ALLETE INC — Director's Dealing 2004

Nov 16, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLETE INC (ALE)
CIK: 0000066756
Period of Report: 2004-11-15

Reporting Person: SCHOBER MARK A (Sen.VP & Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-11-15	Common Stock	M	2914	$25.08	Acquired	9309.76	Direct
2004-11-15	Common Stock	M	5359	$25.45	Acquired	14668.76	Direct
2004-11-15	Common Stock	M	3865	$27.40	Acquired	18533.76	Direct
2004-11-15	Common Stock	M	2206	$23.79	Acquired	20739.76	Direct
2004-11-15	Common Stock	S	14344	$36.77	Disposed	6395.76	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-11-15	Employee Stk Opt (right to buy)	$25.08	M	2914	Disposed	2008-01-02	Common Stock (2914)	Direct
2004-11-15	Employee Stk Opt (right to buy)	$25.45	M	5359	Disposed	2009-01-04	Common Stock (5359)	Direct
2004-11-15	Employee Stk Opt (right to buy)	$27.40	M	3865	Disposed	2011-01-02	Common Stock (3865)	Direct
2004-11-15	Employee Stk Opt (right to buy)	$23.79	M	2206	Disposed	2014-02-03	Common Stock (2206)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3270.37	Indirect

Footnotes

F1: Total shown reflects the one-for-three reverse stock split effective at 12:00 noon EDT on September 20, 2004.

F2: Includes shares acquired in exempt transactions under the dividend reinvestment features of ALLETE's stock purchase and dividend reinvestment plan and ALLETE's employee stock purchase plan and is based on plan information available as of November 1, 2004.

F3: Includes shares acquired in exempt transactions under ALLETE's retirement savings and stock ownership plan, and is based on plan information available as of November 1, 2004.

F4: This option was previously reported as covering 3,380 shares at an exercise price of $21.63 per share, but was adjusted to reflect the reverse stock split and the spin off of ALLETE's subsidiary, ADESA, Inc., on September 20, 2004.

F5: 50% vested on January 1, 1999, and the remaining 50% will vest on January 1, 2000.

F6: This option was previously reported as covering 6,216 shares at an exercise price of $21.94 per share, but was adjusted to reflect the reverse stock split and the spin off of ALLETE's subsidiary, ADESA, Inc., on September 20, 2004.

F7: 50% vested on January 4, 2000, and the remaining 50% will vest on January 4, 2001.

F8: This option was previously reported as covering 4,483 shares at an exercise price of $23.63 per share, but was adjusted to reflect the reverse stock split and the spin off of ALLETE's subsidiary, ADESA, Inc., on September 20, 2004.

F9: 50% vested on January 2, 2002, and the remaining 50% will vest on January 2, 2003.

F10: This option was previously reported as covering 5,119 shares at an exercise price of $20.51 per share, but was adjusted to reflect the reverse stock split and the spin off of ALLETE's subsidiary, ADESA, Inc., on September 20, 2004.