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United States
Securities and Exchange Commission
Washington, D.C. 20549

Form 10-Q

X      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the quarterly period ended September 30, 2003.

OR

___  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES ACT OF 1934


          For the transition period from _______________ to _______________.

          Commission File Number 1-7978

Black Hills Power, Inc.
Incorporated in South Dakota       IRS Identification Number 46-0111677

625 Ninth Street
Rapid City, South Dakota 57701

Registrant’s telephone number (605) 721-1700

Former name, former address, and former fiscal year if changed since last report

NONE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

         Yes X                  No______

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

Yes______        No X

As of October 31, 2003 there were issued and outstanding 23,416,396 shares of the Registrant’s common stock, $1.00 par value, all of which were held beneficially and of record by Black Hills Corporation.

Reduced Disclosure

The Registrant meets the conditions set forth in General Instruction H (1) (a) and (b) of Form 10-Q and is therefore filing this Form 10-Q with the reduced disclosure format.


TABLE OF CONTENTS


Page

PART 1     FINANCIAL INFORMATION          
Item 1  
Financial Statements
      
   
Condensed Statements of Income -
      
       Three and nine months ended      
       September 30, 2003 and 2002   3  
   
Condensed Balance Sheets -
      
       September 30, 2003 and December 31, 2002   4  
   
Condensed Statements of Cash Flows -
      
       Nine months ended September 30, 2003 and 2002   5  
   
Notes to Condensed Financial Statements
   6-10  

Item 2
   Results of Operations   10-13  

Item 4
   Controls and Procedures   14  

PART II
   OTHER INFORMATION      

Item 1
   Legal Proceedings   15  

Item 6
   Exhibits and Reports on Form 8-K   15  
   
Signatures
   16  
   
Exhibit Index
   17  

2


BLACK HILLS POWER, INC.
CONDENSED STATEMENTS OF INCOME
(unaudited)

Three months ended
September 30
Nine months ended
September 30
2003
2002
2003
2002
(in thousands)

Operating revenue
    $ 46,268   $ 45,291   $ 129,238   $ 120,786  




Operating expenses:  
   Fuel and purchased power    15,545    13,702    41,426    32,144  
   Operations and maintenance    6,564    6,585    18,667    18,385  
   Administrative and general    2,837    2,646    9,940    7,525  
   Depreciation and amortization    4,809    4,431    14,346    13,110  
   Taxes, other than income taxes    2,018    1,952    6,114    5,967  




     31,773    29,316    90,493    77,131  




Operating income    14,495    15,975    38,745    43,655  




Other income (expense):  
   Interest expense    (4,499 )  (3,620 )  (12,704 )  (9,577 )
   Other income    335    181    1,360    398  




     (4,164 )  (3,439 )  (11,344 )  (9,179 )




Income before income taxes and  
  discontinued operations    10,331    12,536    27,401    34,476  
Income taxes    (3,559 )  (4,232 )  (9,208 )  (11,558 )




   Income from continuing operations    6,772    8,304    18,193    22,918  
Discontinued operations, net of  
   income taxes (Note 2)    --    2,709    1,906    9,212  




   Net income   $ 6,772   $ 11,013   $ 20,099   $ 32,130  




The accompanying notes to condensed financial statements are an integral part of these condensed financial statements.

3


BLACK HILLS POWER, INC.
CONDENSED BALANCE SHEETS
(unaudited)

September 30 December 31
2003
2002
(in thousands)
                                   ASSETS            

Current assets:
  
   Cash and cash equivalents   $ 1,081   $ 518  
   Receivables (net of allowance for doubtful accounts    15,242    16,391  
     of $895 and $871, respectively)  
   Receivables - related party    41,615    54,253  
   Materials, supplies and fuel    9,354    9,743  
   Deferred income taxes    --    5,397  
   Assets from discontinued operations    --    1,008,901  


     67,292    1,095,203  


Investments    2,880    2,681  


Property and equipment    633,756    613,926  
   Less accumulated depreciation    (223,913 )  (211,992 )


     409,843    401,934  


Other assets:  
   Regulatory asset    4,320    4,350  
   Other    7,053    7,159  


     11,373    11,509  


     Total   $ 491,388   $ 1,511,327  


                    LIABILITIES AND STOCKHOLDER'S EQUITY  

Current liabilities:
  
