8-K

UNITED STATES

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)May 2, 2005

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 and zip code)

(205) 268-1000

(Registrant's telephone number, including area code)

N/A

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

Item 2.02 Results of Operations and Financial Condition.

On May 2, 2005, Registrant issued a press release and made available supplemental financial information with respect to its financial results for the quarter ended March 31, 2005. This information is included as Exhibit 99.1 and 99.2 to this Current Report and incorporated by reference herein.

In accordance with General Instruction B.2 of Form 8-K, the information included or incorporated in this report, including Exhibits 99.1 and 99.2 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall such information and exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be set forth by specific reference in such a filing.

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/Steven G. Walker

Steven G. Walker

Senior Vice President, Controller

and Chief Accounting Officer

Dated:May 2, 2005

Exhibit Index

Exhibit Number	Description	Page Number
99.1	Press Release Dated May 2, 2005
99.2	Supplemental Financial Information Dated May 2, 2005

EX-99.1

FOR IMMEDIATE RELEASE

PROTECTIVE ANNOUNCES

FIRST QUARTER 2005 EARNINGS

BIRMINGHAM, Alabama (May 2, 2005) Protective Life Corporation (NYSE: PL) today reported results for the first quarter of 2005. Highlights include:

·   Net income increased to $0.84 per diluted share, compared to $0.70 per share in the first quarter of 2004. Included in the quarter’s net income were net realized investment losses of $0.04 per share, compared to net realized investment gains of $0.12 per share one year ago. Also included in net income for the prior year’s quarter was a cumulative change in accounting principle charge of $0.22 per diluted share arising from the adoption of SOP 03-1 “Accounting and Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration Contracts and for Separate Accounts”, and the implementation of the related Technical Practice Aid (“TPA”).

·   Operating income for the first quarter was $0.88 per diluted share, compared to $0.80 per share in the first quarter of 2004. Operating income differs from the GAAP measure, net income, in that it excludes realized investment gains (losses) and related amortization. The tables below reconcile operating income to net income for the Company and its business segments.

·   Life Insurance pretax operating income, which includes operating income from the Life Marketing and Acquisitions segments, was $60.2 million for the quarter. First quarter 2004 Life Insurance pretax operating income was $62.8 million. Life Insurance sales were $68.4 million for the quarter, an increase of 4.2% over the prior year.

·   Pretax operating income in the Annuities segment was $4.1 million compared to $2.8 million in the first quarter of 2004, an increase of 44.5%. Annuity sales were $136.6 million for the quarter, an increase of 75.5% over the prior year’s quarter.

·   The Stable Value Products segment reported record pretax operating income of $14.4 million for the quarter, an increase of 23.1% over the prior year’s quarter.

·   The Asset Protection segment reported pretax operating income of $6.2 million for the quarter compared to $4.6 million in the first quarter of 2004.

·   Participating mortgage income increased to $6.2 million from $4.3 million in the first quarter of 2004.

·   As of March 31, 2005, share-owners’ equity per share, excluding accumulated other comprehensive income, was $27.66 compared with $24.67 a year ago. Share-owners’ equity per share, including accumulated other comprehensive income, was $30.52 compared with $31.67 a year ago.

·   Net income return on average equity for the twelve months ended March 31, 2005 was 13.5%.

·   At March 31, 2005, below investment gradesecurities were less than five percent of invested assets, and problem mortgage loans and foreclosed properties remained less than one percent of invested assets.

John D. Johns, Protective’s Chairman, President and Chief Executive Officer commented:

“We are pleased to report operating income per share of $0.88 for the first quarter of 2005, an increase of 10.0% over the prior year. We experienced solid sales results in our Life Marketing segment as a result of increasing momentum in universal life sales. Operating earnings in the life segment were impacted by less favorable mortality, higher expenses and adoption of a new accounting principle. Results in our Annuity segment improved over the prior year due to increased sales of both fixed and variable annuity products. The Stable Value segment achieved a record level of operating earnings for the quarter as a result of growth in account balances and strong spreads. The underlying trends in our Asset Protection segment continue to improve. Although our industry continues to be challenged by the low interest rate environment, rising reinsurance costs, price competition and increasing regulatory uncertainty, we believe the Company is well positioned to address these challenges. We remain positive in our outlook for the balance of the year.”

For information relating to non-GAAP measures (operating income, share-owners’ equity per share excluding other comprehensive income, operating return on average equity, and net income return on average equity) in this press release, please refer to the disclosure at the end of this press release. All per share results used throughout this press release are presented on a diluted basis.

FIRST QUARTER CONSOLIDATED RESULTS

($ in thousands; net of income tax)

	1Q2005			1Q2004
Operating income	$	63,064		$	56,741
Realized investment gains (losses) and
related amortization, net of certain
derivative gains (losses)		(2,981	)		8,564
Change in accounting principle		---			(15,801	)
Net Income	$	60,083		$	49,504

($ per share; net of income tax)

	1Q2005			1Q2004
Operating income	$	0.88		$	0.80
Realized investment gains (losses) and
related amortization, net of certain
derivative gains (losses)
Investments		0.05			0.12
Derivatives		(0.09	)		---
Change in accounting principle		---			(0.22	)
Net Income	$	0.84		$	0.70

BUSINESS SEGMENT OPERATING INCOME (LOSS) BEFORE INCOME TAX

The table below sets forth business segment operating income (loss) before income tax for the periods shown:

OPERATING INCOME (LOSS) BEFORE INCOME TAX

($ in thousands)

	1Q2005		1Q2004
LIFE MARKETING	$	39,141	$	41,601
ACQUISITIONS		21,035		21,203
ANNUITIES		4,064		2,813
STABLE VALUE PRODUCTS		14,399		11,699
ASSET PROTECTION		6,172		4,603
CORPORATE AND OTHER		11,645		4,305
	$	96,456	$	86,224

In the Life Marketing, Acquisitions, and Asset Protection segments, pretax operating income equals segment income before income tax for all periods. In the Annuities, Stable Value Products, and Corporate and Other segments, operating income excludes realized investment gains (losses) and related amortization as set forth in the table below.

($ in thousands)	1Q2005			1Q2004
Operating income before
income tax	$	96,456		$	86,224
Realized investment gains (losses)
Stable Value Contracts		619			3,879
Annuities		27,462			6,004
Corporate and Other		(6,571	)		11,827
Less:  settlements on certain interest
rate swaps
Corporate and Other		3,684			4,875
Related amortization of deferred policy
acquisition costs
Annuities		(22,412	)		(3,660	)
Income before income tax and
cumulative effect of change
in accounting principle	$	91,870		$	99,399

Income before income tax (which, unlike operating income before income tax, does not exclude realized gains (losses) and the related amortization of deferred policy acquisition costs) for the Annuities segment was $9.1 million for the quarter and $5.2 million in the prior year’s quarter. Income before income tax for the Stable Value segment was $15.0 million for the first quarter of 2005 compared to $15.6 million for the first quarter of 2004. Income before income tax for the Corporate and Other segment was $1.4 million for the first quarter of 2005 and $11.3 million for the first quarter of 2004.

The sales statistics given in this press release are used by the Company to measure the relative progress of its marketing efforts. These statistics were derived from the Company’s various sales tracking and administrative systems and were not derived from the Company’s financial reporting systems or financial statements. These statistics attempt to measure only one of many factors that may affect future business segment profitability, and therefore are not intended to be predictive of future profitability.

SALES

The table below sets forth business segment sales for the periods shown:

($ in millions)

	1Q2005		1Q2004
LIFE MARKETING	$	68.4	$	65.7
ANNUITIES		136.6		77.8
STABLE VALUE PRODUCTS		405.9		521.5
ASSET PROTECTION		106.3		103.7

BUSINESS SEGMENT HIGHLIGHTS

LIFE MARKETING: Pretax operating income for the Life Marketing segment was $39.1 million in the quarter compared to $41.6 million in the first quarter of 2004. The decrease is primarily attributable to less favorable mortality results and higher overall expenses in the quarter. Life insurance sales were $68.4 million for the quarter, compared to $65.7 million in the first quarter of 2004. Universal life sales were $33.9 million in the first quarter compared to $18.8 million in the prior year. Term insurance sales were $34.5 million as compared to $46.8 million in the prior year.

ACQUISITIONS: The Acquisitions segment had pretax operating income of $21.0 million for the first quarter of 2005, as compared to $21.2 million in the first quarter of 2004. The decrease is primarily attributable to less favorable mortality in the first quarter.

