ALLETE has entered an agreement to be acquired by a partnership led by Canada Pension Plan Investment Board and Global Infrastructure Partners and start the process to become a private company. Learn more at www.ALLETEforward.com.


                       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) - FEBRUARY 16, 2006



                                ALLETE, INC.
           (Exact name of registrant as specified in its charter)

           MINNESOTA                       1-3548                 41-0418150
(State or other jurisdiction of    (Commission File Number)     (IRS Employer
 incorporation or organization)                              Identification No.)

                          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))



SECTION 2 - FINANCIAL INFORMATION

ITEM 2.02     RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS

On February 16, 2006,  ALLETE,  Inc. (ALLETE) issued a press release  announcing
2005  earnings,  which is attached to this Current Report on Form 8-K as Exhibit
99 and  incorporated  herein by reference in its entirety.  The  information  is
being  furnished  pursuant to Item 2.02.  Results of  Operations  and  Financial
Condition. This information,  including Exhibit 99 attached hereto, shall not be
deemed  "filed" for  purposes of Section 18 of the  Securities  Exchange  Act of
1934, nor shall it be deemed  incorporated  by reference in any filing under the
Securities  Act of 1933,  except as shall be  expressly  set  forth by  specific
reference in such filing.


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
     ------

       99 - ALLETE  News  Release  dated  February  16,  2006,  announcing  2005
            earnings.  [THIS EXHIBIT HAS BEEN  FURNISHED AND SHALL NOT BE DEEMED
            "FILED" FOR  PURPOSES OF SECTION 18 OF THE  SECURITIES  ACT OF 1934,
            NOR SHALL IT BE DEEMED INCORPORATED BY REFERENCE IN ANY FILING UNDER
            THE SECURITIES  ACT OF 1933,  EXCEPT AS SHALL BE EXPRESSLY SET FORTH
            BY SPECIFIC REFERENCE IN SUCH FILING.]

                    ----------------------------------
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 February 16, 2006                     1



                              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;
       - ALLETE's ability to manage expansion and integrate acquisitions;
       - 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,  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;
       - ALLETE's ability to obtain viable real estate for development purposes;
       - 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;
       - ALLETE's 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 replace a mature  workforce, and retain qualified,
         skilled and experienced personnel; 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  Annual  Report on Form 10-K for the fiscal year ended  December 31,
2004  (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 February 16, 2006




                                   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.





February 16, 2006                                James K. Vizanko
                               -------------------------------------------------
                                                 James K. Vizanko
                               Senior Vice President and Chief Financial Officer



                   ALLETE Form 8-K dated February 16, 2006                     3




                                EXHIBIT INDEX

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

   99  -  ALLETE News Release dated February 16, 2006, announcing 2005 earnings.
          [THIS EXHIBIT HAS BEEN  FURNISHED AND SHALL NOT BE DEEMED  "FILED" FOR
          PURPOSES OF SECTION 18 OF THE  SECURITIES ACT OF 1934, NOR SHALL IT BE
          DEEMED  INCORPORATED  BY REFERENCE IN ANY FILING UNDER THE  SECURITIES
          ACT OF 1933,  EXCEPT  AS  SHALL BE  EXPRESSLY  SET  FORTH BY  SPECIFIC
          REFERENCE IN SUCH FILING.]



                   ALLETE Form 8-K dated February 16, 2006

                                                                      EXHIBIT 99
[ALLETE LOGO]


                                   For Release:       February 16, 2006
                                   CONTACT:           Eric Olson
                                                      218-723-3947
                                                      eolson@allete.com

                                   INVESTOR           Tim Thorp
                                   CONTACT:           218-723-3953
                                                      tthorp@allete.com
NEWS

                 ALLETE REPORTS 2005 FINANCIAL RESULTS;
          PROJECTS 15-20 PERCENT 2006 EARNINGS PER SHARE GROWTH


ALLETE, Inc. (NYSE: ALE) today reported 2005 earnings from continuing operations
of $0.64 per diluted share, compared to $1.35 in 2004. Excluding transactions
not representative of ongoing operations in 2005 and 2004 (described below),
earnings from continuing operations were $2.26 per share in 2005 compared to
$1.32 in 2004, an increase of 71 percent.

