Exhibit 4(a) Allstate Life Insurance Company A Stock Company Home Office: 3100 Sanders Road, Northbrook, Illinois 60062-7154 ................................. ................................................ Flexible Premium Deferred Variable Annuity...

Exhibit 4(a)

Allstate Life
Insurance Company
A Stock Company

Home Office: 0000 Xxxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000-0000
.................................................................................

Flexible Premium Deferred Variable Annuity Contract

This Contract is issued to the Owner in consideration of the initial purchase
payment. Allstate Life Insurance Company ("Allstate Life") will pay the benefits
of this Contract, subject to its terms and conditions.

Throughout this Contract, "you" and "your" refer to the Owner(s) of this
Contract. "We", "us" and "our" refer to Allstate Life Insurance Company.

Contract Summary
This flexible premium deferred variable annuity provides a cash withdrawal
benefit, a death benefit, and a settlement value during the Accumulation Phase
and periodic income payments beginning on the Payout Start Date during the
Payout Phase.

The dollar amount of income payments or other values provided by this Contract,
when based on the investment experience of the Variable Account, will vary to
reflect the performance of the Variable Account. For amounts in the Market Value
Adjusted Fixed Account, the withdrawal benefit, the settlement value, transfers
to other Investment Alternatives and any amount applied to an Income Plan may be
subject to a Market Value Adjustment which may result in an upward or downward
adjustment of the amount distributed.

This Contract does not pay dividends.

The tax status of this Contract as it applies to the Owner should be reviewed
each year.

PLEASE READ YOUR CONTRACT CAREFULLY.

This is a legal Contract between the Owner(s) of this Contract and Allstate Life
Insurance Company.

Trial Examination Period
Upon written request we will provide you with factual information regarding the
benefits and provisions contained in this Contract. If you are not satisfied
with this Contract for any reason, you may cancel it by written notification
within 20 days after you receive it. We will refund purchase payments allocated
to the Variable Account, adjusted to reflect investment gain or loss from the
date of allocation through the date of cancellation, plus any purchase payments
allocated to the Fixed Account Options. (Where required by state law, we will
refund purchase payments.) If this Contract is qualified under Section 408 of
the Internal Revenue Code, we will refund the greater of any purchase payments
or the Contract Value.

If you have any questions about your Allstate Life Insurance Company variable
annuity, please contact Allstate Life at (000) 000-0000.

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Secretary Chairman and Chief Executive Officer

Flexible Premium Deferred Variable Annuity

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TABLE OF CONTENTS
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ANNUITY DATA PAGE..............................................................3

THE PERSONS INVOLVED...........................................................5

ACCUMULATION PHASE.............................................................6

PAYOUT PHASE..................................................................16

INCOME PAYMENT TABLES.........................................................20

GENERAL PROVISIONS............................................................22

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ANNUITY DATA PAGE
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Contract Number:.......................................................444444444

Owner:..................................................................Xxxx Xxx

Annuitant:..............................................................Xxxx Xxx
Age at Issue:........................................................35
Sex:...............................................................Male

Issue Date:..........................................................May 1, 2002

Initial Purchase Payment:.............................................$10,000.00
Tax Qualification:...........................................................XXX

Variable Account:.............Allstate Life Insurance Company Separate Account A

Allocation of Initial Purchase Payment:
Allocated
Amount (%)
Variable Sub-account
Fund Manager Sub-account A 10%
Fund Manager Sub-account B 10%
Fund Manager Sub-account C 10%
Fund Manager Sub-account D 10%

Rate
Allocated Current Annual Guaranteed
Amount (%) Interest Rate Through

Dollar Cost Averaging Fixed Account
6 Month Transfer Period Account 5% 4.50% 11/01/2002
12 Month Transfer Period Account 5% 5.00% 05/01/2003

Standard Fixed Account
1 Year Guarantee Period Account 10% 4.50% 05/01/2003

Market Value Adjusted Fixed Account
3 Year Guarantee Period Account 10% 4.75% 05/01/2005
5 Year Guarantee Period Account 10% 5.25% 05/01/2007
7 Year Guarantee Period Account 10% 5.50% 05/01/2009
10 Year Guarantee Period Account 10% 5.75% 05/01/2012

Minimum Guaranteed Annual Rate
Dollar Cost Averaging Fixed Account:.......................................3.00%
Standard Fixed Account:....................................................3.00%

Payout Start Date:...................................................May 1, 2066

Charges for the Contract on the Issue Date:

Annualized Charges
Administrative Expense Charge:.............................................0.35%
Mortality and Expense Risk Charges:
Base Contract:.....................................................1.10%
Spousal Protection Rider:..........................................0.15%
Enhanced Beneficiary Protection Rider A:...........................0.30%
Enhanced Beneficiary Protection Rider B:...........................0.30%
Earnings Protection Death Benefit Rider:...........................0.35%

Annual Charges
Contract Maintenance Charge...............................................$30.00
(Charge may be waived. See your Contract for details)
Retirement Income Guarantee Rider 2 Fee................0.75% of the Income Base*
*See your rider for details

Additional charges will apply if you add any Contract riders after the Issue
Date. Additional charges may apply if you make a transfer or withdrawal. See
your Contract for details.

Co - Annuitant Age Sex
-------------- --------------- --------------
Xxxx Xxx 40 F

Primary Beneficiary Relationship to Owner Percentage
------------------- --------------------- --------------
Xxxx Xxx Wife 100%

Contingent Beneficiary Relationship to Owner Percentage
---------------------- --------------------- --------------
Xxxxx Xxx Daughter 100%

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THE PERSONS INVOLVED
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OWNER The person named at the time of application is the Owner of this Contract
unless subsequently changed. As Owner, you will receive any periodic income
payments, unless you have directed us to pay them to someone else. The Contract
cannot be jointly owned by both a non-living person and a living person, unless
the Owner(s) took ownership of the Contract as the Beneficiary. If the Owner is
a trust, the Owner will be considered a non-living person.

You may exercise all rights stated in this Contract, subject to the rights of
any irrevocable Beneficiary.

You may change the Owner or Beneficiary at any time by written notice in a form
satisfactory to us. Once we accept a change, the change will take effect as of
the date you signed the request. Each change is subject to any payment we make
or other action we take before we accept it.

You may not assign an interest in this Contract as collateral or security for a
loan. However, you may assign periodic income payments under this Contract prior
to the Payout Start Date. We are bound by an assignment only if it is signed by
the assignor and filed with us. We are not responsible for the validity of an
assignment.

If more than one person is designated as Owner:

- Owner as used in this Contract refers to all people named as Owners, unless
otherwise indicated;

- any request to exercise ownership rights must be signed by all Owners; and

- on the death of any person who is an Owner, the surviving person(s) named
as Owner(s) will continue as Owner(s), as described in the Death of Owner
provision.

ANNUITANT The Annuitant is the person named on the Annuity Data Page. The
Annuitant must be a living person. You cannot change the Annuitant at any time.

BENEFICIARY The two classes of Beneficiaries are Primary Beneficiaries and
Contingent Beneficiaries. Primary Beneficiaries and Contingent Beneficiaries are
individually and collectively referred to herein as "Beneficiaries".

The Primary Beneficiary is the person(s) named on the Annuity Data Page unless
later changed by the Owner. The Primary Beneficiary is the Beneficiary(ies) who
is first entitled to receive benefits under this Contract upon the death of the
sole surviving Owner.

The Contingent Beneficiary is the person(s) named on the Annuity Data Page
unless later changed by the Owner. The Contingent Beneficiary is entitled to
receive benefits under the Contract upon the death of the sole surviving Owner,
when all Primary Beneficiary(ies) predecease the sole surviving Owner.

You may change or add Beneficiaries at any time by written request in a form
satisfactory to us, unless you have designated an irrevocable Beneficiary. You
may restrict income payments to Beneficiaries by written request in a form
satisfactory to us. Once we accept a request, the change or restriction will
take effect as of the date you signed the request. Any change is subject to any
payment we make or other action we take before we accept the change.

If no named Beneficiary is living when the sole surviving Owner dies, or if a
Beneficiary has not been named, the new Beneficiary will be:

1. your spouse, or if he or she is no longer living,
ii. your surviving children equally, or if you have no surviving
children,
iii. your estate.

If there is more than one Beneficiary and one of the Beneficiaries is a
corporation, trust or other non-living person, all Beneficiaries will be
considered to be non-living persons.

Unless you have provided directions, in writing in a form satisfactory to us, to
the contrary, the Beneficiaries will take equal shares. If there is more than
one Beneficiary in a class and one of the Beneficiaries predeceases the Owner,
the remaining Beneficiaries in that class will divide the deceased Beneficiary's
share in proportion to the original share of the remaining Beneficiaries.

SURVIVOR CLAUSE
For purposes of this Contract, in determining whether a living person, including
an Owner, Primary Beneficiary, Contingent Beneficiary, or Annuitant ("Living
Person A") has survived another living person, including an Owner, Primary
Beneficiary, Contingent Beneficiary, or Annuitant ("Living Person B"), Living
Person A must survive Living Person B by at least 24 hours. Otherwise, Living
Person A will be conclusively deemed to have predeceased Living Person B.

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ACCUMULATION PHASE
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ACCUMULATION PHASE DEFINED The "Accumulation Phase" is the first of two phases
during your Contract. The Accumulation Phase begins on the Issue Date stated on
the Annuity Data Page. This phase will continue until the Payout Start Date
unless this Contract is terminated before that date.

CONTRACT YEAR A "Contract Year" is the 365 day period (366 days for a leap year)
beginning on the Issue Date and on each anniversary of the Issue Date.

VALUATION DATE AND VALUATION PERIOD A "Valuation Date" is each date Monday
through Friday on which the New York Stock Exchange is open for regular trading.
A "Valuation Period" is the time interval beginning at the closing of the New
York Stock Exchange on a Valuation Date and ending at the closing of the New
York Stock Exchange on the following Valuation Date.

PURCHASE PAYMENTS The initial purchase payment is shown on the Annuity Data
Page. You may make subsequent purchase payments during the Accumulation Phase.
We reserve the right to impose a minimum amount on each subsequent purchase
payment. This minimum amount will not exceed $1,000. We also reserve the right
to limit cumulative purchase payments to a maximum amount of $1,000,000. We may
limit your ability to make subsequent purchase payments in order to comply with
the laws of the state where this Contract is delivered.

We will invest the purchase payments in the Investment Alternatives you select.
You may allocate any portion of your purchase payment in whole percents from 0%
to 100% or in exact dollar amounts to any of the Investment Alternatives. The
total allocation of your purchase payment to the Investment Alternatives you
select must equal 100%.

The allocation of the initial purchase payment is shown on the Annuity Data
Page. Allocation of each subsequent purchase payment will be the same as the
allocation for the most recent purchase payment unless you change the
allocation. You may change the allocation of subsequent purchase payments at any
time, without charge, by notice in a form satisfactory to us. Any change will
take effect as of the day we receive the notice.

INITIAL PURCHASE PAYMENT ALLOCATION If the Trial Examination Period provision
requires us to refund purchase payments, then during the Trial Examination
Period, we reserve the right to invest the purchase payments you allocated to
the Variable Account to a money market Variable Sub-account available under this
Contract. We will notify you if we do so. At the end of the Trial Examination
Period, the amount in the money market Variable Sub-account will be allocated to
the Variable Sub-accounts as originally designated by you. This allocation will
not be considered a transfer.

INVESTMENT ALTERNATIVES Investment Alternatives are the Sub-accounts of the
Variable Account and the Fixed Account Options under this Contract.

We reserve the right in our sole discretion to:

- make additional Investment Alternatives available;

- modify, substitute or eliminate any current or future Investment
Alternatives we make available; and

- establish and modify the terms and conditions for making purchase payments
to, withdrawals from, and transfers to or from any of the Investment
Alternatives we make available.

Without limiting the foregoing:

We reserve the right to impose limitations on the Investment Alternatives in
which you may invest. These limitations may include, but are not limited to,
maximum investment limits on certain Variable Sub-accounts or on certain Fixed
Account Options, exclusion of certain Variable Sub-accounts or of certain Fixed
Account Options, required minimum allocations to certain Variable Sub-accounts,
and/or the required use of automatic portfolio rebalancing. A current
explanation and list of investment limitations is set forth in the prospectus
that pertains to your Contract.

VARIABLE ACCOUNT The "Variable Account" for this Contract is shown on the
Annuity Data Page. This account is a separate investment account to which we
allocate assets contributed under this and certain other contracts. The income,
gains and losses, realized or unrealized, from assets allocated to the Variable
Account are credited to or charged against the account without regard to our
other income, gains or losses.

If we deem it to be in the best interests of persons having voting rights under
the Contracts, the Variable Account may be operated as a management company
under the Investment Company Act of 1940, as amended, or it may be deregistered
under such Act in the event such registration is no longer required.

VARIABLE SUB-ACCOUNTS The Variable Account is divided into Sub-accounts. Each
Sub-account represents an investment in the shares of the mutual fund underlying
that Sub-account. We may offer additional Sub-accounts of the Variable Account
at our discretion. We reserve the right to limit the number of Sub-accounts of
the Variable Account that may be invested in at any one time.

We reserve the right, subject to applicable law, to make additions to, deletions
from, or substitutions for the shares of the underlying mutual fund of the
Sub-accounts of the Variable Account. We will not substitute any shares
attributable to your interest in a Sub-account of the Variable Account without
notice to you and prior approval of the Securities and Exchange Commission, to
the extent required by the Investment Company Act of 1940, as amended.

We reserve the right to establish additional Sub-accounts of the Variable
Account, each of which would invest in shares of a mutual fund. You may then
instruct us to allocate purchase payments or transfers to such Sub-accounts,
subject to any terms set by us or the mutual fund. We reserve the right to limit
the availability of Sub-accounts and/or funds for this Contract.

In the event of any such substitution or change, we may by endorsement, make
such changes as may be necessary or appropriate to reflect such substitution or
change.

FIXED ACCOUNT OPTIONS There are 3 Fixed Account Options under this Contract. The
Fixed Account Options are the Dollar Cost Averaging Fixed Account Option, the
Standard Fixed Account Option and the Market Value Adjusted Fixed Account
Option.

DOLLAR COST AVERAGING FIXED ACCOUNT OPTION The Dollar Cost Averaging Fixed
Account is divided into individual Transfer Period Accounts. A new Transfer
Period Account is established each time you allocate a purchase payment to the
Dollar Cost Averaging Fixed Account and you choose the term length of the new
Transfer Period Account. Purchase payments may not be allocated to any existing
Transfer Period Account. No amount may be transferred into the Dollar Cost
Averaging Fixed Account. Each Transfer Period Account is identified by the date
the Transfer Period Account begins and the term length of the Transfer Period
Account. Each purchase payment allocated to a Transfer Period Account must be at
least $500. We will offer term lengths from which you may select for your
Transfer Period Account(s), which may range from three to eighteen months;
however, we may modify or eliminate the term lengths we offer at our discretion.

Amounts in a Transfer Period Account will earn interest at the rate declared for
the Transfer Period Account at the time it is established. This interest rate
will be in effect for the term of the Transfer Period Account. Each purchase
payment and all associated interest in a Transfer Period Account must be
transferred to the other Investment Alternatives according to your allocation
instructions in equal monthly installments during the term of the Transfer
Period Account. We reserve the right to restrict the Investment Alternatives
available for transfers from any Transfer Period Account. We may offer weekly,
quarterly, semi-annual or other installment transfer period alternatives, at our
discretion. For each purchase payment, the first transfer from a Transfer Period
Account will begin on the first Valuation Date after the payment is received by
us. If we do not receive an allocation instruction from you when payment is
received by us, the purchase payment and all associated interest will be
transferred to the money market Variable Sub-account in equal installments until
we have received a different allocation instruction.

At the expiration of a Transfer Period Account, any residual amount will be
automatically transferred to the money market Variable Sub-account. If you
discontinue the Dollar Cost Averaging Option before the expiration of a Transfer
Period Account, the remaining balance will be transferred on the day we receive
notification to the money market Variable Sub-account unless you request a
different Investment Alternative.

GUARANTEE PERIOD ACCOUNT The Standard Fixed Account and Market Value Adjusted
Fixed Account are divided into individual Guarantee Period Accounts. A new
Guarantee Period Account is established each time you allocate a purchase
payment or transfer to the Standard Fixed Account or Market Value Adjusted Fixed
Account. Each Guarantee Period Account is identified by the date the Guarantee
Period Account was established and the term length of the Guarantee Period
Account. You may not allocate a purchase payment or transfer to any existing
Guarantee Period Account. Each purchase payment or transfer into a Guarantee
Period Account must be at least $500. We will offer the following term lengths
you may choose from for your Guarantee Period Accounts:

- one year for the Standard Fixed Account
- from one to ten years for the Market Value Adjusted Fixed Account

We may add to, modify or eliminate the term lengths we offer at our discretion.

You must choose the term length for a new Guarantee Period Account from the term
lengths we offer for the Standard Fixed Account and the Market Value Adjusted
Fixed Account at the time you create the new Guarantee Period Account. If you
allocate a purchase payment or transfer to the Standard Fixed Account or the
Market Value Adjusted Fixed Account, but you do not select a term length for the
new Guarantee Period Account, we will allocate the purchase payment or the
transfer to a new Guarantee Period Account with the same term length as the
Guarantee Period Account of your most recent purchase payment or transfer to the
same Fixed Account Option. If we no longer offer that term length, then we will
allocate the purchase payment or the transfer to a new Guarantee Period Account
with the next shortest term currently offered for that Fixed Account Option. If
you have not made a prior allocation to a Guarantee Period Account, then we will
allocate the purchase payment or the transfer to a new Guarantee Period Account
of the shortest term we are offering at that time.

STANDARD FIXED ACCOUNT OPTION The following provisions apply to Guarantee Period
Accounts of the Standard Fixed Account Option. Amounts in a Guarantee Period
Account will earn interest at the rate declared for the term length at the time
it is established. This interest rate will be in effect for one year. On the
first anniversary of a Guarantee Period Account, we will declare a renewal
interest rate, which will remain in effect for one year. Subsequent renewal
dates will be on the anniversaries of the first renewal date.

The total amount of transfers and withdrawals from any individual Guarantee
Period Account during a Contract Year cannot exceed 30% of the amount used to
establish that Guarantee Period Account. Any portion of the total allowable
transfer and withdrawal amount that is not transferred or withdrawn in a
Contract Year will not increase the allowable transfer and withdrawal amount for
any subsequent Contract Year. This limit will be waived if you elect to withdraw
your entire Contract Value.

Prior to the renewal date of each Guarantee Period Account we will mail you a
renewal notice outlining the options available to you. During the 30 day period
after a renewal date, the 30% limit described above will be waived and you may
transfer or withdraw all or a portion of the amount in the renewing Guarantee
Period Account. If you make a withdrawal, a Withdrawal Charge and any applicable
taxes may apply. If we receive notification of your election to make a transfer
or withdrawal from a renewing Guarantee Period Account on or before the renewal
date, the transfer or withdrawal will be deemed to have occurred on the renewal
date. If we receive notification of your election to make a transfer or
withdrawal from the renewing Guarantee Period Account after the renewal date,
but before expiration of the 30 day period, (i) the transfer or withdrawal will
be deemed to have occurred on the day we receive such notice, and (ii) the
amount transferred or withdrawn will earn interest for the period beginning on
the renewal date and ending on the day we receive notification of your election
at the renewal interest rate declared. Any remaining balance not withdrawn or
transferred from the renewing Guarantee Period Account will continue to earn
interest until the next renewal date at the renewal interest rate declared. If
we do not receive notification from you within the 30 day period, you will be
deemed to have elected to renew the Guarantee Period Account and the amount in
the renewing Guarantee Period Account will continue to earn interest at the
renewal interest rate declared until the next renewal date, and will be subject
to all restrictions of the Standard Fixed Account.

MARKET VALUE ADJUSTED FIXED ACCOUNT OPTION The following provisions apply to
Guarantee Period Accounts of the Market Value Adjusted Fixed Account Option.
Amounts in a Guarantee Period Account will earn interest at the rate declared
for the term length at the time it is established. This interest rate will be in
effect for the term of the Guarantee Period Account. Upon the expiration of the
term of the Guarantee Period Account, unless you specify otherwise, we will
transfer the amount in the expiring Guarantee Period Account to establish a new
Guarantee Period Account with the same term length and at an interest rate
declared by us. The new Guarantee Period Account will be established as of the
day immediately following the expiration date of the expiring Guarantee Period
Account ("New Account Start Date").

Prior to the expiration of each Guarantee Period Account, we will mail you a
notice outlining the options available to you. During the 30 day period after
the expiration of a Guarantee Period Account, you may transfer or withdraw all
or a portion of the amount in the expiring Guarantee Period Account without a
Market Value Adjustment. If you make a withdrawal, a Withdrawal Charge and any
applicable taxes may apply. If we receive notification of your election to make
a transfer or withdrawal from an expiring Guarantee Period Account on or before
the New Account Start Date, the transfer or withdrawal will be deemed to have
occurred on the New Account Start Date. If we receive notification of your
election to make a transfer or withdrawal from an expiring Guarantee Period
Account after the New Account Start Date, but before expiration of the 30 day
period, (i) the transfer or withdrawal will be deemed to have occurred on the
day we receive such notice; and (ii) the amount transferred or withdrawn will
earn interest for the period beginning on the New Account Start Date and ending
on the day we receive notification of your election. Any remaining balance not
withdrawn or transferred will earn interest for the term of the new Guarantee
Period Account, at the interest rate declared for such Account. If we do not
receive notification from you within the 30 day period, you will be deemed to
have elected to transfer the amount in the expiring Guarantee Period Account to
establish a new Guarantee Period Account with the same term length, and the
amount in the new Guarantee Period Account will continue to earn interest at the
interest rate declared for the new Guarantee Period Account, and will be subject
to all restrictions of the Market Value Adjusted Fixed Account. If we no longer
offer the term length of the expiring Guarantee Period Account, the term length
of the new Guarantee Period Account will be the next shortest term length we
offer for the Market Value Adjusted Fixed Account at that time, and the interest
rate will be the rate declared by us at that time for such term.

MARKET VALUE ADJUSTMENT A Market Value Adjustment will apply to any withdrawal
or transfer from a Guarantee Period Account of the Market Value Adjusted Fixed
Account other than during the 30 day period after such Guarantee Period Account
expires. A Market Value Adjustment also may apply to amounts in the Market Value
Adjusted Fixed Account if we pay Death Proceeds or if the Payout Start Date
begins on a day other than during the 30 day period after such Guarantee Period
Account expires.

A Market Value Adjustment is an increase or decrease in the amount reflecting
changes in the level of interest rates since the Guarantee Period Account was
established. As used in the formula below, "Treasury Rate" means the U. S.
Treasury Note Constant Maturity yield as reported in Federal Reserve Bulletin
Release H.15. If such yields cease to be available in Federal Reserve Bulletin
Release H.15, then we will use an alternate source for such information in our
discretion. The Market Value Adjustment is determined using the following
adjustment factor:

.9 x {I - (J + .0025)} x N
where:

I = the Treasury Rate for a maturity equal to the term length of
the Guarantee Period Account for the week preceding the
establishment of the Guarantee Period Account;

J = the Treasury Rate for the same maturity as I, as of the week
preceding the date amounts are transferred or withdrawn from
the Guarantee Period Account, the date we determine the Death
Proceeds, or the Payout Start Date, as the case may be
("Market Value Adjustment Date"); and

N = the number of whole and partial years remaining in the term
of the Guarantee Period Account, measured from the Market
Value Adjustment Date to the expiration of the Guarantee
Period Account.

The amount subject to a Market Value Adjustment is multiplied by the adjustment
factor to determine the amount of the Market Value Adjustment.

CREDITING INTEREST We credit interest daily to money allocated to the Fixed
Account Options at interest rates which compound over one year to the interest
rates we declared when the money was allocated. We will credit interest to the
initial purchase payment from the Issue Date. We will credit interest to
subsequent purchase payments from the day we receive them. We will credit
interest to amounts transferred from the day the transfer is made. The
annualized interest rate for the Dollar Cost Averaging Fixed Account and the
Standard Fixed Account will never be less than 3%.

TRANSFERS Prior to the Payout Start Date, you may transfer amounts among the
Investment Alternatives. You may make 12 transfers per Contract Year without
charge. Each transfer after the 12th in any Contract Year may be assessed a
transfer fee of up to 2.0% of the amount transferred. Any transfers made from
the Dollar Cost Averaging Fixed Account do not count as one of the free
transfers allowed each Contract Year; and are not assessed a transfer fee.
Multiple transfers on a single Valuation Date are considered a single transfer
for purposes of assessing the transfer fee.

We reserve the right to limit the number of transfers among the Variable
Sub-accounts in any Contract Year or to refuse any transfer request submitted by
or on behalf of an Owner or certain Owners if, in our sole discretion:

- We believe that excessive trading by such Owner or Owners or a specific
transfer request or group of transfer requests may have a detrimental
effect on Unit Values or the share prices of the underlying mutual
funds or would be to the disadvantage of other contract owners; or

- We are informed by one or more of the underlying mutual funds that the
purchase of shares is to be restricted because of excessive trading or
a specific transfer or group of transfers is deemed to have a
detrimental effect on share prices of affected underlying mutual funds.

Such restrictions may be applied in any manner which is reasonably designed to
prevent any use of the transfer right which is considered by us in our sole
discretion to be to the disadvantage of the other contract owners.

We reserve the right to assess short-term trading fees in connection with
transfers from Variable Sub-accounts that occur within a certain number of days
following the date of allocation to the Variable Sub-accounts. Such fees may
vary by Sub-account, but will only apply to those Sub-accounts corresponding to
underlying mutual funds that assess such fees.

We reserve the right to waive the transfer fees and restrictions contained in
this Contract.

CONTRACT VALUE Your "Contract Value" is equal to the sum of:

- the number of Accumulation Units you hold in each Sub-account of the
Variable Account multiplied by the Accumulation Unit Value for that
Sub-account on the most recent Valuation Date; plus

- the total value you have in the Fixed Account Options.

ACCUMULATION UNITS AND ACCUMULATION UNIT VALUE Amounts you allocate to a
Sub-account of the Variable Account are used to purchase Accumulation Units in
that Sub-account. The number of Accumulation Units purchased on a given
Valuation Date will depend on the Accumulation Unit Value of the Sub-account on
that Valuation date. Accumulation Unit Values at the end of any subsequent
Valuation Periods are calculated by multiplying the Accumulation Unit Value at
the end of the immediately preceding Valuation Period by the Sub-account's Net
Investment Factor for the Valuation Period. The Accumulation Unit Values may
increase or decrease.

Accumulation Unit Values for each Sub-account of the Variable Account are
determined only on Valuation Dates. The Accumulation Unit Value for each
Sub-account will vary with the price per share of the underlying mutual fund of
the Sub-account, and in accordance with the Mortality and Expense Risk Charge,
Administrative Expense Charge and any applicable taxes.

Additions or transfers to a Sub-account of the Variable Account will increase
the number of Accumulation Units for that Sub-account. Withdrawals or transfers
from a Sub-account of the Variable Account, Contract Maintenance Charges and any
applicable annual fees will decrease the number of Accumulation Units for that
Sub-account.

NET INVESTMENT FACTOR For each Variable Sub-account, the "Net Investment Factor"
for a Valuation Period is equal to:

- The sum of:

- the net asset value per share of the underlying mutual fund
of the Sub-account determined at the end of the current
Valuation Period; plus

- the per share amount of any dividend or capital gain
distributions made by the underlying mutual fund of the
Sub-account during the current Valuation Period.

- Divided by the net asset value per share of the underlying mutual fund
of the Sub-account determined as of the end of the immediately
preceding Valuation Period.

- The result is reduced by the Mortality and Expense Risk Charge and the
Administrative Expense Charge corresponding to the portion of the 365
day year (366 days for a leap year) that is in the current Valuation
Period.

The Net Investment Factor may be greater than, less than or equal to one;
therefore, the value of an Accumulation Unit may increase, decrease, or remain
the same.

CHARGES The charges for this Contract include Administrative Expense Charges,
Mortality and Expense Risk Charges, Contract Maintenance Charges, transfer fees,
and any applicable annual fees or taxes. If withdrawals are made, the Contract
may also be subject to Withdrawal Charges.

ADMINISTRATIVE EXPENSE CHARGE Your actual Administrative Expense Charge is shown
on the Annuity Data Page. (See the Accumulation Units and Accumulation Unit
Value provision and the Net Investment Factor provision for a description of how
this charge is applied.)

MORTALITY AND EXPENSE RISK CHARGE Your actual Mortality and Expense Risk Charges
for the Contract as issued is shown on the Annuity Data Page. (See the
Accumulation Units and Accumulation Unit Value provision and the Net Investment
Factor provision for a description of how this charge is applied.)

Our actual mortality and expense experience will not adversely affect the dollar
amount of variable benefits or other contractual payments or values under this
Contract.

CONTRACT MAINTENANCE CHARGE On or prior to the Payout Start Date, a Contract
Maintenance Charge will be deducted from your Contract Value on each Contract
anniversary. The annual charge will be $30 per Contract Year. The Contract
Maintenance Charge will be waived (i) for the remaining term of the Contract
after the total amount of purchase payments you have made to this Contract
reaches $50,000 or more; or (ii) for a Contract anniversary, if on that date
your entire Contract Value is allocated to the Fixed Account Options. The charge
is deducted only from the Sub-accounts of the Variable Account. The Contract
Maintenance Charge will be deducted from the money market Variable Sub-account
first; if the money market Variable Sub-account has insufficient funds to cover
the Contract Maintenance Charge, the balance will be deducted on a pro-rata
basis from each of the other Sub-accounts of the Variable Account in the
proportion that your value in each Sub-account bears to your total value in all
Sub-accounts of the Variable Account, excluding the money market Variable
Sub-account. If the Contract is terminated on any date other than on the
Contract anniversary, the full Contract Maintenance Charge will be deducted for
the partial Contract Year.

