8-K 1 a05-9264_18k.htm 8-K

 

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): May 10, 2005

 

 

NorthWestern Corporation

(Exact name of registrant as specified in its charter)

 

 

 

 

Delaware

 

0-692

 

46-0172280

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

125 South Dakota Avenue
Sioux Falls, South Dakota

 

57104

(Address of principal executive offices)

 

(Zip Code)

 

(605) 978-2908

(Registrant’s telephone number, including area code)

 

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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

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

 

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

 

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

 

 


 

Item 7.01                                           Regulation FD Disclosure.

 

On May 10, 2005, NorthWestern Corporation (the “Company”) issued a press release announcing that the Montana Public Service Commission (the “MPSC”) unanimously agreed to enter into a stipulation to settle a dispute with the Company over the recovery of the Company’s prior year natural gas costs. The stipulation stems from a disagreement that arose in 2002 regarding a ruling made by the MPSC to disallow approximately $10.6 million in natural gas costs for purchases made between November 1, 2002, and June 30, 2004.  As a result of the stipulation with the Commission, the Company will be allowed to recover approximately $4.6 million of these prior costs plus interest, and a lawsuit filed by NorthWestern in the Montana District Court in Helena will be dismissed. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

A copy of the press release is being furnished pursuant to Regulation FD as Exhibit 99.1 to this Current Report on Form 8-K and is herein incorporated by reference.  The information in the press release shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section.  Furthermore, the press release shall not be deemed to be incorporated by reference into the Company’s filings under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, except as set forth with respect thereto in any such filing.

 

 

Item 9.01                                                                     Financial Statements and Exhibits

 

EXHIBIT NO.

 

DESCRIPTION OF DOCUMENT

99.1*

 

Press Release of NorthWestern Corporation, dated May 10, 2005

* filed herewith

 

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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.

 

 

 

NorthWestern Corporation

 

 

 

 

 

 

 

 

By:   

/s/ Roger Schrum

 

 

 

Roger Schrum

 

 

 

Vice President - Human Resources
and Communications

 

 

 

 

Date:  May 11, 2005

 

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Index to Exhibits

 

EXHIBIT NO.

 

DESCRIPTION OF DOCUMENT

99.1*

 

Press Release of NorthWestern Corporation, dated May 10, 2005

* filed herewith

 

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