ANNUITIES: Pretax operating income in the Annuities segment increased to $4.1 million in the first quarter of 2005, compared to $2.8 million in the first quarter of 2004. The increase is primarily attributable to higher sales of both fixed and variable annuities and higher fees from the overall growth in account values over the prior year.

Total annuity sales were $136.6 million in the first quarter of 2005 compared to $77.8 million in the prior year. Fixed annuity sales were $59.6 million in the first quarter of 2005 compared to $16.1 million in the prior year. Variable annuity sales increased 24.8% to $77.0 million in the first quarter of 2005. Annuity account balances were $5.6 billion as of March 31, 2005.

STABLE VALUE PRODUCTS: Pretax operating income in the Stable Value Products segment was $14.4 million in the quarter as compared to $11.7 million in the first quarter of 2004. Spreads widened to 104 basis points in the first quarter of 2005 from 99 basis points in the first quarter of 2004. The spread improvement is primarily attributable to lower interest expense and lower divisional expenses partially offset by lower investment yield. Stable Value account balances ended the quarter at $5.7 billion. Average account balances increased by $865.0 million compared to the same period in the prior year.

ASSET PROTECTION: The Asset Protection segment had pretax operating income of $6.2 million for the first quarter of 2005 compared to $4.6 million in the first quarter of 2004. Included in first quarter 2004 earnings was a gain on the sale of an inactive charter of $1.0 million. The improvement over the prior year’s quarter is primarily attributable to lower loss ratios in the core service contract and dealer credit insurance lines and higher volume in the marine service contract line.

CORPORATE & OTHER: This segment consists primarily of net investment income on unallocated capital, interest expense on all debt, various other items not associated with the other segments and ancillary run-off lines of business. The segment reported pretax operating income of $11.6 million for the first quarter compared to $4.3 million in the first quarter of 2004. The increase is primarily attributable to the increase in participating mortgage income, the increase in investment income on unallocated capital and lower expenses. Participating mortgage income increased $1.9 million to $6.2 million in the first quarter of 2005 as compared to the first quarter of 2004. Investment income on unallocated capital increased $9.2 million over the prior year’s quarter.

CONFERENCE CALL

There will be a conference call for management to discuss the quarterly results with analysts and professional investors on Tuesday, May 3, 2005 at 9:00 a.m. Eastern. Analysts and professional investors may access this call by calling 1-800-862-9098 (international callers 1-785-424-1051 and giving the conference ID: Protective. A recording of the call will be available from 12:00 p.m. Eastern May 3 until midnight May 10. The recording may be accessed by calling 1-888-556-0154 (international callers 1-402-220-9182).

The public may listen to a simultaneous webcast of the call on the homepage of the Company's web site at www.protective.com. A recording of the webcast will also be available from 12:00 p.m. Eastern May 3 until midnight May 10.

Supplemental financial information is available on the Company’s web site at www.protective.com in the Analyst/Investor section under the financial report library titled Supplemental Financial Information.

INFORMATION RELATING TO NON-GAAP MEASURES

Throughout this press release, GAAP refers to accounting principles generally accepted in the United States of America. Consolidated and segment operating income are defined as income before income tax excluding net realized investment gains (losses) and related amortization of deferred policy acquisition costs (DAC), and the cumulative effect of change in accounting principle. Periodic settlements of interest rate swaps associated with corporate debt and certain investments are included in realized gains (losses) but are considered part of consolidated and segment operating income because the swaps are used to mitigate risk in items affecting consolidated and segment operating income. Management believes that consolidated and segment operating income provides relevant and useful information to investors, as it represents the basis on which the performance of the Company’s business is internally assessed. Although the items excluded from consolidated and segment operating income may be significant components in understanding and assessing the Company’s overall financial performance, management believes that consolidated and segment operating income enhances an investor’s understanding of the Company’s results of operations by highlighting the income (loss) attributable to the normal, recurring operations of the Company’s business.

As prescribed by GAAP, certain investments are recorded at their market values with the resulting unrealized gains (losses) affected by a related adjustment to DAC, net of income tax, reported as a component of share-owners’ equity. The market values of fixed maturities increase or decrease as interest rates change. The Company believes that an insurance company’s share-owners’ equity per share may be difficult to analyze without disclosing the effects of recording accumulated other comprehensive income, including unrealized gains (losses) on investments.

RECONCILIATION OF SHARE-OWNERS’ EQUITY PER SHARE EXCLUDING ACCUMULATED OTHER COMPREHENSIVE INCOME PER SHARE

($ per share on a diluted basis as of March 31, 2005)

Total share-owners’ equity per share	$	30.52
Less: Accumulated other comprehensive income per share		2.86
Total share-owners’ equity per share
excluding accumulated other comprehensive income	$	27.66

Operating income return on average equity and net income return on average equity are measures used by management to evaluate the Company’s performance. Operating income return on average equity for the twelve months ended March 31, 2005 is calculated by dividing operating income for this period by the average ending balance of share-owners’ equity (excluding accumulated other comprehensive income) for the five most recent quarters. Net income return on average equity for the twelve months ended March 31, 2005, is calculated by dividing net income for this period by the average ending balance of share-owners’ equity (excluding accumulated other comprehensive income) for the five most recent quarters.

CALCULATION OF OPERATING INCOME RETURN ON AVERAGE EQUITY

ROLLING TWELVE MONTHS ENDED MARCH 31, 2005

($ in thousands)

Numerator:

	Three Months Ended
	June 30, 2004			Sept. 30, 2004			Dec. 31, 2004			March 31, 2005			Rolling Twelve Months Ended March 31, 2005
Net income	$	61,295		$	66,473		$	57,308		$	60,083		$	245,159
Net of:
Realized investment gains
(losses), net of income tax
Investments		(600	)		5,318			2,873			18,121			25,712
Derivatives		5,680			4,086			(337	)		(4,139	)		5,290
Related amortization of
deferred policy
acquisition costs,
net of income tax benefit		(358	)		(1,735	)		(35	)		(14,568	)		(16,696	)
Add back:
Derivative gains related
to Corp. debt and investments
net of income tax		3,480			3,044			2,801			2,395			11,720
Operating Income	$	60,053		$	61,848		$	57,608		$	63,064		$	242,573

Denominator:

	Share-Owners’ Equity		Accumulated Other Comprehensive Income		Share-Owners’ Equity Excluding Accumulated Other Comprehensive Income
March 31, 2004	$	2,196,492	$	485,546	$	1,710,946
June 30, 2004		1,884,869		121,006		1,763,863
September 30, 2004		2,117,109		294,045		1,823,064
December 31, 2004		2,166,327		296,311		1,870,016
March 31, 2005		2,124,464		198,974		1,925,490
Total					$	9,093,379
Average					$	1,818,676
Operating Income Return on Average Equity						13.3	%

CALCULATION OF NET INCOME RETURN ON AVERAGE EQUITY

ROLLING TWELVE MONTHS ENDED MARCH 31, 2005

($ in thousands)

Numerator:

Net income - three months ended June 30, 2004	$	61,295
Net income - three months ended September 30, 2004		66,473
Net income - three months ended December 31, 2004		57,308
Net income - three months ended March 31, 2005		60,083
Net income - rolling twelve months ended March 31, 2005	$	245,159

Denominator:	Share-Owners’ Equity		Accumulated Other Comprehensive Income		Share-Owners’ Equity Excluding Accumulated Other Comprehensive Income
March 31, 2004	$	2,196,492	$	485,546	$	1,710,946
June 30, 2004		1,884,869		121,006		1,763,863
September 30, 2004		2,117,109		294,045		1,823,064
December 31, 2004		2,166,327		296,311		1,870,016
March 31, 2005		2,124,464		198,974		1,925,490
Total					$	9,093,379
Average					$	1,818,676
Net Income Return on Average Equity						13.5	%

