8-K 1 nw8k.txt -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 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 7, 2004 NorthWestern Corporation (Exact name of registrant as specified in its charter) Delaware 0-692 46-0172280 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 125 South Dakota Avenue 57104 Sioux Falls, South Dakota (Zip Code) (Address of principal executive offices) (605) 978-2908 (Registrant's telephone number, including area code) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Item 5. Other Events and Regulation FD Disclosure. On May 7, 2004, NorthWestern Corporation (the "Company") issued a press release discussing results for the first quarter of 2004. The press release also discussed the Company's previously announced Chapter 11 filing and provided an update on the recent sale of the assets and business of Expanets, Inc. to Avaya, Inc. and recent sales of assets by Blue Dot Services, Inc. The press release is included as Exhibit 99.1 hereto and is incorporated herein by reference. The press release contains forward-looking statements regarding the Company and includes a cautionary statement identifying important factors that could cause actual results to differ materially from those anticipated. Item 7. Financial Statements and Exhibits EXHIBIT NO. DESCRIPTION OF DOCUMENT -------------------------------------------------------------------------------- 99.1* Press Release of NorthWestern Corporation dated May 7, 2004 * filed herewith 1 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 P. Schrum ----------------------------------------------- Roger P. Schrum Vice President of Human Resources and Communications Date: May 7, 2004 2 Index to Exhibits ----------------- EXHIBIT NO. DESCRIPTION OF DOCUMENT -------------------------------------------------------------------------------- 99.1* Press Release of NorthWestern Corporation dated May 7, 2004 * filed herewith 3