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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment #1
(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended JUNE 30, 2001 or
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from to .
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Commission file number 0-16533
ProAssurance Corporation*
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(Exact name of registrant as specified in its charter)
Delaware 63-1261433
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation of organization)
100 Brookwood Place, Birmingham, AL 35209
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(Address of principal executive offices) (Zip Code)
(205) 877-4400
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(Registrant's telephone number,
including area code)
Indicate by check mark whether the registrant (l) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ].
As of August 8, 2001, there were 25,770,403 shares of the registrant's common
stock outstanding.
*On June 27, 2001 Medical Assurance, Inc. (Commission file number 001-19439) and
Professionals Group, Inc. (Commission file number 001-21223) became wholly owned
subsidiaries of ProAssurance as more fully described herein.
Page 1 of 3
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PREFACE
The purpose of this Amendment #1 to FORM 10-Q for the quarterly period ended
June 30, 2001 is to correct Part II, Item 6(b) Reports on 8-K.
As submitted, the first filing of Form 10-Q omitted the phrase "as amended by
the Form 8 K/A dated May 18, 2001" from the description of the report on
Form 8-K dated May 10, 2001 included in Part II, Item 6(b) Reports on 8-K. This
amendment will correct this typographical error.
As required by rule 12(b)-15, the registrant is submitting all of Part II,
Item 6 (b) with amendment followed by the signature page.
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PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
Release and Severance Compensation Agreement between Vic Adamo and
Professionals Group, dated June 27, 2001.
(b) Reports on 8-K.
Report on Form 8-K, dated May 8, 2001 reporting Medical Assurance news
release regarding first quarter results and merger update.
Report on Form 8-K, dated May 10, 2001, as amended by the Form 8-K/A
dated May 18, 2001, reporting Medical Assurance news release regarding
final financing arrangements for Professionals Group transaction.
Report on Form 8-K, dated May 25, 2001 reporting Medical Assurance news
release regarding the preliminary results of the portfolio adjustment
calculation for Professionals Group transaction.
Report of Form 8-K, dated June 7, 2001 reporting Medical Assurance news
release regarding the final portfolio adjustment and regulatory
approval for Professionals Group transaction.
Report on Form 8-K, dated June 26, 2001 reporting Medical Assurance
news release regarding Medical Assurance shareholder approval of the
Professionals Group transaction.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant had duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ProAssurance Corporation
August 17, 2001 By: /s/ James J. Morello
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James J. Morello, Treasurer
(duly authorized officer and
principal financial officer)