- Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: November 30, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

BAILEY DONALD

2. Date of Event Requiring Statement (MM/DD/YYYY) 10/6/2011

3. Issuer Name and Ticker or Trading Symbol

ALLSTATE CORP [ALL]

(Last) (First) (Middle)

TEN TRINITY SQUARE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
_____ Officer (give title below) ___ X ___ Other (specify below)
/ EVP Allstate Insurance Company

(Street)

LONDON, X0 EC3P 3AX

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (Right to Buy)	⁽¹⁾	1/3/2021	Common Stock	82559	$32.23	D
Employee Stock Option (Right to Buy)	⁽²⁾	2/22/2021	Common Stock	86508	$31.74	D
Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock	12411	$0	D
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	Common Stock	14060	$0	D

Explanation of Responses:
( 1)	Option exercisable in three increments with 50% vesting on January 3, 2013, 25% vesting on January 3, 2014, and the remaining 25% vesting on January 3, 2015.
( 2)	Option exercisable in three increments with 50% vesting on February 22, 2013, 25% vesting on February 22, 2014, and the remaining 25% vesting on February 22, 2015.
( 3)	Restricted Stock Units (RSUs) granted 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). The period of restriction began on January 3, 2011, with 50% of the total number of RSUs converting on January 3, 2013, 25% converting on January 3, 2014, and the remaining 25% converting on January 3, 2015.
( 4)	Restricted Stock Units (RSUs) granted 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). The period of restriction began on February 22, 2011, with 50% of the total number of RSUs converting on February 22, 2013, 25% converting on February 22, 2014, and the remaining 25% converting on February 22, 2015.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
BAILEY DONALD TEN TRINITY SQUARE LONDON, X0 EC3P 3AX				EVP Allstate Insurance Company

Signatures
Lisette Willemsen, attorney-in-fact for Mr. Bailey		10/17/2011
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.