After the Payout Start Date the Contract Maintenance Charge will be deducted in
equal parts from each income payment. The Contract Maintenance Charge will be
waived if the total amount of purchase payments you have made to this Contract
on or prior to the Payout Start Date reaches $50,000 or more, or if, after the
Payout Start Date, all income payments are Fixed Amount Income Payments.

TAXES Any premium tax relating to this Contract may be deducted from purchase
payments or the Contract Value when the tax is incurred or at a later time.

WITHDRAWAL You have the right, subject to the restrictions and charges described
in this Contract, to withdraw part or all of your Contract Value at any time
during the Accumulation Phase. A withdrawal must be at least $50. If any
withdrawal reduces the Contract Value to less than $1,000, we will treat the
request as a withdrawal of the entire Contract Value. If you withdraw the entire
Contract Value, the Contract will terminate.

You must specify the Investment Alternative(s) from which you wish to make a
withdrawal. When you make a withdrawal, your Contract Value will be reduced by a
withdrawal amount equal to the amount paid to you and any applicable Withdrawal
Charge, Market Value Adjustment, Contract Maintenance Charge and taxes.

Withdrawals from the Standard Fixed Account are subject to the restrictions
described in the Standard Fixed Account Option provision.

Any Withdrawal Charge will be waived on withdrawals taken to satisfy IRS minimum
distribution rules; however the amount of the withdrawal will reduce the Free
Withdrawal Amount, as described in the provision below, available in a Contract
Year. Withdrawals taken from any Guarantee Period Account of the Standard Fixed
Account to satisfy IRS minimum distribution rules will count towards the 30%
limit for transfers and withdrawals, as described in the Standard Fixed Account
Option provision. This waiver is permitted only for withdrawals that satisfy
required distributions resulting solely from this Contract.

FREE WITHDRAWAL AMOUNT The Free Withdrawal Amount available in a Contract Year
is equal to 15% of the purchase payments that are subject to a Withdrawal Charge
as of the beginning of the Contract Year, plus 15% of the purchase payments
added to the Contract during the Contract Year. Purchase payments that are no
longer subject to a Withdrawal Charge will not be used to determine the Free
Withdrawal Amount for a Contract Year, nor will they be assessed a Withdrawal
Charge, if withdrawn.

During each Contract Year you may withdraw the Free Withdrawal Amount without
incurring a Withdrawal Charge; however, the amount withdrawn may be subject to a
Market Value Adjustment and any applicable taxes. If you do not withdraw the
entire Free Withdrawal Amount during a Contract Year, any remainder is not
carried forward to increase the Free Withdrawal Amount in a subsequent Contract
Year. The Free Withdrawal Amount is only available during the Accumulation Phase
of the Contract.

WITHDRAWAL CHARGE A Withdrawal Charge may be assessed on certain withdrawals.
For purposes of assessing the Withdrawal Charge, we assume that purchase
payments are withdrawn first, beginning with the oldest payment. When all
purchase payments have been withdrawn, additional withdrawals will not be
assessed a Withdrawal Charge.

Withdrawals during the Accumulation Phase in excess of the Free Withdrawal
Amount will be subject to a Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 7 8 and Later

Percentage: 7% 7% 6% 5% 4% 3% 2% 0%

For each purchase payment withdrawal, the "Payment Year" in the table above is
the 365 day year (366 days for a leap year) beginning on the day we received the
purchase payment. The Withdrawal Charge is determined by multiplying the
percentage corresponding to the Payment Year in the table above and the amount
of each purchase payment withdrawal that is in excess of the Free Withdrawal
Amount.

DEATH OF OWNER If you die prior to the Payout Start Date, the new Owner will be
the surviving Owner. If there is no surviving Owner, the new Owner will be the
Beneficiary(ies) as described in the Beneficiary provision.

If there is more than one new Owner taking a share of the Death Proceeds,
described in the Death Proceeds provision, each new Owner will be treated as a
separate and independent Owner of his or her respective share of the Death
Proceeds. Each new Owner will exercise all rights related to his or her share of
the Death Proceeds, including the sole right to elect one of the Option(s)
below, subject to any restrictions previously placed upon the new Owner. Each
new Owner may designate a Beneficiary(ies) for his or her respective share, but
that designated Beneficiary(ies) will be restricted to the Option chosen by the
original new Owner.

If any new Owner is a non-living person, all new Owners will be considered to be
non-living persons for purposes of this provision.

The Options available to the new Owner will be determined by the applicable
following Category in which the new Owner is defined. If the new Owner took
ownership of the Contract as the Beneficiary, the new Owner's Options will be
subject to any restrictions previously placed upon the Beneficiary. An Option
will be deemed to have been chosen on the day we receive written notification in
a form satisfactory to us.

Category 1. If your spouse is the sole new Owner of the entire
Contract, your spouse must choose from Options A, B, C or D,
described below. If your spouse does not choose one of these
Options, Option D will apply.

Category 2. If the new Owner is a living person who is not your spouse,
or if there are multiple living new Owners, the new Owner(s)
must choose from Options A, B or C, described below. If a new
Owner does not choose Option A, B or C, Option C will apply
for such new Owner.

Category 3. If the new Owner is a corporation, trust or other
non-living person, the new Owner must choose between Options A
or C, described below. If the new Owner does not choose Option
A or C, Option C will apply.

The following Death of Owner Options are available, as applicable:

Option A. The new Owner may elect to receive the Death Proceeds in a
lump sum.

Option B. The new Owner may elect to receive the Death Proceeds paid
out under one of the Income Plans described in the Payout
Phase section, subject to the following conditions:

Income payments must begin within one year of your date of
death. Income payments must be payable:

1. over the life of the new Owner; or
2. for a guaranteed payment period of at least 5 years,
but not to exceed the life expectancy of the new
Owner; or
3. over the life of the new Owner with a guaranteed
payment period of at least 5 years, but not to
exceed the life expectancy of the new Owner.

Option C. The new Owner may elect to receive the Contract Value
payable within 5 years of your date of death. If the new Owner
elects this Option, the Contract Value will be recalculated to
equal the Death Proceeds, determined as of the day we receive
the first complete request for settlement of the Death
Proceeds. Unless otherwise instructed by the new Owner, if the
Death Proceeds is greater than the Contract Value immediately
before it is recalculated, the excess, if any, of the Death
Proceeds over the Contract Value will be allocated to the
money market Variable Sub-account. Thereafter, the new Owner
may exercise all rights as set forth in the Transfers
provision during this 5 year period.

No additional purchase payments may be added to the Contract
under this election. Withdrawal Charges will be waived for any
withdrawals made during this 5 year period; however the amount
withdrawn may be subject to a Market Value Adjustment.

If the new Owner dies prior to the complete liquidation of the
Contract Value, then the new Owner's Beneficiary(ies) will
receive the greater of the remaining Settlement Value or the
remaining Contract Value. This amount must be fully withdrawn
within 5 years of the date of the original Owner's death.

Option D. The new Owner may elect to continue the Contract in the
Accumulation Phase. If the Owner was also the Annuitant, then
the new Owner will be the new Annuitant. Only one Contract
continuation is allowed under this Contract.

If the Contract is continued in the Accumulation Phase, the
Following conditions apply:

- If the new Owner elects this Option, the Contract Value will
be recalculated to equal the Death Proceeds, determined as
of the day we receive the first complete request for
settlement of the Death Proceeds.

- Unless otherwise instructed by the new Owner, if the Death
Proceeds is greater than the Contract Value immediately
before it is recalculated, the excess, if any, of the Death
Proceeds over the Contract Value will be allocated to the
Sub-accounts of the Variable Account. This excess will be
allocated in proportion to the percentages of your Contract
Value in those Sub-accounts as of the end of the Valuation
Period during which we receive the complete request for
settlement of the Death Proceeds, except that any portion of
this excess attributable to the Fixed Account Options will
be allocated to the money market Variable Sub-account.

- Within 30 days after the date we determine the Death
Proceeds, the new Owner may transfer all or a portion of the
excess of the Death Proceeds, if any, into any combination
of Variable Sub-accounts, the Standard Fixed Account and the
Market Value Adjusted Fixed Account without incurring a
transfer fee. Any such transfer does not count as one of the
free transfers allowed each Contract Year and is subject to
any minimum allocation amount specified in this Contract.

- The new Owner may make a single withdrawal of any amount
within one year of the date of your death without incurring
a Withdrawal Charge; however, the amount withdrawn may be
subject to a Market Value Adjustment.

- Prior to the Payout Start Date, the Death Proceeds of the
continued Contract will be as described in the Death
Proceeds provision.

Under any of these Options, all ownership rights subject to the conditions
stated in this provision or any restrictions previously placed upon the
Beneficiary, are available to the new Owner from the date of your death to the
date on which the Death Proceeds are paid.

We reserve the right to offer additional Death of Owner Options.

If the Owner dies after the Payout Start Date, refer to the Payout Phase section
of this Contract.

DEATH OF ANNUITANT If the Annuitant who is also the Owner dies prior to the
Payout Start Date, the Death of Owner provision applies. If the Annuitant who is
not also the Owner dies prior to the Payout Start Date, the Options available to
the Owner will be determined by the applicable following Category in which the
Owner is defined.

Category 1. If the Owner is a living person, prior to the Annuitant's
death, the Owner must choose from Options A, B or D, as
described below. We reserve the right to change the timing and
manner of this selection. If the Owner does not choose Option
A, B or D, Option D will apply.

Category 2. If the Owner is a corporation, trust or other non-living
person, the Owner must choose between Options A or C,
described below. If the Owner does not choose Option A or C,
Option C will apply.

The following Death of Annuitant Options are available:

Option A. The Owner may elect to receive the Death Proceeds in a lump
sum.

Option B. The Owner may elect to receive the Death Proceeds paid out
under one of the Income Plans as described in the Payout Phase
section. Income payments must begin within one year of the
Annuitant's date of death.

Option C. The Owner may elect to receive the Contract Value payable
within 5 years of the Annuitant's date of death. If the new
Owner elects this Option, the Contract Value will be
recalculated to equal the Death Proceeds, determined as of the
day we receive the first complete request for settlement of
the Death Proceeds. Unless otherwise instructed by the Owner,
if the Death Proceeds is greater than the Contract Value
immediately before it is recalculated, the excess, if any, of
the Death Proceeds over the Contract Value will be allocated
to the money market Variable Sub-account. Thereafter, the
Owner may exercise all rights as set forth in the Transfers
provision during this 5 year period.

Option D. The Owner may elect to continue the Contract in the
Accumulation Phase and the youngest Owner will become the
Annuitant. The Contract Value of the continued Contract will
not be adjusted to equal the Death Proceeds upon the death of
the Annuitant.

Under any of these Options, all ownership rights, subject to the conditions
stated in this provision, are available to the Owner from the date of the
Annuitant's death to the date on which the Death Proceeds are paid.

We reserve the right to offer additional Death of Annuitant Options.

If the Annuitant dies after the Payout Start Date, refer to the Payout Phase
section of this Contract.

DEATH PROCEEDS If we receive a complete request for settlement of the Death
Proceeds within 180 days of the date of the Owner's or Annuitant's death, the
Death Proceeds are equal to the Death Benefit described below. Otherwise, the
Death Proceeds are equal to the greater of the Contract Value or the Settlement
Value.

We will determine the value of the Death Proceeds as of the end of the Valuation
Period during which we receive the first complete request for settlement of the
Death Proceeds. A complete request includes due proof of death.

We reserve the right to extend, on a non-discriminatory basis, the 180-day
period in which the Death Proceeds will equal the Death Benefit. This right will
only apply for purposes of determining the amount payable as Death Proceeds and
in no way restricts when a claim may be filed.

DEATH BENEFIT Prior to the Payout Start Date, the Death Benefit is equal to the
greatest of:

- the sum of all purchase payments reduced by a withdrawal adjustment
for each withdrawal, as described below; or

- the Contract Value as of the date we determine the Death Proceeds; or

- the Settlement Value as of date we determine the Death Proceeds.

A withdrawal adjustment is equal to (a) divided by (b) and the result multiplied
by (c) where:

(a) is the withdrawal amount.
(b) is the Contract Value immediately prior to the withdrawal.
(c) is the sum of all purchase payments immediately prior to
the withdrawal, less any prior withdrawal adjustments.

SETTLEMENT VALUE The Settlement Value is the amount that would be paid in the
event of a full withdrawal of the Contract Value.

--------------------------------------------------------------------------------

PAYOUT PHASE
--------------------------------------------------------------------------------

PAYOUT PHASE DEFINED The "Payout Phase" is the second of the two phases during
your Contract. The Payout Phase begins on the Payout Start Date. It continues
until we make the last payment as provided by the Income Plan(s) chosen.

PAYOUT START DATE The "Payout Start Date" is the date the Contract Value
adjusted by any Market Value Adjustment and less any applicable taxes is applied
to an Income Plan. The anticipated Payout Start Date is shown on the Annuity
Data Page. You may change the Payout Start Date by writing to us at least 30
days prior to this date.

The anticipated Payout Start Date is the later of:

- the Annuitant's 99th birthday; or

- the 10th anniversary of the Issue Date.

INCOME PLANS An "Income Plan" is a series of payments to be made on a scheduled
basis to you or to another person designated by you. The Contract Value on the
Payout Start Date adjusted by any Market Value Adjustment and less any
applicable taxes, will be applied to your Income Plan choice from the following
list. You may choose more than one Income Plan. If you choose more than one
Income Plan, you must specify what proportions of your Contract Value, adjusted
by any Market Value Adjustment and less any applicable taxes, should be
allocated to each Income Plan. For tax reporting purposes, your cost basis and
any gain on the Contract will be allocated proportionately to each Income Plan
chosen based on the proportion of your Contract Value applied to each Income
Plan. We reserve the right to limit the number of Income Plans that you may
select.

INCOME PLAN 1 - LIFE INCOME WITH GUARANTEED NUMBER OF PAYMENTS We will make
payments for as long as the Annuitant lives. If the Annuitant dies in the Payout
Phase, we will continue to pay income payments until the guaranteed number of
payments have been paid. The number of months guaranteed ("Guaranteed Payment
Period") may range from 0 to 360 months. If the Annuitant is age 90 or older as
of the Payout Start Date, the Guaranteed Payment Period may range from 60 to 360
months.

INCOME PLAN 2 - JOINT AND SURVIVOR LIFE INCOME WITH GUARANTEED NUMBER OF
PAYMENTS We will make payments for as long as either the Annuitant or joint
Annuitant, named at the time of Income Plan selection, lives. If both the
Annuitant and the joint Annuitant die in the Payout Phase, we will continue to
pay income payments until the guaranteed number of payments have been paid. The
Guaranteed Payment Period may range from 0 to 360 months. If either the
Annuitant or joint Annuitant is age 90 or older as of the Payout Start Date, the
Guaranteed Payment Period may range from 60 to 360 months.

INCOME PLAN 3 - GUARANTEED NUMBER OF PAYMENTS We will make payments for a
Guaranteed Payment Period. These payments do not depend on the Annuitant's life.
The minimum Guaranteed Payment Period is 60 months (120 months if the Payout
Start Date occurs prior to the third anniversary of the Issue Date). The maximum
Guaranteed Payment Period is 360 months or the number of months between the
Payout Start Date and the date that the Annuitant reaches age 100, if greater.
In no event may the Guaranteed Payment Period exceed 600 months. Income Plan 3
offers a withdrawal option as described in the Payout Withdrawal provision.
Income payments under Income Plan 3 are subject to the following:

- You may request to change the length of the Guaranteed Payment Period
and the frequency of payments. You may make this change no more than
once each Contract Year. We reserve the right to limit the availability
of such changes or to change the frequency of allowable changes without
prior notice. If you elect to change the length of the Guaranteed
Payment Period, the new payment period must be within the original
maximum and minimum payment period you would have been permitted to
select on the Payout Start Date; however the maximum payment period
available to you will be shortened by the period elapsed since the
original payment period began.

- If you change the length of your Guaranteed Payment Period, we will
compute the present value of all remaining payments, using the same
assumptions we would use if you were terminating the guaranteed payment
plan, as described in the Payout Withdrawal provision. We will then
adjust the remaining income payments to equal what the computed present
value would support based on those same assumptions and based on the
revised Guaranteed Payment Period.

- Changes to either the frequency of payments or length of a Guaranteed
Payment Period will result in a change to the payment amount and may
change the amount of each payment that is taxable to you.

- Any change in the frequency of payments or length of a Guaranteed
Payment Period takes effect on the next payment date after we accept
the requested change.

We reserve the right to make other Income Plans available.

INCOME PAYMENTS For each Income Plan selected, payment amounts may vary with the
performance of the chosen Variable Sub-accounts and/or may be fixed for the
duration of the Income Plan. On the Payout Start Date, you must specify the
portion of the Contract Value to be applied to Variable Amount Income Payments
and the portion to be applied to Fixed Amount Income Payments. For the portion
of your Contract Value to be applied to Variable Amount Income Payments, you
must also specify the Variable Sub-accounts on which to base the Variable Amount
Income Payments as well as the allocation among those Variable Sub-accounts. If
you do not choose how the Contract Value is to be applied, then the portion of
the Contract Value in the Variable Account on the Payout Start Date will be
applied to Variable Amount Income Payments, according to the Variable
Sub-account allocations as of the Payout Start Date, and the remainder of the
Contract Value will be applied to Fixed Amount Income Payments. The method of
calculating the initial payment is different for Variable Amount Income Payments
and Fixed Amount Income Payments.

VARIABLE AMOUNT INCOME PAYMENTS On the Payout Start Date, the portion of the
Contract Value you specify to be applied to Variable Amount Income Payments,
adjusted by any applicable Market Value Adjustment and less any applicable
taxes, is applied to the appropriate income payment factor for the selected
Income Plan to determine the Initial Variable Amount Income Value. An
explanation of the basis for determining income payment factors is described in
the Income Payment Tables provision.

The Initial Variable Amount Income Value will be allocated among the Variable
Sub-accounts you have chosen in the proportions you specified, as described
above in the Income Payments provision. The portion of the Initial Variable
Amount Income Value allocated to a particular Variable Sub-account is divided by
the Annuity Unit Value for that Variable Sub-account on the Payout Start Date.
This determines the number of Annuity Units from that Sub-account which will be
used to determine your Variable Amount Income Payments. Variable Amount Income
Payments, which include your first Variable Amount Income Payment, will vary
depending on changes in the Annuity Unit Values for the Sub-accounts upon which
the income payments are based. Unless Annuity Transfers are made between
Sub-accounts, each income payment from that Sub-account will be that number of
Annuity Units multiplied by the Annuity Unit Value for the Sub-account for the
Valuation Date on which the income payment is made.

ANNUITY UNIT VALUE The Annuity Unit Value for each Sub-account of the Variable
Account at the end of the Valuation Period coinciding with the Payout Start Date
is the number used to determine the number of Annuity Units.

Annuity Unit Values at the end of subsequent Valuation Periods are calculated
by:

- multiplying the Annuity Unit Value at the end of the immediately preceding
Valuation Period by the Sub-account's Net Investment Factor during the
period; and then

- dividing the result by 1.000 plus the Assumed Investment Rate for the
period.

ASSUMED INVESTMENT RATE The Assumed Investment Rate is an effective annual rate
of 3%. We reserve the right to offer other Assumed Investment Rates. The Assumed
Investment Rate may not be changed after an Income Plan has been selected.

FIXED AMOUNT INCOME PAYMENTS On the Payout Start Date, the portion of the
Contract Value you specify, adjusted by any applicable Market Value Adjustment
and less applicable taxes, will be applied to Fixed Amount Income Payments. The
Fixed Amount Income Payment is determined by applying the above value to the
greater of:

- The appropriate income payment factor for the selected Income Plan from the
Income Payment Tables shown in the Income Payment Tables provision. An
explanation of the basis for determining the income payment factors is
described in the Income Payment Tables provision.

- An income payment factor for the selected Income Plan that we are offering
on the Payout Start Date.

Fixed Amount Income Payments are fixed for the duration of the Income Plan.

ANNUITY TRANSFERS After the Payout Start Date, you may make transfers among the
Variable Sub-accounts. You may make up to 12 transfers per Contract Year within
each Income Plan. No transfers may be made from the Fixed Amount Income Payments
nor may transfers be made among Income Plans. Multiple transfers on a single
Valuation Date are considered a single transfer.

PAYOUT WITHDRAWAL A Payout Withdrawal is a withdrawal of all or a portion of the
allowable Withdrawal Value under an Income Plan. You may withdraw all or a
portion of the Withdrawal Value under Income Plan 3 at any time, subject to a
Payout Withdrawal Charge, by notice in a form satisfactory to us. For Variable
Amount Income Payments, the Withdrawal Value is equal to the present value of
the Variable Amount Income Payments being terminated, calculated using a
discount rate equal to the Assumed Investment Rate that was used in determining
the initial variable payment. For Fixed Amount Income Payments, the Withdrawal
Value is equal to the present value of the Fixed Amount Income Payments being
terminated, calculated using a discount rate equal to the Applicable Current
Interest Rate. For this calculation, the Applicable Current Interest Rate is the
rate we are using to determine income payments for a new annuitization with a
payment period equal to the remaining payment period of the income payments
being terminated on the day we receive your written payout withdrawal request.

A Payout Withdrawal must be a least $50. If any Payout Withdrawal reduces the
value of the remaining income payments to an amount not sufficient to provide an
initial payment of at least $20, we reserve the right to terminate the Contract
and pay you the present value of the remaining income payments in a lump sum. If
you withdraw the entire value of the remaining income payments, the Contract
will terminate.

You must specify the Income Plan(s) and the Investment Alternative(s) from which
you wish to make a Payout Withdrawal. If you withdraw a portion of the value of
your remaining income payments, the payment period will remain unchanged and
your remaining payment amounts will be reduced proportionately. On the day you
withdraw all or a part of your Withdrawal Value, the Withdrawal Value will be
reduced by the amount of the Payout Withdrawal. The remaining income payments
will be reduced so that the present value of the reduced income payments plus
the amount of the Payout Withdrawal will be equivalent to the present value of
the income payments just prior to the Payout Withdrawal.

PAYOUT WITHDRAWAL CHARGE For purposes of assessing the Payout Withdrawal Charge,
we assume that purchase payments are withdrawn first, beginning with the oldest
payment. When all purchase payments have been withdrawn, additional withdrawals
will not be assessed a Payout Withdrawal Charge.

Payout Withdrawals will be subject to a Payout Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 7 8 and later

Percentage: 7% 7% 6% 5% 4% 3% 2% 0%

For each purchase payment withdrawal, the "Payment Year" in the table is the 365
day period (366 days for a leap year) beginning on the date we receive the
purchase payment. The Payout Withdrawal Charge is determined by multiplying the
percentage corresponding to the Payment Year in the table above by the amount of
each purchase payment withdrawal.

Regularly scheduled income payments are never subject to a Payout Withdrawal
Charge.

PAYOUT TERMS AND CONDITIONS The income payments are subject to the following
terms and conditions:

- If the Contract Value is less than $2,000 when it is applied to the
Income Plan(s) you choose, or if the Contract Value is not enough to
provide an initial payment of at least $20 when it is applied to the
Income Plan(s) you choose, we reserve the right to:

- change the payment frequency to make the payment at least
$20; or

- terminate the Contract and pay you the Contract Value adjusted
by any Market Value Adjustment and less any applicable taxes
in a lump sum.

- If we do not receive a written selection of an Income Plan from you at
least 30 days before the Payout Start Date, the Income Plan will be
deemed to be Life Income with a Guaranteed Payment Period of 120
months.

- If you choose an Income Plan which depends on any person's life, we may
require:

- proof of age and sex before income payments begin; and

- proof that the Annuitant or joint Annuitant is still alive
before we make each payment.

- After the Payout Start Date, a new Income Plan may not be selected nor
may amounts be reallocated to a different Income Plan.

- After the Payout Start Date, withdrawals cannot be made unless income
payments are being made under Income Plan 3. You may terminate income
payments and withdraw the Withdrawal Value under Income Plan 3 at any
time, subject to Payout Withdrawal Charges.

- If any Owner dies during the Payout Phase, the new Owner will be the
surviving Owner. If there is no surviving Owner, the new Owner will be
the Beneficiary(ies) as described in the Beneficiary provision. Any
remaining income payments will be paid to the new Owner as scheduled.

--------------------------------------------------------------------------------

INCOME PAYMENT TABLES
--------------------------------------------------------------------------------

The Income Payment Tables shown below contain monthly income payment factors per
$1,000 applied, which were calculated using the Annuity 2000 Mortality Tables
and an annual interest rate of 3%. For ages and guaranteed payment periods not
shown, monthly income payment factors will be calculated on a basis consistent
with the factors shown. The adjusted age of the Annuitant is used to determine
the appropriate monthly income payment factor to apply for the selected Income
Plan. The adjusted age is the actual age of the Annuitant(s) on the Payout Start
Date, reduced by one year for each six full years between January 1, 2000 and
the Payout Start Date.

The Income Payment Tables below will be used to determine the following:

- For Variable Amount Income Payments and an Assumed Investment Rate of
3%, the initial monthly income payment for the selected Income Plan.
Subsequent monthly income payments will vary as described in the
Variable Amount Income Payments provision. For Variable Amount Income
Payments with an Assumed Investment Rate other than 3%, monthly income
payment factors will be calculated on a basis consistent with the
factors shown in the Income Payment Tables using an interest rate equal
to the Assumed Investment Rate.

- For Fixed Amount Income Payments, the minimum guaranteed monthly
income payment for the selected Income Plan.

Income Plan 1 - Life Income with Guaranteed Payments for 120 Months

============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
----------------------------------------------------------------------------------------------------------------------------
------------------ ----------------------- ---------------- ---------------------- ---------------- ------------------------

Annuitant's Annuitant's Annuitant's
Adjusted Male Female Adjusted Male Female Adjusted Male Female
Age Age Age
------------------ ----------------------- ---------------- ---------------------- ---------------- ------------------------
------------------ ----------------------- ---------------- ---------------------- ---------------- ------------------------

35 $3.34 $3.22 49 $3.99 $3.76 63 $5.23 $4.84
36 3.38 3.24 50 4.05 3.81 64 5.35 4.95
37 3.41 3.27 51 4.11 3.87 65 5.49 5.07
38 3.45 3.30 52 4.18 3.93 66 5.62 5.20
39 3.49 3.34 53 4.26 3.99 67 5.77 5.33
40 3.53 3.37 54 4.33 4.06 68 5.92 5.47
41 3.57 3.41 55 4.41 4.13 69 6.07 5.62
42 3.62 3.44 56 4.50 4.20 70 6.23
43 3.66 3.48 57 4.58 4.28 71 5.78
44 3.71 3.52 58 4.68 4.36 72 6.39 5.94
45 3.76 3.57 59 4.78 4.45 73 6.56 6.11
46 3.81 3.61 60 4.88 4.54 74 6.73 6.29
47 3.87 3.66 61 4.99 4.63 75 6.90 6.48
48 3.93 3.71 62 5.11 4.73 7.08 6.67
================== ======================= ================ ====================== ================ ========================

Income Plan 2 - Joint and Survivor Life Income with Guaranteed Payments for 120 Months

==============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
------------------------------------------------------------------------------------------------------------------------------
-------------------- ---------------------------------------------------------------------------------------------------------

Female Annuitant's Adjusted Age
-------------------- ---------------------------------------------------------------------------------------------------------
-------------------- ---------- ------------ ----------- ---------- ---------- ---------- ---------- --------- ---------------

Male
Annuitant's 35 40 45 50 55 60 65 70 75
Adjusted
Age
-------------------- ---------- ------------ ----------- ---------- ---------- ---------- ---------- --------- ---------------
-------------------- ---------- ---------- ---------- ---------- ----------- ---------- ------------ ----------- -------------

35 $3.06 $3.12 $3.17 $3.22 $3.26 $3.28 $3.31 $3.32 $3.33
40 3.10 3.18 3.26 3.32 3.38 3.43 3.46 3.49 3.51
45 3.13 3.23 3.33 3.43 3.52 3.59 3.65 3.69 3.72
50 3.16 3.27 3.40 3.53 3.65 3.76 3.86 3.93 3.98
55 3.18 3.30 3.45 3.61 3.77 3.94 4.08 4.20 4.29
60 3.19 3.33 3.49 3.68 3.88 4.31 4.51 4.66
65 3.20 3.34 3.52 3.73 3.97 4.10 4.54 4.83 5.08
70 3.21 3.35 3.54 3.76 4.03 4.24 4.73 5.13 5.52
75 3.21 3.36 3.55 3.78 4.07 4.36 4.87 5.38 5.92
4.44
==================== ========== ========== ========== ========== =========== ========== ============ =========== =============

Income Plan 3 - Guaranteed Number of Payments

================================= ==============================================

Monthly Income Payment for each
Specified Period $1,000 Applied to this Income Plan
--------------------------------- ----------------------------------------------
--------------------------------- ----------------------------------------------

10 Years $9.61
11 Years 8.86
12 Years 8.24
13 Years 7.71
14 Years 7.26
15 Years 6.87
16 Years 6.53
17 Years 6.23
18 Years 5.96
19 Years 5.73
20 Years 5.51
================================= ==============================================

--------------------------------------------------------------------------------

GENERAL PROVISIONS
--------------------------------------------------------------------------------

THE ENTIRE CONTRACT The entire contract consists of this Contract, any written
applications, and any Contract endorsements and riders.

All statements made in written applications are representations and not
warranties. No statement will be used by us in defense of a claim or to void the
Contract unless it is included in a written application. If your Contract is
voided, you will receive any purchase payments allocated to the Variable
Account, adjusted to reflect investment gain or loss from the date of allocation
to the date the Contract is voided, plus any purchase payments allocated to the
Fixed Account Options, less any withdrawals, excluding accrued interest.

Unless otherwise specified, all references in this Contract to days, months or
years shall mean calendar days, months or years.

Only our officers may change the Contract or waive a right or requirement of the
Contract. No other individual may do this.

