Good day everyone and welcome to the NorthWestern Energy Corporation, year-end 2012 financial results conference call. Today’s call is being recorded. At this time I would like to turn the conference over to Mr. Dan Rausch. Please go ahead sir.

Good afternoon and welcome to NorthWestern Corporation’s financial results conference call and webcast for the quarter ended December 31, 2012. NorthWestern’s results have been released and that release is available on our website at www.northwesternwnergy.com. We also filed our 10-K after the market closed yesterday. Joining us on the call today are Bob Rowe, President and CEO; Brian Bird, Chief Financial Officer; Kendall Kliewer, Controller; Heather Grahame, General Council; and Travis Meyer, Director of Investor Relations. This presentation contains forward-looking statements within the meaning of the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based upon our current expectations and speak only as of this date. Our actual results may differ materially and adversely from those expressed in the forward-looking statements as a result of various factors, including those listed on our Annual Report on Form 10-K, recent and forth coming 10-Qs, recent form 8-Ks and other filings with the SEC. We undertake no obligation to revise or publicly update our forward-looking statements for any reason. Following this presentation today, those who are joining by teleconference will be able to ask questions. A replay of today’s call will be available beginning at 5 O’clock Eastern time today through March 14, 2013. To access the replay dial 888-203-1112 and then access code 7514599. The number again is 888-203-1112 and then the code is 7514599. With that, I’ll turn it over to President and CEO, Bob Rowe.

Thank you Dan and thank you all for joining us this afternoon. We just finished our Board of Directors meeting, not long before this call and I was reminded once again of how our very strong Board of Directors is one of the keys to this company’s success. Our net income and cash flow from operations improved in 2012 compared with 2011. Brian will talk about that in much more detail in just a minute. On the operations side, in August we completed the purchase of our natural gas production assets in Northern Montana’s Bear Paw Basin for approximately $20 million. In November we received a final order approving our revenue request on the Battle Creek gas production fields and gathering system, which we acquired in 2010. In November we purchased the Spion Kop wind project, which was a turnkey project built for us in Montana and placed that into commercial operations in the fourth quarter. Also concerning electric supply, we continued construction on a 60-megawatt peaking facility located in Aberdeen, South Dakota, which we expect to achieve commercial operation before the 2013 summer season. Yesterday the Board of Directors increased our common stock dividend to $0.38 per share, payable on March 31, and that’s up from $0.37 per share. And now Brian will discuss our year-end 2012 financial results in more detail.

Thanks Bob. We reported net income of $98.4 million or $2.66 per fully diluted share for the year ended December 31, 2012, compared with consolidated net income of $92.6 million or $2.53 per fully diluted share for the year ended 2011. Summing up the year there were a few primary drivers. The higher gross margin of $52.2 million, largely due to a $47.9 million pretax gain associated with a favorable arbitration decision. We also experienced higher operating expenses of $40.5 million, primarily due to a charge of approximately $24 million in the third quarter, for the impairment of substantially all of the capitalized preliminary survey and investigative costs associated with the domestic project, and higher other operating expenses of $16.5 million primarily related to property taxes and depreciation. We didn’t see a reduction of interest expense of $1.8 million due to lower rates on debt outstanding and higher capitalization of accumulated funds used during construction on projects, and finally we had higher income tax of $8 million. Our diluted 2012 EPS was $2.66 per share, but we look at a few items as being somewhat unique this year. Those are listed in our press release, so I won’t go through them all now, but the net result would be that our normalized EPS for the year was $2.37 per share. That is lower than the normalized 2011 fully diluted EPS of $2.41, due primarily to the fact of the FERC ALJ initial decision that related to 2012, estimated to be about $0.12 a share. Recall that our original guidance for 2012 is a range of $2.35 to $2.50 per fully diluted share and we reduced that range after the third quarter to be in a range of $2.30 to $2.40 per share, due to the portion of the FERC ALJ…

Thank you Brian. I’ll start by giving you a summary of the results we achieved as a result of finally resolving the qualifying facility dispute that we had going on now for, say six or seven years. The arbitration decision was in our favor. I do want to recognize Brian for leading the team that worked very hard on that for so long. CELP is a qualifying facility in Montana, with which we have a purchase power agreement that runs through June of 2024. We’ve been in litigation with CELP since 2007 over how to determine energy and capacity rates under the purchase power agreement. On November 1, 2012, an arbitration panel drew the final award in our favor. Based on the clarity provided by the final award, regarding rate calculation for 2006 through the remainder of the PTA, we’ve updated the calculation; our QF liability and we recorded a pretax gain of $47.9 million during the fourth quarter of 2012. And as Brian said, we anticipate interest expense related to the QF liability for the full year of 2013 will be approximately $2.3 million lower than comparable expense in 2012. The deadline that challenged the arbitration panel’s final award past on January 30, and CELP did not challenge the final award. During 2013 we expect the Montana Public Service Commission will review our filings and issue our final orders, consistent with the arbitration panel’s final award for the years July 1, 2006 through June 30, 2012. Now turning to the Dave Gates Generating Station allocation issue, which as you know caused us to defer $13.7 million. As we previously discussed in our financial results, a hearing was held in June of ‘12 before FERC administrative law judge to consider our proposed allocation methodology, which was challenged by interveners. The…

(Operator Instructions). And we’ll go first to Michael Kline of Sidoti & Co. Michael Kline - Sidoti & Co.: Hi. Good afternoon.

