EXHIBIT 23(a)


                          CONSENT OF INDEPENDENT ACCOUNTANTS


          We hereby consent to the incorporation by reference in the
          Prospectus constituting part of this Amendment No. 1 to the
          Registration Statement on Form S-3 of our report dated January
          22, 1996, which appears on page 21 of the 1995 Annual Report to
          Shareholders of Minnesota Power & Light Company, which is
          incorporated by reference in Minnesota Power & Light Company's
          Annual Report on Form 10-K for the year ended December 31, 1995. 
          We also consent to the incorporation by reference of our report
          on the Financial Statement Schedule, which appears on page 37 of
          such Annual Report on Form 10-K.  We also consent to the
          reference to us under the heading "Experts" in such Prospectus.


          /s/ PRICE WATERHOUSE LLP
          ------------------------
          PRICE WATERHOUSE LLP
          Minneapolis, Minnesota
          June 18, 1996