   Current maturities of long-term debt   $ 1,985   $ 3,095  
   Accounts payable    23,798    14,653  
   Accounts payable - related party    646    2,585  
   Accrued liabilities    12,895    15,575  
   Deferred income taxes    966    --  
   Liabilities from discontinued operations    --    964,759  


     40,290    1,000,667  


Long-term debt, net of current maturities    210,064    212,042  


Deferred credits:  
   Deferred income taxes    56,488    58,539  
   Regulatory liability    3,478    5,395  
   Other    12,485    16,456  


     72,451    80,390  


Stockholder's equity:  
   Common stock $1 par value; 50,000,000 shares    23,416    23,416  
     authorized; 23,416,396 shares issued  
   Additional paid-in capital    39,549    80,961  
   Retained earnings    114,202    131,906  
   Accumulated other comprehensive loss    (8,584 )  (18,055 )


     168,583    218,228  


     Total   $ 491,388   $ 1,511,327  


The accompanying notes to condensed financial statements are an integral part of these condensed financial statements.

4


BLACK HILLS POWER, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(unaudited)

Nine months ended
September 30
2003
2002
(in thousands)

Cash flows from operations
    $ 38,321   $ 29,349  


Investing activities:  
   Property additions    (21,992 )  (21,029 )
   Notes receivable from associated companies - issuance    --    (53,774 )
   Notes receivable from associated companies - repayments    11,249    9,817  
   (Increase) decrease in investments    (199 )  1,277  


     (10,942 )  (63,709 )


Financing activities  
   Dividends paid    (23,728 )  (23,334 )
   Long-term debt - issuance    --    75,000  
   Long-term debt - repayments    (3,088 )  (18,036 )


     (26,816 )  33,630  


   Increase (decrease) in cash and cash equivalents    563    (730 )

Cash and cash equivalents:
  
   Beginning of period    518    1,079  


   End of period   $ 1,081   $ 349  


Supplemental disclosure of cash flow information  
   Cash paid during the period for:  
      Interest   $ 14,996   $ 10,722  
      Income taxes paid (refunded), net   $ (4 ) $ 11  

Stock dividend distribution to Black Hills Corporation, the
  
  parent company of Black Hills Power, Inc. (Note 2)   $ 45,687   $ --  

The accompanying notes to condensed financial statements are an integral part of these condensed financial statements.

5


BLACK HILLS POWER, INC.
Notes to Condensed Financial Statements
(unaudited)
(Reference is made to Notes to Financial Statements
included in the Company’s Annual Report on Form 10-K)

(1)  

       MANAGEMENT’S STATEMENT


  The financial statements included herein have been prepared by Black Hills Power, Inc. (the Company) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations; however, the Company believes that the footnotes adequately disclose the information presented. These financial statements should be read in conjunction with the financial statements and the notes thereto, included in the Company’s 2002 Annual Report on Form 10-K filed with the Securities and Exchange Commission.

  Accounting methods historically employed require certain estimates as of interim dates. The information furnished in the accompanying financial statements reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of the September 30, 2003, December 31, 2002 and September 30, 2002, financial information and are of a normal recurring nature. The results of operations for the nine months ended September 30, 2003, are not necessarily indicative of the results to be expected for the full year.

(2)  

       NON-CASH DIVIDEND AND DISCONTINUED OPERATIONS


  During the quarter ended March 31, 2003, the Company distributed a non-cash dividend to its parent company, Black Hills Corporation (Parent). The dividend consisted of 10,000 common shares of Black Hills Generation, Inc., formerly known as Black Hills Energy Capital, Inc., (Generation), which represents 100 percent ownership of Generation. The Company therefore no longer operates in the independent power production business. As a result, the Company no longer has any subsidiaries and operates only in the electric utility business. The Company’s investment in Generation at the time of the distribution was $45.7 million.

  The disposition was accounted for under the provisions of Statement of Financial Accounting Standards (SFAS) No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” (SFAS 144). Accordingly, results of operations have been classified as “Discontinued operations, net of income taxes” in the accompanying Condensed Statements of Income, and prior periods have been restated. For business segment reporting purposes, Generation’s business results were previously included in the segment “Independent Power Production”. The assets and liabilities of Generation are shown in the accompanying Condensed Balance Sheets under the captions “Assets from discontinued operations” and “Liabilities from discontinued operations.”

