Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
O NEIL FRANK B
   2. Issuer Name and Ticker or Trading Symbol
PROASSURANCE CORP [PRA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) __X__ Other (specify below)
Senior Vice-President / Assistant Secretary
(Last)
(First)
(Middle)
C/O PROASSURANCE CORPORATION, 100 BROOKWOOD PLACE		 3. Date of Earliest Transaction (Month/Day/Year)
11/13/2007
(Street)

BIRMINGHAM, AL 35209-6811		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/14/2007   F   737 (6) D $ 56.43 25,185 D  
Common Stock 11/14/2007   M   794 (1) A $ 56.43 25,922 D  
Common Stock 11/14/2007   F   1,032 (5) D $ 56.43 25,128 D  
Common Stock 11/14/2007   M   1,111 (1) A $ 56.43 26,160 D  
Common Stock 11/14/2007   F   967 (4) D $ 56.43 25,049 D  
Common Stock 11/14/2007   M   1,041 (1) A $ 56.43 26,016 D  
Common Stock 11/14/2007   F   1,751 (3) D $ 56.43 24,975 D  
Common Stock 11/14/2007   M   2,500 (1) A $ 56.43 26,726 D  
Common Stock 11/14/2007   F   1,386 (2) D $ 56.43 24,226 D  
Common Stock 11/14/2007   M   2,500 (1) A $ 56.43 25,612 D  
Common Stock               629 I In Trust (7)
Common Stock               2,025 I Shares held in the ProAssurance Group Savings and Retirement Plan
Common Stock               598 I Shares held in childrens' UTMA accounts for which the reporting person is the trustee

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 51.48             09/10/2007(8) 09/10/2017 Common Stock 6,250   6,250 D  
Employee Stock Option (Right to Buy) $ 51.38             09/11/2006(9) 09/11/2016 Common Stock 1,250   5,000 D  
Employee Stock Option (Right to Buy) $ 41.15             09/10/2005(10) 09/10/2015 Common Stock 5,000   7,500 D  
Employee Stock Option (Right to Buy) $ 33.28 11/14/2007   M     2,500 09/10/2004(11) 09/10/2014 Common Stock 5,000 $ 0 2,500 D  
Employee Stock Option (Right to Buy) $ 22 11/14/2007   M     2,500 09/04/2003(12) 03/04/2013 Common Stock 2,500 $ 0 0 D  
Employee Stock Option (Right to Buy) $ 50.87 11/14/2007   M     1,041 12/16/2006 12/02/2007 Common Stock 1,041 $ 0 0 D  
Employee Stock Option (Right to Buy) $ 50.87 11/14/2007   M     1,111 12/16/2006 12/01/2008 Common Stock 1,111 $ 0 0 D  
Employee Stock Option (Right to Buy) $ 50.87 11/14/2007   M     794 12/16/2006 12/02/2009 Common Stock 794 $ 0 0 D  
Employee Stock Option (Right to Buy) $ 56.43 11/14/2007   A   737   11/15/2008(13) 12/02/2009 Common Stock 737 $ 0 737 D  
Employee Stock Option (Right to Buy) $ 56.43 11/14/2007   A   1,032   11/15/2008(13) 12/01/2008 Common Stock 1,032 $ 0 1,032 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
O NEIL FRANK B
C/O PROASSURANCE CORPORATION
100 BROOKWOOD PLACE
BIRMINGHAM, AL 35209-6811		       Senior Vice-President Assistant Secretary

Signatures

 Frank B. O'Neil   11/14/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Cashless exercise of options on 11/14/07
(2) The 1,386 shares disposed of reflect 975 shares withheld by the issuer to fund the cashless exercise of 2,500 options on 11/14/07, and 411 shares withheld by the issuer to cover the associated tax liability.
(3) The 1,751 shares disposed of reflect 1,475 shares withheld by the issuer to fund the cashless exercise of 2,500 options on 11/14/07, and 276 shares withheld by the issuer to cover the associated tax liability.
(4) The 967 shares disposed of reflect 939 shares withheld by the issuer to fund the cashless exercise of 1,041 options on 11/14/07, and 28 shares withheld by the issuer to cover the associated tax liability.
(5) The 1,032 shares disposed of reflect 1,002 shares withheld by the issuer to fund the cashless exercise of 1,111 options on 11/14/07, and 30 shares withheld by the issuer to cover the associated tax liability.
(6) The 737 shares disposed of reflect 716 shares withheld by the issuer to fund the cashless exercise of 794 options on 11/14/07, and 21 shares withheld by the issuer to cover the associated tax liability.
(7) Shares are held in the George O'Neil Generation-Skipping Trust, Non-Exempt, fbo Frank B. O'Neil. The Reporting Person disclaims beneficial ownership because the Trustee retains sole investmenet control over the shares.
(8) The options vest in five equal, yearly installments commencing on September 10, 2007
(9) The options vest in five equal, yearly installments commencing on September 11, 2006
(10) The options vest in five equal installments commencing on September 10, 2005
(11) The options vest in five equal installments commencing on September 10, 2004
(12) The options vest in five equal installments commencing on September 4, 2003
(13) These are automatic reload rights resulting from the exercise of options under an existing grant to purchase shares under the ProAssurance Corporation Incentive Compensation Stock Plan. These reload options vest one year from the date of grant, provided that the Reporting Person maintains ownership of the ProAssurance shares that were purchased upon the exercise of the subject options. The grant of reload options to purchase ProAssurance shares reported herein is exempt from Section 16(b) of the Securities Exchange Act, as amended ("the Act") by virtueof Rule 16b-3(d) promulgated under the Act.

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