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                       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 12, 1999







                              MINNESOTA POWER, INC.


                             A Minnesota Corporation
                           Commission File No. 1-3548
                   IRS Employer Identification No. 41-0418150
                             30 West Superior Street
                             Duluth, Minnesota 55802
                           Telephone - (218) 722-2641






                                                                  
ITEM 5.  OTHER EVENTS.

Reference is made to the Annual Report on Form 10-K for the year ended  December
31, 1998 (1998 Form 10-K) of Minnesota Power, Inc.  (Minnesota Power or Company)
for background  information on the following  update.  The cited reference is to
the Company's 1998 Form 10-K.


Ref. Page 18 - Fifth Paragraph.
Ref. Page 21 - Second Paragraph.
Ref. Page 27 - First Full Paragraph.

On February  12, 1999 the Federal  Energy  Regulatory  Commission  approved  the
two-for-one  stock split  authorized by Minnesota  Power's Board of Directors on
January 15, 1999. The effective date of the stock split will be March 2, 1999 to
shareholders of record at the close of business February 16, 1999.

As a result of the stock split,  the remaining number of shares of Common Stock
registered under the Securities Act of 1933, as amended,  under the Company's
registration statements listed below will be adjusted in proportion to the stock
split.

   1.  Registration Statement No. 333-02109 (relating to the Company's Dividend
       Reinvestment and Stock Purchase Plan).

   2.  Registration  Statement  No.  333-52161  (relating  to the  Company's 
       shelf registration).

   3.  Registration  Statement No.  33-51989  (relating to the Minnesota  Power
       and Affiliated Companies Employee Stock Purchase Plan).

   4.  Registration  Statement No.  333-26755  (relating to the Minnesota Power
       and Affiliated Companies Supplemental Retirement Plan).

   5.  Registration  Statement No. 333-16463  (relating to the Company's 
       Executive Long-Term Incentive Compensation Plan).

   6.  Registration  Statement No. 333-16445 (relating to the Company's Director
       Long-Term Stock Incentive Plan).

   7.  Registration Statement No. 333-07963 (relating to offer by selling
       shareholders).
   
   8.  Registration Statement No. 333-40797 (relating to offer by selling
       shareholders).

   9.  Registration Statement No. 333-58945 (relating to offer by selling
       shareholders).







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                                   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.





                                                   Minnesota Power, Inc.  
                                           -------------------------------------
                                                       (Registrant)





February 12, 1999                                      D. G. Gartzke
                                           -------------------------------------
                                                       D. G. Gartzke
                                              Senior Vice President - Finance   
                                                and Chief Financial Officer     



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