<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
ALLSTATE FINANCING I
- - --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware Applied for
- - --------------------------- ------------------------------------
(State of Incorporation or (I.R.S. Employer Identification No.)
Organization)
c/o The Allstate Corporation
2775 Sanders Road
Northbrook, Illinois 60062
- - ------------------------------- ------------------------------------
(Address of Principal Executive (Zip Code)
Offices)
If this Form relates to the regis- If this Form relates to the registration
tration of a class of debt secu- of a class of debt securities and is to
rities and is effective upon filing become effective simultaneously with
pursuant to General Instruction the effectiveness of a concurrent
A(c)(1) please check the following registration statement under the
box. [ ] Securities Act of 1933 pursuant to
General Instruction A(c)(2) please
check the following box. [ ]
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
------------------- ------------------------------
_% Cumulative Quarterly Income New York Stock Exchange
Preferred Securities (and the
Guarantee with respect thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
None
<PAGE> 2
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
The class of securities to be registered hereby is the __% Cumulative
Quarterly Income Preferred Securities (the "Preferred Securities"), of Allstate
Financing I, a statutory business trust created under the laws of the State of
Delaware (the "Trust"). The Preferred Securities represent preferred undivided
beneficial interests in the assets of the Trust, and are guaranteed by The
Allstate Corporation, a Delaware corporation, and the depositor of the Trust,
to the extent set forth in the Registration Statement on Form S-3 (Registration
No. 333-10857) of the Trust and The Allstate Corporation, among other
registrants, filed with the Securities and Exchange Commission (the
"Commission") on August 27, 1996 under the Securities Act of 1933, as amended
(the "Act"), and Amendment No. 1 thereto filed with the Commission on September
30, 1996 (such Registration Statement, as so amended, being hereinafter
referred to as the "Registration Statement"), and the form of prospectus for the
Preferred Securities included therein, which descriptions are incorporated
herein by reference. Copies of the prospectus and preliminary prospectus
supplement describing the Preferred Securities have been filed pursuant to Rule
424(b) under the Act and are incorporated by reference into this Registration
Statement on Form 8-A. Definitive copies of the prospectus and the prospectus
supplement describing the Preferred Securities to be filed pursuant to Rule
424(b) under the Act shall be incorporated by reference into this Registration
Statement on Form 8-A. ("Cumulative Quarterly Income Preferred Securities" is a
servicemark of Goldman, Sachs & Co.)
Item 2. Exhibits.
2.1 Certificate of Trust dated August 21, 1996 of Allstate
Financing I (incorporated herein by reference to Exhibit
4.5 to the Registration Statement).
2.2 Form of Amended and Restated Declaration of Trust of
Allstate Financing I (incorporated herein by reference
to Exhibit 4.13 to the Registration Statement).
2.3 Form of Preferred Security (incorporated herein by
reference to Exhibit A-1 of Exhibit 4.13 to the
Registration Statement).
2.4 Form of Preferred Securities Guarantee for the benefit
of the holders of Preferred Securities of Allstate
Financing I (incorporated herein by reference to
Exhibit 4.14 to the Registration Statement)
2.5 Form of Indenture relating to subordinated debt
securities between The Allstate Corporation and State
Street Bank and Trust Company, as trustee (incorporated
herein by reference to Exhibit 4.4 to the Registration
Statement).
2.6 Form of Supplemental Indenture to be used in connection
with the issuance of subordinated debt securities and
Preferred Securities (incorporated herein by reference
to Exhibit 4.4A to the Registration Statement).
2
<PAGE> 3
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this Registration Statement to be
signed on its behalf by the undersigned, thereto duly authorized.
ALLSTATE FINANCING I
Dated: November 18, 1996 By: /s/ JOSEPH T. KANE
-----------------------------
Joseph T. Kane, Trustee
THE ALLSTATE CORPORATION, Depositor of
the Registrant and Guarantor under
the Guarantee
Dated: November 18, 1996 By: /s/ JAMES P. ZILS
-----------------------------
Name: James P. Zils
Title: Vice President and Treasurer
3
