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 16, 2007

THE PROGRESSIVE CORPORATION

(Exact name of registrant as specified in its charter)

Ohio	1-9518	34-0963169
(State or other	(Commission File	(IRS Employer
jurisdiction of	Number)	Identification
incorporation)		No.)

6300 Wilson Mills Road, Mayfield Village, Ohio 44143
(Address of principal executive offices)     (Zip Code)

Registrant’s telephone number, including area code 440-461-5000

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-2(b))

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

Item 7.01 Regulation FD Disclosure

On May 16, 2007, The Progressive Corporation issued a news release containing financial results for the Company and its subsidiaries for the month of, and year-to-date period ended, April 2007. A copy of the news release is attached hereto as Exhibit 99.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

See exhibit index on page 4.

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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.

Date: May 16, 2007

THE PROGRESSIVE CORPORATION
By:	/s/ Jeffrey W. Basch
Name:	Jeffrey W. Basch
Title:	Vice President and
	Chief Accounting Officer

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EXHIBIT INDEX

Exhibit No.	Form 8-K
Under Reg.	Exhibit
S-K Item 601	No.	Description
(99)	99	News release dated May 16, 2007, containing financial results of The Progressive Corporation and its subsidiaries for the month of, and year-to-date period ended, April 2007.

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EX-99

Exhibit 99

NEWS
RELEASE

The Progressive Corporation
6300 Wilson Mills Road
Mayfield Village, Ohio 44143
http://www.progressive.com Company Contact:
Patrick Brennan
(440)395-2370

PROGRESSIVE DISTRIBUTES APRIL RESULTS

MAYFIELD VILLAGE, OHIO — May 16, 2007 — The Progressive Corporation today reported the following results for April 2007:

($ in millions, except per share	April		April
amounts)	2007		2006		Change
Net premiums written	$	1,437.4	$	1,489.8		(4	)%
Net premiums earned		1,353.8		1,369.7		(1	)%
Net income		136.7		159.6		(14	)%
Per share		.19		.20		(8	)%
Combined ratio		88.8		85.9	2.9 pts.
Policies in Force: (in thousands)
Total Personal Auto		7,036.0		6,962.5		1	%
Total Special Lines		2,976.5		2,784.0		7	%
Total Commercial Auto		522.9		491.4		6	%

Progressive offers insurance to personal and commercial auto drivers throughout the United States. Our Personal Lines Businesses write insurance for private passenger automobiles and recreational vehicles. Our Commercial Auto Business writes primary liability, physical damage and other auto-related insurance for automobiles and trucks owned by small businesses.

See the “Income Statements” and “Supplemental Information” for further month and year-to-date information and the “Monthly Commentary” at the end of this release for additional discussion.

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THE PROGRESSIVE CORPORATION AND SUBSIDIARIES
INCOME STATEMENT
April 2007
(millions — except per share amounts)
(unaudited)

	Current Month		Comments on Monthly Results1
Net premiums written	$	1,437.4
Revenues:
Net premiums earned	$	1,353.8
Investment income		49.9
Net realized gains (losses) on securities		7.9
Service revenues		2.4
Total revenues		1,414.0
Expenses:
Losses and loss adjustment expenses		915.7
Policy acquisition costs		137.4
Other underwriting expenses		149.4
Investment expenses		1.2
Service expenses		2.0
Interest expense		6.2
Total expenses		1,211.9
Income before income taxes		202.1
Provision for income taxes		65.4
Net income	$	136.7
COMPUTATION OF EARNINGS PER SHARE
Basic:
Average shares outstanding		726.3
Per share	$	.19
Diluted:
Average shares outstanding		726.3
Net effect of dilutive stock-based
compensation		7.5
Total equivalent shares		733.8
Per share	$	.19

¹ See the Monthly Commentary at the end of this release for additional discussion. For a description of our reporting and accounting policies, see Note 1 to our 2006 audited consolidated financial statements included in our 2006 Shareholders’ Report, which can be found at www.progressive.com/annualreport.

The following table sets forth the investment results for the month:

Fully taxable equivalent total return:
Fixed-income securities	.5	%
Common stocks	4.2	%
Total portfolio	1.1	%
Pretax recurring investment book yield	4.3	%

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THE PROGRESSIVE CORPORATION AND SUBSIDIARIES
INCOME STATEMENTS
April 2007 Year-to-Date
(millions — except per share amounts)
(unaudited)

