Our time. Our opportunity.

The Allstate Corporation2775 Sanders RoadNorthbrook, IL 60062-6127

The Allstate Corporation 2002 Annual Report,Notice of Annual Meetingand Proxy Statement

The Allstate C

orporation 2002 Annual R

eport, Notice of A

nnual Meeting and P

roxy Statem

ent

Shareholder Information

Table of Contents

Financial Highlights 1Message from the Chairman 2Financial Section 17At a Glance Product Alternatives 22Our People 23Board of Directors 24Senior Management Team 24Notice of Annual Meeting

and Proxy StatementShareholder Information inside back cover

After more than 60 years as part of Sears,Allstate became a publicly traded companyalmost a decade ago.

Since then we’ve seen our customersthrough storms and accidents, earthquakesand hurricanes, bull markets and bear.

Along the way, we’ve grown the company.We’ve focused more intently on the things we do best, and expanded the ways we reachand serve customers. We’ve staked out leader-ship positions in the evolving field of financialservices.

Now we’ve set even higher goals. Andwe’re better prepared and better positionedthan ever.

So the mission going forward is clear: Oneby one, we will deepen relationships with cus-tomers to help provide financial security formillions of American households.

That’s the challenge. That’s the opportunity.That’s Allstate in the next decade and beyond.

Corporate Headquarters/Home OfficeThe Allstate Corporation2775 Sanders RoadNorthbrook, IL 60062-6127(800) 574-3553www.allstate.com

Annual MeetingShareholders of record areinvited to attend the annualmeeting of The AllstateCorporation, Tuesday, May 20, 2003, 11 a.m., Bank OneAuditorium, 1 Bank One Plaza,(Dearborn between Madisonand Monroe), Chicago, IL.

Holders of common stock of record at the close of businesson March 21, 2003 are entitledto vote at the meeting. A noticeof meeting, proxy statement andproxy were provided to share-holders with this annual report.

Transfer Agent/ShareholderRecordsFor information or assistanceregarding individual stockrecords, dividend reinvestment,dividend checks, 1099DIV and1099B tax forms, direct depositof dividend payments, or stockcertificates, call:

(800) 355-5191 within the U.S. or(781) 575-2723 outside the U.S.

Hearing impaired may call(800) 952-9245

Or write:EquiServe Trust Company N.A. P.O. Box 43069 Providence, RI 02940

For items sent by courier or over-night use the following address:EquiServe Trust Company N.A. Attn. Transfer Department 150 Royall StreetCanton, MA 02021

www.equiserve.com

Share Purchase and DividendReinvestment PlanShareholders can reinvest their Allstate dividends as wellas make optional cash depositsto purchase additional shares of Allstate common stock. Please write or call EquiServeTrust Company N.A., as indicated above.

Profit Sharing For information about TheSavings and Profit Sharing Fundof Allstate Employees, call theAllstate Benefits Center at (888) 255-7772.

Exclusive Agent Stock Bonus PlanFor information about the Exclusive Agent IndependentContractors Stock Bonus Plan, call EquiServe Trust CompanyN.A. at (800) 706-9862.

Investor RelationsSecurity analysts, portfolio managers and representatives of financial institutions seeking information about the companyshould contact:Investor RelationsThe Allstate Corporation3075 Sanders Road Northbrook, IL 60062-7127(800) 416-8803

Common Stock and Dividend Information

DividendsHigh Low Close declared

2002

First quarter 38.00 31.03 37.77 .21

Second quarter 41.25 35.90 36.98 .21

Third quarter 39.10 31.74 35.55 .21

Fourth quarter 41.95 33.17 36.99 .21

2001

First quarter 42.94 33.56 41.94 .19

Second quarter 45.90 40.18 43.99 .19

Third quarter 44.89 30.00 37.35 .19

Fourth quarter 38.38 30.58 33.70 .19

Stock price ranges are from the New York Stock ExchangeComposite Listing. As of 4:00p.m. (EST) on March 7, 2003, theclosing price of Allstate commonstock as reported on the NewYork Stock Exchange was $32.13,and there were 157,748 share-holders of record.

Media InquiriesAllstate Media Relations 2775 Sanders Road Northbrook, IL 60062-6127(847) 402-5600

Form 10-K, Other ReportsShareholders may receive with-out charge a copy of The AllstateCorporation Form 10-K annualreport (filed with the Securitiesand Exchange Commission) andother public financial informa-tion for the year ended Dec. 31,2002, by contacting:Investor RelationsThe Allstate Corporation3075 Sanders Road Northbrook, IL 60062-7127(800) 416-8803The Allstate annual report is available online at:www.allstate.com/investor/annual_report

Annual Report RecordingsAudio cassette tapes of theAllstate annual report are available without charge to thevisually impaired by calling (800) 416-8803.

Stock Exchange ListingThe Allstate Corporation com-mon stock is listed on the NewYork Stock Exchange under thetrading symbol ALL. Commonstock is also listed on theChicago Stock Exchange.

Independent AuditorsDeloitte & Touche LLPTwo Prudential Plaza180 North Stetson AvenueChicago, IL 60601-6779

Online InformationInvestor supplements describingAllstate quarterly fiscal results,as well as audio rebroadcasts of investor conferences at whichthe company participates, will be posted on www.allstate.com.Investor conference calls willalso be broadcast from that Web site.

1

Financial Highlights $ in millions, except per share data 2002 2001 % change

Revenues $÷29,579 $÷28,865 2.5

Net income 1,134 1,158 (2.1)

Operating income1 2,075 1,492 39.1

Investments $÷90,650 $÷79,876 13.5

Total assets 117,426 109,175 7.6

Shareholders’ equity 17,438 17,196 1.4

Per diluted common share:

Net income $÷÷÷1.60 $÷÷÷1.60 —

Operating income 2.92 2.06 41.7

Dividends declared 0.84 0.76 10.5

Market value per share:

Close $÷÷36.99 $÷÷33.70

12-month high 41.95 45.90

12-month low 31.03 30.00

Revenues($ in billions)

30

28

26

24

22

2000 2001 2002

29.58

28.8729.13

Total assets($ in billions)

120

110

100

90

80

2000 2001 2002

117.43

109.18

104.81

Net income per diluted common share(In dollars)

4.00

3.00

2.00

1.00

0

2000 2001 2002

1.601.60

2.95

Operating income($ in billions)

3.00

2.25

1.50

.75

0

2000 2001 2002

2.08

1.49

2.00

1Operating income is a measure used by Allstate management, which is not based on generally accepted accounting principles (“non-GAAP”), to supplement its evaluation of Net

income. Operating income is “Income before dividends on preferred securities and cumulative effect of changes in accounting principle, after-tax”, excluding the effects of Realized

capital gains and losses, after-tax, and Gain (loss) on disposition of operations, after-tax. In this computation Realized capital gains and losses, after-tax is presented net of the effects of

Allstate Financial’s deferred policy acquisition cost amortization and additional future policy benefits, to the extent that such effects resulted from the recognition of Realized capital gains

and losses. Further information and a reconciliation of Operating income to Net income appear in the Definitions of Non-GAAP and Operating Measures section of Appendix D of the

Notice of Annual Meeting and Proxy Statement, beginning on page D-3.