We may not modify this Contract without your signed consent, except to make it
comply with any changes in the Internal Revenue Code or as required by any other
applicable law or as otherwise permitted by the terms of this Contract.

INCONTESTABILITY We will not contest the validity of this Contract after the
Issue Date.

MISSTATEMENT OF AGE OR SEX If any age or sex has been misstated, we will pay the
amounts which would have been paid at the correct age and sex.

If we find the misstatement of age or sex after the income payments begin, we
will:

- pay all amounts underpaid including interest calculated at an
effective annual rate of 6%; or

- stop payments until the total income payments made are equal to the
total amounts that would have been made if the correct age and sex had
been used.

ANNUAL STATEMENT At least once a year, prior to the Payout Start Date, we will
send you a statement containing Contract Value information. The effective date
of the information in the annual statement will not be more than two months
before the date of the mailing. We will provide you with Contract Value
information at any time upon request. The information presented will comply with
any applicable law.

SETTLEMENTS We must receive due proof of death of the Owner or Annuitant prior
to settlement of a death claim.

Any full withdrawal or death benefit under this Contract will not be less than
the minimum benefits required by any statute of the state in which the Contract
is delivered.

DEFERMENT OF PAYMENTS We will pay any amounts due from the Variable Account
under this Contract within seven days, unless:

- the New York Stock Exchange is closed for other than usual weekends
or holidays, or trading on such Exchange is restricted;

- an emergency exists as defined by the Securities and Exchange
Commission; or

- the Securities and Exchange Commission permits delay for the protection
of contractholders.

We reserve the right to postpone payments or transfers from the Fixed Account
Options for up to six months. If we elect to postpone payments or transfers from
the Fixed Account Options for 30 days or more, we will pay interest as required
by applicable law. Any interest would be payable from the date the payment or
transfer request is received by us to the date the payment or transfer is made.

Exhibit 4(b)

Allstate Life
Insurance Company
A Stock Company

Home Office: 0000 Xxxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000-0000
--------------------------------------------------------------------------------

Flexible Premium Deferred Variable Annuity Contract

Throughout this Contract, "you" and "your" refer to the Owner(s) of this
Contract. "We", "us" and "our" refer to Allstate Life Insurance Company.

This Contract does not pay dividends.

The tax status of this Contract as it applies to the Owner should be reviewed
each year.

PLEASE READ YOUR CONTRACT CAREFULLY.

This is a legal Contract between the Owner(s) of this Contract and Allstate Life
Insurance Company.

If you have any questions about your Allstate Life Insurance Company variable
annuity, please contact Allstate Life at (000) 000-0000.

--------------------------------------------------------------------------------
[GRAPHIC OMITTED][GRAPHIC OMITTED]
--------------------------------------------------------------------------------

Secretary Chairman and Chief Executive Officer

Flexible Premium Deferred Variable Annuity

--------------------------------------------------------------------------------

TABLE OF CONTENTS
--------------------------------------------------------------------------------

ANNUITY DATA PAGE..............................................................3

THE PERSONS INVOLVED...........................................................5

ACCUMULATION PHASE.............................................................6

PAYOUT PHASE..................................................................15

INCOME PAYMENT TABLES.........................................................19

GENERAL PROVISIONS............................................................21

--------------------------------------------------------------------------------

ANNUITY DATA PAGE
--------------------------------------------------------------------------------

Contract Number:.......................................................444444444

Owner:..................................................................Xxxx Xxx

Issue Date:..........................................................May 1, 2002

Initial Purchase Payment:.............................................$10,000.00
Tax Qualification:...........................................................XXX

Variable Account:.............Allstate Life Insurance Company Separate Account A

Rate
Allocated Current Annual Guaranteed
Amount (%) Interest Rate Through

Dollar Cost Averaging Fixed Account
6 Month Transfer Period Account 15% 4.50% 11/01/2002
12 Month Transfer Period Account 15% 5.00% 05/01/2003

Standard Fixed Account
1 Year Guarantee Period Account 10% 4.50% 05/01/2003
3 Year Guarantee Period Account 10% 4.75% 05/01/2005
5 Year Guarantee Period Account 10% 5.25% 05/01/2007

Minimum Guaranteed Annual Rate
Dollar Cost Averaging Fixed Account:.......................................3.00%
Standard Fixed Account:....................................................3.00%

Payout Start Date:...................................................May 1, 2066

Charges for the Contract on the Issue Date:

Additional charges will apply if you add any Contract riders after the Issue
Date. Additional charges may apply if you make a transfer or withdrawal. See
your Contract for details.

Co - Annuitant Age Sex
-------------- --------------- --------------
Xxxx Xxx 40 F

Primary Beneficiary Relationship to Owner Percentage
------------------- --------------------- -------------
Xxxx Xxx Wife 100%

Contingent Beneficiary Relationship to Owner Percentage
---------------------- --------------------- --------------
Xxxxx Xxx Daughter 100%

--------------------------------------------------------------------------------

THE PERSONS INVOLVED
--------------------------------------------------------------------------------

Owner The person named at the time of application is the Owner of this Contract
unless subsequently changed. As Owner, you will receive any periodic income
payments, unless you have directed us to pay them to someone else. The Contract
cannot be jointly owned by both a non-living person and a living person, unless
the Owner(s) took ownership of the Contract as the Beneficiary. If the Owner is
a trust, the Owner will be considered a non-living person.

You may exercise all rights stated in this Contract, subject to the rights of
any irrevocable Beneficiary.

If more than one person is designated as Owner:

- Owner as used in this Contract refers to all people named as Owners, unless
otherwise indicated;

- any request to exercise ownership rights must be signed by all Owners; and

- on the death of any person who is an Owner, the surviving person(s) named
as Owner(s) will continue as Owner(s), as described in the Death of Owner
provision.

Annuitant The Annuitant is the person named on the Annuity Data Page. The
Annuitant must be a living person. You cannot change the Annuitant at any time.

Beneficiary The two classes of Beneficiaries are Primary Beneficiaries and
Contingent Beneficiaries. Primary Beneficiaries and Contingent Beneficiaries are
individually and collectively referred to herein as "Beneficiaries".

If no named Beneficiary is living when the sole surviving Owner dies, or if a
Beneficiary has not been named, the new Beneficiary will be:

1. your spouse, or if he or she is no longer living,
ii. your surviving children equally, or if you have no surviving
children,
iii. your estate.

If there is more than one Beneficiary and one of the Beneficiaries is a
corporation, trust or other non-living person, all Beneficiaries will be
considered to be non-living persons.

Survivor Clause
For purposes of this Contract, in determining whether a living person, including
an Owner, Primary Beneficiary, Contingent Beneficiary, or Annuitant ("Living
Person A") has survived another living person, including an Owner, Primary
Beneficiary, Contingent Beneficiary, or Annuitant ("Living Person B"), Living
Person A must survive Living Person B by at least 24 hours. Otherwise, Living
Person A will be conclusively deemed to have predeceased Living Person B.

--------------------------------------------------------------------------------

ACCUMULATION PHASE
--------------------------------------------------------------------------------

CONTRACT YEAR A "Contract Year" is the 365 day period (366 days for a leap year)
beginning on the Issue Date and on each anniversary of the Issue Date.

INVESTMENT ALTERNATIVES Investment Alternatives are the Sub-accounts of the
Variable Account and the Fixed Account Options under this Contract.

We reserve the right in our sole discretion to:

- make additional Investment Alternatives available;

- modify, substitute or eliminate any current or future Investment
Alternatives we make available; and

- establish and modify the terms and conditions for making purchase payments
to, withdrawals from, and transfers to or from any of the Investment
Alternatives we make available.

Without limiting the foregoing:

In the event of any such substitution or change, we may by endorsement, make
such changes as may be necessary or appropriate to reflect such substitution or
change.

FIXED ACCOUNT OPTIONS There are 2 Fixed Account Options under this Contract. The
Fixed Account Options are the Dollar Cost Averaging Fixed Account Option and the
Standard Fixed Account Option.

GUARANTEE PERIOD ACCOUNT The Standard Fixed Account is divided into individual
Guarantee Period Accounts. A new Guarantee Period Account is established each
time you allocate a purchase payment or transfer to the Standard Fixed Account.
Each Guarantee Period Account is identified by the date the Guarantee Period
Account was established and the term length of the Guarantee Period Account. You
may not allocate a purchase payment or transfer to any existing Guarantee Period
Account. Each purchase payment or transfer into a Guarantee Period Account must
be at least $500. We will offer term lengths you may choose from for your
Guarantee Period Accounts from one to ten years for the Standard Fixed Account.

We may add to, modify or eliminate the term lengths we offer at our discretion.

You must choose the term length for a new Guarantee Period Account from the term
lengths we offer for the Standard Fixed Account at the time you create the new
Guarantee Period Account. If you allocate a purchase payment or transfer to the
Standard Fixed Account, but you do not select a term length for the new
Guarantee Period Account, we will allocate the purchase payment or the transfer
to a new Guarantee Period Account with the same term length as the Guarantee
Period Account of your most recent purchase payment or transfer to the same
Fixed Account Option. If we no longer offer that term length, then we will
allocate the purchase payment or the transfer to a new Guarantee Period Account
with the next shortest term currently offered for that Fixed Account Option. If
you have not made a prior allocation to a Guarantee Period Account, then we will
allocate the purchase payment or the transfer to a new Guarantee Period Account
of the shortest term we are offering at that time.

STANDARD FIXED ACCOUNT OPTION The following provisions apply to Guarantee Period
Accounts of the Standard Fixed Account Option. Amounts in a Guarantee Period
Account will earn interest at the rate declared for the term length at the time
it is established. This interest rate will be in effect for the term of the
Guarantee Period Account. Upon the expiration of the term of a Guarantee Period
Account, we will declare a renewal interest rate, which will remain in effect
for one year. Subsequent renewal dates will be on the anniversaries of the first
renewal date.

Transfers Prior to the Payout Start Date, you may transfer amounts among the
Investment Alternatives. You may make 12 transfers per Contract Year without
charge. Each transfer after the 12th in any Contract Year may be assessed a
transfer fee of up to 2.0% of the amount transferred. Any transfers made from
the Dollar Cost Averaging Fixed Account do not count as one of the free
transfers allowed each Contract Year; and are not assessed a transfer fee.
Multiple transfers on a single Valuation Date are considered a single transfer
for purposes of assessing the transfer fee.

Transfers to and from the Fixed Account Options are subject to the restrictions
described in the Dollar Cost Averaging Fixed Account Option and Standard Fixed
Account Option provisions of this Contract.

We reserve the right to waive the transfer fees and restrictions contained in
this Contract.

CONTRACT VALUE Your "Contract Value" is equal to the sum of:

- the number of Accumulation Units you hold in each Sub-account of the
Variable Account multiplied by the Accumulation Unit Value for that
Sub-account on the most recent Valuation Date; plus

- the total value you have in the Fixed Account Options.

ACCUMULATION UNIT VALUES for each Sub-account of the Variable Account are
determined only on Valuation Dates. The Accumulation Unit Value for each
Sub-account will vary with the price per share of the underlying mutual fund of
the Sub-account, and in accordance with the Mortality and Expense Risk Charge,
Administrative Expense Charge and any applicable taxes.

NET INVESTMENT FACTOR For each Variable Sub-account, the "Net Investment Factor"
for a Valuation Period is equal to:

- The sum of:

- the net asset value per share of the underlying mutual fund of
the Sub-account determined at the end of the current Valuation
Period; plus

- the per share amount of any dividend or capital gain
distributions made by the underlying mutual fund of the
Sub-account during the current Valuation Period.

- Divided by the net asset value per share of the underlying mutual fund
of the Sub-account determined as of the end of the immediately
preceding Valuation Period.

The Net Investment Factor may be greater than, less than or equal to one;
therefore, the value of an Accumulation Unit may increase, decrease, or remain
the same.

Our actual mortality and expense experience will not adversely affect the dollar
amount of variable benefits or other contractual payments or values under this
Contract.

Taxes Any premium tax relating to this Contract may be deducted from purchase
payments or the Contract Value when the tax is incurred or at a later time.

Withdrawals from the Standard Fixed Account are subject to the restrictions
described in the Standard Fixed Account Option provision.

During each Contract Year you may withdraw the Free Withdrawal Amount without
incurring a Withdrawal Charge; however, the amount withdrawn may be subject to
any applicable taxes. If you do not withdraw the entire Free Withdrawal Amount
during a Contract Year, any remainder is not carried forward to increase the
Free Withdrawal Amount in a subsequent Contract Year. The Free Withdrawal Amount
is only available during the Accumulation Phase of the Contract.

Withdrawals during the Accumulation Phase in excess of the Free Withdrawal
Amount will be subject to a Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 7 8 and Later

Percentage: 7% 7% 6% 5% 4% 3% 2% 0%

If any new Owner is a non-living person, all new Owners will be considered to be
non-living persons for purposes of this provision.

The following Death of Owner Options are available, as applicable:

Option A. The new Owner may elect to receive the Death Proceeds in a
lump sum.

Option B. The new Owner may elect to receive the Death Proceeds paid
out under one of the Income Plans described in the Payout
Phase section, subject to the following conditions:

Income payments must begin within one year of your date of
death. Income payments must be payable:

1. over the life of the new Owner; or

2. for a guaranteed payment period of at least 5 years,
but not to exceed the life expectancy of the new Owner;
or

3. over the life of the new Owner with a guaranteed payment
period of at least 5 years, but not to exceed the life
expectancy of the new Owner.

No additional purchase payments may be added to the Contract
under this election. Withdrawal Charges will be waived for any
withdrawals made during this 5 year period.

If the Contract is continued in the Accumulation Phase, the following
conditions apply:

- If the new Owner elects this Option, the Contract Value will be
recalculated to equal the Death Proceeds, determined as of the day we
receive the first complete request for settlement of the Death Proceeds.

- Unless otherwise instructed by the new Owner, if the Death Proceeds is
greater than the Contract Value immediately before it is recalculated, the
excess, if any, of the Death Proceeds over the Contract Value will be
allocated to the Sub-accounts of the Variable Account. This excess will be
allocated in proportion to the percentages of your Contract Value in those
Sub-accounts as of the end of the Valuation Period during which we receive
the complete request for settlement of the Death Proceeds, except that any
portion of this excess attributable to the Fixed Account Options will be
allocated to the money market Variable Sub-account.

- Within 30 days after the date we determine the Death Proceeds, the new
Owner may transfer all or a portion of the excess of the Death Proceeds, if
any, into any combination of Variable Sub-accounts and the Standard Fixed
Account without incurring a transfer fee. Any such transfer does not count
as one of the free transfers allowed each Contract Year and is subject to
any minimum allocation amount specified in this Contract.

- The new Owner may make a single withdrawal of any amount within one year of
the date of your death without incurring a Withdrawal Charge.

- Prior to the Payout Start Date, the Death Proceeds of the continued
Contract will be as described in the Death Proceeds provision.

We reserve the right to offer additional Death of Owner Options.

If the Owner dies after the Payout Start Date, refer to the Payout Phase section
of this Contract.

The following Death of Annuitant Options are available:

Option A. The Owner may elect to receive the Death Proceeds in a lump
sum.

No additional purchase payments may be added to the Contract
under this election. Withdrawal Charges will be waived for any
withdrawals made during this 5 year period.

We reserve the right to offer additional Death of Annuitant Options.

If the Annuitant dies after the Payout Start Date, refer to the Payout Phase
section of this Contract.

DEATH BENEFIT Prior to the Payout Start Date, the Death Benefit is equal to the
greatest of:

- the sum of all purchase payments reduced by a withdrawal adjustment for
each withdrawal, as described below; or

- the Contract Value as of the date we determine the Death Proceeds; or

- the Settlement Value as of date we determine the Death Proceeds.

A withdrawal adjustment is equal to (a) divided by (b) and the result multiplied
by (c) where:

SETTLEMENT VALUE The Settlement Value is the amount that would be paid in the
event of a full withdrawal of the Contract Value.

--------------------------------------------------------------------------------

PAYOUT PHASE
--------------------------------------------------------------------------------

Payout Phase Defined The "Payout Phase" is the second of the two phases during
your Contract. The Payout Phase begins on the Payout Start Date. It continues
until we make the last payment as provided by the Income Plan(s) chosen.

Payout Start Date The "Payout Start Date" is the date the Contract Value less
any applicable taxes is applied to an Income Plan. The anticipated Payout Start
Date is shown on the Annuity Data Page. You may change the Payout Start Date by
writing to us at least 30 days prior to this date.

The anticipated Payout Start Date is the later of:

- the Annuitant's 99th birthday; or

- the 10th anniversary of the Issue Date.

INCOME PLANS An "Income Plan" is a series of payments to be made on a scheduled
basis to you or to another person designated by you. The Contract Value on the
Payout Start Date less any applicable taxes, will be applied to your Income Plan
choice from the following list. You may choose more than one Income Plan. If you
choose more than one Income Plan, you must specify what proportions of your
Contract Value less any applicable taxes should be allocated to each Income
Plan. For tax reporting purposes, your cost basis and any gain on the Contract
will be allocated proportionately to each Income Plan chosen based on the
proportion of your Contract Value applied to each Income Plan. We reserve the
right to limit the number of Income Plans that you may select.

- Changes to either the frequency of payments or length of a Guaranteed
Payment Period will result in a change to the payment amount and may
change the amount of each payment that is taxable to you.

- Any change in the frequency of payments or length of a Guaranteed
Payment Period takes effect on the next payment date after we accept
the requested change.

We reserve the right to make other Income Plans available.

VARIABLE AMOUNT INCOME PAYMENTS On the Payout Start Date, the portion of the
Contract Value you specify to be applied to Variable Amount Income Payments less
any applicable taxes, is applied to the appropriate income payment factor for
the selected Income Plan to determine the Initial Variable Amount Income Value.
An explanation of the basis for determining income payment factors is described
in the Income Payment Tables provision.

Annuity Unit Values at the end of subsequent Valuation Periods are calculated
by:

- multiplying the Annuity Unit Value at the end of the immediately preceding
Valuation Period by the Sub-account's Net Investment Factor during the
period; and then

- dividing the result by 1.000 plus the Assumed Investment Rate for the
period.

FIXED AMOUNT INCOME PAYMENTS On the Payout Start Date, the portion of the
Contract Value you specify, less applicable taxes, will be applied to Fixed
Amount Income Payments. The Fixed Amount Income Payment is determined by
applying the above value to the greater of:

- An income payment factor for the selected Income Plan that we are offering
on the Payout Start Date.

Fixed Amount Income Payments are fixed for the duration of the Income Plan.

Payout Withdrawals will be subject to a Payout Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 7 8 and later

Percentage: 7% 7% 6% 5% 4% 3% 2% 0%

Regularly scheduled income payments are never subject to a Payout Withdrawal
Charge.

PAYOUT TERMS AND CONDITIONS The income payments are subject to the following
terms and conditions:

- If the Contract Value is less than $2,000 when it is applied to the Income
Plan(s) you choose, or if the Contract Value is not enough to provide an
initial payment of at least $20 when it is applied to the Income Plan(s)
you choose, we reserve the right to:

- change the payment frequency to make the payment at least
$20; or

- terminate the Contract and pay you the Contract Value less
any applicable taxes in a lump sum.

- If we do not receive a written selection of an Income Plan from you at
least 30 days before the Payout Start Date, the Income Plan will be deemed
to be Life Income with a Guaranteed Payment Period of 120 months.

- If you choose an Income Plan which depends on any person's life, we may
require:

- proof of age and sex before income payments begin; and

- proof that the Annuitant or joint Annuitant is still alive
before we make each payment.

- After the Payout Start Date, a new Income Plan may not be selected nor
may amounts be reallocated to a different Income Plan.

--------------------------------------------------------------------------------

INCOME PAYMENT TABLES
--------------------------------------------------------------------------------

The Income Payment Tables below will be used to determine the following:

- For Fixed Amount Income Payments, the minimum guaranteed monthly
income payment for the selected Income Plan.

Income Plan 1 - Life Income with Guaranteed Payments for 120 Months

============================================================================================================================

35 $3.34 $3.22 49 $3.99 $3.76 63 $5.23 $4.84
36 3.38 3.24 50 4.05 3.81 64 5.35 4.95
37 3.41 3.27 51 4.11 3.87 65 5.49 5.07
38 3.45 3.30 52 4.18 3.93 66 5.62 5.20
39 3.49 3.34 53 4.26 3.99 67 5.77 5.33
40 3.53 3.37 54 4.33 4.06 68 5.92 5.47
41 3.57 3.41 55 4.41 4.13 69 6.07 5.62
42 3.62 3.44 56 4.50 4.20 70 6.23 5.78
43 3.66 3.48 57 4.58 4.28 71 6.39 5.94
44 3.71 3.52 58 4.68 4.36 72 6.56 6.11
45 3.76 3.57 59 4.78 4.45 73 6.73 6.29
46 3.81 3.61 60 4.88 4.54 74 6.90 6.48
47 3.87 3.66 61 4.99 4.63 75 7.08 6.67
48 3.93 3.71 62 5.11 4.73
================== ======================= ================ ====================== ================ ========================

Income Plan 2 - Joint and Survivor Life Income with Guaranteed Payments for 120 Months

==============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
------------------------------------------------------------------------------------------------------------------------------
-------------------- ---------------------------------------------------------------------------------------------------------

Income Plan 3 - Guaranteed Number of Payments

================================= ==============================================

--------------------------------------------------------------------------------

GENERAL PROVISIONS
--------------------------------------------------------------------------------

THE ENTIRE CONTRACT The entire contract consists of this Contract, any written
applications, and any Contract endorsements and riders.

Unless otherwise specified, all references in this Contract to days, months or
years shall mean calendar days, months or years.

Only our officers may change the Contract or waive a right or requirement of the
Contract. No other individual may do this.

INCONTESTABILITY We will not contest the validity of this Contract after the
Issue Date.

MISSTATEMENT OF AGE OR SEX If any age or sex has been misstated, we will pay the
amounts which would have been paid at the correct age and sex.

If we find the misstatement of age or sex after the income payments begin, we
will:

- pay all amounts underpaid including interest calculated at an
effective annual rate of 6%; or

- stop payments until the total income payments made are equal to the
total amounts that would have been made if the correct age and sex had
been used.

SETTLEMENTS We must receive due proof of death of the Owner or Annuitant prior
to settlement of a death claim.

Any full withdrawal or death benefit under this Contract will not be less than
the minimum benefits required by any statute of the state in which the Contract
is delivered.

DEFERMENT OF PAYMENTS We will pay any amounts due from the Variable Account
under this Contract within seven days, unless:

- the New York Stock Exchange is closed for other than usual weekends
or holidays, or trading on such Exchange is restricted;

- an emergency exists as defined by the Securities and Exchange
Commission; or

- the Securities and Exchange Commission permits delay for the
protection of contractholders.

Exhibit 4(c)
Page 1
PA128
Allstate Life
Insurance Company
A Stock Company

Home Office: 0000 Xxxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000-0000

Flexible Premium Deferred Variable Annuity Contract

Throughout this Contract, "you" and "your" refer to the Owner(s) of this
Contract. "We", "us" and "our" refer to Allstate Life Insurance Company.

This Contract does not pay dividends.

The tax status of this Contract as it applies to the Owner should be reviewed
each year.

PLEASE READ YOUR CONTRACT CAREFULLY.

This is a legal Contract between the Owner(s) of this Contract and Allstate Life
Insurance Company.

If you have any questions about your Allstate Life Insurance Company variable
annuity, please contact Allstate Life at (000) 000-0000.
------------------------------------------------------------------------------
[GRAPHIC OMITTED][GRAPHIC OMITTED]
------------------------------------------------------------------------------

Secretary Chairman and Chief
Executive Officer
Flexible Premium Deferred Variable Annuity

-----------------------------------------------------------------------

TABLE OF CONTENTS
-----------------------------------------------------------------------

ANNUITY DATA PAGE....................................................3

THE PERSONS INVOLVED.................................................5

ACCUMULATION PHASE...................................................6

PAYOUT PHASE........................................................17

INCOME PAYMENT TABLES...............................................21

GENERAL PROVISIONS..................................................22

Page 4
DPA128

----------------------------------------------------------------------------------------------------------------------------

ANNUITY DATA PAGE
----------------------------------------------------------------------------------------------------------------------------

Contract Number:....................................................................................................444444444

Owner:...............................................................................................................Xxxx Xxx

Annuitant:...........................................................................................................Xxxx Xxx
Age at Issue:.....................................................................................................35
Sex:............................................................................................................Male

Issue Date:.......................................................................................................May 1, 2002

Initial Purchase Payment:..........................................................................................$10,000.00
Tax Qualification:........................................................................................................XXX

Initial Credit Enhancement Percentage:.....................................................................................4%

Variable Account:..........................................................Allstate Life Insurance Company Separate Account A

Dollar Cost Averaging Fixed Account
6 Month Transfer Period Account 5% 4.50% 11/01/2002
12 Month Transfer Period Account 5% 5.00% 05/01/2003

Standard Fixed Account
1 Year Guarantee Period Account 10% 4.50% 05/01/2003

Minimum Guaranteed Annual Rate
Dollar Cost Averaging Fixed Account:....................................................................................3.00%
Standard Fixed Account:.................................................................................................3.00%

Payout Start Date:................................................................................................May 1, 2066

Charges for the Contract on the Issue Date:

Annualized Charges
Administrative Expense Charge:..........................................................................................0.35%
Mortality and Expense Risk Charges:
Base Contract:..................................................................................................1.40%
Spousal Protection Rider:.......................................................................................0.15%
Enhanced Beneficiary Protection Rider A:........................................................................0.30%
Enhanced Beneficiary Protection Rider B:........................................................................0.30%
Earnings Protection Death Benefit Rider:........................................................................0.35%

Annual Charges
Contract Maintenance Charge............................................................................................$30.00
(Charge may be waived. See your Contract for details)
Retirement Income Guarantee Rider 2 Fee.............................................................0.75% of the Income Base*
*See your rider for details
Additional charges will apply if you add any Contract riders after the Issue
Date. Additional charges may apply if you make a transfer or withdrawal. See
your Contract for details.

Co - Annuitant Age Sex
-------------- --------------- --------------
Xxxx Xxx 40 F

Primary Beneficiary Relationship to Owner Percentage
------------------- --------------------- -------------
Xxxx Xxx Wife 100%

Contingent Beneficiary Relationship to Owner Percentage
---------------------- --------------------- --------------
Xxxxx Xxx Daughter 100%

Page 24
PA128

-----------------------------------------------------------------------------

THE PERSONS INVOLVED
------------------------------------------------------------------------------

You may exercise all rights stated in this Contract, subject to the rights of
any irrevocable Beneficiary.

If more than one person is designated as Owner:

# Owner as used in this Contract refers to all people named as Owners, unless
otherwise indicated;

# any request to exercise ownership rights must be signed by all Owners; and

# on the death of any person who is an Owner, the surviving person(s) named
as Owner(s) will continue as Owner(s), as described in the Death of Owner
provision.

Annuitant The Annuitant is the person named on the Annuity Data Page. The
Annuitant must be a living person. You cannot change the Annuitant at any time.

If no named Beneficiary is living when the sole surviving Owner dies, or if a
Beneficiary has not been named, the new Beneficiary will be:

your spouse, or if he or she is no longer living,
ii. your surviving children equally, or if you have no surviving
children, iii. your estate.

If there is more than one Beneficiary and one of the Beneficiaries is a
corporation, trust or other non-living person, all Beneficiaries will be
considered to be non-living persons.

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ACCUMULATION PHASE
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Accumulation Phase Defined The "Accumulation Phase" is the first of two phases
during your Contract. The Accumulation Phase begins on the Issue Date stated on
the Annuity Data Page. This phase will continue until the Payout Start Date
unless this Contract is terminated before that date.

Contract Year A "Contract Year" is the 365 day period (366 days for a leap year)
beginning on the Issue Date and on each anniversary of the Issue Date.

Valuation Date and Valuation Period A "Valuation Date" is each date Monday
through Friday on which the New York Stock Exchange is open for regular trading.
A "Valuation Period" is the time interval beginning at the closing of the New
York Stock Exchange on a Valuation Date and ending at the closing of the New
York Stock Exchange on the following Valuation Date.

Purchase Payments Purchase payments are initial and subsequent payments made by
you and do not include any Credit Enhancements. The initial purchase payment is
shown on the Annuity Data Page. You may make subsequent purchase payments during
the Accumulation Phase. We reserve the right to impose a minimum amount on each
subsequent purchase payment. This minimum amount will not exceed $1,000. We also
reserve the right to limit cumulative purchase payments to a maximum amount of
$1,000,000. We may limit your ability to make subsequent purchase payments in
order to comply with the laws of the state where this Contract is delivered.

Initial Purchase Payment Allocation If the Trial Examination Period provision
requires us to refund purchase payments, then during the Trial Examination
Period, we reserve the right to invest the purchase payments you allocated to
the Variable Account (plus any associated Credit Enhancements) to a money market
Variable Sub-account available under this Contract. We will notify you if we do
so. At the end of the Trial Examination Period, the amount in the money market
Variable Sub-account will be allocated to the Variable Sub-accounts as
originally designated by you. This allocation will not be considered a transfer.

Investment Alternatives Investment Alternatives are the Sub-accounts of the
Variable Account and the Fixed Account Options under this Contract.

We reserve the right in our sole discretion to:

# make additional Investment Alternatives available;

# modify, substitute or eliminate any current or future Investment
Alternatives we make available; and

# establish and modify the terms and conditions for making purchase payments
to, withdrawals from, and transfers to or from any of the Investment
Alternatives we make available.

Without limiting the foregoing:

Credit Enhancement A "Credit Enhancement" will be allocated to the Investment
Alternatives you selected at the time of purchase payment. It will be allocated
among the Investment Alternatives in the same proportions as the purchase
payment. The amount of your Credit Enhancement is determined by multiplying the
applicable Credit Enhancement Percentage in the table below and the amount of
the purchase payment. We do not consider Credit Enhancements to be an investment
in the Contract for income tax purposes.

