
                                                           Exhibit 23(a)


                          CONSENT OF INDEPENDENT ACCOUNTANTS
                          ----------------------------------


          We hereby consent to the incorporation by reference in the
          Prospectus constituting part of this Registration Statement on
          Form S-3 of our report dated January 22, 1996 which appears on
          page 10 of Minnesota Power's Current Report on Form 8-K, dated
          February 16, 1996.  We also consent to the incorporation by
          reference in such Prospectus of our report on the Financial
          Statement Schedule listed in Item 14(a) of Minnesota Power's
          Annual Report on Form 10-K for the year ended December 31, 1994,
          which report appears on page 31 of such Annual Report.  We also
          consent to the reference to us under the heading "Experts" in
          such Prospectus.


          /s/ Price Waterhouse LLP
          PRICE WATERHOUSE LLP
          Minneapolis, Minnesota
          February 16, 1996