6


  Revenues and net income from the discontinued operations are as follows:

Three months ended
September 30
Nine months ended
September 30
2002
2003
2002
(in thousands)

Revenue
    $ 32,391   $ 41,485   $ 96,958  



Income before income taxes and change  
  in accounting principle   $ 4,479   $ 2,833   $ 13,844  
Income taxes    (1,770 )  (927 )  (5,528 )
Change in accounting principle, net of tax    --    --    896  



Net income from discontinued operations   $ 2,709   $ 1,906   $ 9,212  



  Assets and liabilities of discontinued operations included on the accompanying Condensed Balance Sheets are as follows:

December 31
2002
(in thousands)


Current assets
    $ 77,213  
Non-current assets    931,688  
Current liabilities    (555,100 )
Non-current liabilities    (409,659 )

Net assets of discontinued operations (including  
  accumulated other comprehensive loss of $9,440)   $ 44,142  

(3)  

       RECLASSIFICATIONS


  Certain 2002 amounts in the financial statements have been reclassified to conform to the 2003 presentation. These reclassifications did not have an effect on the Company’s total stockholder’s equity or net income as previously reported.

(4)  

       RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS


  In June 2001, the Financial Accounting Standards Board (FASB) issued SFAS No. 143, “Accounting for Asset Retirement Obligations” (SFAS 143). SFAS 143 requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred with associated asset retirement costs being capitalized as part of the carrying amount of the long-lived asset. Over time, the liability is accreted to its present value each period and the capitalized cost is depreciated over the useful life of the related asset. Management adopted SFAS 143 effective January 1, 2003 and it had no impact on the Company’s financial statements.

7


(5)  

       COMPREHENSIVE INCOME


  The following table presents the components of the Company’s comprehensive income:

Three months ended
September 30
Nine months ended
September 30
2003
2002
2003
2002
(in thousands)

Net income
    $ 6,772   $ 11,013   $ 20,099   $ 32,130  
Other comprehensive income (loss):  
  Fair value adjustment on  
    derivatives designated as cash  
    flow hedges    --    (1,192 )  --    (1,192 )
  Reclassification adjustment on  
    interest rate swap included in  
    net income    10    --    31    --  
  Fair value adjustment on  
    derivatives designated as cash  
    flow hedges, included in  
    discontinued operations    --    (3,412 )  (360 )  (4,654 )




Comprehensive income   $ 6,782   $ 6,409   $ 19,770   $ 26,284  





(6)               RELATED-PARTY TRANSACTIONS

  Receivables

  The Company has accounts receivable balances related to transactions with other Black Hills Corporation subsidiaries. The balances were $0.3 million and $1.7 million as of September 30, 2003 and December 31, 2002, respectively.

  The Company also has extended a line of credit to its Parent, Black Hills Corporation (the Parent), which is due on demand. However, the Company has formally agreed that such amounts will not be demanded until January 1, 2004 or until such time that the Parent has amounts available to repay the obligation and continue its normal operations through January 1, 2004. Outstanding advances were $41.3 million at September 30, 2003 and $52.5 million at December 31, 2002. Interest income received on the note was $1.2 million and $0.3 million for the nine month periods ended September 30, 2003 and September 30, 2002, respectively. Advances under these notes bear interest at a variable rate that does not exceed prime (4.0 percent at September 30, 2003) and is receivable monthly.

  Other Balances and Transactions

  In addition to the above transactions, in order to fuel its combustion turbine, the Company purchased natural gas from Enserco Energy, an indirect subsidiary of the Parent. The amount purchased during the three month periods ended September 30, 2003 and September 30, 2002 was approximately $2.7 million and $2.5 million, respectively. The amount purchased during the nine month periods ended September 30, 2003 and September 30, 2002 was approximately $5.4 million and $4.9 million, respectively. These amounts are included in “Fuel and purchased power” on the Condensed Statements of Income.

8


  The Company also received revenues of approximately $0.6 million and $0.1 million for each of the three month periods ended September 30, 2003 and September 30, 2002, and $0.8 million and $0.2 million for the nine month periods ended September 30, 2003 and September 30, 2002, respectively, from Black Hills Wyoming, Inc., an indirect subsidiary of Black Hills Corporation, for the transmission of electricity.

