EXHIBIT 15


Board of Directors and Stockholders
UnumProvident Corporation


We are aware of the incorporation by reference in the Registration Statements
(Form S-8 No. 33-47551, Form S-8 No. 33-88108, Form S-8 No. 33-62231, Form S-8
No. 333-81669 and Form S-8 No. 333-81969) of Provident Companies, Inc.
pertaining to the Provident Life and Accident Insurance Company MoneyMaker, A
Long-Term 401(k) Retirement Savings Plan, the Provident Life and Accident
Insurance Company Stock Plan of 1994, the Provident Life and Accident Insurance
Company Employee Stock Purchase Plan of 1995, the Provident Life and Accident
Insurance Company Management Incentive Compensation Plan of 1994, The Paul
Revere Savings Plan, Provident Companies, Inc. Stock Plan of 1999, Provident
Companies, Inc., Non-Employee Director Compensation Plan of 1998, Employee Stock
Option Plan of 1998, and Amended and Restated Annual Management Incentive
Compensation Plan of 1994, the UnumProvident Corporation 1987 Executive Stock
Option Plan, UnumProvident Corporation 1990 Long-Term Stock Incentive Plan,
UnumProvident Corporation Plan 1996 Long-Term Stock Incentive Plan and
UnumProvident Corporation 1998 Goals Stock Option Plan, and in the Registration
Statement (Form S-3 No. 333-17849) of Provident Companies, Inc. for the
registration of 9,523,810 shares of its common stock of our report dated
November 12, 1999 relating to the unaudited condensed consolidated interim
financial statements of UnumProvident Corporation and subsidiaries which are
included in its Form 10-Q for the quarter ended September 30, 1999.

Pursuant to Rule 436(c) of the Securities Act of 1933, our report is not a part
of the registration statements prepared or certified by accountants within the
meaning of Section 7 or 11 of the Securities Act of 1933.



                                             /s/ERNST & YOUNG



Chattanooga, Tennessee
November 12, 1999