EXHIBIT 8



                                  REID & PRIEST LLP
                                 40 West 57th Street
                              New York, New York  10019


                                                New York, New York
                                                June 18, 1996


             Minnesota Power & Light Company
             30 West Superior Street
             Duluth, Minnesota  55802

             Dear Sirs:

                       With reference to Amendment No. 1 to the
             Registration Statement on Form S-3 (Amendment No. 1) to be
             filed on or about the date hereof with the Securities and
             Exchange Commission by Minnesota Power & Light Company
             (Company) under the Securities Act of 1933, as amended, and
             pursuant to which the Company intends to register 5,000,000
             shares of its common stock, without par value, for offer
             and sale in connection with its Dividend Reinvestment and
             Stock Purchase Plan (Plan), we are of the opinion that the
             statements made in Amendment No. 1 under the heading
             "Federal Income Tax Consequences" constitute an accurate
             description of the Federal income tax consequences to
             participants in the Plan.

                       We hereby consent to the use of this opinion as
             an exhibit to your Amendment No.1 and to the use of our
             name therein.

                                                Very truly yours,

                                                /s/ REID & PRIEST LLP
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                                                REID & PRIEST LLP