8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   Form 8-KSB

                Current Report Pursuant to Section 13 or 15(d) of
                           The Securities Act of 1934




         Date of Report (Date of earliest event reported)  October 14, 1999

                         Allstate Financial Corporation
             (Exact name of registrant as specified in its charter)



         Virginia                   0-17832                   54-1208450
       (State or other           (Commission                (I.R.S. Employer
         jurisdiction            File Number)               Identification No.)
       or incorporation)



               2700 South Quincy Street; Arlington, Virginia 22206
                  (Address of principal executive offices)  (Zip Code)


         Registrant's telephone number, including area code    (703) 931-2274

















Item 5.  Delisting of Common Stock by The Nasdaq Stock Market Inc.

On October  14,  1999,  the  Registrant,  Allstate  Financial  Corporation  (the
"Company")  issued a Press  Release  disclosing  that its common  stock would be
delisted from The Nasdaq Stock Market National Market as of October 18, 1999.


Item 7.  Financial Information, Pro Forma Financial Information and Exhibits.






         Financial Statements of Businesses Acquired.
                  Not applicable

         Pro Forma Financial Information.
                  Not applicable.

         99. Exhibits.
         Press Release dated October 14, 1999.

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

Dated:   October 14, 1999  ALLSTATE FINANCIAL CORPORATION



                  By: /s/C.Fred Jackson
                      --------------------------------
                      C. Fred Jackson
                      Senior Vice President and
                      Chief Financial Officer

EX-99

ALLSTATE FINANCIAL CORPORATION
2700 S. Quincy Street, Suite 540
Arlington, VA 22206

                             FOR IMMEDIATE RELEASE

CONTACT:          Charles G. Johnson, President and CEO
                  C. Fred Jackson, Senior Vice President and CFO

PHONE:            (703) 931-2274

ALLSTATE FINANCIAL STOCK TO TRADE ON THE OTC BULLETIN BOARD EFFECTIVE
OCTOBER 18, 1999
- --------------------------------------------------------------------------------

         ARLINGTON,   VA,  October  14,1999  -  Allstate  Financial  Corporation
("Allstate"or  the "Company")  (Nasdaq:  ASFN) today  announced that it had been
informed by the The Nasdaq Stock Market that it no longer meets the requirements
for continued trading under the Nasdaq's National Market Standards,  as a result
of failing to maintain a market value of public  float  greater than or equal to
$5,000,000 and tangible assets, net of liabilities,  of a minimum of $4,000,000.
The Nasdaq Staff also has determined that  Allstate's  securities do not qualify
for listing on the Nasdaq  SmallCap  Market,  and that its common  stock will be
delisted from The Nasdaq Stock Market, effective with the opening of business on
Monday,  October 18,  1999.  Allstate  will be  eligible  for trading on the OTC
Bulletin Board.

         Allstate   Financial   Corporation   provides   funding  to  small  and
medium-sized companies through a variety of lending and investing techniques.

         Charles G. Johnson,  President and CEO,  stated "The Board continues to
explore  options  for  future  business  strategies  to return  the  company  to
profitability."  He noted this  included a  significant  reduction  in operating
expenses,  collection of  non-earning  assets and  elimination  of the Company's
senior bank line.

         This  Press  Release  contains  certain  "forward-looking   statements"
relating to the Company which  represent the Company's  current  expectations or
beliefs,  including,  but not limited to,  statements  concerning  the Company's
operations,  performance,  financial condition and growth. For this purpose, any
statements contained in this Press Release that are not statements of historical
fact may be  deemed  to be  forward-looking  statements.  Without  limiting  the
generality of the foregoing,  words such as "may", "will", "expect",  "believe",
"anticipate",  "intend", "could",  "estimate", or "continue", or the negative or
other  variation  thereof or  comparable  terminology  are  intended to identify
forward-looking statements. These statements by their nature involve substantial
risks and uncertainties, such as credit losses, dependence on management and key
personnel,  seasonality,  and variability of quarterly  results,  ability of the
Company to obtain adequate financing,  competition,  and regulatory restrictions
relating to potential new activities,  certain of which are beyond the Company's
control.  Should  one or more of these  risks or  uncertainties  materialize  or
should the underlying  assumptions prove incorrect,  actual outcomes and results
could differ materially from those indicated in the forward-looking statements.