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As filed with the Securities and Exchange Commission on April 26, 2007
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FILE NO. 333-121811
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 5
TO
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
ALLSTATE LIFE INSURANCE COMPANY
(Exact Name of Registrant)
ILLINOIS 36-2554642
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
3100 SANDERS ROAD
NORTHBROOK, ILLINOIS 60062
847/402-5000
(Address and Phone Number of Principal Executive Office)
MICHAEL J. VELOTTA
SENIOR VICE PRESIDENT, SECRETARY AND GENERAL COUNSEL
ALLSTATE LIFE INSURANCE COMPANY
3100 SANDERS ROAD, SUITE J5B
NORTHBROOK, ILLINOIS 60062
847/402-5000
(Name, Complete Address and Telephone Number of Agent for Service)
COPIES TO:
ALLEN REED, ESQUIRE
ALLSTATE LIFE INSURANCE COMPANY
3100 SANDERS ROAD
SUITE J5B
NORTHBROOK, IL 60062
Approximate date of commencement of proposed sale to the public: As soon as
practicable after the effective date of this registration statement.
If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box: /X/
Explanatory Note
Registrant is filing this post-effective amendment ("Amendment") to add a
corrected Exhibit 24(b) to the registration statement. The Exhibit 24(b)
replaces the Exhibit 24(b)filed in Post-Effective Amendment No. 4 to the
registration statement on April 19, 2007 ("Post-Effective Amendment No. 4"). The
prospectus describing the Contract filed in Post-Effective Amendment No. 4 is
incorporated herein by reference. The Amendment is not intended to amend or
delete any part of the registration statement, except as specifically noted
herein.
PART II
INFORMATION NOT REQUIRED IN THE PROSPECTUS
Part II is hereby amended to replace the Exhibit 24(b) filed in Post-Effective
Amendment No. 4 with the following:
ITEM 16. EXHIBITS.
(24) (b) Powers of Attorney for Michael B. Boyle, James W. Hohmann, George E.
Ruebenson and Thomas J. Wilson, II filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Registrant certifies
that it has reasonable grounds to believe that it meets all of the requirements
for filing on Form S-3 and has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the
Township of Northfield, State of Illinois, on the 25th day of April, 2007.
ALLSTATE LIFE INSURANCE COMPANY
(REGISTRANT)
By: /s/MICHAEL J. VELOTTA
---------------------------------------
Michael J. Velotta
Senior Vice President, Secretary
and General Counsel
Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities indicated
and on the 25th day of April, 2007.
*/DAVID A. BIRD Director and Senior Vice President
- ----------------------
David A. Bird
*/MICHAEL B. BOYLE Director and Vice President
- ----------------------
Michael B. Bolye
*/DANNY L. HALE Director
- ---------------------
Danny L. Hale
*/JAMES E. HOHMANN Director, President and Chief Executive Officer
- --------------------- (Principal Executive Officer)
James E. Hohmann
*/JOHN C. LOUNDS Director and Senior Vice President
- -----------------------
John C. Lounds
*/SAMUEL H. PILCH Controller and Group Vice President
- ------------------------ (Principal Accounting Officer)
Samuel H. Pilch
*/JOHN C. PINTOZZI Director, Senior Vice President and
- ------------------------ Chief Financial Officer
John C. Pintozzi (Principal Financial Officer)
*/GEORGE E. RUEBENSON Director
- ----------------------
George E. Ruebenson
*/ERIC A. SIMONSON Director, Senior Vice President and
- ------------------------- Chief Investment Officer
Eric A. Simonson
*KEVIN R. SLAWIN Director and Senior Vice President
- -----------------------
Kevin R. Slawin
/s/MICHAEL J. VELOTTA Director, Senior Vice President, General
- ---------------------- Counsel and Secretary
Michael J. Velotta
*/DOUGLAS B. WELCH Director and Senior Vice President
- -----------------------
Douglas B. Welch
*/THOMAS J. WILSON II Director and Chairman of the Board
- -----------------------
Thomas J. Wilson II
*/ By Michael J. Velotta, pursuant to Powers of Attorney previously filed.
EXHIBIT LIST
Exhibit No. Description
(24)(b) Powers of Attorney for Michael B. Boyle, James E. Hohmann, George E.