	Year-to-Date				%
	2007		2006		Change
Net premiums written	$	5,084.1	$	5,166.5		(2	)
Revenues:
Net premiums earned	$	4,847.6	$	4,870.2		0
Investment income		213.4		200.5		6
Net realized gains (losses) on securities		31.2		4.5		593
Service revenues		8.6		11.4		(25	)
Total revenues		5,100.8		5,086.6		0
Expenses:
Losses and loss adjustment expenses		3,316.2		3,188.4		4
Policy acquisition costs		492.6		503.4		(2	)
Other underwriting expenses		520.9		468.6		11
Investment expenses		4.0		3.9		3
Service expenses		7.2		9.1		(21	)
Interest expense		25.1		27.2		(8	)
Total expenses		4,366.0		4,200.6		4
Income before income taxes		734.8		886.0		(17	)
Provision for income taxes		234.6		289.8		(19	)
Net income	$	500.2	$	596.2		(16	)
COMPUTATION OF EARNINGS PER SHARE
Basic:
Average shares outstanding		734.9		780.1		(6	)
Per share	$	.68	$	.76		(11	)
Diluted:
Average shares outstanding		734.9		780.1		(6	)
Net effect of dilutive stock-based compensation		7.5		10.3		(27	)
Total equivalent shares		742.4		790.4		(6	)
Per share	$	.67	$	.75		(11	)

The following table sets forth the investment results for the year-to-date period:

	2007			2006
Fully taxable equivalent total return:
Fixed-income securities		2.3	%		.6	%
Common stocks		5.7	%		6.2	%
Total portfolio		2.8	%		1.4	%
Pretax recurring investment book yield		4.6	%		4.4	%

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THE PROGRESSIVE CORPORATION AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
April 2007
($ in millions)
(unaudited)

Current Month
										Commercial
	Personal Lines									Auto			Other		Companywide
	Agency			Direct			Total			Business			Businesses1		Total
Net Premiums Written	$	787.5		$	438.6		$	1,226.1		$	209.2		$	2.1	$	1,437.4
% Growth in NPW		(5	)%		(1	)%		(4	)%		(3	)%	NM			(4	)%
Net Premiums Earned	$	748.3		$	424.6		$	1,172.9		$	178.8		$	2.1	$	1,353.8
% Growth in NPE		(3	)%		1	%		(2	)%		1	%	NM			(1	)%
GAAP Ratios
Loss/LAE ratio		69.2			67.9			68.8			60.6		NM			67.6
Expense ratio		21.4			20.8			21.1			20.9		NM			21.2
Combined ratio		90.6			88.7			89.9			81.5		NM			88.8
Actuarial Adjustments2
Reserve Decrease/(Increase)
Prior accident years															$	5.8
Current accident year																—
Calendar year actuarial adjustment	$	2.7		$	.7		$	3.4		$	2.4		$	0	$	5.8
Prior Accident Years Development
Favorable/(Unfavorable)
Actuarial adjustment															$	5.8
All other development																(27.4	)
Total development															$	(21.6	)
Calendar year loss/LAE ratio																67.6
Accident year loss/LAE ratio																66.0
Statutory Ratios
Loss/LAE ratio																67.7
Expense ratio																20.7
Combined ratio																88.4

NM = Not Meaningful

1	Primarily includes professional liability insurance for community banks and Progressive’s run-off businesses. The other businesses generated an underwriting profit of $.4 million for the month.
2	Represents adjustments solely based on our corporate actuarial reviews.

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THE PROGRESSIVE CORPORATION AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
April 2007 Year-to-Date
($ in millions)
(unaudited)

Year-to-Date
										Commercial
	Personal Lines									Auto			Other		Companywide
	Agency			Direct			Total			Business			Businesses1		Total
Net Premiums Written	$	2,776.1		$	1,600.2		$	4,376.3		$	700.0		$	7.8	$	5,084.1
% Growth in NPW		(3	)%		1	%		(2	)%		(2	)%	NM			(2	)%
Net Premiums Earned	$	2,683.2		$	1,516.5		$	4,199.7		$	640.1		$	7.8	$	4,847.6
% Growth in NPE		(3	)%		2	%		(1	)%		3	%	NM			0	%
GAAP Ratios
Loss/LAE ratio		69.7			68.1			69.1			64.2		NM			68.4
Expense ratio		21.1			20.5			20.9			20.4		NM			20.9
Combined ratio		90.8			88.6			90.0			84.6		NM			89.3
Actuarial Adjustments2
Reserve Decrease/(Increase)
Prior accident years															$	34.9
Current accident year																1.8
Calendar year actuarial adjustment	$	19.0		$	10.8		$	29.8		$	6.9		$	0	$	36.7
Prior Accident Years Development
Favorable/(Unfavorable)
Actuarial adjustment															$	34.9
All other development																(26.2	)
Total development															$	8.7
Calendar year loss/LAE ratio																68.4
Accident year loss/LAE ratio																68.6
Statutory Ratios
Loss/LAE ratio																68.5
Expense ratio																20.4
Combined ratio																88.9
Statutory Surplus															$	5,599.8

NM = Not Meaningful

	April		April
Policies in Force	2007		2006		Change
(in thousands)
Agency — Auto		4,519.1		4,563.1		(1	)%
Direct — Auto		2,516.9		2,399.4		5	%
Special Lines3		2,976.5		2,784.0		7	%
Total Personal Lines		10,012.5		9,746.5		3	%
Commercial Auto Business		522.9		491.4		6	%

1	The other businesses generated an underwriting profit of $1.0 million.
2	Represents adjustments solely based on our corporate actuarial reviews.
3	Includes insurance for motorcycles, recreational vehicles, mobile homes, watercraft, snowmobiles and similar items, as well as a personal umbrella product.

