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 (Date of earliest event reported): December 12, 2002


                            THE ALLSTATE CORPORATION
               (Exact name of Registrant as Specified in Charter)

    Delaware                        1-11840                     36-3871531
 ---------------                --------------               ----------------
 (State or other                 (Commission                  (IRS Employer
 jurisdiction of                 File Number)               Identification No.)
  organization)


                      2775 Sanders Road
                     Northbrook, Illinois              60062
--------------------------------------------------------------------------------
           (Address of Principal Executive Offices)     Zip


       Registrant's telephone number, including area code: (847) 402-5000


                                       N/A
          (Former Name or Former Address if Changed Since Last Report)








Item 5.    OTHER EVENTS

Certain exhibits are filed herewith in connection with the Prospectus Supplement
dated December 12, 2002 to the Prospectus dated June 19, 2000, filed as part of
the Registration Statement on Form S-3 (Registration No. 333-39640; declared
effective on June 30, 2000) filed by The Allstate Corporation (the "Company")
with the Securities and Exchange Commission covering Debt Securities issuable
under an Indenture relating to Senior Debt Securities, dated as of December 16,
1997, between the Company and State Street Bank & Trust Company as amended by
the Third Supplemental Indenture dated as of July 23, 1999 and the Sixth
Supplemental Indenture dated as of June 12, 2000.

On December 12, 2002, the Company executed an Underwriting Agreement (the
"Underwriting Agreement") with Banc One Capital Markets, Inc., UBS Warburg LLC
and certain other underwriters named therein. Pursuant to the Underwriting
Agreement, the Company is issuing $250,000,000 principal amount of 6.125% Senior
Notes Due 2032 (the "Securities") under a Ninth Supplemental Indenture, to be
dated as of December 17, 2002 (the "Ninth Supplemental Indenture"). The
Underwriting Agreement, the form of the Ninth Supplemental Indenture and an
opinion of counsel are filed as exhibits hereto. The form of the Securities is
included as Exhibit A to the form of the Ninth Supplemental Indenture.







Item 7.    FINANCIAL STATEMENTS AND EXHIBITS

           (c)      Exhibits

EXHIBIT NO.     DESCRIPTION
-----------     -----------

        1       Underwriting Agreement, dated as of December 12, 2002, between
                the Company and Banc One Capital Markets, Inc., UBS Warburg LLC
                and certain other underwriters.

        4.1     Form of Ninth Supplemental Indenture between the Company and the
                Trustee, including the form of the Securities as Exhibit A.

        5.1     Opinion of LeBoeuf, Lamb, Greene & MacRae, L.L.P.

        12      Computation of Earnings to Fixed Charges Ratio








                                    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 thereunto duly authorized.

                                       THE ALLSTATE CORPORATION


                                       By: /s/ Emma M. Kalaidjian
                                          -------------------------------------
                                          Name:   Emma M. Kalaidjian
                                          Title: Assistant Secretary


Dated: December 13, 2002







                                  EXHIBIT INDEX

EXHIBIT NO.     DESCRIPTION
-----------     -----------

        1       Underwriting Agreement, dated as of December 12, 2002, between
                the Company and Banc One Capital Markets, Inc., UBS Warburg LLC
                and certain other underwriters.

        4.1     Form of Ninth Supplemental Indenture between the Company and the
                Trustee, including the form of the Securities as Exhibit A.

        5.1     Opinion of LeBoeuf, Lamb, Greene & MacRae, L.L.P.

        12      Computation of Earnings to Fixed Charges Ratio