EX-4.8



 Exhibit 4.8 
 SECOND AMENDMENT TO TRUST AGREEMENT BETWEEN 
 FIDELITY MANAGEMENT TRUST
COMPANY AND 
 THE PROGRESSIVE CORPORATION 

THIS SECOND AMENDMENT, dated as of the 1st day of August, 2007, and effective as set forth below, by and between Fidelity Management Trust Company (the
“Trustee”) and The Progressive Corporation (the “Sponsor”), 
 WITNESSETH 

WHEREAS, the Trustee and the Sponsor heretofore entered into a Trust Agreement dated July 1, 2005 with regard to The Progressive
Retirement Security Program (the “Plan”), and 
 WHEREAS, the Trustee and the Sponsor now desire to amend said Trust
Agreement as provided for in Section 13 thereof, 
 NOW THEREFORE, in consideration of the above premises, the Trustee and
the Sponsor hereby amend the Trust Agreement by 
  

	 	(1)	Amending and restating Section 1(ee), in its entirety, as follows 

  

	 	(ee)	“Plan Administration Manual” 

  

	 	(1)	“Plan Administration Manual” shall mean the document which sets forth the administrative and recordkeeping duties and procedures to be followed by the Trustee
in administering the Plan, as such document may be amended and in effect from time to time. A copy of the version of the Plan Administration Manual in effect as of July 11, 2007, is attached hereto as Exhibit 1 for the purpose of
establishing a starting point from which to track any future amendments to the Plan Administration manual. The Plan Administration Manual may only be amended in accordance with the procedures set forth in paragraph (2) below. An amendment to
the Trust Agreement will not be required. 

  

	 	(2)	Trustee shall provide the Administrator with notice of any proposed amendment to the Plan Administration Manual, and the Administrator shall have the opportunity to
review and comment on such proposed amendment. The Trustee and the Administrator shall work together to resolve any discrepancies in the proposed amendment and revise it accordingly. Upon receipt of a written acknowledgement that the Administrator
is in agreement with the proposed amendment, the Trustee shall amend the Plan Administration Manual accordingly, and shall notify the Administrator of the effective date of the posting of the revised Plan Administration Manual to Plan Sponsor
Webstation. Trustee shall retain an electronic copy of each revised Plan Administration Manual for archival purposes. 








 IN WITNESS WHEREOF, the Trustee and the Sponsor have caused this Second Amendment to be
executed by their duly authorized officers effective as of the day and year first above written. By signing below, the undersigned represent that they are authorized to execute this document on behalf of the respective parties. Notwithstanding any
contradictory provision of the agreement that this document amends, each party may rely without duty of inquiry on the foregoing representation. 
  

									
	THE PROGRESSIVE CORPORATION	 		 	FIDELITY MANAGEMENT TRUST COMPANY
					
	By:	 	/s/ Charles E. Jarrett	 		 	By:	 	/s/ Stephanie Nick
		 	Its authorized signatory	 		 		 	Its authorized signatory
					
	Name:	 	Charles E. Jarrett	 		 	Name:	 	Stephanie Nick
					
	Title:	 	Secretary	 		 	Title:	 	Vice President
					
	Date:	 	August 21, 2007	 		 	Date:	 	September 6, 2007


  
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