“This annual report contains forward-looking statements about Allstate, including statements about its profitability and the impact of Strategic Risk Management. These statements are

subject to the Private Securities Litigation Reform Act of 1995 and are based on management’s estimates, assumptions and projections. Actual results may differ materially from those

projected in the forward-looking statements for a variety of reasons. For example, profitability could be affected by loss costs in our Property-Liability business, including losses due to

catastrophes such as hurricanes and earthquakes in excess of management’s projections. Also, the number of customers priced through SRM could be less than projected by

management if competitive pressures lead to sales of private passenger auto and homeowners insurance that are lower than projected by management. Readers are encouraged to

review the other risk factors facing Allstate that we disclose in our annual report to the Securities and Exchange Commission on Form 10-K. We undertake no obligation to publicly

correct or update any forward-looking statements.”

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Edward M. LiddyChairman, President and CEOThe Allstate Corporation

On behalf of our Allstate employeesand dedicated agencies, I am pleased toreport that your company had a very goodyear in 2002. We significantly improvedour financial results, while some of ourcompetitors continued to struggle. This has enabled us to advance our strategy of helping to protect and secure thefinancial future of our customers, andenhanced the value of your shares.

Just as important, we continued totransform Allstate by getting better andbigger in the personal lines insurancemarket and by broadening our financialservices offerings. By doing so, we wereable to give our customers more ways toprotect and grow their assets. Allstate’ssuccessful implementation of our business plan should provide for morepredictable and sustained growth, createadditional opportunities for our employeesand agencies and ultimately translate into a reliable and rewarding picture forour investors.

In a time of corporate mistrust, youshould feel confident that your boardworked diligently over the past year to further strengthen our corporate governance processes. These processeswere recently recognized by a leadinginvestor services group as being amongthe very best in corporate America.

With the 10-year anniversary of ourinitial public offering only months away,Allstate is well-positioned for both accelerated growth and sustained profitability. Over the past decade, wehave continuously refined our strategy tomeet the ever-changing expectations ofthe marketplace.

We have broadened our business sothat, as we reach out in new directions,our journey will take us both further andfaster in our quest to reassure you, ourshareholders, that Allstate has the rightstrategy at the right time. Our perfor-mance in 2002 represents anothermilestone in achieving those goals thatwe set for ourselves and we’ll endeavor tobuild on those accomplishments in 2003.

Message from the Chairman

At the core of our company are only twothings: people and capital. With the rightpeople and sound stewardship of ourfinancial resources, we can confidentlydeliver on our promise - to give our cus-tomers peace of mind by protecting theirproperty and their lives, and to help themachieve financial security.

Having the assurance of one of theindustry’s strongest balance sheets helpsgive us, and our customers, that confi-dence. But more importantly, I’m fortunateto work with the finest employees andagencies in the business, and to have thesupport and good sense of the best man-agement team in the insurance industry.Together, we have fashioned a strategythat worked very well in 2002, and has usreadied for the future.

I’m honored to lead the work ahead.

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2002 ResultsAs usual, numbers help tell the story:

• In our Allstate brand standard autoinsurance, our largest single product,Premiums written2 rose 5.9 percentlast year and loss ratios moderated compared with 2001.

• The improvement was even more dramatic in our Allstate brand home-owners product, where Premiumswritten were up 18 percent. Aspromised, we’re on track to bring prof-itability to targeted levels by mid-2003.

• Our Ivantage independent agencybusiness increased Premiums written by 4.5 percent and cut itsUnderwriting loss3 approximately inhalf. We’re on schedule to achieve targeted levels of profitability.

• In financial services, we performedwell despite one of the most difficultmarket environments in memory.

Overall Property-Liability Premiums written rose 5.8 percent and Operatingincome jumped 54.8 percent, drivenlargely by decisive pricing and risk man-agement actions. Premiums anddeposits4 in our Allstate Financial busi-ness rose 11.6 percent and Operatingincome gained 5.5 percent.

For the company as a whole,Operating income increased 39.1 per-cent, from $1.49 billion to $2.08 billion. A solid performance.

These accomplishments helped driveup the value of your Allstate stock during

Allstate today has a window of opportunity wecan use to strengthen and consolidate ourcompetitive position. We’re determined to seizethat advantage. Execution will be the key.

2002. Total return for the year increased 12.3 percent over 2001, compared with anaverage loss of 22 percent among compa-nies in the Standard & Poor’s 500 (S&P), aswell as outperforming all insurance indicesthat S&P tracks. Your dividend increasedfor the ninth straight year, while we com-pleted one share repurchase program andauthorized another in early 2003.

Of course, not everything was perfect.We had our challenges: Declining inter-est rates reduced our investment incomeand, as a result of deteriorating capitalmarkets, losses on securities in ourinvestment portfolio cut into Net income.

Elsewhere, regulation and other fac-tors slowed opportunities for growth inkey states such as California, Texas andFlorida. Issues like medical inflation andmold claims, as well as adverse trends inenvironmental and asbestos litigation,caused us to strengthen reserves.

In all of these areas, we acted quickly to confront concerns. We did the samewith respect to rate increases in auto andhomeowners. Because we were ahead of the industry curve, we are hitting profitability targets faster and gaininggreater strategic flexibility than many ofour competitors for 2003 and beyond.

Other trendlines are pointed in similarly positive directions:

• In our protection business, the focusof our customer base is shifting. We’reincreasing the number of more prof-itable customers while decreasing thenumber of less profitable ones.

• In financial services, our mix of busi-ness likewise is expanding from aprimary reliance on life insuranceproducts toward more asset accumu-lation products across a range ofdistribution channels.

• We continue to refine our organizationto reflect the company’s businessstrategy. In September 2002, wejoined our Allstate property and casu-alty and Ivantage businesses toleverage their resources. We intend tostrengthen and deepen the relation-ships with agencies and customers inboth channels.

• Our protection claims organizationsuccessfully completed a nationalconsolidation of claims offices, sub-stantially reducing overhead costswhile allowing us to focus our peopleand resources on front-line customerservice and severity control.

