ALLSTATE CORP — Director's Dealing 2012

Mar 8, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ALLSTATE CORP (ALL)
CIK: 0000899051
Period of Report: 2012-02-27

Reporting Person: Verney Steven C (EVP & Chief Risk Officer, AIC)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14965	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$62.24	2017-02-20	Common Stock (13764)		Direct
Employee Stock Option (Right to Buy)	$53.84	2016-02-21	Common Stock (9000)		Direct
Employee Stock Option (Right to Buy)	$53.84	2016-02-21	Common Stock (12585)		Direct
Employee Stock Option (Right to Buy)	$52.57	2015-02-22	Common Stock (12028)		Direct
Employee Stock Option (Right to Buy)	$31.41	2020-02-22	Common Stock (10417)		Direct
Employee Stock Option (Right to Buy)	$31.74	2021-02-22	Common Stock (22561)		Direct
Employee Stock Option (Right to Buy)	$31.56	2022-02-22	Common Stock (12335)		Direct
Employee Stock Option (Right to Buy)	$48.82	2018-02-26	Common Stock (22058)		Direct
Employee Stock Option (Right to Buy)	$16.83	2019-02-27	Common Stock (50271)		Direct
Employee Stock Option (Right to Buy)	$45.96	2014-02-06	Common Stock (14820)		Direct
Employee Stock Option (Right to Buy)	$31.78	2013-02-07	Common Stock (12980)		Direct
Restricted Stock Units	$		Common Stock (4925)		Direct
Restricted Stock Units	$		Common Stock (6810)		Direct
Restricted Stock Units	$		Common Stock (10166)		Direct
Restricted Stock Units	$	2013-02-27	Common Stock (8846)		Direct

Footnotes

F1: Stock option award granted on February 22, 2010 for 10,417 shares of common stock vesting in 3 increments. 50% vested on February 22, 2012. The remaining increments will vest 25% on February 22, 2013 and 25% on February 22, 2014.

F2: Stock option award granted on February 22, 2011 for 22,561 shares of common stock vesting in 3 increments. 50% vesting on February 22, 2013, 25% vesting on February 22, 2014, and the remaining 25% vesting on February 22, 2015.

F3: Stock option award granted on February 22, 2012 for 12,335 shares of common stock vesting in 3 increments. 50% vesting on February 22, 2014, 25% vesting on February 22, 2015, and the remaining 25% vesting on February 22, 2016.

F4: Stock option award granted on February 27, 2009 for 50,271 shares of common stock vesting in 4 annual increments with the remaining 25% increment vesting on February 27, 2013.

F5: Award of Restricted Stock Units (RSUs) granted on February 22, 2010 under The Allstate Corporation 2009 Equity Incentive Plan. Each RSU represents the right to receive, without the payment of any consideration, one share of Allstate common stock on the day following the last day of the period of restriction (the conversion date). 50% of the total number of RSUs converted on February 22, 2012, 25% will convert on February 22, 2013, and the remaining 25% will convert on February 22, 2014.

F6: Award of Restricted Stock Units (RSUs) granted on February 22, 2011 under The Allstate Corporation 2009 Equity Incentive Plan. Each RSU represents the right to receive, without the payment of any consideration, one share of Allstate common stock on the day following the last day of the period of restriction (the conversion date). 50% of the total number of RSUs will convert on February 22, 2013, 25% will convert on February 22, 2014, and the remaining 25% will convert on February 22, 2015.

F7: Award of Restricted Stock Units (RSUs) granted on February 22, 2012 under The Allstate Corporation 2009 Equity Incentive Plan. Each RSU represents the right to receive, without the payment of any consideration, one share of Allstate common stock on the day following the last day of the period of restriction (the conversion date). 50% of the total number of RSUs will convert on February 22, 2014, 25% will convert on February 22, 2015, and the remaining 25% will convert on February 22, 2016.

F8: Award of Restricted Stock Units (RSUs) granted on February 27, 2009 under The Allstate Corporation Amended and Restated 2001 Equity Incentive Plan. Each RSU represents the right to receive, without the payment of any consideration, one share of Allstate common stock on the day following the last day of the period of restriction (the conversion date). The total number of RSUs will convert on February 27, 2013.