(7)  

       LEGAL PROCEEDINGS


  Fires

  In September 2001, a fire, which is known as the Hell Canyon Fire, occurred in the southwestern portion of the Black Hills region of South Dakota. The State of South Dakota has alleged that the fire occurred when a high voltage electrical span maintained by the Company broke and electrical arcing from the severed line ignited dry grass. The fire burned approximately 10,000 acres of land owned by the Black Hills National Forest, the Oglala Sioux Tribe and other private landowners. The State of South Dakota initiated litigation against the Company in the Seventh Judicial Circuit Court, Fall River County, South Dakota, on January 31, 2003. The complaint seeks recovery of damages for alleged injury to timber, fire suppression and rehabilitation costs. A claim for treble damages is asserted with respect to the claim for injury to timber. The United States Forest Service has asserted substantially similar claims against the Company. The Company’s investigation into the cause and origin of the fire is still pending. The total amount of damages claimed by the State of South Dakota and the United States are not specified in their complaints. The Company has denied all claims and will vigorously defend this matter, the timing or outcome of which is uncertain.

  In June 2002, a forest fire, sometimes referred to as the Grizzly Gulch Fire, damaged approximately 11,000 acres of private and governmental land located near Deadwood and Lead, South Dakota. The fire destroyed approximately 20 structures and caused the evacuation of the cities of Lead and Deadwood for approximately 48 hours.

  The cause of the Grizzly Gulch Fire was investigated by the State of South Dakota. Contact between power lines owned by the Company and undergrowth was alleged to be the cause. The Company has initiated its own investigation into the cause of the fire, including the hiring of expert fire investigators and that investigation is continuing.

  The State of South Dakota initiated a civil action in the Seventh Judicial Circuit Court, Pennington County, South Dakota seeking recovery of damages for fire suppression, reclamation and remediation costs, and treble damages for injury to trees. The United States government initiated a civil action in U.S. District Court, District of South Dakota, asserting similar claims. Neither the State of South Dakota nor the United States specified the amount of their alleged damages. In addition, the Company has been notified of potential private civil claims for property damage and business loss. The Company has denied all claims and will vigorously defend this matter. The State of South Dakota has joined its claim in the federal action.

  If it is determined that power line contact was the cause of either fire and that the Company was negligent in the maintenance or operation of those power lines, the Company could be liable for some or all of the damages related to these claims.

9


  Although the Company cannot predict the outcome or the viability of potential claims with respect to either fire, based on information currently available, management believes that any such claims, if determined adversely to the Company, will not have a material adverse effect on the Company’s financial condition or results of operations.

  Ongoing Proceedings

  The Company is subject to various other legal proceedings, claims and litigation which arise in the ordinary course of operations. In the opinion of management, the amount of liability, if any, with respect to these actions would not materially affect the financial position or results of operations of the Company.

ITEM 2.            RESULTS OF OPERATIONS

Three Months Ended
September 30
Nine Months Ended
September 30
2003
2002
2003
2002
(in thousands)
Revenue     $ 46,268   $ 45,291   $ 129,238   $ 120,786  
Operating expenses    31,773    29,316    90,493    77,131  




Operating income   $ 14,495   $ 15,975   $ 38,745   $ 43,655  




Income from  
  continuing  
  operations   $ 6,772   $ 8,304   $ 18,193   $ 22,918  





  The following table provides certain operating statistics:

Three Months Ended
September 30
Nine Months Ended
September 30
2003
2002
2003
2002
Firm (system) sales - MWh      545,300    510,500    1,498,100    1,466,000  
Off-system sales - MWh    204,700    317,600    684,500    688,700  

  Three Months Ended September 30, 2003 Compared to Three Months Ended September 30, 2002. Electric utility revenues increased 2 percent for the three-month period ended September 30, 2003, compared to the same period in the prior year. The increase in revenue was primarily due to a 5 percent increase in firm system electric sales, partially offset by an 8 percent decrease in off-system electric sales. Firm residential, commercial, industrial and wholesale electricity revenues increased 6 percent, 3 percent, 1 percent and 6 percent, respectively. Degree days, which is a measure of weather trends, were 12 percent above last year and 45 percent above normal. Off-system electric revenue decreased 8 percent due to a 36 percent decrease in off-system megawatt-hour sales, partially offset by a 43 percent increase in average prices received.