"We couldn't be more pleased with the financial and operational performance of
our company," said Donald J. Shippar, ALLETE's chairman, president and CEO.
"Utility power sales were higher across all customer classes in 2005. Real
estate sales were robust and our Town Center at Palm Coast project began to take
shape."

REGULATED UTILITY income improved $8.0 million from 2004 to 2005, primarily due
to a four percent increase in overall electricity sales. Healthier economic
conditions in Minnesota Power's service territory combined with warmer weather
in the summer of 2005 contributed to stronger sales to all customer classes.

NONREGULATED ENERGY OPERATIONS recorded a $1.9 million profit in 2005 compared
to a loss of $2.9 million in 2004, excluding the $50.4 million, or $1.84 per
share, charge related to the assignment of the Kendall County, Ill. power
purchase agreement. Elimination of the operating loss related to this agreement
and strong results from BNI Coal contributed to the 2005 increase. Earnings from
the Taconite Harbor Energy Center were down from last year because of
outage-related maintenance and other expenses.

Income from REAL ESTATE climbed to $17.5 million in 2005, a 22 percent increase
over 2004. The first real estate sales from ALLETE Properties' Town Center at
Palm Coast development were recorded in 2005, representing 643,000 square feet
of commercial space. After months of infrastructure construction, the first
developer-owned structures on the 1,550-acre project will be built in 2006.

ALLETE's OTHER segment recorded income of $2.9 million, a $13.5 million
improvement from last year. In 2005, ALLETE recorded lower interest expense and
higher earnings on excess cash, and had a smaller loss in its emerging
technology investment portfolio. In addition, during the fourth quarter of 2005,
a $3.7 million, or $0.13 per share, current tax benefit due to the positive
resolution of income tax audit issues was recognized and comprehensive tax
planning initiatives implemented by ALLETE in 2005 resulted in a $2.5 million,
or $0.09 per share, deferred tax benefit. In 2004, a $10.9 million, or $0.38 per
share, debt prepayment expense nearly offset an $11.5 million, or $0.41 per
share, gain on the sale of ADESA, Inc. common shares.

                                     - more-



ALLETE NEWS RELEASE                                                       PAGE 2
- --------------------------------------------------------------------------------

"Beyond the solid financial gains in this earnings report, we achieved a number
of milestones and accomplished important strategic objectives in 2005," Shippar
said. These events included:

       - Assigning the Kendall County power purchase agreement, eliminating
         projected after-tax operating losses of approximately $8 million per
         year;
       - Entering into an agreement to invest in American  Transmission Company,
         which  is  expected  to  be  a  significant  and  consistent   earnings
         contributor in our energy business;
       - Extending electric contracts with five of Minnesota Power's customers
         in the taconite mining and pulp and paper industries for an additional
         four to eight years;
       - Announcing a $60 million plan to reduce air emissions at two generating
         stations, while requesting current cost recovery;
       - Entering an agreement to purchase renewable energy from a new wind
         facility to be built in North Dakota and continuing to pursue the
         purchase of renewable energy from a new wind facility in northern
         Minnesota;
       - Recording the company's first real estate sales at ALLETE Properties'
         Town Center project, signing the company's first sales contract for the
         Palm Coast Park development, and beginning the Development of Regional
         Impact process for Ormond Crossings, the company's third major real
         estate development;
       - Completing the exit from the company's Water Services businesses by
         selling our water and wastewater assets in Georgia; and
       - Selling Enventis Telecom, a transaction that provided approximately $29
         million in cash.

Due in large part to these accomplishments, ALLETE expects 2006 earnings per
share from continuing operations to increase by 15 percent to 20 percent. This
earnings expectation is based on a 2005 diluted earnings per share from
continuing operations of $2.26, which excludes transactions not representative
of ongoing operations. The 2006 earnings expectation does not include earnings
from additional investments we may make in growth initiatives.

"Our company is in a good position to keep the positive momentum going in
2006," Shippar said. "We look forward to building upon ALLETE's strengths, and
expect another strong year."

Shippar also noted that, due to the company's near and long-term earnings
outlook, the ALLETE Board of Directors recently declared a substantial 15
percent increase in the quarterly common stock dividend.

