ALLETE INC — Director's Dealing 2005

May 26, 2005

SEC Form 4/A — Form 4/A

Issuer: ALLETE INC (ALE)
CIK: 0000066756
Period of Report: 2005-05-24

Reporting Person: STENDER BRUCE W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-05-24	Common Stock	M	1250	$25.08	Acquired	11037.97	Direct
2005-05-24	Common Stock	M	1293	$25.45	Acquired	12330.97	Direct
2005-05-24	Common Stock	M	1293	$27.40	Acquired	13623.97	Direct
2005-05-24	Common Stock	M	1293	$29.79	Acquired	14916.97	Direct
2005-05-24	Common Stock	M	1293	$26.91	Acquired	16209.97	Direct
2005-05-24	Common Stock	S	6422	$47.27	Disposed	9787.97	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-05-24	Stock Option - Right to Buy	$25.08	M	1250	Disposed	2008-01-02	Common Stock (1250)	Direct
2005-05-24	Stock Option - Right to Buy	$25.45	M	1293	Disposed	2009-01-04	Common Stock (1293)	Direct
2005-05-24	Stock Option - Right to Buy	$27.40	M	1293	Disposed	2011-01-02	Common Stock (1293)	Direct
2005-05-24	Stock Option - Right to Buy	$29.79	M	1293	Disposed	2012-01-02	Common Stock (1293)	Direct
2005-05-24	Stock Option - Right to Buy	$26.91	M	1293	Disposed	2013-01-02	Common Stock (1293)	Direct

Footnotes

F1: This option was previously reported as covering 1,450 shares at an exercise price of $21.63 per share, but was adjusted to reflect the spin off of ALLETE's subsidiary, ADESA, Inc., and the reverse stock split on September 20, 2004.

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

F3: This option was previously reported as covering 1,500 shares at an exercise price of $21.94 per share, but was adjusted to reflect the spin off of ALLETE's subsidiary, ADESA, Inc., and the reverse stock split on September 20, 2004.

F4: This option vested 50% on January 4, 2000 and 50% on January 4, 2001.

F5: This option was previously reported as covering 1,500 shares at an exercise price of $23.63 per share, but was adjusted to reflect the spin off of ALLETE's subsidiary, ADESA, Inc., and the reverse stock split on September 20, 2004.

F6: This option vested 50% on January 2, 2002 and 50% on January 2, 2003.

F7: This option was previously reported as covering 1,500 shares at an exercise price of $25.68 per share, but was adjusted to reflect the spin off of ALLETE's subsidiary, ADESA, Inc., and the reverse stock split on September 20, 2004.

F8: This option vested 50% on January 2, 2003 and 50% on January 2, 2004.

F9: This option was previously reported as covering 1,500 shares at an exercise price of $23.20 per share, but was adjusted to reflect the spin off of ALLETE's subsidiary, ADESA, Inc., and the reverse stock split on September 20, 2004.

F10: This option vested 50% on January 2, 2004 and 50% on January 2, 2005.