Allstate : An amendment to a 3 filing. Non-EDGAR filing

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF

SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

Explanation of Responses:

1. Stock option award granted on April 5, 2016 for 36,805 shares of common stock vesting in three equal increments, with any fractional shares to be rounded as provided for in award agreement. The first increment vested on April 5, 2017. The remaining increments will vest on April 5, 2018 and April 5, 2019.

2. Stock option award granted on February 9, 2017 for 43,133 shares of common stock vesting in three equal increments, with any fractional shares to be rounded as provided for in award agreement, on February 9, 2018, February 9, 2019, and February 9, 2020.

3. Award of Restricted Stock Units (RSUs) granted on April 5, 2016 under The Allstate Corporation 2013 Equity Incentive Plan. Each RSU represents the right to receive, without the payment of any consideration, one share of Allstate common stock (on the conversion date), which is April 5, 2019.

4. Award of Restricted Stock Units (RSUs) granted on April 5, 2016 under The Allstate Corporation 2013 Equity Incentive Plan. Each RSU represents the right to receive, without the payment of any consideration, one share of Allstate common stock (on the conversion date), with any fractional shares to be rounded as provided for in award agreement. Half of the RSUs will convert on April 5, 2018 and the remaining half will convert on April 5, 2019.

Remarks:

This amendment is being filed solely to add the Power of Attorney inadvertently omitted from the original filing.

/s/ Efie Vainikos, attorney-in-08/14/2018

f*a* cStigfnoartMurer.oSf hRaeppiorroting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

KNOW BY ALL THESE PRESENTS, that the undersigned hereby constitutes and appoints each of Barbara Green, Daniel G. Gordon, and Efie Vainikos,signing singly, the undersigned's true and lawful attorney-in-fact to:

• (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securitiesand Exchange Commission (the "SEC") a Form ID,includingamendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

• (2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of

  The Allstate Corporation (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition, or disposition of securities of the Company;

• (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, or other form or report, and timely file such form or report with the SEC and any stock exchange or similar authority; and

• (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 28th day of December, 2017.

_/s/ Glenn T. Shapiro__________

__Glenn T. Shapiro_____________

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