10


  Electric operating expenses increased 8 percent for the three month period ended September 30, 2003, compared to the same period in the prior year. The increase in operating expenses was primarily due to an increase in fuel and purchased power costs and an increase in depreciation expense. Purchased power and fuel costs increased $1.8 million due to higher purchased power costs and gas prices, partially offset by an 87,050 megawatt-hour decrease in gas generation and megawatt-hours purchased. The CIG average price was $4.29/mmBtu for the three months ended September 30, 2003, compared to $1.29/mmBtu for the same period in 2002. The price per megawatt-hour from our gas generation averaged $53.79 for the three months ended September 30, 2003, compared to $37.20 per megawatt-hour for purchased power, thereby making it more economical for us to purchase power for our peaking needs when it was available rather than generate energy from our gas turbines. The average price per megawatt-hour from our gas generation was $23.33 for the three months ended September 30, 2002 compared to $26.54 per megawatt-hour for purchased power for the same time period. Depreciation expense increased $0.4 million primarily due to the depreciation associated with the combustion turbines.

  Interest expense increased $0.5 million for the three month period, primarily due to interest associated with the $75 million first mortgage bonds issued in August 2002.

  Net income decreased $1.5 million primarily due to the decrease in off-system electric revenue and increases in fuel and purchased power expense, interest expense and depreciation expense, partially offset by an increase in firm system electric sales.

  Nine Months Ended September 30, 2003 Compared to Nine Months Ended September 30, 2002. Electric utility revenues increased 7 percent for the nine-month period ended September 30, 2003, compared to the same period in the prior year. The increase in revenue was primarily due to a 2 percent increase in firm system electric megawatt-hour sales; a 28 percent increase in average prices received for off-system sales offset by a 1 percent decrease in off-system megawatt-hour sales; and increased transmission revenues. Residential and commercial revenues increased 2 percent. Industrial revenues decreased 5 percent, primarily due to the closing of Homestake Gold Mine and Federal Beef Processors.

  Electric operating expenses increased 17 percent for the nine-month period ended September 30, 2003 compared to the same period in the prior year. The increase in operating expense was primarily due to a $7.4 million increase in purchased power costs, a $1.8 million increase in fuel expense, and increased depreciation and general and administrative expenses. Purchased power and fuel costs increased primarily due to higher gas prices. The CIG average price was $4.02/mmBtu for the first nine months of 2003, compared to $1.79/mmBtu for the same period in 2002. The price per megawatt-hour from our gas generation averaged $44.92 for the nine months ended September 30, 2003, compared to $33.86 per megawatt-hour for purchased power, thereby making it more economical for us to purchase power for our peaking needs when it was available rather than generate energy from our gas turbines. The average price per megawatt-hour from our gas generation was $24.41 for the nine months ended September 30, 2002 compared to $26.92 per megawatt-hour for purchased power for the same time period. Depreciation expense increased due to additional expense related to combustion turbines. The Lange combustion turbine was placed in service in March 2002. A $1.6 million increase in pension expense contributed to the increase in general and administrative expense.

11


  Interest expense increased $2.6 million for the nine-month period, primarily due to interest associated with the $75 million first mortgage bonds issued in August 2002.

  Net income decreased $4.7 million, primarily due to the increase in fuel and purchased power expense, depreciation expense and pension expense, partially offset by an increase in off-system electric and transmission revenues.

Forward Looking Statements

  Some of the statements in this Form 10-Q include “forward-looking statements” as defined by the Securities and Exchange Commission, or SEC. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this Form 10-Q that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements. These forward-looking statements are based on assumptions, which we believe are reasonable based on current expectations and projections about future events and industry conditions and trends affecting our business. However, whether actual results and developments will conform to our expectations and predictions is subject to a number of risks and uncertainties that, among other things, could cause actual results to differ materially from those contained in the forward-looking statements, including:

        the effects on our business resulting from the financial difficulties of other energy companies, including the effects on liquidity in the energy marketing and power generation businesses and markets and perceptions of the energy and energy marketing business;

