SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 --------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 12, 2002 --------------------- BLACK HILLS CORPORATION (Exact name of registrant as specified in its charter) South Dakota 1-31303 46-0458824 - --------------------------------------------- ------------------------ --------------------------------- (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 625 Ninth Street, Rapid City, South Dakota 57701 ------------------------------------------ ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (605) 721-1700Item 9. Regulation FD Disclosure On August 12, 2002, each of the Principal Executive Officer, Daniel P. Landguth, and Principal Financial Officer, Mark T. Thies, of Black Hills Corporation, submitted to the SEC sworn statements pursuant to Securities and Exchange Commission Order No. 4-460. A copy of each of these statements is attached hereto as an Exhibit (99.1 and 99.2). 2
SIGNATURE 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, thereunto duly authorized. BLACK HILLS CORPORATION By: /s/ Roxann R. Basham ------------------------------ Roxann R. Basham Vice President and Controller Date: August 12, 2002 3
EXHIBIT INDEX Exhibit (99.1) Statement Under Oath of Principal Executive Officer dated August 12, 2002. Exhibit (99.2) Statement Under Oath of Principal Financial Officer dated August 12, 2002.
Exhibit 99.1 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Daniel P. Landguth, Chairman and Chief Executive Officer of Black Hills Corporation ("BHC"), state and attest that: 1. To the best of my knowledge, based upon a review of the covered reports of BHC, and, except as corrected or supplemented in a subsequent covered report: o No covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o No covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). 2. I have reviewed the contents of this statement with BHC's Audit Committee. 3. In this statement under oath, each of the following, if filed on or before the date of this statement is a "covered report": o 2001 Annual Report on Form 10-K of BHC filed with the Commission; o All forms on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of BHC filed with the Commission subsequent to the filing of the Form 10-K identified above; and o Any amendments to any of the foregoing. Dated this 12th day of August, 2002. /s/ Daniel P. Landguth - ------------------------------------------------- Daniel P. Landguth Chairman and Chief Executive Officer Black Hills Corporation Subscribed and sworn to before me this 12th day of August, 2002. /s/ LeeAnn Steckler - ------------------------------------------------- Notary Public My Commission Expires: 10-11-04
Exhibit 99.2 STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Mark T. Thies, Sr. Vice President and Chief Financial Officer of Black Hills Corporation ("BHC"), state and attest that: 1. To the best of my knowledge, based upon a review of the covered reports of BHC, and, except as corrected or supplemented in a subsequent covered report: o No covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o No covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). 2. I have reviewed the contents of this statement with BHC's Audit Committee. 3. In this statement under oath, each of the following, if filed on or before the date of this statement is a "covered report": o 2001 Annual Report on Form 10-K of BHC filed with the Commission; o All forms on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of BHC filed with the Commission subsequent to the filing of the Form 10-K identified above; and o Any amendments to any of the foregoing. Dated this 12th day of August, 2002. /s/ Mark T. Thies - ------------------------------------------------- Mark T. Thies Sr. Vice President and Chief Financial Officer Black Hills Corporation Subscribed and sworn to before me this 12th day of August, 2002. /s/ LeeAnn Steckler - ------------------------------------------------- Notary Public My Commission Expires: 10-11-04