Exhibit 99

June 18, 1996 -    THE ST. PAUL COMPANIES TO ACQUIRE NORTHBROOK
                   HOLDINGS INC. FROM THE ALLSTATE CORPORATION

St. Paul, Minn. - The St. Paul Companies, Inc. and The
Allstate Corporation today announced an agreement under
which St. Paul Fire and Marine Insurance Company would
purchase Northbrook Holdings Inc., which includes Northbrook
Property and Casualty Insurance Company, Northbrook
Indemnity Company and Northbrook National Insurance Company.

     Northbrook is headquartered in South Barrington, Ill.,
and underwrites various property-liability commercial
insurance products throughout the United States.

     "This acquisition furthers our objective to build our
position among small to midsize commercial accounts," said
Douglas W. Leatherdale, chairman and chief executive officer
of The St. Paul Companies.  "Northbrook is focused on an
important part of the commercial marketplace and sells
policies through independent agents, as we do.  We believe
we can leverage our underwriting and operational strengths
to bring this business in line with our underwriting and
profitability standards."

     Completion of the sale is subject to regulatory
approvals.  Closing is expected within 30 to 60 days.  Under
terms of the transaction, The St. Paul will pay Allstate
approximately $180 million in cash, which represents a
premium over GAAP book value and which will be provided from
internal funds.

     Northbrook has annual written premiums of $587 million
and total assets of $1.65 billion, including invested assets
of $1.2 billion.  Northbrook has approximately 1,100
employees in its headquarters and field office network
throughout the United States.  St. Paul Fire and Marine's
middle market commercial operation had 1995 net written
premiums of $618 million and has approximately 1,100
employees in 12 regions nationwide.

     The St. Paul Companies, headquartered in St. Paul,
Minn., is a group of companies providing property-liability
insurance underwriting and insurance brokerage products and
services worldwide.  St. Paul Fire and Marine Insurance
Company is the 14th largest property-liability insurance
company in the United States.