This progress reflects the effort andexpertise of everyone in the organization.Change is never easy, even when it’sworking. But what we’ve accomplishedhas created real momentum. Allstatetoday has a window of opportunity wecan use to strengthen and consolidateour competitive position.

We’re determined to seize that advantage. Execution will be the key.Underlying our better, bigger andbroader strategy are seven priorities thatwill help make Allstate the company cus-tomers prefer to help bring alive theirversion of the American Dream.

2Premiums written is used in the property-liability insurance industry to measure the amount of premiums charged for policies issued during a fiscal period. Premiums are considered

earned (“Premiums earned” is a GAAP measure) and are included in financial results on a pro-rata basis over the policy period. Further information and a reconciliation of Premiums

written to Premiums earned appear in the Definitions of Non-GAAP and Operating Measures section of Appendix D of the Notice of Annual Meeting and Proxy Statement, beginning

on page D-3.

3Underwriting income (loss) is a non-GAAP measure used by Allstate management to supplement its evaluation of Property-Liability Net income. Underwriting income (loss) is

Premiums earned, less Claims and claims expense (“losses”) and underwriting expenses as determined using GAAP. Further information and a reconciliation of Underwriting income to Net

income appear in the Definitions of Non-GAAP and Operating Measures section of Appendix D of the Notice of Annual Meeting and Proxy Statement, beginning on page D-3.

4Premiums and deposits is an operating measure used by Allstate management to analyze production trends for Allstate Financial sales. Premiums and deposits includes premiums on

insurance policies and annuities, and all deposits and other funds received from customers on deposit-type products which are accounted for by Allstate as liabilities, rather than as rev-

enue, including the net new deposits of Allstate Bank. Further information and a table illustrating where Premiums and deposits are reflected in the consolidated financial statements

appear in the Definitions of Non-GAAP and Operating Measures section of Appendix D of the Notice of Annual Meeting and Proxy Statement, beginning on page D-3.

4

Designers Insurance Agency, Fairfax, Va. – Agent Wally Arcayan’s outbound marketing results have been aided by ECRM. “My team is more targeted in its outreach,” says Arcayan.

5

1. Meeting Customer Needs“Putting the customer first” is too often an empty promise. Mistrust in the marketplace is real, and it creates problems for many companies. But it also creates opportunities for those who can consistently meet andexceed expectations. Allstate is working to be that kind of company.

In the recent era of rapid growth and massmarketing, many businesses believed thekey to success was “pushing product.”Many companies still do. But it’s a strategyout of sync with today’s realities.

We know the only way for Allstate to win in a crowded and competitivemarketplace is to understand and meetcustomer needs, one-on-one, better thananyone else in the business. So we’reconstantly studying what matters most toour customers – what attracts them, sat-isfies them and keeps them coming back.

For example, research shows thatAllstate customers closely associate ourtraditional protection products with otherfinancial services. But to help make thatconnection a reality, we have to offer aspectrum of financial solutions – fromprotecting their current assets with

products like auto and homeownersinsurance to providing for their futurefinancial security with savings andinvestment opportunities.

And we’re constantly assessing market trends to introduce new products.In 2002, for example, we redesignedsome long-term care and life insurancepolicies and introduced important newannuity features for customers.

We also offer alternatives in terms ofaccessibility. We’re available to customersthrough Allstate’s exclusive agency network, the Internet and our toll-freetelephone number. Moreover, customerscan also buy Allstate products throughindependent agents, banks and financialservices firms.

To succeed, we must pull together ourvarious products and ways to interact

with customers in ways that help usunderstand and anticipate customers’current and future needs. One toolwe’re testing is Enterprise CustomerRelationship Management (ECRM).It’s a technology that helps us betterunderstand our customer needs,especially in response to significantlife events. It gives our agencies, ourWeb site and our telephone centers abetter ability to interact with our cus-tomers in a more personal manner.

By tapping into true needs ratherthan simply pushing product, weintend to draw on the reservoir ofconsumer goodwill that we knowexists. Customers want to be satisfied,to be delighted, to be loyal. Our job isto help make that possible.

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2. Help Middle America AchieveFinancial Security

But who are our customers? They are teachers, firefighters, professionalsfrom all walks of life. Mostly they are middle-income Americans whowant and need better protection and retirement planning. Many havebeen ignored or intimidated by traditional financial services companies.And with relationships with one out of six American households, Allstate is in a unique position to help them achieve financial security.

Steinbacher residence, Marysville, Wash. – Commercial tradesman Jason Steinbacher and wife Andrea (with newborn daughter Malia) think they will move to a larger home soon, and they intend to seek out their agent Bruce Pleasant when they start planning for Malia’s education costs.

7

5New sales of financial products by Allstate exclusive agencies is an operating measure used by Allstate management to quantify the

current year sales of financial products by the Allstate proprietary distribution channel. New sales of financial products by Allstate exclusive agencies

includes annual premiums on new insurance policies, initial premiums and deposits on annuities, deposits in the Allstate Bank, sales of other com-

pany’s mutual funds and generally excludes renewal premiums. Further information appears in the Definitions of Non-GAAP and Operating Measures

section of Appendix D of the Notice of Annual Meeting and Proxy Statement, beginning on page D-3.

Our focus is clear. Allstate does not wantto be all things to all people in financialservices. We want to be more things tomore people. So we don’t plan on beinga player in the consumer finance or bro-kerage businesses, for example. Insteadwe focus on areas adjacent to our exist-ing business – asset protection, assetaccumulation and life insurance and sav-ings.

Within our overall customer base, we likewise focus on an underservedsegment of the financial services market-place. Households earning between$30,000 and $100,000 a year have anaggregate income of $3.1 trillion. Likemost Americans, they want to buildassets for a home, for college educationand especially for retirement.

Our protection business gives Allstatea great place to start – because of ourbrand name and large customer base.Also, because insuring assets like homesand cars is the first step toward financialsecurity. But to build on that base for thefuture, we must make the most of ourexisting customer relationships.

That’s where our Allstate agenciesplay a critical role. They have answeredthe challenge and broadened theirexpertise. More than half have studied,tested and are licensed to sell a broadrange of financial products. We call them

Personal Financial Representatives. Morethan a third also regularly partner withAllstate’s Exclusive Financial Specialists(EFS) – more than 1,000 professionalswho focus solely on life insurance andfinancial, rather than property/casualty,products.

The strategy is already working. New sales of financial products byAllstate exclusive agencies5 reached $1.6 billion in 2002 – more than in thethree previous years combined.

In addition to life insurance, annuitiesand mutual funds, we offer insured savings accounts, certificates of deposit,insured money-market accounts andother savings and lending productsthrough our Allstate Bank. Deposits havegrown rapidly, reaching $610 million inless than 18 months. It’s one more waywe’re reaching customers with new solutions that fit their financial futures.