FORWARD-LOOKING STATEMENTS

This release and the supplemental financial information provided includes “forward-looking statements” which express expectations of future events and/or results. All statements based on future expectations rather than on historical facts are forward-looking statements that involve a number of risks and uncertainties, and the Company cannot give assurance that such statements will prove to be correct. The factors which could affect the Company’s future results include, but are not limited to, general economic conditions and the following known trends and uncertainties: we are exposed to the risks of natural disasters, malicious and terrorist acts that could adversely affect our operations; we operate in a mature, highly competitive industry, which could limit our ability to gain or maintain our position in the industry; a ratings downgrade could adversely affect our ability to compete; our policy claims fluctuate from period to period, and actual results could differ from our expectations; our results may be negatively affected should actual experience differ from management’s assumptions and estimates; the use of reinsurance introduces variability in our statements of income; we could be forced to sell investments at a loss to cover policyholder withdrawals; interest rate fluctuations could negatively affect our spread income or otherwise impact our business; equity market volatility could negatively impact our business; a deficiency in our systems could result in over- or underpayments of amounts owed to or by us and/or errors in our critical assumptions or reported financial results; insurance companies are highly regulated and subject to numerous legal restrictions and regulations; the Company is exposed to potential risks from recent legislation requiring companies to evaluate their internal controls over financial reporting; changes to tax law or interpretations of existing tax law could adversely affect the Company and its ability to compete with non-insurance products or reduce the demand for certain insurance products; financial services companies are frequently the targets of litigation, including class action litigation, which could result in substantial judgments; the financial services and insurance industry is sometimes the target of law enforcement investigations and the focus of increased regulatory scrutiny; our ability to maintain low unit costs is dependent upon the level of new sales and persistency of existing business; our investments are subject to market and credit risks; we may not realize our anticipated financial results from our acquisitions strategy; we are dependent on the performance of others; our reinsurers could fail to meet assumed obligations, increase rates, limit the availability of reinsurance in the future or be subject to adverse developments that could affect us; computer viruses could affect our data processing systems or our business partners; our ability to grow depends in large part upon the continued availability of capital; and new accounting rules or changes to existing accounting rules could negatively impact the Company. Please refer to Exhibit 99 of the Company’s most recent Form 10-K/10-Q for more information about these factors which could affect future results.

CONTACTS:

Allen Ritchie

Executive Vice President and Chief Financial Officer

(205) 268-3500

Chip Wann

Vice President, Corporate Finance/Investor Relations

(205) 268-6461

EX-99.2

SUPPLEMENTAL FINANCIAL INFORMATION

The following document contains supplemental quarterly statistical financial information for the quarter ended March 31, 2005. This document is dated May 2, 2005. Protective does not undertake a duty to update such information after such date.

All income per share results are presented on a diluted basis.

The sales statistics given in this document are used by the Company to measure the relative progress of its marketing efforts. These statistics and certain other information reported herein were derived from the Company’s various sales tracking and administrative systems and were not derived from the Company’s financial reporting systems or financial statements. These statistics attempt to measure only one of many factors that may affect future business segment profitability, and therefore are not intended to be predictive of future profitability.

Information About Non-GAAP Financial Measures

Throughout this document, GAAP refers to accounting principles generally accepted in the United States of America. Operating income differs from the GAAP measure, net income, in that it excludes realized investment gains and losses and related amortization and gains and losses related to certain derivative financial instruments, and the cumulative effect of change in accounting principle. Consolidated and segment operating income excludes net realized investment gains (losses) and the related amortization of deferred policy acquisition costs and gains (losses) on derivative instruments. Periodic settlements of interest rate swaps associated with corporate debt and certain investments are included in realized gains (losses) but are considered part of operating income because the swaps are used to mitigate risk in items affecting operating income. Management believes that consolidated and segment operating income (loss) enhances an investor’s and the Company’s understanding of the Company’s results of operations, as it represents the basis on which the performance of the Company’s business is internally assessed.

As prescribed by generally accepted accounting principles, certain investments are recorded at their market values with the resulting unrealized gains (losses) reduced by a related adjustment to deferred policy acquisition costs, net of income tax, reported as a component of share-owners’ equity. The market values of fixed maturities increase or decrease as interest rates rise or fall. The Company believes that an insurance company’s share-owners’ equity may be difficult to analyze without disclosing the effects of recording accumulated other comprehensive income, including unrealized gains (losses) on investments. Therefore, the Company reports the non-GAAP measure share owners’ equity per share excluding accumulated other comprehensive income, including unrealized gains (losses) on investments. This non-GAAP measure may be reconciled to the GAAP measure, share owners’ equity per share by including accumulated other comprehensive income, including unrealized gains (losses) on investments.

PROTECTIVE LIFE CORPORATION																						Draft
Quarterly Financial Highlights																						5/2/2005
(Dollars in Thousands)																						Page 1
(Unaudited)
	2003			2003			2003			2004		2004		2004		2004		2005		3 MOS		3 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR		2ND QTR		3RD QTR		4TH QTR		1ST QTR		2004		2005
Pretax Operating Income *
Life Marketing	$	46,116		$	39,501		$	42,905		$	41,601	$	43,597	$	38,818	$	41,881	$	39,141	$	41,601	$	39,141
Acquisitions		24,281			24,831			23,266			21,203		23,461		21,262		21,374		21,035		21,203		21,035
Annuities		2,991			2,633			4,034			2,813		4,975		4,008		4,671		4,064		2,813		4,064
Stable Value Contracts		10,098			9,523			10,152			11,699		13,926		13,313		14,221		14,399		11,699		14,399
Asset Protection		9,761			5,112			4,078			4,603		4,371		5,425		4,680		6,172		4,603		6,172
Corporate & Other		(22,561	)		(7,849	)		(2,502	)		4,305		3,128		12,325		1,802		11,645		4,305		11,645
Total Pretax Operating Income	$	70,686		$	73,751		$	81,933		$	86,224	$	93,458	$	95,151	$	88,629	$	96,456	$	86,224	$	96,456
Balance Sheet Data
Total GAAP Assets	$	23,238,499		$	23,242,879		$	24,517,615		$	25,372,264	$	25,091,026	$	25,936,586	$	27,211,378	$	27,863,074
Share Owners' Equity	$	2,026,445		$	1,965,756		$	2,002,144		$	2,196,492	$	1,884,869	$	2,117,109	$	2,166,327	$	2,124,402
Share Owners' Equity (excluding accumulated other comprehensive income) **	$	1,564,910		$	1,606,569		$	1,669,559		$	1,710,946	$	1,763,863	$	1,823,064	$	1,870,016	$	1,925,428
Stock Data
Closing Price	$	28.55		$	26.75		$	29.85		$	37.45	$	38.67	$	39.31	$	42.69	$	39.30	$	37.45	$	39.30
Average Shares Outstanding
Basic		70,004,109			70,091,080			70,079,471			70,142,108		70,284,893		70,337,248		70,431,763		70,474,337		70,142,108		70,474,337
Diluted		70,561,795			70,722,885			70,806,034			70,887,591		71,030,983		71,115,468		71,221,826		71,273,760		70,887,591		71,273,760
* "Pretax Operating Income" is a non-GAAP financial measure. "Income Before Income Tax" is a GAAP financial measure to which "Pretax Operating Income" may be compared.
See Page 5 for a reconciliation of "Pretax Operating Income" to "Income Before Income Tax".
** "Share-owners' equity excluding accumulated other comprehensive income" is a non-GAAP financial measure. "Share-owners' equity" is a GAAP financial measure to which
"Share-owners' equity excluding accumulated other comprehensive income" may be compared.
See Page 4 for a reconciliation of "Share-owners' equity excluding accumulated other comprehensive income" to "Share-owners' equity".