"The board is confident in the company's ability to provide consistent future
dividend increases while, at the same time, funding its growth strategy," he
said.

ALLETE, headquartered in Duluth, Minn., provides energy services in the upper
Midwest and has significant real estate holdings in Florida. More information
about the company is available at www.allete.com.

THE STATEMENTS CONTAINED IN THIS RELEASE AND STATEMENTS THAT ALLETE MAY MAKE
ORALLY IN CONNECTION WITH THIS RELEASE THAT ARE NOT HISTORICAL FACTS ARE
FORWARD-LOOKING STATEMENTS. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE
PROJECTED IN FORWARD-LOOKING STATEMENTS. THESE FORWARD-LOOKING STATEMENTS
INVOLVE RISKS AND UNCERTAINTIES, AND INVESTORS ARE DIRECTED TO THE RISKS
DISCUSSED IN DOCUMENTS FILED BY ALLETE WITH THE SECURITIES AND EXCHANGE
COMMISSION.

                                     #####

         ALLETE - 30 WEST SUPERIOR STREET, DULUTH, MINNESOTA 55802
                                WWW.ALLETE.COM



ALLETE NEWS RELEASE                                                       PAGE 3
- --------------------------------------------------------------------------------

                                                           ALLETE, INC.
                                                 CONSOLIDATED STATEMENT OF INCOME
                                         FOR THE PERIODS ENDED DECEMBER 31, 2005 AND 2004
                                                Millions Except Per Share Amounts

