PROASSURANCE CORP — Major Shareholding Notification 2010

Feb 12, 2010

| UNITED
STATES |
| --- |
| SECURITIES
AND EXCHANGE COMMISSION |
| WASHINGTON,
D.C. 20549 |
| SCHEDULE
13G |
| (RULE
13D-102) |
| (Amendment
No. 2)* |
| Information
to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c) and
(d) and
Amendments Thereto Filed Pursuant to Rule 13d-2. |
| Under
the Securities Exchange Act of 1934 (Amendment No. 1) |
| ProAssurance
Corporation |
| (Name
of Issuer) |
| Common
Stock, Par Value $0.01 Per Share |
| (Title
of Class of Securities) |
| 74267C106 |
| (CUSIP
Number) |
| December
31, 2009 |
| (Date
of Event which Requires Filing of this Statement) |
| Check
the appropriate box to designate the rule pursuant to which this Schedule
is filed: |
| [ ]
Rule 13d-1(b) |
| [ ]
Rule 13d-1(c) |
| [X]
Rule 13d-1(d) |

• The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed for purpose of Section 18 of the Securities Exchange Act of 1934("Act") or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provision of the Act (however, see the Notes).

| CUSIP
No. 74267C106 | |
| --- | --- |
| 1. | Name
of Reporting Person: Aubrey Derrill Crowe,
M.D. |
| 2. | Check
the Appropriate Box if a Member of a Group |
| | (a) [ ] |
| | (b) [ ] |
| 3. | SEC
Use Only |
| 4. | Citizenship
or Place of Organization: United States of America |
| Number
of Shares Beneficially Owned by Each Reporting Person
With: | |
| 5. | Sole
Voting Power: |
| | 884,161
Shares |
| 6. | Shared
Voting Power: |
| | 520,377
shares |
| 7. | Sole
Dispositive Power: |
| | 1,079,161
Shares |
| | **
includes 195,000 presently exercisable options |
| 8. | Shared
Dispositive Power: |
| | 520,377
shares |
| | *
owned jointly with spouse |
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person: |
| | 1,599,539
Shares |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ] |
| 11. | Percent
of Class Represented by Amount in Row (9): |
| | 4.90% |
| 12. | Type
of Reporting Person: IN |

| Item
1(a). | Name
of Issuer: |
| --- | --- |
| ProAssurance
Corporation | |
| Item
1 (b). | Address
of Issuer's Principal Executive Offices: |
| | 100
Brookwood Place |
| | Birmingham,
AL 35209 |
| Item
2 (a). | Name
of Person Filing: |
| | A.
Derrill Crowe, M.D. |
| I tem 2
(b). | Address
of Principal Business Office: |
| | 3940
Montclair Rd, 3rd Fl |
| | Birmingham,
AL 35213-3038 |
| Item
2 (c). | Citizenship: |
| | United
States of America |
| Item
2 (d). | Title
of Class of Securities: |
| | Common
Stock, $0.01 par value per share |
| Item
2 (e). | CUSIP
Number: |
| | 74267C106 |
| Item
3. | Not
Applicable. Reporting person is filing this Schedule 13G
pursuant to 240.13d-2(b). |

The reporting person originally filed a Schedule 13G pursuant to 240.13d-1(c) and (d) as a result of the acquisition of shares of ProAssurance Corporation pursuant to a registration statement on Form S-4 filed by ProAssurance Corporation to register the shares issued on June 27, 2001 pursuant to the Agreement to Consolidate dated June 22, 2000, between Medical Assurance, Inc and Professionals Group, Inc. .

| Item
4. | Ownership: — (a) | Amount
Beneficially Owned: | |
| --- | --- | --- | --- |
| | | 1,599,538
Shares | |
| | (b) | Percent
of Class: | |
| | | 4.90% | |
| | (c) | Number
of Shares as to which such Person has: | |
| | | (i) | sole
power to vote or to direct the vote: |
| | | | 884,161
Shares |
| | | (ii) | shared
power to vote or to direct the vote: |
| | | | 520,377
shares |
| | | (iii) | sole
power to dispose or to direct the disposition of: |
| | | | 1,079,161
shares, including 195,000 presently exercisable options |
| | | (iv) | shared
power to dispose or to direct the disposition of: |
| | | | 520,377
shares |
| | | | *
jointly owned with spouse |
| Item
5. | Ownership
of Five Percent or Less of a Class. | | |
| | | If this
statement is being filed to report the fact that as of the date hereof the
reporting person has ceased to be the beneficial owner of more than 5
percent of the class of securities, check the following
[X] | |
| Item
6. | Ownership
of More than Five Percent on Behalf of Another Person. | | |
| | | Not
applicable. | |
| Item
7. | Identification
and Classification of the Subsidiary which Acquired the | | |
| | Securities
Being Reported on by the Parent Holding Company or Control
Person. | | |
| | | Not
applicable. | |
| Item
8. | Identification
and Classification of Members of the Group. | | |
| | | Not
applicable | |
| Item
9. | Notice
of Dissolution of Group. | | |
| | | Not
applicable | |

| Item
10. |
| --- |
| By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose
or effect. |
| SIGNATURES |
| After
reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and
correct. |
| Dated:
February 12, 2010 |
| /s/
A. Derrill Crowe |
| ----------------------------------------------- |
| A.
Derrill Crowe, M.D. |