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)August 4, 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 August 4, 2005, Registrant issued a press release and made available supplemental financial information with respect to its financial results for the quarter ended June 30, 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:August 4, 2005

Exhibit Index

Exhibit Number	Description	Page Number
99.1	Press Release Dated August 4, 2005
99.2	Supplemental Financial Information Dated August 4, 2005

EX-99.1

Exhibit 99.1

Protective Life Corporation

Post Office Box 2606

Birmingham, AL 35202

205-268-1000

FOR IMMEDIATE RELEASE

PROTECTIVE ANNOUNCES

SECOND QUARTER 2005 EARNINGS

BIRMINGHAM, Alabama (August 4, 2005) Protective Life Corporation (NYSE: PL) today reported results for the second quarter of 2005. Highlights include:

·   Operating income for the second quarter was a record $0.90 per diluted share, compared to $0.84 per share in the second 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.

·   Net income for the second quarter was $0.68 per diluted share compared to $0.86 per share in the second quarter of 2004. Included in the quarter’s net income were net realized investment losses of $0.22 per share, compared to net realized investment gains of $0.02 per share one year ago. Included in net realized investment losses for the second quarter was a loss of $0.27 per share relating to mark-to-market adjustments under SFAS 133, primarily resulting from the impact of lower interest rates on futures contracts that economically hedge the Company’s mortgage loan commitments but that do not qualify for hedge accounting treatment under SFAS 133. The prior year’s quarter included a gain of $0.03 per share relating to mark-to-market adjustments under SFAS 133.

·   Life Insurance pretax operating income, which includes operating income from the Life Marketing and Acquisitions segments, was $59.8 million for the quarter. Second quarter 2004 Life Insurance pretax operating income was $67.1 million. Life Insurance sales were $69.7 million for the quarter, an increase of 10.7% over the prior year.

·   Pretax operating income in the Annuities segment was $8.1 million compared to $5.0 million in the second quarter of 2004. Annuity sales were $151.2 million for the quarter, compared to $171.6 million in the prior year’s quarter.

·   The Stable Value Products segment reported pretax operating income of $13.5 million for the quarter, compared to $13.9 million in the second quarter of 2004.

·   The Asset Protection segment reported pretax operating income of $6.3 million for the quarter, an increase of 43.9% over the prior year’s quarter.

·   Participating mortgage income was $6.7 million for the second quarter of 2005, compared to $8.5 million in the second quarter of 2004.

·   As of June 30, 2005, share-owners’ equity per share, excluding accumulated other comprehensive income, was $28.14 compared with $25.41 a year ago. Share-owners’ equity per share, including accumulated other comprehensive income, was $33.02 compared with $27.16 a year ago.

·   Operating income return on average equity for the twelve months ended June 30, 2005 was 13.2%.

·   Net income return on average equity for the twelve months ended June 30, 2005 was 12.4%.

·   At June 30, 2005, below investment gradesecurities were less than six 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 record operating income per share of $0.90 for the second quarter of 2005, an increase of 7.1% over the prior year. We experienced encouraging growth in life insurance sales as a result of strong universal life sales and improving sequential sales of term insurance at Protective Life and Empire General, offsetting a decline in term sales at West Coast Life. As a result of recent repricing actions at West Coast Life, we are seeing a significant improvement in term application counts and expect this to translate into stronger sales over the balance of the year. We continue to experience reasonable profitability in our Annuities segment notwithstanding the current challenging interest rate environment. The Stable Value segment achieved solid operating earnings for the quarter and account balances continue to grow due to the success of our registered note program. The underlying trends in our Asset Protection segment continue to be positive. Although our industry faces many challenges, including a low interest rate environment, strong competition, and higher prospective reserving requirements for universal life products with secondary guarantees, 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.

SECOND QUARTER CONSOLIDATED RESULTS

($ in thousands; net of income tax)

	2Q2005			2Q2004
Operating income	$	63,412		$	60,053
Realized investment gains (losses) and
related amortization, net of certain
derivative gains (losses)		(15,381	)		1,242
Net Income	$	48,031		$	61,295

($ per share; net of income tax)

	2Q2005			2Q2004
Operating income	$	0.90		$	0.84
Realized investment gains (losses) and
related amortization
Investments		0.05			(0.01	)
Derivatives		(0.27	)		0.03
Net Income	$	0.68		$	0.86

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)

	2Q2005		2Q2004
LIFE MARKETING	$	38,332	$	43,597
ACQUISITIONS		21,473		23,461
ANNUITIES		8,145		4,975
STABLE VALUE PRODUCTS		13,484		13,926
ASSET PROTECTION		6,292		4,371
CORPORATE AND OTHER		9,380		3,128
	$	97,106	$	93,458

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)	2Q2005			2Q2004
Operating income before
income tax	$	97,106		$	93,458
Realized investment gains (losses)
Stable Value Contracts		2,085			2,022
Annuities		1,474			290
Corporate and Other		(22,983	)		5,505
Less: settlements on certain interest
rate swaps
Corporate and Other		2,960			5,354
Related amortization of deferred policy
acquisition costs
Annuities		(1,280	)		(551	)
Income before income tax	$	73,442		$	95,370

Income before income tax (which, unlike operating income before income tax, does not exclude realized gains (losses) net of the related amortization of deferred policy acquisition costs (“DAC”) and participating income from real estate ventures) for the Annuities segment was $8.3 million for the quarter and $4.7 million in the prior year’s quarter. Income before income tax for the Stable Value segment was $15.6 million for the second quarter of 2005 compared to $15.9 million for the second quarter of 2004. Income before income tax for the Corporate and Other segment was a loss of $16.6 million for the second quarter of 2005 and income of $3.3 million for the second 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)

	2Q2005		2Q2004
LIFE MARKETING	$	69.7	$	62.9
ANNUITIES		151.2		171.6
STABLE VALUE PRODUCTS		451.8		108.2
ASSET PROTECTION		127.4		122.8

BUSINESS SEGMENT HIGHLIGHTS

LIFE MARKETING: Pretax operating income for the Life Marketing segment was $38.3 million in the quarter compared to $43.6 million in the second quarter of 2004. The second quarter of 2004 included a one-time, non-recurring positive adjustment to deferred policy acquisition costs (“DAC”) of approximately $4.4 million. The current quarter included $2.3 million of unfavorable unlocking of DAC related to universal life products. The current quarter also included positive mortality of approximately $3.7 million compared to approximately $0.3 million in the prior year’s quarter, and negative impacts in the current quarter from the implementation of SOP 03-1 and other miscellaneous items of approximately $2.0 million.

