THE ALLSTATE CORPORATION
LONG-TERM EXECUTIVE INCENTIVE COMPENSATION PLAN
AS AMENDED AND RESTATED EFFECTIVE MARCH 9, 1999
The Allstate Corporation Long-Term Executive Incentive Compensation Plan was adopted and made effective
by the Board of Directors on March 9, 1999. The Plan was submitted to the Company's stockholders for
approval on May 18, 1999. The purposes of the Plan are:
a. to attract and retain competent personnel and to ensure the deductibility of compensation paid under the Plan
to any Participant who is a Covered Employee as defined in Section 162(m) of the Internal Revenue Code (the
b. to provide Participants with added incentives to promote various long-term performance goals, while taking
into account the varying objectives and conditions of the different businesses engaged in by The Allstate
Corporation and its Subsidiaries;
c. to link compensation to performance by rewarding three-year corporate performance;
d. to compensate participants at competitive levels when competitive performance is achieved, and at superior
levels when performance exceeds competitors'; and
e. to encourage teamwork among top executives.
The following terms when used in the Plan shall, for the purposes of the Plan, have the following meanings:
a. "Award" means the cash amount payable to a Participant for a Performance Cycle pursuant to the terms of the
b. "Board" means the Board of Directors of The Allstate Corporation.
c. "Business Unit" means any operating unit of The Allstate Corporation or any of its Subsidiaries, including but
not limited to, the property and casualty business, the life business, the investments business, or the international
d. "Committee" means two or more members of the Board who are "outside directors" within the meaning of
Section 162(m) of the Code and the regulations thereunder.
e. "Company" means The Allstate Corporation.
f. "Covered Employee" means a Participant who is a "Cov