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) - DECEMBER 14, 2005



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

           MINNESOTA                 1-3548                       41-0418150
        (State or other           (Commission                   (IRS Employer
jurisdiction of incorporation     File Number)               Identification No.)
       or organization)

                             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

Reference is made to ALLETE,  Inc.'s  (ALLETE or Company)  Annual Report on Form
10-K for the year ended  December  31,  2004 (2004 Form  10-K),  for  background
information on the following update.

Ref. Page 18 - Executive Officers of the Registrant
Ref. Page 42 - Item 10. Directors and Executive Officers of the Registrant

On  December  14,  2005,  ALLETE's  Board of  Directors  elected  the  Company's
President and Chief Executive Officer,  Donald J. Shippar,  to also serve as its
Chairman, effective January 1, 2006.

Shippar, 56, was elected ALLETE President and Chief Executive Officer in January
2004. He joined the Company in 1976, and has held various  positions  since that
time,  including  Senior Vice  President  for  Customer  Service  and  Delivery,
Executive Vice President and Chief  Operating  Officer of Minnesota  Power,  and
President and Chief Operating  Officer of Minnesota Power. He became a member of
the ALLETE Board in September 2004.

Shippar will replace Bruce  Stender,  the current  Chairman of the ALLETE Board.
Stender,  63, will remain on the ALLETE  Board as Lead  Director.  He has been a
Director  of  ALLETE  since  1995,  and will  continue  to chair  the  Corporate
Governance and Nominating Committee. He is President and Chief Executive Officer
of Labovitz Enterprises, Inc., which owns and manages hotel properties.



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

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 December 15, 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,"  "could," "may,"
"potential,"  "target," "outlook" 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, in addition to any assumptions
and  other  factors   referred  to   specifically   in   connection   with  such
forward-looking   statements,   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;
     -  our ability to access capital markets;
     -  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  under the heading  "Factors that May Affect Future Results" in Item 7
of ALLETE's 2004 Form 10-K and Item 2 of its Form 10-Q for the quarterly  period
ended September 30, 2005. 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 December 15, 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.



December 15, 2005                              James K. Vizanko
                               -------------------------------------------------
                                               James K. Vizanko
                               Senior Vice President and Chief Financial Officer


                    ALLETE Form 8-K dated December 15, 2005                    3