Progressive Recommends Rejection of Below-Market "Mini-Tender Offer".

MAYFIELD VILLAGE, Ohio -- The Progressive Corporation (NYSE: PGR) today said it has become aware of a "mini-tender offer" by TRC Capital Corporation (TRC) to purchase up to 5 million shares of Progressive's common stock at a price of $16.60 per share. Progressive cautions its stockholders that TRC's unsolicited offering price of $16.60 per share was more than 4 percent below the $17.37 per share closing price of Progressive's stock on April 15, 2008, the day before the mini-tender offer was commenced, and approximately 11 percent below the $18.64 per share closing price of Progressive's stock on April 25, 2008.

Progressive urges investors to obtain current market quotations for their Progressive shares, consult with their broker or financial advisor and exercise caution with respect to this offer. Progressive does not endorse this offer and recommends that stockholders not tender their shares in response to TRC's offer.

Progressive has no affiliation whatsoever with TRC, its offer or the offer documentation. TRC has a history of making mini-tender offers for the shares of other companies for its own profit. Mini-tender offers are third-party offers which seek to acquire less than 5 percent of a company's outstanding shares and thereby avoid many procedural protections and disclosure requirements of the Securities and Exchange Commission (SEC) that apply to offers for more than 5 percent of a company's outstanding shares.

The SEC has issued an investor alert regarding these mini-tender offers, noting that "some bidders make "mini-tender" offers at below-market prices, hoping that they will catch investors off guard if the investors do not compare the offer price to the current market price." The SEC's advisory may be found at http://www.sec.gov/investor/pubs/minitend.htm.

Progressive stockholders who have already tendered are advised that, under the terms of the published offer, they may withdraw their shares by providing the written notice described in TRC's offering documents prior to the expiration of the ...