<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>r8k11706.txt
<DESCRIPTION>ALLETE CREDIT FACILITY WITH LASALLE
<TEXT>
<PAGE>


                       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) - JANUARY 11, 2006




                                  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))


<PAGE>

SECTION 2 - FINANCIAL INFORMATION

ITEM 2.03    CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
             OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT

On January 11, 2006,  ALLETE,  Inc. (ALLETE)  renewed,  increased and extended a
committed,  syndicated,  unsecured,  revolving credit facility with LaSalle Bank
National  Association,  as Agent,  for $150 million (Line).  The Line matures on
January 11, 2011.  At ALLETE's  request and subject to certain  conditions,  the
Line may be increased to $200 million and extended for two  additional  12-month
periods. The Line may be used by ALLETE for general corporate purposes,  working
capital  and to  provide  liquidity  in  support of  ALLETE's  commercial  paper
program.  ALLETE may prepay  amounts  outstanding  under the Line in whole or in
part at its discretion. Additionally, ALLETE may irrevocably terminate or reduce
the size of the Line prior to maturity.

ALLETE has agreed to a financial  covenant which  requires  ALLETE to maintain a
quarterly ratio of its funded debt to total capital of less than or equal to .65
to 1.00. The Line also contains a cross-default provision,  under which an event
of default  would arise if other ALLETE  obligations  in excess of $20.0 million
were in default.

The Fourth Amended and Restated  Committed  Facility Letter (without  Exhibits),
dated  January  11,  2006,  by  and  among  ALLETE  and  LaSalle  Bank  National
Association,  as Agent, is filed as Exhibit 10 to this Form 8-K and incorporated
by reference herein.


SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01     FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements of Business Acquired - Not applicable

(b) Pro Forma Financial Information - Not applicable

(c) Shell Company Transactions - Not applicable

(d) Exhibits

    Exhibit
    Number
    -------

      10 - Fourth  Amended  and  Restated  Committed  Facility  Letter  (without
           Exhibits), dated  January 11, 2006, by  and among  ALLETE and LaSalle
           Bank National Association, as Agent.




                       ----------------------------------
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 January 17, 2006                    1

<PAGE>


                              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 January 17, 2006

<PAGE>


                                   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.





January 17, 2006                             James K. Vizanko
                           -----------------------------------------------------
                                             James K. Vizanko
                             Senior Vice President and Chief Financial Officer







                     ALLETE Form 8-K dated January 17, 2006                    3

<PAGE>

                                  EXHIBIT INDEX

EXHIBIT
NUMBER
--------------------------------------------------------------------------------

  10  -  Fourth  Amended   and  Restated  Committed   Facility  Letter  (without
         Exhibits), dated January 11, 2006, by and among ALLETE and LaSalle Bank
         National Association, as Agent.














                     ALLETE Form 8-K dated January 17, 2006
</TEXT>
</DOCUMENT>
