1
EXHIBIT NO. 24
                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint R.
Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each of them, my true
and lawful attorneys-in-fact and agents, with full power of substitution and
resubstitution, for me and in my name, place and stead, in any and all
capacities, to sign and file with the Securities and Exchange Commission the
Annual Report on Form 10-K of The Progressive Corporation for the year 1999, and
any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 8th day of March, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Peter B. Lewis                        Director, Chairman, President and CEO
- ------------------------------------
Peter B. Lewis



   2


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 28th day of February, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Jeffrey W. Basch
- ------------------------------------
Jeffrey W. Basch                                     Chief Accounting Officer



   3


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 2nd day of March, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Charles B. Chokel                 Director and CEO - Investments and Capital
- ------------------------------------  Management
Charles B. Chokel




   4


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 29th day of February, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Milton N. Allen
- ------------------------------------
Milton N. Allen                                      Director



   5


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 6th day of March, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ B. Charles Ames
- ------------------------------------
B. Charles Ames                                      Director



   6


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 3rd day of March, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Stephen R. Hardis
- ------------------------------------
Stephen R. Hardis                                    Director



   7


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 29th day of February, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Norman S. Matthews
- ------------------------------------
Norman S. Matthews                                   Director



   8


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 29th day of February, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Donald B. Shackelford
- ------------------------------------
Donald B. Shackelford                                Director



   9


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 3rd day of March, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Glenn M. Renwick                     Director and Ceo - Insurance Operations
- ------------------------------------
Glenn M. Renwick





   10


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 1st day of March, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Janet Hill
- ------------------------------------
Janet Hill                                           Director





   11










                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 2nd day of March, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ Charles A. Davis
- ------------------------------------
Charles A. Davis                                     Director



   12


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 29th day of February, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ James E. Bennett, III
- ------------------------------------
James E. Bennett, III                                Director



   13


                                POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, R. Steven Kestner, Dane A. Shrallow and Michael R. Uth, and each
of them, my true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for me and in my name, place and stead, in any
and all capacities, to sign and file with the Securities and Exchange Commission
the Annual Report on Form 10-K of The Progressive Corporation for the year 1999,
and any and all amendments relating thereto and other documents in connection
therewith, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
necessary and requisite to be done in connection with the foregoing, as fully to
all intents and purposes as I might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
respective substitutes, may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, I have hereunto subscribed my name in the
capacity(ies) set forth below this 1st day of March, 2000.


                                                     Position(s) with
Signature                                            the Progressive Corporation
- ---------                                            ---------------------------



/S/ W. Thomas Forrester
- ------------------------------------
W. Thomas Forrester                        Treasurer and Chief Financial Officer