Life insurance sales increased to $69.7 million for the quarter, compared to $62.9 million in the second quarter of 2004. Universal life sales were $42.8 million in the second quarter compared to $20.7 million in the prior year. Term insurance sales were $26.9 million as compared to $42.2 million in the prior year’s quarter.

ACQUISITIONS: The Acquisitions segment had pretax operating income of $21.5 million for the second quarter of 2005, as compared to $23.5 million in the second quarter of 2004. The decrease is primarily attributable to lower investment income. The current quarter included positive mortality of approximately $1.2 million compared to approximately $1.6 million in the prior year’s quarter.

ANNUITIES: Pretax operating income in the Annuities segment increased to $8.1 million in the second quarter of 2005, compared to $5.0 million in the second quarter of 2004. The current quarter included $5.0 million of positive DAC unlocking related to the fixed annuity portfolio. The current quarter included negative mortality of approximately $1.4 million.

Total annuity sales were $151.2 million in the second quarter of 2005 compared to $171.6 million in the prior year. Variable annuity sales increased 42.7% to $90.3 million in the second quarter of 2005. Fixed annuity sales were $60.9 million in the second quarter of 2005 compared to $108.3 million in the prior year. Annuity account balances were $5.7 billion as of June 30, 2005.

STABLE VALUE PRODUCTS: Pretax operating income in the Stable Value Products segment was $13.5 million in the quarter as compared to $13.9 million in the second quarter of 2004. Spreads narrowed to 95 basis points in the second quarter of 2005 from 113 basis points in the second quarter of 2004. The decrease in spreads is primarily attributable to higher interest expense. Stable Value account balances ended the quarter at $5.8 billion. Average account balances increased by $746.9 million compared to the same period in the prior year.

ASSET PROTECTION: The Asset Protection segment had pretax operating income of $6.3 million for the second quarter of 2005 compared to $4.4 million in the second quarter of 2004. 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 $9.4 million for the second quarter compared to $3.1 million in the second quarter of 2004. The prior year’s quarter included $4.5 million of reserve strengthening related to run-off lines formerly in the Asset Protection segment. The increase is primarily attributable to the increase in investment income on unallocated capital partially offset by higher interest expense. Total participating mortgage income was $6.7 million in the quarter compared to $8.5 million in the prior year’s quarter. Investment income on unallocated capital increased $3.2 million over the prior year’s quarter.

REALIZED INVESTMENT GAINS (LOSSES): Included in net realized investment gains (losses) for the second quarter was a loss of $0.27 per share relating to mark-to-market adjustments under SFAS 133, primarily resulting from the impact of lower interest rates on futures contracts that economically hedge the Company’s mortgage loan commitments but that do not qualify for hedge accounting treatment under SFAS 133. As a result of the increase in interest rates since the end of the second quarter, the impact of the mark-to-market adjustment on the futures contracts hedging the mortgage loan commitments has been subsequently reduced by approximately 50%. In addition, the Company believes that economic benefits substantially offsetting such adjustments should be realized over time by virtue of the ultimate economic value of the loans in question.

CONFERENCE CALL

There will be a conference call for management to discuss the quarterly results with analysts and professional investors on Friday, August 5, 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 August 5 until midnight August 12. The recording may be accessed by calling 1-888-566-0856 (international callers 1-402-220-0446).

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 August 5 until midnight August 12.

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) net of the related amortization of deferred policy acquisition costs (“DAC”) and participating income from real estate ventures, 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 June 30, 2005)

Total share-owners’ equity per share	$	33.02
Less: Accumulated other comprehensive income per share		4.88
Total share-owners’ equity per share
excluding accumulated other comprehensive income	$	28.14

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 June 30, 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 June 30, 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 JUNE 30, 2005

($ in thousands)

Numerator:

	Three Months Ended
	Sept. 30, 2004			Dec. 31, 2004			March 31, 2005			June 30 2005			Rolling Twelve Months Ended June 30, 2005
Net income	$	66,473		$	57,308		$	60,083		$	48,031		$	231,895
Net of:
Realized investment gains
(losses), net of income tax
Investments		5,318			2,873			18,121			4,288			30,600
Derivatives		4,086			(337	)		(4,139	)		(16,913	)		(17,303	)
Related amortization of deferred policy
acquisition costs, net of income tax benefit		(1,735	)		(35	)		(14,568	)		(832	)		(17,170	)
Add back:
Derivative gains related
to Corp. debt and investments
net of income tax		3,044			2,801			2,395			1,924			10,164
Operating Income	$	61,848		$	57,608		$	63,064		$	63,412		$	245,932

Denominator:

	Share-Owners’ Equity		Accumulated Other Comprehensive Income		Share-Owners’ Equity Excluding Accumulated Other Comprehensive Income
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		2,124,402		198,974		1,925,428
June 30, 2005		2,299,265		339,778		1,959,487
Total					$	9,341,858
Average					$	1,868,372
Operating Income Return on Average Equity						13.2	%

CALCULATION OF NET INCOME RETURN ON AVERAGE EQUITY

ROLLING TWELVE MONTHS ENDED JUNE 30, 2005

($ in thousands)

Numerator:

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 - three months ended June 30, 2005		48,031
Net income - rolling twelve months ended June 30, 2005	$	231,895

Denominator:	Share-Owners’ Equity		Accumulated Other Comprehensive Income		Share-Owners’ Equity Excluding Accumulated Other Comprehensive Income
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		2,124,402		198,974		1,925,428
June 30, 2005		2,299,265		339,778		1,959,487
Total					$	9,341,858
Average					$	1,868,372
Net Income Return on Average Equity						12.4	%

