8-K

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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)

October 18, 2002

NorthWestern Corporation
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

0-692	46-0172280
(Commission File Number)	(IRS Employer Identification Number)
125 South Dakota Avenue Sioux Falls, South Dakota 57104
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (605) 978-2908
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)

ITEM 5. OTHER EVENTS

        On October 18, 2002, NorthWestern Corporation (the "Company") issued the press release attached hereto as exhibit 99.1 and made a part hereof announcing the extension of its exchange offer for its 7-⁷/8% Notes due 2007 and its 8-³/4% Notes due 2012 until Monday, October 21, 2002. For additional information, please see the press release.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

Exhibit Number	Exhibit Title
99.1*	Press Release of Northwestern Corporation, dated October 18, 2002

*

Filed herewith

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 hereto duly authorized.

	NORTHWESTERN CORPORATION (Registrant)
Dated: October 18, 2002	By:	/s/  KIPP D. ORME Name: Kipp D. Orme Title: Vice-President and Chief Financial Officer

INDEX TO EXHIBITS

Exhibit Number	Exhibit Title
99.1*	Press Release of Northwestern Corporation, dated October 18, 2002

*

Filed herewith

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ITEM 5. OTHER EVENTS
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

EX-99.1

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Exhibit 99.1

[NorthWestern Letterhead] News Release
NYSE:NOR

Contacts:

Investors/Media:

Roger Schrum
605-978-2848
roger.schrum@northwestern.com

NORTHWESTERN CORPORATION ANNOUNCES EXTENSION OF EXCHANGE OFFER FOR 7-⁷/8% NOTES DUE 2007 AND 8-³/4% NOTES DUE 2012

SIOUX FALLS, S.D.—Oct. 18, 2002—NorthWestern Corporation (NYSE:NOR) announced today that it is extending its offer (the "Exchange Offer") to exchange $250,000,000 aggregate principal amount of its 7-⁷/8% Notes due 2007 and $470,000,000 aggregate principal amount of its 8-³/4% Notes due 2012 (collectively, the "New Notes"), which are registered under the Securities Act of 1933, as amended (the "Securities Act"), for an equal amount of its outstanding 7-⁷/8% Notes due 2007 and its 8-³/4% Notes due 2012 (collectively, the "Old Notes"), which were not registered under the Securities Act.

        The Exchange Offer was scheduled to expire at 5:00 p.m., New York City time, on Friday, October 18, 2002, unless extended. As of today, approximately $250,000,000 in aggregate principal amount of 7-⁷/8% Old Notes and $469,550,000 in aggregate principal amount of 8-³/4% Old Notes have been confirmed as tendered in exchange for a like principal amount of 7-⁷/8% and 8-³/4% New Notes, respectively.

        The new expiration date for the Exchange Offer is 5:00 p.m., New York City time, on Monday, October 21, 2002.

        The Old Notes have not been registered under the Securities Act and may not be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Old Notes or New Notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Copies of the prospectus and transmittal materials governing the Exchange Offer can be obtained from the Exchange Agent, JPMorgan Chase Bank by calling (212) 623-8286 or by faxing a request to (212) 623-8284 or (212) 623-8430 or (212) 623-8470.

        NorthWestern Corporation, a FORTUNE 500 company, is a leading provider of services and solutions to more than 2 million customers across America in the energy and communications sectors. NorthWestern's partner businesses include NorthWestern Energy, a provider of electricity, natural gas and related services to customers in Montana, South Dakota and Nebraska; Expanets, the largest mid-market provider of networked communications solutions and services in the United States; and Blue Dot, a leading provider of air conditioning, heating, plumbing and related services.

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Exhibit 99.1