1
                                                                      EXHIBIT 24


                               POWER OF ATTORNEY
                               -----------------

         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
David M. Schneider, 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 1994,
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 14th day of March, 1995.


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


/s/ Peter B. Lewis                            Chairman, President, Chief
- ------------------------------                Executive Officer
Peter B. Lewis                                and Director
   2
                               POWER OF ATTORNEY
                               -----------------

         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, David M. Schneider, 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 1994, 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 15th day of March, 1995.


                                              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, David M. Schneider, 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 1994, 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 13th day of March, 1994.


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


/s/ Charles B. Chokel
- ----------------------------------------
Charles B. Chokel                                  Chief Financial Officer





   4
                               POWER OF ATTORNEY
                               -----------------

         KNOW ALL MEN BY THESE PRESENTS, that I hereby constitute and appoint
Peter B. Lewis, David M. Schneider, 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 1994, 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 14th day of March, 1995.


                                              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, David M. Schneider, 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 1994, 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 14th day of March, 1995.


                                              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, David M. Schneider, 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 1994, 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 14th day of March, 1995.


                                              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, David M. Schneider, 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 1994, 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 17th day of March, 1995.


                                              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, David M. Schneider, 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 1994, 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 14th day of March, 1995.


                                              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, David M. Schneider, 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 1994, 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 23rd day of March, 1995.


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


/s/ Paul B. Sigler
- ---------------------------------
Paul B. Sigler                                Director