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 13, 2002

UNUMPROVIDENT CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-11834	62-1598430
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

1 Fountain Square

Chattanooga, Tennessee 37402

(Address of principal executive offices)

(423) 755-1011

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

INDEX

Item 7.    Financial Statements, Pro Forma Financial Information and Exhibits.

(c) Exhibits.

99.1 Statement under Oath of Principal Executive Officer of UnumProvident Corporation.

99.2 Statement under Oath of Principal Financial Officer of UnumProvident Corporation.

99.3 Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99.4 Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99.5 Press Release of the Registrant dated August 13, 2002.

Item 9.    Regulation FD Disclosure.

On August 13, 2002, UnumProvident Corporation filed with the Securities and Exchange Commission the Statements under Oath of its Principal Executive Officer and Principal Financial Officer in accordance with the order of the Commission dated June 27, 2002, requiring the filing of sworn statements pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934. Copies of the statements are attached hereto as Exhibits 99.1 and 99.2 and are incorporated herein by reference.

In addition, on August 13, 2002, UnumProvident Corporation furnished the Securities and Exchange Commission certifications of its Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Copies of the certifications are attached hereto as Exhibits 99.3 and 99.4 and are incorporated herein by reference.

Finally, on August 13, 2002, UnumProvident Corporation issued a press release announcing the filing of the statements and certifications described above. A copy of the press release is attached hereto as Exhibit 99.5 and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information included or incorporated in this report, including Exhibits 99.1, 99.2, 99.3, 99.4 and 99.5, 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.

2

SIGNATURE

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.

	UnumProvident Corporation
	(Registrant)
	/s/    F. DEAN COPELAND
Date: August 13, 2002.	F. Dean Copeland
	Senior Executive Vice President
	and General Counsel

INDEX TO EXHIBITS

EXHIBITS

99.1 Statement under Oath of Principal Executive Officer of UnumProvident Corporation.

99.2 Statement under Oath of Principal Financial Officer of UnumProvident Corporation.

99.3 Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99.4 Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99.5 Press Release of the Registrant dated August 13, 2002.

EX-99.1

EXHIBIT 99.1

Statement Under Oath of Principal Executive Officer

Regarding Facts and Circumstances Relating to Exchange Act Filings

I, J. Harold Chandler, state and attest that:

(1) To the best of my knowledge, based upon a review of the covered reports of UnumProvident Corporation, and, except as corrected or supplemented in a subsequent covered report:

• no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and

• no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

(2) I have reviewed the contents of this statement with UnumProvident Corporation’s audit committee.

(3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a “covered report”:

• Annual Report on Form 10-K for year ended December 31, 2001 of UnumProvident Corporation;

• all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of UnumProvident Corporation filed with the Commission subsequent to the filing of the Form 10-K identified above; and

• any amendments to any of the foregoing.

/s/    J. HAROLD CHANDLER	Subscribed and sworn to before me
J. Harold Chandler Chairman, President and Chief Executive Officer August 13, 2002	this 13th day of August 2002.
	/s/    SUSAN L. MIZE
	Notary Public
	My Commission Expires: 06/12/05

EX-99.2

EXHIBIT 99.2

Statement Under Oath of Principal Financial Officer

Regarding Facts and Circumstances Relating to Exchange Act Filings

I, Robert C. Greving, state and attest that:

(1) To the best of my knowledge, based upon a review of the covered reports of UnumProvident Corporation, and, except as corrected or supplemented in a subsequent covered report:

• no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and

• no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

(2) I have reviewed the contents of this statement with UnumProvident Corporation’s audit committee.

(3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a “covered report”:

• Annual Report on Form 10-K for year ended December 31, 2001 of UnumProvident Corporation;

• all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of UnumProvident Corporation filed with the Commission subsequent to the filing of the Form 10-K identified above; and

• any amendments to any of the foregoing.

/s/    ROBERT C. GREVING	Subscribed and sworn to before me
Robert C. Greving Senior Vice President and Chief Financial Officer August 13, 2002	this 13th day of August 2002.
	/s/    SUSAN L. MIZE
	Notary Public
	My Commission Expires: 06/12/05

1

EX-99.3

EXHIBIT 99.3

Certification of Chief Executive Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code)

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) the undersigned officer of UnumProvident Corporation, a Delaware corporation (the “Company”), does hereby certify that the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2002 (the”Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 13, 2002

/s/    J. HAROLD CHANDLER        

J. Harold Chandler

Chairman, President and

Chief Executive Officer

UnumProvident Corporation

The foregoing certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) and is not being filed as part of the Report or as a separate disclosure document.

EX-99.4

EXHIBIT 99.4

Certification of Chief Financial Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code)

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) the undersigned officer of UnumProvident Corporation, a Delaware corporation (the “Company”), does hereby certify that the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2002 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 13, 2002

/s/    ROBERT C. GREVING        

Robert C. Greving

Senior Vice President and

Chief Financial Officer

UnumProvident Corporation

The foregoing certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) and is not being filed as part of the Report or as a separate disclosure document.

EX-99.5

EXHIBIT 99.5

NEWS RELEASE

FOR IMMEDIATE RELEASE

FOR ADDITIONAL INFORMATION CONTACT:

Thomas A. H. White

Vice President,

Investor Relations

423.755.8996

Linnea R. Olsen

Director,

Corporate Relations

207.575.4452

UNUMPROVIDENT

CORPORATION

1 FOUNTAIN SQUARE,

CHATTANOOGA, TN 37402

www.unumprovident.com

August 13, 2002

UnumProvident Officers File Certification Letter with

the Securities and Exchange Commission

UnumProvident Corporation (NYSE: UNM) today announced that its chief executive officer, J. Harold Chandler, and chief financial officer, Robert C. Greving, filed sworn statements with the U. S. Securities and Exchange Commission (SEC) certifying the accuracy and completeness of the Company’s most recently filed annual and quarterly reports, as well as definitive proxy materials. On June 27, 2002, the SEC issued an order requiring top executives at 945 U. S. publicly traded companies to file such statements. The order covers companies with annual revenues exceeding $1.2 billion.

The SEC filings certify UnumProvident’s 2001 Form 10-K, 2002 proxy statement and Form 10-Q filings for the first two quarters of 2002. Additional certifications for the second quarter 2002 Form 10-Q also were furnished as required by the Sarbanes-Oxley Act of 2002. The certification with the SEC has been posted on the UnumProvident website, and may be accessed at www.unumprovident.com by clicking the investor relations button.

The subsidiaries of UnumProvident Corporation offer a comprehensive, integrated portfolio of products and services backed by industry-leading return-to-work resources and disability expertise. UnumProvident is the leader in protecting income and lifestyles through its comprehensive offering of group, individual, and voluntary benefits products and services. UnumProvident has operations in the United States, Canada, the U.K., Japan, and elsewhere around the world.

^© 2001 and 2002 UnumProvident Corporation. UnumProvident, the combined name and logo is a service mark of UnumProvident Corporation. All rights reserved.