UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report August 9, 2004 (Date of earliest event reported) VESTA INSURANCE GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 63-1097283 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3760 River Run Drive 35243 Birmingham, Alabama (Zip Code) (Address of principal executive offices) (205) 970-7000 (Registrant's telephone number, including area code) Item 9 and 12. Results of Operations and Financial Condition. On August 9, 2004, the Registrant reported its earnings for the quarter ended June 30, 2004. Attached to this Current Report on Form 8-K is a copy of the Company's press release dated August 9, 2004. This release is being furnished to the Securities and Exchange Commission under Item 12. SIGNATURE 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, thereto duly authorized. Dated as of August 9, 2004. VESTA INSURANCE GROUP, INC. By: /s/ Donald W. Thornton ------------------------------ Its: Senior Vice President -- General Counsel and Secretary