PROVIDENT COMPANIES INC /DE/
10-Q/A, 1999-05-18
ACCIDENT & HEALTH INSURANCE
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
 
                               ----------------
 
                                 FORM 10-Q/A
 
                               ----------------
 
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended March 31, 1999.
 
                         Commission file number  1-11834
 
                           PROVIDENT COMPANIES, INC.
            (Exact name of registrant as specified in its charter)
 
               DELAWARE                              62-1598430
                                        (I.R.S. Employer Identification No.)
    (State or other jurisdiction of
    incorporation or organization)
 
                              1 FOUNTAIN SQUARE,
                         CHATTANOOGA, TENNESSEE 37402
              (Address of principal executive offices) (Zip Code)
 
                                (423) 755-1011
             (Registrant's telephone number, including area code)
 
                                     None
  (Former name, former address and former fiscal year, if changed since last
                                    report)
 
   Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
 
Yes [X]  No [_]
 
   Indicate the number of shares outstanding for each of the issuer's classes
of common stock, as of the latest practicable date.
 
                CLASS                         OUTSTANDING AT MARCH 31, 1999
_____________________________________       __________________________________
    Common Stock, $1.00 Par Value                      135,599,276
 
 
                          Total number of pages are 3
 
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<PAGE>
 
                                   SIGNATURES
 
   Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
 
                                          Provident Companies, Inc.
                                          (Registrant)
 
 
   Date: May 14, 1999                     /s/ J. Harold Chandler
                                          -------------------------------------
                                          J. Harold Chandler
                                          Chairman, President and
                                          Chief Executive Officer
 
 
   Date: May 14, 1999
                                          /s/ Thomas R. Watjen
                                          -------------------------------------
                                          Thomas R. Watjen
                                          Vice Chairman and
                                          Chief Financial Officer
 



                                       2
<PAGE>
 
                               INDEX OF EXHIBITS
 
<TABLE>
<CAPTION>
            EXHIBIT                                              PAGE
            -------                                              ----
 <C>        <S>                                                  <C>
 Exhibit 15 Letter re: unaudited interim financial information    29
 Exhibit 27 Financial Data Schedule (for SEC use only)            30
</TABLE>
 
 



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