**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, DC  20549**

**Form 10-K**

                

| x      | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934     |
|--------|------------------------------------------------------------------------------------------|
|   |                                                                                     |
|        | For the fiscal year ended December 31, 2008                                              |
|   |                                                                                     |
| 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 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, including area code: (605) 721-1700                                               |
|                                                                                                                  |   |                                 |
| Securities registered pursuant to Section 12(b) of the Act:         None |
|                                                                                                                  |   |                                 |
| Securities registered pursuant to Section 12(g) of the Act:         None |

 

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

|   | Yes | o | No | x |
|--------|-----|---|----|---|

 

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 | x | No | o |
|--------|-----|---|----|---|

 

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 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.  

 

|   | This paragraph is not applicable to the Registrant. | 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 | o | Accelerated filer | o | Non-accelerated filer | x | 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.

 

All outstanding shares are held by the Registrant’s parent company, Black Hills Corporation.  Accordingly, the aggregate market value of the voting common stock of the Registrant held by non-affiliates is $0.

 

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 February 28, 2009 |
|-------------------------------|----------------------------------|
| Common stock, $1.00 par value | 23,416,396 shares                |

 

**Reduced Disclosure**

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

 

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