QUARTER ENDED YEAR ENDED 2005 2004 2005 2004 - ------------------------------------------------------------------------------------------------------------------------------------ OPERATING REVENUE $192.3 $168.8 $737.4 $704.1 - ------------------------------------------------------------------------------------------------------------------------------------ OPERATING EXPENSES Fuel and Purchased Power 71.2 69.1 273.1 286.2 Operating and Maintenance 81.7 72.4 293.5 270.1 Kendall County Charge - - 77.9 - Depreciation 12.1 11.7 47.8 46.9 - ------------------------------------------------------------------------------------------------------------------------------------ Total Operating Expenses 165.0 153.2 692.3 603.2 - ------------------------------------------------------------------------------------------------------------------------------------ OPERATING INCOME FROM CONTINUING OPERATIONS 27.3 15.6 45.1 100.9 - ------------------------------------------------------------------------------------------------------------------------------------ OTHER INCOME (EXPENSE) Interest Expense (6.3) (6.1) (26.4) (31.7) Other 3.4 9.3 1.1 (12.2) - ------------------------------------------------------------------------------------------------------------------------------------ Total Other Income (Expense) (2.9) 3.2 (25.3) (43.9) - ------------------------------------------------------------------------------------------------------------------------------------ INCOME FROM CONTINUING OPERATIONS BEFORE MINORITY INTEREST AND INCOME TAXES 24.4 18.8 19.8 57.0 MINORITY INTEREST 0.3 0.1 2.7 2.1 - ------------------------------------------------------------------------------------------------------------------------------------ INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 24.1 18.7 17.1 54.9 INCOME TAX EXPENSE (BENEFIT) (0.1) 2.6 (0.5) 16.4 - ------------------------------------------------------------------------------------------------------------------------------------ INCOME FROM CONTINUING OPERATIONS BEFORE CHANGE IN ACCOUNTING PRINCIPLE 24.2 16.1 17.6 38.5 INCOME (LOSS) FROM DISCONTINUED OPERATIONS - NET OF TAX (3.2) (6.4) (4.3) 73.7 CHANGE IN ACCOUNTING PRINCIPLE - NET OF TAX - - - (7.8) - ------------------------------------------------------------------------------------------------------------------------------------ NET INCOME $ 21.0 $ 9.7 $ 13.3 $104.4 - ------------------------------------------------------------------------------------------------------------------------------------ AVERAGE SHARES OF COMMON STOCK Basic 27.5 28.2 27.3 28.3 Diluted 27.6 28.4 27.4 28.4 - ------------------------------------------------------------------------------------------------------------------------------------ BASIC EARNINGS (LOSS) PER SHARE OF COMMON STOCK Continuing Operations $0.89 $0.57 $0.65 $1.37 Discontinued Operations (0.12) (0.22) (0.16) 2.60 Change in Accounting Principle - - - (0.28) - ------------------------------------------------------------------------------------------------------------------------------------ $0.77 $0.35 $0.49 $3.69 - ------------------------------------------------------------------------------------------------------------------------------------ DILUTED EARNINGS (LOSS) PER SHARE OF COMMON STOCK Continuing Operations $0.88 $0.56 $0.64 $1.35 Discontinued Operations (0.12) (0.22) (0.16) 2.59 Change in Accounting Principle - - - (0.27) - ------------------------------------------------------------------------------------------------------------------------------------ $0.76 $0.34 $0.48 $3.67 - ------------------------------------------------------------------------------------------------------------------------------------ DIVIDENDS PER SHARE OF COMMON STOCK $0.3150 $0.3000 $1.2450 $2.8425 - ------------------------------------------------------------------------------------------------------------------------------------
CONSOLIDATED BALANCE SHEET FOR THE PERIODS ENDED DECEMBER 31, 2005 AND 2004 Millions
2005 2004 - -------------------------------------------------------------------------------- ASSETS Cash and Cash Equivalents $ 89.6 $ 43.7 Restricted Cash - 30.3 Short-Term Investments 116.9 149.2 Other Current Assets 167.0 131.8 Property, Plant and Equipment 860.4 849.6 Investments 117.7 124.5 Discontinued Operations 2.6 49.5 Other 44.6 52.8 - -------------------------------------------------------------------------------- TOTAL ASSETS $1,398.8 $1,431.4 - -------------------------------------------------------------------------------- LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities $ 106.7 $ 91.7 Long-Term Debt 387.8 389.4 Other Liabilities 288.5 295.3 Discontinued Operations 13.0 24.5 Shareholders' Equity 602.8 630.5 - -------------------------------------------------------------------------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $1,398.8 $1,431.4 - --------------------------------------------------------------------------------
ALLETE NEWS RELEASE PAGE 4 - --------------------------------------------------------------------------------
QUARTER ENDED YEAR ENDED DECEMBER 31, DECEMBER 31, ALLETE, INC. 2005 2004 2005 2004 - ------------------------------------------------------------------------------------------------------------------------------------ INCOME (LOSS) Millions Regulated Utility $14.4 $ 9.6 $45.7 $ 37.7 Nonregulated Energy Operations (1.2) (3.5) (48.5) (2.9) Real Estate 3.8 (0.2) 17.5 14.3 Other 7.2 10.2 2.9 (10.6) - ------------------------------------------------------------------------------------------------------------------------------------ Income from Continuing Operations 24.2 16.1 17.6 38.5 Income (Loss) from Discontinued Operations (3.2) (6.4) (4.3) 73.7 Change in Accounting Principle - - - (7.8) - ------------------------------------------------------------------------------------------------------------------------------------ Net Income $21.0 $ 9.7 $13.3 $104.4 - ------------------------------------------------------------------------------------------------------------------------------------ DILUTED EARNINGS (LOSS) PER SHARE Continuing Operations $0.88 $0.56 $0.64 $1.35 Discontinued Operations (0.12) (0.22) (0.16) 2.59 Change in Accounting Principle - - - (0.27) - ------------------------------------------------------------------------------------------------------------------------------------ $0.76 $0.34 $0.48 $ 3.67 - ------------------------------------------------------------------------------------------------------------------------------------ In April 2005, ALLETE recorded a $50.4 million, or $1.84 per share, charge related to the assignment of the Kendall County power purchase agreement.
