EXHIBIT 10(z)
     1997

     EXECUTIVE

     GAINSHARING PROGRAM


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                    1997 EXECUTIVE GAINSHARING PROGRAM



The  Executive  Gainsharing  Program is one of three sections of a Company-wide
gainsharing  program.   Other work  units  participating  in  the  Company-wide
program are the Bargaining Unit and a program for the Staff.  Each of the three
work units have goals established  in which participants can directly influence
the results.  The maximum award that  any  participant  may  receive  is  three
percent.

This  program  is  designed  for  the  officers  in  the  following  positions:
Chairman,  President  and  CEO; President and COO; Sr. Vice President, Finance;
Vice    President,    Administration;    Vice    President,    Power    Supply;
Secretary/Treasurer, and Vice President of Development/Controller.


                       BLACK HILLS CORPORATION
              1997 EXECUTIVE GAINSHARING PROGRAM GOALS

I.   SAFETY GOAL (1%)

   This category has a  total  award value of 1%.  The category is comprised of
   safety goals dependent on each other.  The goals are:

   A.  Motor Vehicle Accidents
   B.  OSHA Lost Time Accidents

   To receive a 1% award, the Company  average  must  be  less  than  the  NCEA
   average  at year-end in each respective area.  In addition, each participant
   in  this plan  will  attend  a  safety  presentation  and  ensure  in  their
   respective  area(s)  of  responsibility  that  a  minimum of four (4) safety
   presentations  are presented to the workforce classified  as  "staff  -  non
   bargaining unit."

II. O&M EXPENSE REDUCTION GOAL (1%)

   This goal has a  total  award  value of 1%.  For an award to be paid in this
   category,  a reduction in the O&M  budget  must  occur.   Participants  will
   receive 0.5%  for  each 1% that actual O&M expense is less than budgeted O&M
   expense, not to exceed the award value of 1%

III. COMPANY STRATEGIC DIRECTION GOAL (1%)

   The goal has a total  award  value  of 1%.  Participants will develop a plan
   representing their respective area of  responsibility  in  relation  to  the
   strategic  organizational  direction  the  Company  will model in five years
   given the information known at the present time.  At  year-end, the CEO will
   determine  to  what  degree  the  goal has been achieved.  Awards  for  each
   participant can be made in 1/4% increments not to exceed 1%.


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NOTE:  For each MVA, LTA, or public liability  an  individual employee has, the
equivalent  of  a  1%  award will be deducted from their  award  as  previously
calculated.  (An employee  could lose the entire 3% potential award should they
incur three of the above mentioned incidents.)

STOP  LOSS: The basic goal of  gainsharing  is  to  reduce  costs.   Therefore,
employees  who have a MVA, LTA, public liability, operations or property damage
loss in excess  of  $10,000 and are found to be at fault will be ineligible for
any Gainshare Award that  year.   An  incident  that  occurs  in  one  year but
accumulates  expenses  in  more  than  one  year  would  affect  an  employee's
Gainsharing  Award  in  the  year  expenses  reach  $10,000.   The  Gainsharing
Committee will address special situations and determine effect.


                 GUIDELINES

The  program  will be comprised of a one year period starting January 1,  1997,
through December  31,  1997.   The  gainshare  program  calculations and payout
checks, if awarded, will be issued in the first quarter of the following year.

An individual employee's gainsharing bonus, if any, will  be  paid on gross pay
as it appears on the employee's W-2.  This includes regular, paid time off, and
other forms of compensation.

An  employee  who  transfers  between  one  of the three gainshare programs  as
defined in the 1997 Gainsharing Program will  have  their  gainshare  bonus, if
awarded,  based  upon  where the greatest amount of time worked occurred.   The
maximum gainsharing award an employee may receive is 3%.

Anyone terminated from employment  with  Black  Hills  Corporation  before  the
completion  of  the  program  will  not  be eligible for any gainsharing bonus.
Exceptions would be death, permanent disability or retirement.


    BOARD OF DIRECTORS RETAIN DISCRETION

This Plan is not at any time a contract of  employment.   The  Company reserves
the right to change this Plan whenever and in any manner it deems  appropriate.
Irrespective  of  changes  in  the Plan, no rights are vested.  All awards  are
earned  only  when  and  if  finally   approved   by  the  Board  of  Directors
notwithstanding anything contained in the Plan that  may  be construed to be to
the contrary.

The  Board of Directors, in its sole and absolute discretion,  may  decline  to
approve  any  award,  though  the  participant  may  have  achieved or exceeded
threshold and target levels of performance.  Setting a threshold  or  target of
performance  for any participant does not constitute a promise to pay an  award
even if the participant  meets  the  threshold  or  target  of performance.  In
determining whether to make an award and the amount of the award,  the Board of
Directors may consider criteria other than or in addition to the threshold  and
target  performance  determined  under  this  Plan.   Nothing in this Plan is a
promise  by the Company or any of its subsidiaries to continue  to  employ  any
participant for any period of time.