August 2006 Amendment to the Amended and Restated Minnesota Power and Affiliated Companies Executive Investment Plan I

Summary

This amendment, effective August 9, 2006, modifies the Executive Investment Plan I for Minnesota Power and its affiliated companies. It removes a provision that previously granted an additional benefit to participants who were involuntarily terminated within twelve months after a change in control. The amendment clarifies that no supplemental tax benefit will be paid under these circumstances. The amendment is executed by ALLETE, Inc. and signed by its Chairman, President & CEO, and attested by its Senior Vice President and General Counsel.

EX-10.B 3 exhibit10b.txt AUGUST 2006 AMENDMENT TO THE EXECUTIVE INVESTMENT PLAN I EXHIBIT 10(b) AMENDMENT TO THE AMENDED AND RESTATED MINNESOTA POWER AND AFFILIATED COMPANIES EXECUTIVE INVESTMENT PLAN I The Amended and Restated Minnesota Power and Affiliated Companies Executive Investment Plan I effective January 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