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PROGRESSIVE CORP/OH/ Director's Dealing 2006

Oct 2, 2006

29822_dirs_2006-10-02_6f058f4e-fefc-44a9-8ecb-67c85977aec2.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESSIVE CORP/OH/ (PGR)
CIK: 0000080661
Period of Report: 2006-09-30

Reporting Person: NETTLES PATRICK H (Director)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2006-09-30 Phantom Stock Unit $0.00 A 0.2287 Acquired Common (0.2287) Direct
2006-09-30 Phantom Stock Unit (Rest. Stock) $0.00 A 1.6163 Acquired Common (1.6163) Direct

Footnotes

F1: 1 for 1

F2: The phantom stock units will be distributed in cash at the
time elected by the reporting person, subject to the
vesting provisions of the Plan.

F3: These units will be paid out in an equal number of Common
Shares at the time elected by the reporting person, subject
to the vesting provisions of the plan.