PROTECTIVE LIFE CORPORATION																												Draft
GAAP Consolidated Statements Of Income																												5/2/2005
(Dollars in thousands)																												Page 2
(Unaudited)
	2003			2003			2003			2004			2004			2004			2004			2005			3 MOS			3 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			3RD QTR			4TH QTR			1ST QTR			2004			2005
REVENUES
Gross Premiums and Policy Fees	$	397,652		$	424,590		$	460,976		$	443,796		$	456,088		$	460,784		$	480,628		$	472,143		$	443,796		$	472,143
Reinsurance Ceded		(205,268	)		(237,996	)		(301,754	)		(249,339	)		(285,369	)		(276,736	)		(331,200	)		(284,913	)		(249,339	)		(284,913	)
Net Premiums and Policy Fees		192,384			186,594			159,222			194,457			170,719			184,048			149,428			187,230			194,457			187,230
Net investment income		262,744			248,915			261,392			264,608			265,899			279,271			274,439			287,953			264,608			287,953
RIGL - Derivatives		4,334			(9,048	)		22,144			5,083			8,740			6,287			(519	)		(6,368	)		5,083			(6,368	)
RIGL - All Other Investments		29,524			27,042			2,676			16,627			(923	)		8,181			4,420			27,878			16,627			27,878
Other income		39,981			26,128			28,864			37,419			37,563			40,921			41,907			43,416			37,419			43,416
Total Revenues		528,967			479,631			474,298			518,194			481,998			518,708			469,675			540,109			518,194			540,109
BENEFITS & EXPENSES
Benefits and settlement expenses		304,933			281,693			267,675			287,316			282,469			288,455			272,197			300,434			287,316			300,434
Amortization of deferred policy acquisition costs		64,803			56,241			48,304			59,794			45,053			52,375			42,908			74,251			59,794			74,251
Amortization of goodwill		0			0			0			0			0			0			0			0			0			0
Other operating expenses		58,697			51,872			45,946			59,726			46,769			63,177			53,419			60,456			59,726			60,456
Interest on indebtedness		11,242			11,033			11,084			11,959			12,337			12,435			12,985			13,098			11,959			13,098
Total Benefits and Expenses		439,675			400,839			373,009			418,795			386,628			416,442			381,509			448,239			418,795			448,239
INCOME BEFORE INCOME TAX		89,292			78,792			101,289			99,399			95,370			102,266			88,166			91,870			99,399			91,870
Income tax expense		29,916			26,383			33,729			34,094			34,075			35,793			30,858			31,787			34,094			31,787
Change in Acct Principle		0			0			0			(15,801	)		0			0			0			0			(15,801	)		-
NET INCOME	$	59,376		$	52,409		$	67,560		$	49,504		$	61,295		$	66,473		$	57,308		$	60,083		$	49,504		$	60,083
PER SHARE DATA FOR QUARTER
Operating income-diluted *	$	0.67		$	0.70		$	0.77		$	0.80		$	0.84		$	0.88		$	0.80		$	0.88
RIGL - Derivatives net of gains related to corp debt and investments		(0.01	)		(0.13	)		0.16			0.00			0.03			0.02			(0.05	)		(0.09	)
RIGL - All Other Investments		0.19			0.17			0.02			0.12			(0.01	)		0.04			0.05			0.05
Change in Accounting Principle		0.00			0.00			0.00			(0.22	)		0.00			0.00			0.00			0.00
Net income-diluted	$	0.85		$	0.74		$	0.95		$	0.70		$	0.86		$	0.94		$	0.80		$	0.84
Average shares outstanding-diluted		70,561,795			70,722,885			70,806,034			70,887,591			71,030,983			71,115,468			71,221,826			71,273,760
Dividends paid	$	0.160		$	0.160		$	0.160		$	0.160		$	0.175		$	0.175		$	0.175		$	0.175
PER SHARE DATA FOR YTD
Operating income-diluted *	$	1.32		$	2.02		$	2.79		$	0.80		$	1.64		$	2.52		$	3.32		$	0.88		$	0.80		$	0.88
RIGL - Derivatives net of gains related to corp debt and investments		(0.11	)		(0.24	)		(0.08	)		0.00			0.03			0.05			0.00			(0.09	)		-			(0.09	)
RIGL - All Other Investments		0.17			0.34			0.36			0.12			0.11			0.15			0.20			0.05			0.12			0.05
Change in Accounting Principle		0.00			0.00			0.00			(0.22	)		(0.22	)		(0.22	)		(0.22	)		0.00			(0.22	)		-
Net income-diluted	$	1.38		$	2.12		$	3.07		$	0.70		$	1.56		$	2.50		$	3.30		$	0.84		$	0.70		$	0.84
Average shares outstanding-diluted		70,522,838			70,590,253			70,644,642			70,887,591			70,959,287			71,011,727			71,064,539			71,273,760			70,887,591			71,273,760
Dividends paid	$	0.310		$	0.470		$	0.630		$	0.160		$	0.335		$	0.510		$	0.685		$	0.175		$	0.160		$	0.175
* "Operating Income" is a non-GAAP financial measure. "Net Income" is a GAAP financial measure to which "Operating Income" may be compared.

PROTECTIVE LIFE CORPORATION															Draft
GAAP Consolidated Balance Sheets															5/2/2005
(Dollars in thousands)															Page 3
(Unaudited)
	2003		2003		2003		2004		2004		2004		2004		2005
	2ND QTR		3RD QTR		4TH QTR		1ST QTR		2ND QTR		3RD QTR		4TH QTR		1ST QTR
ASSETS
Fixed maturities	$	12,504,655	$	12,452,180	$	13,355,911	$	13,875,517	$	13,295,606	$	13,679,358	$	14,412,605	$	15,263,694
Equity securities		56,248		52,460		46,731		58,362		57,802		59,635		58,941		59,605
Mortgage loans		2,543,013		2,678,360		2,733,722		2,746,706		2,836,683		2,904,729		3,005,418		3,042,584
Investment real estate		16,930		16,781		18,126		108,098		107,163		107,220		107,246		104,986
Policy loans		532,981		523,869		502,748		492,782		486,661		485,282		482,780		472,345
Other long-term investments		258,897		246,177		249,494		231,161		197,246		217,270		259,025		222,943
Long-term investments		15,912,724		15,969,827		16,906,732		17,512,626		16,981,161		17,453,494		18,326,015		19,166,157
Short-term investments		804,923		582,830		519,419		516,988		694,002		1,042,278		1,059,557		816,335
Total investments		16,717,647		16,552,657		17,426,151		18,029,614		17,675,163		18,495,772		19,385,572		19,982,492
Cash		91,093		105,019		136,698		114,972		105,518		117,118		130,596		53,673
Accrued investment income		185,300		194,115		189,232		198,564		194,403		204,977		196,076		202,008
Accounts and premiums receivable		63,464		55,879		57,944		95,943		53,958		51,504		44,364		50,271
Reinsurance receivable		2,270,817		2,299,140		2,350,606		2,473,372		2,526,722		2,631,037		2,750,260		2,835,979
Deferred policy acquisition costs		1,690,297		1,774,727		1,817,990		1,824,319		1,886,854		1,792,335		1,821,972		1,913,803
Goodwill		47,312		47,312		47,312		46,619		46,619		46,619		46,619		46,619
Property and equipment, net		46,392		45,663		45,640		45,143		46,821		46,359		45,454		44,520
Other assets		266,272		201,738		225,235		243,275		240,139		243,972		264,512		259,622
Assets Related to Separate Accounts
Variable Annuity		1,718,478		1,813,738		2,045,038		2,113,413		2,121,517		2,110,082		2,308,858		2,256,920
Variable Universal Life		137,027		148,511		171,408		182,665		188,963		192,478		217,095		217,167
Other		4,400		4,380		4,361		4,365		4,349		4,333		0		0
TOTAL ASSETS	$	23,238,499	$	23,242,879	$	24,517,615	$	25,372,264	$	25,091,026	$	25,936,586	$	27,211,378	$	27,863,074

