8-K

                       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) - APRIL 1, 2005



                                  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 under  the Exchange Act (17 CFR
    240.14a-12)
/ / 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))



SECTION 8 - OTHER EVENTS

ITEM 8.01 OTHER EVENTS

On April 1, 2005, Rainy River Energy  Corporation,  a wholly owned subsidiary of
ALLETE, Inc. (ALLETE),  completed the assignment of its power purchase agreement
with LSP-Kendall Energy, LLC, the owner of an energy generation facility located
in Kendall County,  Illinois,  to Constellation  Energy  Commodities Group, Inc.
ALLETE's April 1, 2005,  press release  describing this agreement is attached as
Exhibit 99 to this Current Report on Form 8-K and is  incorporated  by reference
herein.


SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements of Business Acquired - Not applicable

(b) Pro Forma Financial Information - Not applicable

(c) Exhibits

    Exhibit
    Number
    ------
      99 - ALLETE News Release  dated April 1, 2005,  announcing  the completion
           of the transfer of the Kendall Energy Agreements.

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

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.

                      ALLETE Form 8-K dated April 1, 2005                      1



                              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 ALLETE's control and may cause actual results
or  outcomes  to differ  materially  from  those  contained  in  forward-looking
statements:

  - ALLETE's ability to successfully implement its strategic objectives;
  - prevailing governmental policies and regulatory actions,  including those of
    the  United  States  Congress,   state  legislatures,   the  Federal  Energy
    Regulatory  Commission,  the  Minnesota  Public  Utilities  Commission,  the
    Florida  Public  Service  Commission,   the  Public  Service  Commission  of
    Wisconsin, and various local and county regulators, and city administrators,
    about  allowed  rates of return,  financings,  industry and rate  structure,
    acquisition and disposal of assets and facilities,  real estate development,
    operation and construction of plant facilities,  recovery of purchased power
    and  capital  investments,  present  or  prospective  wholesale  and  retail
    competition  (including but not limited to transmission  costs),  and zoning
    and permitting of land held for resale;
  - effects of restructuring initiatives in the electric industry;
  - economic and geographic factors, including political and economic risks;
  - changes in and compliance with environmental and safety laws and policies;
  - weather conditions;
  - natural disasters;
  - war and acts of terrorism;
  - wholesale power market conditions;
  - population growth rates and demographic patterns;
  - the effects of competition,  including  competition for retail and wholesale
    customers;
  - 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;
  - global and domestic economic conditions;
  - capital market conditions;
  - changes in interest rates and the performance of the financial markets;
  - 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 36 of ALLETE's 2004 Form 10-K. Any  forward-looking  statement
speaks  only as of the  date  on  which  such  statement  is  made,  and  ALLETE
undertakes  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 2004 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.

2                     ALLETE Form 8-K dated April 1, 2005



                                   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.



April 1, 2005                                   James K. Vizanko
                               -------------------------------------------------
                                                James K. Vizanko
                               Senior Vice President and Chief Financial Officer





                      ALLETE Form 8-K dated April 1, 2005                      3



                                  EXHIBIT INDEX

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

 99 - ALLETE News Release dated April 1, 2005,  announcing the completion of the
      transfer of the Kendall Energy Agreements.




                      ALLETE Form 8-K dated April 1, 2005

EX-99

                                                                      EXHIBIT 99

[ALLETE LOGO]
                                                For Release:   April 1, 2005
                                                CONTACT:       Eric Olson
                                                               218-723-3947
                                                               eolson@allete.com

                                                INVESTOR       Tim Thorp
                                                CONTACT:       218-723-3953
                                                               tthorp@allete.com

NEWS

                ALLETE, INC. TRANSFERS KENDALL ENERGY AGREEMENTS
                ------------------------------------------------

DULUTH, Minn.--ALLETE, Inc. (NYSE: ALE) announced today that its subsidiary,
Rainy River Energy Corporation, completed the assignment of its power purchase
agreement with LSP-Kendall Energy, LLC, the owner of an energy generation
facility located in Kendall County, Ill., to Constellation Energy Commodities
Group, Inc., a subsidiary of Constellation Energy Group, Inc. (NYSE: CEG). Rainy
River Energy paid Constellation Energy Commodities $73 million in cash
(approximately $46 million after taxes) to assume the power purchase agreement,
which is in effect through mid-September 2017. The tax benefits of the
transaction will be received in the first half of 2006. In addition, consent,
advisory and closing costs of approximately $5 million were incurred to complete
the transaction.

In 1999, Rainy River Energy entered into a long-term agreement to purchase
approximately 275 megawatts of nonregulated generation capacity (non-rate base
generation sold at market-based rates to the wholesale market) from the Kendall
County facility. Subsequent to that agreement, Rainy River Energy sold
approximately 130 megawatts of this capacity under long-term contracts. Those
contracts were also transferred to Constellation Energy Commodities at closing.
The Kendall County facility, located just south of Chicago, became operational
in May 2002.

"The successful exit from the Kendall County position is a crucial component of
our long-term strategy," said Don Shippar, ALLETE President and CEO. "We will
now be better able to focus our attention on the growth and development of
businesses that are central to our future."

ALLETE's corporate headquarters are located in Duluth, Minnesota. ALLETE
provides energy services in the upper Midwest and has significant real estate
holdings in Florida. More information about the company is available on ALLETE's
Web site at www.allete.com.

THE STATEMENTS CONTAINED IN THIS RELEASE AND STATEMENTS THAT ALLETE MAY MAKE
ORALLY IN CONNECTION WITH THIS RELEASE THAT ARE NOT HISTORICAL FACTS, ARE
FORWARD-LOOKING STATEMENTS. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE
PROJECTED IN THE FORWARD-LOOKING STATEMENTS. THESE FORWARD-LOOKING STATEMENTS
INVOLVE RISKS AND UNCERTAINTIES, AND INVESTORS ARE DIRECTED TO THE RISKS
DISCUSSED IN DOCUMENTS FILED BY ALLETE WITH THE SECURITIES AND EXCHANGE
COMMISSION.


                                       ###


                         [RECYCLE LOGO] RECYCLED PAPER
            ALLETE - 30 WEST SUPERIOR STREET, DULUTH, MINNESOTA 55802
                                 WWW.ALLETE.COM