Fitch Rates UnumProvident Corporation's Senior Notes 'BBB-'.

CHICAGO -- Fitch Ratings has assigned a 'BBB-' to UnumProvident Corporation's (UNM) new issuance of $575 million senior debentures due May 15, 2008. Fitch also affirmed UNM's 'BBB-' long-term issuer rating and the ratings on all outstanding debt. The Rating Outlook is Stable. The rating action affects $3.3 billion of debt outstanding.

The senior notes were issued in connection with the terms required by the adjustable conversion-rate equity security units issued May 2003. Proceeds from the remarketed notes will be used to purchase U.S. Treasury securities, which will be pledged to secure the obligations of the equity unit holders under the stock purchase component of the equity units, which mature on May 15, 2006. In connection with the remarketing, UNM intends to purchase and retire $400 million of the senior notes; therefore, $175 million of senior notes will remain outstanding after completion of the remarketing.

UNM's pro forma equity-adjusted leverage at Dec. 31, 2005 was 25.8% and was within rating expectations. GAAP EBIT fixed-charge coverage was 4.4 times (x) through the first nine months of 2005.

Based in Chattanooga, Tennessee, UnumProvident Corp. is the largest provider of group and individual income protection insurance in the U.S. and the U.K. Total assets and shareholders' equity were $51.9 billion and $7.4 billion at Dec. 31, 2005, respectively.

Fitch assigns the following rating with a Stable Outlook:

UnumProvident Corp.

-- $575 million notes due May 15, 2008 assigned 'BBB-'.

Fitch affirms the following ratings with a Stable Outlook:

UnumProvident Corp.

-- Long-term issuer at 'BBB-';

-- 7.625% notes due March 1, 2011 at 'BBB-';

-- 7.0% notes due July 15, 2018 at 'BBB-';

-- 7.0% notes due Dec. 15, 2023 at 'BBB-';

-- 7.08% notes due Feb. 1, 2024 at 'BBB-';

-- 7.19% notes due Feb. 1, 2028 at 'BBB-';

-- 7.25% notes due March 15, 2028 at 'BBB-';

-- 6.75% notes due Dec.15, 2028 at 'BBB-';

-- 7.375% notes due June 15, 2032 at 'BBB-';

-- 7.25% notes due June 15, 2032 at 'BBB-';

-- 8.25% adjustable conversion equity units at 'BB+'.

Provident Financing Trust I

-- 7.405% junior subordinated capital securities at 'BB+'.

UnumProvident Finance Company plc

-- 6.85% senior notes due Nov. 15, 2015 at 'BBB-'.

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