Note: In 2005, we began allocating corporate charges and interest expense to our business segments. For comparative purposes, segment information for 2004 has been restated to reflect the new allocation method used in 2005 for corporate charges and interest expense. This restatement had no impact on consolidated net income or earnings per share.
QUARTER ENDED YEAR ENDED DECEMBER 31, DECEMBER 31, 2005 2004 2005 2004 - ------------------------------------------------------------------------------------------------------------------------------------ KILOWATTHOURS SOLD Millions Regulated Utility Retail and Municipals Residential 297.4 280.5 1,101.6 1,053.3 Commercial 339.9 320.9 1,326.8 1,281.8 Industrial 1,823.0 1,797.1 7,129.8 7,070.8 Municipals 220.0 209.1 877.3 823.0 Other 19.9 21.1 79.1 79.0 - ------------------------------------------------------------------------------------------------------------------------------------ 2,700.2 2,628.7 10,514.6 10,307.9 Other Power Suppliers 276.7 271.7 1,141.6 917.5 - ------------------------------------------------------------------------------------------------------------------------------------ 2,976.9 2,900.4 11,656.2 11,225.4 Nonregulated Energy Operations 361.7 298.1 1,521.3 1,496.1 - ------------------------------------------------------------------------------------------------------------------------------------ 3,338.6 3,198.5 13,177.5 12,721.5 - ------------------------------------------------------------------------------------------------------------------------------------ REAL ESTATE Town Center Development Project Commercial Square Footage Sold - - 643,000 - Other Land Acres Sold 44 34 1,102 1,479 Lots Sold - - 7 211 - ------------------------------------------------------------------------------------------------------------------------------------ For the year ended December 31, 2005, 70 acres were sold (0 acres for the quarter ended December 31, 2005).
ALLETE NEWS RELEASE PAGE 5 - -------------------------------------------------------------------------------- NON-GAAP FINANCIAL MEASURES ALLETE prepares financial statements in accordance with accounting principles generally accepted in the United States (GAAP). Along with this information, the company discloses and discusses certain non-GAAP financial information in our quarterly earnings releases, on investor conference calls and during investor conferences and related events. Management believes that non-GAAP financial data supplements ALLETE's GAAP financial statements by providing investors with additional information which enhances the investors' overall understanding of our financial performance and the comparability of our operating results from period to period. The presentation of this additional information is not meant to be considered in isolation or as a substitute for our results of operations prepared and presented in accordance with GAAP. Financial results for 2005 were significantly impacted by the following transactions: - A $50.4 million after tax, or $1.84 per share, charge due to the assignment of the Kendall County power purchase agreement to Constellation Energy Commodities; - A $3.7 million, or $0.13 per share, current tax benefit due to a positive resolution of income tax audit issues; and - A $2.5 million, or $0.09 per share, deferred tax benefit due to comprehensive tax planning initiatives. In 2004, financial results were significantly impacted by the following transactions: - A $10.9 million after tax, or $0.38 per share, debt prepayment cost as part of ALLETE's financial restructuring in preparation for the spin-off of Automotive Services; and - An $11.5 million after tax, or $0.41 per share, gain on the sale of shares of ADESA, Inc. common stock related to the company's Retirement Savings and Stock Ownership Plan. Since these transactions significantly impacted the financial results from continuing operations in 2005 and 2004, ALLETE believes that for comparative purposes and a more accurate reflection of our ongoing operations, it is useful to present diluted earnings per share from continuing operations for each applicable period excluding the impact of these items. The table below reconciles actual reported diluted earnings per share from continuing operations before change in accounting principle to the adjusted results that exclude these transactions in the respective periods.
QUARTER ENDED YEAR ENDED DECEMBER 31, DECEMBER 31, 2005 2004 2005 2004 - ------------------------------------------------------------------------------------------------------------------------------------ DILUTED EARNINGS PER SHARE OF COMMON STOCK Continuing Operations Before Change in Accounting Principle $0.88 $0.56 $0.64 $1.35 Add: Kendall County Charge - - 1.84 - Debt Prepayment Cost - - - 0.38 Less: Gain on Sale of ADESA Shares - 0.41 - 0.41 Positive Resolution of Tax Audit Issues 0.13 - 0.13 - Tax Planning Initiatives 0.09 - 0.09 - - ------------------------------------------------------------------------------------------------------------------------------------ $0.66 $0.15 $2.26 $1.32 - ------------------------------------------------------------------------------------------------------------------------------------
[THIS EXHIBIT HAS BEEN FURNISHED AND SHALL NOT BE DEEMED "FILED" FOR PURPOSES OF SECTION 18 OF THE SECURITIES ACT OF 1934, NOR SHALL IT BE DEEMED INCORPORATED BY REFERENCE IN ANY FILING UNDER THE SECURITIES ACT OF 1933, EXCEPT AS SHALL BE EXPRESSLY SET FORTH BY SPECIFIC REFERENCE IN SUCH FILING.]