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

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

       ------------------------------------------------------------------
                                    FORM 10-K

                   For Annual and Transition Reports Pursuant
         to Sections 13 or 15(d) of the Securities Exchange Act of 1934


                /X/ Annual Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934


                   For the fiscal year ended December 31, 2004

              / / Transition Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

                        For the Transition period from to

                        Commission File Number 001-32192

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

                          ALLSTATE LIFE GLOBAL FUNDING

    (depositor of Allstate Life Global Funding Trust 2004 - 3 (the "Trust"))


             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

               Delaware                              Not Applicable
    (State or Other Jurisdiction of       (I.R.S. Employer Identification No.)
    Incorporation or Organization)
       c/o AMACAR Pacific Corp.
  6525 Morrison Boulevard, Suite 318
       Charlotte, North Carolina                         28211
(Address of Principal Executive Office)                (Zip Code)


       Registrant's telephone number, including area code: (704) 365-0569


           Securities Registered Pursuant to Section 12(b) of the Act:

 Title of Each Class                   Name of Each Exchange on Which
                                                 Registered
        None                                        None

           Securities Registered Pursuant to Section 12(g) of the Act:
              3.5% Secured Medium Term Notes due 2007 of the Trust


     Indicate by check mark  whether the  Registrant:  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
Registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes /X/ No


     Indicate by check mark if disclosure of delinquent  filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. /X/


     Indicate by checkmark  whether the registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act). Yes /X/ No


     State the aggregate market value of the voting and non-voting common equity
held by  non-affiliates  of the registrant.  The aggregate market value shall be
computed by reference to the price at which the common  equity was sold,  or the
average bid and asked prices of such common equity,  as of the last business day
of the registrant's most recently completed second fiscal quarter.


         Not applicable.


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


<PAGE>





                      Documents Incorporated by Reference:

         The following documents are incorporated herein by reference:

o    Annual Report on Form 10-K of Allstate Life Insurance  Company for the year
     ended December 31, 2004.

o    Quarterly  Reports on Form 10-Q of Allstate Life Insurance  Company for the
     quarters ended March 31, 2004, June 30, 2004 and September 30, 2004.

o    Current Reports on Form 8-K of Allstate Life Insurance  Company dated March
     4, 2004, April 26, 2004, May 7, 2004, July 23, 2004 and October 25, 2004.




Item 1:       BUSINESS

         Not applicable.

Item 2:       PROPERTIES

         Not applicable.

Item 3:       LEGAL PROCEEDINGS

         None.

Item 4:       SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.

PART II

Item 5:       MARKET FOR REGISTRANT'S  COMMON EQUITY,  RELATED  SHAREHOLDER
              MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

         The notes issued by the Trust are represented by one or more physical
certificates registered in the name of Cede & Co., the nominee of the Depository
Trust Company.

Item 6:       SELECTED FINANCIAL DATA

         Not applicable.

Item 7:       MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS

         Not applicable.

Item 7A:      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not applicable.

Item 8:       FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         Not applicable.


<PAGE>

Item 9:       CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
              FINANCIAL DISCLOSURE

         Not applicable.

Item 9A:      DISCLOSURE CONTROLS AND PROCEDURES

         Not applicable.

PART III

Item 10:      DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT

         Not applicable.

Item 11:      EXECUTIVE COMPENSATION

         Not applicable.

Item 12:      SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS, MANAGEMENT AND
              RELATED STOCKHOLDER MATTERS

         Not applicable.

Item 13:      CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         None.

Item 14:      PRINCIPAL ACCOUNTANT FEES AND SERVICES

         Not applicable.

PART IV

Item 15:      EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

A.       EXHIBITS

         Except as otherwise indicated, the following Exhibits are filed
herewith and made a part hereof:

Exhibit Number        Description of Document

31              Certification dated March 30, 2005, pursuant to Rules 13a-14 and
                15d-14 under the Securities Exchange Act of 1934, as adopted
                pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,
                with respect to the Registrant's Annual Report on Form
                10-K for the year ended December 31, 2004.

99.1            Trustee's Annual Statement of Compliance dated March 30, 2005.

99.2            Report of Independent Registered Public Accounting Firm
                dated March 16, 2005.

<PAGE>

B.       REPORTS ON FORM 8-K

         The following report on Form 8-K was filed with the SEC during the
three months ended December 31, 2004:

         Current Report on Form 8-K filed on November 12, 2004 to report under
Item 8.01.

C.       INDENTURE TRUSTEE REPORTS

         The following Indenture Trustee's Report was filed with the SEC during
the year ended December 31, 2004:

         None.




<PAGE>


                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person on behalf of the
registrant, in the capacity and on the date indicated.


          ALLSTATE LIFE GLOBAL FUNDING


          By:  AMACAR Pacific Corp., not in its individual capacity,
               but solely as administrator*


          By:  /s/ Douglas K. Johnson
               ------------------------------------------------
               Name: Douglas K. Johnson
               Title: President
















*Allstate Life Global Funding and Allstate Life Global Funding Trust 2004-3 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 2004-3.