PROTECTIVE LIFE CORPORATION																						Draft
GAAP Consolidated Balance Sheets																						5/2/2005
(Dollars in thousands)																						Page 4
(Unaudited)
LIABILITIES AND SHARE-OWNERS' EQUITY
	2003			2003			2003			2004			2004			2004			2004			2005
LIABILITIES	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			3RD QTR			4TH QTR			1ST QTR
Policy liabilities and accruals
Future policy benefits and claims	$	8,626,989		$	8,752,643		$	8,948,131		$	9,279,904		$	9,473,878		$	9,682,429		$	10,014,106		$	10,222,011
Unearned premiums		733,379			733,291			728,190			643,831			634,779			635,364			666,560			673,841
Stable value product deposits		4,214,470			4,135,212			4,676,531			4,923,231			4,921,166			5,143,367			5,562,997			5,670,355
Annuity deposits		3,636,423			3,538,368			3,480,577			3,412,553			3,419,225			3,429,473			3,463,477			3,433,293
Other policyholders' funds		164,840			160,946			158,875			159,458			157,612			155,952			151,660			151,572
Securities sold under repurchase agreements		0			111,725			0			8,660			0			0			0			0
Other liabilities		969,069			901,997			859,034			799,288			884,200			950,556			1,062,706			1,556,637
Accrued income taxes		(19,843	)		(43,154	)		(34,261	)		42,262			(12,074	)		(30,943	)		13,195			20,544
Deferred income taxes		374,306			362,991			377,990			412,794			210,912			329,272			312,544			265,221
Debt		436,394			440,344			461,329			376,457			385,449			401,541			451,433			451,424
Liabilities related to variable interest entities		0			0			400,000			477,128			476,591			475,953			482,434			481,921
Subordinated debt securities		215,000			215,000			221,650			324,743			324,743			324,743			324,743			324,743
Minority interest - subsidiaries		1,122			1,131			16,618			15,020			14,847			14,877			13,243			13,023
Liabilities related to separate accounts
Variable annuity		1,718,478			1,813,738			2,045,038			2,113,413			2,121,517			2,110,082			2,308,858			2,256,920
Variable universal life		137,027			148,511			171,408			182,665			188,963			192,478			217,095			217,167
Other		4,400			4,380			4,361			4,365			4,349			4,333			0			0
TOTAL LIABILITIES	$	21,212,054		$	21,277,123		$	22,515,471		$	23,175,772		$	23,206,157		$	23,819,477		$	25,045,051		$	25,738,672
SHARE-OWNERS' EQUITY
Preferred stock		0			0			0			0			0			0			0			0
Common stock		36,626			36,626			36,626			36,626			36,626			36,626			36,626			36,626
Additional paid-in capital		412,282			412,368			418,351			419,147			423,257			425,181			426,927			433,467
Treasury stock		(15,578	)		(15,558	)		(15,275	)		(13,931	)		(13,783	)		(13,684	)		(13,632	)		(13,041	)
Stock held in trust		(3,149	)		(2,979	)		(2,788	)		(2,365	)		(2,855	)		0			0			0
Unallocated ESOP shares		(2,367	)		(2,367	)		(2,367	)		(1,989	)		(1,989	)		(1,989	)		(1,989	)		(1,610	)
Retained earnings		1,137,096			1,178,479			1,235,012			1,273,458			1,322,607			1,376,930			1,422,084			1,469,986
Accumulated other comprehensive income		461,535			359,187			332,585			485,546			121,006			294,045			296,311			198,974
Total Share-owners' Equity		2,026,445			1,965,756			2,002,144			2,196,492			1,884,869			2,117,109			2,166,327			2,124,402
TOTAL LIABILITIES AND EQUITY	$	23,238,499		$	23,242,879		$	24,517,615		$	25,372,264		$	25,091,026		$	25,936,586		$	27,211,378		$	27,863,074
SHARE-OWNERS' EQUITY PER SHARE
Total Share-owners' Equity	$	29.41		$	28.53		$	29.02		$	31.67		$	27.16		$	30.49		$	31.19		$	30.52
Accumulated other comprehensive income		6.70			5.21			4.82			7.00			1.74			4.23			4.27			2.86
Excluding accumulated other comprehensive income *	$	22.71		$	23.31		$	24.20		$	24.67		$	25.41		$	26.26		$	26.93		$	27.66
Total Share-owners' Equity	$	2,026,445		$	1,965,756		$	2,002,144		$	2,196,492		$	1,884,869		$	2,117,109		$	2,166,327		$	2,124,402
Accumulated other comprehensive income		461,535			359,187			332,585			485,546			121,006			294,045			296,311			198,974
Share-owners' Equity (excluding accumulated other comprehensive income) *	$	1,564,910		$	1,606,569		$	1,669,559		$	1,710,946		$	1,763,863		$	1,823,064		$	1,870,016		$	1,925,428
Common shares outstanding		68,907,294			68,912,705			68,991,701			69,366,395			69,407,945			69,435,440			69,449,889			69,615,285
Treasury Stock shares		4,344,666			4,339,255			4,260,259			3,885,565			3,844,015			3,816,520			3,802,071			3,636,675
* "Share-owners' equity excluding accumulated other comprehensive income" is a non-GAAP financial measure. "Share-owners' equity" is a GAAP financial measure to which
"Share-owners' equity excluding accumulated other comprehensive income" may be compared.

PROTECTIVE LIFE CORPORATION																												Draft
Calculation of Operating Earnings Per Share																												5/2/2005
(Dollars in thousands)																												Page 5
(Unaudited)
	2003			2003			2003			2004			2004			2004			2004			2005			3 MOS			3 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			3RD QTR			4TH QTR			1ST QTR			2004			2005
CALCULATION OF NET INCOME PER SHARE
Net income	$	59,376		$	52,409		$	67,560		$	49,504		$	61,295		$	66,473		$	57,308		$	60,083		$	49,504		$	60,083
Average shares outstanding-basic		70,004,109			70,091,080			70,079,471			70,142,108			70,284,893			70,337,248			70,431,763			70,474,337			70,142,108			70,474,337
Average shares outstanding-diluted		70,561,795			70,722,885			70,806,034			70,887,591			71,030,983			71,115,468			71,221,826			71,273,760			70,887,591			71,273,760
Net income per share-basic	$	0.85		$	0.75		$	0.96		$	0.71		$	0.87		$	0.94		$	0.82		$	0.85		$	0.71		$	0.85
Net income per share-diluted	$	0.85		$	0.74		$	0.95		$	0.70		$	0.86		$	0.94		$	0.80		$	0.84		$	0.70		$	0.84
Income from continuing operations	$	59,376		$	52,409		$	67,560		$	65,305		$	61,295		$	66,473		$	57,308		$	60,083		$	65,305		$	60,083
EPS (basic)	$	0.85		$	0.75		$	0.96		$	0.93		$	0.87		$	0.95		$	0.81		$	0.85		$	0.93		$	0.85
EPS (diluted)	$	0.85		$	0.74		$	0.95		$	0.92		$	0.86		$	0.94		$	0.80		$	0.84		$	0.92		$	0.84
CALCULATION OF REALIZED INVESTMENT GAINS (LOSSES) PER SHARE
RIGL - Derivatives	$	4,334		$	(9,048	)	$	22,144		$	5,083		$	8,740		$	6,287		$	(519	)	$	(6,368	)	$	5,083		$	(6,368	)
Derivative Gains related to Corporate Debt and Investments		(5,885	)		(4,786	)		(4,782	)		(4,875	)		(5,354	)		(4,684	)		(4,309	)		(3,684	)		(4,875	)		(3,684	)
RIGL - All Other Investments		29,524			27,042			2,676			16,627			(923	)		8,181			4,420			27,878			16,627			27,878
Related amortization of DAC		(9,367	)		(8,167	)		(682	)		(3,660	)		(551	)		(2,669	)		(55	)		(22,412	)		(3,660	)		(22,412	)
		18,606			5,041			19,356			13,175			1,912			7,115			(463	)		(4,586	)		13,175			(4,586	)
Tax effect		(6,512	)		(1,764	)		(6,775	)		(4,611	)		(669	)		(2,491	)		162			1,605			(4,611	)		1,605
	$	12,094		$	3,277		$	12,581		$	8,564		$	1,243		$	4,624		$	(301	)	$	(2,981	)	$	8,564		$	(2,981	)
RIGL - Derivatives per share-diluted	$	(0.01	)	$	(0.13	)	$	0.16		$	-		$	0.03		$	0.02		$	(0.05	)	$	(0.09	)	$	-		$	(0.09	)
RIGL - All Other Investments per share-diluted	$	0.19		$	0.17		$	0.02		$	0.12		$	(0.01	)	$	0.04		$	0.05		$	0.05		$	0.12		$	0.05
OPERATING INCOME PER SHARE *
Net income per share-diluted	$	0.85		$	0.74		$	0.95		$	0.70		$	0.86		$	0.94		$	0.80		$	0.84		$	0.70		$	0.84
RIGL - Derivatives per share-diluted		(0.01	)		(0.13	)		0.16			-			0.03			0.02			(0.05	)		(0.09	)		-			(0.09	)
RIGL - All Other Investments per share-diluted		0.19			0.17			0.02			0.12			(0.01	)		0.04			0.05			0.05			0.12			0.05
Change in accounting principle		-			-			-			(0.22	)		-			-			-			-			(0.22	)		-
Operating income per share-diluted	$	0.67		$	0.70		$	0.77		$	0.80		$	0.84		$	0.88		$	0.80		$	0.88		$	0.80		$	0.88
NET OPERATING INCOME *
Net income	$	59,376		$	52,409		$	67,560		$	49,504		$	61,295		$	66,473		$	57,308		$	60,083		$	49,504		$	60,083
RIGL - Derivatives net of tax & gains related to corp debt & investments		(1,008	)		(8,992	)		11,285			135			2,201			1,042			(3,138	)		(6,534	)		135			(6,534	)
RIGL - All Other Investments net of tax and amortization		13,102			12,269			1,296			8,429			(959	)		3,583			2,838			3,553			8,429			3,553
Change in accounting principle		-			-			-			(15,801	)		-			-			-			-			(15,801	)		-
Net operating income	$	47,282		$	49,132		$	54,979		$	56,741		$	60,053		$	61,848		$	57,608		$	63,064		$	56,741		$	63,064
PRETAX OPERATING INCOME **
Income before income tax	$	89,292		$	78,792		$	101,289		$	99,399		$	95,370		$	102,266		$	88,166		$	91,870		$	99,399		$	91,870
RIGL - Derivatives		4,334			(9,048	)		22,144			5,083			8,740			6,287			(519	)		(6,368	)		5,083			(6,368	)
Derivative Gains related to Corporate Debt and Investments		(5,885	)		(4,786	)		(4,782	)		(4,875	)		(5,354	)		(4,684	)		(4,309	)		(3,684	)		(4,875	)		(3,684	)
RIGL - All Other Investments		29,524			27,042			2,676			16,627			(923	)		8,181			4,420			27,878			16,627			27,878
Related amortization of DAC		(9,367	)		(8,167	)		(682	)		(3,660	)		(551	)		(2,669	)		(55	)		(22,412	)		(3,660	)		(22,412	)
Pretax operating income	$	70,686		$	73,751		$	81,933		$	86,224		$	93,458		$	95,151		$	88,629		$	96,456		$	86,224		$	96,456
* "Net Operating Income" and "Operating Income Per Share" are non-GAAP financial measures. "Net Income" and "Net Income Per Share" are GAAP
financial measures to which "Net Operating Income" and "Operating Income Per Share" may be compared.
** "Pretax Operating Income" is a non-GAAP financial measure. "Income Before Income Tax" is a GAAP financial measure to which "Pretax Operating Income" may be compared.