Hey Michael. Michael Kline - Sidoti & Co.: What is your timing for your next rate case in Montana? How are you thinking about that with DSIP?

We do an analysis on an annual basis to determine whether or not we need to file. Obviously right now we are in the midst of the gas case in Montana and have begun work on an electric filing in South Dakota. As you said, there are extensive investments and expenses associated with DSIP. So we certainly are going to have to be looking at that. Michael Kline - Sidoti & Co.: Okay, is the expectation I guess that the natural gas case will be behind us in Montana, South Dakota electric rate case will be implemented as well. So then really the next Montana electric rate cases will really just be centered on DSIP and the majority of the other investments will have already been recovered and you’ll be earning on that in rate base?

Potentially, yes. Obviously, there are ongoing investments in addition to DSIP and our base capital continues to increase as well. So, all of those would be reflected in any future Montana filing. Michael Kline - Sidoti & Co.: Okay, and last question. As it relates to the regulatory environment in Montana and the New Commission, does that slow the pace of how quickly you act on maybe natural gas acquisition or maybe another generating asset, just given the newness there and the relationship?

Not necessarily. This is, I think the first time probably since ‘92 that there have been four new commissioners out of five. They come with a lot of experience. They are working very hard and what we are trying to do is simply provide them as much information as we can across the business. Like tomorrow morning we have an informational meeting with virtually our entire executive team and the new commission. We want them to understand as much about the business, particularly from an operations perspective as possible and we want to be truly as transparent as we can. But in terms of slowing down the rate at which we might otherwise file, we always try to be respectful of the kind of the burden on the commission and the staff, but there’s nothing new there. I misspoke; its three of the five commissioners are new. Michael Kline - Sidoti & Co.: Okay, great. Thank you.

And your next question comes from Brian Russo of Ladenburg Thalmann. Brian Russo – Ladenburg Thalmann: Hey, good afternoon. Maybe you could just elaborate a little bit on the up to $100 million of equity. I see that an assumption of your 2013 guidance is fully diluted shares outstanding of $38.1 million, and it looks like it’s about up about 1 million shares from 2012. So just on a current stock price of $38.50, it looks like you had issue $38 million plus worth of stock in ‘13. Is that accurate?

You have to take into consideration, that $38.1 million is an average if you will through the year in terms of total, but I’m not going to give any more guidance. I did emphasize, you might have heard I emphasized, we may issue up to a total of a 100. There is certainly no guarantee that we’ll do that. But again, we are trying to manage our capital structure to stay within the 50% to 55% debt to cap. Brian Russo – Ladenburg Thalmann: Okay, and 55%, you are comfortable with that or do you feel more comfortable at 50%?

I think everybody would feel more comfortable in terms of looking for a higher rating down at 50%, but I think in terms of maintaining our ratings and continued progress of the business, we’d see our ratings would be trending upward, even at maintaining at the 55%, just based upon continued improvement in the business. Brian Russo – Ladenburg Thalmann: Okay. Now on the Dave Gates FERC ALJ issue, it’s about $0.12 of ongoing EPS that you guys are losing out on. What portion of that $0.12 is fuel?

Yes Brian, we are checking our figures here. I think probably about $0.03 to $0.04 of that $0.12. Brian Russo – Ladenburg Thalmann: Okay and you are going to file, if I understand correctly, the ALJ just threw the original fuel filing out, because she claimed you filed the wrong form. So are you going to re-file that and potentially recapture $0.03 to $0.04 out of the $0.12 this year?

Our first move was to file on all issues together. So put them in front of the full commission as a coherent package. We’ll see what the commission’s response is to that. Brian Russo – Ladenburg Thalmann: Okay. So you are going to wait for the FERC to rule on it in entirety and then maybe pursue and all, and if it doesn’t go your way, then maybe pursue fuel?

At this point, that’s our thinking, yes. Brian Russo – Ladenburg Thalmann : Okay, okay, and just to clarify, the up to $100 million, technically it’s the $100 million minus the equity issued last year, right.

