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                                                                   Exhibit 5(a)


Minnesota Power / 30 west superior  street / duluth, minnesota 55802 / telephone
         218-723-3964
         Philip R. Halverson - vice president, general counsel and secretary


                                       July 11, 1996



     Minnesota Power & Light Company
     30 West Superior Street
     Duluth, Minnesota  55802

     Ladies and Gentlemen:

                  With reference to the Registration Statement on Form S-3 to be
     filed on or  about  the  date  hereof  with  the  Securities  and  Exchange
     Commission  by  Minnesota  Power  &  Light  Company   (Company)  under  the
     Securities Act of 1933, as amended, with respect to 96,526 shares,  without
     par value,  of the  Company's  Common  Stock  (Stock)  which were issued in
     connection with the Agreement and Plan of Reorganization  dated as of April
     26, 1996, by and among Topeka Group,  Inc. (now MP Water  Resources  Group,
     Inc.), the Company, Instrumentation Services, Inc., and James E. Brown, III
     and Stephen E. Ableman (collectively,  the Selling  Shareholders),  I am of
     the opinion that:

           1.   The Company is a corporation  validly  organized and existing
                under the laws of the State of Minnesota.

           2.   The  issuance  and sale of said  96,526  shares  of Stock to the
                Selling  Shareholders  was  authorized by the  Minnesota  Public
                Utilities Commission.

           3.   Said  96,526  shares  of  Stock  have  been  validly  issued  in
                accordance with the laws of the State of Minnesota and are fully
                paid and nonassessable.

     I  hereby  consent  to  the  use  of  this  opinion  as an  exhibit  to the
     Registration Statement and to the use of my name therein.


                                                     Very truly yours,

                                                     Philip R. Halverson
                                                     
                                                     Philip R. Halverson

