Not Price

The Package: Products, Service, Relationships

Key Operating Principles

2. Distribution Channel Diversity

1. Specialty/Niche Product Focus

3. Tailor Products to Distribution

4. Specialty Product Claims Expertise

5. Underwriting Profit Discipline

6. Proactive Risk Management

7. Strategically Deploy Technology

8. Deliver “Golden Rule” Service

Specialty / Niche Product Focus

Manufactured Housing — $334.1 Site Built Dwelling — $88.4 Motorcycle — $48.6 Watercraft — $30.7 Recreational Vehicle — $30.1 Mortgage Fire — $39.4 Collateral Protection — $52.1 Credit Life & Debt Cancellation — $39.3 Excess & Surplus Lines — $45.9 All Other — $46.0

334.1 88.2 48.6 30.7 30.1 39.4 52.1 34.2 45.9 41.4

Property & Casualty and Life

Direct & Assumed Written Premium

Personal Lines Property (56%)

Personal Lines Casualty (15%)

Financial Services (17%)

Other Specialty Products (12%)

Other Specialty Products (12%)

Full Year 2004

Agency — $290.8 Point of Sale — $167.9 Lender — $93 Financial Services — $76 All Other $14

337 168 95 140 15

Agency — 45% 22% Point of Sale — 22% 26% Lender — 13% 32% Financial Services — 18% 12% All Other — 2% 8%

22 26 32 12 8

Property & Casualty and Life

Direct & Assumed Written Premium

Distribution Channel Diversity

12/04 12/00

Dec. 31, 2000

Multiple Company Structure

6 Property & Casualty Companies

2 Life Companies

3 Agencies, 3 Service Companies

Specialty

Products

Multi-Faceted
Distribution

Tailor Products to Distribution

92% of 2004 claims settled by company employees results
in a 10% average cost savings per claim

Unique in-house staff adjuster training program

Approximately 150 employee field staff adjusters

Signifies Employee Field
Claims Adjuster Location

Specialty Product Claims Expertise = Enhanced Underwriting Results

Specialty Product Claims Expertise

“A Competitive Advantage”

Underwriting Profit Discipline

Maintain pricing integrity

Continuously monitor
results

By product

By account

By state

By channel

By zip code

Ten-Year Average Statutory Underwriting Margin 12/31/04

Proactive Risk Management...
Reduces Earnings Volatility

Disciplined Exposure Management

Extensive Catastrophe Modeling

Expertly Managed Reinsurance Structure and Cost

Reduced Earnings
Volatility

Rigorous Business Partner Selection / Management Processes

Qualitative and Quantitative Analysis

Alternative Risk Transfer Mechanisms

Reduced Earnings Volatility

IT investments leveraged across all products, services and channels to optimize
Return on Investment

Technology enabled “template” underwriting

Web-enabled e-commerce — modernLINKTM

Strategically Deploy Technology

2004 A.M. Best E-Fusion Award Winner!

Deliver “Golden Rule” Service AMIG Service Pledge:

We will deliver “Golden Rule” service -

Treating others as we expect to be treated.

We will treat our customers with dignity and respect.

We will demonstrate passion in all that we do.

We will See It, Own It, Solve It (SOS).

We will build relationships that yield loyalty.

We will have a deep and talented team.

We will excel and have fun.

“Indispensable Partner” Defined

“Indispensable Partner” Defined

Diversifying our specialty product offering

Added motorcycle product

Refined and grew niche products:

Residential dwelling product

Watercraft product

Mortgage fire product

Motor home/travel trailer product

Used technology to facilitate ease of doing business

Built a stronger platform for American Modern Financial

Services Company

Expanded into excess and surplus lines

Enhanced our position as the “Premier” insurer of

manufactured housing

2004 Highlights

Record earnings per share of $2.83

Includes 34 cents in net realized capital gains

Higher than normal catastrophe losses

Solid underwriting in major product lines

P&C combined ratio of 96.4% in 2004 vs. 103.1% in 2003

Led by manufactured housing and site-built dwelling

Exposure management strategies validated

Dramatic improvement in motorcycle results

Underwriting improvement of $17.6 million in one year

Net gain of 6 cents per share vs. net loss of 58 cents

in 2003

2004 Highlights

Growth:

Property and Casualty premium grew 8.8%

Manufactured housing premium up 4.3%, despite difficult market
conditions

Site-built dwelling premium grew 7.1%

Well positioned for profitable growth in 2005 and beyond

Other Accomplishments:

Record book value of $22.98 per share

Midland stock continues to outperform broader market (up 32%
over 2003)

Boosted 2005 annual dividend 9.8% to 22.5 cents

Received 2004 A.M. Best E-Fusion Award

Names to Ward’s Financial Top 50 P&C Insurance Companies

Positioned for Profitable Growth

Specialty Product
Expertise

Strong Balance Sheet

Indispensable
Partnerships

Multi-Faceted
Distribution

Deep and
Talented Team

Superior Operating Results

Results Results Results

Results Results Results

The Midland Company

Thank You

7000 Midland Boulevard

Amelia, Ohio 45102-2607

(513) 943-7100 Fax — (513) 943-7111

Mailing Address: P.O. Box 1256

Cincinnati, Ohio 45201-1256

www.midlandcompany.com

Investor Contact:

John I. Von Lehman

Executive Vice President

& Chief Financial Officer

(513) 943-7100 Fax: (513) 943-7111

e-mail: jvonlehman@amig.com

Combined Ratio -

AMIG Major Product Groups

Manufactured Housing            Site-Built Dwelling            Personal Lines Casualty            Financial Services All Commercial Products

YTD 2003 0.949 1.081 1.161 0.919 1.217
YTD 2004 0.949 0.932 1.029 0.962 0.893

Strong Underwriting Results Across the Board

Combined Ratio above is presented on GAAP basis.