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: the Company is exposed to the risks of natural disasters, malicious and terrorist acts that could adversely affect the Company’s operations; the Company operates in a mature, highly competitive industry, which could limit its ability to gain or maintain its position in the industry; a ratings downgrade could adversely affect the Company’s ability to compete; the Company’s policy claims fluctuate from period to period, and actual results could differ from its expectations; the Company’s results may be negatively affected should actual experience differ from management’s assumptions and estimates; the use of reinsurance introduces variability in the Compay’s statements of income; the Company could be forced to sell investments at a loss to cover policyholder withdrawals; interest rate fluctuations could negatively affect the Company’s spread income or otherwise impact its business; equity market volatility could negatively impact the Company’s business; a deficiency in the Company’s systems could result in over or underpayments of amounts owed to or by the Company and/or errors in the Company’s 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; the Company’s ability to maintain low unit costs is dependent upon the level of new sales and persistency of existing business; the Company’s investments are subject to market and credit risks; the Company may not realize its anticipated financial results from its acquisitions strategy; the Company is dependent on the performance of others; the Company’s reinsurers could fail to meet assumed obligations, increase rates, or be subject to adverse developments that could affect the Company; computer viruses could affect the data processing systems of the Company or its business partners; the Company’s 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

Exhibit 99.2

Protective Life Corporation

Post Office Box 2606

Birmingham, AL 35202

Phone 205-268-1000

SUPPLEMENTAL FINANCIAL INFORMATION

The following document contains supplemental quarterly statistical financial information for the quarter ended June 30, 2005. This document is dated August 4, 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 (net of the related amortization of deferred acquisition costs (“DAC”) and participating income from real estate ventures) and the cumulative effect of change in accounting principle. Consolidated and segment operating income excludes net realized investment gains (losses) (net of the related amortization of DAC and participating income from real estate ventures) 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 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 GAAP, 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.

From time to time, the Company provides additional financial information, which is available on the Company’s web site at www.protective.com in the Analyst/Investor section under the financial report library titled Company Overview.

PROTECTIVE LIFE CORPORATION													Draft
Quarterly Financial Highlights													8/2/2005
(Dollars in Thousands)													Page 1
(Unaudited)
	2004		2004		2004		2005		2005		6 MOS		6 MOS
	2ND QTR		3RD QTR		4TH QTR		1ST QTR		2ND QTR		2004		2005
Pretax Operating Income *
Life Marketing	$	43,597	$	38,818	$	41,881	$	39,141	$	38,332	$	85,198	$	77,473
Acquisitions		23,461		21,262		21,374		21,035		21,473		44,664		42,508
Annuities		4,975		4,008		4,671		4,064		8,145		7,788		12,209
Stable Value Contracts		13,926		13,313		14,221		14,399		13,484		25,625		27,883
Asset Protection		4,371		5,425		4,680		6,172		6,292		8,974		12,464
Corporate & Other		3,128		12,325		1,802		11,645		9,380		7,433		21,025
Total Pretax Operating Income	$	93,458	$	95,151	$	88,629	$	96,456	$	97,106	$	179,682	$	193,562
Balance Sheet Data
Total GAAP Assets	$	25,091,026	$	25,936,586	$	27,211,378	$	27,863,074	$	28,551,847
Share Owners' Equity	$	1,884,869	$	2,117,109	$	2,166,327	$	2,124,402	$	2,299,265
Share Owners' Equity (excluding accumulated other comprehensive income) **$		1,763,863	$	1,823,064	$	1,870,016	$	1,925,428	$	1,959,487
Stock Data
Closing Price	$	38.67	$	39.31	$	42.69	$	39.30	$	42.22	$	38.67	$	42.22
Average Shares Outstanding
Basic		70,284,893		70,337,248		70,431,763		70,474,337		70,517,476		70,213,500		70,496,026
Diluted		71,030,983		71,115,468		71,221,826		71,273,760		71,279,363		70,959,287		71,276,577
* "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																			8/2/2005
(Dollars in thousands)																			Page 2
(Unaudited)
	2004			2004			2004			2005			2005			6 MOS			6 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			2004			2005
REVENUES
Gross Premiums and Policy Fees	$	456,088		$	460,784		$	480,628		$	472,143		$	488,301		$	899,884		$	960,444
Reinsurance Ceded		(285,369	)		(276,736	)		(331,200	)		(284,913	)		(314,899	)		(534,708	)		(599,812	)
Net Premiums and Policy Fees		170,719			184,048			149,428			187,230			173,402			365,176			360,632
Net investment income		265,899			279,271			274,439			287,953			282,374			530,507			570,327
RIGL - Derivatives		8,740			6,287			(519	)		(6,368	)		(26,021	)		13,823			(32,389	)
RIGL - All Other Investments		(923	)		8,181			4,420			27,878			12,480			15,704			40,358
Other income		37,563			40,921			41,907			43,416			44,235			74,982			87,651
Total Revenues		481,998			518,708			469,675			540,109			486,470			1,000,192			1,026,579
BENEFITS & EXPENSES
Benefits and settlement expenses		282,469			288,455			272,197			300,434			291,636			569,785			592,070
Amortization of deferred policy acquisition costs		45,053			52,375			42,908			74,251			51,867			104,847			126,118
Amortization of goodwill		0			0			0			0			0			0			0
Other operating expenses		46,769			63,177			53,419			60,456			55,911			106,495			116,367
Interest on indebtedness		12,337			12,435			12,985			13,098			13,614			24,296			26,712
Total Benefits and Expenses		386,628			416,442			381,509			448,239			413,028			805,423			861,267
INCOME BEFORE INCOME TAX		95,370			102,266			88,166			91,870			73,442			194,769			165,312
Income tax expense		34,075			35,793			30,858			31,787			25,411			68,169			57,198
Change in Accounting Principle		0			0			0			0			0			(15,801	)		-
NET INCOME	$	61,295		$	66,473		$	57,308		$	60,083		$	48,031		$	110,799		$	108,114
PER SHARE DATA FOR QUARTER
Operating income-diluted *	$	0.84		$	0.88		$	0.80		$	0.88		$	0.90
RIGL - Derivatives net of gains related to corp debt and investments		0.03			0.02			(0.05	)		(0.09	)		(0.27	)
RIGL - All Other Investments, net of participating income		(0.01	)		0.04			0.05			0.05			0.05
Change in Accounting Principle		0.00			0.00			0.00			0.00			0.00
Net income-diluted	$	0.86		$	0.94		$	0.80		$	0.84		$	0.68
Average shares outstanding-diluted		71,030,983			71,115,468			71,221,826			71,273,760			71,279,363
Dividends paid	$	0.175		$	0.175		$	0.175		$	0.175		$	0.195
PER SHARE DATA FOR YTD
Operating income-diluted *	$	1.64		$	2.52		$	3.32		$	0.88		$	1.78		$	1.64		$	1.78
RIGL - Derivatives net of gains related to corp debt and investments		0.03			0.05			0.00			(0.09	)		(0.36	)		0.03			(0.36	)
RIGL - All Other Investments, net of participating income		0.11			0.15			0.20			0.05			0.10			0.11			0.10
Change in Accounting Principle		(0.22	)		(0.22	)		(0.22	)		0.00			0.00			(0.22	)		-
Net income-diluted	$	1.56		$	2.50		$	3.30		$	0.84		$	1.52		$	1.56		$	1.52
Average shares outstanding-diluted		70,959,287			71,011,727			71,064,539			71,273,760			71,276,577			70,959,287			71,276,577
Dividends paid	$	0.335		$	0.510		$	0.685		$	0.175		$	0.370		$	0.335		$	0.370
* "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									8/2/2005
(Dollars in thousands)									Page 3
(Unaudited)
	2004		2004		2004		2005		2005
	2ND QTR		3RD QTR		4TH QTR		1ST QTR		2ND QTR
ASSETS
Fixed maturities	$	13,295,606	$	13,679,358	$	14,412,605	$	15,263,694	$	15,686,373
Equity securities		57,802		59,635		58,941		59,605		115,758
Mortgage loans		2,836,683		2,904,729		3,005,418		3,042,584		3,124,877
Investment real estate		107,163		107,220		107,246		104,986		91,981
Policy loans		486,661		485,282		482,780		472,345		466,701
Other long-term investments		197,246		217,270		259,025		222,943		186,059
Long-term investments		16,981,161		17,453,494		18,326,015		19,166,157		19,671,749
Short-term investments		694,002		1,042,278		1,059,557		816,335		626,795
Total investments		17,675,163		18,495,772		19,385,572		19,982,492		20,298,544
Cash		105,518		117,118		130,596		53,673		98,316
Accrued investment income		194,403		204,977		196,076		202,008		192,454
Accounts and premiums receivable		53,958		51,504		44,364		50,271		348,688
Reinsurance receivable		2,526,722		2,631,037		2,750,260		2,835,979		2,883,648
Deferred policy acquisition costs		1,886,854		1,792,335		1,821,972		1,913,803		1,866,815
Goodwill		46,619		46,619		46,619		46,619		49,423
Property and equipment, net		46,821		46,359		45,454		44,520		46,878
Other assets		240,139		243,972		264,512		259,622		255,413
Assets Related to Separate Accounts
Variable Annuity		2,121,517		2,110,082		2,308,858		2,256,920		2,286,141
Variable Universal Life		188,963		192,478		217,095		217,167		225,527
Other		4,349		4,333		0		0		0
TOTAL ASSETS	$	25,091,026	$	25,936,586	$	27,211,378	$	27,863,074	$	28,551,847