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3. Improve Agency RelationshipsMeeting customers’ needs and helping them achieve financial security is everyone’s job at Allstate, but the people customers seemost – the faces and voices of our company in the community – are Allstate agencies and EFSs.

The Parthenon, Nashville, Tenn. – Dennis Smith was among the first agents to secure his Series 6/63 licenses. Smith also has partnered with Allstateto develop new ways for agencies to manage their businesses more efficiently.

9

Allstate’s local presence is a long-stand-ing strategic advantage, and it will be justas important in the future. But runningan agency is harder than it used to be.Competition is keener, costs keep risingand the industry keeps changing.

We’ve made some changes too. Inrecent years, for example, almost allAllstate employee agencies have madethe shift to independent contractors.Likewise, we asked our agencies tobecome educated on new products, new processes, new technology. To becompetitive, all these changes wereessential. But they still were wrenching.

So now, more than ever, our job atAllstate is to help make the work of ouragencies easier, not harder. And to givethem more ways to win.

One way we can help is by providingmore opportunities to sell more productsto more customers. Our expansion intofinancial services, for example, is broad-ening their revenue base.

We’ll also help by expanding localagency advertising and marketing programs in 2003. We’ll make more tech-nology enhancements available, basedupon guidelines and feedback fromagencies themselves. And, by linking

compensation to strategies that produce more profit for the agencyand for the company, we’ll help motivate and encourage agencies to build their businesses.

We’re working in other ways, too. Because so many agencies are active as volunteer leaders in their communities, we’re increasingfinancial and other support for localcommunity efforts.

All this represents progress. Butwe need to do much more. Nationallythe trend is toward larger agencieswith more support staff. So, for agencies, finding and training moreemployees, organizing businesses forgreatest efficiencies, and financinggrowth initiatives all are issues wemust help them address. By listeningharder to them, and working harderwith them, we’ll help create moreopportunities for them.

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4. Deepen Relationships With Our Financial Partners

Allstate exclusive agencies serve one of the biggest customer bases in the business, with a presence in 14 million American households. But the other 90 million-plus U.S. households need financial services too.To be a leader, we must be able to serve consumers who prefer to do their financial business through other channels.

Allstate reaches these consumers in avariety of ways. Approximately 80,000independent agents and financial plan-ners sell Allstate products under theLincoln Benefit Life name. We also pro-vide Allstate Financial products through awide range of blue-chip financial servicesfirms, including many of the largestnational and regional investment advisoryfirms and banks, as well as through inde-pendent insurance agents andbrokerages.

Diversified distribution is good for growth. In 2002, for example, totalPremiums and deposits in the bankchannel rose 38 percent, easily surpass-ing projections. Today, Allstate ranksthird in life insurance, sixth in fixed annu-ity and eighth in variable annuity salesthrough banks.

We’re also diversified in terms ofproducts we can offer customers – fromtraditional life insurance to mutual fundsto annuities and 529 college savingsplans. And we’re constantly adding toour portfolio based on feedback fromconsumers and producers. Productdevelopment at Allstate today is fasterand more focused.

One example is the Allstate®

Treasury-Linked Annuity, which com-bines the safety and security of a fixedannuity with the opportunity for growth,based on the five-year U.S. Treasury yield.Based on extensive investor research and developed by a cross-functionalteam of Allstate Financial and AllstateInvestments professionals, the Allstate®

Treasury-Linked Annuity was launched in February 2002. It recorded $762 million

5. Simplify Doing Business With Allstate

Reaching customers through Allstate agencies or other distribution chan-nels is only the beginning. To succeed, we need to nurture customerrelationships. Every interaction is an opportunity to serve, satisfy and retaintheir loyalty. So we need to provide real solutions and support – no matterwhat, where or when.

in sales in just nine months. Some of its features are so unique we’ve evenapplied for a patent.

Another growing distribution channel focuses on workplace market-ing. Allstate’s Workplace Division sellslife insurance, disability and supplemen-tal insurance coverage throughindependent agencies to employees atmore than 20,000 small and mid-sizedbusinesses across the country.

All told, these non-proprietary chan-nels accounted for 80.2 percent of thetotal Premiums and deposits generatedby the Allstate Financial business unit in 2002. Our aim is to continuallystrengthen these relationships by offering more products and generatingmore revenue with our successful producer-partners.

Our most important interactions withcustomers involve claims. So we’re con-stantly seeking innovative ways to make

the claims experience faster, better andmore attuned to customer needs.

For example, we expanded our

innovative Sterling Autobody Centers,which offer customers the option of hav-ing Allstate-owned facilities repair their

11

a wealth of services and information,including paying a bill, reporting a claim,purchasing a policy, viewing policy information or learning about invest-ment-planning basics.

The response has been positive.Registration for our online Customer Care Center more than doubled during2002. Nearly nine of 10 visitors wereeither very or completely satisfied withthe overall experience.

Like our Web presence, 1-800-Allstateis available to customers 24 hours a day,seven days a week. For example, our tele-

Allstate Customer Information Center, Charlotte, N.C. – Allstate CICs provide extensive upfront and ongoing training to elevate and maintain strong customer service skills. (Instructor Charlotte Tucker pictured.)

autos. Compared with traditionalalternatives, Sterling AutobodyCenters have substantially lowerrepair times. Plans call for continuedexpansion in 2003 and beyond.

Beyond claims, customers have more routine interactions such as policy changes or bill payments. Andthey want to do them on their time, on their terms. We try to make that as easy as possible.

So we’re continually expanding ouronline presence at allstate.com. MostAmerican customers can choose from

phone centers answered more than50,000 calls for agencies that wereclosed the day after Thanksgiving last year.

Our Customer Information Centers(CIC) offer all the services available on our Web site and more. All told, 1-800-Allstate handled nearly 10 mil-lion calls last year from claims reportsto agent referrals.

It’s already a powerful partnership.Allstate.com and 1-800-Allstate helphandle many routine service tasks,freeing agencies to focus more onbuilding relationships and satisfyingcustomers. They also bring new customers into agencies. Our focuswill be to continue to leverage thisrelationship with Allstate agencies and Exclusive Financial Specialists.

12

Leaving school, Scottsdale, Ariz. – Persistent work by agent Chris King and more flexible SRM auto policy pricing won back working mother of twoAudrey Contreras from a competitor. Contreras has auto, renters and life policies with Allstate.

13

6. Achieve Profitable GrowthFocusing on customers first is the surest way to build our business.But as we expand, we must keep a close eye on our bottom line andour capital as well.

to total policies in force. The same is truewhen we sell more policies to the samenumber of customers.

