News 2006


BIRMINGHAM, Alabama, February 7, 2006 — Protective Life Corporation (NYSE: PL) ("Protective") today announced that its principal subsidiary, Protective Life Insurance Company ("Protective Life") has signed a definitive agreement to acquire from JPMorgan Chase & Co. (NYSE: JPM) the stock of five life insurance companies that manufacture and distribute traditional life insurance and annuities (the "Chase Insurance Group") and the stock of four related non-insurance companies for a cash purchase price of approximately $1.2 billion, which will be a combination of a cash payment from Protective Life and a return of capital. Immediately following the stock purchase, Protective Life expects to reinsure to Wilton Re approximately one-half of the business of the Chase Insurance Group through a series of indemnity reinsurance agreements. Additionally, Protective Life anticipates that 100% of the variable annuity business of the Chase Insurance Group will be reinsured to Allmerica Financial Life Insurance and Annuity Company, a subsidiary of The Goldman Sachs Group, Inc. The acquisition and related agreements are subject to various regulatory approvals and other customary conditions to closing, which are expected to occur during the third quarter of 2006.

The Chase Insurance Group is headquartered in Elgin, IL. It offers primarily level premium term and other traditional life products as well as fixed and variable annuity products. The Chase Insurance Group has approximately 1.2 million life insurance and annuity policies in-force and statutory reserves of approximately $8.7 billion.

John D. Johns, Chairman, President and Chief Executive Officer of Protective stated: "We are delighted to announce the largest and most innovative life insurance acquisition in our company's history. The transaction not only enables us to capitalize on our well-honed acquisition skills, but also to utilize new structures for participating in larger-scale transactions. We are very pleased to have an opportunity to work collaboratively on the transaction with Wilton Re and Goldman Sachs. They have deep experience in the process of evaluating and financing insurance acquisitions, and through their reinsurance operations, provide access to new sources of capital. The transaction is entirely consistent with our strategy in the acquisitions line of business and should benefit our company in many ways, including the addition of even more scale to our life insurance operations and a solid source of earnings for many years to come."

Protective's management will discuss the acquisition during the regularly scheduled fourth quarter 2005 earnings conference call on February 8, 2006 at 9:00 a.m. Eastern. Analysts and professional investors may access this call by calling 1-800-895-1549 (international callers 1 785-424-1057) and giving the conference ID: Protective. A recording of the call will be available from 12:00 p.m. Eastern February 8 until midnight February 15. The recording may be accessed by calling 1-800-839-8708 (international callers 1-402-220-6077).

The public may listen to a simultaneous webcast of the call on the home page of Protective's web site at A recording of the webcast will also be available from 12:00 p.m. Eastern February 8 until midnight February 15.
Supplemental information regarding the acquisition is available on the home page of the Protective's web site at

Protective Life Corporation provides financial services through the production, distribution and administration of insurance and investment products throughout the United States. It has annual revenues of approximately $2.1 billion and as of December 31, 2005 had assets of approximately $29.0 billion.