As filed with the Securities and Exchange Commission on December 23, 1997 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 --------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 1997 Exact name of Registrant as Commission specified in its charter, address State of I.R.S. Employer File No. of principal executive offices, telephone Incorporation Identification No. 1-8349 FLORIDA PROGRESS CORPORATION Florida 59-2147112 One Progress Plaza St. Petersburg, Florida 33701 Telephone (813) 824-6400 The address of neither registrant has changed since the last report. Item 5. Other Events In light of ongoing securities offerings by Florida Progress Corporation ("Florida Progress") and its subsidiaries, including Florida Power Corporation ("Florida Power") and Progress Capital Holdings, Inc., the following information is being presented pending distribution of the combined Florida Progress and Florida Power Annual Report on Form 10-K for the year ended December 31, 1997: Florida Progress issued an Investor News report dated December 23, 1997 concerning the lawsuit filed by the receiver of Mid-Continent Life Insurance Company ("MCL"), Florida Progress' insurance subsidiary, against Florida Progress as well as certain current and former officers and directors of Florida Progress and MCL. A copy of the Investor News report is being furnished herewith as Exhibit 99. Item 7. Financial Statements and Exhibits (c) Exhibits: Exhibit Number (by reference to Item 601 of Regulation S-K) Description of Exhibit 99 Florida Progress Investor News report dated December 23, 1997 concerning the lawsuit filed by the receiver of Mid-Continent Life Insurance Company ("MCL"), Florida Progress' insurance subsidiary, against Florida Progress as well as certain current and former officers and directors of Florida Progress and MCL. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FLORIDA PROGRESS CORPORATION /s/Kenneth E. McDonald By:____________________________ Kenneth E. McDonald Assistant Treasurer Date: December 23, 1997 EXHIBIT INDEX Exhibit No. Description of Exhibit 99 Florida Progress Investor News report dated December 23, 1997 concerning the lawsuit filed by the receiver of Mid-Continent Life Insurance Company ("MCL"), Florida Progress' insurance subsidiary, against Florida Progress as well as certain current and former officers and directors of Florida Progress and MCL.