Allstate (ALL)

Each Non-Employee Director may elect to defer the payment of all or any part of his or her Compensation into a specified Account by executing and delivering to the Secretary a Notice of Election.  Subject to the next sentence, an election to defer payment of Compensation shall continue in effect with respect to all future Compensation until revoked or revised by the execution and delivery to the Secretary of a subsequent Notice of Election.  Except as otherwise provided in Section V.D (relating to a Participant’s Grandfathered Account), any such revocation or revision of a Notice of Election shall apply only with respect to Compensation to be earned in calendar years following the calendar year in which the revocation or revision is filed.  Except as otherwise provided in Section V.D (relating to a Participant’s Grandfathered Account), each Notice of Election (whether initial or subsequent) shall be effective with respect to Compensation only if submitted no later than the December 31^st (or such earlier date as the Committee may prescribe from time to time) of the calendar year immediately preceding the calendar year in which such Compensation is earned; provided that, to the extent permitted by Section 409A of the Code, in the first calendar year in which a Participant becomes eligible to participate in the Plan, the Committee may allow the Participant to submit a Notice of Election within 30 days after the date the Participant first becomes eligible to participate in the Plan, with respect to Compensation payable for services to be performed after the election.