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Filing Details

Accession Number:: 0001194794-10-000019
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-03-01 12:00:00
Reporting Period:: 2010-02-26

Filing Date:: 2010-03-01
Accepted Time:: 2010-03-01 19:38:46
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1127703	Proassurance Corp	PRA	Fire, Marine & Casualty Insurance (6331)	631261433

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1194794	B Frank Neil O	C/O Proassurance Corporation 100 Brookwood Place Birmingham AL 35209-6811	Senior Vice-President	No	Yes	No	Yes

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2010-03-01	111	$53.95	29,639	No	4	P	Direct
Common Stock	Acquisiton	2010-02-26	1,400	$53.32	29,528	No	4	A	Direct
Common Stock	Acquisiton	2010-02-26	1,563	$53.32	28,128	No	4	A	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	P	Direct
No	4	A	Direct
No	4	A	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Restricted Stock Units	Acquisiton	2010-02-26	1,040	$0.00	1,040	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
1,040			No	4	A	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	629	Indirect	In Trust
Common Stock	2,025	Indirect	Shares held in the ProAssurance Group Savings and Retirement Plan
Common Stock	598	Indirect	Shares held in childrens' UTMA accounts for which the reporting person is the trustee

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Restricted Stock Units	$0.00			1,040	1,040	Direct
Common Stock	Employee Stock Option (Right to Buy)	$54.28	2008-09-01	2018-09-01	6,250	6,250	Direct
Common Stock	Employee Stock Option (Right to Buy)	$51.48	2007-09-10	2017-09-10	6,250	6,250	Direct
Common Stock	Employee Stock Option (Right to Buy)	$51.38	2006-09-11	2016-09-11	1,250	5,000	Direct
Common Stock	Employee Stock Option (Right to Buy)	$41.15	2005-09-10	2015-09-10	5,000	7,500	Direct
Common Stock	Employee Stock Option (Right to Buy)	$33.28	2004-09-10	2014-09-10	5,000	2,500	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	1,040	1,040	Direct
2018-09-01	6,250	6,250	Direct
2017-09-10	6,250	6,250	Direct
2016-09-11	1,250	5,000	Direct
2015-09-10	5,000	7,500	Direct
2014-09-10	5,000	2,500	Direct

Footnotes

Shares acquired in the amended and restated ProAssurance Stock Ownership Plan. Purchases under this plan are exempt under Rule 16b-3(c)
These shares are exempt under Rule 16b-3. Bonus shares awarded to the reporting person under the terms of the ProAssurance 2008 Equity Incentive Plan by the Compensation Committee of the Board of Directors. The Compensation Committee is comprised solely of independent, non-employee directors
Payout of Performance Shares awarded to the reporting person upon completion of a three year performance period at year-end 2009. The Compensation Committee (consisting entirely of independent directors) of the ProAssurance Corporation Board of Directors reviewed the company's performance against the defined criteria and approved this award.
Shares are held in the George O'Neil Generation-Skipping Trust, Non-Exempt, fbo Frank B. O'Neil. The Reporting Person disclaims beneficial ownership because the Trustee retains sole investmenet control over the shares.
Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of ProAssurance Corporation common stock, issueable from the ProAssurance 2008 Equity Incentive Plan. The RSUs will vest if the reporting person remains continuously employed by ProAssurance or one of its subsidiaries until February 26, 2013 (three years from date of grant). Vesting will accelerate upon termination of employment as the result of (i) death; (ii) disability; or (iii) Good Reason, as defined in the reporting person's employment agreement with ProAssurance Corporation, or by action of the Compensation Committee of the ProAssurance Corporation Board of Directors. The RSUs will be settled in shares of ProAssurance Common Stock and in cash, with the cash portion being approximately equal to the federal, state, and local taxes.
Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of ProAssurance Corporation common stock, issueable from the 2008 Equity Incentive Plan. The RSUs will vest if the reporting person remains continuously employed by ProAssurance or one of its subsidiaries until February 26, 2012 (three years from date of grant). Vesting will accelerate upon termination of employment as the result of (i) death; (ii) disability; or (iii) Good Reason, as defined in the reporting person's employment agreement with ProAssurance Corporation, or by action of the Compensation Committee of the ProAssurance Corporation Board of Directors. The RSUs will be settled in shares of ProAssurance Common Stock and in cash, with the cash portion being approximately equal to the federal, state, and local taxes.
The options vest in five equal, yearly installments commencing on September 1, 2008
The options vest in five equal, yearly installments commencing on September 10, 2007
The options vest in five equal, yearly installments commencing on September 11, 2006
The options vest in five equal installments commencing on September 10, 2005
The options vest in five equal installments commencing on September 10, 2004