It’s also important to remember thatthe impact of SRM is cumulative. Today,customers priced through SRM repre-sent about 25 percent of our totalbusiness. Within five years, they willaccount for two-thirds, and the cumula-tive effects will be significant. Oneexample: High-lifetime-value customersare renewing their policies today at a rate1 percent to 2 percent higher than othercustomers. Over 10 years, that couldmean substantially fewer defections.

Moving forward, we know profitability,growth and acceptable returns can livetogether, even when the need arises toadapt to different regulatory and marketconditions. In 1998, for example, Allstate

created a separate property/casualtycompany in New Jersey to deal withprofitability issues. Today, AllstateNew Jersey is profitable and growing.We’re currently looking at this andother options in states where we facesimilar profitability challenges.

Finally, generating profitablegrowth requires that we be highly visible in the marketplace. That’s why late last year we dramaticallyincreased advertising and marketingspending, with a focus on encourag-ing current single-line customers tobecome multi-line customers. We’llbuild on that marketing momentum in2003 and supplement national effortswith local plans in key markets.

It all starts with our Strategic RiskManagement (SRM) tool that integratesunderwriting, pricing and marketing to help attract and retain the right cus-tomers with the right products at theright price. In particular, SRM helps usattract and keep high-lifetime-value cus-tomers – the kind who are more likely torenew their policies and buy more prod-ucts from Allstate.

In one 22-state sample, for instance,the share of new standard auto customersin high-value segments increased from28 percent to 43 percent. Retention ratesin those segments are higher. And thosecustomers buy more, too. In the samestudy, cross-sell results were 51 percentmore in higher-value segments.

The long-term benefits are obvious:When we lose fewer customers, we add

14

Allstate Investments trading floor, Northbrook, Ill. – A 100-member investments team actively manages the company’s investment decisions.

15

7. Maintain Our Financial StrengthSupporting growth – in our customer base, in our distribution networks andin our product portfolio – is the financial strength that has made us a stablecompany for decades. When we tell our customers, our investors and ouremployees, “You’re In Good Hands with Allstate,®” the commitment carrieswith it an awesome responsibility. While some companies today find theirresources and reputations declining, financial strength ensures that Allstatewill be able to keep its promises.

Strength comes from strategy and focus. Since our public offering, we soldnon-core businesses, including largecommercial accounts, reinsurance andmortgage insurance. That channeled ourenergies and resources to markets wherewe had the best chance of winning, whilelimiting our catastrophe exposure andshielding our asset base against multi-billion-dollar losses.

Financial strength comes from sound governance, transparency and acommitment to integrity. Our board isrecognized as one of the most indepen-dent in America. In recent years we’veincreased the transparency of our finan-cial reporting. What’s more, we operatein one of the most regulated industriesanywhere. Our principles, accountingand otherwise, are sound. So when I signour financial statements every quarter, I do it with a steady hand.

Strength also comes from soundinvestment decisions that help improvereturns for shareholders. AllstateInvestments, LLC, an Allstate subsidiary,manages our $91 billion portfolio. Webelieve in being diversified and value-oriented. While almost no one emergedunscathed from economic downturns inrecent years – Allstate fared far better

than most. In 2002, for example, ourinvestment writedowns, while substantial,amounted to only one half of 1 percent ofthe average portfolio for the year. Andwhile the major rating agencies down-graded the life operations of many othercompanies in the industry, our ratingsfrom A.M. Best Company, Moody’sInvestors Service and Standard & Poor’sremained unchanged at the same highlevels that we have consistently enjoyedover the past five years.

Finally, financial strength comes fromalways being conscious of costs. In 2002,our Property-Liability expense ratiodeclined again, from 23.9 percent to 23.3 percent. The reduction reflected premium increases and companywideefforts by individuals at all levels. SixSigma initiatives implemented in AllstateFinancial and a more rigorous procure-ment governance process also yieldedincremental savings.

Staying true to these priorities whilemaking prudent moves to ensure that ourreserves are sufficient to address liquidityrequirements will help keep us financiallystrong far into the future.

16

Looking AheadClearly, we have a full plate of initiatives going forward. Our agenda isambitious, yet achievable. And our confidence in the future is bolstered bylessons from the recent past.

In the near decade since becoming a public company, much has changed atAllstate. But several characteristics haveremained consistent:

• We have an unwavering commitmentto integrity. Our word is our bond.

• Our approach to change has beencalculated, not haphazard. We built on our core strengths.

• We place a premium on execution. We did what we said we’d do.

• We demonstrated a passion for success. Our employees have been able to embrace, and to implement change.

These attributes will continue to serve us well. In many ways, Allstatetoday represents the best of both worlds.As a company with roots that go backmore than 70 years, we have financialstrength and one of America’s finestbrands. Having functioned on our own as a public company for nearly a decade,we’re becoming nimble enough torespond to changing markets and customer preferences.

The combination makes us a formidable competitor. We’ll draw on all of these resources as we expand ouroperations and our opportunities in the years ahead.

Sincerely,

Edward M. LiddyChairman, President and CEO

17

Financial Data Allstate operates from a strong position financially, with $117.4 billion in assets and shareholders’ equity of$17.4 billion. Its main business units,Property-Liability and Allstate Financial,

provide insurance, investment and retirement products to 14 million house-holds served through Allstate directly,and 2.5 million households servedthrough non-proprietary channels.

Revenues($ in billions)

30

28

26

24

22

2000 2001 2002

29.58

28.8729.13

Comparison of Cumulative Total ReturnFor a $100 initial investment made as of December 31, 1997, 1998, 1999, 2000 and 2001.Allstate vs. Published Indices

$175

150

125

100

75

50

25

0

Five-year Return(Invested at 12/31/97)

Four-year Return(Invested at 12/31/98)

Three-year Return(Invested at 12/31/99)

Two-year Return(Invested at 12/31/00)

One-year Return(Invested at 12/31/01)

Allstate

S&P 500

S&P 500 Property/Casualty

90.2497.08

88.68

104.59

75.64

94.9188.80

68.79

81.98

112.26

78.03

89.14

163.27

62.57

126.98

Operating income($ in billions)

3.00

2.25

1.50

.75

0

2000 2001 2002

2.08

1.49

2.00

Net income($ in billions)

3.00

2.25

1.50

.75

0

2000 2001 2002

1.131.16

2.21

The chart above compares the cumulative

performance of Allstate’s returns for an initial

$100 investment made at the end of each of

the preceding five year periods, with the

performance of the S&P 500 and S&P 500

Property/Casualty indices. The chart shows the

changes in cumulative value of an initial $100

investment over the indicated time periods,

assuming all dividends are reinvested quarterly.

