<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>wefcschedthirdfour.txt
<TEXT>
SCHEDULE 13D

DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT
12/2/04


1. NAME OF REPORTING PERSON
Opportunity Partners L.P., Full Value Partners L.P. and
affiliated entities.


2. CHECK THE BOX IF MEMBER OF A GROUP                  a[X]

                                                       b[]

3. SEC USE ONLY

4. SOURCE OF FUNDS
WC


5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e)                        []

6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
________________________________________________________________

7. SOLE VOTING POWER

91,203

8. SHARED VOTING POWER
0

9. SOLE DISPOSITIVE POWER

100,898
_______________________________________________________

10. SHARED DISPOSITIVE POWER
0

11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON

100,898

12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES   []
________________________________________________________________

13. PERCENT OF CLASS REPRESENTED BY ROW 11

8.64%

14. TYPE OF REPORTING PERSON

IA
________________________________________________________________



This statement constitutes amendment No.4 to the Schedule 13D
filed on November 10, 2004. Except as specifically set forth
herein, the Schedule 13D remains unmodified.




Item 7 is amended as follows:
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit 1. Letter to Board of Directors dated 12/2/04

After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.

Dated: 12/2/04

By: /s/ Phillip Goldstein
Name:   Phillip Goldstein

By: /s/ Andrew Dakos
Name:     Andrew Dakos



Exhibit 1
Letter to Board of Directors

  Opportunity Partners L.P., 60 Heritage Drive, Pleasantville,
                            NY 10570
               (914) 747-5262 // Fax: (914) 747-
          5258//oplp@optonline.net
                                   December 2, 2004

The Board of Directors
Wells Financial Corp.
53 1st Street SW
Wells, MN 56097

Dear Board Members:

You have responded to our offer to pay $35.00 per share for all
shares of Wells Financial Corp. ("Wells") by asserting that Wells
is not for sale.  However, we remind you that the shareholders
own Wells and they may disagree with your position.  We urge you
to read the following editorial from last Friday's Wall Street
Journal and reconsider your stance.
     For all the recent debate about how to avoid another Enron,
     the best guarantee of good corporate governance remains an
     open market for corporate control. Se we'd have thought that
     more of the good-government crowd would be up in arms about
     PeopleSoft's continued defiance of Oracle's $9.2 billion
     hostile takeover bid.
     PeopleSoft's shareholders finally got to vote on the deal
     last week, a privilege they'd been denied for 18 months as
     the board took it upon itself to reject five Oracle offers.
     Finally given their say, the owners of 61% of PeopleSoft
     shares agreed to Oracle's bid. Yet the board rejected Oracle
     again on Saturday, arguing that, although a majority of
     shareholders had tendered their shares, somehow a "majority"
     of owners still weren't happy with the price. If this is the
     sort of math PeopleSoft uses in its accounting software,
     clients should be worried.
     Boards can certainly recommend against tender offers, but
     shareholders ought to have the opportunity to reject that
     advice and accept them. It's their money. Instead,
     management and over-loyal boards too often ignore
     shareholders or turn to antitakeover provisions such as
     poison pills (as PeopleSoft's board is doing) to entrench
     themselves. This is changing slowly as shareholders demand
     reform, but board intransigence remains common.
     Oracle may yet prevail, even if it means waiting until
     spring when it stands a good (and growing) chance of
     installing its own board through a proxy fight. But the
     uncertainty of lawsuits and an antitrust case have already
     taken a toll on PeopleSoft's net income and share price --
     one reason that Oracle's current offer is $2 a share less
     than its top offer of $26 a share. If Oracle's offer is good
     enough for the owners, who are seven directors to disagree?
We reiterate that we have the financial wherewithal to consummate
a transaction for all shares of Wells and to demonstrate our good
faith will deposit $1 million in cash into an escrow account to
be forfeited if we fail to consummate our offer due to inadequate
financing.  All we ask is that shareholders be given an
opportunity to decide whether or not they wish to accept our
offer.  After all, they are the owners of Wells, are they not?

                                   Very truly yours,


                                   Phillip Goldstein
                                   President
                                   Kimball & Winthrop, Inc.
                                   General Partner


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