UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported) March 15, 2007

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BLACK HILLS CORPORATION

(Exact name of registrant as specified in its charter)

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South Dakota

(State or other jurisdiction of incorporation)

001-31303

 

46-0458824

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

625 Ninth Street, PO Box 1400

Rapid City, South Dakota

(Address of principal executive offices)

57709-1400

(Zip Code)

605.721.1700

(Registrant’s telephone number, including area code)

 

 

 

Not Applicable

(Former name or 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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On March 15, 2007, Richard Korpan informed the Governance Committee of the Board of Directors that he will not seek reelection to the Board for an additional term at the Annual Meeting of Shareholders in May 2007 for personal reasons.

 

On March 16, 2007, the Board of Directors named Gary L. Pechota as nominee for election as a Director in Class I, to fill the vacancy that will be created by Mr. Korpan’s resignation. Mr. Pechota will be a nominee for election at the 2007 Annual Meeting of Shareholders.

 

Also, on March 16, 2007, the Board of Directors appointed Warren L. Robinson to the Company’s Board of Directors effective April 1, 2007. Mr. Robinson was appointed as a Class II Director whose term will expire at the 2008 Annual Meeting of Shareholders. There is no arrangement or understanding between Mr. Robinson and any other person pursuant to which he was selected as a director and Mr. Robinson has no reportable transactions under Item 404(a) of Regulation S-K.

 

The press release is attached as Exhibit 99 to this Form 8-K.

 

Item 9.01

Financial Statements and Exhibits

 

(d)

Exhibits

 

99

Press release dated March 19, 2007.

 

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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.

 

 

 

BLACK HILLS CORPORATION

 

 

 

 

 

By:  /s/ Mark T. Thies

 

Mark T. Thies

 

Executive Vice President

 

and Chief Financial Officer

 

 

Date:  March 19, 2007

 

 

 

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Exhibit Index

 

Exhibit No.

Description

 

 

99

Press release dated March 19, 2007.

                

 

 

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BLACK HILLS CORPORATION ANNOUNCES

RECENT CHANGES ON THE BOARD OF DIRECTORS

RAPID CITY, SD—March 19, 2007—Black Hills Corporation (NYSE: BKH) today announced changes in the composition of the Board of Directors.

Richard Korpan, Director since 2003, informed the Board that, for personal reasons, he would not seek reelection for an additional term at the Annual Meeting of Shareholders, to be held in May 2007. The Board named Gary L. Pechota as nominee for election as a Director at the 2007 Annual Shareholder Meeting, to fill the vacancy created by Mr. Korpan’s departure. Mr. Pechota, retired, formerly was Chief of Staff of the National Indian Gaming Commission and previously served in the capacities of Chief Executive Officer, President and Chairman of the Board for companies in the cement industry.

The Board also recently appointed Warren L. Robinson to the Company’s Board of Directors, effective April 1, 2007. Mr. Robinson, retired, formerly was Executive Vice President, Treasurer and Chief Financial Officer with MDU Resources Group, Inc., an energy and natural resources company headquartered in Bismarck, ND. Mr. Robinson fills a vacancy on the Board whose term expires at the 2008 Annual Meeting of Shareholders.

David R. Emery, Chairman, President and CEO of Black Hills Corporation, said, “We thank Dick Korpan for his service, contributions and friendship during his tenure on our Board. His leadership and foresight were valuable to our operations and strategy, and we are grateful to him. We are pleased that Gary Pechota has been nominated to replace Korpan, pending shareholder approval. His credentials and career reflect significant experience, which will be beneficial to our Board.

“We also take this opportunity to welcome Warren Robinson to our Board,” Emery said. “We know he will be an asset not only because of his 28 years of experience in business and industry, but also because he is a longtime neighbor and friend of our Company. His experience and insight will be invaluable to us.” Emery concluded, “All these changes provide continuity in our leadership as we advance our strategic agenda in the months and years ahead.”

ABOUT BLACK HILLS CORPORATION

Black Hills Corporation is a diversified energy company. Our retail businesses are Black Hills Power, an electric utility serving western South Dakota, northeastern Wyoming and southeastern Montana; and Cheyenne Light, Fuel & Power, an electric and gas distribution utility serving the Cheyenne, Wyoming vicinity. Black Hills Energy, the wholesale energy business unit, generates electricity, produces natural gas, oil and coal, and markets energy. More information is available at our Internet web site: www.blackhillscorp.com.

 

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