ALLSTATE CORP — Director's Dealing 2012

Feb 23, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLSTATE CORP (ALL)
CIK: 0000899051
Period of Report: 2012-02-21

Reporting Person: Winter Matthew E (Pres. & CEO Allstate Financial)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-22	Common Stock	M	11700	—	Acquired	11700	Direct
2012-02-22	Common Stock	F	4464	$31.56	Disposed	7236	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-21	Employee Stock Option (Right to Buy)	$31.56	A	144175	Acquired	2022-02-21	Common Stock (144175)	Direct
2012-02-22	Restricted Stock Units	$	M	11700	Disposed		Common Stock (11700)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	506	Indirect

Footnotes

F1: Conversion of previously awarded restricted stock units into an equal number of common shares, without the payment of any consideration, pursuant to The Allstate Corporation 2009 Equity Incentive Plan. Remaining restricted stock units will convert 25% on February 22, 2013 and 25% on February 22, 2014.

F2: Reflects acquisition of 167.0856 shares of The Allstate Corporation common stock since August 30, 2011 under the Allstate 401(k) Savings Plan, pursuant to the most recent plan statement, dated February 16, 2012.

F3: Option exercisable in three increments with 50% vesting on February 21, 2014, 25% vesting on February 21, 2015, and the remaining 25% vesting on February 21, 2016.