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                                  UNITED STATES
                       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


          Date of Report (Date of earliest event reported): May 7, 2004


                            NorthWestern Corporation
             (Exact name of registrant as specified in its charter)


          Delaware                       0-692                  46-0172280
(State or other jurisdiction    (Commission File Number)       (IRS Employer
      of incorporation)                                      Identification No.)

             125 South Dakota Avenue                      57104
            Sioux Falls, South Dakota                   (Zip Code)
         (Address of principal executive
                    offices)

                                 (605) 978-2908
                             (Registrant's telephone
                          number, including area code)



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Item 5.         Other Events and Regulation FD Disclosure.

On May 7, 2004, NorthWestern  Corporation (the "Company") issued a press release
discussing  results  for the  first  quarter  of 2004.  The press  release  also
discussed the Company's  previously  announced Chapter 11 filing and provided an
update on the recent sale of the assets and business of Expanets, Inc. to Avaya,
Inc. and recent sales of assets by Blue Dot Services,  Inc. 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.

Item 7.      Financial Statements and Exhibits

EXHIBIT NO.  DESCRIPTION OF DOCUMENT
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99.1*        Press Release of NorthWestern Corporation dated May 7, 2004
* filed herewith


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                                   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.


                            NorthWestern Corporation


                            By:   /s/ Roger P. Schrum
                                 -----------------------------------------------
                                 Roger P. Schrum
                                 Vice President of Human Resources and
                                 Communications


Date:  May 7, 2004


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                                Index to Exhibits
                                -----------------

EXHIBIT NO.  DESCRIPTION OF DOCUMENT
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99.1*        Press Release of NorthWestern Corporation dated May 7, 2004
* filed herewith


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