ALLETE INC — Director's Dealing 2013

Mar 6, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLETE INC (ALE)
CIK: 0000066756
Period of Report: 2013-03-05

Reporting Person: McMillan David J (SVP External Affairs)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-05	Common Stock	M	3409	$37.76	Acquired	15384.79	Direct
2013-03-05	Common Stock	M	7383	$39.10	Acquired	22767.79	Direct
2013-03-05	Common Stock	S	10792	$47.76	Disposed	11975.79	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-05	Employee Stock Option (Rt. to Buy)	$37.76	M	3409	Disposed	2014-02-02	Common Stock (3409)	Direct
2013-03-05	Employee Stock Option (Rt. to Buy)	$39.10	M	7383	Disposed	2018-02-01	Common Stock (7383)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8902	Indirect

Footnotes

F1: Includes shares acquired in exempt transactions under the dividend reinvestment features of ALLETE's stock purchase and dividend reinvestment plan and ALLETE's employee stock purchase plan and is based on plan information available as of March 1, 2013.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.66-$47.91, inclusive. The reporting person undertakes to provide to ALLETE, any security holder of ALLETE, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range provided above.

F3: 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 March 1, 2013.

F4: The option vested in three equal installments; one-third vested on February 2, 2005, one-third vested on February 2, 2006, and one-third vested on February 2, 2007.

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