The Credit Enhancement Percentage will be determined as follows:
------------------------------------------------------------------------------- --------------------------------------------

Credit Enhancement Percentage:
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Issue Age is 85 or Issue Age is
Total purchase payments adjusted for any withdrawals: younger between 86-90
------------------------------------------------------------------------------- ----------------------- --------------------
------------------------------------------------------------------------------- ----------------------- --------------------

$500,000 or less 4.0% 2.0%
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------------------------------------------------------------------------------- ----------------------- --------------------

$500,001 - $1,000,000 4.5% 2.5%
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------------------------------------------------------------------------------- ----------------------- --------------------

$1,000,001 or more 5.0% 3.0%
------------------------------------------------------------------------------- ----------------------- --------------------

The Issue Age is the age of the oldest Contract Owner or Annuitant on the Issue
Date of the Contract. The Issue Date is shown on the Annuity Data Page.

Variable Account The "Variable Account" for this Contract is shown on the
Annuity Data Page. This account is a separate investment account to which we
allocate assets contributed under this and certain other contracts. The income,
gains and losses, realized or unrealized, from assets allocated to the Variable
Account are credited to or charged against the account without regard to our
other income, gains or losses.

Variable Sub-accounts The Variable Account is divided into Sub-accounts. Each
Sub-account represents an investment in the shares of the mutual fund underlying
that Sub-account. We may offer additional Sub-accounts of the Variable Account
at our discretion. We reserve the right to limit the number of Sub-accounts of
the Variable Account that may be invested in at any one time.

We reserve the right to establish additional Sub-accounts of the Variable
Account, each of which would invest in shares of a mutual fund. You may then
instruct us to allocate purchase payments or transfers to such Sub- accounts,
subject to any terms set by us or the mutual fund. We reserve the right to limit
the availability of Sub-accounts and/or funds for this Contract.

In the event of any such substitution or change, we may by endorsement, make
such changes as may be necessary or appropriate to reflect such substitution or
change.

Fixed Account Options There are 3 Fixed Account Options under this Contract. The
Fixed Account Options are the Dollar Cost Averaging Fixed Account Option, the
Standard Fixed Account Option and the Market Value Adjusted Fixed Account
Option.

Dollar Cost Averaging Fixed Account Option The Dollar Cost Averaging Fixed
Account is divided into individual Transfer Period Accounts. A new Transfer
Period Account is established each time you allocate a purchase payment to the
Dollar Cost Averaging Fixed Account and you choose the term length of the new
Transfer Period Account. Purchase payments may not be allocated to any existing
Transfer Period Account. No amount may be transferred into the Dollar Cost
Averaging Fixed Account. Each Transfer Period Account is identified by the date
the Transfer Period Account begins and the term length of the Transfer Period
Account. Each purchase payment allocated to a Transfer Period Account must be at
least $500. We will offer term lengths from which you may select for your
Transfer Period Account(s), which may range from three to eighteen months;
however, we may modify or eliminate the term lengths we offer at our discretion.

Amounts in a Transfer Period Account will earn interest at the rate declared for
the Transfer Period Account at the time it is established. This interest rate
will be in effect for the term of the Transfer Period Account. Each purchase
payment, Credit Enhancement and all associated interest in a Transfer Period
Account must be transferred to the other Investment Alternatives according to
your allocation instructions in equal monthly installments during the term of
the Transfer Period Account. We reserve the right to restrict the Investment
Alternatives available for transfers from any Transfer Period Account. We may
offer weekly, quarterly, semi-annual or other installment transfer period
alternatives, at our discretion. For each purchase payment, the first transfer
from a Transfer Period Account will begin on the first Valuation Date after the
payment is received by us. If we do not receive an allocation instruction from
you when the payment is received by us, the purchase payment, Credit Enhancement
and all associated interest will be transferred to the money market Variable
Sub-account in equal installments until we have received a different allocation
instruction.

Guarantee Period Account The Standard Fixed Account and Market Value Adjusted
Fixed Account are divided into individual Guarantee Period Accounts. A new
Guarantee Period Account is established each time you allocate a purchase
payment or transfer to the Standard Fixed Account or Market Value Adjusted Fixed
Account. Each Guarantee Period Account is identified by the date the Guarantee
Period Account was established and the term length of the Guarantee Period
Account. You may not allocate a purchase payment or transfer to any existing
Guarantee Period Account. Each purchase payment or transfer into a Guarantee
Period Account must be at least $500. We will offer the following term lengths
you may choose from for your Guarantee Period Accounts:

# one year for the Standard Fixed Account
# from one to ten years for the Market Value Adjusted Fixed Account

We may add to, modify or eliminate the term lengths we offer at our discretion.

You must choose the term length for a new Guarantee Period Account from the term
lengths we offer for the Standard Fixed Account and the Market Value Adjusted
Fixed Account at the time you create the new Guarantee Period Account. If you
allocate a purchase payment or transfer to the Standard Fixed Account or the
Market Value Adjusted Fixed Account, but you do not select a term length for the
new Guarantee Period Account, we will allocate the purchase payment (and any
Credit Enhancement) or the transfer to a new Guarantee Period Account with the
same term length as the Guarantee Period Account of your most recent purchase
payment or transfer to the same Fixed Account Option. If we no longer offer that
term length, then we will allocate the purchase payment (and any Credit
Enhancement) or the transfer to a new Guarantee Period Account with the next
shortest term currently offered for that Fixed Account Option. If you have not
made a prior allocation to a Guarantee Period Account, then we will allocate the
purchase payment (and any Credit Enhancement) or the transfer to a new Guarantee
Period Account of the shortest term we are offering at that time.

Standard Fixed Account Option The following provisions apply to Guarantee Period
Accounts of the Standard Fixed Account Option. Amounts in a Guarantee Period
Account will earn interest at the rate declared for the term length at the time
it is established. This interest rate will be in effect for one year. On the
first anniversary of a Guarantee Period Account, we will declare a renewal
interest rate, which will remain in effect for one year. Subsequent renewal
dates will be on the anniversaries of the first renewal date.

Market Value Adjusted Fixed Account Option The following provisions apply to
Guarantee Period Accounts of the Market Value Adjusted Fixed Account Option.
Amounts in a Guarantee Period Account will earn interest at the rate declared
for the term length at the time it is established. This interest rate will be in
effect for the term of the Guarantee Period Account. Upon the expiration of the
term of the Guarantee Period Account, unless you specify otherwise, we will
transfer the amount in the expiring Guarantee Period Account to establish a new
Guarantee Period Account with the same term length and at an interest rate
declared by us. The new Guarantee Period Account will be established as of the
day immediately following the expiration date of the expiring Guarantee Period
Account ("New Account Start Date").

Market Value Adjustment A Market Value Adjustment will apply to any withdrawal
or transfer from a Guarantee Period Account of the Market Value Adjusted Fixed
Account other than during the 30 day period after such Guarantee Period Account
expires. A Market Value Adjustment also may apply to amounts in the Market Value
Adjusted Fixed Account if we pay Death Proceeds or if the Payout Start Date
begins on a day other than during the 30 day period after such Guarantee Period
Account expires.

.9 x {I - (J + .0025)} x N
where:

I = the Treasury Rate for a maturity equal to the term length of
the Guarantee Period Account for the week preceding the
establishment of the Guarantee Period Account;

N = the number of whole and partial years remaining in the term
of the Guarantee Period Account, measured from the Market
Value Adjustment Date to the expiration of the Guarantee
Period Account.

The amount subject to a Market Value Adjustment is multiplied by the adjustment
factor to determine the amount of the Market Value Adjustment.

Crediting Interest We credit interest daily to money allocated to the Fixed
Account Options at interest rates which compound over one year to the interest
rates we declared when the money was allocated. We will credit interest to the
initial purchase payment plus any associated Credit Enhancement from the Issue
Date. We will credit interest to subsequent purchase payments plus any
associated Credit Enhancements from the day we receive them. We will credit
interest to amounts transferred from the day the transfer is made. The
annualized interest rate for the Dollar Cost Averaging Fixed Account and the
Standard Fixed Account will never be less than 3%.

Transfers to and from the Fixed Account Options are subject to the restrictions
described in the Dollar Cost Averaging Fixed Account Option, Standard Fixed
Account Option or Market Value Adjusted Fixed Account Option provisions of this
Contract.
We reserve the right to limit the number of transfers among the Variable
Sub-accounts in any Contract Year or to refuse any transfer request submitted by
or on behalf of an Owner or certain Owners if, in our sole discretion:

o We believe that excessive trading by such Owner or Owners or a specific
transfer request or group of transfer requests may have a detrimental
effect on Unit Values or the share prices of the underlying mutual
funds or would be to the disadvantage of other contract owners; or

o We are informed by one or more of the underlying mutual funds that the
purchase of shares is to be restricted because of excessive trading or
a specific transfer or group of transfers is deemed to have a
detrimental effect on share prices of affected underlying mutual funds.

We reserve the right to waive the transfer fees and restrictions contained in
this Contract.

Contract Value Your "Contract Value" is equal to the sum of:

# the number of Accumulation Units you hold in each Sub-account of the
Variable Account multiplied by the Accumulation Unit Value for that
Sub-account on the most recent Valuation Date; plus

# the total value you have in the Fixed Account Options.

Accumulation Units and Accumulation Unit Value Amounts you allocate to a
Sub-account of the Variable Account are used to purchase Accumulation Units in
that Sub-account. The number of Accumulation Units purchased on a given
Valuation Date will depend on the Accumulation Unit Value of the Sub-account on
that Valuation date. Accumulation Unit Values at the end of any subsequent
Valuation Periods are calculated by multiplying the Accumulation Unit Value at
the end of the immediately preceding Valuation Period by the Sub-account's Net
Investment Factor for the Valuation Period. The Accumulation Unit Values may
increase or decrease.

Net Investment Factor For each Variable Sub-account, the "Net Investment Factor"
for a Valuation Period is equal to:

# The sum of:

o the net asset value per share of the underlying mutual fund of the
Sub-account determined at the end of the current Valuation Period;
plus

o the per share amount of any dividend or capital gain distributions
made by the underlying mutual fund of the Sub-account during the
current Valuation Period.

# Divided by the net asset value per share of the underlying mutual fund of
the Sub-account determined as of the end of the immediately preceding
Valuation Period.

# The result is reduced by the Mortality and Expense Risk Charge and the
Administrative Expense Charge corresponding to the portion of the 365 day
year (366 days for a leap year) that is in the current Valuation Period.

The Net Investment Factor may be greater than, less than or equal to one;
therefore, the value of an Accumulation Unit may increase, decrease, or remain
the same.

Charges The charges for this Contract include Administrative Expense Charges,
Mortality and Expense Risk Charges, Contract Maintenance Charges, transfer fees,
and any applicable annual fees or taxes. If withdrawals are made, the Contract
may also be subject to Withdrawal Charges.

Administrative Expense Charge Your actual Administrative Expense Charge is shown
on the Annuity Data Page. (See the Accumulation Units and Accumulation Unit
Value provision and the Net Investment Factor provision for a description of how
this charge is applied.)

Mortality and Expense Risk Charge Your actual Mortality and Expense Risk Charges
for the Contract as issued is shown on the Annuity Data Page. (See the
Accumulation Units and Accumulation Unit Value provision and the Net Investment
Factor provision for a description of how this charge is applied.)

Our actual mortality and expense experience will not adversely affect the dollar
amount of variable benefits or other contractual payments or values under this
Contract.

Contract Maintenance Charge On or prior to the Payout Start Date, a Contract
Maintenance Charge will be deducted from your Contract Value on each Contract
anniversary. The annual charge will be $30 per Contract Year. The Contract
Maintenance Charge will be waived (i) for the remaining term of the Contract
after the total amount of purchase payments you have made to this Contract
reaches $50,000 or more; or (ii) for a Contract anniversary, if on that date
your entire Contract Value is allocated to the Fixed Account Options. The charge
is deducted only from the Sub-accounts of the Variable Account. The Contract
Maintenance Charge will be deducted from the money market Variable Sub-account
first; if the money market Variable Sub-account has insufficient funds to cover
the Contract Maintenance Charge, the balance will be deducted on a pro-rata
basis from each of the other Sub-accounts of the Variable Account in the
proportion that your value in each Sub-account bears to your total value in all
Sub-accounts of the Variable Account, excluding the money market Variable
Sub-account. If the Contract is terminated on any date other than on the
Contract anniversary, the full Contract Maintenance Charge will be deducted for
the partial Contract Year.

Taxes Any premium tax relating to this Contract may be deducted from purchase
payments or the Contract Value when the tax is incurred or at a later time.

Withdrawal You have the right, subject to the restrictions and charges described
in this Contract, to withdraw part or all of your Contract Value at any time
during the Accumulation Phase. A withdrawal must be at least $50. If any
withdrawal reduces the Contract Value to less than $1,000, we will treat the
request as a withdrawal of the entire Contract Value. If you withdraw the entire
Contract Value, the Contract will terminate.
You must specify the Investment Alternative(s) from which you wish to make a
withdrawal. When you make a withdrawal, your Contract Value will be reduced by a
withdrawal amount equal to the amount paid to you and any applicable Withdrawal
Charge, Market Value Adjustment, Contract Maintenance Charge and taxes.

Withdrawals from the Standard Fixed Account are subject to the restrictions
described in the Standard Fixed Account Option provision.

Free Withdrawal Amount The Free Withdrawal Amount available in a Contract Year
is equal to 15% of the purchase payments that are subject to a Withdrawal Charge
as of the beginning of the Contract Year, plus 15% of the purchase payments
added to the Contract during the Contract Year. Purchase payments that are no
longer subject to a Withdrawal Charge will not be used to determine the Free
Withdrawal Amount for a Contract Year, nor will they be assessed a Withdrawal
Charge, if withdrawn.

Withdrawal Charge A Withdrawal Charge may be assessed on certain withdrawals.
For purposes of assessing the Withdrawal Charge, we assume that purchase
payments are withdrawn first, beginning with the oldest payment. When all
purchase payments have been withdrawn, additional withdrawals will not be
assessed a Withdrawal Charge.

Withdrawals during the Accumulation Phase in excess of the Free Withdrawal
Amount will be subject to a Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 7 8 9 and Later

Percentage: 8.5% 8.5% 8.5% 7.5% 6.5% 5.5% 4% 2.5% 0%

Death of Owner If you die prior to the Payout Start Date, the new Owner will be
the surviving Owner. If there is no surviving Owner, the new Owner will be the
Beneficiary(ies) as described in the Beneficiary provision.

If any new Owner is a non-living person, all new Owners will be considered to be
non-living persons for purposes of this provision.

The following Death of Owner Options are available, as applicable:

Option A. The new Owner may elect to receive the Death Proceeds in a lump sum.

Option B. The new Owner may elect to receive the Death Proceeds paid
out under one of the Income Plans described in the Payout
Phase section, subject to the following conditions:

Income payments must begin within one year of your date of
death. Income payments must be payable:

# over the life of the new Owner; or

# for a guaranteed payment period of at least 5 years, but not to exceed the
life expectancy of the new Owner; or

# over the life of the new Owner with a guaranteed payment period of at least
5 years, but not to exceed the life expectancy of the new Owner.

If the Contract is continued in the Accumulation Phase, the
following conditions apply:

# If the new Owner elects this Option, the Contract Value will be
recalculated to equal the Death Proceeds, determined as of the day we
receive the first complete request for settlement of the Death Proceeds.

# Unless otherwise instructed by the new Owner, if the Death Proceeds is
greater than the Contract Value immediately before it is recalculated, the
excess, if any, of the Death Proceeds over the Contract Value will be
allocated to the Sub-accounts of the Variable Account. This excess will be
allocated in proportion to the percentages of your Contract Value in those
Sub-accounts as of the end of the Valuation Period during which we receive
the complete request for settlement of the Death Proceeds, except that any
portion of this excess attributable to the Fixed Account Options will be
allocated to the money market Variable Sub-account.

# Within 30 days after the date we determine the Death Proceeds, the new
Owner may transfer all or a portion of the excess of the Death Proceeds, if
any, into any combination of Variable Sub-accounts, the Standard Fixed
Account and the Market Value Adjusted Fixed Account without incurring a
transfer fee. Any such transfer does not count as one of the free transfers
allowed each Contract Year and is subject to any minimum allocation amount
specified in this Contract.

# The new Owner may make a single withdrawal of any amount within one year of
the date of your death without incurring a Withdrawal Charge; however, the
amount withdrawn may be subject to a Market Value Adjustment.

# Prior to the Payout Start Date, the Death Proceeds of the continued
Contract will be as described in the Death Proceeds provision.

We reserve the right to offer additional Death of Owner Options.

If the Owner dies after the Payout Start Date, refer to the Payout Phase section
of this Contract.

Death of Annuitant If the Annuitant who is also the Owner dies prior to the
Payout Start Date, the Death of Owner provision applies. If the Annuitant who is
not also the Owner dies prior to the Payout Start Date, the Options available to
the Owner will be determined by the applicable following Category in which the
Owner is defined.

The following Death of Annuitant Options are available:

Option A. The Owner may elect to receive the Death Proceeds in a lump sum.

We reserve the right to offer additional Death of Annuitant Options.

If the Annuitant dies after the Payout Start Date, refer to the Payout Phase
section of this Contract.

Death Proceeds If we receive a complete request for settlement of the Death
Proceeds within 180 days of the date of the Owner's or Annuitant's death, the
Death Proceeds are equal to the Death Benefit described below. Otherwise, the
Death Proceeds are equal to the greater of the Contract Value or the Settlement
Value.

Death Benefit Prior to the Payout Start Date, the Death Benefit is equal to the
greatest of:

# the sum of all purchase payments plus any associated Credit
Enhancements reduced by a withdrawal adjustment for each withdrawal, as
described below; or

# the Contract Value as of the date we determine the Death Proceeds; or

# the Settlement Value as of date we determine the Death Proceeds.

A withdrawal adjustment is equal to (a) divided by (b) and the result multiplied
by (c) where:

(a) is the withdrawal amount.
(b) is the Contract Value immediately prior to the withdrawal.
(c) is the sum of all purchase payments plus any associated Credit
Enhancements immediately prior to the withdrawal, less any
prior withdrawal adjustments.

..
Settlement Value The Settlement Value is the amount that would be paid in the
event of a full withdrawal of the Contract Value.

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PAYOUT PHASE
----------------------------------------------------------------------------

Payout Start Date The "Payout Start Date" is the date the Contract Value
adjusted by any Market Value Adjustment and less any applicable taxes is applied
to an Income Plan. The anticipated Payout Start Date is shown on the Annuity
Data Page. You may change the Payout Start Date by writing to us at least 30
days prior to this date.

The anticipated Payout Start Date is the later of:

# the Annuitant's 99th birthday; or

# the 10th anniversary of the Issue Date.

Income Plans An "Income Plan" is a series of payments to be made on a scheduled
basis to you or to another person designated by you. The Contract Value on the
Payout Start Date adjusted by any Market Value Adjustment and less any
applicable taxes, will be applied to your Income Plan choice from the following
list. You may choose more than one Income Plan. If you choose more than one
Income Plan, you must specify what proportions of your Contract Value, adjusted
by any Market Value Adjustment and less any applicable taxes, should be
allocated to each Income Plan. For tax reporting purposes, your cost basis and
any gain on the Contract will be allocated proportionately to each Income Plan
chosen based on the proportion of your Contract Value applied to each Income
Plan. We reserve the right to limit the number of Income Plans that you may
select.

Income Plan 1 - Life Income with Guaranteed Number of Payments We will make
payments for as long as the Annuitant lives. If the Annuitant dies in the Payout
Phase, we will continue to pay income payments until the guaranteed number of
payments have been paid. The number of months guaranteed ("Guaranteed Payment
Period") may range from 0 to 360 months. If the Annuitant is age 90 or older as
of the Payout Start Date, the Guaranteed Payment Period may range from 60 to 360
months.

Income Plan 2 - Joint and Survivor Life Income with Guaranteed Number of
Payments We will make payments for as long as either the Annuitant or joint
Annuitant, named at the time of Income Plan selection, lives. If both the
Annuitant and the joint Annuitant die in the Payout Phase, we will continue to
pay income payments until the guaranteed number of payments have been paid. The
Guaranteed Payment Period may range from 0 to 360 months. If either the
Annuitant or joint Annuitant is age 90 or older as of the Payout Start Date, the
Guaranteed Payment Period may range from 60 to 360 months.

Income Plan 3 - Guaranteed Number of Payments We will make payments for a
Guaranteed Payment Period. These payments do not depend on the Annuitant's life.
The minimum Guaranteed Payment Period is 60 months (120 months if the Payout
Start Date occurs prior to the third anniversary of the Issue Date). The maximum
Guaranteed Payment Period is 360 months or the number of months between the
Payout Start Date and the date that the Annuitant reaches age 100, if greater.
In no event may the Guaranteed Payment Period exceed 600 months. Income Plan 3
offers a withdrawal option as described in the Payout Withdrawal provision.
Income payments under Income Plan 3 are subject to the following:

o You may request to change the length of the Guaranteed Payment Period and
the frequency of payments. You may make this change no more than once each
Contract Year. We reserve the right to limit the availability of such
changes or to change the frequency of allowable changes without prior
notice. If you elect to change the length of the Guaranteed Payment Period,
the new payment period must be within the original maximum and minimum
payment period you would have been permitted to select on the Payout Start
Date; however the maximum payment period available to you will be shortened
by the period elapsed since the original payment period began.

o If you change the length of your Guaranteed Payment Period, we will compute
the present value of all remaining payments, using the same assumptions we
would use if you were terminating the guaranteed payment plan, as described
in the Payout Withdrawal provision. We will then adjust the remaining
income payments to equal what the computed present value would support
based on those same assumptions and based on the revised Guaranteed Payment
Period.

o Changes to either the frequency of payments or length of a Guaranteed
Payment Period will result in a change to the payment amount and may change
the amount of each payment that is taxable to you.

o Any change in the frequency of payments or length of a Guaranteed Payment
Period takes effect on the next payment date after we accept the requested
change.

We reserve the right to make other Income Plans available.

Income Payments For each Income Plan selected, payment amounts may vary with the
performance of the chosen Variable Sub-accounts and/or may be fixed for the
duration of the Income Plan. On the Payout Start Date, you must specify the
portion of the Contract Value to be applied to Variable Amount Income Payments
and the portion to be applied to Fixed Amount Income Payments. For the portion
of your Contract Value to be applied to Variable Amount Income Payments, you
must also specify the Variable Sub-accounts on which to base the Variable Amount
Income Payments as well as the allocation among those Variable Sub-accounts. If
you do not choose how the Contract Value is to be applied, then the portion of
the Contract Value in the Variable Account on the Payout Start Date will be
applied to Variable Amount Income Payments, according to the Variable
Sub-account allocations as of the Payout Start Date, and the remainder of the
Contract Value will be applied to Fixed Amount Income Payments. The method of
calculating the initial payment is different for Variable Amount Income Payments
and Fixed Amount Income Payments.

Variable Amount Income Payments On the Payout Start Date, the portion of the
Contract Value you specify to be applied to Variable Amount Income Payments,
adjusted by any applicable Market Value Adjustment and less any applicable
taxes, is applied to the appropriate income payment factor for the selected
Income Plan to determine the Initial Variable Amount Income Value. An
explanation of the basis for determining income payment factors is described in
the Income Payment Tables provision.

Annuity Unit Value The Annuity Unit Value for each Sub-account of the Variable
Account at the end of the Valuation Period coinciding with the Payout Start Date
is the number used to determine the number of Annuity Units.

Annuity Unit Values at the end of subsequent Valuation Periods are calculated
by:

# multiplying the Annuity Unit Value at the end of the immediately preceding
Valuation Period by the Sub-account's Net Investment Factor during the
period; and then

# dividing the result by 1.000 plus the Assumed Investment Rate for the
period.

Assumed Investment Rate The Assumed Investment Rate is an effective annual rate
of 3%. We reserve the right to offer other Assumed Investment Rates. The Assumed
Investment Rate may not be changed after an Income Plan has been selected.

o The appropriate income payment factor for the selected Income Plan from the
Income Payment Tables shown in the Income Payment Tables provision. An
explanation of the basis for determining the income payment factors is
described in the Income Payment Tables provision.

o An income payment factor for the selected Income Plan that we are offering
on the Payout Start Date.

Fixed Amount Income Payments are fixed for the duration of the Income Plan.

Annuity Transfers After the Payout Start Date, you may make transfers among the
Variable Sub-accounts. You may make up to 12 transfers per Contract Year within
each Income Plan. No transfers may be made from the Fixed Amount Income Payments
nor may transfers be made among Income Plans. Multiple transfers on a single
Valuation Date are considered a single transfer.

Payout Withdrawal A Payout Withdrawal is a withdrawal of all or a portion of the
allowable Withdrawal Value under an Income Plan. You may withdraw all or a
portion of the Withdrawal Value under Income Plan 3 at any time, subject to a
Payout Withdrawal Charge, by notice in a form satisfactory to us. For Variable
Amount Income Payments, the Withdrawal Value is equal to the present value of
the Variable Amount Income Payments being terminated, calculated using a
discount rate equal to the Assumed Investment Rate that was used in determining
the initial variable payment. For Fixed Amount Income Payments, the Withdrawal
Value is equal to the present value of the Fixed Amount Income Payments being
terminated, calculated using a discount rate equal to the Applicable Current
Interest Rate. For this calculation, the Applicable Current Interest Rate is the
rate we are using to determine income payments for a new annuitization with a
payment period equal to the remaining payment period of the income payments
being terminated on the day we receive your written payout withdrawal request.

Payout Withdrawal Charge For purposes of assessing the Payout Withdrawal Charge,
we assume that purchase payments are withdrawn first, beginning with the oldest
payment. When all purchase payments have been withdrawn, additional withdrawals
will not be assessed a Payout Withdrawal Charge.

Payout Withdrawals will be subject to a Payout Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 7 8 9 and Later

Percentage: 8.5% 8.5% 8.5% 7.5% 6.5% 5.5% 4% 2.5% 0%

Regularly scheduled income payments are never subject to a Payout Withdrawal
Charge.

Payout Terms and Conditions The income payments are subject to the following
terms and conditions:

# If the Contract Value is less than $2,000 when it is applied to the Income
Plan(s) you choose, or if the Contract Value is not enough to provide an
initial payment of at least $20 when it is applied to the Income Plan(s)
you choose, we reserve the right to:

o change the payment frequency to make the payment at least $20; or

o terminate the Contract and pay you the Contract Value adjusted by any
Market Value Adjustment and less any applicable taxes in a lump sum.

# If we do not receive a written selection of an Income Plan from you at
least 30 days before the Payout Start Date, the Income Plan will be deemed
to be Life Income with a Guaranteed Payment Period of 120 months.

# If you choose an Income Plan which depends on any person's life, we may
require:

o proof of age and sex before income payments begin; and

o proof that the Annuitant or joint Annuitant is still alive before we
make each payment.

# After the Payout Start Date, a new Income Plan may not be selected nor may
amounts be reallocated to a different Income Plan.

# After the Payout Start Date, withdrawals cannot be made unless income
payments are being made under Income Plan 3. You may terminate income
payments and withdraw the Withdrawal Value under Income Plan 3 at any time,
subject to Payout Withdrawal Charges.

# If any Owner dies during the Payout Phase, the new Owner will be the
surviving Owner. If there is no surviving Owner, the new Owner will be the
Beneficiary(ies) as described in the Beneficiary provision. Any remaining
income payments will be paid to the new Owner as scheduled.

------------------------------------------------------------------------------

INCOME PAYMENT TABLES
------------------------------------------------------------------------------

The Income Payment Tables below will be used to determine the following:

# For Variable Amount Income Payments and an Assumed Investment Rate of 3%,
the initial monthly income payment for the selected Income Plan. Subsequent
monthly income payments will vary as described in the Variable Amount
Income Payments provision. For Variable Amount Income Payments with an
Assumed Investment Rate other than 3%, monthly income payment factors will
be calculated on a basis consistent with the factors shown in the Income
Payment Tables using an interest rate equal to the Assumed Investment Rate.

# For Fixed Amount Income Payments, the minimum guaranteed monthly income
payment for the selected Income Plan.

Income Plan 1 - Life Income with Guaranteed Payments for 120 Months

============================================================================================================================

Income Plan 2 - Joint and Survivor Life Income with Guaranteed Payments for 120 Months

==============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
------------------------------------------------------------------------------------------------------------------------------
-------------------- ---------------------------------------------------------------------------------------------------------

Income Plan 3 - Guaranteed Number of Payments

================================= ===============================================

Monthly Income Payment for each
Specified Period $1,000 Applied to this Income Plan
--------------------------------- -----------------------------------------------
--------------------------------- -----------------------------------------------

-----------------------------------------------------------------------------

GENERAL PROVISIONS
-----------------------------------------------------------------------------

The Entire Contract The entire contract consists of this Contract, any written
applications, and any Contract endorsements and riders.

Unless otherwise specified, all references in this Contract to days, months or
years shall mean calendar days, months or years.

Only our officers may change the Contract or waive a right or requirement of the
Contract. No other individual may do this.

Incontestability We will not contest the validity of this Contract after the
Issue Date.

Misstatement of Age or Sex If any age or sex has been misstated, we will pay the
amounts which would have been paid at the correct age and sex.

If we find the misstatement of age or sex after the income payments begin, we
will:

# pay all amounts underpaid including interest calculated at an effective
annual rate of 6%; or

# stop payments until the total income payments made are equal to the total
amounts that would have been made if the correct age and sex had been used.

Annual Statement At least once a year, prior to the Payout Start Date, we will
send you a statement containing Contract Value information. The effective date
of the information in the annual statement will not be more than two months
before the date of the mailing. We will provide you with Contract Value
information at any time upon request. The information presented will comply with
any applicable law.

Settlements We must receive due proof of death of the Owner or Annuitant prior
to settlement of a death claim.

Any full withdrawal or death benefit under this Contract will not be less than
the minimum benefits required by any statute of the state in which the Contract
is delivered.