PROTECTIVE LIFE CORPORATION													Draft
GAAP Consolidated Balance Sheets													8/2/2005
(Dollars in thousands)													Page 4
(Unaudited)
LIABILITIES AND SHARE-OWNERS' EQUITY
	2004			2004			2004			2005			2005
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR
LIABILITIES
Policy liabilities and accruals
Future policy benefits and claims	$	9,473,878		$	9,682,429		$	10,014,106		$	10,222,011		$	10,499,494
Unearned premiums		634,779			635,364			666,560			673,841			679,916
Stable value product deposits		4,921,166			5,143,367			5,562,997			5,670,355			5,846,120
Annuity deposits		3,419,225			3,429,473			3,463,477			3,433,293			3,447,394
Other policyholders' funds		157,612			155,952			151,660			151,572			149,247
Securities sold under repurchase agreements		0			0			0			0			31,550
Other liabilities		884,200			950,556			1,062,706			1,556,736			1,482,085
Accrued income taxes		(12,074	)		(30,943	)		13,195			29,213			21,701
Deferred income taxes		210,912			329,272			312,544			256,453			311,146
Debt		385,449			401,541			451,433			451,424			469,317
Liabilities related to variable interest entities		476,591			475,953			482,434			481,921			465,078
Subordinated debt securities		324,743			324,743			324,743			324,743			324,743
Minority interest - subsidiaries		14,847			14,877			13,243			13,023			13,123
Liabilities related to separate accounts
Variable annuity		2,121,517			2,110,082			2,308,858			2,256,920			2,286,141
Variable universal life		188,963			192,478			217,095			217,167			225,527
Other		4,349			4,333			0			0			0
TOTAL LIABILITIES	$	23,206,157		$	23,819,477		$	25,045,051		$	25,738,672		$	26,252,582
SHARE-OWNERS' EQUITY
Preferred stock		0			0			0			0			0
Common stock		36,626			36,626			36,626			36,626			36,626
Additional paid-in capital		423,257			425,181			426,927			433,467			433,040
Treasury stock		(13,783	)		(13,684	)		(13,632	)		(13,041	)		(13,011	)
Stock held in trust		(2,855	)		0			0			0			0
Unallocated ESOP shares		(1,989	)		(1,989	)		(1,989	)		(1,610	)		(1,610	)
Retained earnings		1,322,607			1,376,930			1,422,084			1,469,986			1,504,442
Accumulated other comprehensive income		121,006			294,045			296,311			198,974			339,778
Total Share-owners' Equity		1,884,869			2,117,109			2,166,327			2,124,402			2,299,265
TOTAL LIABILITIES AND EQUITY	$	25,091,026		$	25,936,586		$	27,211,378		$	27,863,074		$	28,551,847
SHARE-OWNERS' EQUITY PER SHARE
Total Share-owners' Equity	$	27.16		$	30.49		$	31.19		$	30.52		$	33.02
Accumulated other comprehensive income		1.75			4.23			4.26			2.86			4.88
Excluding accumulated other comprehensive income *	$	25.41		$	26.26		$	26.93		$	27.66		$	28.14
Total Share-owners' Equity	$	1,884,869		$	2,117,109		$	2,166,327		$	2,124,402		$	2,299,265
Accumulated other comprehensive income		121,006			294,045			296,311			198,974			339,778
Share-owners' Equity (excluding accumulated other comprehensive income) *	$	1,763,863		$	1,823,064		$	1,870,016		$	1,925,428		$	1,959,487
Common shares outstanding		69,407,945			69,435,440			69,449,889			69,615,285			69,627,244
Treasury Stock shares		3,844,015			3,816,520			3,802,071			3,636,675			3,624,716
* "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																			8/2/2005
(Dollars in thousands)																			Page 5
(Unaudited)
	2004			2004			2004			2005			2005			6 MOS			6 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			2004			2005
CALCULATION OF NET INCOME PER SHARE
Net income	$	61,295		$	66,473		$	57,308		$	60,083		$	48,031		$	110,799		$	108,114
Average shares outstanding-basic		70,284,893			70,337,248			70,431,763			70,474,337			70,517,476			70,213,500			70,496,026
Average shares outstanding-diluted		71,030,983			71,115,468			71,221,826			71,273,760			71,279,363			70,959,287			71,276,577
Net income per share-basic	$	0.87		$	0.95		$	0.81		$	0.85		$	0.68		$	1.58		$	1.53
Net income per share-diluted	$	0.86		$	0.94		$	0.80		$	0.84		$	0.68		$	1.56		$	1.52
Income from continuing operations	$	61,295		$	66,473		$	57,308		$	60,083		$	48,031		$	126,600		$	108,114
EPS (basic)	$	0.87		$	0.95		$	0.81		$	0.85		$	0.68		$	1.80		$	1.53
EPS (diluted)	$	0.86		$	0.94		$	0.80		$	0.84		$	0.68		$	1.78		$	1.52
CALCULATION OF REALIZED INVESTMENT GAINS (LOSSES) PER SHARE
RIGL - Derivatives	$	8,740		$	6,287		$	(519	)	$	(6,368	)	$	(26,021	)	$	13,823		$	(32,389	)
Derivative Gains related to Corporate Debt and Investments		(5,354	)		(4,684	)		(4,309	)		(3,684	)		(2,960	)		(10,229	)		(6,644	)
RIGL - All Other Investments, net of participating income		(923	)		8,181			4,420			27,878			6,597			15,704			34,475
Related amortization of DAC		(551	)		(2,669	)		(55	)		(22,412	)		(1,280	)		(4,211	)		(23,692	)
		1,912			7,115			(463	)		(4,586	)		(23,664	)		15,087			(28,250	)
Tax effect		(669	)		(2,491	)		162			1,605			8,283			(5,280	)		9,888
	$	1,243		$	4,624		$	(301	)	$	(2,981	)	$	(15,381	)	$	9,807		$	(18,362	)
RIGL - Derivatives per share-diluted	$	0.03		$	0.02		$	(0.05	)	$	(0.09	)	$	(0.27	)	$	0.03		$	(0.36	)
RIGL - All Other Investments per share-diluted	$	(0.01	)	$	0.04		$	0.05		$	0.05		$	0.05		$	0.11		$	0.10
OPERATING INCOME PER SHARE *
Net income per share-diluted	$	0.86		$	0.94		$	0.80		$	0.84		$	0.68		$	1.56		$	1.52
RIGL - Derivatives per share-diluted		0.03			0.02			(0.05	)		(0.09	)		(0.27	)		0.03			(0.36	)
RIGL - All Other Investments, net of participating income per share-diluted		(0.01	)		0.04			0.05			0.05			0.05			0.11			0.10
Change in accounting principle		-			-			-			-			-			(0.22	)		-
Operating income per share-diluted	$	0.84		$	0.88		$	0.80		$	0.88		$	0.90		$	1.64		$	1.78
NET OPERATING INCOME *
Net income	$	61,295		$	66,473		$	57,308		$	60,083		$	48,031		$	110,799		$	108,114
RIGL - Derivatives net of tax & gains related to corp debt & investments		2,201			1,042			(3,138	)		(6,534	)		(18,837	)		2,336			(25,371	)
RIGL - All Other Investments net of tax, amortization, and participating income		(959	)		3,583			2,838			3,553			3,456			7,470			7,009
Change in accounting principle		-			-			-			-			-			(15,801	)		-
Net operating income	$	60,053		$	61,848		$	57,608		$	63,064		$	63,412		$	116,794		$	126,476
PRETAX OPERATING INCOME **
Income before income tax	$	95,370		$	102,266		$	88,166		$	91,870		$	73,442		$	194,769		$	165,312
RIGL - Derivatives		8,740			6,287			(519	)		(6,368	)		(26,021	)		13,823			(32,389	)
Derivative Gains related to Corporate Debt and Investments		(5,354	)		(4,684	)		(4,309	)		(3,684	)		(2,960	)		(10,229	)		(6,644	)
RIGL - All Other Investments, net of participating income		(923	)		8,181			4,420			27,878			6,597			15,704			34,475
Related amortization of DAC		(551	)		(2,669	)		(55	)		(22,412	)		(1,280	)		(4,211	)		(23,692	)
Pretax operating income	$	93,458		$	95,151		$	88,629		$	96,456		$	97,106		$	179,682		$	193,562
* "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													8/2/2005
(Dollars in millions)													Page 6
(Unaudited)
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR
	2004			2004			2004			2005			2005
Total Portfolio
Fixed Income	$	13,295.6		$	13,679.4		$	14,412.6		$	15,263.7		$	15,686.4
Mortgage Loans		2,836.7			2,904.7			3,005.4			3,042.6			3,124.9
Real Estate		107.2			107.2			107.3			105.0			92.0
Equities		57.8			59.6			58.9			59.6			115.8
Policy Loans		486.7			485.3			482.8			472.4			466.7
Short Term Investments		694.0			1,042.3			1,059.6			816.3			626.8
Other Long Term Investments		197.2			217.3			259.0			222.9			186.1
Total Invested Assets	$	17,675.2		$	18,495.8		$	19,385.6		$	19,982.5		$	20,298.5
Fixed Income
Corporate Bonds	$	7,051.5		$	7,200.4		$	7,466.0		$	7,209.4		$	7,597.3
Mortgage Backed Securities		4,451.7			4,598.3			5,070.2			6,201.5			6,094.3
US Govt Bonds		77.4			79.3			86.0			94.7			88.5
Public Utilities		1,673.8			1,759.2			1,745.5			1,705.6			1,852.7
States, Municipals and Political Subdivisions		26.9			27.7			30.4			49.6			52.2
Preferred Securities		3.4			3.5			3.6			2.7			1.2
Convertibles and Bonds with Warrants		10.9			11.0			10.9			0.2			0.2
Total Fixed Income Portfolio	$	13,295.6		$	13,679.4		$	14,412.6		$	15,263.7		$	15,686.4
Fixed Income - Quality
AAA		34.2	%		34.6	%		35.9	%		40.9	%		40.0	%
AA		6.4	%		6.4	%		6.2	%		6.0	%		3.7	%
A		23.5	%		23.5	%		22.2	%		21.0	%		17.8	%
BBB		28.6	%		28.6	%		28.9	%		25.8	%		31.1	%
BB or Less		7.3	%		6.9	%		6.8	%		6.3	%		7.4	%
Redeemable Preferred Stock		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Mortgage Loans - Type
Retail		73.2	%		71.2	%		70.7	%		69.6	%		69.2	%
Apartments		9.2	%		10.1	%		10.2	%		11.7	%		12.5	%
Office Buildings		8.7	%		8.7	%		9.2	%		9.4	%		9.2	%
Warehouses		7.4	%		8.5	%		8.4	%		8.3	%		7.9	%
Miscellaneous		1.5	%		1.5	%		1.5	%		1.0	%		1.2	%
		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Problem Mortgage Loans
60 Days Past Due	$	0.0		$	5.4		$	1.9		$	1.9		$	1.9
90 Days Past Due		3.2			1.9			1.9			8.2			2.6
Renegotiated Loans		5.7			5.7			5.6			5.4			8.3
Foreclosed Real Estate		0.0			1.3			1.4			0.0			4.3
	$	8.9		$	14.3		$	10.8		$	15.5		$	17.1

