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PROGRESSIVE CORP/OH/ Director's Dealing 2006

May 31, 2006

29822_dirs_2006-05-31_7d51213e-ab24-43a0-8346-e96f1a553b78.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PROGRESSIVE CORP/OH/ (PGR)
CIK: 0000080661
Period of Report: 2006-05-22

Reporting Person: Silva Brian A (Commercial Group President)

Holdings (Non-Derivative)

Security Shares Ownership
Common 28020 Direct
Common 2383.412 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Option $7.6666 2010-12-31 Common (8844) Direct
Employee Option $13.0116 2011-12-31 Common (5040) Direct
Employee Option $13.0116 2011-12-31 Common (5040) Direct

Footnotes

F1: Includes 26,648 shares of Restricted Stock previously granted to the Reporting Person pursuant to The Progressive Corporation 2003 Incentive Plan.

F2: All Derivative Security balances and exercise prices reported herein have been adjusted to reflect a 4-for-1 stock split, which was effected in the form of a stock dividend paid on May 18, 2006 to shareholders of record on May 8, 2006. All such balances and exercise prices reported by the Reporting Person in the future will likewise be adjusted to reflect the stock split.