Deferment of Payments We will pay any amounts due from the Variable Account
under this Contract within seven days, unless:

# the New York Stock Exchange is closed for other than usual weekends or
holidays, or trading on such Exchange is restricted;

# an emergency exists as defined by the Securities and Exchange Commission;
or

# the Securities and Exchange Commission permits delay for the protection of
contractholders.

Exhibit 4(d)
Page 2
PA128 (NMVA)
Allstate Life
Insurance Company
A Stock Company

Home Office: 0000 Xxxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000-0000

Flexible Premium Deferred Variable Annuity Contract

Throughout this Contract, "you" and "your" refer to the Owner(s) of this
Contract. "We", "us" and "our" refer to Allstate Life Insurance Company.

This Contract does not pay dividends.

The tax status of this Contract as it applies to the Owner should be reviewed
each year.

PLEASE READ YOUR CONTRACT CAREFULLY.

This is a legal Contract between the Owner(s) of this Contract and Allstate Life
Insurance Company.

If you have any questions about your Allstate Life Insurance Company variable
annuity, please contact Allstate Life at (000) 000-0000.

-----------------------------------------------------------------------------
[GRAPHIC OMITTED][GRAPHIC OMITTED]
-----------------------------------------------------------------------------

Secretary Chairman
and Chief Executive Officer

Flexible Premium Deferred Variable Annuity

------------------------------------------------------------------------

TABLE OF CONTENTS
------------------------------------------------------------------------

ANNUITY DATA PAGE.....................................................3

THE PERSONS INVOLVED..................................................5

ACCUMULATION PHASE....................................................6

PAYOUT PHASE.........................................................16

INCOME PAYMENT TABLES................................................19

GENERAL PROVISIONS...................................................21

Page 4
XXX000
(XXXX)

----------------------------------------------------------------------------------------------------------------------------

ANNUITY DATA PAGE
----------------------------------------------------------------------------------------------------------------------------

Contract Number:....................................................................................................444444444

Owner:...............................................................................................................Xxxx Xxx

Issue Date:.......................................................................................................May 1, 2002

Initial Credit Enhancement Percentage:.....................................................................................4%

Variable Account:..........................................................Allstate Life Insurance Company Separate Account A

Rate
Allocated Current Annual Guaranteed
Amount (%) Interest Rate Through

Dollar Cost Averaging Fixed Account
6 Month Transfer Period Account 15% 4.50% 11/01/2002
12 Month Transfer Period Account 15% 5.00% 05/01/2003

Standard Fixed Account
1 Year Guarantee Period Account 10% 4.50% 05/01/2003
3 Year Guarantee Period Account 10% 4.75% 05/01/2005
5 Year Guarantee Period Account 10% 5.25% 05/01/2007

Payout Start Date:................................................................................................May 1, 2066

Charges for the Contract on the Issue Date:

Co - Annuitant Age Sex
-------------- --------------- --------------
Xxxx Xxx 40 F

Primary Beneficiary Relationship to Owner Percentage
------------------- --------------------- -------------
Xxxx Xxx Wife 100%

Contingent Beneficiary Relationship to Owner Percentage
---------------------- --------------------- --------------
Xxxxx Xxx Daughter 100%

Page 22
PA128 (NMVA)

----------------------------------------------------------------------------

THE PERSONS INVOLVED
----------------------------------------------------------------------------

You may exercise all rights stated in this Contract, subject to the rights of
any irrevocable Beneficiary.

If more than one person is designated as Owner:

# Owner as used in this Contract refers to all people named as Owners, unless
otherwise indicated;

# any request to exercise ownership rights must be signed by all Owners; and

# on the death of any person who is an Owner, the surviving person(s) named
as Owner(s) will continue as Owner(s), as described in the Death of Owner
provision.

Annuitant The Annuitant is the person named on the Annuity Data Page. The
Annuitant must be a living person. You cannot change the Annuitant at any time.

If no named Beneficiary is living when the sole surviving Owner dies, or if a
Beneficiary has not been named, the new Beneficiary will be:

your spouse, or if he or she is no longer living,
ii. your surviving children equally, or if you have no surviving
children, iii. your estate.

If there is more than one Beneficiary and one of the Beneficiaries is a
corporation, trust or other non-living person, all Beneficiaries will be
considered to be non-living persons.

------------------------------------------------------------------------------

ACCUMULATION PHASE
------------------------------------------------------------------------------

Contract Year A "Contract Year" is the 365 day period (366 days for a leap year)
beginning on the Issue Date and on each anniversary of the Issue Date.

Investment Alternatives Investment Alternatives are the Sub-accounts of the
Variable Account and the Fixed Account Options under this Contract.

We reserve the right in our sole discretion to:

# make additional Investment Alternatives available;

# modify, substitute or eliminate any current or future Investment
Alternatives we make available; and

# establish and modify the terms and conditions for making purchase payments
to, withdrawals from, and transfers to or from any of the Investment
Alternatives we make available.

Without limiting the foregoing:

The Credit Enhancement Percentage will be determined as follows:
------------------------------------------------------------------------------- --------------------------------------------

$1,000,001 or more 5.0% 3.0%
------------------------------------------------------------------------------- ----------------------- --------------------

The Issue Age is the age of the oldest Contract Owner or Annuitant on the Issue
Date of the Contract. The Issue Date is shown on the Annuity Data Page.

In the event of any such substitution or change, we may by endorsement, make
such changes as may be necessary or appropriate to reflect such substitution or
change.

Fixed Account Options There are 2 Fixed Account Options under this Contract. The
Fixed Account Options are the Dollar Cost Averaging Fixed Account Option and the
Standard Fixed Account Option.

Amounts in a Transfer Period Account will earn interest at the rate declared for
the Transfer Period Account at the time it is established. This interest rate
will be in effect for the term of the Transfer Period Account. Each purchase
payment, Credit Enhancement and all associated interest in a Transfer Period
Account must be transferred to the other Investment Alternatives according to
your allocation instructions in equal monthly installments during the term of
the Transfer Period Account. We reserve the right to restrict the Investment
Alternatives available for transfers from any Transfer Period Account. We may
offer weekly, quarterly, semi-annual or other installment transfer period
alternatives, at our discretion. For each purchase payment, the first transfer
from a Transfer Period Account will begin on the first Valuation Date after the
payment is received by us. If we do not receive an allocation instruction from
you when payment is received by us, the purchase payment, Credit Enhancement and
all associated interest will be transferred to the money market Variable
Sub-account in equal installments until we have received a different allocation
instruction.

Guarantee Period Account The Standard Fixed Account is divided into individual
Guarantee Period Accounts. A new Guarantee Period Account is established each
time you allocate a purchase payment or transfer to the Standard Fixed Account.
Each Guarantee Period Account is identified by the date the Guarantee Period
Account was established and the term length of the Guarantee Period Account. You
may not allocate a purchase payment or transfer to any existing Guarantee Period
Account. Each purchase payment or transfer into a Guarantee Period Account must
be at least $500. We will offer term lengths you may choose from for your
Guarantee Period Accounts from one to ten years for the Standard Fixed Account.

We may add to, modify or eliminate the term lengths we offer at our discretion.

You must choose the term length for a new Guarantee Period Account from the term
lengths we offer for the Standard Fixed Account at the time you create the new
Guarantee Period Account. If you allocate a purchase payment or transfer to the
Standard Fixed Account, but you do not select a term length for the new
Guarantee Period Account, we will allocate the purchase payment (and any Credit
Enhancement) or the transfer to a new Guarantee Period Account with the same
term length as the Guarantee Period Account of your most recent purchase payment
or transfer to the same Fixed Account Option. If we no longer offer that term
length, then we will allocate the purchase payment (and any Credit Enhancement)
or the transfer to a new Guarantee Period Account with the next shortest term
currently offered for that Fixed Account Option. If you have not made a prior
allocation to a Guarantee Period Account, then we will allocate the purchase
payment (and any Credit Enhancement) or the transfer to a new Guarantee Period
Account of the shortest term we are offering at that time.

Standard Fixed Account Option The following provisions apply to Guarantee Period
Accounts of the Standard Fixed Account Option. Amounts in a Guarantee Period
Account will earn interest at the rate declared for the term length at the time
it is established. This interest rate will be in effect for the term of the
Guarantee Period Account. Upon the expiration of the term of a Guarantee Period
Account, we will declare a renewal interest rate, which will remain in effect
for one year. Subsequent renewal dates will be on the anniversaries of the first
renewal date.

o We believe that excessive trading by such Owner or Owners or a specific
transfer request or group of transfer requests may have a detrimental
effect on Unit Values or the share prices of the underlying mutual funds or
would be to the disadvantage of other contract owners; or

o We are informed by one or more of the underlying mutual funds that the
purchase of shares is to be restricted because of excessive trading or a
specific transfer or group of transfers is deemed to have a detrimental
effect on share prices of affected underlying mutual funds.

We reserve the right to waive the transfer fees and restrictions contained in
this Contract.

Contract Value Your "Contract Value" is equal to the sum of:

# the number of Accumulation Units you hold in each Sub-account of the
Variable Account multiplied by the Accumulation Unit Value for that
Sub-account on the most recent Valuation Date; plus

# the total value you have in the Fixed Account Options.

Net Investment Factor For each Variable Sub-account, the "Net Investment Factor"
for a Valuation Period is equal to:

# The sum of:

o the net asset value per share of the underlying mutual fund of the
Sub-account determined at the end of the current Valuation Period;
plus

o the per share amount of any dividend or capital gain distributions
made by the underlying mutual fund of the Sub-account during the
current Valuation Period.

# Divided by the net asset value per share of the underlying mutual fund of
the Sub-account determined as of the end of the immediately preceding
Valuation Period.

The Net Investment Factor may be greater than, less than or equal to one;
therefore, the value of an Accumulation Unit may increase, decrease, or remain
the same.

Our actual mortality and expense experience will not adversely affect the dollar
amount of variable benefits or other contractual payments or values under this
Contract.

Taxes Any premium tax relating to this Contract may be deducted from purchase
payments or the Contract Value when the tax is incurred or at a later time.

Withdrawals from the Standard Fixed Account are subject to the restrictions
described in the Standard Fixed Account Option provision.

Withdrawals during the Accumulation Phase in excess of the Free Withdrawal
Amount will be subject to a Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 7 8 9 and Later

Percentage: 8.5% 8.5% 8.5% 7.5% 6.5% 5.5% 4% 2.5% 0%

If any new Owner is a non-living person, all new Owners will be considered to be
non-living persons for purposes of this provision.

The following Death of Owner Options are available, as applicable:

Option A. The new Owner may elect to receive the Death Proceeds in a lump sum.

Option B. The new Owner may elect to receive the Death Proceeds paid
out under one of the Income Plans described in the Payout
Phase section, subject to the following conditions:

Income payments must begin within one year of your date of
death. Income payments must be payable:

# over the life of the new Owner; or

# for a guaranteed payment period of at least 5 years, but not to exceed the
life expectancy of the new Owner; or

# over the life of the new Owner with a guaranteed payment period of at least
5 years, but not to exceed the life expectancy of the new Owner.

No additional purchase payments may be added to the Contract
under this election. Withdrawal Charges will be waived for any
withdrawals made during this 5 year period.

If the Contract is continued in the Accumulation Phase, the
following conditions apply:

# Within 30 days after the date we determine the Death Proceeds, the new
Owner may transfer all or a portion of the excess of the Death Proceeds, if
any, into any combination of Variable Sub-accounts and the Standard Fixed
Account without incurring a transfer fee. Any such transfer does not count
as one of the free transfers allowed each Contract Year and is subject to
any minimum allocation amount specified in this Contract.

# The new Owner may make a single withdrawal of any amount within one year of
the date of your death without incurring a Withdrawal Charge.

# Prior to the Payout Start Date, the Death Proceeds of the continued
Contract will be as described in the Death Proceeds provision.

We reserve the right to offer additional Death of Owner Options.

If the Owner dies after the Payout Start Date, refer to the Payout Phase section
of this Contract.

The following Death of Annuitant Options are available:

Option A. The Owner may elect to receive the Death Proceeds in a lump sum.

No additional purchase payments may be added to the Contract
under this election. Withdrawal Charges will be waived for any
withdrawals made during this 5 year period.

We reserve the right to offer additional Death of Annuitant Options.

If the Annuitant dies after the Payout Start Date, refer to the Payout Phase
section of this Contract.

Death Benefit Prior to the Payout Start Date, the Death Benefit is equal to the
greatest of:

# the sum of all purchase payments plus any associated Credit
Enhancements reduced by a withdrawal adjustment for each withdrawal, as
described below; or

# the Contract Value as of the date we determine the Death Proceeds; or

# the Settlement Value as of date we determine the Death Proceeds.

A withdrawal adjustment is equal to (a) divided by (b) and the result multiplied
by (c) where:

Settlement Value The Settlement Value is the amount that would be paid in the
event of a full withdrawal of the Contract Value.

----------------------------------------------------------------------------

PAYOUT PHASE
----------------------------------------------------------------------------

The anticipated Payout Start Date is the later of:

# the Annuitant's 99th birthday; or

# the 10th anniversary of the Issue Date.

Income Plans An "Income Plan" is a series of payments to be made on a scheduled
basis to you or to another person designated by you. The Contract Value on the
Payout Start Date less any applicable taxes, will be applied to your Income Plan
choice from the following list. You may choose more than one Income Plan. If you
choose more than one Income Plan, you must specify what proportions of your
Contract Value less any applicable taxes should be allocated to each Income
Plan. For tax reporting purposes, your cost basis and any gain on the Contract
will be allocated proportionately to each Income Plan chosen based on the
proportion of your Contract Value applied to each Income Plan. We reserve the
right to limit the number of Income Plans that you may select.

o Changes to either the frequency of payments or length of a Guaranteed
Payment Period will result in a change to the payment amount and may change
the amount of each payment that is taxable to you.

o Any change in the frequency of payments or length of a Guaranteed Payment
Period takes effect on the next payment date after we accept the requested
change.

We reserve the right to make other Income Plans available.

Variable Amount Income Payments On the Payout Start Date, the portion of the
Contract Value you specify to be applied to Variable Amount Income Payments less
any applicable taxes, is applied to the appropriate income payment factor for
the selected Income Plan to determine the Initial Variable Amount Income Value.
An explanation of the basis for determining income payment factors is described
in the Income Payment Tables provision.

Annuity Unit Values at the end of subsequent Valuation Periods are calculated
by:

# multiplying the Annuity Unit Value at the end of the immediately preceding
Valuation Period by the Sub-account's Net Investment Factor during the
period; and then

# dividing the result by 1.000 plus the Assumed Investment Rate for the
period.

Fixed Amount Income Payments On the Payout Start Date, the portion of the
Contract Value you specify, less applicable taxes, will be applied to Fixed
Amount Income Payments. The Fixed Amount Income Payment is determined by
applying the above value to the greater of:

o An income payment factor for the selected Income Plan that we are offering
on the Payout Start Date.

Fixed Amount Income Payments are fixed for the duration of the Income Plan.

Payout Withdrawals will be subject to a Payout Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 7 8 9 and Later

Percentage: 8.5% 8.5% 8.5% 7.5% 6.5% 5.5% 4% 2.5% 0%

Regularly scheduled income payments are never subject to a Payout Withdrawal
Charge.

Payout Terms and Conditions The income payments are subject to the following
terms and conditions:

o change the payment frequency to make the payment at least $20; or

o terminate the Contract and pay you the Contract Value less any
applicable taxes in a lump sum . # If we do not receive a written
selection of an Income Plan from you at least 30 days before the
Payout Start Date, the Income Plan will be deemed to be Life Income
with a Guaranteed Payment Period of 120 months.

# If you choose an Income Plan which depends on any person's life, we may
require:

o proof of age and sex before income payments begin; and

o proof that the Annuitant or joint Annuitant is still alive before we
make each payment.

# After the Payout Start Date, a new Income Plan may not be selected nor may
amounts be reallocated to a different Income Plan.

-----------------------------------------------------------------------------

INCOME PAYMENT TABLES
-----------------------------------------------------------------------------

The Income Payment Tables below will be used to determine the following:

# For Fixed Amount Income Payments, the minimum guaranteed monthly income
payment for the selected Income Plan.

Income Plan 1 - Life Income with Guaranteed Payments for 120 Months

============================================================================================================================

Income Plan 2 - Joint and Survivor Life Income with Guaranteed Payments for 120 Months

==============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
------------------------------------------------------------------------------------------------------------------------------
-------------------- ---------------------------------------------------------------------------------------------------------

Income Plan 3 - Guaranteed Number of Payments

================================= ===============================================

Monthly Income Payment for each
Specified Period $1,000 Applied to this Income Plan
--------------------------------- -----------------------------------------------
--------------------------------- -----------------------------------------------

------------------------------------------------------------------------------

GENERAL PROVISIONS
------------------------------------------------------------------------------

The Entire Contract The entire contract consists of this Contract, any written
applications, and any Contract endorsements and riders.

Unless otherwise specified, all references in this Contract to days, months or
years shall mean calendar days, months or years.

Only our officers may change the Contract or waive a right or requirement of the
Contract. No other individual may do this.

Incontestability We will not contest the validity of this Contract after the
Issue Date.

Misstatement of Age or Sex If any age or sex has been misstated, we will pay the
amounts which would have been paid at the correct age and sex.

If we find the misstatement of age or sex after the income payments begin, we
will:

# pay all amounts underpaid including interest calculated at an effective
annual rate of 6%; or

# stop payments until the total income payments made are equal to the total
amounts that would have been made if the correct age and sex had been used.

Settlements We must receive due proof of death of the Owner or Annuitant prior
to settlement of a death claim.

Any full withdrawal or death benefit under this Contract will not be less than
the minimum benefits required by any statute of the state in which the Contract
is delivered.

Deferment of Payments We will pay any amounts due from the Variable Account
under this Contract within seven days, unless:

# the New York Stock Exchange is closed for other than usual weekends or
holidays, or trading on such Exchange is restricted;

# an emergency exists as defined by the Securities and Exchange Commission;
or

# the Securities and Exchange Commission permits delay for the protection of
contractholders.

Exhibit 4(e)
Page 1
PA130
Allstate Life
Insurance Company
A Stock Company

Home Office: 0000 Xxxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000-0000

Flexible Premium Deferred Variable Annuity Contract

Throughout this Contract, "you" and "your" refer to the Owner(s) of this
Contract. "We", "us" and "our" refer to Allstate Life Insurance Company.

This Contract does not pay dividends.

The tax status of this Contract as it applies to the Owner should be reviewed
each year.

PLEASE READ YOUR CONTRACT CAREFULLY.

This is a legal Contract between the Owner(s) of this Contract and Allstate Life
Insurance Company.

If you have any questions about your Allstate Life Insurance Company variable
annuity, please contact Allstate Life at (000) 000-0000.

------------------------------------------------------------------------------
[GRAPHIC OMITTED][GRAPHIC OMITTED]
-----------------------------------------------------------------------------

Secretary Chairman
and Chief Executive Officer

Flexible Premium Deferred Variable Annuity

---------------------------------------------------------------------

TABLE OF CONTENTS
---------------------------------------------------------------------

ANNUITY DATA PAGE.....................................................3

THE PERSONS INVOLVED..................................................5

ACCUMULATION PHASE....................................................6

PAYOUT PHASE.........................................................16

INCOME PAYMENT TABLES................................................20

GENERAL PROVISIONS...................................................22

Page 3
DPA130

----------------------------------------------------------------------

ANNUITY DATA PAGE
----------------------------------------------------------------------

Contract Number:...............................................444444444

Owner:..........................................................Xxxx Xxx

Annuitant:......................................................Xxxx Xxx
Age at Issue:................................................35
Sex:.......................................................Male

Issue Date:..................................................May 1, 2002

Initial Purchase Payment:.....................................$10,000.00
Tax Qualification:...................................................XXX

Variable Account:.....Allstate Life Insurance Company Separate Account A

Rate
Allocated Current Annual Guaranteed
Amount (%) Interest Rate Through

Dollar Cost Averaging Fixed Account
6 Month Transfer Period Account 5% 4.50% 11/01/2002
12 Month Transfer Period Account 5% 5.00% 05/01/2003

Standard Fixed Account
1 Year Guarantee Period Account 10% 4.50% 05/01/2003

Minimum Guaranteed Annual Rate
Dollar Cost Averaging Fixed Account:..........................3.00%
Standard Fixed Account:.......................................3.00%

Payout Start Date:......................................May 1, 2066

Charges for the Contract on the Issue Date:

Annualized Charges
Administrative Expense Charge:............................................0.35%
Mortality and Expense Risk Charges:
Base Contract:....................................................1.40%
Spousal Protection Rider:.........................................0.15%
Enhanced Beneficiary Protection Rider A:..........................0.30%
Enhanced Beneficiary Protection Rider B:..........................0.30%
Earnings Protection Death Benefit Rider:..........................0.35%

Annual Charges
Contract Maintenance Charge..............................................$30.00
(Charge may be waived. See your Contract for details)
Retirement Income Guarantee Rider 2 Fee...............0.75% of the Income Base*
*See your rider for details
Additional charges will apply if you add any Contract riders after the Issue
Date. Additional charges may apply if you make a transfer or withdrawal. See
your Contract for details.

Co - Annuitant Age Sex
-------------- --------------- --------------
Xxxx Xxx 40 F

Primary Beneficiary Relationship to Owner Percentage
------------------- --------------------- -------------
Xxxx Xxx Wife 100%

Contingent Beneficiary Relationship to Owner Percentage
---------------------- --------------------- --------------
Xxxxx Xxx Daughter 100%

Page 23
PA130

---------------------------------------------------------------------------

THE PERSONS INVOLVED
---------------------------------------------------------------------------

You may exercise all rights stated in this Contract, subject to the rights of
any irrevocable Beneficiary.

If more than one person is designated as Owner:

* Owner as used in this Contract refers to all people named as Owners,
unless otherwise indicated;

* any request to exercise ownership rights must be signed by all Owners;
and

* on the death of any person who is an Owner, the surviving person(s)
named as Owner(s) will continue as Owner(s), as described in the Death
of Owner provision.

Annuitant The Annuitant is the person named on the Annuity Data Page. The
Annuitant must be a living person. You cannot change the Annuitant at any time.

If no named Beneficiary is living when the sole surviving Owner dies, or if a
Beneficiary has not been named, the new Beneficiary will be:

i. your spouse, or if he or she is no longer living,
ii. your surviving children equally, or if you have no surviving children,
iii. your estate.

If there is more than one Beneficiary and one of the Beneficiaries is a
corporation, trust or other non-living person, all Beneficiaries will be
considered to be non-living persons.

-----------------------------------------------------------------------------

ACCUMULATION PHASE
-----------------------------------------------------------------------------

Contract Year A "Contract Year" is the 365 day period (366 days for a leap year)
beginning on the Issue Date and on each anniversary of the Issue Date.

Purchase Payments The initial purchase payment is shown on the Annuity Data
Page. You may make subsequent purchase payments during the Accumulation Phase.
We reserve the right to impose a minimum amount on each subsequent purchase
payment. This minimum amount will not exceed $1,000. We also reserve the right
to limit cumulative purchase payments to a maximum amount of $1,000,000. We may
limit your ability to make subsequent purchase payments in order to comply with
the laws of the state where this Contract is delivered.

Initial Purchase Payment Allocation If the Trial Examination Period provision
requires us to refund purchase payments, then during the Trial Examination
Period, we reserve the right to invest the purchase payments you allocated to
the Variable Account to a money market Variable Sub-account available under this
Contract. We will notify you if we do so. At the end of the Trial Examination
Period, the amount in the money market Variable Sub-account will be allocated to
the Variable Sub-accounts as originally designated by you. This allocation will
not be considered a transfer.

Investment Alternatives Investment Alternatives are the Sub-accounts of the
Variable Account and the Fixed Account Options under this Contract.

We reserve the right in our sole discretion to:
* make additional Investment Alternatives available;
* modify, substitute or eliminate any current or future Investment Alternatives
we make available; and
* establish and modify the terms and conditions for making purchase payments
to, withdrawals from, and transfers to or from any of the Investment
Alternatives we make available.

Without limiting the foregoing:

In the event of any such substitution or change, we may by endorsement, make
such changes as may be necessary or appropriate to reflect such substitution or
change.

* one year for the Standard Fixed Account
* from one to ten years for the Market Value Adjusted Fixed Account

We may add to, modify or eliminate the term lengths we offer at our discretion.

.9 x {I - (J + .0025)} x N where:

I = the Treasury Rate for a maturity equal to the term length of
the Guarantee Period Account for the week preceding the
establishment of the Guarantee Period Account;

N = the number of whole and partial years remaining in the term
of the Guarantee Period Account, measured from the Market
Value Adjustment Date to the expiration of the Guarantee
Period Account.

The amount subject to a Market Value Adjustment is multiplied by the adjustment
factor to determine the amount of the Market Value Adjustment.

Crediting Interest We credit interest daily to money allocated to the Fixed
Account Options at interest rates which compound over one year to the interest
rates we declared when the money was allocated. We will credit interest to the
initial purchase payment from the Issue Date. We will credit interest to
subsequent purchase payments from the day we receive them. We will credit
interest to amounts transferred from the day the transfer is made. The
annualized interest rate for the Dollar Cost Averaging Fixed Account and the
Standard Fixed Account will never be less than 3%.

* We believe that excessive trading by such Owner or Owners or a specific
transfer request or group of transfer requests may have a detrimental
effect on Unit Values or the share prices of the underlying mutual
funds or would be to the disadvantage of other contract owners; or

* We are informed by one or more of the underlying mutual funds that the
purchase of shares is to be restricted because of excessive trading or
a specific transfer or group of transfers is deemed to have a
detrimental effect on share prices of affected underlying mutual funds.

We reserve the right to waive the transfer fees and restrictions contained in
this Contract.

Contract Value Your "Contract Value" is equal to the sum of:

* the number of Accumulation Units you hold in each Sub-account of the
Variable Account multiplied by the Accumulation Unit Value for that
Sub-account on the most recent Valuation Date; plus

* the total value you have in the Fixed Account Options.

Net Investment Factor For each Variable Sub-account, the "Net Investment Factor"
for a Valuation Period is equal to:

* The sum of:

* the net asset value per share of the underlying mutual fund
of the Sub-account determined at the end of the current
Valuation Period; plus

* the per share amount of any dividend or capital gain
distributions made by the underlying mutual fund of the
Sub-account during the current Valuation Period.

* Divided by the net asset value per share of the underlying mutual fund
of the Sub-account determined as of the end of the immediately
preceding Valuation Period.

* The result is reduced by the Mortality and Expense Risk Charge and the
Administrative Expense Charge corresponding to the portion of the 365
day year (366 days for a leap year) that is in the current Valuation
Period.

The Net Investment Factor may be greater than, less than or equal to one;
therefore, the value of an Accumulation Unit may increase, decrease, or remain
the same.

Our actual mortality and expense experience will not adversely affect the dollar
amount of variable benefits or other contractual payments or values under this
Contract.

Taxes Any premium tax relating to this Contract may be deducted from purchase
payments or the Contract Value when the tax is incurred or at a later time.

Withdrawals from the Standard Fixed Account are subject to the restrictions
described in the Standard Fixed Account Option provision.

Withdrawals during the Accumulation Phase in excess of the Free Withdrawal
Amount will be subject to a Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 and Later

Percentage: 7% 6% 5% 4% 3% 0%

If any new Owner is a non-living person, all new Owners will be considered to be
non-living persons for purposes of this provision.

The following Death of Owner Options are available, as applicable:

Option A. The new Owner may elect to receive the Death Proceeds in a
lump sum.

Option B. The new Owner may elect to receive the Death Proceeds paid
out under one of the Income Plans described in the Payout
Phase section, subject to the following conditions:

Income payments must begin within one year of your date of
death. Income payments must be payable:

* over the life of the new Owner; or
* for a guaranteed payment period of at least 5 years, but not to exceed
the life expectancy of the new Owner; or # over the life of the new
Owner with a guaranteed payment period of at least 5 years, but not to
exceed the life expectancy of the new Owner.

If the Contract is continued in the Accumulation Phase, the
following conditions apply:

* If the new Owner elects this Option, the Contract
Value will be recalculated to equal the Death
Proceeds, determined as of the day we receive the
first complete request for settlement of the Death
Proceeds.

* Unless otherwise instructed by the new Owner, if the
Death Proceeds is greater than the Contract Value
immediately before it is recalculated, the excess, if
any, of the Death Proceeds over the Contract Value
will be allocated to the Sub-accounts of the
Variable Account. This excess will be allocated
in proportion to the percentages of your Contract Value
in those Sub-accounts as of the end of the Valuation
Period during which we receive the complete request for
settlement of the Death Proceeds, except that any
portion of this excess attributable to the Fixed
Account Options will be allocated to the money market
Variable Sub-account.

* Within 30 days after the date we determine the Death
Proceeds, the new Owner may transfer all or a portion
of the excess of the Death Proceeds, if any, into any
combination of Variable Sub-accounts, the Standard
Fixed Account and the Market Value Adjusted Fixed
Account without incurring a transfer fee. Any such
transfer does not count as one of the free transfers
allowed each Contract Year and is subject to any
minimum allocation amount specified in this Contract.

* The new Owner may make a single withdrawal of any
amount within one year of the date of your death
without incurring a Withdrawal Charge; however, the
amount withdrawn may be subject to a Market Value
Adjustment.

* Prior to the Payout Start Date, the Death Proceeds of
the continued Contract will be as described in the
Death Proceeds provision.

We reserve the right to offer additional Death of Owner Options.

If the Owner dies after the Payout Start Date, refer to the Payout Phase section
of this Contract.

The following Death of Annuitant Options are available:

Option A. The Owner may elect to receive the Death Proceeds in a lump
sum.

We reserve the right to offer additional Death of Annuitant Options.

If the Annuitant dies after the Payout Start Date, refer to the Payout Phase
section of this Contract.

Death Benefit Prior to the Payout Start Date, the Death Benefit is equal to the
greatest of:

* the sum of all purchase payments reduced by a withdrawal adjustment
for each withdrawal, as described below; or

* the Contract Value as of the date we determine the Death Proceeds; or

* the Settlement Value as of date we determine the Death Proceeds.

