SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549





                                    FORM 8-K

                                 CURRENT REPORT

    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



     Date of Report (Date of Earliest Event Reported) - SEPTEMBER 15, 2004




                                  ALLETE, INC.
            (Exact name of Registrant as specified in its charter)

       MINNESOTA                       1-3548                     41-0418150
(State of Incorporation)      (Commission File Number)          (IRS Employer
                                                             Identification No.)

                           30 WEST SUPERIOR STREET
                         DULUTH, MINNESOTA 55802-2093
         (Address of principal executive offices, including zip code)

                                (218) 279-5000
             (Registrant's telephone number, including area code)



Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

/ / Written  communications  pursuant  to Rule 425 under the  Securities Act (17
    CFR 230.425)
/ / Soliciting  material  pursuant  to Rule 14a-12(b) under the Exchange Act (17
    CFR 240.14a-12(b))
/ / Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))
/ / Pre-commencement   communications   pursuant  to  Rule  13e-4(c)  under  the
    Exchange Act (17 CFR 240.13e-4(c))




ITEM 8.01  OTHER EVENTS

Reference is made to the 2003 Form 10-K of ALLETE,  Inc. (ALLETE or Company) for
background information on the following update.


Ref. Form 10-Q for the quarter ended June 30, 2004, Page 25 - Fifth Paragraph

On September 15, 2004 Minnesota Power, a division of ALLETE, filed an integrated
resource  plan with the  Minnesota  Public  Utilities  Commission  detailing the
Company's  retail energy demand  projections and its energy sourcing  options to
meet the projected demand.  ALLETE's  September 16, 2004 press release regarding
this  information  is attached as Exhibit 99 to this Current  Report on Form 8-K
and is incorporated by reference herein.


Ref. Form 8-K dated and filed August 25, 2004

On August 24, 2004 ALLETE's Board of Directors approved a one-for-three  reverse
stock split of ALLETE's  common stock.  The effective  date of the reverse stock
split will be 12:00 p.m. Eastern Time on September 20, 2004.

As a result  of the  reverse  stock  split,  the  remaining  number of shares of
ALLETE's common stock  registered  under the Securities Act of 1933, as amended,
under the  Company's  registration  statements  listed below will be adjusted in
proportion to the one-for-three reverse stock split.

1. Registration Statement No.333-02109 (relating to Invest Direct, the Company's
   direct stock purchase and dividend reinvestment plan).
2. Registration  Statement  No. 333-41882  (relating  to  the   Company's  shelf
   registration).
3. Registration Statement No. 333-57104 (relating to the Company's omnibus shelf
   registration).
4. Registration Statement No. 333-105225 (relating to the ALLETE  and Affiliated
   Companies Employee Stock Purchase Plan).
5. Registration  Statement  No. 333-110740  (relating to the Minnesota Power and
   Affiliated Companies Retirement Savings and Stock Ownership Plan).
6. Registration  Statement  No. 333-16463 (relating  to  the Company's Executive
   Long-Term Incentive Compensation Plan).
7. Registration  Statement  No. 333-82901  (relating  to the Company's Executive
   Long-Term Incentive Compensation Plan).
8. Registration  Statement  No. 333-91348 (relating  to  the Company's Executive
   Long-Term Incentive Compensation Plan).
9. Registration  Statement  No. 333-16445 (relating  to  the  Company's Director
   Long-Term Stock Incentive Plan).

                   ALLETE Form 8-K dated September 16, 2004                    1



ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements - Not applicable

(b) Pro Forma Financial Information - Not applicable

(c) Exhibits

    Exhibit
    Number
    -------
       99   -   ALLETE  News  Release  dated  September  16, 2004  regarding  an
                Integrated   Resource  Plan  filed  with  the  Minnesota  Public
                Utilities Commission.



                             ----------------------

READERS  ARE  CAUTIONED  THAT  FORWARD-LOOKING  STATEMENTS  SHOULD  BE  READ  IN
CONJUNCTION WITH ALLETE'S DISCLOSURES UNDER THE HEADING:  "SAFE HARBOR STATEMENT
UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995" LOCATED ON PAGE 2 OF
THIS FORM 8-K.

