ALLETE INC — Director's Dealing 2004

Sep 30, 2004

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ALLETE INC (ALE)
CIK: 0000066756
Period of Report: 2004-09-20

Reporting Person: WELTY CLAUDIA SCOTT (Sr. VP Support & CAO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3906.67	Direct
Common Stock	2040.21	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$25.08	2008-01-02	Common Stock (2169)		Direct
Employee Stock Option (right to buy)	$25.45	2009-01-04	Common Stock (5359)		Direct
Employee Stock Option (right to buy)	$18.85	2010-01-03	Common Stock (6060)		Direct
Employee Stock Option (right to buy)	$27.40	2011-01-02	Common Stock (3862)		Direct
Employee Stock Option (right to buy)	$29.79	2012-01-02	Common Stock (3367)		Direct
Employee Stock Option (right to buy)	$23.79	2013-02-03	Common Stock (3367)		Direct
Employee Stock Option (right to buy)	$37.76	2014-02-02	Common Stock (3557)		Direct

Footnotes

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

F2: 50% vested January 2, 1999 and 50% vested January 2, 2000.

F3: 50% vested January 4, 2000 and 50% vested January 4, 2001.

F4: 50% vested on January 3, 2001 and 50% vested on January 3, 2002.

F5: 50% vested on January 2, 2002 and 50% vested on January 2, 2003.

F6: 50% vested on January 2, 2003 and 50% vested on January 2, 2004.

F7: 50% vested on February 3, 2004 and the remaining 50% will vest on February 3, 2005.

F8: The option will vest in three equal installments on February 2, 2005, February 2, 2006 and February 2, 2007.