A withdrawal adjustment is equal to (a) divided by (b) and the result
multiplied by (c) where:

Settlement Value The Settlement Value is the amount that would be paid in the
event of a full withdrawal of the Contract Value.

--------------------------------------------------------------------------

PAYOUT PHASE
--------------------------------------------------------------------------

The anticipated Payout Start Date is the later of:

* the Annuitant's 99th birthday; or

* the 10th anniversary of the Issue Date.

* You may request to change the length of the Guaranteed Payment Period
and the frequency of payments. You may make this change no more than
once each Contract Year. We reserve the right to limit the availability
of such changes or to change the frequency of allowable changes without
prior notice. If you elect to change the length of the Guaranteed
Payment Period, the new payment period must be within the original
maximum and minimum payment period you would have been permitted to
select on the Payout Start Date; however the maximum payment period
available to you will be shortened by the period elapsed since the
original payment period began.

* If you change the length of your Guaranteed Payment Period, we will
compute the present value of all remaining payments, using the same
assumptions we would use if you were terminating the guaranteed payment
plan, as described in the Payout Withdrawal provision. We will then
adjust the remaining income payments to equal what the computed present
value would support based on those same assumptions and based on the
revised Guaranteed Payment Period.

* Changes to either the frequency of payments or length of a Guaranteed
Payment Period will result in a change to the payment amount and may
change the amount of each payment that is taxable to you.

* Any change in the frequency of payments or length of a Guaranteed
Payment Period takes effect on the next payment date after we accept
the requested change.

We reserve the right to make other Income Plans available.

Annuity Unit Values at the end of subsequent Valuation Periods are calculated
by:

* multiplying the Annuity Unit Value at the end of the immediately
preceding Valuation Period by the Sub-account's Net Investment
Factor during the period; and then

* dividing the result by 1.000 plus the Assumed Investment Rate for the
period.

Fixed Amount Income Payments On the Payout Start Date, the portion of the
Contract Value you specify, adjusted by any applicable Market Value Adjustment
and less applicable taxes, will be applied to Fixed Amount Income Payments. The
Fixed Amount Income Payment is determined by applying the above value to the
greater of:
* The appropriate income payment factor for the selected Income
Plan from the Income Payment Tables shown in the Income
Payment Tables provision. An explanation of the basis for
determining the income payment factors is described in the
Income Payment Tables provision.

* An income payment factor for the selected Income Plan that we
are offering on the Payout Start Date.

Fixed Amount Income Payments are fixed for the duration of the Income Plan.

Payout Withdrawals will be subject to a Payout Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 and Later

Percentage: 7% 6% 5% 4% 3% 0%

Regularly scheduled income payments are never subject to a Payout Withdrawal
Charge.

Payout Terms and Conditions The income payments are subject to the following
terms and conditions:

* If the Contract Value is less than $2,000 when it is applied to the
Income Plan(s) you choose, or if the Contract Value is not enough to
provide an initial payment of at least $20 when it is applied to the
Income Plan(s) you choose, we reserve the right to:

* change the payment frequency to make the payment at least $20;
or

* terminate the Contract and pay you the Contract Value adjusted
by any Market Value Adjustment and less any applicable taxes
in a lump sum.

* If we do not receive a written selection of an Income Plan from you at
least 30 days before the Payout Start Date, the Income Plan will be
deemed to be Life Income with a Guaranteed Payment Period of 120
months.

* If you choose an Income Plan which depends on any person's life, we may
require:

* proof of age and sex before income payments begin; and

* proof that the Annuitant or joint Annuitant is still alive
before we make each payment.

* After the Payout Start Date, a new Income Plan may not be selected nor
may amounts be reallocated to a different Income Plan.

* After the Payout Start Date, withdrawals cannot be made unless income
payments are being made under Income Plan 3. You may terminate income
payments and withdraw the Withdrawal Value under Income Plan 3 at any
time, subject to Payout Withdrawal Charges.

* If any Owner dies during the Payout Phase, the new Owner will be the
surviving Owner. If there is no surviving Owner, the new Owner will be
the Beneficiary(ies) as described in the Beneficiary provision. Any
remaining income payments will be paid to the new Owner as scheduled.

---------------------------------------------------------------------------

INCOME PAYMENT TABLES
---------------------------------------------------------------------------

The Income Payment Tables below will be used to determine the following:

* For Variable Amount Income Payments and an Assumed Investment Rate of
3%, the initial monthly income payment for the selected Income Plan.
Subsequent monthly income payments will vary as described in the
Variable Amount Income Payments provision. For Variable Amount Income
Payments with an Assumed Investment Rate other than 3%, monthly income
payment factors will be calculated on a basis consistent with the
factors shown in the Income Payment Tables using an interest rate equal
to the Assumed Investment Rate.

* For Fixed Amount Income Payments, the minimum guaranteed monthly income
payment for the selected Income Plan.

Income Plan 1 - Life Income with Guaranteed Payments for 120 Months

============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
----------------------------------------------------------------------------------------------------------------------------

Income Plan 2 - Joint and Survivor Life Income with Guaranteed Payments for 120 Months

==============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
------------------------------------------------------------------------------------------------------------------------------

Female Annuitant's Adjusted Age
-------------------- ---------------------------------------------------------------------------------------------------------

Income Plan 3 - Guaranteed Number of Payments

================================= ============================================

Monthly Income Payment for each
Specified Period $1,000 Applied to this Income Plan
--------------------------------- --------------------------------------------
--------------------------------- --------------------------------------------

---------------------------------------------------------------------------

GENERAL PROVISIONS
---------------------------------------------------------------------------

The Entire Contract The entire contract consists of this Contract, any written
applications, and any Contract endorsements and riders.

Unless otherwise specified, all references in this Contract to days, months or
years shall mean calendar days, months or years.

Only our officers may change the Contract or waive a right or requirement of the
Contract. No other individual may do this.

Incontestability We will not contest the validity of this Contract after the
Issue Date.

Misstatement of Age or Sex If any age or sex has been misstated, we will pay the
amounts which would have been paid at the correct age and sex.

If we find the misstatement of age or sex after the income payments begin, we
will:

* pay all amounts underpaid including interest calculated at an effective
annual rate of 6%; or

* stop payments until the total income payments made are equal to the
total amounts that would have been made if the correct age and sex had
been used.

Settlements We must receive due proof of death of the Owner or Annuitant prior
to settlement of a death claim.

Any full withdrawal or death benefit under this Contract will not be less than
the minimum benefits required by any statute of the state in which the Contract
is delivered.

Deferment of Payments We will pay any amounts due from the Variable Account
under this Contract within seven days, unless:

* the New York Stock Exchange is closed for other than usual weekends
or holidays, or trading on such Exchange is restricted;

* an emergency exists as defined by the Securities and Exchange
Commission; or

* the Securities and Exchange Commission permits delay for the protection
of contractholders.

Exhibit 4(f)

Allstate Life
Insurance Company
A Stock Company

Home Office: 0000 Xxxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000-0000

Flexible Premium Deferred Variable Annuity Contract

Throughout this Contract, "you" and "your" refer to the Owner(s) of this
Contract. "We", "us" and "our" refer to Allstate Life Insurance Company.

This Contract does not pay dividends.

The tax status of this Contract as it applies to the Owner should be reviewed
each year.

PLEASE READ YOUR CONTRACT CAREFULLY.

This is a legal Contract between the Owner(s) of this Contract and Allstate Life
Insurance Company.

If you have any questions about your Allstate Life Insurance Company variable
annuity, please contact Allstate Life at (000) 000-0000.

----------------------------------------------------------------------------=
[GRAPHIC OMITTED][GRAPHIC OMITTED]
-----------------------------------------------------------------------------

Secretary Chairman
and Chief Executive Officer

Flexible Premium Deferred Variable Annuity

----------------------------------------------------------------------------

TABLE OF CONTENTS
----------------------------------------------------------------------------

ANNUITY DATA PAGE................................................3

THE PERSONS INVOLVED.............................................5

ACCUMULATION PHASE...............................................6

PAYOUT PHASE....................................................15

INCOME PAYMENT TABLES...........................................19

GENERAL PROVISIONS..............................................21

Page 3

XXX000
(XXXX)

----------------------------------------------------------------------------------------------------------------------------

ANNUITY DATA PAGE
----------------------------------------------------------------------------------------------------------------------------

Contract Number:....................................................................................................444444444

Owner:...............................................................................................................Xxxx Xxx

Issue Date:.......................................................................................................May 1, 2002

Variable Account:..........................................................Allstate Life Insurance Company Separate Account A

Rate
Allocated Current Annual Guaranteed
Amount (%) Interest Rate Through

Dollar Cost Averaging Fixed Account
6 Month Transfer Period Account 15% 4.50% 11/01/2002
12 Month Transfer Period Account 15% 5.00% 05/01/2003

Standard Fixed Account
1 Year Guarantee Period Account 10% 4.50% 05/01/2003
3 Year Guarantee Period Account 10% 4.75% 05/01/2005
5 Year Guarantee Period Account 10% 5.25% 05/01/2007

Payout Start Date:................................................................................................May 1, 2066

Charges for the Contract on the Issue Date:

Co - Annuitant Age Sex
-------------- --------------- --------------
Xxxx Xxx 40 F

Primary Beneficiary Relationship to Owner Percentage
------------------- --------------------- -------------
Xxxx Xxx Wife 100%

Contingent Beneficiary Relationship to Owner Percentage
---------------------- --------------------- --------------
Xxxxx Xxx Daughter 100%

Page 22
PA130

-----------------------------------------------------------------------------

THE PERSONS INVOLVED
-----------------------------------------------------------------------------

You may exercise all rights stated in this Contract, subject to the rights of
any irrevocable Beneficiary.

If more than one person is designated as Owner:

* Owner as used in this Contract refers to all people named as Owners,
unless otherwise indicated;

* any request to exercise ownership rights must be signed by all Owners; and

* on the death of any person who is an Owner, the surviving person(s)
named as Owner(s) will continue as Owner(s), as described in the Death
of Owner provision.

Annuitant The Annuitant is the person named on the Annuity Data Page. The
Annuitant must be a living person. You cannot change the Annuitant at any time.

If no named Beneficiary is living when the sole surviving Owner dies, or if a
Beneficiary has not been named, the new Beneficiary will be:

i. your spouse, or if he or she is no longer living,
ii. your surviving children equally, or if you have no
surviving children,
iii. your estate.

If there is more than one Beneficiary and one of the Beneficiaries is a
corporation, trust or other non-living person, all Beneficiaries will be
considered to be non-living persons.

----------------------------------------------------------------------------

ACCUMULATION PHASE
----------------------------------------------------------------------------

Contract Year A "Contract Year" is the 365 day period (366 days for a leap year)
beginning on the Issue Date and on each anniversary of the Issue Date.

Initial Purchase Payment Allocation If the Trial Examination Period provision
requires us to refund purchase payments, then during the Trial Examination
Period, we reserve the right to invest the purchase payments you allocated to
the Variable Account to a money market Variable Sub-account available under this
Contract. We will notify you if we do so. At the end of the Trial Examination
Period, the amount in the money market Variable Sub-account will be allocated to
the Variable Sub-accounts as originally designated by you. This allocation will
not be considered a transfer.

Investment Alternatives Investment Alternatives are the Sub-accounts of the
Variable Account and the Fixed Account Options under this Contract.

We reserve the right in our sole discretion to:
* make additional Investment Alternatives available;
* modify, substitute or eliminate any current or future Investment
Alternatives we make available; and # establish and modify the terms
and conditions for making purchase payments to, withdrawals from, and
transfers to or from any of the Investment Alternatives we make
available.

Without limiting the foregoing:

In the event of any such substitution or change, we may by endorsement, make
such changes as may be necessary or appropriate to reflect such substitution or
change.

Fixed Account Options There are 2 Fixed Account Options under this Contract. The
Fixed Account Options are the Dollar Cost Averaging Fixed Account Option and the
Standard Fixed Account Option.

We may add to, modify or eliminate the term lengths we offer at our discretion.

Standard Fixed Account Option The following provisions apply to Guarantee Period
Accounts of the Standard Fixed Account Option. Amounts in a Guarantee Period
Account will earn interest at the rate declared for the term length at the time
it is established. This interest rate will be in effect for the term of the
Guarantee Period Account. Upon the expiration of the term of a Guarantee Period
Account, we will declare a renewal interest rate, which will remain in effect
for one year. Subsequent renewal dates will be on the anniversaries of the first
renewal date.

Crediting Interest We credit interest daily to money allocated to the Fixed
Account Options at interest rates which compound over one year to the interest
rates we declared when the money was allocated. We will credit interest to the
initial purchase payment from the Issue Date. We will credit interest to
subsequent purchase payments from the day we receive them. We will credit
interest to amounts transferred from the day the transfer is made. The
annualized interest rate for the Dollar Cost Averaging Fixed Account and the
Standard Fixed Account will never be less than 3%.

We reserve the right to waive the transfer fees and restrictions contained in
this Contract.

Contract Value Your "Contract Value" is equal to the sum of:

* the number of Accumulation Units you hold in each Sub-account of the
Variable Account multiplied by the Accumulation Unit Value for that
Sub-account on the most recent Valuation Date; plus

* the total value you have in the Fixed Account Options.

Net Investment Factor For each Variable Sub-account, the "Net Investment Factor"
for a Valuation Period is equal to:

* The sum of:

* the net asset value per share of the underlying mutual fund
of the Sub-account determined at the end of the current
Valuation Period; plus

* the per share amount of any dividend or capital gain
distributions made by the underlying mutual fund of the
Sub-account during the current Valuation Period.

* Divided by the net asset value per share of the underlying mutual fund
of the Sub-account determined as of the end of the immediately
preceding Valuation Period.

The Net Investment Factor may be greater than, less than or equal to one;
therefore, the value of an Accumulation Unit may increase, decrease, or remain
the same.

Our actual mortality and expense experience will not adversely affect the dollar
amount of variable benefits or other contractual payments or values under this
Contract.

Taxes Any premium tax relating to this Contract may be deducted from purchase
payments or the Contract Value when the tax is incurred or at a later time.

Withdrawals from the Standard Fixed Account are subject to the restrictions
described in the Standard Fixed Account Option provision.

Withdrawals during the Accumulation Phase in excess of the Free Withdrawal
Amount will be subject to a Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 and Later

Percentage: 7% 6% 5% 4% 3% 0%

If any new Owner is a non-living person, all new Owners will be considered to be
non-living persons for purposes of this provision.

The following Death of Owner Options are available, as applicable:

Option A. The new Owner may elect to receive the Death Proceeds in a lump
sum.

Option B. The new Owner may elect to receive the Death Proceeds paid
out under one of the Income Plans described in the Payout
Phase section, subject to the following conditions:

Income payments must begin within one year of your date of death. Income
payments must be payable:

* over the life of the new Owner; or
* for a guaranteed payment period of at least 5 years, but not to exceed
the life expectancy of the new Owner; or
* over the life of the new Owner with a guaranteed payment period of at
least 5 years, but not to exceed the life expectancy of the new Owner.

No additional purchase payments may be added to the Contract
under this election. Withdrawal Charges will be waived for any
withdrawals made during this 5 year period.

If the Contract is continued in the Accumulation Phase, the following conditions
apply:

* Unless otherwise instructed by the new Owner, if the Death
Proceeds is greater than the Contract Value immediately
before it is recalculated, the excess, if any, of the
Death Proceeds over the Contract Value will be allocated
to the Sub-accounts of the Variable Account. This excess
will be allocated in proportion to the percentages of your
Contract Value in those Sub-accounts as of the end
of the Valuation Period during which we receive the
complete request for settlement of the Death Proceeds,
except that any portion of this excess attributable to the
Fixed Account Options will be allocated to the money market
Variable Sub-account.

* Proceeds, the new Owner may transfer all or a portion
of the excess of the Death Proceeds, if any, into any
combination of Variable Sub-accounts and the Standard
Fixed Account without incurring a transfer fee. Any
such transfer does not count as one of the free
transfers allowed each Contract Year and is subject
to any minimum allocation amount specified in this
Contract.

# The new Owner may make a single withdrawal of any
amount within one year of the date of your death
without incurring a Withdrawal Charge.

# Prior to the Payout Start Date, the Death Proceeds of
the continued Contract will be as described in the
Death Proceeds provision.

We reserve the right to offer additional Death of Owner Options.

If the Owner dies after the Payout Start Date, refer to the Payout Phase section
of this Contract.

The following Death of Annuitant Options are available:

Option A. The Owner may elect to receive the Death Proceeds in a lump
sum.

No additional purchase payments may be added to the Contract
under this election. Withdrawal Charges will be waived for any
withdrawals made during this 5 year period.

We reserve the right to offer additional Death of Annuitant Options.

If the Annuitant dies after the Payout Start Date, refer to the Payout Phase
section of this Contract.

Death Benefit Prior to the Payout Start Date, the Death Benefit is equal to the
greatest of:

* the sum of all purchase payments reduced by a withdrawal adjustment
for each withdrawal, as described below; or

* the Contract Value as of the date we determine the Death Proceeds; or

* the Settlement Value as of date we determine the Death Proceeds.

A withdrawal adjustment is equal to (a) divided by (b) and the result multiplied
by (c) where:

Se ttlement Value The Settlement Value is the amount that would be paid in the
event of a full withdrawal of the Contract Value.

------------------------------------------------------------------------------

PAYOUT PHASE
------------------------------------------------------------------------------

The anticipated Payout Start Date is the later of:

* the Annuitant's 99th birthday; or

* the 10th anniversary of the Issue Date.

* Changes to either the frequency of payments or length of a Guaranteed
Payment Period will result in a change to the payment amount and may
change the amount of each payment that is taxable to you.

* Any change in the frequency of payments or length of a Guaranteed Payment
Period takes effect on the next payment date after we accept the requested
change.

We reserve the right to make other Income Plans available.

Annuity Unit Values at the end of subsequent Valuation Periods are calculated
by:

* multiplying the Annuity Unit Value at the end of the immediately
preceding Valuation Period by the Sub-account's Net Investment
Factor during the period; and then

* dividing the result by 1.000 plus the Assumed Investment Rate for the
period.

* The appropriate income payment factor for the selected Income
Plan from the Income Payment Tables shown in the Income
Payment Tables provision. An explanation of the basis for
determining the income payment factors is described in the
Income Payment Tables provision.

* An income payment factor for the selected Income Plan that we are
offering on the Payout Start Date.

Fixed Amount Income Payments are fixed for the duration of the Income Plan.

Payout Withdrawals will be subject to a Payout Withdrawal Charge as follows:

Payment Year: 1 2 3 4 5 6 and Later

Percentage: 7% 6% 5% 4% 3% 0%

Regularly scheduled income payments are never subject to a Payout Withdrawal
Charge.

Payout Terms and Conditions The income payments are subject to the following
terms and conditions:

* change the payment frequency to make the payment at least
$20; or

* terminate the Contract and pay you the Contract Value less
any applicable taxes in a lump sum.

* If we do not receive a written selection of an Income Plan from you
at least 30 days before the Payout Start Date, the Income Plan will be
deemed to be Life Income with a Guaranteed Payment Period of 120 months.

* If you choose an Income Plan which depends on any person's life, we may
require:

* proof of age and sex before income payments begin; and

* proof that the Annuitant or joint Annuitant is still alive
before we make each payment.

* After the Payout Start Date, a new Income Plan may not be selected nor
may amounts be reallocated to a different Income Plan.

------------------------------------------------------------------------------

INCOME PAYMENT TABLES
------------------------------------------------------------------------------

The Income Payment Tables shown below contain monthly income payment factors
per $1,000 applied, which were calculated using the Annuity 2000 Mortality
Tables and an annual interest rate of 3%. For ages and guaranteed payment
periods not shown, monthly income payment factors will be calculated on a basis
consistent with the factors shown. The adjusted age of the Annuitant is used to
determine the appropriate monthly income payment factor to apply for the
selected Income Plan. The adjusted age is the actual age of the Annuitant(s)
on the Payout Start Date, reduced by one year for each six full years between
January 1, 2000 and the Payout Start Date.

The Income Payment Tables below will be used to determine the following:

* For Fixed Amount Income Payments, the minimum guaranteed monthly income
payment for the selected Income Plan.

Income Plan 1 - Life Income with Guaranteed Payments for 120 Months

============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
----------------------------------------------------------------------------------------------------------------------------

Income Plan 2 - Joint and Survivor Life Income with Guaranteed Payments for 120 Months

==============================================================================================================================

Monthly Income Payment for each $1,000 Applied to this Income Plan
------------------------------------------------------------------------------------------------------------------------------

Female Annuitant's Adjusted Age
-------------------- ---------------------------------------------------------------------------------------------------------

Male
Annuitant's 35 40 45 50 55 60 65 70 75
Adjusted
Age
-------------------- ---------- ------------ ----------- ---------- ---------- ---------- ---------- --------- ---------------

Income Plan 3 - Guaranteed Number of Payments

================================= ===========================================

Monthly Income Payment for each
Specified Period $1,000 Applied to this Income Plan
--------------------------------- -------------------------------------------
--------------------------------- -------------------------------------------

------------------------------------------------------------------------------

GENERAL PROVISIONS
------------------------------------------------------------------------------

The Entire Contract The entire contract consists of this Contract, any written
applications, and any Contract endorsements and riders.

Unless otherwise specified, all references in this Contract to days, months or
years shall mean calendar days, months or years.

Only our officers may change the Contract or waive a right or requirement of the
Contract. No other individual may do this.

Incontestability We will not contest the validity of this Contract after the
Issue Date.

Misstatement of Age or Sex If any age or sex has been misstated, we will pay the
amounts which would have been paid at the correct age and sex.

If we find the misstatement of age or sex after the income payments begin, we
will:

* pay all amounts underpaid including interest calculated at an effective
annual rate of 6%; or

* stop payments until the total income payments made are equal to the
total amounts that would have been made if the correct age and sex had
been used.

Settlements We must receive due proof of death of the Owner or Annuitant prior
to settlement of a death claim.

Any full withdrawal or death benefit under this Contract will not be less than
the minimum benefits required by any statute of the state in which the Contract
is delivered.

Deferment of Payments We will pay any amounts due from the Variable Account
under this Contract within seven days, unless:

* the New York Stock Exchange is closed for other than usual weekends
or holidays, or trading on such Exchange is restricted;

* an emergency exists as defined by the Securities and Exchange
Commission; or

* the Securities and Exchange Commission permits delay for the protection
of contractholders.

Exhibit 4(g)
PA141

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Withdrawal Charge Option Rider 1

This Rider was issued because you selected the Withdrawal Charge Option Rider 1.
This rider modifies the benefit provided by your Contract, to the extent
described below, and the charge for this rider is in addition to charges defined
in your Contract.

As used in this Rider, "Contract" means the Contract or Certificate to which
this rider is attached.

The annualized Mortality and Expense Risk Charge for this rider is .10%

The following provisions of your Contract are modified as follows:

I. Withdrawal Charge A Withdrawal Charge may be assessed on certain
withdrawals. For purposes of assessing the Withdrawal Charge, we assume
that purchase payments are withdrawn first, beginning with the oldest
payment. When all purchase payments have been withdrawn, additional
withdrawals will not be assessed a Withdrawal Charge.

Withdrawals during the Accumulation Phase in excess of the Free
Withdrawal Amount will be subject to a Withdrawal Charge as follows:

Payment Year: 1 2 3 4 and Later

Percentage: 7% 6% 5% 0%

For each purchase payment withdrawal, the "Payment Year" in the table
above is the 365 day year (366 days for a leap year) beginning on the
date we receive the purchase payment. The Withdrawal Charge is
determined by multiplying the percentage corresponding to the Payment
Year in the table above and the amount of each purchase payment
withdrawal that is in excess of the Free Withdrawal Amount.

II. Payout Withdrawal Charge For purposes of assessing the Payout
Withdrawal Charge, we assume that purchase payments are withdrawn
first, beginning with the oldest payment. When all purchase payments
have been withdrawn, additional withdrawals will not be assessed a
Payout Withdrawal Charge.

Payout Withdrawals will be subject to a Payout Withdrawal Charge as
follows:

Payment Year: 1 2 3 4 and later

Percentage: 7% 6% 5% 0%

For each purchase payment withdrawal, the "Payment Year" in the table
is the 365 day period (366 days for a leap year) beginning on the date
we receive the purchase payment. The Payout Withdrawal Charge is
determined by multiplying the percentage corresponding to the Payment
Year in the table above by the amount of each purchase payment
withdrawal.

Regularly scheduled Income Payments are never subject to a Payout
Withdrawal Charge.

III. The annualized Mortality and Expense Risk Charge, for this rider,
is shown on page 1 of this rider. After the Rider Date,
the Mortality and Expense Risk Charge for this rider will never change.

IV. Withdrawal Charge Option Rider 1 cannot be terminated unless the
Contract is terminated.

Except as amended by this rider, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(h)
PA142 (2/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Withdrawal Charge Option Rider 2

This Rider was issued because you selected the Withdrawal Charge Option Rider 2.
This rider modifies the benefit provided by your Contract, to the extent
described below, and the charge for this rider is in addition to charges defined
in your Contract.

As used in this Rider, "Contract" means the Contract or Certificate to which
this rider is attached.

The annualized Mortality and Expense Risk Charge for this rider is .20%

I. Under this rider, there are no Withdrawal Charges applicable to your
Contract.

o All references to Withdrawal Charges in your Contract are
deleted.

o In addition, the following provisions are deleted:

o The Free Withdrawal Amount provision

o The Withdrawal Charge provision

o The Payout Withdrawal Charge provision

II. The annualized Mortality and Expense Risk Charge, for this rider,
is shown above. After the Rider Date, the Mortality and Expense Risk
Charge for this rider will never change.

III. Withdrawal Charge Option Rider 2 cannot be terminated unless the
Contract is terminated.

Except as amended by this rider, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(i)
Page 1
PA137
(roll-up ADVISOR/PREF 5/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Enhanced Beneficiary Protection Rider A
(Annual Increase)

This rider was issued because you selected the Enhanced Beneficiary Protection
Rider A. This rider modifies the benefit provided by your Contract, to the
extent described below, and the charge for this rider is in addition to charges
defined in your Contract.

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Contract: xx/xx/xxxx

The annualized Mortality and Expense Risk Charge for this rider is .30%

The following changes are made to your Contract.

I. Enhanced Beneficiary Protection Benefit

The Death Benefit provision of your Contract is hereby modified as
follows:

Prior to the Payout Start Date, the Death Benefit is equal to
the greater of the Death Benefit, defined in the Death Benefit
provision of your Contract, or the value of the Enhanced
Beneficiary Protection Benefit.

The Enhanced Beneficiary Protection Benefit is determined as follows:

o On the Rider Date, the Enhanced Beneficiary Protection Benefit
is equal to the Contract Value.

o After the Rider Date, the Enhanced Beneficiary Protection
Benefit will accumulate daily at a rate equivalent to 5% per
year and is recalculated each time a purchase payment or
withdrawal is made as follows:

1. For purchase payments, the Enhanced Beneficiary
Protection Benefit is equal to the most recently
calculated Enhanced Beneficiary Protection Benefit
plus the purchase payment.

2. For withdrawals, the Enhanced Beneficiary Protection
Benefit is equal to the most recently calculated
Enhanced Beneficiary Protection Benefit reduced by a
withdrawal adjustment, as defined below.

o The accumulation will continue until the earlier of:

1. the first Contract anniversary following the 80th
birthday of either the oldest Owner or the
oldest Annuitant, whichever is earlier, or

2. the date we determine the Death Proceeds.

o After the 80th birthday of either the oldest Owner or the
oldest Annuitant, whichever is earlier, the Enhanced
Beneficiary Protection Benefit will be recalculated only for
purchase payments and withdrawals.

PA137 (roll-up ADVIS/PREF 5/02)

The Enhanced Beneficiary Protection Benefit will not exceed the amount
equal to:

o 200% of the Contract Value as of the Rider Date; plus

o 200% of any purchase payments made after the Rider Date
(excluding purchase payments made in the twelve-month period
immediately prior to the death of the Owner or the Annuitant);
minus

o withdrawal adjustments for any withdrawals made after the Rider
Date.

Withdrawal Adjustment

A withdrawal adjustment is equal to (a) divided by (b), with the result
multiplied by (c), where:

(a) is the withdrawal amount.
(b) is the Contract Value immediately prior to the withdrawal.
(c) is the Enhanced Beneficiary Protection Benefit immediately
prior to the withdrawal.

The Enhanced Beneficiary Protection Benefit will never be greater than
the maximum death benefit allowed by any nonforfeiture laws which
govern this Contract.

II. Mortality and Expense Risk Charge

The annualized Mortality and Expense Risk Charge, for this rider, is
shown on page 1 of this rider. After the Rider Date, the Mortality
and Expense Risk Charge for this rider will not change.

III. Death of Owner or Annuitant

Upon the death of the Owner or the Annuitant, one of the following
three provisions will apply, depending upon which Option is elected
under the Death of Owner or the Death of Annuitant provisions of the
Contract:

1. If the Contract is continued under Option D of the Death of
Owner provision of the Contract, then:

a. If both the oldest new Owner and the oldest Annuitant
are age 80 or younger on the date we determine the
Death Proceeds, then this rider will continue. The
amount of the Enhanced Beneficiary Protection Benefit
as of the date we determine the Death Proceeds, plus
subsequent purchase payments, less withdrawal
adjustments for any subsequent withdrawals, will
accumulate daily at a rate equivalent to 5% per year
from the date we determine the Death Proceeds, until
the earlier of:

o The first Contract anniversary following the
80th birthday of either the oldest new Owner
or the oldest Annuitant, whichever is
earlier. (After the 80th birthday of either
the oldest new Owner or the oldest
Annuitant, whichever is earlier, the
Enhanced Beneficiary Protection Benefit will
be recalculated only for purchase payments
and withdrawals); or

o The date we next determine the Death
Proceeds.

b. If either the oldest new Owner or the oldest
Annuitant is older than age 80 on the date we
determine the Death Proceeds, then this rider will
terminate and the corresponding Mortality and Expense
Risk Charge for this rider will cease as of that
date.

