Allstate (ALL)

Timing of Equity Awards and Grant Practices

        Equity incentive awards are granted by the Compensation and Succession Committee. Pursuant to authority delegated by the Board and the Committee, equity incentive awards also may be granted by a subcommittee consisting of the Committee chair or by an equity award committee which currently consists of the CEO. A report of equity awards granted by the equity award committee is reviewed by the Committee at each regularly scheduled meeting. In 2008, 35,983 stock options and 222 restricted stock units were granted by the CEO. As indicated above, the Compensation and Succession Committee grants equity incentive awards on an annual basis normally during a February meeting, after the issuance of our prior fiscal year-end earnings release. The Committee, the subcommittee, or the equity award committee may grant awards at other times throughout the year. The subcommittee may grant restricted stock or restricted stock units to new hires. The equity award committee may grant restricted stock units and stock options in connection with new hires and promotions and in recognition of achievements. Our policies prohibit the granting of equity incentive awards when the Corporation is in possession of material, nonpublic information. For additional information on the Committee's practices, see the Corporate Governance section of this proxy statement.

Timing of Equity Awards and Grant Practices

        As indicated above, the Compensation and Succession Committee grants equity incentive awards on an annual basis during its February meeting. However, from time to time, the Committee makes an award in connection with the hiring of, or a change in the role or responsibilities of, an executive or in recognition of an executive's achievement of a goal or extraordinary service. The Committee grants awards during meetings at which a quorum is present, not by written consent. The February meeting during which the Committee makes the annual equity incentive awards is held after the issuance of our prior fiscal year-end earnings press release. In the event that the Committee is advised that material information about Allstate has not been publicly disclosed, the Committee will postpone the granting of such annual awards until such time as all material information has been publicly disclosed. For additional information on the Committee's practices, see the Corporate Governance section of this proxy statement.