PROTECTIVE LIFE CORPORATION																			Draft
Life Marketing and Acquisitions - Quarterly Earnings Trends																			8/2/2005
(Dollars in thousands)																			Page 7
(Unaudited)
	2004			2004			2004			2005			2005			6 MOS			6 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			2004			2005
LIFE MARKETING
REVENUES
Gross Premiums and Policy Fees	$	250,931		$	253,952		$	286,020		$	273,769		$	290,333		$	486,917		$	564,102
Reinsurance Ceded		(205,072	)		(191,228	)		(253,121	)		(199,746	)		(235,968	)		(373,858	)		(435,714	)
Net Premiums and Policy Fees		45,859			62,724			32,899			74,023			54,365			113,059			128,388
Net investment income		58,929			59,985			61,339			61,153			62,541			116,869			123,694
Realized investment gains (losses)		-			-			-			-			-			-			-
Other income		22,348			25,151			26,053			28,556			27,107			43,491			55,663
Total Revenues		127,136			147,860			120,291			163,732			144,013			273,419			307,745
BENEFITS & EXPENSES
Benefits and settlement expenses		66,692			78,361			57,505			89,783			72,994			138,718			162,777
Amortization of deferred policy acquisition costs		10,926			14,823			12,140			17,827			21,413			32,007			39,240
Amortization of goodwill		-			-			-			-			-			-			-
Other operating expenses		5,921			15,858			8,765			16,981			11,274			17,496			28,255
Total Benefits and Expenses		83,539			109,042			78,410			124,591			105,681			188,221			230,272
INCOME BEFORE INCOME TAX	$	43,597		$	38,818		$	41,881		$	39,141		$	38,332		$	85,198		$	77,473
ACQUISITIONS
REVENUES
Gross Premiums and Policy Fees	$	69,659		$	66,985		$	70,281		$	65,500		$	66,104		$	139,128		$	131,604
Reinsurance Ceded		(17,840	)		(16,562	)		(20,559	)		(20,029	)		(17,257	)		(34,941	)		(37,286	)
Net Premiums and Policy Fees		51,819			50,423			49,722			45,471			48,847			104,187			94,318
Net investment income		58,704			57,682			57,458			56,714			56,099			117,359			112,813
Realized investment gains (losses)		-			-			-			-			-			-			-
Other income		468			655			432			361			453			1,185			814
Total Revenues		110,991			108,760			107,612			102,546			105,399			222,731			207,945
BENEFITS & EXPENSES
Benefits and settlement expenses		71,340			71,571			71,425			66,399			68,784			144,360			135,183
Amortization of deferred policy acquisition costs		7,476			7,056			6,271			7,071			7,185			15,325			14,256
Amortization of goodwill		-			-			-			-			-			-			-
Other operating expenses		8,714			8,871			8,542			8,041			7,957			18,382			15,998
Total Benefits and Expenses		87,530			87,498			86,238			81,511			83,926			178,067			165,437
INCOME BEFORE INCOME TAX	$	23,461		$	21,262		$	21,374		$	21,035		$	21,473		$	44,664		$	42,508

