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 19, 2008

PICO HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

California	033-36383	94-2723335
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

875 Prospect Street, Suite 301, La Jolla, California	92037
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code

(858) 456-6022

(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 CRF 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 7.01 Regulation FD Disclosure

On May 19, 2008, PICO Holdings, Inc. (the “Company”) conducted an Investor Update conference call and audio webcast, during which senior management of the Company provided a summary of a presentation made at the Company’s annual shareholders’ meeting held on May 16, 2008, to update investors who were unable to attend such meeting. The Company also made available today on its website informational slides concerning the Company and its businesses, which are attached to this report as Exhibit 99.1. In addition, the slides, as well as a webcast replay of the conference call, will be available on the Investors section of the Company’s website at www.picoholdings.com, for one year after the date of the presentation.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit Number	Description
99.1	Slides for Investor Update conference call and audio webcast to be conducted on May 19, 2008.

SIGNATURES

Pursuant to the requirements of the United States Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	PICO HOLDINGS, INC.
Date: May 19, 2008	By:	/s/ Maxim C.W. Webb
		Maxim C. W. Webb
		Chief Financial Officer and Treasurer

EX-99.1

PICO Holdings, Inc.

Nasdaq: PICO

May 19, 2008

Exhibit 99.1

Safe Harbor Statement

This presentation may contain "forward-looking statements." 

Forward-

looking statements often address current expected future

business and financial performance, and may contain words such as

"expects," "anticipates," "intends," "plans," "believes," "seeks," or

"will." Forward-looking statements may address matters that are

uncertain.  These uncertainties may cause actual future results to be

materially different than those expressed in the forward-looking

statements.  PICO does not undertake to update any forward-

looking statements, and undue reliance should not be placed on

forward-looking statements, which speak only as of the date they

are made.  Other risks and uncertainties are detailed from time to

time in PICO's filings with the U.S. Securities and Exchange

Commission, including those described under the heading "Risk

Factors" in the Company’s annual report on Form 10-K.

2

PICO Holdings, Inc.

We are a diversified holding company that seeks to

acquire assets and businesses which we identify as

significantly undervalued and are unique or strategic.

Management’s participation in operations can result

in the recognition of fair value for the business         

and create substantial additional value.

Our objective is to generate superior long-term

growth in book value per share.

3

Strong, Active Deal Flow

Diverse, cross-industry transaction record

Ample capital resources on hand

Ready access to U.S. and international capital

markets

Expedient action when opportunities arise

Multi-disciplined, experienced transaction team

4

Unique and Diversified Assets

Insurance in

Run-Off**

Real Estate

Operations*

Business

Acquisitions

and

Financing**

Water

Resource and

Storage

Operations*

5

38%

28%

20%

14%

Net Book Value as of March 31, 2008

*Assets held at cost

**Assets held at fair value

Water: A Critical Issue for the

Southwest

6

The opportunity stems from:

Significant population growth relative to

decreasing availability of water resources

Key challenges:

access to new sources of economic water

limited and finite clean water supply

inadequate water storage infrastructure

policies influencing resource utilization

Population Growth

6.4%

7.6%

13.3%

10.5%

20.2%

24.9%

Total U.S.

California

Idaho

Colorado

Arizona

Nevada

April 1, 2000 –

July 1, 2006

1.0%

0.8%

2.4%

2.0%

2.8%

2.9%

Total U.S.

California

Idaho

Colorado

Arizona

Nevada

July 1, 2006 –

July 1, 2007

Source: U.S. Census Bureau

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8

Source: http://www.usbr.gov/water2025/supply.html

Vidler

Projects

Water Crisis

Water Resource and Storage

Operations

9

Water Resource Development

Science & engineering

Economics

Environment

Politics

Ready access to capital

10

Project: Fish Springs Ranch

11

Meet master-planned water

demands of at least 12,000

acre –

feet of water by

providing new water supplies

of 8,000 acre –

feet to

enhance regional water

resource management

Fish Springs water is the only

economic available water to

meet future indicated

demand

Project: Carson-Lyon Intertie

12

Water storage tank in Dayton,

Lyon County, Nevada

Agreement to connect Carson City

and Lyon County, Nevada municipal

water systems

Development of Vidler-owned Carson

River water rights to approximately

4,000 acre-feet of municipal water

rights for use in the Dayton corridor

area which has indicated demand of

over 20,000 acre –

feet of water

Conveyance of water through newly -

built water infrastructure

Land Holdings: Nevada Land

and Resource Company, LLC

Sale of land and water rights when highest

and best value has been achieved

Development of water rights

Development of land in and around growing

municipalities

Retention and management of all natural

resources

Water

Geothermal

Mineral rights

13

Land Holdings: Union

Community Partners

New land acquisition and development

business established in 2008 to respond to

current regional and national homebuilders’

liquidity crisis

Business Plan: to acquire well-located finished

lots, partially developed lots, and unentitled

land in select California markets

Rigorous due diligence and long-term holding

horizon to beat target threshold returns

14

Other Businesses

Description of Assets  

Strategy

Insurance in

Run-Off

Two holdings:

Physicians Insurance of 

Ohio –

running off medical

professional liability

insurance loss reserves

Citation Insurance

Company –

running off

property and casualty and

workers’

compensation loss

reserves

Insurance companies in

“run off”

obtain funds to

pay claims from:

Maturity of fixed-income

securities

Sale of investments

Collections from

reinsurance companies

Excess investment returns

to shareholders, not policy

holders

Business

Acquisitions

and Financing

Consists of acquired

businesses, strategic

interests in businesses,

and activities not

included in

other

segments

Acquisition of private

companies and purchase

of shares in public

companies

Participation in financing

transactions and open market

purchases

15

Management

John Hart –CEO & President

Maxim Webb –

EVP & CFO

Damian Georgino

–

EVP of Corporate

Development & CLO

Richard Sharpe –

EVP & COO

John Perri

–

VP, Controller

Raymond Webb –

VP, Investments

Dorothy Timian-Palmer –

President & COO,

Vidler

Water Co. & NLRC

Stephen Hartman –

EVP Corporate Development

and Counsel, Vidler

Water Co. & NLRC

16

Investment Considerations

Unique, diversified assets

Strategic water and land assets

Opportunity for liquid investment in compelling

but typically non-liquid businesses and asset

classes

Market drivers are further strengthening potential

in core businesses

Highly experienced, long-tenured management

Consistent increases in book value per share

17