EX-5 3 alicchoicepluss3asrexh05.htm EXHIBIT 5 OPINION AND CONSENT OF GENERAL COUNSEL

 

 

February 13, 2009

 

To:

Allstate Life Insurance Company

 

Northbrook, IL 60062

 

From:

Susan L. Lees

 

Senior Vice President, Secretary and General Counsel

 

Re:

Form S-3 Registration Statement Under the Securities Act of 1933

 

File No. 333 –

 

Allstate® Choice Plus Annuity

 

With reference 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® Choice Plus Annuity Contract described therein, 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 February 13, 2009:

 

 

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 part of the Registration Statement.

 

Sincerely,

 

/s/ SUSAN L. LEES

-----------------------------------------

Susan L. Lees

Senior Vice President, Secretary and General Counsel