Page 3
PA137 (roll-up ADVISOR/PREF 2/02)

2. If the Contract is continued under Option D of the Death of
Annuitant provision of the Contract, then:

This rider will continue and the Enhanced Beneficiary
Protection Benefit will continue to be calculated according to
Section I above.

3. If the Contract is not continued under either 1. or 2. above,
then:

The Death Proceeds will be determined under the terms and
conditions stated in the Contract and Section I above. We will
determine the value of the Enhanced Beneficiary Protection
Benefit on the date we determine the Death Proceeds. This
rider will terminate and the corresponding Mortality and
Expense Risk Charge for this rider will cease as of that date.

Except as provided above, all other terms and conditions of the Death
of Owner and the Death of Annuitant provisions of the Contract continue
to apply.

IV. Termination of this Rider

This Enhanced Beneficiary Protection Rider A will terminate and the
corresponding Mortality and Expense Risk Charge for this rider will
cease on the earliest to occur of:

o On the date this rider is terminated under Section III.1.b. and
Section III.3., above; or

o On the date the Owner (if the current Owner is a living
person) is changed for any reason other than death unless the
new Owner is a trust and the Annuitant is the current Owner;
or

o On the date the Owner (if the current Owner is a non-living
person) is changed for any reason unless the new Owner is a
non-living person or is the current Annuitant; or

o On the date the Contract is terminated; or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

V. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

Except as amended by this rider, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Echibit 4(j)
Page 1
PA148 (roll-up PLUS 5/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Enhanced Beneficiary Protection Rider A
(Annual Increase)

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Contract: xx/xx/xxxx

The annualized Mortality and Expense Risk Charge for this rider is .30%

The following changes are made to your Contract.

I. Enhanced Beneficiary Protection Benefit

The Death Benefit provision of your Contract is hereby modified as
follows:

The Enhanced Beneficiary Protection Benefit is determined as follows:

o On the Rider Date, the Enhanced Beneficiary Protection Benefit
is equal to the Contract Value.

o After the Rider Date, the Enhanced Beneficiary Protection
Benefit will accumulate daily at a rate equivalent to 5% per year and
is recalculated each time a purchase payment or withdrawal is made as
follows:

1. For purchase payments, the Enhanced Beneficiary
Protection Benefit is equal to the most recently
calculated Enhanced Beneficiary Protection Benefit
plus the purchase payment and its associated Credit
Enhancement.

2. For withdrawals, the Enhanced Beneficiary Protection
Benefit is equal to the most recently calculated
Enhanced Beneficiary Protection Benefit reduced by a
withdrawal adjustment, as defined below.

o The accumulation will continue until the earlier of:

1. the first Contract anniversary following the 80th
birthday of either the oldest Owner or the oldest Annuitant,
whichever is earlier, or

2. the date we determine the Death Proceeds.

The Enhanced Beneficiary Protection Benefit will not exceed the amount
equal to:

o 200% of the Contract Value as of the Rider Date; plus

o 200% of any purchase payments and associated Credit
Enhancements made after the Rider Date (excluding
purchase payments and associated Credit Enhancements
made in the twelve-month period immediately prior to
the death of the Owner or the Annuitant); minus

o withdrawal adjustments for any withdrawals made after
the Rider Date.

Withdrawal Adjustment

A withdrawal adjustment is equal to (a) divided by (b), with the result
multiplied by (c), where:

(a) is the withdrawal amount.
(b) is the Contract Value immediately prior to the withdrawal.
(c) is the Enhanced Beneficiary Protection Benefit immediately
prior to the withdrawal.

The Enhanced Beneficiary Protection Benefit will never be greater than
the maximum death benefit allowed by any nonforfeiture laws which
govern this Contract.

II. Mortality and Expense Risk Charge

The annualized Mortality and Expense Risk Charge, for this rider, is
shown on page 1 of this rider. After the Rider Date,the Mortality
and Expense Risk Charge for this rider will not change.

III. Death of Owner or Annuitant

1. If the Contract is continued under Option D of the Death of
Owner provision of the Contract, then:

a. If both the oldest new Owner and the oldest Annuitant
are age 80 or younger on the date we determine the
Death Proceeds, then this rider will continue. The
amount of the Enhanced Beneficiary Protection Benefit
as of the date we determine the Death Proceeds, plus
subsequent purchase payments and associated Credit
Enhancements, less withdrawal adjustments for any
subsequent withdrawals, will accumulate daily at a
rate equivalent to 5% per year from the date we
determine the Death Proceeds, until the earlier of:

o The date we next determine the Death
Proceeds.

Page 3
PA148
(roll-up PLUS 5/02)
b. If either the oldest new Owner or the oldest
Annuitant is older than age 80 on the date we
determine the Death Proceeds, then this rider will
terminate and the corresponding Mortality and Expense
Risk Charge for this rider will cease as of that
date.

2. If the Contract is continued under Option D of the Death of
Annuitant provision of the Contract, then:

This rider will continue and the Enhanced Beneficiary
Protection Benefit will continue to be calculated according to
Section I above.

3. If the Contract is not continued under either 1. or 2. above,
then:

Except as provided above, all other terms and conditions of the Death
of Owner and the Death of Annuitant provisions of the Contract continue
to apply.

IV. Termination of this Rider

This Enhanced Beneficiary Protection Rider A will terminate and the
corresponding Mortality and Expense Risk Charge for this rider will
cease on the earliest to occur of:

o On the date this rider is terminated under Section III.1.b. and
Section III.3., above; or

o On the date the Owner (if the current Owner is a living
person) is changed for any reason other than death unless the
new Owner is a trust and the Annuitant is the current Owner;
or

o On the date the Owner (if the current Owner is a non-living
person) is changed for any reason unless the new Owner is a
non-living person or is the current Annuitant; or

o On the date the Contract is terminated; or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

V. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

Except as amended by this rider, the Contract remains unchanged.
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Secretary Chairman and Chief Executive Officer

Exhibit 4(k)
Page 1
PA138 (MAV ADVISOR/PREF 5/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Enhanced Beneficiary Protection Rider B
(Maximum Anniversary Value)

This rider was issued because you selected the Enhanced Beneficiary Protection
Rider B. This rider modifies the benefit provided by your Contract, to the
extent described below, and the charge for this rider is in addition to charges
defined in your Contract.

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Contract: xx/xx/xxxx

The annualized Mortality and Expense Risk Charge for this rider is .30%

The following changes are made to your Contract.

I. Enhanced Beneficiary Protection Benefit

The Death Benefit provision of your Contract is hereby modified as
follows:

The Enhanced Beneficiary Protection Benefit is determined as follows:

o On the Rider Date, the Enhanced Beneficiary Protection Benefit
is equal to the Contract Value.

o After the Rider Date, the Enhanced Beneficiary Protection
Benefit is recalculated each time a purchase payment or
withdrawal is made, and is also recalculated on each Contract
anniversary as follows:

1. for purchase payments, the Enhanced Beneficiary
Protection Benefit is equal to the most recently
calculated Enhanced Beneficiary Protection Benefit plus
the purchase payment.

2. for withdrawals, the Enhanced Beneficiary Protection
Benefit is equal to the most recently calculated
Enhanced Beneficiary Protection Benefit reduced by a
withdrawal adjustment, as defined below.

3. on each Contract anniversary, the Enhanced Beneficiary
Protection Benefit is equal to the greater of the
Contract Value or the most recently calculated Enhanced
Beneficiary Protection Benefit.

If no purchase payments or withdrawals are made after the Rider Date,
the Enhanced Beneficiary Protection Benefit will be the highest of all
the Contract Values on the following dates: the Rider Date and each
Contract anniversary after the Rider Date but before the date we
determine the Death Proceeds.

Page 3
PA138 (MAV ADVISOR/PREF 2/02)
The Enhanced Beneficiary Protection Benefit will be recalculated as
described above until the earlier of:

1. the date we determine the Death Proceeds; or

2. the first Contract anniversary following the 80th birthday of
either the oldest Owner or oldest Annuitant, whichever is
earlier. After the first Contract anniversary following the
80th birthday of either the oldest Owner or the oldest
Annuitant, whichever is earlier, the Enhanced Beneficiary
Protection Benefit will be recalculated only for purchase
payments and withdrawals.

Withdrawal Adjustment

A withdrawal adjustment is equal to (a) divided by (b) with the result
multiplied by (c), where:

(a) is the withdrawal amount.
(b) is the Contract Value immediately prior to the withdrawal.
(c) is the most recently calculated Enhanced Beneficiary
Protection Benefit.

II. Mortality and Expense Risk Charge

The annualized Mortality and Expense Risk Charge, for this rider, is
shown on page 1 of this rider. After the Rider Date, the Mortality and
Expense Risk Charge for this rider will not change.

III. Death of Owner or Annuitant

1. If the Contract is continued under Option D of the Death of
Owner provision of the Contract, then:

a. If the oldest new Owner and the oldest Annuitant are
age 80 or younger on the date we determine the Death
Proceeds, then this rider will continue. The Enhanced
Beneficiary Protection Benefit will continue to be
recalculated for purchase payments, withdrawals, and
on each Contract anniversary after the date we
determine the Death Proceeds until the earlier of:

o The date we next determine the Death
Proceeds.

2. If the Contract is continued under Option D of the Death of
Annuitant provision of the Contract, then:

This rider will continue and the Enhanced Beneficiary
Protection Benefit will continue to be calculated according to
Section I above.

3. If the Contract is not continued under either 1. or 2. above,
then:

Except as provided above, all other terms and conditions of the Death
of Owner and the Death of Annuitant provisions of the Contract continue
to apply.

IV. Termination of this Rider

This Enhanced Beneficiary Protection Rider B will terminate and the
corresponding Mortality and Expense Risk Charge for this rider will
cease on the earliest to occur of:

o On the date this rider is terminated under Section III.1.b. and
Section III.3., above; or

o On the date the Owner (if the current Owner is a living
person) is changed for any reason other than death unless the
new Owner is a trust and the Annuitant is the current Owner;
or

o On the date the Owner (if the current Owner is a non-living
person) is changed for any reason unless the new Owner is a
non-living person or is the current Annuitant; or

o On the date the Contract is terminated; or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

V. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

Except as amended by this rider, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(l)

Page 1
PA153
(MAV PLUS 5/02)
ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Enhanced Beneficiary Protection Rider B
(Maximum Anniversary Value)

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Contract: xx/xx/xxxx

The annualized Mortality and Expense Risk Charge for this rider is .30%

The following changes are made to your Contract.

1. Enhanced Beneficiary Protection Benefit

The Death Benefit provision of your Contract is hereby modified as follows:

The Enhanced Beneficiary Protection Benefit is determined as follows:

o On the Rider Date, the Enhanced Beneficiary Protection Benefit is
equal to the Contract Value.

o After the Rider Date, the Enhanced Beneficiary Protection Benefit is
recalculated each time a purchase payment or withdrawal is made, and
is also recalculated on each Contract anniversary as follows:

1. for purchase payments, the Enhanced Beneficiary
Protection Benefit is equal to the most recently
calculated Enhanced Beneficiary Protection Benefit
plus the purchase payment and its associated Credit
Enhancement.

2. for withdrawals, the Enhanced Beneficiary Protection
Benefit is equal to the most recently calculated
Enhanced Beneficiary Protection Benefit reduced by a
withdrawal adjustment, as defined below.

3. on each Contract anniversary, the Enhanced Beneficiary
Protection Benefit is equal to the greater of the
Contract Value or the most recently calculated Enhanced
Beneficiary Protection Benefit.

Page 3
PA153 (MAV PLUS 2/02)

The Enhanced Beneficiary Protection Benefit will be recalculated as described
above until the earlier of:

1. the date we determine the Death Proceeds; or

Withdrawal Adjustment

A withdrawal adjustment is equal to (a) divided by (b) with the result
multiplied by (c), where:

(a) is the withdrawal amount.
(b) is the Contract Value immediately prior to the withdrawal.
(c) is the most recently calculated Enhanced Beneficiary
Protection Benefit.

2. Mortality and Expense Risk Charge

The annualized Mortality and Expense Risk Charge, for this rider, is
shown on page 1 of this rider. After the Rider Date, the Mortality and
Expense Risk Charge for this rider will not change.

3. Death of Owner or Annuitant

1. If the Contract is continued under Option D of the Death of
Owner provision of the Contract, then:

o The date we next determine the Death
Proceeds.

2. If the Contract is continued under Option D of the Death of
Annuitant provision of the Contract, then:

This rider will continue and the Enhanced Beneficiary
Protection Benefit will continue to be calculated according to
Section I above.

3. If the Contract is not continued under either 1. or 2. above,
then:

Except as provided above, all other terms and conditions of the Death
of Owner and the Death of Annuitant provisions of the Contract continue
to apply.

IV. Termination of this Rider

This Enhanced Beneficiary Protection Rider B will terminate and the
corresponding Mortality and Expense Risk Charge for this rider will
cease on the earliest to occur of:

o On the date this rider is terminated under Section III.1.b. and
Section III.3., above; or

o On the date the Owner (if the current Owner is a living
person) is changed for any reason other than death unless the
new Owner is a trust and the Annuitant is the current Owner;
or

o On the date the Owner (if the current Owner is a non-living
person) is changed for any reason unless the new Owner is a
non-living person or is the current Annuitant; or

o On the date the Contract is terminated; or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

V. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

Except as amended by this rider, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(m)
PA143 Page 1 (ADVISOR/PLUS/PREF 05/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")
Earnings Protection Death Benefit Rider

This rider was issued because you selected the Earnings Protection Death Benefit
Rider. This rider modifies the benefit provided by your Contract, to the extent
described below, and the charge for this rider is in addition to charges defined
in your Contract.

For purposes of this benefit, "Rider Date" is the date the Earnings Protection
Death Benefit Rider was made a part of the Contract: xx/xx/xxxx

The annualized Mortality and Expense Risk Charge for this rider is .50%

I. Definition of Terms as used in this Rider

o Contract: The Contract or Certificate to which this rider is attached.

o In-Force Earnings: The greater of (a) the then current Contract Value
less the In-Force Premium; or (b) zero.

o In-Force Premium:

i. If the Rider Date is the same as the Contract Issue Date:
In-Force Premium is equal to the sum of all purchase
payments made under the Contract, less the sum of all
the Excess-of-Earnings Withdrawals.

ii. If the Rider Date is after the Contract Issue Date:
In-Force Premium is equal to the Contract Value as of
the Rider Date plus all purchase payments made after
the Rider Date, less the sum of all the
Excess-of-Earnings Withdrawals made after the Rider
Date.

o Excess-of-Earnings Withdrawals: The amount, if any, by which
the amount of a withdrawal exceeds the amount of In-Force
Earnings immediately prior to the withdrawal.

II. Earnings Protection Death Benefit

A. The Death Benefit Provision of your Contract is hereby
modified as follows:

Prior to the Payout Start Date, the Death Benefit is
equal to the Death Benefit, defined in the Death
Benefit provision of your Contract, plus the value of
the Earnings Protection Death Benefit.

B. If both the oldest Owner and the oldest Annuitant are age 70
or younger on the date we receive the completed Contract
application or on the date we receive the request to add this
rider, whichever is later, the Earnings Protection Death
Benefit will be the lesser of:

o An amount equal to 100% of In-Force Premium
(excluding purchase payments made after the Rider
Date and during the twelve-month period immediately
prior to the death of the Owner or Annuitant); or

o An amount equal to 40% of In-Force Earnings, where In-Force
Premium and In-Force Earnings are calculated as of the date we
determine the Death Proceeds.

C. If either the oldest Owner or the oldest Annuitant is age 71
or older and both are age 79 or younger on the date we receive
the completed Contract application or the date we receive the
request to add this rider, whichever is later, then the
Earnings Protection Death Benefit will be the lesser of:

o An amount equal to 50% of In-Force Premium (excluding
purchase payments made after the Rider Date and in
the twelve-month period immediately prior to the
death of the Owner or Annuitant); or

o An amount equal to 25% of In-Force Earnings, where
In-Force Premium and In-Force Earnings are calculated as of
the date we determine the Death Proceeds.

III. Mortality and Expense Risk Charge

1. If both the oldest Owner and the oldest Annuitant are age 70
or younger as of the date we receive the completed Contract
application or the date we receive the request to add this
rider, whichever is later, the annualized Mortality and
Expense Risk Charge will never be greater than .35%.

2. If either the oldest Owner or the oldest Annuitant is age 71
or older and both are age 79 or younger as of the date we
receive the completed Contract application or the date we
receive the request to add this rider, whichever is later, the
annualized Mortality and Expense Risk Charge will never be
greater than .50%.

3. The annualized Mortality and Expense Risk Charge, for this
rider, is shown on page 1 of this rider. After the Rider Date,
the Mortality and Expense Risk Charge will not change except
as described in Section IV.1.a below.

IV. Death of Owner or Annuitant

1. If the Contract is continued under Option D of the Death of Owner
provision of the Contract, then:

1. If neither the oldest new Owner nor the oldest Annuitant is
age 80 or older on the date we determine the Death Proceeds,
this rider will continue unless the new Owner elects to
terminate this rider.

If the rider is continued, then the following terms
and conditions will apply as of the date we determine
the Death Proceeds:

o The Rider Date will be changed to the date we determine
the Death Proceeds;

o The In-Force Premium is equal to the Contract Value as
of the new Rider Date plus all purchase payments made after the
Rider Date, less the sum of all the Excess-of-Earnings
Withdrawals made after the Rider Date;

o The Earnings Protection Death Benefit after the
new Rider Date will be determined in accordance with
Section II.B. or Section II.C. above, but using the ages of
the oldest new Owner and the oldest Annuitant as of the new
Rider Date.

o The Mortality and Expense Risk Charge, for this rider,
will be determined in accordance with Section III.A. or
Section III.B. above, but using the ages of the oldest new
Owner and the oldest Annuitant as of the new Rider Date.

2. If either the oldest new Owner or the oldest
Annuitant is age 80 or older as of the date we
determine the Death Proceeds, or if the new Owner
elects to terminate this rider, then this rider will
terminate and the corresponding Mortality and Expense
Risk Charge for this rider will cease as of that
date.

2. If the Contract is continued under Option D of the Death of Annuitant
provision of the Contract, then:

This rider will continue and the Earnings Protection Death
Benefit will continue to be calculated according to Section II
above and the corresponding Mortality and Expense Risk Charge
for this rider will remain unchanged.

3. If the Contract is not continued under either 1. or 2. above, then:

The Death Proceeds will be determined under the terms and
conditions stated in the Contract and Section II above. We
will determine the value of the Earnings Protection Death
Benefit as of the date we determine the Death Proceeds. This
rider will terminate and the corresponding Mortality and
Expense Risk Charge for this rider will cease as of that date.

Except as provided above, all other terms and conditions of the Death
of Owner and the Death of Annuitant provisions of your Contract
continue to apply.

V. Termination of this Rider

This Earnings Protection Death Benefit Rider will terminate and the
corresponding Mortality and Expense Risk Charge for this rider will
cease on the earliest to occur of:

o On the date this rider is terminated under Section IV.1.b.
and Section IV.3., above; or

o On the date the Owner (if the current Owner is a living
person) is changed for any reason other than death unless the
new Owner is a trust and the Annuitant is the current Owner;
or

o On the date the Owner (if the current Owner is a non-living
person) is changed for any reason unless the new Owner is a
non-living person or is the current Annuitant; or

o On the date the Contract is terminated; or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

VI. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

VII. Misstatement of Age for the Earnings Protection Death Benefit Rider

If either the Owner's or the Annuitant's age is misstated, the Earnings
Protection Death Benefit and the Mortality and Expense Risk Charge for
this rider will be calculated according to the corrected age as of the
Rider Date. Your Contract Value will be adjusted to reflect the
Mortality and Expense Risk Charge for this rider that should have been
assessed based on the corrected age.

PA143 Page [PG NUMBER] (02/02)

Except as amended by this rider, the Contract remains unchanged.

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Secretary Chairman and
Chief Executive Officer

Exhibit 4(n)

Page 4
PA139 (roll-up ADVISOR/PREF 5/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Retirement Income Guarantee Rider 1

This rider was issued because you selected the Retirement Income Guarantee Rider
1. This rider modifies the benefit provided by your Contract, to the extent
described below, and the charge for this rider is in addition to charges defined
in your Contract.

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Contract: xx/xx/xxxx

The Rider Fee percentage for this rider is .50%

The following is added to your Contract.

I. Guaranteed Retirement Income Benefit

The amount of the Guaranteed Retirement Income Benefit is determined by
applying the Income Base as of the Payout Start Date, less any
applicable taxes, to the Income Payment Table shown in your Contract
for the Income Plan selected by the Owner. The Income Plan selected
must satisfy all the conditions described in Section II below.

Income payments under this rider for the Income Plan selected will be
determined as of the Payout Start Date and will be deemed to be the
greater of the Guaranteed Retirement Income Benefit or the income
payment determined under the Fixed Amount Income Payments provision of
your Contract.

II. Qualifications

In the Payout Phase, you are entitled to receive income payments as
determined under Section I above, only if all of the following
conditions are satisfied:

o You select a Payout Start Date that is on or after the 10th
anniversary of the Rider Date;

o You select a Payout Start Date that occurs during the 30-day
period following a Contract anniversary;

o The oldest Annuitant is age 99 or younger as of the Payout
Start Date;

o You select an Income Plan that provides for Fixed Amount Income
Payments only; and

o You only select an Income Plan that provides for either a
single or joint life income with a Guaranteed Payment Period
of at least:

o120 months, if the youngest Annuitant's age is 80 or less as of
the Payout Start Date, or

o60 months, if the youngest Annuitant's age is greater than 80
as of the Payout Start Date.

III. Income Base

The Income Base is used solely for the purpose of calculating the
amount of the Guaranteed Retirement Income Benefit and the Rider Fee.
It does not provide a Contract Value or guarantee performance of any
investment option.

Income Base

o On the Rider Date, the Income Base is equal to the Contract Value.

o After the Rider Date, the Income Base will accumulate interest
daily at a rate equivalent to 5% per year and is recalculated
each time a purchase payment or withdrawal is made as follows:

o for purchase payments, the Income Base is
equal to the most recently calculated Income
Base plus the purchase payment.

o for withdrawals, the Income Base is equal to
the most recently calculated Income Base
reduced by a withdrawal adjustment, as
defined below.

o The accumulation will continue until the first Contract
anniversary following the 85th birthday of either the oldest
Owner or the oldest Annuitant, whichever is earlier. After the
first Contract Anniversary following the 85th birthday of
either the oldest Owner or the oldest Annuitant, whichever is
earlier, the Income Base will be recalculated only for
purchase payments and withdrawals.

The Income Base will not exceed the amount equal to:

o 200% of the Contract Value as of the Rider Date; plus

o 200% of any purchase payments made after the Rider Date
(excluding purchase payments made in the twelve-month period
immediately prior to the Payout Start Date); minus withdrawal
adjustments for any withdrawals made after the Rider Date.

Withdrawal Adjustment

A. Prior to the first Contract anniversary following the 85th
birthday of either the oldest Owner or the oldest Annuitant,
whichever is earlier:

o For the portion of withdrawals in a Contract Year
that do not cumulatively exceed 5% of the Income
Base, calculated as of the Contract anniversary
immediately prior to the withdrawal, the withdrawal
adjustment for each such withdrawal (or portion
thereof) is equal to (i) multiplied by (ii), where

(i) is the withdrawal amount (or portion
thereof)
(ii) is a discount factor calculated using an
annual interest rate of 5% and is defined as
the quantity (1.05)-K.

o K is the portion of the Contract
Year remaining between the date of
the withdrawal and the Contract
anniversary immediately following
the withdrawal.

The discount factor has the effect of treating the
withdrawal as having occurred at the end of the
Contract Year, solely for the purposes of calculating
the Income Base.

o For the portion of withdrawals in a Contract Year
that cumulatively exceed 5% of the Income Base,
calculated as of the Contract anniversary immediately
prior to the withdrawal, the withdrawal adjustment
for each such withdrawal (or portion thereof) is
equal to (a) divided by (b), with the result
multiplied by (c), where

(a) is the withdrawal amount (or portion
thereof).
(b) is the Contract Value immediately prior to
the withdrawal.
(c) is the Income Base immediately prior to the
withdrawal.

Each of these withdrawal adjustments will be made as of the date of the
withdrawal.

B. On or after the first Contract anniversary following the 85th
birthday of either the oldest Owner or the oldest Annuitant,
whichever is earlier, all withdrawal adjustments are equal to
(a) divided by (b) with the result multiplied by (c), where
(a), (b), and (c) are defined as above. All such withdrawal
adjustments will be made as of the date of the withdrawal.

IV. Rider Fee

Beginning with the first Contract anniversary after the Rider Date, an
annual Rider Fee will be deducted on a pro-rata basis from each of the
Sub-accounts of the Variable Account in the proportion that your value
in each bears to your total value in all Sub-accounts of the Variable
Account. Rider Fees will decrease the number of Accumulation Units in
each Sub-account. The Rider Fee percentage for this rider is shown on
page 1 of this rider. Once this rider is issued, the Rider Fee
percentage will not change.

The Rider Fee is calculated as follows:

o For the first Contract anniversary following the
Rider Date, the Rider Fee is equal to the number of
full remaining months from the Rider Date to the
Contract anniversary, divided by twelve, multiplied
by the Rider Fee percentage, with the result
multiplied by the Income Base calculated as of such
Contract anniversary.

o For subsequent Contract anniversaries, the Rider Fee
is equal to the Rider Fee percentage multiplied by
the Income Base calculated as of that Contract
anniversary.

In the case of a full withdrawal of the Contract Value on any date
other than a Contract anniversary, we will deduct a Rider Fee from the
amount paid upon withdrawal. The Rider Fee will be pro-rated to cover
the period from the last Contract anniversary to the date of
withdrawal. The pro-rated Rider Fee will be equal to the number of full
months from the Contract anniversary to the date of withdrawal, divided
by twelve, multiplied by the Rider Fee percentage, with the result
multiplied by the Income Base immediately prior to withdrawal.

V. Death of Owner or Annuitant

1. If the Contract is continued under Option D of the Death of
Owner provision of the Contract, then:

This rider will continue and the Income Base will continue to
be calculated according to Section III above.

2. If the Contract is continued under Option D of the Death of
Annuitant provision of the Contract, then:

This rider will continue and the Income Base will continue to
be calculated according to Section III above.

3. If the Contract is not continued under either 1. or 2. above,
then:

This rider will terminate and the corresponding Rider Fee will
cease on the date we determine the Death Proceeds.

Except as provided above, all other terms and conditions of the Death
of Owner and the Death of Annuitant provisions of your Contract
continue to apply.

VI. Termination of this Rider

This Retirement Income Guarantee Rider 1 will terminate and the
corresponding Rider Fee will cease on the earliest to occur of:

o On the date this rider is terminated under Section V.3., above;
or

o On the date the Contract is terminated; or

o If you elect to exchange this rider for a new rider under
exchange programs we may offer from time to time. (The
offering of such programs as well as their terms and
conditions will be determined in our sole discretion); or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

VII. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

Except as amended in this rider the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(o)
Page 4
PA149 (roll-up PLUS 5/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Retirement Income Guarantee Rider 1

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Contract: xx/xx/xxxx

The Rider Fee percentage for this rider is .50%

The following is added to your Contract.

I. Guaranteed Retirement Income Benefit

II. Qualifications

In the Payout Phase, you are entitled to receive income payments as
determined under Section I above, only if all of the following
conditions are satisfied:

o You select a Payout Start Date that is on or after the 10th
anniversary of the Rider Date;

o You select a Payout Start Date that occurs during the 30-day
period following a Contract anniversary;

o The oldest Annuitant is age 99 or younger as of the Payout
Start Date;

o You select an Income Plan that provides for Fixed Amount Income
Payments only; and

o You only select an Income Plan that provides for either a
single or joint life income with a Guaranteed Payment Period
of at least:

o 120 months, if the youngest Annuitant's age is 80 or less as
of the Payout Start Date, or

o 60 months, if the youngest Annuitant's age is greater than 80
as of the Payout Start Date.

III. Income Base

Income Base

o On the Rider Date, the Income Base is equal to the Contract
Value.

o After the Rider Date, the Income Base will accumulate interest
daily at a rate equivalent to 5% per year and is recalculated
each time a purchase payment or withdrawal is made as follows:

o for purchase payments, the Income Base is
equal to the most recently calculated Income
Base plus the purchase payment and its
associated Credit Enhancement.

o for withdrawals, the Income Base is equal to
the most recently calculated Income Base
reduced by a withdrawal adjustment, as
defined below.

The Income Base will not exceed the amount equal to:

o 200% of the Contract Value as of the Rider Date; plus

o 200% of any purchase payments and associated Credit
Enhancements made after the Rider Date (excluding purchase
payments and associated Credit Enhancements made in the
twelve-month period immediately prior to the Payout Start
Date); minus

o withdrawal adjustments for any withdrawals made after the Rider
Date.

Withdrawal Adjustment

A. Prior to the first Contract anniversary following the 85th
birthday of either the oldest Owner or the oldest Annuitant, whichever
is earlier:

(i) is the withdrawal amount (or portion thereof)
(ii) is a discount factor calculated using an
annual interest rate of 5% and is defined as
the quantity (1.05)(-K).

o K is the portion of the Contract
Year remaining between the date of
the withdrawal and the Contract
anniversary immediately following
the withdrawal.

The discount factor has the effect of treating the
withdrawal as having occurred at the end of the
Contract Year, solely for the purposes of calculating
the Income Base.

(a) is the withdrawal amount (or portion thereof)
(b) is the Contract Value immediately prior to
the withdrawal.
(c) is the Income Base immediately prior to the
withdrawal.

Each of these withdrawal adjustments will be made as of the date of the
withdrawal.