2                  ALLETE Form 8-K dated September 16, 2004



                             SAFE HARBOR STATEMENT
           UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995


In  connection  with  the  safe  harbor  provisions  of the  Private  Securities
Litigation  Reform Act of 1995,  ALLETE is hereby filing  cautionary  statements
identifying important factors that could cause ALLETE's actual results to differ
materially from those projected in  forward-looking  statements (as such term is
defined in the Private  Securities  Litigation Reform Act of 1995) made by or on
behalf of ALLETE in this  Current  Report  on Form  8-K,  in  presentations,  in
response to questions or otherwise.  Any  statements  that  express,  or involve
discussions as to,  expectations,  beliefs,  plans,  objectives,  assumptions or
future events or performance (often, but not always, through the use of words or
phrases such as "anticipates,"  "believes,"  "estimates,"  "expects," "intends,"
"plans,"   "projects,"   "will  likely   result,"  "will  continue"  or  similar
expressions) are not statements of historical facts and may be forward-looking.

Forward-looking   statements   involve   estimates,   assumptions,   risks   and
uncertainties  and are  qualified  in their  entirety by  reference  to, and are
accompanied by, the following important factors, which are difficult to predict,
contain  uncertainties,  are beyond our control and may cause actual  results or
outcomes  to  differ   materially  from  those   contained  in   forward-looking
statements:

-  ALLETE's  ability  to  successfully   implement  our  strategic   objectives,
   including the completion and impact of the planned spin-off of our Automotive
   Services business;
-  war and acts of terrorism;
-  prevailing  governmental policies and regulatory actions,  including those of
   the United States Congress, Canadian federal government, state and provincial
   legislatures,  the Federal Energy Regulatory Commission, the Minnesota Public
   Utilities  Commission,  the Florida  Public  Service  Commission,  the Public
   Service  Commission  of Wisconsin,  and various  county  regulators  and city
   administrators,  about allowed rates of return, financings, industry and rate
   structure,  acquisition and disposal of assets and facilities,  operation and
   construction  of plant  facilities,  recovery of purchased  power and capital
   investments,  and present or  prospective  wholesale  and retail  competition
   (including but not limited to transmission  costs) as well as vehicle-related
   laws, including vehicle brokerage and auction laws;
-  unanticipated  effects  of  restructuring  initiatives  in the  electric  and
   automotive industries;
-  economic and geographic factors, including political and economic risks;
-  changes in and compliance with environmental and safety laws and policies;
-  weather conditions;
-  natural disasters;
-  market factors affecting supply and demand for used vehicles;
-  wholesale power market conditions;
-  population growth rates and demographic patterns;
-  the effects of  competition,  including  competition for retail and wholesale
   customers, as well as sellers and buyers of vehicles;
-  pricing and transportation of commodities;
-  changes in tax rates or policies or in rates of inflation;
-  unanticipated project delays or changes in project costs;
-  unanticipated changes in operating expenses and capital expenditures;
-  capital market conditions;
-  competition for economic expansion or development opportunities;
-  ALLETE's ability to manage expansion and integrate acquisitions; and
-  the  outcome  of  legal  and  administrative  proceedings  (whether  civil or
   criminal)  and  settlements  that affect the  business and  profitability  of
   ALLETE.

Additional  disclosures  regarding factors that could cause ALLETE's results and
performance to differ from results or performance anticipated by this report are
discussed in Item 7 under the heading  "Factors that May Affect Future  Results"
beginning on page 46 of ALLETE's 2003 Form 10-K. Any  forward-looking  statement
speaks only as of the date on which such  statement is made, and we undertake no
obligation  to  update  any  forward-looking  statement  to  reflect  events  or
circumstances  after the date on which that  statement is made or to reflect the
occurrence of unanticipated  events. New factors emerge from time to time and it
is not  possible  for  management  to predict all of these  factors,  nor can it
assess the impact of each of these  factors on the  businesses  of ALLETE or the
extent to which any factor, or combination of factors,  may cause actual results
to differ  materially  from those  contained in any  forward-looking  statement.
Readers are urged to carefully review and consider the various  disclosures made
by ALLETE in its 2003 Form 10-K and in  ALLETE's  other  reports  filed with the
Securities and Exchange  Commission that attempt to advise interested parties of
the factors that may affect ALLETE's business.

                   ALLETE Form 8-K dated September 16, 2004                    3




                                 SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.




                                                  ALLETE, Inc.




September 16, 2004                             James K. Vizanko
                               -------------------------------------------------
                                               James K. Vizanko
                               Senior Vice President and Chief Financial Officer







4                  ALLETE Form 8-K dated September 16, 2004



                                 EXHIBIT INDEX

EXHIBIT
NUMBER
--------------------------------------------------------------------------------



  99  -  ALLETE News Release dated  September 16, 2004  regarding  an Integrated
         Resource Plan filed with the Minnesota Public Utilities Commission.



                ALLETE Form 8-K dated September 16, 2004