18

Consolidated FinancialHighlights

Allstate provides insurance, investmentand retirement products to more than 14 million households served throughAllstate directly and 2.5 million house-holds served through non-proprietarychannels, and has approximately 12,300exclusive agents in the United States andCanada. Customers can access Allstateproducts and services through Allstateagents, allstate.com and 1-800-Allstate.Ivantage includes EncompassSM and

DeerbrookSM Insurance brand propertyand casualty insurance products that are sold exclusively through independentagents. Allstate Financial products canalso be accessed through independentagents and representatives of banks and securities firms. The consolidatedfinancial results of Allstate include itsProperty-Liability, Allstate Financial andCorporate and Other business units.

Revenues increased to $29.58 billion in2002 from $28.87 billion in 2001 due toincreased Premiums earned in theProperty-Liability business, Life andannuity premiums and contract chargesin the Allstate Financial business andNet investment income. Offsetting theseincreases was a higher level of net realized capital losses in 2002 whencompared to 2001.

Net income declined to $1.13 billion in2002 from $1.16 billion in 2001 due tohigher realized capital losses when com-pared to 2001, and the cumulative effectof a 2002 change in accounting principle.Net income per diluted common share in2002 was equal to 2001 as reduced Netincome was offset by the positive impactsof Allstate’s share repurchase program.Allstate repurchased 12 million sharestotaling $446 million during 2002.

Operating income increased to $2.08billion in 2002 from $1.49 billion in 2001due to higher Operating income in bothProperty-Liability and Allstate Financial.

Revenues($ in billions)

30

28

26

24

22

2000 2001 2002

29.58

28.8729.13

Operating income($ in billions)

3.00

2.25

1.50

.75

0

2000 2001 2002

2.08

1.49

2.00

1.131.16

2.21

Net income($ in billions)

3.00

2.25

1.50

.75

0

2000 2001 2002

19

Premiums written increased to $23.92billion in 2002 from $22.61 billion in 2001due to increases in the standard auto andhomeowners lines. These increases weredue to increased premium rates, but werepartially offset by a decline in the numberof policies. Increases in Premiums writtenin standard auto and homeowners werepartially offset by declines in Premiumswritten in the Allstate brand non-standard auto line related to the imple-mentation of programs to addressprofitability trends in this line.

Net income for Property-Liabilityincreased to $1.27 billion in 2002 from$926 million in 2001. This increase was theresult of higher Operating income, par-tially offset by increased realized capitallosses and the Cumulative effect of achange in accounting principle.

Operating income for Property-Liability increased to $1.63 billion in2002 from $1.05 billion in 2001. Thisincrease was due to higher Premiumsearned and lower catastrophe losses.These factors were partially offset byhigher insurance claims and claimsexpenses and declines in Net investmentincome. During 2002, claims and claimsexpenses were affected by a higher aver-age cost per claim, which was partiallyoffset by a lower rate of claim occurrence.

Outlook Property-Liability will continueto seek approval for rate changes wher-ever and whenever it’s appropriate, andto pursue other actions such as under-writing process improvements, that willpromote a targeted level of profitability.Strategic plans are also in place toincrease the retention of current cus-tomers, increase the number of agentsand market to a focused group of con-sumers who are best able to provideprofitable growth.

Property-LiabilityHighlights

Allstate’s Property-Liability business is the second largest personal propertyand casualty insurer in the UnitedStates. It is principally engaged in thesale of private passenger auto andhomeowners insurance.

Premiums written($ in billions)

24

22

20

18

16

2000 2001 2002

23.92

22.61

21.86

Operating income($ in billions)

2.4

1.8

1.2

.6

0

2000 2001 2002

1.63

1.05

1.54

Net income($ in billions)

2.4

1.8

1.2

.6

0

2000 2001 2002

1.27

0.93

1.86

20

Allstate Financial Highlights The Allstate Financial business provideslife insurance, investment and retirementproducts through Allstate agents, inde-pendent agents and representatives ofbanks and securities firms.

Premiums and deposits increased to$11.83 billion in 2002 from $10.61 billionin 2001 due to an increase in fixed annu-ity sales and an increase in deposits atthe Allstate Bank. These increases werepartially offset by a significant decline insales of institutional products reflectingunfavorable credit market conditions, andvariable annuities caused by poor equitymarket performance.

Net income for Allstate Financialdeclined to a loss of $22 million in 2002from Net income of $363 million in 2001.This decrease was the result of theCumulative effect of a change inaccounting principle and higher realizedcapital losses in 2002 compared to 2001.

Operating income for AllstateFinancial increased to $556 million in2002 from $527 million in 2001. Thisincrease was due to new product sales,management actions to improve thegross investment margin, which is themargin earned on investments in excessof interest credited on policies, adjust-

ments for prior year tax liabilities and theelimination of goodwill amortization dueto an accounting change. Theseincreases were partly offset by higherAmortization of deferred policy acquisi-tion costs related to variable annuitiesresulting from the equity market environ-ment during 2002, and increasedOperating costs and expenses.

Outlook Allstate Financial will continueto manage its investment margin tomaintain profitable spreads betweeninvestment yields and interest creditingrates on its inforce products. Manage-ment will also continue to evaluate theinvestment environment and manageproduct pricing to ensure that new prod-uct sales generate acceptable returns.Allstate Financial will continue tostrengthen its relationships within itscurrent distribution channels by enhanc-ing its focus on key distribution partnersand Allstate agents.

Premiums and deposits($ in billions)

16

12

8

4

0

2000 2001 2002

11.83

10.61

12.25

Operating income($ in millions)

600

450

300

150

0

2000 2001 2002

556527520

Net income($ in millions)

600

450

300

150

0

2000 2001 2002

(22)

363

469

21

Investments Highlights

Net Investment Income($ in billions)

6.0

4.5

3.0

1.5

0

2000 2001 2002

4.854.804.63

Property-LiabilityAllstate FinancialCorporate and Other

Investment Growth($ in billions)

100

75

50

25

0

2000 2001 2002

90.65

79.8874.48

Property-LiabilityAllstate FinancialCorporate and Other

Distribution of Fixed Income Assets by Credit Quality (In Percent)

At Dec. 31, 2002:

Investment Grade Aaa/Aa/A

Investment Grade Baa

Below Investment Grade Ba

Below Investment Grade B or Lower

86%

63%

72%

8%

29%

21%

3%

3%

3%

3%

5%

4%

Property-LiabilityAllstate FinancialConsolidated

0 20 40 60 80 100

Investment GrowthConsolidated investment balancesincreased to $90.65 billion in 2002 from $79.88 billion in 2001, or 13.5%, primarily due to increased cash flowsfrom growth in operations, as well asincreased unrealized gains in fixedincome assets generated in a lower interest rate environment.

