UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 22, 2004
Allstate Life Global Funding
as depositor of
Allstate Life Global Funding Trust 2004-5
(Exact name of registrant as specified in its charter)
Delaware 001-32192 Not applicable
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
c/o AMACAR Pacific Corp.
6525 Morrison Boulevard
Suite 318
Charlotte, NC 28211
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (704) 365-0569
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Item 8.01. Other Events
Allstate Life Insurance Company ("Allstate Life"), the issuer of the
Funding Agreement which secures the notes issued through the Allstate Life
Global Funding Trust 2004-5 (the "Trust"), is subject to the informational
requirements of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), which means that it files periodic reports, including reports on Form
10-K and 10-Q, and other information with the Securities and Exchange Commission
(the "Commission"). All of the reports and other information filed by Allstate
Life under the Exchange Act are incorporated by reference into the registration
statement filed with the Commission by Allstate Life and Allstate Life Global
Funding ("Global Funding") (SEC Registration No. 333-112249) related to the
offering, from time to time, of medium term notes by one or more newly formed
Delaware statutory trusts, including the notes issued through the Trust, and
into each periodic report on Form 10-K of Global Funding and the Trust. The
Quarterly Report filed by Allstate Life on Form 10-Q for the quarter ended June
30, 2004 was also incorporated by reference into the Current Report on Form 8-K
of Global Funding and the Trust filed with the Commission on August 10, 2004.
You can read and copy any reports or other information that Allstate Life files
under the Exchange Act at the SEC's public reference room at 450 Fifth Street,
N.W., Washington, D.C. 20549. You can also request copies of such documents upon
payment of a duplicating fee, by writing to the SEC's public reference room. You
can obtain information regarding the public reference room by calling the SEC at
1-800-SEC-0330. Such filings of Allstate Life are available to the public from
commercial document retrieval services and over the internet at
http://www.sec.gov. (This uniform resource locator (URL) is an inactive textual
reference only and is not intended to incorporate the SEC web site into this
report).
Item 9.01. Financial Statements and Exhibits
The following documents are filed with reference to and are hereby
incorporated by reference into the Registration Statement on Form S-3 (File No.
333-112249), as amended, of Global Funding and Allstate Life, filed with the
Securities and Exchange Commission on January 27, 2004 and amended on March 5,
2004, March 23, 2004 and April 16, 2004.
(c) Exhibits
Exhibit 1 Series Instrument, dated as of September 15, 2004 relating
to the Trust.
Exhibit 4 Closing Instrument, dated as of September 22, 2004
relating to the Trust.
Exhibit 5.1 Opinion of Michael J. Velotta, Esq., in-house counsel to
Allstate Life.
Exhibit 5.2 Opinion of LeBoeuf, Lamb, Greene & MacRae, L.L.P., special
counsel to Global Funding.
Exhibit 23.1 Consent of Michael J. Velotta, Esq., in-house counsel to
Allstate Life (included in Exhibit 5.1).
Exhibit 23.2 Consent of LeBoeuf, Lamb, Greene & MacRae, L.L.P.
(included in Exhibit 5.2).
SIGNATURES
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 hereunto duly authorized.
Allstate Life Global Funding,
as depositor of
Allstate Life Global Funding Trust 2004-5
(Registrant)
By: AMACAR Pacific Corp.,
not in its individual capacity,
but solely as administrator*
By: /s/ Evelyn Echevarria
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Name: Evelyn Echevarria
Title: Vice President
Date: September 28, 2004
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* Allstate Life Global Funding and Allstate Life Global Funding Trust 2004-5 are
statutory trusts organized under the laws of the State of Delaware and have no
officers. AMACAR Pacific Corp., as administrator, is the sole provider of
administrative services to Allstate Life Global Funding and Allstate Life Global
Funding Trust 2004-5.
EXHIBIT INDEX
Exhibit
Number Description
Exhibit 1 Series Instrument, dated as of September 15, 2004 relating
to the Trust.
Exhibit 4 Closing Instrument, dated as of September 22, 2004
relating to the Trust.
Exhibit 5.1 Opinion of Michael J. Velotta, Esq., in-house counsel to
Allstate Life.
Exhibit 5.2 Opinion of LeBoeuf, Lamb, Greene & MacRae, L.L.P., special
counsel to Global Funding.
Exhibit 23.1 Consent of Michael J. Velotta, Esq., in-house counsel to
Allstate Life (included in Exhibit 5.1).
Exhibit 23.2 Consent of LeBoeuf, Lamb, Greene & MacRae, L.L.P.
(included in Exhibit 5.2).