PROTECTIVE LIFE CORPORATION																						Draft
Invested Asset Summary																						5/2/2005
(Dollars in millions)																						Page 6
(Unaudited)
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			3RD QTR			4TH QTR			1ST QTR
	2003			2003			2003			2004			2004			2004			2004			2005
Total Portfolio
Fixed Income	$	12,504.7		$	12,452.2		$	13,355.9		$	13,875.5		$	13,295.6		$	13,679.4		$	14,412.6		$	15,263.7
Mortgage Loans		2,543.0			2,678.4			2,733.7			2,746.7			2,836.7			2,904.7			3,005.4			3,042.6
Real Estate		16.9			16.8			18.1			108.1			107.2			107.2			107.3			105.0
Equities		56.2			52.4			46.7			58.4			57.8			59.6			58.9			59.6
Policy Loans		533.0			523.9			502.8			492.8			486.7			485.3			482.8			472.4
Short Term Investments		804.9			582.8			519.4			517.0			694.0			1,042.3			1,059.6			816.3
Other Long Term Investments		258.9			246.2			249.5			231.1			197.2			217.3			259.0			222.9
Total Invested Assets	$	16,717.6		$	16,552.7		$	17,426.1		$	18,029.6		$	17,675.2		$	18,495.8		$	19,385.6		$	19,982.5
Fixed Income
Corporate Bonds	$	6,620.5		$	6,516.6		$	6,882.0		$	6,951.2		$	7,051.5		$	7,200.4		$	7,466.0		$	7,198.0
Mortgage Backed Securities		4,248.9			4,307.2			4,782.6			5,130.8			4,451.7			4,598.3			5,070.2			5,919.3
US Govt Bonds		95.2			90.8			90.2			87.8			77.4			79.3			86.0			388.3
Public Utilities		1,420.3			1,414.2			1,526.9			1,663.8			1,673.8			1,759.2			1,745.5			1,705.6
States, Municipals and Political Subdivisions		23.6			27.3			27.1			27.5			26.9			27.7			30.4			49.6
Preferred Securities		2.1			0.7			3.2			3.3			3.4			3.5			3.6			2.7
Convertibles and Bonds with Warrants		94.1			95.4			43.9			11.1			10.9			11.0			10.9			0.2
Total Fixed Income Portfolio	$	12,504.7		$	12,452.2		$	13,355.9		$	13,875.5		$	13,295.6		$	13,679.4		$	14,412.6		$	15,263.7
Fixed Income - Quality
AAA		34.3	%		34.9	%		36.9	%		37.8	%		34.2	%		34.6	%		35.9	%		40.9	%
AA		5.1	%		5.7	%		5.9	%		5.9	%		6.4	%		6.4	%		6.2	%		6.0	%
A		22.2	%		22.8	%		22.9	%		21.8	%		23.5	%		23.5	%		22.2	%		21.0	%
BBB		28.9	%		28.3	%		26.8	%		27.4	%		28.6	%		28.6	%		28.9	%		25.8	%
BB or Less		9.5	%		8.3	%		7.5	%		7.1	%		7.3	%		6.9	%		6.8	%		6.3	%
Redeemable Preferred Stock		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Mortgage Loans - Type
Retail		76.0	%		74.2	%		74.7	%		73.0	%		73.2	%		71.2	%		70.7	%		69.6	%
Apartments		7.2	%		8.0	%		7.9	%		9.4	%		9.2	%		10.1	%		10.2	%		11.7	%
Office Buildings		7.2	%		8.4	%		8.0	%		8.3	%		8.7	%		8.7	%		9.2	%		9.4	%
Warehouses		7.9	%		7.9	%		8.0	%		7.8	%		7.4	%		8.5	%		8.4	%		8.3	%
Miscellaneous		1.7	%		1.5	%		1.4	%		1.5	%		1.5	%		1.5	%		1.5	%		1.0	%
		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Problem Mortgage Loans
60 Days Past Due	$	2.6		$	0.0		$	0.0		$	7.5		$	0.0		$	5.4		$	1.9		$	1.9
90 Days Past Due		5.3			7.3			1.3			1.3			3.2			1.9			1.9			8.2
Renegotiated Loans		5.7			5.7			5.7			6.9			5.7			5.7			5.6			5.4
Foreclosed Real Estate		0.0			0.0			4.8			0.0			0.0			1.3			1.4			0.0
	$	13.6		$	13.0		$	11.8		$	15.7		$	8.9		$	14.3		$	10.8		$	15.5

PROTECTIVE LIFE CORPORATION																												Draft
Life Marketing and Acquisitions - Quarterly Earnings Trends																												5/2/2005
(Dollars in thousands)																												Page 7
(Unaudited)
	2003			2003			2003			2004			2004			2004			2004			2005			3 MOS			3 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			3RD QTR			4TH QTR			1ST QTR			2004			2005
INDIVIDUAL LIFE
REVENUES
Gross Premiums and Policy Fees	$	137,150		$	147,848		$	156,051		$	155,620		$	165,924		$	165,006		$	171,228		$	174,971		$	155,620		$	174,971
Reinsurance Ceded		(90,880	)		(111,140	)		(135,537	)		(106,125	)		(136,547	)		(117,796	)		(141,985	)		(120,416	)		(106,125	)		(120,416	)
Net Premiums and Policy Fees		46,270			36,708			20,514			49,495			29,377			47,210			29,243			54,555			49,495			54,555
Net investment income		22,674			24,195			23,256			21,903			22,389			22,834			23,048			23,407			21,903			23,407
Realized investment gains (losses)		-			-			-			-			-			-			-			-			-			-
Other income		16,972			13,613			15,239			21,243			22,348			25,151			26,053			28,556			21,243			28,556
Total Revenues		85,916			74,516			59,009			92,641			74,114			95,195			78,344			106,518			92,641			106,518
BENEFITS & EXPENSES
Benefits and settlement expenses		30,159			34,982			23,111			38,485			31,494			42,090			32,621			53,776			38,485			53,776
Amortization of deferred policy acquisition costs		11,609			5,643			4,254			12,206			4,588			7,466			3,356			9,806			12,206			9,806
Amortization of goodwill		-			-			-			-			-			-			-			-			-			-
Other operating expenses		12,218			12,704			8,736			20,442			15,000			27,787			21,719			23,810			20,442			23,810
Total Benefits and Expenses		53,986			53,329			36,101			71,133			51,082			77,343			57,696			87,392			71,133			87,392
INCOME BEFORE INCOME TAX	$	31,930		$	21,187		$	22,908		$	21,508		$	23,032		$	17,852		$	20,648		$	19,126		$	21,508		$	19,126
WEST COAST
REVENUES
Gross Premiums and Policy Fees	$	64,663		$	71,562		$	92,610		$	80,366		$	85,007		$	88,946		$	114,792		$	98,798		$	80,366		$	98,798
Reinsurance Ceded		(51,021	)		(56,566	)		(88,596	)		(62,661	)		(68,525	)		(73,432	)		(111,136	)		(79,330	)		(62,661	)		(79,330	)
Net Premiums and Policy Fees		13,642			14,996			4,014			17,705			16,482			15,514			3,656			19,468			17,705			19,468
Net investment income		34,841			34,504			35,230			36,037			36,540			37,151			38,291			37,746			36,037			37,746
Realized investment gains (losses)		-			-			-			-			-			-			-			-			-			-
Other income		9			(43	)		199			(100	)		-			-			-			-			(100	)		-
Total Revenues		48,492			49,457			39,443			53,642			53,022			52,665			41,947			57,214			53,642			57,214
BENEFITS & EXPENSES
Benefits and settlement expenses		31,717			33,559			25,035			33,541			35,198			36,271			24,884			36,007			33,541			36,007
Amortization of deferred policy acquisition costs		7,424			7,145			9,119			8,875			6,338			7,357			8,784			8,021			8,875			8,021
Amortization of goodwill		-			-			-			-			-			-			-			-			-			-
Other operating expenses		(4,835	)		(9,561	)		(14,708	)		(8,867	)		(9,079	)		(11,929	)		(12,954	)		(6,829	)		(8,867	)		(6,829	)
Total Benefits and Expenses		34,306			31,143			19,446			33,549			32,457			31,699			20,714			37,199			33,549			37,199
INCOME BEFORE INCOME TAX	$	14,186		$	18,314		$	19,997		$	20,093		$	20,565		$	20,966		$	21,233		$	20,015		$	20,093		$	20,015
ACQUISITIONS
REVENUES
Gross Premiums and Policy Fees	$	71,326		$	71,903		$	73,614		$	69,469		$	69,659		$	66,985		$	70,281		$	65,500		$	69,469		$	65,500
Reinsurance Ceded		(18,531	)		(17,573	)		(21,264	)		(17,101	)		(17,840	)		(16,562	)		(20,559	)		(20,029	)		(17,101	)		(20,029	)
Net Premiums and Policy Fees		52,795			54,330			52,350			52,368			51,819			50,423			49,722			45,471			52,368			45,471
Net investment income		62,520			61,004			60,323			58,655			58,704			57,682			57,458			56,714			58,655			56,714
Realized investment gains (losses)		-			-			-			-			-			-			-			-			-			-
Other income		1,542			(329	)		522			717			468			655			432			361			717			361
Total Revenues		116,857			115,005			113,195			111,740			110,991			108,760			107,612			102,546			111,740			102,546
BENEFITS & EXPENSES
Benefits and settlement expenses		72,951			72,500			73,698			73,020			71,340			71,571			71,425			66,399			73,020			66,399
Amortization of deferred policy acquisition costs		8,474			7,817			6,318			7,849			7,476			7,056			6,271			7,071			7,849			7,071
Amortization of goodwill		-			-			-			-			-			-			-			-			-			-
Other operating expenses		11,151			9,857			9,913			9,668			8,714			8,871			8,542			8,041			9,668			8,041
Total Benefits and Expenses		92,576			90,174			89,929			90,537			87,530			87,498			86,238			81,511			90,537			81,511
INCOME BEFORE INCOME TAX	$	24,281		$	24,831		$	23,266		$	21,203		$	23,461		$	21,262		$	21,374		$	21,035		$	21,203		$	21,035

