8-K/A

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549





                                   FORM 8-K/A
                                 AMENDMENT NO. 1

                                 CURRENT REPORT





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





      DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) - FEBRUARY 16, 1996




                         MINNESOTA POWER & LIGHT COMPANY

                             A Minnesota Corporation
                           Commission File No. 1-3548
                   IRS Employer Identification No. 41-0418150
                             30 West Superior Street
                             Duluth, Minnesota 55802
                           Telephone - (218) 722-2641



ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS


         This  Amendment No. 1 to Minnesota  Power & Light  Company's  (Company)
Current Report on Form 8-K dated February 16, 1996 is being filed to restate the
Company's  financial  data  schedule for the year ended  December 31, 1995.  The
Company's 1996 Annual Report to Shareholders  reflected a reclassification  made
on the  Company's  Consolidated  Statement of Cash Flows to exclude  income from
equity investments - net of dividends received from operating  activities.  This
Amendment  No. 1  includes  only  the  restated  financial  data  schedule.  The
following tag has been restated:


         [CASH-FLOW-OPERATIONS]          113,203



         EXHIBITS

             27   -   Financial Data Schedule


                                      -2-



                                   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.



                                              Minnesota Power & Light Company
                                              -------------------------------
                                                        (Registrant)





September 16, 1997                                      D.G. Gartzke
                                               -------------------------------
                                                        D.G. Gartzke
                                               Senior Vice President - Finance
                                                 and Chief Financial Officer



                                      -3-



                                  EXHIBIT INDEX



Exhibit 27        -        Financial Data Schedule

EX-27

 

<ARTICLE> UT
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MINNESOTA
POWER'S CONSOLIDATED BALANCE SHEET, STATEMENT OF INCOME, AND STATEMENT OF CASH
FLOW FOR THE PERIOD ENDED DECEMBER 31, 1995, AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.

<MULTIPLIER> 1,000
       
                             
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-NET-UTILITY-PLANT>                    1,123,659
<OTHER-PROPERTY-AND-INVEST>                    324,992
<TOTAL-CURRENT-ASSETS>                         251,965
<TOTAL-DEFERRED-CHARGES>                       113,668
<OTHER-ASSETS>                                 133,341
<TOTAL-ASSETS>                               1,947,625
<COMMON>                                       377,684
<CAPITAL-SURPLUS-PAID-IN>                            0
<RETAINED-EARNINGS>                            276,241
<TOTAL-COMMON-STOCKHOLDERS-EQ>                 584,072
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                     48,547
<LONG-TERM-DEBT-NET>                           639,548
<SHORT-TERM-NOTES>                              96,218
<LONG-TERM-NOTES-PAYABLE>                            0
<COMMERCIAL-PAPER-OBLIGATIONS>                       0
<LONG-TERM-DEBT-CURRENT-PORT>                    9,743
<PREFERRED-STOCK-CURRENT>                            0
<CAPITAL-LEASE-OBLIGATIONS>                          0
<LEASES-CURRENT>                                     0
<OTHER-ITEMS-CAPITAL-AND-LIAB>                 499,644
<TOT-CAPITALIZATION-AND-LIAB>                1,947,625
<GROSS-OPERATING-REVENUE>                      672,917
<INCOME-TAX-EXPENSE>                             1,155
<OTHER-OPERATING-EXPENSES>                     566,060
<TOTAL-OPERATING-EXPENSES>                     614,101
<OPERATING-INCOME-LOSS>                         63,012
<OTHER-INCOME-NET>                               7,044
<INCOME-BEFORE-INTEREST-EXPEN>                 112,746
<TOTAL-INTEREST-EXPENSE>                        48,041
<NET-INCOME>                                    64,705
<PREFERRED-STOCK-DIVIDENDS>                      3,200
<EARNINGS-AVAILABLE-FOR-COMM>                   61,505
<COMMON-STOCK-DIVIDENDS>                        57,910
<TOTAL-INTEREST-ON-BONDS>                       42,602
<CASH-FLOW-OPERATIONS>                         113,203
<EPS-PRIMARY>                                     2.16
<EPS-DILUTED>                                     2.16