Fixed Income Portfolio QualityAllstate’s fixed income portfolios are bothhighly-diversified and of high quality. Ona consolidated basis, approximately 93%of Allstate’s fixed income assets are ofinvestment grade quality. Allstate consid-ers a security investment grade when ithas received a rating from the NationalAssociation of Insurance Commissionersof 1 or 2, a Moody’s rating of Aaa, Aa, Aor Baa, or a comparable internal rating.The high quality nature of the portfoliosprovide the foundation for the risk man-agement framework that best meetseach business unit’s financial objectivesand risk tolerance levels.

Outlook The continued presence of asoft economy, geopolitical risks and his-torically low interest rates will present achallenging investment climate in 2003.Allstate believes a disciplined approachto risk management and asset allocationcombined with an active managementphilosophy will continue to serve Allstatewell in the coming year.

Net Investment IncomeAllstate’s consolidated Net investmentincome for 2002 increased to $4.85 billionfrom $4.80 billion in 2001, or 1.2%, pri-marily due to higher investment balances,but partially offset by lower yields on pur-chases of new fixed income securities.Investment strategies are focused onachieving consistent growth in invest-ment income within the context of overallasset growth and available market yields.

Taxable Fixed Income 63%

Tax-Exempt Fixed Income 22%

Commercial Mortgage Loans 7%

Equity 4%

Other 4%

Total Corporation$90.65 billion

Taxable Fixed Income 30%

Tax-Exempt Fixed Income 56%

Equity 10%

Other 4%

Property-Liability$34.25 billion

Allstate Investments, LLC is a wholly-owned subsidiary of The AllstateCorporation responsible for managingthe invested assets of the principal busi-ness units, Property-Liability and AllstateFinancial. Allstate Investments, LLCworks closely with Allstate’s businessunits to design effective market andcredit quality, liquidity and asset alloca-tion strategies that will most effectivelysupport their business objectives.Allstate is a major investor in manydomestic securities markets and partici-pates in several international investmentmarkets. Working within a comprehen-sive risk management framework,Allstate’s team of dedicated investmentprofessionals takes an active marketstance in pursuit of generating returns in excess of appropriate benchmarks insupport of the Company’s overall financial objectives.

Asset AllocationAllstate’s consolidated allocation ofassets is designed to best support theneeds of its business units. Allstate’sportfolio of invested assets is heavilyweighted towards fixed income securi-ties. Fixed income securities provide themost effective match to the businessunits’ financial objectives while bestsupporting Allstate policyholder claimpayments. The balanced allocationacross both fixed income and equitymarkets performed well during theunique and volatile capital markets thatexisted during 2002.

At Dec. 31, 2002:

Taxable Fixed Income 84%

Commercial Mortgage Loans 11%

Other 5%

Allstate Financial$55.26 billion

22

At a Glance Product Alternatives

5. Wealth TransferEstate planning products:

Fixed Survivorship Life InsuranceVariable Survivorship Life Insurance

4. Asset Management and AccumulationFixed AnnuitiesVariable AnnuitiesSingle Premium Immediate AnnuitiesUniversal Life InsuranceVariable Universal Life InsuranceStructured Settlement AnnuitiesMutual FundsIRAsRoth IRAsSIMPLE IRAsSEP IRAs529 PlansCoverdell Education Savings Accounts

3. Short-term Financial ObjectivesChecking AccountsSavings AccountsCertificates of DepositMoney Market AccountsMortgages

2. Family Life ProtectionTerm Life InsuranceUniversal Life InsuranceVariable Universal Life InsuranceLong-term Care InsuranceDisability Insurance

1. Asset ProtectionAuto InsuranceHomeowners InsuranceCondominium InsuranceRenters InsuranceScheduled Personal PropertyCommercial Auto InsuranceCustomizer-Small Business Owner InsuranceLandlord Package InsuranceMobile Home InsuranceMotorcycle InsuranceBoat InsurancePersonal Excess Liability InsuranceEmergency Roadside Service Plans

5.

4.

3.

2.

1.

Allstate offers a wide range of protection and savings tools that work

together to achieve financial security.

23

Our People

The success of any business rests on the shoulders of its people. That’s particu-larly true in a business like ours. Ourproduct is our people and the service theydeliver each and every day.

Allstate has long understood the relationship between company perfor-mance and an effective work environ-ment that recognizes and rewards per-formance while enabling employees topursue personal and professional goals.

Allstate offers a distinctive employ-ment opportunity including an inclusiveand effective work environment thatensures dignity and respect for all indi-viduals, competitive pay and benefits,opportunities for development, and qual-ity leadership – all designed to attract thebrightest new talent and retain and moti-vate our skilled workforce.

We are pleased to receive confirma-tion externally that we’re on the righttrack with our employment practices andwork environment. Allstate has been rec-ognized repeatedly in variouspublications including: CAREERS & thedisABLED, Fortune, Hispanic, LATINAStyle, Money, Training Magazine andWorking Mother.

And, while we’re proud of the recog-nition, we know we can’t rest on ourlaurels. Our workforce is a competitiveadvantage. Employees have the opportu-nity on a regular basis to provide theirfeedback through a survey processdesigned to monitor the effectiveness ofour work environment. We continuallylook for ways to improve the work envi-ronment and provide the tools ouremployees need to be successful.

A Diverse WorkforceShown are minority and female employee percentages of the company’s total U.S. workforceSource: EEO-1 report, December 2002

Total Total Total African Total Total Asian/ Total Native TotalNumber by Female American Hispanic Pacific Islander American Minority

Job Category Category Percent Percent Percent Percent Percent Percent

Officials & Managers 5,614 41.6 11.8 5.0 2.7 0.4 19.9

Professionals 18,789 49.2 13.2 6.0 5.0 0.4 24.5

Technicians 30 3.3 6.7 3.3 3.3 0 13.3

Sales Workers 209 18.7 9.1 4.3 3.8 0.5 17.7

Office Workers 13,779 84.1 24.0 10.2 3.1 0.4 37.8

Craft Workers 98 8.2 10.2 18.4 4.1 0 32.7

Total Workforce 38,519 60.3 16.8 7.4 4.0 0.4 28.6

Data as of 12/22/02 (Employee counts only. Exclude EAs, EFSs & IAs)

24

The Allstate Corporation Board of Directors

Allstate InsuranceCompany SeniorManagement Team(as of 3/1/03)

F. Duane AckermanChairman, President and Chief Executive OfficerBellSouth Corporation

James G. AndressRetired Chairman and Chief Executive OfficerWarner Chilcott PLC

Edward A. BrennanRetired Chairman,President and ChiefExecutive Officer Sears, Roebuck and Co.