Ruebenson and Thomas J. Wilson II
Exhibit 24(b)
POWER OF ATTORNEY
WITH RESPECT TO
ALLSTATE LIFE INSURANCE COMPANY
(REGISTRANT)
The undersigned director of Allstate Life Insurance Company constitutes and
appoints Michael J. Velotta and John C. Pintozzi, and each of them (with full
power to each of them to act alone) as his true and lawful attorney-in-fact and
agent, in any and all capacities, to sign the following registration statements:
File Nos. 333-123847, 333-105331, 333-132994, 333-102319, 333-121811 and
333-100068 of Allstate Life Insurance Company, and any amendments thereto, and
to file the same, with exhibits and other documents in connection therewith,
with the Securities and Exchange Commission or any other regulatory authority as
may be necessary or desirable. I hereby ratify and confirm each and every act
that said attorney-in-fact and agent may lawfully do or cause to be done by
virtue hereof. My subsequent disability or incapacity shall not affect this
Power of Attorney.
April 25, 2007
/s/ JAMES E. HOHMANN
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James E. Hohmann
Director, President and Chief Executive Officer
POWER OF ATTORNEY
WITH RESPECT TO
ALLSTATE LIFE INSURANCE COMPANY
(REGISTRANT)
The undersigned director of Allstate Life Insurance Company constitutes and
appoints James E. Hohmann and Michael J. Velotta, and each of them (with full
power to each of them to act alone) as his true and lawful attorney-in-fact and
agent, in any and all capacities, to sign the following registration statements:
File Nos. 333-123847, 333-105331, 333-132994, 333-102319, 333-121811 and
333-100068 of Allstate Life Insurance Company, and any amendments thereto, and
to file the same, with exhibits and other documents in connection therewith,
with the Securities and Exchange Commission or any other regulatory authority as
may be necessary or desirable. I hereby ratify and confirm each and every act
that said attorney-in-fact and agent may lawfully do or cause to be done by
virtue hereof. My subsequent disability or incapacity shall not affect this
Power of Attorney.
April 25, 2007
/s/ THOMAS J. WILSON
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Thomas J. Wilson
Director and Chairman of the Board
POWER OF ATTORNEY
WITH RESPECT TO
ALLSTATE LIFE INSURANCE COMPANY
(REGISTRANT)
The undersigned director of Allstate Life Insurance Company constitutes and
appoints James E. Hohmann and Michael J. Velotta, and each of them (with full
power to each of them to act alone) as his true and lawful attorney-in-fact and
agent, in any and all capacities, to sign the following registration statements:
File Nos. 333-123847, 333-105331, 333-132994, 333-102319, 333-121811 and
333-100068 of Allstate Life Insurance Company, and any amendments thereto, and
to file the same, with exhibits and other documents in connection therewith,
with the Securities and Exchange Commission or any other regulatory authority as
may be necessary or desirable. I hereby ratify and confirm each and every act
that said attorney-in-fact and agent may lawfully do or cause to be done by
virtue hereof. My subsequent disability or incapacity shall not affect this
Power of Attorney.
April 25, 2007
/s/ MICHAEL B. BOYLE
- ------------------------
Michael B. Boyle
Director and Vice President
POWER OF ATTORNEY
WITH RESPECT TO
ALLSTATE LIFE INSURANCE COMPANY
(REGISTRANT)
The undersigned director of Allstate Life Insurance Company constitutes and
appoints James E. Hohmann and Michael J. Velotta, and each of them (with full
power to each of them to act alone) as his true and lawful attorney-in-fact and
agent, in any and all capacities, to sign the following registration statements:
File Nos. 333-123847, 333-105331, 333-132994, 333-102319, 333-121811 and
333-100068 of Allstate Life Insurance Company, and any amendments thereto, and
to file the same, with exhibits and other documents in connection therewith,
with the Securities and Exchange Commission or any other regulatory authority as
may be necessary or desirable. I hereby ratify and confirm each and every act
that said attorney-in-fact and agent may lawfully do or cause to be done by
virtue hereof. My subsequent disability or incapacity shall not affect this
Power of Attorney.
April 25, 2007
/s/ GEORGE E. RUEBENSON
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George E. Ruebenson
Director