Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
SCHOBER MARK A
   2. Issuer Name and Ticker or Trading Symbol
ALLETE INC [ALE] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sen.VP & Corporate Controller
(Last)
(First)
(Middle)
30 WEST SUPERIOR STREET		 3. Date of Earliest Transaction (Month/Day/Year)
11/15/2004
(Street)

DULUTH, MN 55802		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/15/2004   M   2,914 A $ 25.08 9,309.76 (1) (2) D  
Common Stock 11/15/2004   M   5,359 A $ 25.45 14,668.76 D  
Common Stock 11/15/2004   M   3,865 A $ 27.4 18,533.76 D  
Common Stock 11/15/2004   M   2,206 A $ 23.79 20,739.76 D  
Common Stock 11/15/2004   S   14,344 D $ 36.77 6,395.76 D  
Common Stock               3,270.37 (1) (3) I By RSOP Trust

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stk Opt (right to buy) $ 25.08 11/15/2004   M     2,914 (4)   (5) 01/02/2008 Common Stock 2,914 $ 0 0 D  
Employee Stk Opt (right to buy) $ 25.45 11/15/2004   M     5,359 (6)   (7) 01/04/2009 Common Stock 5,359 $ 0 0 D  
Employee Stk Opt (right to buy) $ 27.4 11/15/2004   M     3,865 (8)   (9) 01/02/2011 Common Stock 3,865 $ 0 0 D  
Employee Stk Opt (right to buy) $ 23.79 11/15/2004   M     2,206 (10) 02/03/2004 02/03/2014 Common Stock 2,206 $ 0 2,207 (10) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SCHOBER MARK A
30 WEST SUPERIOR STREET
DULUTH, MN 55802		       Sen.VP & Corporate Controller  

Signatures

 Ingrid K. Johnson for Mark A. Schober   11/16/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Total shown reflects the one-for-three reverse stock split effective at 12:00 noon EDT on September 20, 2004.
(2) 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 November 1, 2004.
(3) Includes shares acquired in exempt transactions under ALLETE's retirement savings and stock ownership plan, and is based on plan information available as of November 1, 2004.
(4) This option was previously reported as covering 3,380 shares at an exercise price of $21.63 per share, but was adjusted to reflect the reverse stock split and the spin off of ALLETE's subsidiary, ADESA, Inc., on September 20, 2004.
(5) 50% vested on January 1, 1999, and the remaining 50% will vest on January 1, 2000.
(6) This option was previously reported as covering 6,216 shares at an exercise price of $21.94 per share, but was adjusted to reflect the reverse stock split and the spin off of ALLETE's subsidiary, ADESA, Inc., on September 20, 2004.
(7) 50% vested on January 4, 2000, and the remaining 50% will vest on January 4, 2001.
(8) This option was previously reported as covering 4,483 shares at an exercise price of $23.63 per share, but was adjusted to reflect the reverse stock split and the spin off of ALLETE's subsidiary, ADESA, Inc., on September 20, 2004.
(9) 50% vested on January 2, 2002, and the remaining 50% will vest on January 2, 2003.
(10) This option was previously reported as covering 5,119 shares at an exercise price of $20.51 per share, but was adjusted to reflect the reverse stock split and the spin off of ALLETE's subsidiary, ADESA, Inc., on September 20, 2004.

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