SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* MINNESOTA POWER & LIGHT COMPANY (Name of Issuer) Serial Preferred Stock, no par value, $7.36 Series (Title of Class of Securities) 604110304 (CUSIP Number) Check the following box if a fee is being paid with this statement . (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 6 Pages13G CUSIP No. 604110304 Page 2 of 6 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AMERICAN GENERAL CORPORATION IRS #74-0483432 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH 7 SOLE DISPOSITIVE POWER REPORTING 0 PERSON WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0% 12 TYPE OF REPORTING PERSON* HC, CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 13G CUSIP No. 604110304 Page 3 of 6 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AMERICAN GENERAL LIFE AND ACCIDENT INSURANCE COMPANY IRS #62-0306330 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Tennessee NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH 7 SOLE DISPOSITIVE POWER REPORTING 0 PERSON WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0% 12 TYPE OF REPORTING PERSON* IC, CO *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 4 of 6 Pages Item 1. (a) Name of Issuer: Minnesota Power & Light Company ("Issuer") (b) Address of Issuer's Principal Executive Offices: 30 West Superior Street Duluth, Minnesota 55802 Item 2. (a) Name of Person Filing: AMERICAN GENERAL CORPORATION ("AGC") AMERICAN GENERAL LIFE AND ACCIDENT INSURANCE COMPANY ("AGLA") (b) Address of Principal Business Office: AGC 2929 Allen Parkway Houston, Texas 77019 AGLA American General Center Nashville, Tennessee 37250 (c) Citizenship: AGC - Texas AGLA - Tennessee (d) Title of Class of Securities: Serial Preferred Stock, no par value, $7.36 Series ("$7.36 Preferred") (e) CUSIP Number: 604110304 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) ( ) Broker or dealer registered under Section 15 of the Act, (b) ( ) Bank as defined in Section 3(a)(6) of the Act, AGLA (c) (X) Insurance Company as defined in Section 3(a)(19) of the Act, (d) ( ) Investment Company registered under Section 8 of the Investment Company Act, (e) ( ) Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940, Page 5 of 6 Pages (f) ( ) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F), AGC (g) (X) Parent Holding Company, in accordance with Section 240.13d-1(b)(1)(ii)(G), or (h) ( ) Group, in accordance with Section 240.13d-1(b)(1)(ii) (H) Item 4. Ownership. Not applicable. Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following (X). Item 6. Ownership of More Than Five Percent on Behalf of Another Person. Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not applicable. Item 8. Identification and Classification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of Group. Not applicable. Page 6 of 6 Pages Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. AMERICAN GENERAL CORPORATION, on behalf of American General Corporation and its wholly-owned subsidiary, American General Life and Accident Insurance Company Date: May 17, 1996 By: /s/ PETER V. TUTERS Peter V. Tuters Senior Vice President and Chief Investment Officer