[Letterhead of]<\/p>\n
Alliant Energy Corporation <\/strong><\/p>\n Alliant Energy Corporation<\/p>\n 4902 North Biltmore Lane<\/p>\n Madison, WI 53718<\/p>\n December 16, 2011<\/p>\n Alliant Energy Corporation <\/u><\/p>\n Registration Statement on Form S-3 <\/u><\/p>\n Ladies and Gentlemen:<\/p>\n I am Senior Attorney for Alliant Energy Corporation, a Wisconsin corporation Unless otherwise provided in any prospectus supplement forming a part of the I or attorneys at my direction have examined such documents, corporate dated as of December 11, 2008, between the Company and Wells Fargo Bank, N.A. I have assumed the genuineness of all signatures, the legal capacity of all Based upon and subject to the foregoing, and assuming that (i) the 1. With respect to shares of the Common Stock, when both (A) the Board has 2<\/p>\n 2. With respect to the Rights, when the shares of Common Stock are issued in 3. The Indenture has been duly authorized, executed and delivered by the My opinion in paragraph 2: (i) does not address the determination a court of I am admitted to practice in the State of Wisconsin and express no opinion as I am aware that I am referred to under the heading “Legal Matters” in the Very truly yours,<\/p>\n<\/td>\n<\/tr>\n \/s\/ Jake C. Blavat<\/p>\n<\/td>\n<\/tr>\n Jake C. Blavat<\/p>\n Senior Attorney<\/p>\n<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n 3<\/p>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6631],"corporate_contracts_industries":[9534],"corporate_contracts_types":[9629],"class_list":["post-43831","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-alliant-energy-corp","corporate_contracts_industries-utilities__electric","corporate_contracts_types-securities"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/43831","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=43831"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=43831"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=43831"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=43831"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}
\n(the “Company”), and have acted as counsel for the Company in connection with
\nthe filing of the Registration Statement on Form S-3 (the “Registration
\nStatement”) with the Securities and Exchange Commission (the “Commission”) under
\nthe Securities Act of 1933, as amended (the “Securities Act”), relating to the
\nregistration under the Securities Act and the proposed issuance and sale from
\ntime to time pursuant to Rule 415 under the Securities Act of: (i) shares of
\ncommon stock of the Company, $.01 par value per share (the “Common Stock”), and
\nrelated Common Share Purchase Rights (the “Rights”); (ii) debt securities of the
\nCompany, which may be convertible into Common Stock (the “Debt Securities”);
\n(iii) warrants for the purchase of Debt Securities, Common Stock or other
\nsecurities (the “Warrants”); (iv) stock purchase contracts as described in the
\nRegistration Statement (the “Stock Purchase Contracts”); and (iv) stock purchase
\nunits as described in the Registration Statement (the “Stock Purchase Units”).
\nThe Common Stock and the attached Rights, the Debt Securities, the Warrants, the
\nStock Purchase Contracts and the Stock Purchase Units are referred to herein
\ncollectively as the “Offered Securities”.<\/p>\n
\nRegistration Statement relating to a particular series of the Debt Securities,
\nthe Debt Securities will be issued under an Indenture (the “Indenture”) dated
\nSeptember 30, 2009, between the Company and Wells Fargo Bank, National
\nAssociation, as trustee (the “Trustee”), filed as an exhibit to the Registration
\nStatement.<\/p>\n
\nrecords and other instruments as I have deemed necessary or appropriate for the
\npurposes of this opinion, including: (i) the Registration Statement, including
\nthe prospectus and the exhibits (including those incorporated by reference),
\neach constituting a part of the Registration Statement; (ii) the Restated
\nArticles of Incorporation of the Company; (iii) the Restated Bylaws of the
\nCompany; (iv) the Amended and Restated Rights Agreement,<\/p>\n
\n
\n(the “Rights Agreement”); (v) the resolutions of the Board of Directors of the
\nCompany (the “Board”) dated October 6, 2011; and (vi) the Indenture.<\/p>\n
\nnatural persons, the authenticity of all documents submitted to me as originals
\nand the conformity to authentic original documents of all documents submitted to