That’s correct. The total we would do -- would be the most we would do is 100, which already includes the 28 that’s already been issued. Brian Russo – Ladenburg Thalmann : Okay, got you and then any more clarity or visibility on the options you have available when the purchase power agreement roll-off in ‘14? I mean we are already in February of ‘13. Obviously you can’t build something in a year to replace that contract. So is one scenario you look to acquire an asset and another scenario is you sign short-term PPAs to bridge the gap until you can develop a permit and then build a CCGT? Are those the options available?

Yes, you’re correct. The time until the next set of contracts expires is getting closer and the set of options I think really is very much as you described, looking at existing assets, continuing to some extent on the market, transitioning off of the market, and then a build option as we have said previously. The build option for a plant in Montana is the one under active consideration. Brian Russo – Ladenburg Thalmann: When are you guys filing your next IRP?

I’m pretty sure its December, end of the year. Brian Russo – Ladenburg Thalmann: December of ‘13?

Yes. Brian Russo – Ladenburg Thalmann: Okay. Thanks a lot.

Thank you.

We’ll take our next question from Jonathan Reeder of Wells Fargo. Jonathan Reeder – Wells Fargo: Good afternoon, gentlemen. Can you hear me?

Yes, Jonathan. Good afternoon. Jonathan Reeder – Wells Fargo: All right, a lot of my questions actually have already been asked, but do you feel like there were any surprises in the intervener testimony filed in the gas case? It looked to me that the MCC was kind of making a lot of the same arguments that have been made in the past couple of years. Is that a fair characterization?

I think I’ll just let the testimony speak for itself. Our case that we tried to come in conservatively, obviously was driven heavily by investments and it was a good time to make the filing, given what was happening on the supply side, softening the impact and then add to that the very good overall rate of return that we were able to offer. So consumer council testimony can speak for itself. Brian disagrees?

I think that’s a great answer. Jonathan Reeder – Wells Fargo: Are you still optimistic that I mean a settlement can be achieved at this stage or do you expect it to be fully litigated?

Well, I think it’s too early to answer that of course. We just saw the testimony probably at the same time you did last Friday. We are working through it and focused right now on preparing our discovery back to the interveners and then our response testimony. Jonathan Reeder – Wells Fargo: Okay. Do you have any reason to believe that, I mean with the new composition on the MPSC, that the tone will be any different in 2013 than it has been in recent years?

That’s a big question. What I would say is the commissioners again are taking their jobs very seriously, working hard, those who are new working hard to learn all the issues and we are sincerely looking forward to working with them. Jonathan Reeder – Wells Fargo: Okay. And then Bob, did I understand you correctly, when you filed the environmental recovery in South Dakota, is that going to be a full blown rate case or is it just for the rider?

No, it would be a full-blown rate case. In fairness, a large part because of the investments they made in supply decades ago, we’ve been out now, our electric rates have been basically stable for three decades. So the commission I think reasonably expects to have a full look. Jonathan Reeder – Wells Fargo: Okay, and then just kind of last question, a little clarity. So in the K you kind of gave more of a full picture of the CapEx budget than I guess you have in the past. Is there, I mean, anything to read into the fact that you only have the environmental in addition to the distribution and the maintenance or should we still look at it as kind of the potential projects that you outlined as well, could still follow-up in that period?

Yes, I think the best way to answer to that Jonathan is, on the supply front those are primarily the projects associated with the environmental compliance in South Dakota and these are projects that if you remember the chart that we provide to investors, it lists out our projects. In addition to our maintenance we list out our growth projects. These capture those projects that are identified. Obviously this CapEx wouldn’t capture any, let say gas acquisitions or other supply opportunities like that, things that aren’t known at this point. Jonathan Reeder – Wells Fargo: Okay. Alright, thank you very much.

And we’ll go now to Paul Ridzon of KeyBanc. Paul Ridzon – KeyBanc: Good afternoon.

Hey Paul. Paul Ridzon – KeyBanc: One of the big drivers in your earnings bridge from ‘12 to ‘13 is pension costs. Can you kind of give some background on what’s happening there, and I thought you had a pension track in Montana. How does that dynamic work into it?

Yes, we have it in our pension. It’s not necessarily a pension track. We had an accounting order several years’ back when we did a major funding. I believe it was 2008 that we paid $92 million contribution in our pension fund, in order for that to be treated, to smooth out if you will from an expense standpoint, we had an accounting order to spread that out. Well, the final year of that was 2012. So on a going forward basis what you are going to see really from a pension expense is going of to be equal to our contribution if you will, and our expectation is in the $9 million to $10 million range for pension contribution on a going forward basis and thus the big drop in pension funding. Now, we’ve known this obviously for some period of time and so as we laid out the DSIP program, we also as you might recall got an accounting order to, if you will, capitalize the expenses in ‘11 and ‘12, associated with kind of the beginning costs of the DSIP program and start to amortize those two expense in 2013 and any incremental expense in 2013 would actually hit the books in that year. So to partially offset this drop in pension expense, we knew that we were going to have increased expense from the DSIP perspective, and that’s how we laid this out, to try and minimize the impact on customers. Paul Ridzon – KeyBanc: Any thought on it from another pension smoothing mechanism?

