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PROGRESSIVE CORP/OH/ Director's Dealing 2010

Jan 13, 2010

29822_dirs_2010-01-13_39504968-8ddc-4eb8-b50d-97c971fe64d8.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: 2010-01-11

Reporting Person: MATTHEWS NORMAN S (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-01-11 Common M 5080.9143 Acquired 173411.9143 Direct
2010-01-11 Common D 512.9143 $17.59 Disposed 172899. Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-01-11 Phantom Stock Unit / (Rest. Stock) $0 M 5080.9143 Disposed Common (5080.9143) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common 6000. Indirect

Footnotes

F1: 1 for 1.

F2: Expiration Date is the same as the Date Exercisable.