PROTECTIVE LIFE CORPORATION													Draft
Life Marketing and Annuities Data													8/2/2005
(Dollars in thousands)													Page 8
(Unaudited)
	2004		2004		2004		2005		2005		6 MOS		6 MOS
	2ND QTR		3RD QTR		4TH QTR		1ST QTR		2ND QTR		2004		2005
LIFE MARKETING
SALES BY PRODUCT
Term	$	42,208	$	41,046	$	41,794	$	34,508	$	26,861	$	89,043	$	61,369
U/L		19,266		16,360		31,276		32,747		41,638		36,963		74,385
VUL		1,474		1,492		1,145		1,138		1,197		2,599		2,335
Total	$	62,948	$	58,898	$	74,215	$	68,393	$	69,696	$	128,605	$	138,089
SALES BY DISTRIBUTION
Brokerage general agents	$	39,580	$	37,843	$	40,975	$	36,173	$	29,495	$	82,327	$	65,668
Independent agents		12,570		12,615		18,004		17,309		18,746		25,310		36,055
Stockbrokers/banks		6,782		7,016		11,854		12,670		18,004		12,841		30,674
Direct Response & BOLI		4,016		1,424		3,382		2,241		3,451		8,127		5,692
Total	$	62,948	$	58,898	$	74,215	$	68,393	$	69,696	$	128,605	$	138,089
ANNUITIES
SALES
Variable Annuity	$	63,317	$	74,231	$	83,654	$	77,003	$	90,329	$	125,041	$	167,332
Immediate Annuity		33,576		23,216		150,179		32,476		21,194		44,542		53,670
Market Value Adjusted Annuity		74,729		83,175		62,201		26,483		33,065		79,857		59,548
Equity Indexed Annuity								609		6,582		0		7,191
Total	$	171,622	$	180,622	$	296,034	$	136,571	$	151,170	$	249,440	$	287,741
PRETAX OPERATING INCOME
Variable Annuity	$	3,492	$	2,901	$	3,417	$	3,735	$	4,274	$	4,117	$	8,009
Fixed Annuity		1,483		1,107		1,254		329		3,871		3,671		4,200
Total	$	4,975	$	4,008	$	4,671	$	4,064	$	8,145	$	7,788	$	12,209
DEPOSIT BALANCE
VA Fixed Annuity	$	269,353	$	269,363	$	262,295	$	251,822	$	250,556
VA Separate Account Annuity		2,026,781		2,023,325		2,222,102		2,176,065		2,210,639
Sub-total		2,296,134		2,292,688		2,484,397		2,427,887	$	2,461,195
Fixed Annuity		2,930,544		2,986,179		3,173,862		3,195,043		3,202,752
Total	$	5,226,678	$	5,278,867	$	5,658,259	$	5,622,930	$	5,663,947