Well, Paul I think from our perspective, I think because we’ve done a good job of managing our pension fund, its certainly with funding in prior years, we don’t see a big impact on pension expense on a going forward basis. So we don’t anticipate a need for a pension tracker at this time. Paul Ridzon – KeyBanc: Great, and did you change any actuary assumptions in your pension accounting?

We do indeed and we share those information in the 10-K. I would have to tell you that they are pretty conservative in terms of assumptions and we can look those up for you if you’d like to see them. Paul Ridzon – KeyBanc: I can dig them up. Thanks.

Thanks.

Your next question comes from Chris Ellinghaus of Williams Capital.

Hey guys, how are you?

Hey Chris.

Brian, what’s your normalized interpretation of the fourth quarter?

Normalized interpretation in total from an earnings perspective?

Yes.

I think we’ve done that on a full year basis. I have to look something up to try and see it on a quarterly basis. Obviously we shared in our press release on a full year basis. On the quarter front, what we’ve effectively done, this is getting from $1.57 if you will for the quarter on reported EPS, we added back $0.06 from weather perspective. Again, we had mild weather if you will in the fourth quarter, so we added back $0.06. We did subtract out $0.79 associated with the QF arbitration decision and we subtracted out $0.06 for our income tax adjustment, which is a benefit from the Montana NOL that you’ve seen in the prior year as well. So net-net around $0.79; excuse me, it’s minus the $0.79, down to an adjusted EPS of $0.78 a share.

Got you, okay. Have you done any engineering or permitting at all for your new plant for Montana?

No, not at a specific engineering level, no.

Okay. What do you see the lead-time from basically scratch to operation for a gas plant in Montana today?

Probably a minimum of two years.

Okay. Is there anything currently for sale in Montana that you know of?

I think that was the question I wasn’t going to answer.

Okay. Well, I wasn’t going to ask you about that one specific one you don’t want to answer. I was wondering if there was anything else.

Well, there certainly has been discussion about the SME plant in Great Falls. Beyond that, no comment.

Okay. And Brian, as far as equity goes, is there sort of a maximum size that you can get to drill a plant to?

It can be we’re to increase the size of our ESP program?

I’m just thinking in terms of, at 55.8% you still have the ways to go, to get into your range and then I would imagine you would like to make some progress on that at some point. So I’m just thinking, going forward what you might do with drill plan or with something else.

I think basic thought process is kind of the 15% of your market cap. But Chris, I mean, from our perspective, your pointing about ways to go. We are slightly outside if you look at that 0.8, but we do feel comfortable if we can hover on the upper end of that range, the 50% to 55% that we don’t see a need to have to get to the middle of that range or the bottom of that range, we believe that we can hover around that 55%. And I’d also say and we’ve said this at prior -- people have asked about longer terms, equity needs, public forms in the past and we made a comment that other than the projects that we’ve noted today and its difficult for you to see on an earnings call I guess, but the project we’ve identified is our green project. Those projects that are knowing and we’re moving forwarded with. Other than what’s in the ESP program, we do not need additional equity to fund those projects. So also the maintenance, all the CapEx that you see in the 10-K, we need no additional equity to finance those capital programs, other than equity within this ESP program.

So Ken, would it be fair to say that the next big tipping point for equity requirements is the Montana generation?

If in fact we were to buy or build Montana generation that would be fair. Another thing Chris, it would be fair as depending on any size, on any gas acquisitions on the gas reserve standpoint. That could have an impact as well.

Okay, great. Thanks a lot guys.

Thank you.

Thank you.

(Operator Instructions). And we’ll go to Andrew Levi of Avon Capital.

Hi, good afternoon guys.

Hey Andy.

Just back on the gas reserves, any update on kind of what the market looks like as far as stuff for sale or potential acquisitions. Any type of color you can give us on where you are on that?

Just very generally that there is a market and that we used the phrase before kicking tires and then as we’ve gotten into it, going for a test-drive. We are certainly still actively looking in the market and we think with the commission’s decision and some of the comments from the commission, that it’s a direction that is supported; we are taking that to heart.

And as you hoped to have something announced before second half of the year?

Probably won’t comment on that either.

Okay. Thank you very much.

Thank you.

At this time there appear to be no further questions. I’d like to turn things back over to management for any closing or additional remarks.

Thank you all for your interest in the company. They were good questions. We’ll be seeing a number of you I know over the coming several months and look forward to talking to mostly all of you next quarter.