<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>7
<FILENAME>rexhibit10e.txt
<DESCRIPTION>EX-10(E): JULY 2004 AMENDMENT DIRECTOR STOCK PLAN
<TEXT>
<PAGE>
                                                                   EXHIBIT 10(e)

                                AMENDMENT TO THE
                           ALLETE DIRECTOR STOCK PLAN

         The ALLETE Director Stock Plan (the "Plan") dated May 9, 1995 is
amended as follows:

A new section X. F. "Tax Withholding" is added as follows:

         The Company is authorized to withhold from the Annual Retainer
         including from the Stock Payment, amounts of withholding and other
         taxes due in connection with such payment by the Company and to take
         such other action as the Company may deem advisable to enable the
         Company and each Director or Participant to satisfy obligations
         relating to the payment of any Annual Retainer.


                                        ALLETE, INC.



                                        By:        /s/ Donald J. Shippar
                                           -------------------------------------
                                           Donald J. Shippar
                                           President and Chief Executive Officer



Attest:      /s/ Deborah A. Amberg
       ---------------------------------
       Deborah A. Amberg
       Vice President
       General Counsel & Secretary

</TEXT>
</DOCUMENT>
