X0201 4/A 2003-12-31 2004-01-05 0 0000080661 PROGRESSIVE CORP/OH/ pgr 0001185527 KELLY JEFFREY D 1 0 0 0 Phantom Stock Unit 2003-12-31 4 A 0 90.4396 83.59 A Common 90.4396 2484.4752 D 1 for 1 On December 31, 2003, the Reporting Person was erroneously credited with 102.4112 phantom stock units, when he should have been credited with 90.4396 units. On February 10, 2004, the Company retroactively corrected the error and adjusted the Reporting Person's phantom stock account, as reported on this Amended Form 4. The phantom stock units will be distributed in cash at the time elected by the Reporting Person, subject to the vesting provisions of the Plan. The Reporting Person was also erroneously credited with 13.6799 phantom stock units on July 31, 2003, and with 14.4746 units on September 30, 2003. On February 10, 2004, the Company retroactively corrected these errors, and the resulting adjustments are reflected in the total units held as of December 31, 2003, as reported on this Amended Form 4. /s/ David M. Coffey, by Power of Attorney 2004-02-12