SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549


                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                                December 18, 2002
- --------------------------------------------------------------------------------
                                 Date of Report

                            NORTHWESTERN CORPORATION
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

                                   DELAWARE
- --------------------------------------------------------------------------------
                 (State or other jurisdiction of incorporation)

             0-692                                     46-0172280
- --------------------------------------------------------------------------------
     (Commission File No.)                (IRS Employer Identification Number)

                      125 South Dakota Avenue, Suite 1100
                        Sioux Falls, South Dakota  57104
- --------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)

                                  (605) 978-2908
- --------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)





Item 5.   OTHER EVENTS
- ------

     On December 18, 2002, NorthWestern Corporation (the "Company") issued a
press release announcing that the Company had entered into a new $390 million
senior secured term loan credit facility with Credit Suisse First Boston. The
press release is included as Exhibit 99.1 hereto and is incorporated herein by
reference. The press release contains forward-looking statements regarding the
Company and includes a cautionary statement identifying important factors that
could cause actual results to differ materially from those anticipated.


                                       1






Item 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS, AND EXHIBITS
- ------

(c)  Exhibits
     --------

Exhibit
Number                            Description
- -------                           -----------

99.1       Press Release of NorthWestern Corporation, dated December 18, 2002


                                       2






                                   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 hereunto duly authorized.

     Date:  December 18, 2002

                                   NORTHWESTERN CORPORATION


                                   By:  /s/ Kipp D. Orme
                                      ------------------------------------
                                      Kipp D. Orme
                                      Vice President and Chief Financial Officer


                                       3





                                 EXHIBIT INDEX

Exhibit
Number                            Description
- -------                           -----------

99.1       Press Release of NorthWestern Corporation, dated December 18, 2002


                                       4