FORM OF UNDERWRITING AGREEMENT] THE ALLSTATE CORPORATION DEBT SECURITIES, DEBT WARRANTS AND PREFERRED STOCKUnderwriting Agreement • May 18th, 2006 • Allstate Financing Iii • Fire, marine & casualty insurance • New York
The Allstate Corporation, a Delaware corporation (the "Company"), proposes to issue and sell to the several Underwriters named in Schedule II hereto (the "Underwriters"), for whom you (the "Representatives") are acting as representatives, [ ](1) registered under the Registration Statement referred to in Section 1(a) below (the "Securities"), to be issued pursuant to the provisions of the [ ] (2) (the "Securities Agreement").