PROTECTIVE LIFE CORPORATION													Draft
Life Marketing and Annuities Data													5/2/2005
(Dollars in thousands)													Page 8
(Unaudited)
	2004		2004		2004		2004		2005		3 MOS		3 MOS
	1ST QTR		2ND QTR		3RD QTR		4TH QTR		1ST QTR		2004		2005
INDIVIDUAL LIFE
SALES BY PRODUCT
Term	$	24,687	$	22,413	$	21,085	$	17,734	$	14,564	$	24,687	$	14,564
U/L		10,353		10,710		11,272		24,304		28,350		10,353		28,350
VUL		1,125		1,474		1,492		1,145		1,138		1,125		1,138
Total	$	36,165	$	34,597	$	33,849	$	43,183	$	44,052	$	36,165	$	44,052
SALES BY DISTRIBUTION
RSM System	$	12,740	$	12,569	$	12,616	$	18,000	$	17,309	$	12,740	$	17,309
Empire General		16,733		15,027		14,130		13,171		14,073		16,733		14,073
Stockbrokers		6,059		6,780		7,018		11,854		12,670		6,059		12,670
Direct Response		633		221		85		158		0		633		0
All Other		0		0		0		0		0		0		0
Total	$	36,166	$	34,597	$	33,849	$	43,183	$	44,052	$	36,165	$	44,052
WEST COAST
SALES BY PRODUCT
Term	$	22,148	$	19,794	$	19,961	$	24,060	$	19,944	$	22,148	$	19,944
U/L		7,344		8,556		5,058		6,972		4,397		7,344		4,397
Total	$	29,492	$	28,350	$	25,019	$	31,032	$	24,341	$	29,492	$	24,341
SALES BY DISTRIBUTION
BGA	$	26,014	$	24,553	$	23,678	$	27,868	$	22,100	$	26,014	$	22,100
BOLI		3,478		3,797		1,341		3,164		2,241		3,478		2,241
Total	$	29,492	$	28,350	$	25,019	$	31,032	$	24,341	$	29,492	$	24,341
ANNUITIES
SALES
Variable Annuity	$	61,724	$	63,317	$	74,231	$	83,654	$	77,003	$	61,724	$	77,003
Immediate Annuity		10,966		33,576		23,216		150,179		32,476		10,966		32,476
Market Value Adjusted Annuity		5,128		74,729		83,175		62,201		26,483		5,128		26,483
Equity Indexed Annuity										609		0		609
Total	$	77,818	$	171,622	$	180,622	$	296,034	$	136,571	$	77,818	$	136,571
PRETAX OPERATING INCOME
Variable Annuity	$	625	$	3,492	$	2,901	$	3,417	$	3,735	$	625	$	3,735
Fixed Annuity		2,188		1,483		1,107		1,254		329		2,188		329
Total	$	2,813	$	4,975	$	4,008	$	4,671	$	4,064	$	2,813	$	4,064
DEPOSIT BALANCE
VA Fixed Annuity	$	275,462	$	269,353	$	269,363	$	262,295	$	251,822
VA Separate Account Annuity		2,012,396		2,026,781		2,023,325		2,222,102		2,176,065
Sub-total		2,287,858		2,296,134		2,292,688		2,484,397		2,427,887
Fixed Annuity		2,877,159		2,930,544		2,986,179		3,173,862		3,195,043
Total	$	5,165,017	$	5,226,678	$	5,278,867	$	5,658,259	$	5,622,930

