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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): |
November 23, 2005 |
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BLACK HILLS CORPORATION | ||||
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(Exact name of registrant specified in its charter) | ||||
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South Dakota |
001-31303 |
46-0458824 | ||
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
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625 Ninth Street, PO Box 1400 Rapid City, South Dakota |
57709-1400 | |||
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(Address of principal executive offices) |
(Zip Code) | |||
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Registrant's telephone, including area code: |
605.721.1700 | |||
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Not Applicable | ||||
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(Former name and former address, if changed since last report) | ||||
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |
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xWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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xSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 8.01 Other Events.
On November 23, 2005, Black Hills Corporation issued a press release announcing its proposal to combine with NorthWestern Corporation in a stock-for-stock merger. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
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Item 9.01 |
Financial Statements and Exhibits. |
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(c) Exhibits. |
99.1 – Press release dated November 23, 2005.
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 hereunto duly authorized.
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BLACK HILLS CORPORATION | ||
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Date: |
November 25, 2005 |
By: |
MARK T. THIES |
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Name: Mark T. Thies Title: Executive Vice President and Chief Financial Officer | ||
EXHIBIT INDEX
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Exhibit Number |
Document |
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99.1 |
Press release dated November 23, 2005. |