<DOCUMENT>
<TYPE>EX-10.C
<SEQUENCE>4
<FILENAME>exhibit10c.txt
<DESCRIPTION>AUGUST 2006 AMENDMENT TO THE EXECUTIVE INVESTMENT PLAN II
<TEXT>
<PAGE>
                                                                   EXHIBIT 10(c)


                           TO THE AMENDED AND RESTATED
               MINNESOTA POWER AND AFFILIATED COMPANIES EXECUTIVE
                               INVESTMENT PLAN II


The Amended and Restated Minnesota Power and Affiliated Companies Executive
Investment Plan I effective November 1, 1988, is amended as follows:


      1.    Effective  August 9, 2006,  Section 6.4.1 is amended  to DELETE  the
      following:

            In the event  that  there is a Change  in  Control,  and if,  within
            twelve  (12)  months  after a Change  in  Control a  Participant  is
            involuntarily  terminated,  the Participant  shall be entitled to an
            additional  benefit  equal to  forty  percent  (40%)  of any  amount
            distributed  ("Supplemental Tax Benefit") pursuant to Section 6.4.1.
            If a Participant is eligible for  Retirement,  no  Supplemental  Tax
            Benefit will be paid.


                               ALLETE, INC.


                               By: /s/ Donald J. Shippar
                                   ---------------------------------------------
                                   Donald J. Shippar
                                   Chairman, President & Chief Executive Officer

ATTEST:


By: /s/ Deborah A. Amberg
    ---------------------------
    Deborah A. Amberg
    Senior Vice President,
    General Counsel & Secretary
</TEXT>
</DOCUMENT>