        the effects on our business resulting from a lowering of our credit rating (or actions we may take in response to changing credit ratings criteria), including demands for increased collateral by our current or new counterparties, refusal by our current or potential counterparties or customers to enter into transactions with us and our inability to obtain credit or capital in amounts or on terms favorable to us;

        capital market conditions;

        unanticipated developments in the western power markets, including unanticipated governmental intervention, deterioration in the financial condition of counterparties, default on amounts due from counterparties, adverse changes in current or future litigation, market disruption and adverse changes in energy and commodity supply, volume and pricing and interest rates;

        pricing and transportation of commodities;

        population changes and demographic patterns;

12


        prevailing governmental policies and regulatory actions with respect to allowed rates of return, industry and rate structure, acquisition and disposal of assets and facilities, operation and construction of plant facilities, recovery of purchased power and other capital investments, and present or prospective wholesale and retail competition;

        the continuing efforts by or on behalf of the State of California to restructure its long-term power purchase contracts and efforts by regulators and private parties in several western states to recover refunds for alleged price manipulation;

        changes in and compliance with environmental and safety laws and policies;

        weather conditions;

        competition for retail and wholesale customers;

        market demand, including structural market changes;

        changes in tax rates or policies or in rates of inflation;

        changes in project costs;

        unanticipated changes in operating expenses or capital expenditures;

        technological advances by competitors;

        competition for new energy development opportunities;

        the cost and other effects of legal and administrative proceedings that influence our business;

        the effects on our business, including the availability of insurance, resulting from terrorist actions or responses to such actions; and

        other factors discussed from time to time in our filings with the SEC.

  New factors that could cause actual results to differ materially from those described in forward-looking statements emerge from time to time, and it is not possible for us to predict all such factors, or the extent to which any such factor or combination of factors may cause actual results to differ from those contained in any forward-looking statement. We assume no obligation to update publicly any such forward-looking statements, whether as a result of new information, future events, or otherwise.

13


ITEM 4.            CONTROLS AND PROCEDURES

  Evaluation of Disclosure Controls and Procedures

  Our Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (Exchange Act)) as of September 30, 2003. Based on their evaluation, they have concluded that our disclosure controls and procedures are adequate and effective to ensure that material information relating to us that is required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported within the required time periods.

  Changes in Internal Control Over Financial Reporting

  During the period covered by this Quarterly Report on Form 10-Q, there have been no changes in our internal control over financial reporting that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

14


BLACK HILLS POWER, INC.

Part II — Other Information

Item 1.  

                   Legal Proceedings


  For information regarding legal proceedings, see Note 11 in Item 8 of the Company’s 2002 Annual Report on Form 10-K and Note 7 of our Notes to Condensed Financial Statements in this Quarterly Report on Form 10-Q, which information from Note 7 is incorporated by reference into this item.

Item 6.  

                   Exhibits and Reports on Form 8-K


  (a)       Exhibits—

              Exhibit 31.1     Certification pursuant to Rule 13a - 14(a) of the Securities Exchange Act of 1934,
                                     as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

              Exhibit 31.2     Certification pursuant to Rule 13a - 14(a) of the Securities Exchange Act of 1934,
                                     as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

              Exhibit 32.1     Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                                     Section 906 of the Sarbanes-Oxley Act of 2002.

              Exhibit 32.2      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                                      Section 906 of the Sarbanes-Oxley Act of 2002.

  (b)        Reports on Form 8-K

               We filed no reports on Form 8-K during the quarter ended September 30, 2003.

15


BLACK HILLS POWER, INC.

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 thereunto duly authorized.

              BLACK HILLS POWER, INC.

              /s/ Daniel P. Landguth                    
Daniel P. Landguth, Chairman and
Chief Executive Officer

              /s/ Mark T. Thies                             
Mark T. Thies, Executive Vice President and
Chief Financial Officer

Dated: November 13, 2003

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EXHIBIT INDEX

Exhibit Number  

Description


Exhibit 31.1  

Certification pursuant to Rule 13a – 14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes – Oxley Act of 2002.


Exhibit 31.2  

Certification pursuant to Rule 13a – 14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes – Oxley Act of 2002.


Exhibit 32.1  

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


Exhibit 32.2  

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


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