As Filed with the Securities and Exchange Commission on July 25, 1996
                        Registration No. 33-54329







                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549


                       POST EFFECTIVE AMENDMENT NO. 1


                                 FORM S-3

                           REGISTRATION STATEMENT
                                  UNDER
                         THE SECURITIES ACT OF 1933




                          BLACK HILLS CORPORATION
                (Exact name of registrant as specified in its charter)


             SOUTH DAKOTA                                   46-0111677

       (State or other jurisdiction of                    (I.R.S. Employer
       incorporation or organization)                     Identification No.)








           625 NINTH STREET, P. O. BOX 1400, RAPID CITY, SOUTH DAKOTA 57709
                                (605) 348-1700
    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)




                               DALE E. CLEMENT
                        Senior Vice President--Finance
                           Black Hills Corporation
                               625 Ninth Street
                        Rapid City, South Dakota  57701
                                (605) 348-1700
(Name, address, including zip code, and telephone number, including area code,
                              of agent for service)




                                   COPIES TO

                                DAVID E. MORRILL
                           Morrill Thomas & Nooney LLP
                         625 Ninth Street, P. O. Box 8108
                        Rapid City, South Dakota 57709-8108


                              BLACK HILLS CORPORATION

                    Deregistration of Unsold First Mortgage Bonds


        Pursuant  to  its  Registration Statement on Form S-3 (Registration No.
33-54329), Black Hills Corporation  registered $100,000,000 aggregate principal
amount  of  its First Mortgage Bonds.   At  the  date  of  this  Post-Effective
Amendment, $10,000,000  aggregate  principal  amount  of  First  Mortgage Bonds
registered  under  the  above-referenced Registration Statement remain  unsold.
Black Hills Corporation hereby  deregisters  the  First Mortgage Bonds not sold
pursuant to such Registration Statement.


                                                          SIGNATURE
                                                         -------------

        Pursuant  to  the  requirements  of the Securities  Act  of  1933,  the
Registrant has duly caused this Post-Effective  Amendment No. 1 to Registration
Statement  to  be  signed  on  its  behalf by the undersigned,  thereunto  duly
authorized, in the City of Rapid City, State of South Dakota on July 25, 1996.


                                               BLACK HILLS CORPORATION


                                               /S/ DALE E. CLEMENT
                                               Dale E. Clement
                                               (SENIOR VICE PRESIDENT-FINANCE)



        Pursuant to the requirements  of the Securities Act of 1933, this Post-
Effective Amendment No. 1 to Registration  Statement  has  been  signed  by the
following persons on July 25, 1996 in the capacities indicated.


/S/ DANIEL P. LANDGUTH               Director and Principal Executive Officer
Daniel P. Landguth
(Chairman, President and Chief
Executive)


/S/ DALE E. CLEMENT                  Director and Principal Financial Officer
Dale E. Clement
(Senior Vice President - Finance)


/S/ GARY R. FISH                     Principal Accounting Officer
Gary R. Fish
(Controller)


/S/ GLENN C. BARBER                  Director
Glenn C. Barber


/S/ BRUCE B. BRUNDAGE                Director
Bruce B. Brundage


/S/ KIRK E. DEAN                     Director
Kirk E. Dean


                                     Director
Michael B. Enzi


/S/ JOHN R. HOWARD                   Director
John R. Howard


/S/ EVERETT E. HOYT                  Director
Everett E. Hoyt


/S/ KAY S. JORGENSEN                 Director
Kay S. Jorgensen