\nme as copies.<\/p>\n
\nRegistration Statement and any supplements and amendments thereto (including
\npost-effective amendments) will have become effective and will comply with all
\napplicable laws; (ii) the Registration Statement will be effective and will
\ncomply with all applicable laws at the time the Offered Securities are offered
\nor issued as contemplated by the Registration Statement; (iii) a prospectus
\nsupplement will have been prepared and filed with the Commission describing the
\nOffered Securities offered thereby and will comply with all applicable laws;
\n(iv) all Offered Securities will be issued and sold in compliance with all
\napplicable Federal and state securities laws and in the manner stated in the
\nRegistration Statement and the appropriate prospectus supplement; (v) none of
\nthe terms of any Offered Security to be established subsequent to the date
\nhereof, nor the issuance and delivery of such Offered Security, nor the
\ncompliance by the Company with the terms of such Offered Security will violate
\nany applicable law or will result in a violation of any provision of any
\ninstrument or agreement then binding upon the Company or any restriction imposed
\nby any court or governmental body having jurisdiction over the Company; (vi) a
\ndefinitive purchase, underwriting or similar agreement and any other necessary
\nagreement with respect to any Offered Securities offered or issued will have
\nbeen duly authorized and validly executed and delivered by the Company and the
\nother parties thereto; and (vii) any Offered Securities issuable upon
\nconversion, exchange, or exercise of any Offered Security being offered or
\nissued will be duly authorized, created, and, if appropriate, reserved for
\nissuance upon such conversion, exchange, or exercise, I am of opinion as
\nfollows:<\/p>\n
\ntaken all necessary corporate action to approve the issuance of and the terms of
\nthe offering of (i) if applicable, the Offered Securities convertible or
\nexchangeable into the shares of the Common Stock and (ii) the shares of the
\nCommon Stock and related matters and (B) certificates representing shares of the
\nCommon Stock have been duly executed, countersigned, registered and delivered
\neither (i) in accordance with the applicable definitive purchase, underwriting
\nor similar agreement approved by the Board upon payment of the consideration
\ntherefor (which consideration is not less than the par value of the Common
\nStock) provided for therein or (ii) upon conversion or exercise of any other
\nOffered Security, in accordance with the terms of such Offered Security or the
\ninstrument governing such Offered Security providing for such conversion or
\nexercise as approved by the Board, for the consideration approved by the Board
\n(which consideration is not less than the par value of the Common Stock), then
\nsuch shares of the Common Stock will be validly issued, fully paid and
\nnonassessable.<\/p>\n<\/p>\n
\n
\naccordance with terms of the Registration Statement, the Rights will be validly
\nissued.<\/p>\n
\nCompany.<\/p>\n
\ncompetent jurisdiction may make regarding whether the Board would be required to
\nredeem or terminate, or take other action with respect to, the Rights at some
\nfuture time based on the facts and circumstances existing at that time; (ii)
\nassumes that the members of the Board have acted in a manner consistent with
\ntheir fiduciary duties as required under applicable law in adopting the Rights
\nAgreement; and (iii) addresses the Rights and the Rights Agreement in their
\nentirety, and it is not settled whether the invalidity of any particular
\nprovision of a Rights Agreement or of Rights issued thereunder would result in
\ninvalidating such Rights in their entirety.<\/p>\n
\nto matters governed by any laws other than the laws of the State of Wisconsin
\nand the Federal laws of the United States of America.<\/p>\n
\nprospectus forming a part of the Registration Statement. I hereby consent to
\nsuch use of my name therein and the filing of this opinion as an exhibit to the
\nRegistration Statement. In giving this consent, I do not hereby admit that I am
\nwithin the category of persons whose consent is required under Section 7 of the
\nSecurities Act or the Rules and Regulations of the Commission promulgated
\nthereunder.<\/p>\n\n\n
\n <\/td>\n<\/tr>\n \n \n \n <\/td>\n<\/tr>\n \n \n \n <\/td>\n<\/tr>\n \n \n