PROTECTIVE LIFE CORPORATION																												Draft
Annuities, Stable Value Contracts, and Asset Protection																												5/2/2005
Quarterly Earnings Trends (Dollars in thousands)																												Page 9
(Unaudited)
	2003			2003			2003			2004			2004			2004			2004			2005			3 MOS			3 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			3RD QTR			4TH QTR			1ST QTR			2004			2005
ANNUITIES
REVENUES
Gross Premiums and Policy Fees	$	6,387		$	6,864		$	7,131		$	7,628		$	7,594		$	7,370		$	7,749		$	7,840		$	7,628		$	7,840
Reinsurance Ceded		-			-			-			-			-			-			-			-			-			-
Net Premiums and Policy Fees		6,387			6,864			7,131			7,628			7,594			7,370			7,749			7,840			7,628			7,840
Net investment income		57,780			54,660			53,450			51,588			51,523			52,854			54,923			56,150			51,588			56,150
RIGL - Derivatives		-			-			-			-			-			-			-			(162	)		-			(162	)
RIGL - All Other Investments		11,206			8,582			2,918			6,004			290			3,524			55			27,624			6,004			27,624
Other income		2,075			2,368			2,361			1,785			1,555			1,556			2,108			1,726			1,785			1,726
Total Revenues		77,448			72,474			65,860			67,005			60,962			65,304			64,835			93,178			67,005			93,178
BENEFITS & EXPENSES
Benefits and settlement expenses		51,339			48,385			45,245			46,046			44,456			46,526			46,243			48,080			46,046			48,080
Amortization of deferred policy acquisition costs		13,967			13,508			6,335			9,057			7,119			8,459			7,636			29,638			9,057			29,638
Amortization of goodwill		-			-			-			-			-			-			-			-			-			-
Other operating expenses		7,312			7,533			8,010			6,745			4,673			5,456			6,285			6,346			6,745			6,346
Total Benefits and Expenses		72,618			69,426			59,590			61,848			56,248			60,441			60,164			84,064			61,848			84,064
INCOME BEFORE INCOME TAX		4,830			3,048			6,270			5,157			4,714			4,863			4,671			9,114			5,157			9,114
Adjustments to Reconcile to Operating Income:
Less: RIGL - Derivatives		-			-			-			-			-			-			-			(162	)		-			(162	)
Less: RIGL - All Other Investments		11,206			8,582			2,918			6,004			290			3,524			55			27,624			6,004			27,624
Add back: Related amortization of deferred policy acquisition costs		9,367			8,167			682			3,660			551			2,669			55			22,412			3,660			22,412
PRETAX OPERATING INCOME	$	2,991		$	2,633		$	4,034		$	2,813		$	4,975		$	4,008		$	4,671		$	4,064		$	2,813		$	4,064
STABLE VALUE CONTRACTS
REVENUES
Gross Premiums and Policy Fees	$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-
Reinsurance Ceded		-			-			-			-			-			-			-			-			-			-
Net Premiums and Policy Fees		-			-			-			-			-			-			-			-			-			-
Net investment income		59,090			56,441			59,041			64,033			66,666			66,472			71,013			73,875			64,033			73,875
RIGL - Derivatives		940			523			173			271			135			700			53			292			271			292
RIGL - All Other Investments		3,320			9,222			2,280			3,608			1,887			6,292			279			327			3,608			327
Other income		-			-			-			-			-			-			-			-			-			-
Total Revenues		63,350			66,186			61,494			67,912			68,688			73,464			71,345			74,494			67,912			74,494
BENEFITS & EXPENSES
Benefits and settlement expenses		46,957			45,374			46,469			49,769			50,720			50,301			54,378			57,169			49,769			57,169
Amortization of deferred policy acquisition costs		519			542			619			761			803			894			1,022			1,084			761			1,084
Amortization of goodwill		-			-			-			-			-			-			-			-			-			-
Other operating expenses		1,516			1,002			1,801			1,804			1,217			1,964			1,392			1,223			1,804			1,223
Total Benefits and Expenses		48,992			46,918			48,889			52,334			52,740			53,159			56,792			59,476			52,334			59,476
INCOME BEFORE INCOME TAX		14,358			19,268			12,605			15,578			15,948			20,305			14,553			15,018			15,578			15,018
Adjustments to Reconcile to Operating Income:
Less: RIGL-Derivatives		940			523			173			271			135			700			53			292			271			292
Less: RIGL-All Other Investments		3,320			9,222			2,280			3,608			1,887			6,292			279			327			3,608			327
PRETAX OPERATING INCOME	$	10,098		$	9,523		$	10,152		$	11,699		$	13,926		$	13,313		$	14,221		$	14,399		$	11,699		$	14,399
ASSET PROTECTION
REVENUES
Gross Premiums and Policy Fees	$	104,153		$	112,850		$	118,276		$	118,179		$	115,354		$	120,558		$	105,190		$	114,004		$	118,179		$	114,004
Reinsurance Ceded		(44,026	)		(52,128	)		(56,128	)		(63,106	)		(62,120	)		(68,755	)		(57,362	)		(65,063	)		(63,106	)		(65,063	)
Net Premiums and Policy Fees		60,127			60,722			62,148			55,073			53,234			51,803			47,828			48,941			55,073			48,941
Net investment income		9,132			9,484			8,790			7,541			7,500			7,922			7,976			7,600			7,541			7,600
Realized investment gains (losses)		-			-			-			-			-			-			-			-			-			-
Other income		18,167			8,833			8,267			9,062			9,117			9,565			8,732			8,537			9,062			8,537
Total Revenues		87,426			79,039			79,205			71,676			69,851			69,290			64,536			65,078			71,676			65,078
BENEFITS & EXPENSES
Benefits and settlement expenses		33,868			34,676			37,164			32,199			33,363			29,226			26,219			26,529			32,199			26,529
Amortization of deferred policy acquisition costs		21,425			19,838			20,574			19,956			17,522			20,042			14,753			17,546			19,956			17,546
Amortization of goodwill		-			-			-			-			-			-			-			-			-			-
Other operating expenses		22,372			19,413			17,389			14,918			14,595			14,597			18,884			14,831			14,918			14,831
Total Benefits and Expenses		77,665			73,927			75,127			67,073			65,480			63,865			59,856			58,906			67,073			58,906
INCOME BEFORE INCOME TAX	$	9,761		$	5,112		$	4,078		$	4,603		$	4,371		$	5,425		$	4,680		$	6,172		$	4,603		$	6,172

PROTECTIVE LIFE CORPORATION																			Draft
Stable Value Contracts and Asset Protection Data																			5/2/2005
(Dollars in thousands)																			Page 10
(Unaudited)
	2004			2004			2004			2004			2005			3 MOS			3 MOS
	1ST QTR			2ND QTR			3RD QTR			4TH QTR			1ST QTR			2004			2005
STABLE VALUE CONTRACTS
SALES
GIC	$	-		$	39,000		$	15,000		$	5,000		$	24,050		$	-		$	24,050
GFA - Direct Institutional		-			960			-			66,060			-			0			0
GFA - Non-Registered		-			-			-			-			-			0			0
GFA - Registered - Institutional		300,000			-			625,000			-			350,000			300,000			350,000
GFA - Registered - Retail		221,500			68,250			135,520			106,290			31,800			221,500			31,800
Total	$	521,500		$	108,210		$	775,520		$	177,350		$	405,850		$	521,500		$	405,850
DEPOSIT BALANCE
Quarter End Balance	$	4,923,231		$	4,921,166		$	5,143,367		$	5,562,997		$	5,670,355
Average Daily Balance	$	4,851,592		$	5,062,014		$	5,112,019		$	5,455,427		$	5,716,571		$	4,851,592		$	5,716,571
OPERATING SPREAD		0.99	%		1.13	%		1.07	%		1.07	%		1.04	%		0.99	%		1.04	%

	2004		2004		2004		2004		2005		3 MOS		3 MOS
	1ST QTR		2ND QTR		3RD QTR		4TH QTR		1ST QTR		2004		2005
ASSET PROTECTION
SALES
Credit	$	51,246	$	59,035	$	59,543	$	47,761	$	50,106	$	51,246	$	50,106
Service Contracts		44,275		54,861		56,627		47,220		47,138		44,275		47,138
Other		8,151		8,941		8,883		13,780		9,075		8,151		9,075
Total	$	103,672	$	122,837	$	125,053	$	108,761	$	106,319	$	103,672	$	106,319

PROTECTIVE LIFE CORPORATION																												Draft
Corporate & Other Segment - Quarterly Earnings Trends																												5/2/2005
(Dollars in thousands)																												Page 11
(Unaudited)
	2003			2003			2003			2004			2004			2004			2004			2005			3 MOS			3 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			3RD QTR			4TH QTR			1ST QTR			2004			2005
REVENUES
Gross Premiums and Policy Fees	$	13,973		$	13,563		$	13,294		$	12,534		$	12,550		$	11,919		$	11,373		$	11,030		$	12,534		$	11,030
Reinsurance Ceded		(810	)		(589	)		(229	)		(346	)		(337	)		(191	)		(143	)		(75	)		(346	)		(75	)
Net Premiums and Policy Fees		13,163			12,974			13,065			12,188			12,213			11,728			11,230			10,955			12,188			10,955
Net investment income		16,707			8,627			21,302			24,851			22,577			34,356			21,730			32,461			24,851			32,461
RIGL - Derivatives		3,394			(9,571	)		21,971			4,812			8,605			5,587			(572	)		(6,498	)		4,812			(6,498	)
RIGL - All Other Investments		14,998			9,238			(2,522	)		7,015			(3,100	)		(1,635	)		4,086			(73	)		7,015			(73	)
Other income		1,216			1,686			2,276			4,712			4,075			3,994			4,582			4,236			4,712			4,236
Total Revenues		49,478			22,954			56,092			53,578			44,370			54,030			41,056			41,081			53,578			41,081
BENEFITS & EXPENSES
Benefits and settlement expenses		37,942			12,217			16,953			14,256			15,898			12,470			16,427			12,474			14,256			12,474
Amortization of deferred policy acquisition costs		1,385			1,748			1,085			1,090			1,207			1,101			1,086			1,085			1,090			1,085
Amortization of goodwill		-			-			-			-			-			-			-			-			-			-
Other operating expenses		20,205			21,957			25,889			26,975			23,986			28,866			22,536			26,132			26,975			26,132
Total Benefits and Expenses		59,532			35,922			43,927			42,321			41,091			42,437			40,049			39,691			42,321			39,691
INCOME BEFORE INCOME TAX		(10,054	)		(12,968	)		12,165			11,257			3,279			11,593			1,007			1,390			11,257			1,390
Adjustments to Reconcile to Operating Income:
Less: RIGL-Derivatives		3,394			(9,571	)		21,971			4,812			8,605			5,587			(572	)		(6,498	)		4,812			(6,498	)
Less: RIGL-All Other Investments		14,998			9,238			(2,522	)		7,015			(3,100	)		(1,635	)		4,086			(73	)		7,015			(73	)
Add back: Derivative gains related to corporate debt and investments		5,885			4,786			4,782			4,875			5,354			4,684			4,309			3,684			4,875			3,684
PRETAX OPERATING INCOME	$	(22,561	)	$	(7,849	)	$	(2,502	)	$	4,305		$	3,128		$	12,325		$	1,802		$	11,645		$	4,305		$	11,645