Form 10-K/A


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549
Form 10-K/A
Amendment No. 1
x
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2011
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________________ to __________________
 
Commission File Number 001-31303
BLACK HILLS CORPORATION
Incorporated in South Dakota
625 Ninth Street
IRS Identification Number
 
Rapid City, South Dakota  57701
46-0458824
Registrant's telephone number, including area code
(605) 721-1700
 
 
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Name of each exchange
on which registered
Common stock of $1.00 par value
 
New York Stock Exchange

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes           x           No           o

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes           o           No           x

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           o

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).
Yes           x           No           o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    x

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act).
Large accelerated filer    x 
Accelerated filer    o
Non-accelerated filer   o
Smaller reporting company o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes           o           No           x

State the aggregate market value of the voting stock held by non-affiliates of the Registrant.
At June 30, 2011                                  $1,169,775,169

Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date.
Class
Outstanding at January 31, 2012
Common stock, $1.00 par value
43,929,272

shares

Documents Incorporated by Reference
Portions of the Registrant's Definitive Proxy Statement being prepared for the solicitation of proxies in connection with the 2012 Annual Meeting of Stockholders to be held on May 23, 2012, are incorporated by reference in Part III of this Form 10-K.





EXPLANATORY NOTE

We filed the Annual Report on Form 10-K for the year ended December 31, 2011 for Black Hills Corporation (the “Company”) with the Securities and Exchange Commission on February 29, 2012 (the “Original Filing”).  We are filing this Amendment No. 1 on Form 10-K/A (“Amendment 1”) for the sole purpose of filing Exhibit 10.19, which was unintentionally omitted from the Original Filing. 
Except as described above, no other changes have been made to the Original Filing, and this Amendment 1 does not otherwise amend, update or change the financial statements or disclosures in the Original Filing.



PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

3. Exhibits

Exhibit Number
Description
10.19†
Form of Non-Disclosure and Non-Solicitation Agreement for Certain Employees.
 
 
31.1
Certification of Chief Executive Officer pursuant to Rule 13a - 14(a) of the Securities Exchange Act of 1934.
 
 
31.2
Certification of Chief Financial Officer pursuant to Rule 13a - 14(a) of the Securities Exchange Act of 1934.
____________________
†    Indicates a board of director or management compensatory plan.





SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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/ ANTHONY S. CLEBERG
 
 
 
Anthony S. Cleberg, Executive Vice President
 
 
 
and Chief Financial Officer
Dated:
March 1, 2012
 





INDEX TO EXHIBITS

Exhibits
Exhibit Number
Description
10.19†
Form of Non-Disclosure and Non-Solicitation Agreement for Certain Employees.
 
 
31.1
Certification of Chief Executive Officer pursuant to Rule 13a - 14(a) of the Securities Exchange Act of 1934.
 
 
31.2
Certification of Chief Financial Officer pursuant to Rule 13a - 14(a) of the Securities Exchange Act of 1934.
_________________________
†    Indicates a board of director or management compensatory plan.