ALLETE INC — Director's Dealing 2009

May 14, 2009

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ALLETE INC (ALE)
CIK: 0000066756
Period of Report: 2009-05-12

Reporting Person: Hodnik Alan R (Director, President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2983.82	Direct
Common Stock	1827.18	Indirect
Common Stock	119.93	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$37.76	2014-02-02	Common Stock (1366)		Direct
Employee Stock Optioin (right to buy)	$41.35	2015-02-01	Common Stock (1655)		Direct
Employee Stock Option (right to buy)	$44.15	2016-02-01	Common Stock (2165)		Direct
Employee Stock Optioin (right to buy)	$48.65	2017-02-01	Common Stock (2812)		Direct
Employee Stock Optioin (right to buy)	$39.10	2018-02-01	Common Stock (6643)		Direct

Footnotes

F1: The option vested in three equal installments; one-third vested on February 2, 2005, one-third vested on February 2, 2006, and the remainder vested on February 2, 2007.

F2: The option vested in three equal installments; one-third vested on February 1, 2006, one-third vested on February 1, 2007, and the remainder vested on February 1, 2008.

F3: The option vested in three equal installments; one-third vested on February 1, 2007, one-third vested on February 1, 2008, and the remainder vested on February 1, 2009.

F4: The option vests in three equal installments; one-third vested on February 1, 2008, one-third vested on February 1, 2009, and the remainder will vest on February 1, 2010.

F5: The option vests in three equal installments; one-third vested on February 1, 2009, one-third will vest on February 1, 2010, and the remainder will vest on February 1, 2011.