- Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

McMillan David J

2. Date of Event Requiring Statement (MM/DD/YYYY) 10/19/2010

3. Issuer Name and Ticker or Trading Symbol

ALLETE INC [ALE]

(Last) (First) (Middle)

30 WEST SUPERIOR STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
Sr VP Mktg, Reg. & Pub Affairs /

(Street)

DULUTH, MN 55802

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	5893.29	D
Common Stock	5827.89	I	By RSOP Trust

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (Right to Buy)	⁽¹⁾	1/2/2012	Common Stock	3861	$29.79	D
Employee Stock Option (Right to Buy)	⁽²⁾	2/3/2013	Common Stock	1931	$23.79	D
Employee Stock Option (Right to Buy)	⁽³⁾	2/3/2014	Common Stock	3409	$37.76	D
Employee Stock Option (Right to Buy)	⁽⁴⁾	2/1/2015	Common Stock	4109	$41.36	D
Employee Stock Option (Right to Buy)	⁽⁵⁾	2/1/2016	Common Stock	4365	$44.15	D
Employee Stock Option (Right to Buy)	⁽⁶⁾	2/1/2017	Common Stock	4019	$48.65	D
Employee Stock Option (Right to Buy)	⁽⁷⁾	2/1/2018	Common Stock	7383	$39.10	D

Explanation of Responses:
( 1)	The option vested in three equal installments; one-third vested on January 2, 2003, one-third vested on January 12, 2004, and the remainder vested on January 2, 2005.
( 2)	The option vested in three equal installments; one-third vested on February 3, 2004, one-third vested on February 3, 2005, and the remainder vested on February 3, 2006.
( 3)	The option vested in three equal installments; one-third vested on February 2, 2005, one-third vested on February 2, 2006, and the remainder vested on February 2, 2007.
( 4)	The option vested in three equal installments; one-third vested on February 1, 2006, one-third vested on February 1, 2007, and the remainder vested on February 1, 2008.
( 5)	The option vested in three equal installments; one-third vested on February 1, 2007, one-third vested on February 1, 2008, and the remainder vested on February 1, 2009.
( 6)	The option vested in three equal installments; one-third vested on February 1, 2008, one-third vested on February 1, 2009, and the remainder vested on February 1, 2010.
( 7)	The option vests in three equal installments; one-third vested on February 1, 2009, one-third vested on February 1, 2010, and the remainder will vest on February 1, 2011.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
McMillan David J 30 WEST SUPERIOR STREET DULUTH, MN 55802			Sr VP Mktg, Reg. & Pub Affairs

Signatures
David J. McMillan		10/27/2010
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.