ALLETE INC — Director's Dealing 2005

Mar 7, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLETE INC (ALE)
CIK: 0000066756
Period of Report: 2005-03-03

Reporting Person: THORP TIMOTHY J (VP Invest. Rel./Corp. Comm.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-03-03	Common Stock	M	1631	$27.40	Acquired	2703.31	Direct
2005-03-03	Common Stock	M	3336	$29.79	Acquired	6039.31	Direct
2005-03-03	Common Stock	M	1668	$23.79	Acquired	7707.31	Direct
2005-03-03	Common Stock	S	6635	$40.32	Disposed	1072.31	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-03-03	Employee Stock Option - Right to Buy	$27.40	M	1631	Disposed	2011-01-02	Common Stock (1631)	Direct
2005-03-03	Employee Stock Option - Right to Buy	$29.79	M	3336	Disposed	2012-01-02	Common Stock (3336)	Direct
2005-03-03	Employee Stock Option - Right to Buy	$23.79	M	1668	Disposed	2013-02-03	Common Stock (1668)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	70.36	Indirect
Common Stock	3664.65	Indirect

Footnotes

F1: Includes shares acquired in exempt transactions under the dividend reinvestment feature of ALLETE's stock purchase and dividend reinvestment plan and is based on plan information available as of March 1, 2005.

F2: Includes shares acquired in exempt transactions under ALLETE's retirement savings and stock ownership plan (RSOP) and is based on RSOP plan information available as of February 28, 2005.

F3: This option was previously reported as covering 1,892 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.

F4: The option vested 50% on January 2, 2002 and 50% on January 2, 2003.

F5: This option was previously reported as covering 3,869 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.

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

F7: This option was previously reported as covering 3,869 shares at an exercise price of $20.51 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.