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THE PROGRESSIVE CORPORATION AND SUBSIDIARIES
BALANCE SHEET AND OTHER INFORMATION
(millions — except per share amounts)
(unaudited)

	April
	2007
CONDENSED GAAP BALANCE SHEET:1
Investments — Available-for-sale, at fair value:
Fixed maturities (amortized cost: $10,141.1)	$	10,169.7
Equity securities:
Preferred stocks2 (cost: $1,841.8)		1,865.5
Common equities (cost: $1,476.4)		2,483.4
Short-term investments (amortized cost: $775.5)		775.5
Total investments3		15,294.1
Net premiums receivable		2,656.9
Deferred acquisition costs		462.7
Other assets		1,804.6
Total assets	$	20,218.3
Unearned premiums	$	4,571.2
Loss and loss adjustment expense reserves		5,742.0
Other liabilities3		1,731.7
Debt		1,185.7
Shareholders’ equity		6,987.7
Total liabilities and shareholders’ equity	$	20,218.3
Common Shares outstanding		730.0
Shares repurchased — April		6.6
Average cost per share	$	23.27
Book value per share	$	9.57
Trailing 12-month return on average shareholders’ equity		23.0	%
Net unrealized pretax gains on investments	$	1,058.4
Increase (decrease) from March 2007	$	101.0
Increase (decrease) from December 2006	$	140.2
Debt-to-total capital ratio		14.5	%
Fixed-income portfolio duration	2.8 years
Weighted average credit quality	AA
Year-to-date Gainshare factor		.78

1	Loss and loss adjustment expense reserves are stated gross of reinsurance recoverables on unpaid losses of $335.7 million.
2	As of April 30, 2007, we held certain hybrid securities and recognized a change in fair value of $.9 million as realized gains during the period we held these securities.
3	Amounts include net unsettled security acquisitions, including repurchase commitments, of $284.6 million.

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Monthly Commentary

• In April, the unfavorable prior accident year “All other development” primarily related to an increase in bodily injury severity driven by our larger personal auto claims.

About Progressive

The Progressive Group of Insurance Companies, in business since 1937, is the country’s third largest auto insurance group and largest seller of motorcycle and personal watercraft policies based on premiums written, and is a market leader in commercial auto insurance.

Progressive is committed to becoming consumers’ #1 choice for auto insurance by providing competitive products and rates that meet drivers’ needs throughout their lifetimes, superior online and in-person customer service, and best-in-class, 24-hour claims service, including our concierge level of claims service available at service centers throughout the United States.

Progressive companies offer consumers choices in how to shop for, buy and manage their auto insurance policies. The Agency Business sells Progressive Drive Insurance private passenger auto insurance through more than 30,000 independent agencies. To find an agent, go to www.driveinsurance.com. The Direct Business sells Progressive Direct^® private passenger auto insurance online at www.progressive.com and by phone at 1-800-PROGRESSIVE. Both businesses also offer Progressive’s other insurance products, including Progressive Commercial, Progressive Motorcycle and Progressive Boat. Each business makes independent decisions about private passenger auto insurance product design and pricing. Progressive and Drive are registered trademarks.

The Common Shares of The Progressive Corporation, the Mayfield Village, Ohio-based holding company, are publicly traded at NYSE:PGR. For more information, including a guide to interpreting the monthly reporting package, please visit www.progressive.com.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Statements in this release that are not historical fact are forward-looking statements that are subject to certain risks and uncertainties that could cause actual events and results to differ materially from those discussed herein. These risks and uncertainties include, without limitation, uncertainties related to estimates, assumptions and projections generally; inflation and changes in economic conditions (including changes in interest rates and financial markets); the accuracy and adequacy of our pricing and loss reserving methodologies; the competitiveness of our pricing and the effectiveness of our initiatives to retain more customers; initiatives by competitors and the effectiveness of our response; our ability to obtain regulatory approval for requested rate changes and the timing thereof; the effectiveness of our brand strategy and advertising campaigns relative to those of competitors; legislative and regulatory developments; disputes relating to intellectual property rights; the outcome of litigation pending or that may be filed against us; weather conditions (including the severity and frequency of storms, hurricanes, snowfalls, hail and winter conditions); changes in driving patterns and loss trends; acts of war and terrorist activities; our ability to maintain the uninterrupted operation of our facilities, systems (including information technology systems) and business functions; court decisions and trends in litigation and health care and auto repair costs; and other matters described from time to time in our releases and publications, and in our periodic reports and other documents filed with the United States Securities and Exchange Commission. In addition, investors should be aware that generally accepted accounting principles prescribe when a company may reserve for particular risks, including litigation exposures. Accordingly, results for a given reporting period could be significantly affected if and when a reserve is established for one or more contingencies. Reported results, therefore, may appear to be volatile in certain accounting periods.

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