W. James FarrellChairman and Chief Executive Officer Illinois Tool Works Inc.

Jack M. GreenbergRetired Chairman and Chief Executive OfficerMcDonald’s Corporation

Ronald T. LeMayPresident and Chief Operating OfficerSprint Corporation

Edward M. LiddyChairman, President and Chief Executive Officer The Allstate Corporation

Michael A. MilesSpecial Limited Partner Forstmann Little & Co.

J. Christopher ReyesChairmanReyes Holdings LLC

H. John Riley Jr.Chairman, President and Chief Executive OfficerCooper Industries Ltd.

Joshua I. SmithChairman and Managing PartnerThe Coaching Group

Judith A. SprieserChief Executive OfficerTransora

Mary Alice TaylorIndependent BusinessExecutive

Edward M. LiddyChairman, President and Chief Executive Officer

Robert S. ApatoffSenior Vice President and Chief Marketing Officer

Catherine S. BruneSenior Vice President and Chief Technology Officer

Joan M. CrockettSenior Vice PresidentHuman Resources

Dan L. HaleSenior Vice President and Chief Financial Officer

Ernest A. LausierPresidentIvantage Group

Michael J. McCabeSenior Vice President andGeneral Counsel

Ronald D. McNeilSenior Vice PresidentProduct Operations

Robert W. PikeExecutive Vice PresidentAdministration andSecretary

Eric A. SimonsonPresident Allstate Investments, LLC

Casey J. SyllaPresident Allstate Financial

Thomas J. WilsonPresident Allstate Protection

AcknowledgmentThree officers, Rick Cohen, Frank Pollard and Steve Groot, retired from The Allstate Corporation in 2002.Each of these individuals provided lengthy, loyal service toward making Allstate the great company it istoday. Their contributions were valued immensely, and their counsel and wisdom will be missed.

Shareholder Information

Table of Contents

Financial Highlights 1Message from the Chairman 2Financial Section 17At a Glance Product Alternatives 22Our People 23Board of Directors 24Senior Management Team 24Notice of Annual Meeting

and Proxy StatementShareholder Information inside back cover

After more than 60 years as part of Sears,Allstate became a publicly traded companyalmost a decade ago.

Since then we’ve seen our customersthrough storms and accidents, earthquakesand hurricanes, bull markets and bear.

Along the way, we’ve grown the company.We’ve focused more intently on the things we do best, and expanded the ways we reachand serve customers. We’ve staked out leader-ship positions in the evolving field of financialservices.

Now we’ve set even higher goals. Andwe’re better prepared and better positionedthan ever.

So the mission going forward is clear: Oneby one, we will deepen relationships with cus-tomers to help provide financial security formillions of American households.

That’s the challenge. That’s the opportunity.That’s Allstate in the next decade and beyond.

Corporate Headquarters/Home OfficeThe Allstate Corporation2775 Sanders RoadNorthbrook, IL 60062-6127(800) 574-3553www.allstate.com

Annual MeetingShareholders of record areinvited to attend the annualmeeting of The AllstateCorporation, Tuesday, May 20, 2003, 11 a.m., Bank OneAuditorium, 1 Bank One Plaza,(Dearborn between Madisonand Monroe), Chicago, IL.

Holders of common stock of record at the close of businesson March 21, 2003 are entitledto vote at the meeting. A noticeof meeting, proxy statement andproxy were provided to share-holders with this annual report.

Transfer Agent/ShareholderRecordsFor information or assistanceregarding individual stockrecords, dividend reinvestment,dividend checks, 1099DIV and1099B tax forms, direct depositof dividend payments, or stockcertificates, call:

(800) 355-5191 within the U.S. or(781) 575-2723 outside the U.S.

Hearing impaired may call(800) 952-9245

Or write:EquiServe Trust Company N.A. P.O. Box 43069 Providence, RI 02940

For items sent by courier or over-night use the following address:EquiServe Trust Company N.A. Attn. Transfer Department 150 Royall StreetCanton, MA 02021

www.equiserve.com

Share Purchase and DividendReinvestment PlanShareholders can reinvest their Allstate dividends as wellas make optional cash depositsto purchase additional shares of Allstate common stock. Please write or call EquiServeTrust Company N.A., as indicated above.

Profit Sharing For information about TheSavings and Profit Sharing Fundof Allstate Employees, call theAllstate Benefits Center at (888) 255-7772.

Exclusive Agent Stock Bonus PlanFor information about the Exclusive Agent IndependentContractors Stock Bonus Plan, call EquiServe Trust CompanyN.A. at (800) 706-9862.

Investor RelationsSecurity analysts, portfolio managers and representatives of financial institutions seeking information about the companyshould contact:Investor RelationsThe Allstate Corporation3075 Sanders Road Northbrook, IL 60062-7127(800) 416-8803

Common Stock and Dividend Information

DividendsHigh Low Close declared

2002

First quarter 38.00 31.03 37.77 .21

Second quarter 41.25 35.90 36.98 .21

Third quarter 39.10 31.74 35.55 .21

Fourth quarter 41.95 33.17 36.99 .21

2001

First quarter 42.94 33.56 41.94 .19

Second quarter 45.90 40.18 43.99 .19

Third quarter 44.89 30.00 37.35 .19

Fourth quarter 38.38 30.58 33.70 .19

Stock price ranges are from the New York Stock ExchangeComposite Listing. As of 4:00p.m. (EST) on March 7, 2003, theclosing price of Allstate commonstock as reported on the NewYork Stock Exchange was $32.13,and there were 157,748 share-holders of record.

Media InquiriesAllstate Media Relations 2775 Sanders Road Northbrook, IL 60062-6127(847) 402-5600

Form 10-K, Other ReportsShareholders may receive with-out charge a copy of The AllstateCorporation Form 10-K annualreport (filed with the Securitiesand Exchange Commission) andother public financial informa-tion for the year ended Dec. 31,2002, by contacting:Investor RelationsThe Allstate Corporation3075 Sanders Road Northbrook, IL 60062-7127(800) 416-8803The Allstate annual report is available online at:www.allstate.com/investor/annual_report

Annual Report RecordingsAudio cassette tapes of theAllstate annual report are available without charge to thevisually impaired by calling (800) 416-8803.

Stock Exchange ListingThe Allstate Corporation com-mon stock is listed on the NewYork Stock Exchange under thetrading symbol ALL. Commonstock is also listed on theChicago Stock Exchange.

Independent AuditorsDeloitte & Touche LLPTwo Prudential Plaza180 North Stetson AvenueChicago, IL 60601-6779

Online InformationInvestor supplements describingAllstate quarterly fiscal results,as well as audio rebroadcasts of investor conferences at whichthe company participates, will be posted on www.allstate.com.Investor conference calls willalso be broadcast from that Web site.