ALLETE INC — Director's Dealing 2005

Feb 25, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLETE INC (ALE)
CIK: 0000066756
Period of Report: 2005-02-24

Reporting Person: AMBERG DEBORAH A (VP, Gen. Counsel & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-02-24	Common Stock	M	1316	$16.60	Acquired	2335.38	Direct
2005-02-24	Common Stock	M	1414	$15.88	Acquired	3749.38	Direct
2005-02-24	Common Stock	S	2730	$39.70	Disposed	1019.38	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-02-24	Employee Stock Option - Right to Buy	$16.60	M	1316	Disposed	2006-01-02	Common Stock (1316)	Direct
2005-02-24	Employee Stock Option - Right to Buy	$15.88	M	1414	Disposed	2007-01-02	Common Stock (1414)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	983.63	Indirect

Footnotes

F1: 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 January 31, 2005.

F2: This option was previously reported as covering 1,526 shares at an exercise price of $14.31 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.

F3: The option vested 50% on January 2, 1997 and 50% on January 2, 1998.

F4: This option was previously reported as covering 1,640 shares at an exercise price of $13.69 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.

F5: The option vested 50% on January 2, 1998 and 50% on January 2, 1999.