8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549


                                    FORM 8-K


                                 CURRENT REPORT



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)                MARCH 11, 1998



                           PROTECTIVE LIFE CORPORATION
             (Exact name of registrant as specified in its charter)


            DELAWARE                       1-12332               95-2492236
     (State or other jurisdiction        (Commission           (IRS Employer
          of incorporation)               File Number)       Identification No.)


       2801 HIGHWAY 280 SOUTH, BIRMINGHAM, ALABAMA                   35223
       (Address of principal executive offices)                    (Zip Code)


       Registrant's telephone number, including area code    (205) 879-9230


                                        N/A
          (Former name or former address, if changed since last report.)


                                        1






Item 5.   OTHER EVENTS.

     On  March  11,  1998,  Registrant  issued  a  press  release  announcing  a
definitive  agreement  under which  Registrant  will acquire United Dental Care,
Inc.


Item 7.   FINANCIAL STATEMENTS AND EXHIBITS

       (c)   EXHIBITS

              The following exhibit is included herein.

                    Exhibit 99: Press Release dated March 11, 1998.





                                   SIGNATURES


              Pursuant to the  requirements  of the  Securities  Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.


                                             PROTECTIVE LIFE CORPORATION


                                             BY/S/JERRY W. DEFOOR
                                             Jerry W. DeFoor
                                             Vice President and Controller

Dated:   March 11, 1998

                                        2






                                  Exhibit Index


EXHIBIT NUMBER                 DESCRIPTION                         PAGE NUMBER

  99.                 Press Release Dated March 11, 1998               4-5

                                        3

EX-99

                                                                      Exhibit 99



                    PROTECTIVE TO ACQUIRE UNITED DENTAL CARE


BIRMINGHAM,   Alabama  and  DALLAS,  Texas  (March  11,  1998)  Protective  Life
Corporation  (NYSE:PL)  and United  Dental  Care,  Inc.  (NASDAQ/NM:UDCI)  today
announced a definitive  agreement  under which  Protective  will acquire  United
Dental Care.  The purchase price per share of United Dental Care common stock is
payable  in a  combination  of $9.31 in cash and  0.14465  shares of  Protective
common stock  (before  taking into account  Protective's  recently  announced 2-
for-1 stock split payable on April 1). The definitive agreement also establishes
collars at $55 and $79 per  Protective  common share before  adjustment  for the
stock split.  The  transaction  values United Dental Care's  outstanding  common
stock at approximately $175 million, and is subject to approval by United Dental
Care stockholders and regulators and other customary closing conditions.

Drayton Nabers,  Jr., Chairman and Chief Executive Officer of Protective stated:
"This is a strategic  acquisition for Protective.  United Dental Care has one of
the best  franchises in the dental  managed care  industry.  It has a good brand
name, a solid customer base and an excellent  network of dental  providers.  The
transaction  will  give us  additional  economies  in the  dental  managed  care
industry. We will become the nation's third largest dental managed care company.
By combining our DentiCare  operations with United Dental Care's operations,  we
will have a coast-to-coast  network providing even better service and geographic
scope to our customers.  We are delighted to have this  opportunity to expand in
this growth market."

William H. Wilcox,  President and Chief Executive Officer of United Dental Care,
said,  "We  believe  that our  joining  forces  with  Protective  is in the best
interests of our customers,  our stockholders,  and our employees. The combining
of these two companies will result in a larger,  stronger  organization  that is
better  positioned  to achieve its goals and  succeed in a dynamic  marketplace.
This transaction substantially increases Protective's dental membership, and the
combined management strength and operational excellence of the two organizations
will further  enhance the superior  service  available to the  customers of both
companies."

United Dental Care provides dental coverage to over 1.8 million members and is a
leading  provider  of managed  dental  plans,  providing a broad range of dental
benefit  programs to employers and third parties across the U.S. from offices in
32  major  markets.  United  Dental  Care has over  100,000  members  in each of
Arizona, Texas, New Jersey, New Mexico, Missouri and Colorado.

Protective  has over  500,000  members in its dental  managed  care  network and
provides  dental  indemnity   insurance  to  an  additional  600,000  customers.
Protective's  managed  care  products  are  licensed in 13 states  with  primary
marketing territories being Florida, Georgia, Tennessee and Oklahoma.

                                        4





Protective Life Corporation  provides financial services through the production,
distribution and administration of insurance and investment  products throughout
the United States and Hong Kong. It has annual  revenues of  approximately  $1.1
billion and assets of $10.5 billion.

This release  includes  "forward-looking  statements"  within the meaning of the
Securities Act of 1933 and the  Securities  Exchange Act of 1934. All statements
based on future expectations rather than on historical facts are forward-looking
statements that involve a number of risks and uncertainties. Neither company can
give assurance that such  statements  will prove to be correct.  With respect to
United Dental Care,  important factors that could affect actual results include,
but are not limited to, the actual loss ratio on the company's  dental indemnity
business,  the future  cost of dental  services  performed  under the  company's
point-of-service  dental  plans,  the  effectiveness  of certain  administrative
changes  to the  company's  operations  and the  actual  sales of the  company's
products. With respect to Protective, please refer to Exhibit 99 of Protective's
most recent Form 10-Q or the  Management's  Discussion  and Analysis  section of
Protective's  most recent Annual  Report to  Stockholders  for more  information
about factors which could affect future results.


                                        5