PROTECTIVE LIFE CORPORATION																			Draft
Annuities, Stable Value Contracts, and Asset Protection																			8/2/2005
Quarterly Earnings Trends (Dollars in thousands)																			Page 9
(Unaudited)
	2004			2004			2004			2005			2005			6 MOS			6 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			2004			2005
ANNUITIES
REVENUES
Gross Premiums and Policy Fees	$	7,594		$	7,370		$	7,749		$	7,840		$	7,866		$	15,222		$	15,706
Reinsurance Ceded		-			-			-			-			-			-			-
Net Premiums and Policy Fees		7,594			7,370			7,749			7,840			7,866			15,222			15,706
Net investment income		51,523			52,854			54,923			56,150			54,786			103,111			110,936
RIGL - Derivatives		-			-			-			(162	)		-			-			(162	)
RIGL - All Other Investments		290			3,524			55			27,624			1,474			6,294			29,098
Other income		1,555			1,556			2,108			1,726			2,264			3,340			3,990
Total Revenues		60,962			65,304			64,835			93,178			66,390			127,967			159,568
BENEFITS & EXPENSES
Benefits and settlement expenses		44,456			46,526			46,243			48,080			48,687			90,502			96,767
Amortization of deferred policy acquisition costs		7,119			8,459			7,636			29,638			3,453			16,176			33,091
Amortization of goodwill		-			-			-			-			-			-			-
Other operating expenses		4,673			5,456			6,285			6,346			5,911			11,418			12,257
Total Benefits and Expenses		56,248			60,441			60,164			84,064			58,051			118,096			142,115
INCOME BEFORE INCOME TAX		4,714			4,863			4,671			9,114			8,339			9,871			17,453
Adjustments to Reconcile to Operating Income:
Less: RIGL - Derivatives		-			-			-			(162	)		-			-			(162	)
Less: RIGL - All Other Investments		290			3,524			55			27,624			1,474			6,294			29,098
Add back: Related amortization of deferred policy acquisition costs		551			2,669			55			22,412			1,280			4,211			23,692
PRETAX OPERATING INCOME	$	4,975		$	4,008		$	4,671		$	4,064		$	8,145		$	7,788		$	12,209
STABLE VALUE CONTRACTS
REVENUES
Gross Premiums and Policy Fees	$	-		$	-		$	-		$	-		$	-		$	-		$	-
Reinsurance Ceded		-			-			-			-			-			-			-
Net Premiums and Policy Fees		-			-			-			-			-			-			-
Net investment income		66,666			66,472			71,013			73,875			76,081			130,699			149,956
RIGL - Derivatives		135			700			53			292			(310	)		406			(18	)
RIGL - All Other Investments		1,887			6,292			279			327			2,395			5,495			2,722
Other income		-			-			-			-			-			-			-
Total Revenues		68,688			73,464			71,345			74,494			78,166			136,600			152,660
BENEFITS & EXPENSES
Benefits and settlement expenses		50,720			50,301			54,378			57,169			60,084			100,489			117,253
Amortization of deferred policy acquisition costs		803			894			1,022			1,084			1,121			1,564			2,205
Amortization of goodwill		-			-			-			-			-			-			-
Other operating expenses		1,217			1,964			1,392			1,223			1,392			3,021			2,615
Total Benefits and Expenses		52,740			53,159			56,792			59,476			62,597			105,074			122,073
INCOME BEFORE INCOME TAX		15,948			20,305			14,553			15,018			15,569			31,526			30,587
Adjustments to Reconcile to Operating Income:
Less: RIGL-Derivatives		135			700			53			292			(310	)		406			(18	)
Less: RIGL-All Other Investments		1,887			6,292			279			327			2,395			5,495			2,722
PRETAX OPERATING INCOME	$	13,926		$	13,313		$	14,221		$	14,399		$	13,484		$	25,625		$	27,883
ASSET PROTECTION
REVENUES
Gross Premiums and Policy Fees	$	115,354		$	120,558		$	105,190		$	114,004		$	113,504		$	233,533		$	227,508
Reinsurance Ceded		(62,120	)		(68,755	)		(57,362	)		(65,063	)		(61,621	)		(125,226	)		(126,684	)
Net Premiums and Policy Fees		53,234			51,803			47,828			48,941			51,883			108,307			100,824
Net investment income		7,500			7,922			7,976			7,600			8,602			15,041			16,202
Realized investment gains (losses)		-			-			-			-			-			-			-
Other income		9,117			9,565			8,732			8,537			11,462			18,179			19,999
Total Revenues		69,851			69,290			64,536			65,078			71,947			141,527			137,025
BENEFITS & EXPENSES
Benefits and settlement expenses		33,363			29,226			26,219			26,529			29,851			65,562			56,380
Amortization of deferred policy acquisition costs		17,522			20,042			14,753			17,546			17,669			37,478			35,215
Amortization of goodwill		-			-			-			-			-			-			-
Other operating expenses		14,595			14,597			18,884			14,831			18,135			29,513			32,966
Total Benefits and Expenses		65,480			63,865			59,856			58,906			65,655			132,553			124,561
INCOME BEFORE INCOME TAX	$	4,371		$	5,425		$	4,680		$	6,172		$	6,292		$	8,974		$	12,464