IV. Rider Fee

The Rider Fee is calculated as follows:
o For the first Contract anniversary following the
Rider Date, the Rider Fee is equal to the number of
full remaining months from the Rider Date to the
Contract anniversary, divided by twelve, multiplied
by the Rider Fee percentage, with the result
multiplied by the Income Base calculated as of such
Contract anniversary.

o For subsequent Contract anniversaries, the Rider Fee
is equal to the Rider Fee percentage multiplied by
the Income Base calculated as of that Contract
anniversary.

V. Death of Owner or Annuitant

1. If the Contract is continued under Option D of the Death of
Owner provision of the Contract, then:

This rider will continue and the Income Base will continue to
be calculated according to Section III above.

2. If the Contract is continued under Option D of the Death of
Annuitant provision of the Contract, then:

This rider will continue and the Income Base will continue to
be calculated according to Section III above.

3 If the Contract is not continued under either 1. or 2. above,
then:

This rider will terminate and the corresponding Rider Fee will
cease on the date we determine the Death Proceeds.

Except as provided above, all other terms and conditions of the Death
of Owner and the Death of Annuitant provisions of your Contract
continue to apply.

VI. Termination of this Rider

This Retirement Income Guarantee Rider 1 will terminate and the
corresponding Rider Fee will cease on the earliest to occur of:

o On the date this rider is terminated under Section V.3., above;
or

o On the date the Contract is terminated; or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

VII. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

Except as amended in this rider the Contract remains unchanged.

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Secretary
Chairman and Chief Executive Officer

Exhibit 4(p)
Page 5
PA140 (MAV/roll-up ADVISOR/PREF 5/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Retirement Income Guarantee Rider 2

This rider was issued because you selected the Retirement Income Guarantee Rider
2. This rider modifies the benefit provided by your Contract, to the extent
described below, and the charge for this rider is in addition to charges defined
in your Contract.

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Certificate: xx/xx/xxxx

The Rider Fee percentage for this rider is .75%

The following is added to your Contract.

I. Guaranteed Retirement Income Benefit

On the Payout Start Date, income payments for the Income Plan selected
will be determined as of the Payout Start Date and will be deemed to be
the greater of the Guaranteed Retirement Income Benefit or the income
payment determined under the Fixed Amount Income Payments provision of
your Contract.

II. Qualifications

In the Payout Phase, you are entitled to receive income payments as
determined under Section I above, only if all of the following
conditions are satisfied:

o You select a Payout Start Date that is on or after the 10th
anniversary of the Rider Date;

o You select a Payout Start Date that occurs during the 30-day
period following a Contract anniversary;

o The oldest Annuitant is age 99 or younger as of the Payout
Start Date;

o You select an Income Plan that provides for Fixed Amount Income
Payments only; and

o You only select an Income Plan that provides for either a
single or joint life income with a Guaranteed Payment Period
of at least:

o 120 months, if the youngest Annuitant's age is 80 or
ess as of the Payout Start Date, or

o 60 months, if the youngest Annuitant's age is greater
than 80 as of the Payout Start Date.

III. Income Base

The Income Base will be the greater of Income Base A or Income Base B,
described below.

Income Base A

o On the Rider Date, Income Base A is equal to the
Contract Value.

o After the Rider Date, Income Base A will accumulate
interest daily at a rate equivalent to 5% per year
and is recalculated each time a purchase payment or
withdrawal is made as follows:

o for purchase payments, Income Base A is
equal to the most recently calculated Income
Base plus the purchase payment.

o for withdrawals, Income Base A is equal to
the most recently calculated Income Base A
reduced by a withdrawal adjustment, as
defined below.

o The accumulation will continue until the first
Contract anniversary following the 85th birthday of
either the oldest Owner or the oldest Annuitant,
whichever is earlier. After the first Contract
anniversary following 85th birthday of either the
oldest Owner or the oldest Annuitant, whichever is
earlier, Income Base A will be recalculated only for
purchase payments and withdrawals.

Income Base A will not exceed the amount equal to:

o 200% of the Contract Value as of the Rider Date; plus

o 200% of any purchase payments made after the Rider
Date (excluding purchase payments made in the
twelve-month period immediately prior to the Payout
Start Date); minus

o withdrawal adjustments for any withdrawals made after
the Rider Date.

Withdrawal Adjustment for Income Base A

A. Prior to the first Contract anniversary following the 85th
birthday of either the oldest Owner or the oldest Annuitant,
whichever is earlier:

o For the portion of withdrawals in a Contract Year
that do not cumulatively exceed 5% of Income Base A,
calculated as of the Contract anniversary immediately
prior to the withdrawal, the withdrawal adjustment
for each such withdrawal (or portion thereof) is
equal to (i) multiplied by (ii), where

(i) is the withdrawal amount (or portion
thereof)
(ii) is a discount factor calculated using an
annual interest rate of 5% and is defined as
the quantity (1.05)-K.

o K is the portion of the Contract
Year remaining between the date of
the withdrawal and the Contract
anniversary immediately following
the withdrawal.

The discount factor has the effect of treating the
withdrawal as having occurred at the end of the
Contract Year, solely for purposes of calculating the
Income Base A.

For the portion of withdrawals in a Contract Year
that cumulatively exceed 5% of Income Base A,
calculated as of the Contract anniversary immediately
prior to the withdrawal, the withdrawal adjustment
for each such withdrawal (or portion thereof) is
equal to (a) divided by (b) with the result
multiplied by (c), where

(a) is the withdrawal amount (or portion
thereof).
(b) is the Contract Value immediately prior to
the withdrawal.
(c) is Income Base A immediately prior to the
withdrawal.

Each of these withdrawal adjustments will be made as of the date of the
withdrawal.

B. On or after the first Contract anniversary following the 85th
birthday of either the oldest Owner or the Annuitant, all
withdrawal adjustments are equal to (a) divided by (b) and the
result multiplied by (c), where (a), (b), and (c) are defined
as above. All such withdrawal adjustments will be made as of
the date of the withdrawal.

Income Base B

On the Rider Date, Income Base B is equal to the Contract
Value. After the Rider Date, Income Base B is recalculated
each time a purchase payment or withdrawal is made, and is
also recalculated on each Contract anniversary as follows:

o For purchase payments, Income Base B is equal to the
most recently calculated Income Base B plus the
purchase payment.

o For withdrawals, Income Base B is equal to the most
recently calculated Income Base B, reduced by a
withdrawal adjustment, as defined below.

o On each Contract anniversary, Income Base B is equal
to the greater of the Contract Value or the most
recently calculated Income Base B.

If no withdrawals or purchase payments are made after the
Rider Date, Income Base B will be the highest of all the
Contract Values on the following dates: the Rider Date and
each Contract anniversary after the Rider Date but before the
Payout Start Date.

Income Base B will be recalculated for purchase payments,
withdrawals, and on Contract anniversaries until the first
Contract anniversary following the 85th birthday of either the
oldest Owner or the Annuitant, whichever is earlier. After the
first Contract anniversary following the 85th birthday of
either the oldest Owner or oldest Annuitant, whichever is
earlier, Income Base B will be recalculated only for purchase
payments and withdrawals.

If this rider is added as part of a rider exchange program
that we may offer from time to time (the offering of such
programs as well as their terms and conditions will be
determined in our sole discretion but will be applied in a
non-discriminatory manner), the following provisions apply:

o On the Rider Date, Income Base B will be equal
to the greatest of:

1. Contract Value on the Rider Date; or

2. If applicable under the terms of the
exchange program that we may be
offering, the value (as of the date of
the exchange) of Income Base B of
the Retirement Income Guarantee Rider
2 being terminated under the exchange
program; or

3. If applicable under the terms of the
exchange program that we may be
offering, the value (as of the date
of the exchange) of such other
Income Base we may specify of a
Retirement Income Guarantee Rider
being terminated under the exchange
program.

o After the Rider Date, Income Base B is recalculated as
described above.

Withdrawal Adjustment for Income Base B

A withdrawal adjustment is equal to (a) divided by (b), with
the result multiplied by (c), where:

(a) is the withdrawal amount.
(b) is the Contract Value immediately prior to the
withdrawal.
(c) is the most recently calculated Income Base B.

IV. Rider Fee

The Rider Fee is calculated as follows:
o For the first Contract anniversary following the Rider Date,
the Rider Fee is equal to the number of full remaining months
from the Rider Date to the Contract anniversary, divided by
twelve, multiplied by the Rider Fee percentage, with the
result multiplied by the Income Base calculated as of such
Contract anniversary.

o For subsequent Contract anniversaries, the Rider Fee is equal
to the Rider Fee percentage multiplied by the Income Base as
of that Contract anniversary.

V. Death of Owner or Annuitant

1. If the Contract is continued under Option D of the Death of
Owner provision of the Contract, then:

This rider will continue and the Income Base will continue to
be calculated according to Section III above.

2. If the Contract is continued under Option D of the Death of
Annuitant provision of the Contract, then:

This rider will continue and the Income Base will continue to
be calculated according to Section III above.

3. If the Contract is not continued under either 1. or 2. above,
then:

This rider will terminate and the corresponding Rider Fee
will cease on the date we determine the Death Proceeds.

Except as provided above, all other terms and conditions of the Death
of Owner and Death of Annuitant provisions of your Contract continue to
apply.

VI. Termination of this Rider

This Retirement Income Guarantee Rider 2 will terminate and the
corresponding Rider Fee for this rider will cease on the earliest to
occur of:

o On the date this rider is terminated under Section.V.3., above;
or

o On the date the Contract is terminated; or

o If you elect to exchange this rider for a new rider under an
exchange programs we may offer from time to time. (The
offering of such programs as well as their terms and
conditions will be determined in our sole discretion); or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

VII. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

Except as amended in this rider the Contract remains unchanged.

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[GRAPHIC OMITTED][GRAPHIC OMITTED]
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Secretary Chairman and Chief Executive Officer

Exhibit 4(q)
Page 5
PA150 (MAV/roll-up PLUS 5/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Retirement Income Guarantee Rider 2

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Certificate: xx/xx/xxxx

The Rider Fee percentage for this rider is .75%

The following is added to your Contract.

I. Guaranteed Retirement Income Benefit

II. Qualifications

In the Payout Phase, you are entitled to receive income payments as
determined under Section I above, only if all of the following
conditions are satisfied:

o You select a Payout Start Date that is on or after the 10th anniversary
of the Rider Date;

o You select a Payout Start Date that occurs during the 30-day period
following a Contract anniversary;

o The oldest Annuitant is age 99 or younger as of the Payout Start Date;

o You select an Income Plan that provides for Fixed Amount Income
Payments only; and

o You only select an Income Plan that provides for either a
single or joint life income with a Guaranteed Payment Period
of at least:

o 120 months, if the youngest Annuitant's age is 80 or less as of the
Payout Start Date, or

o 60 months, if the youngest Annuitant's age is greater than 80 as of the
Payout Start Date.

III. Income Base

The Income Base will be the greater of Income Base A or Income Base B,
described below.

Income Base A

o On the Rider Date, Income Base A is equal to the Contract Value.

o After the Rider Date, Income Base A will accumulate
interest daily at a rate equivalent to 5% per year
and is recalculated each time a purchase payment or
withdrawal is made as follows:

o for purchase payments, Income Base A is
equal to the most recently calculated Income
Base plus the purchase payment and its
associated Credit Enhancement.

o for withdrawals, Income Base A is equal to
the most recently calculated Income Base
reduced by a withdrawal adjustment, as
defined below.

o The accumulation will continue until the first
Contract anniversary following the 85th birthday of
either the oldest Owner or the oldest Annuitant,
whichever is earlier. After the first Contract
anniversary following 85th birthday of either the
oldest Owner or the oldest Annuitant, whichever is
earlier, Income Base A will be recalculated only for
purchase payments and withdrawals.

Income Base A will not exceed the amount equal to:

o 200% of the Contract Value as of the Rider Date; plus

o withdrawal adjustments for any withdrawals made after the Rider Date.

Withdrawal Adjustment for Income Base A

A. Prior to the first Contract anniversary following the 85th
birthday of either the oldest Owner or the oldest Annuitant,
whichever is earlier:

(i) is the withdrawal amount (or portion thereof)
(ii) is a discount factor calculated using an
annual interest rate of 5% and is defined as
the quantity (1.05)-K.

o K is the portion of the Contract
Year remaining between the date of
the withdrawal and the Contract
anniversary immediately following
the withdrawal.

The discount factor has the effect of treating the
withdrawal as having occurred at the end of the
Contract Year, solely for purposes of calculating the
Income Base A.

o For the portion of withdrawals in a Contract Year
that cumulatively exceed 5% of Income Base A,
calculated as of the Contract anniversary immediately
prior to the withdrawal, the withdrawal adjustment
for each such withdrawal (or portion thereof) is
equal to (a) divided by (b) with the result
multiplied by (c), where

(a) is the withdrawal amount (or portion
thereof).
(b) is the Contract Value immediately prior to
the withdrawal.
(c) is Income Base A immediately prior to the
withdrawal.

Each of these withdrawal adjustments will be made as
of the date of the withdrawal.

Income Base B

o On the Rider Date, Income Base B is equal to the Contract
Value. After the Rider Date, Income Base B is recalculated
each time a purchase payment or withdrawal is made, and is
also recalculated on each Contract anniversary as follows:

o For purchase payments, Income Base B is equal to the
most recently calculated Income Base B plus the
purchase payment and its associated Credit
Enhancement.

o For withdrawals, Income Base B is equal to the most
recently calculated Income Base B, reduced by a
withdrawal adjustment, as defined below.

o On each Contract anniversary, Income Base B is equal
to the greater of the Contract Value or the most
recently calculated Income Base B.

o On the Rider Date, Income Base B will be equal to the greatest of:

1. Contract Value on the Rider Date; or

2. If applicable under the terms of the
exchange program that we may be
offering, the value (as of the date
of the exchange) of Income Base B of
the Retirement Income Guarantee
Rider 2 being terminated under the
exchange program, or

o After the Rider Date, Income Base B is recalculated as described
above.

Withdrawal Adjustment for Income Base B

A withdrawal adjustment is equal to (a) divided by (b), with
the result multiplied by (c), where:

(a) is the withdrawal amount.
(b) is the Contract Value immediately prior to the
withdrawal.
(c) is the most recently calculated Income Base B.

IV. Rider Fee

The Rider Fee is calculated as follows:
o For the first Contract anniversary following the Rider Date,
the Rider Fee is equal to the number of full remaining months
from the Rider Date to the Contract anniversary, divided by
twelve, multiplied by the Rider Fee percentage, with the
result multiplied by the Income Base calculated as of such
Contract anniversary.

o For subsequent Contract anniversaries, the Rider Fee is equal
to the Rider Fee percentage multiplied by the Income Base as
of that Contract anniversary.

V. Death of Owner or Annuitant

1. If the Contract is continued under Option D of the Death of Owner
provision of the Contract, then:

This rider will continue and the Income Base will continue to
be calculated according to Section III above.

2. If the Contract is continued under Option D of the Death of
Annuitant provision of the Contract, then:

This rider will continue and the Income Base will continue to
be calculated according to Section III above.

3. If the Contract is not continued under either 1. or 2. above,
then:

This rider will terminate and the corresponding Rider Fee will
cease on the date we determine the Death Proceeds.

Except as provided above, all other terms and conditions of the Death
of Owner and Death of Annuitant provisions of your Contract continue to
apply.

VI. Termination of this Rider

This Retirement Income Guarantee Rider 2 will terminate and the
corresponding Rider Fee for this rider will cease on the earliest to
occur of:

o On the date this rider is terminated under Section.V.3., above;
or

o On the date the Contract is terminated; or

o On the Payout Start Date.

Otherwise, this rider may not be terminated.

VII. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-accounts or on certain Fixed Account Options, exclusion of certain
Variable Sub-accounts or of certain Fixed Account Options, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract.

Except as amended in this rider the Contract remains unchanged.

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Secretary
Chairman and Chief Executive Officer

Exhibit 4(r)
Page 1
PA156

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Income Protection Benefit Rider

This rider was issued because you selected the Income Protection Benefit Rider
This rider modifies the benefit provided by your Contract, to the extent
described below, and the charge for this rider is in addition to charges defined
in your Contract.

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Contract: xx/xx/xxxx

The annualized Mortality and Expense Risk Charge for this rider is .75%

The following changes are made to your Contract.

I. Income Protection Benefit

Subject to the requirements of Section II. below, if you apply the
Income Protection Benefit Rider to an Income Plan, we guarantee that
the income payments you receive under such Income Plan will never be
less than 85% of the Initial Variable Amount Income Value ("Income
Protection Benefit") described in your Contract for that Income Plan.

II. Qualifications

The Income Protection Benefit Rider is subject to all of the restrictions
listed below:

1. The Rider Date must be the same as the Payout Start Date.
2. The Income Protection Benefit Rider may be applied only to
Variable Amount Income Payments payable under Income Plans 1
or 2, with a Guaranteed Payment Period of at least 120 months,
unless otherwise restricted by Internal Revenue Service
regulations.
3. You may apply the Income Protection Benefit Rider to more than
one Income Plan.
4. Transfers may not be made from Variable Amount Income Payments
to Fixed Amount Income Payments.
5. The Assumed Investment Rate must be 3%.

III. Mortality and Expense Risk Charge

The annualized Mortality and Expense Risk Charge for this rider, shown
above, will apply only to the Income Plans to which the Income
Protection Benefit Rider has been applied. After the Rider Date, the
Mortality and Expense Risk Charge for this rider will not change.

IV. Termination of this Rider

This Income Protection Benefit Rider will terminate and the
corresponding Mortality and Expense Risk Charge for this rider will
cease on the date the Contract is terminated. Otherwise, this rider may
not be terminated.

Page [PG NUMBER]
PA156 (5/02)

V. Investment Limitations for this Rider

We reserve the right to impose limitations on the Investment
Alternatives in which you may invest. These limitations may include,
but are not limited to, maximum investment limits on certain Variable
Sub-Accounts, exclusion of certain Variable Sub-Accounts, required
minimum allocations to certain Variable Sub-Accounts, and/or the
required use of automatic portfolio rebalancing. A current explanation
and list of investment limitations is set forth in the prospectus that
pertains to your Contract. Such investment limitations will apply only
to those Income Plans to which the Income Protection Benefit has been
added.

Except as amended by this rider, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(s)
Page 1
PA157 (5/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Spousal Protection Benefit Rider

This rider was issued because you selected the Spousal Protection Benefit Rider.
This rider modifies the benefit provided by your Contract, to the extent
described below, and the charge for this rider is in addition to charges defined
in your Contract.

As used in this rider, "Contract" means the Contract or Certificate to which
this rider is attached.

For purposes of this rider, "Rider Date" is the date this rider was made a part
of your Contract: xx/xx/xxxx

The annualized Mortality and Expense Risk Charge for this rider is .15%

The following changes are made to your Contract.

I. Co-Annuitant

The Co-Annuitant must be your spouse. As a condition of this rider,
your spouse must also be the sole Primary Beneficiary. You may change
the Co-Annuitant to a new spouse at any time by providing written
notice and proof of remarriage in a form satisfactory to us. Once we
accept a change, the change will take effect on the date you signed the
request. Each change is subject to any payment we make or other action
we take before we accept it. At any time, there may only be one
Co-Annuitant under your Contract.

The Co-Annuitant will be deemed to be an Annuitant under the Contract
during the Accumulation Phase except under the following circumstances:

o The Death of Annuitant provision does not apply on the death of the
Co-Annuitant.
o The latest Payout Start Date will be determined based solely
upon your age.

II. Death of Co-Annuitant

If the Co-Annuitant dies prior to the Payout Start Date, then subject
to the following conditions, the Contract will be continued according
to Option D under the Death of Owner provision of your Contract:

o The Co-Annuitant must have been your legal spouse on the date of his
or her death; and
o Option D of the Death of Owner provision of your Contract has not
been previously exercised.

The Contract may only be continued once under Option D of the Death of
Owner provision.

The Spousal Protection Benefit Rider will terminate and the
corresponding Mortality and Expense Risk Charge for this rider will
cease as of the date we determine the Death Proceeds.

III. Mortality and Expense Risk Charge

The annualized Mortality and Expense Risk Charge, for this rider, is
shown on page 1 of this rider. After the Rider Date, the Mortality and
Expense Risk Charge for this rider will not change.

Page [PG NUMBER]
PA157 (5/02)

IV. Termination of this Rider

You may terminate this rider at any time by written notice in a form
satisfactory to us. Otherwise, this Spousal Protection Benefit Rider
will terminate and the corresponding Mortality and Expense Risk Charge
for this rider will cease on the earliest of the following to occur.

.. On the date the rider is terminated under Section II, above; or . Upon the
death of the Owner; or . On the date the Contract is terminated; or . On the
Payout Start Date.

Except as amended by this rider, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(t)
Page 1
PA134

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Amendatory Endorsement for Charitable Remainder Trust

As used in this endorsement, "Contract" means the Contract or Certificate to
which this endorsement is attached.

If the Contract is owned by a Charitable Remainder Trust, the following changes
are made to your Contract:

(a) The following language is added to the Free Withdrawal Amount provision in
your Contract:

The Free Withdrawal Amount available in a Contract Year is equal to the greater
of the Free Withdrawal Amount stated in your Contract or the amount of earnings
in the Contract as of the beginning of the Contract Year that have not been
previously withdrawn.

(b) The first paragraph of the Withdrawal Charge provision in your Contract is
deleted and replaced with the following paragraph:

A Withdrawal Charge may be assessed on certain withdrawals. For purposes of
assessing the Withdrawal Charge, we assume that earnings are withdrawn first,
then purchase payments, beginning with the oldest payment. When all purchase
payments have been withdrawn, additional withdrawals will not be assessed a
Withdrawal Charge.

Except as amended in this endorsement, the Contract remains unchanged.
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Secretary Chairman and Chief Executive Officer

Exhibit 4(u)
PA136

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Amendatory Endorsement for Grantor Trust

As used in this endorsement, "Contract" means the Contract or Certificate to
which this endorsement is attached.

The following changes are made to your Contract.

If the Owner of the Contract is a grantor trust not established by a business,
the following Death of Annuitant for Grantor Trust provision applies upon the
death of the Annuitant in place of the Death of Annuitant provision in your
Contract:

Death of Annuitant for Grantor Trust If the Annuitant dies prior to the Payout
Start Date and the Owner is a grantor trust not established by a business, the
new Owner will be the Beneficiary(ies) as described in the Beneficiary
provision.

If there is more than one new Owner taking a share of the Death Proceeds,
described in the Death Proceeds provision of the Contract, each new Owner will
be treated as separate and independent Owner of his or her respective share of
the Death Proceeds. Each new Owner will exercise all rights related to his or
her share of the Death Proceeds, including the sole right to elect one of the
Option(s) described in the Contract, subject to any restrictions previously
placed upon the new Owner. Each new Owner may designate a Beneficiary(ies) for
his or her respective share, but that designated Beneficiary(ies) will be
restricted to the Option chosen by the original new Owner.

If any new Owner is a non-living person, all new Owners will be considered to be
non-living persons for the below purposes.

The Options available to the new Owner will be determined by the applicable
following Categories in which the new Owner is defined. If the new Owner took
ownership as the Beneficiary, the new Owner's Options will be subject to any
restrictions previously placed upon the Beneficiary. An Option will be deemed to
have been chosen on the day we receive written notification in a form
satisfactory to us.

Category 1. If the Annuitant's spouse is the sole new Owner of the
entire Contract, the new Owner must choose from Options A, B,
C or D, described in the Death of Owner provision in your
Contract. If the new Owner does not choose one of these
Options, Option D will apply.

Category 2. If the new Owner is a living person who is not the
Annuitant's spouse, or if there are multiple living new
Owners, the new Owner(s) must choose from Options A, B or C,
described in the Death of Owner provision in your Contract. If
a new Owner does not choose Option A, B or C, Option C will
apply for such new Owner.

Category 3. If the new Owner is a corporation, trust or other
non-living person, the new Owner must choose from Options A or
C, described in the Death of Owner provision in your Contract.
If the new Owner does not choose Option A or C, Option C will
apply.

Under any of the Options, all ownership rights, subject to the conditions stated
in this provision or any restrictions previously placed upon the Beneficiary,
are available to the new Owner from the date of the Annuitant's death to the
date on which the Death Proceeds are paid.

We reserve the right to offer additional Death of Annuitant for Grantor Trust
Options.

If the Annuitant dies after the Payout Start Date, refer to the Payout Phase
section of your Contract.

Except as amended by this endorsement, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(v)
LU10164 (2/02)

ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Amendatory Endorsement for Waiver of Charges

As used in this endorsement, "Contract" means the Contract or Certificate to
which this endorsement is attached.

The benefits provided by this endorsement do not impact any tax liabilities or
IRS penalties incurred as a result of a withdrawal. You are responsible for all
such liabilities and penalties.

The following provisions are added to your Contract:

Waiver for Confinement in Long Term Care Facility or Hospital We will waive any
applicable Withdrawal Charge if at least 30 days after the issue date any Owner,
or, if the Owner is not a living individual, the Annuitant is first confined to
a Long Term Care Facility or Hospital under the following conditions:

o confinement is for at least 90 consecutive days;
o confinement is prescribed by a Physician;
o confinement is Medically Necessary; and
o the request for a withdrawal and Due Proof of confinement are
received by us no later than 90 days after discharge.

"Physician" is a licensed medical doctor (M.D.) or a licensed doctor of
osteopathy (D.O.) practicing within the scope of his or her license. For
purposes of this endorsement, "Physician" does not include any Owner or
Annuitant or the spouse, children, parents, grandparents, grandchildren,
siblings, or in-laws of any Owner or Annuitant.

"Due Proof" includes, but is not limited to, a letter signed by a Physician
stating the dates the Owner or Annuitant was confined, the name and location of
the Long Term Care Facility or Hospital, a statement that the confinement was
Medically Necessary, and, if released, the date the Owner or Annuitant was
released from the Long Term Care Facility or Hospital.

"Medically Necessary" means appropriate and consistent with the diagnosis in
accord with accepted standards of practice, and which could not have been
omitted without adversely affecting the individual's condition.

"Long Term Care Facility" is a facility which:

1. is located in the United states or its territories;
2. is licensed by the jurisdiction in which it is located;
3. provides custodial care under the supervision of a registered nurse
(R.N.); and
4. can accommodate three or more persons.

"Hospital" is a facility which:

1. is licensed as a hospital by the jurisdiction in which it is located;
2. is supervised by a staff of licensed physicians;
3. provides nursing services 24 hours a day by, or under the supervision
of, a registered nurse (R.N.);
4. operates primarily for the care and treatment of sick or injured
persons as inpatients for a charge; and
5. has access to medical, diagnostic and major surgical facilities.

Waiver for Terminal Illness We will waive any applicable
Withdrawal Charge if at least 30 days after the issue date any Owner, or, if the
Owner is not a living individual, the Annuitant is first diagnosed by a
Physician as having a Terminal Illness. The request for the withdrawal must be
received by us at least 30 days after the issue date. Due Proof of the diagnosis
must be given to us prior to, or at the time of, the withdrawal request. We may
require a second opinion at our expense by a Physician chosen by us. In the
event that the first and second Physicians disagree, we will require a third
opinion at our expense by a Physician chosen by us. We will honor a consensus of
any two of the three Physicians.

"Due Proof" includes, but is not limited to, a letter signed by a Physician
stating that the Owner or Annuitant has a Terminal Illness and the date the
Terminal Illness was first diagnosed.

"Terminal Illness" is a condition which is expected to result in death within
one year from the date of onset for 80% of the diagnosed cases.

Waiver for Unemployment You may request a one time waiver of any applicable
Withdrawal Charge on a partial or full withdrawal prior to the Payout Start Date
if:

1. you become unemployed at least 1 year after the issue date of the
Contract; and

2. you receive Unemployment Compensation for at least 30 consecutive days
as a result of that unemployment; and

3. this benefit is exercised within 180 days of your initial receipt of
Unemployment Compensation.

If the Owner is not a living individual, then the above three conditions apply
to the Annuitant.

This benefit may be exercised only once while the Contract is in force.

Before we waive Withdrawal Charges, you must give us Due Proof that the Owner or
Annuitant has been unemployed and have been granted Unemployment Compensation
for at least 30 consecutive days. You must give us Due Proof prior to, or at the
time of, the withdrawal request.

"Unemployment Compensation" means unemployment compensation received from
a unit of government in the U.S. (state or federal).

"Due Proof" includes, but is not limited to, a legible photocopy of an
Unemployment Compensation payment that meets the above described criteria with
regard to dates and a signed letter from you stating that the Owner or Annuitant
meets the above described criteria.

Except as amended in this endorsement, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

Exhibit 4(w)
Page 1
PA132 (2/02)
ALLSTATE LIFE INSURANCE COMPANY
(herein called "we" or "us")

Amendatory Endorsement for Employees

As used in this endorsement, "Contract" means the Contract or Certificate to
which this endorsement is attached

The following changes are made to your Contract.

The following Credits section is added to your Contract after the Purchase
Payments section:

Credits A credit of 6% will be applied to each Purchase Payment made during the
Accumulation Phase. Credits are applied pro-rata to the investment alternatives
in the same ratio as the applicable Purchase Payments. The amount returned if
you exercise the Trial Examination Period provision (in Minnesota, Right to
Cancel Your Contract) will be reduced by any credit applied. We do not consider
Credits to be investment in the Contract for income tax purposes.

The following sentence is added to the Trial Examination Period provision (in
Minnesota, Right to Cancel Your Contract) of your Contract:

Credits applied pursuant to the Amendatory Endorsement for Employees are not
included in the definition of Purchase Payments for purposes of this provision.

Except as amended in this endorsement, the Contract remains unchanged.

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Secretary Chairman and Chief Executive Officer

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Exhibit 4(a) Allstate Life Insurance Company A Stock Company Home Office: 3100 Sanders Road, Northbrook, Illinois 60062-7154 ................................. ................................................ Flexible Premium Deferred Variable Annuity...

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