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 28, 2002







                                  ALLETE, INC.


                             A Minnesota Corporation
                           Commission File No. 1-3548
                   IRS Employer Identification No. 41-0418150
                             30 West Superior Street
                          Duluth, Minnesota 55802-2093
                           Telephone - (218) 279-5000








ITEM 5.  OTHER EVENTS.

Reference is made to the 2001 Form 10-K of ALLETE,  Inc. (ALLETE) for background
information on the following updates.


Ref. Page 30 - Third Paragraph

On February 28, 2002 ALLETE announced its wholly owned subsidiary,  ALLETE Water
Services, Inc. (ALLETE Water Services), was continuing negotiations for the sale
of Florida Water Services Corporation's (Florida Water) assets. Florida Water is
a wholly owned  subsidiary of ALLETE Water  Services.  ALLETE Water  Services is
looking  at various  options  for  selling  the  company  as well as  continuing
discussions on a  non-exclusive  basis with the Florida  Governmental  Utilities
Authority  (FGUA).  The FGUA has announced that a purchase price of $520 million
is under  consideration  with ALLETE Water Services.  If a transaction with this
price  were  consummated,  it could  close this year and may  generate  net cash
proceeds  of about  $275  million  to  ALLETE.  Material  terms and  conditions,
including price, are still subject to continuing negotiations.


Ref. Page 31 - First and Second Paragraphs

Automotive  Services  expects to sell 2 million  vehicles  in 2002,  a 5 percent
increase  over  2001,  and to  finance  about 1 million  vehicles,  a 13 percent
increase over 2001.


                    ALLETE Form 8-K dated February 28, 2002                    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 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" 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, which are difficult to predict,
contain  uncertainties,  are beyond the  control of ALLETE and may cause  actual
results or outcomes to differ materially from those contained in forward-looking
statements:

        -  war and acts of terrorism;

        -  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 North Carolina
           Utilities Commission,  the Public Service Commission of Wisconsin and
           various county regulators, about allowed rates of return, financings,
           industry and rate  structure,  acquisition and disposal of assets and
           facilities,  operation and construction of plant facilities, recovery
           of  purchased   power  and  capital   investments,   and  present  or
           prospective  wholesale  and  retail  competition  (including  but not
           limited to  transmission  costs) as well as  general  vehicle-related
           laws, including vehicle brokerage and auction laws;

        -  unanticipated impacts 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;

        -  population growth rates and demographic patterns;

        -  the effects of competition, including the competition for retail and
           wholesale customers, as well as suppliers and purchasers of vehicles;

        -  pricing and transportation of commodities;

        -  market demand, including structural market changes;

        -  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;

        -  capital market conditions;

        -  competition for economic expansion or development opportunities;

        -  our ability to manage expansion and integrate recent acquisitions;
           and

        -  legal and administrative proceedings (whether civil or criminal) and
           settlements that affect the business and profitability of ALLETE.

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.

2                   ALLETE Form 8-K dated February 28, 2002




                                   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 28, 2002                                James K. Vizanko
                                  ----------------------------------------------
                                                 James K. Vizanko
                                     Vice President, Chief Financial Officer
                                                 and Treasurer



                    ALLETE Form 8-K dated February 28, 2002                    3