PROTECTIVE LIFE CORPORATION																			Draft
Stable Value Contracts and Asset Protection Data																			8/2/2005
(Dollars in thousands)																			Page 10
(Unaudited)
	2004			2004			2004			2005			2005			6 MOS			6 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			2004			2005
STABLE VALUE CONTRACTS
SALES
GIC	$	39,000		$	15,000		$	5,000		$	24,050		$	5,000		$	39,000		$	29,050
GFA - Direct Institutional		960			-			66,060			-			-			960			0
GFA - Non-Registered		-			-			-			-			-			0			0
GFA - Registered - Institutional		-			625,000			-			350,000			350,000			300,000			700,000
GFA - Registered - Retail		68,250			135,520			106,290			31,845			96,795			289,750			128,640
Total	$	108,210		$	775,520		$	177,350		$	405,895		$	451,795		$	629,710		$	857,690
DEPOSIT BALANCE
Quarter End Balance	$	4,921,166		$	5,143,367		$	5,562,997		$	5,670,355		$	5,846,120
Average Daily Balance	$	5,062,014		$	5,112,019		$	5,455,427		$	5,716,571		$	5,808,943		$	4,956,987		$	5,763,519
OPERATING SPREAD		1.13	%		1.07	%		1.07	%		1.04	%		0.95	%		1.06	%		0.99	%
		2004			2004			2004			2005			2005			6 MOS			6 MOS
		2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			2004			2005
ASSET PROTECTION
SALES
Credit	$	59,035		$	59,543		$	47,761		$	50,106		$	51,421		$	110,281		$	101,527
Service Contracts		54,861			56,627			47,220			47,138			62,437			99,136			109,575
Other		8,940			8,883			13,780			9,075			13,567			17,091			22,642
Total	$	122,836		$	125,053		$	108,761		$	106,319		$	127,425		$	226,508		$	233,744

PROTECTIVE LIFE CORPORATION																			Draft
Corporate & Other Segment - Quarterly Earnings Trends																			8/2/2005
(Dollars in thousands)																			Page 11
(Unaudited)
	2004			2004			2004			2005			2005			6 MOS			6 MOS
	2ND QTR			3RD QTR			4TH QTR			1ST QTR			2ND QTR			2004			2005
REVENUES
Gross Premiums and Policy Fees	$	12,550		$	11,919		$	11,373		$	11,030		$	10,494		$	25,084		$	21,524
Reinsurance Ceded		(337	)		(191	)		(143	)		(75	)		(53	)		(683	)		(128	)
Net Premiums and Policy Fees		12,213			11,728			11,230			10,955			10,441			24,401			21,396
Net investment income		22,577			34,356			21,730			32,461			24,265			47,428			56,726
RIGL - Derivatives		8,605			5,587			(572	)		(6,498	)		(25,711	)		13,417			(32,209	)
RIGL - All Other Investments		(3,100	)		(1,635	)		4,086			(73	)		8,611			3,915			8,538
Other income		4,075			3,994			4,582			4,236			2,949			8,787			7,185
Total Revenues		44,370			54,030			41,056			41,081			20,555			97,948			61,636
BENEFITS & EXPENSES
Benefits and settlement expenses		15,898			12,470			16,427			12,474			11,236			30,154			23,710
Amortization of deferred policy acquisition costs		1,207			1,101			1,086			1,085			1,026			2,297			2,111
Amortization of goodwill		-			-			-			-			-			-			-
Other operating expenses		23,986			28,866			22,536			26,132			24,856			50,961			50,988
Total Benefits and Expenses		41,091			42,437			40,049			39,691			37,118			83,412			76,809
INCOME BEFORE INCOME TAX		3,279			11,593			1,007			1,390			(16,563	)		14,536			(15,173	)
Adjustments to Reconcile to Operating Income:
Less: RIGL-Derivatives		8,605			5,587			(572	)		(6,498	)		(25,711	)		13,417			(32,209	)
Less: RIGL-All Other Investments, net of participating income		(3,100	)		(1,635	)		4,086			(73	)		2,728			3,915			2,655
Add back: Derivative gains related to corporate debt and investments		5,354			4,684			4,309			3,684			2,960			10,229			6,644
PRETAX OPERATING INCOME	$	3,128		$	12,325		$	1,802		$	11,645		$	9,380		$	7,433		$	21,025