EXHIBIT 99(ii)

                            THE ALLSTATE CORPORATION
         POLICY REGARDING PRE-APPROVAL OF INDEPENDENT AUDITORS' SERVICES

PURPOSE AND APPLICABILITY
The Audit Committee recognizes the importance of maintaining the independent and
objective stance of our Independent Auditors. We believe that maintaining
independence, both in fact and in appearance, is a shared responsibility
involving management, the Audit Committee and the Independent Auditors.

The Committee recognizes that the Independent Auditors possess a unique
knowledge of the Company (which includes consolidated subsidiaries), and can
provide necessary and valuable services to the Company in addition to the annual
audit. The provision of these services is subject to three basic principles of
auditor independence: (i) auditors cannot function in the role of management,
(ii) auditors cannot audit their own work and (iii) auditors cannot serve in an
advocacy role for their client. Consequently, this policy sets forth guidelines
and procedures to be followed by this Committee when retaining the Independent
Auditors to perform audit and permitted non-audit services.

POLICY STATEMENT
All services provided by the Independent Auditors, both audit and permitted
non-audit, must be pre-approved by the Audit Committee or a Designated Member of
the Committee ("Designated Member") referred to below. The Audit Committee will
not approve the engagement of the Independent Auditors to provide any of the
Prohibited Services listed in the attached appendix.

PROCEDURES
Following approval by the Audit Committee of the engagement of the Independent
Auditors to provide audit services for the upcoming fiscal year, the Independent
Auditors will submit to the Committee for approval schedules detailing all of
the specific audit, audit related and other permitted non-audit services
(collectively "permitted services") proposed, together with estimated fees for
such services that are known as of that date. The types of services that the
Audit Committee may consider are listed in the attached appendix. Each specific
service proposed will require approval by the Committee or as provided below,
the Designated Member.

The pre-approval of permitted services may be given at any time before
commencement of the specified service. With respect to permitted non-audit
services, Company management may submit to the Committee or the Designated
Member for consideration and approval schedules of such services that management
recommends be provided by the Independent Auditors. In such case, the
Independent Auditors will confirm to the Committee, or the Designated Member,
that each such proposed service is permissible under applicable regulatory
requirements.

DESIGNATED MEMBER
The Audit Committee may delegate to one or more designated member(s) of the
Audit Committee ("Designated Member"), who is independent as defined under the
applicable New York Stock Exchange listing standards, the authority to grant
pre-approvals of permitted services to be provided by the Independent Auditors.
The Chair of the Audit Committee shall serve as its Designated Member. The
decisions of the Designated Member to pre-approve a permitted service shall be
reported to the Audit Committee at each of its regularly scheduled meetings.

REVIEW OF SERVICES
At each regularly scheduled Audit Committee meeting, the Audit Committee shall
review a report summarizing any newly pre-approved permitted services and
estimated fees since its last regularly scheduled meeting, together with (i) the
permitted non-audit services, including fees, actually provided by the
Independent Auditors, if any, since the Committee's last regularly scheduled
meeting and (ii) an updated projection for the current fiscal year, presented in
a manner consistent with the proxy disclosure requirements, of the estimated
annual fees to be paid to the Independent Auditors.





                                    APPENDIX

PERMITTED AUDIT AND AUDIT RELATED SERVICES:

        1.  Audits of the Company's financial statements required by SEC rules,
            lenders, statutory requirements, regulators and others.
        2.  Consents, comfort letters, reviews of registration statements and
            similar services that incorporate or include the audited financial
            statements of the Company.
        3.  Audits of employee benefit plans.
        4.  Accounting consultations and support related to generally accepted
            accounting principles.
        5.  Tax compliance and related support for any tax returns filed by the
            Company, and returns filed by any executive or expatriate under a
            company-sponsored program.
        6.  Tax consultation and support related to planning.
        7.  Regulatory exam related services.
        8.  Internal control consulting services.
        9.  Merger and acquisition due diligence services.
        10. Other audit related services.

OTHER PERMITTED SERVICES:

    1.  Information technology services and consulting unrelated to the
        Company's financial statements or accounting records.
    2.  Integration consulting services.
    3.  Review of third party specialist work related to appraisal and/or
        valuation services.
    4.  Actuarial consulting services that would not be subject to audit
        procedures during an audit of the Company's financial statements.
    5.  Employee benefit consulting services that are not the functional
        equivalent of management or employee services.
    6.  Training unrelated to the Company's financial statements or other areas
        subject to audit procedures during an audit of the Company's financial
        statements.

PROHIBITED SERVICES: (unless such services may be provided under future SEC
rules)

    1.  Bookkeeping or other services related to the Company's accounting
        records or financial statements.
    2.  Appraisal or valuation services or fairness opinions.
    3.  Management functions or human resources.
    4.  Broker-dealer, investment adviser, or investment banking services.
    5.  Legal services.
    6.  Internal audit outsourcing.
    7.  Financial information systems design and implementation.
    8.  Actuarial - audit-related.
    9.  Expert services, unrelated to an audit of the Company's financial
        statements, in connection with legal, administrative, or regulatory
        proceedings or in an advocate capacity.
    10. Services determined impermissible by the Public Company Accounting
        Oversight Board.


As amended, effective November 10, 2003