As filed with the Securities and Exchange Commission on July 21, 2003
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FILE NO. 333-105208
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
PRE-EFFECTIVE AMENDMENT NO. 2
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:
RICHARD T. CHOI, ESQUIRE HUGH D. BOHLENDER, ESQUIRE
FOLEY & LARDNER ALLSTATE LIFE INSURANCE COMPANY
3000 K STREET, NW SUITE 500 3100 SANDERS ROAD, SUITE J5B
WASHINGTON, D.C. 20007 NORTHBROOK, IL 60062
Approximate date of commencement of proposed sale to the public: The annuity
contracts and interests thereunder covered by this registration statement are to
be issued promptly and from time to time 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 pre-effective amendment ("Amendment") to add a
corrected Exhibit 5 to the registration statement. The new Exhibit 5 replaces
the Exhibit 5 filed in Pre-Effective Amendment No. 1 to the registration
statement on July 17, 2003 which contained a typographical error. The Amendment
is not intended to amend or delete any part of the registration statement,
except as specifically noted herein.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Registrant certifies
that it has reasonable grounds to believe that it will meet 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 21st day of
July, 2003.
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 and on the
21st day of July, 2003.
*/CASEY J. SYLLA Chairman of the Board, President and Director
- - ---------------------- (Principal Executive Officer)
Casey J. Sylla
/s/MICHAEL J. VELOTTA Senior Vice President, Secretary,
- - --------------------- General Counsel and Director
Michael J. Velotta
*/DAVID A. BIRD Senior Vice President and Director
- - ------------------
David A. Bird
*/MARGARET G. DYER Senior Vice President and Director
- - -----------------
Margaret G. Dyer
*/MARLA G. FRIEDMAN Senior Vice President and Director
- - -------------------
Marla G. Friedman
*/DANNY L. HALE Director
- - -------------------
Danny L. Hale
*/EDWARD M. LIDDY Director
- - -----------------
Edward M. Liddy
*/JOHN C. LOUNDS Senior Vice President and Director
- - -----------------
John C. Lounds
*/J. KEVIN MCCARTHY Senior Vice President and Director
- - -----------------
J. Kevin McCarthy
*/ROBERT W. PIKE Director
- - ------------------
Robert W. Pike
*/SAMUEL H. PILCH Group Vice President and Controller
- - ----------------- (Principal Accounting Officer)
Samuel H. Pilch
*/STEVEN E. SHEBIK Senior Vice President, Chief Financial Officer
- - ------------------ and Director (Principal Financial Officer)
Steven E. Shebik
*/ERIC A. SIMONSON Senior Vice President, Chief Investment
- - ------------------ Officer and Director
Eric A. Simonson
*/KEVIN R. SLAWIN Senior Vice President and Director
- - ------------------
Kevin R. Slawin
*/THOMAS J. WILSON, II Director
- - ------------------
Thomas J. Wilson, II
*/ By Michael J. Velotta, pursuant to Powers of Attorney previously filed or
filed herewith.
EXHIBIT LIST
The following exhibits are filed herewith:
Exhibit No. Description
5 Opinion and Consent of General Counsel
July 21, 2003
TO: ALLSTATE LIFE INSURANCE COMPANY
NORTHBROOK, IL 60062
FROM: MICHAEL J. VELOTTA
SENIOR VICE PRESIDENT, SECRETARY AND GENERAL COUNSEL
RE: FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
FILE NO. 333-105208
With reference to Pre-Effective Amendment No. 2 to the Form S-3 Registration
Statement filed by Allstate Life Insurance Company (the "Company"), as
Registrant, with the Securities and Exchange Commission covering the Allstate
ChoiceRate Annuity Contract described therein (the "Contracts"), I have examined
such documents and such law as I have considered necessary and appropriate, and
on the basis of such examination, it is my opinion that as of July 21, 2003:
1. The Company is duly organized and existing under the laws of the
State of Illinois and has been duly authorized to do business and to
issue the Contracts by the Director of Insurance of the State of
Illinois.
2. The securities registered by the above Registration Statement when
issued will be valid, legal and binding obligations of the Company.
I hereby consent to the filing of this opinion as an exhibit to the above
referenced Registration Statement and to the use of my name under the caption
"Legal Matters" in the prospectus constituting a part of the Registration
Statement.
Sincerely,
/S/ MICHAEL J. VELOTTA
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Michael J.Velotta
Senior Vice President, Secretary and General Counsel