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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

FIRST INTERSTATE BANCSYSTEM, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

N/A

(Cusip Number)

December 31, 2007

(Date of Event Which Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule if filed:

o Rule 13d-1(b)

o Rule 13d-1(c)

þ Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing of this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall be deemed to be “filed: for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provision of the Act (however, see the Notes).


CUSIP No.		Not Applicable.


1	NAMES OF REPORTING PERSONS I.R.S. Identification Nos. of Above Persons (entities only). Homer A. Scott, Jr.


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Wyoming, USA

		5	SOLE VOTING POWER

NUMBER OF			705,459

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			8,534

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			705,459

WITH:		8	SHARED DISPOSITIVE POWER

			8,534

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	713,993

10	CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	8.9%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	IN

CUSIP No. Not Applicable.

Item 1.

	(a)		Name of Issuer:

			First Interstate BancSystem, Inc.

	(b)		Address of Issuer’s Principal Executive Office:

401 North 31^st Street
Billings, Montana 59101

Item 2.

(a)

Name of Person Filing:

Homer A. Scott, Jr.

(b)

Address of Principal Business Office or, if none, Residence:

P.O. Box 2007
Sheridan, Wyoming 82801

(c)

Citizenship or Place of Organization:

Wyoming, USA

(d)

Title of Class of Securities:

Common Stock

(e)

CUSIP Number:

Not Applicable


Item 3.		If this statement if filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not Applicable.


Item 4.		Ownership.

Homer A. Scott, Jr. beneficially owns 713,993 shares, or 8.9%, of the issuer’s common stock. Mr. Scott has sole voting and dispositive power for 705,459 shares, which includes 4,124 stock options and 701,335 shares held as co-trustee for the Homer Scott, Jr. Trust.

In addition, Mr. Scott’s beneficial ownership includes 8,534 shares for which he has shared voting and dispositive power. Such shares are owned through Mr. Scott’s 401 (k) plan account pursuant to the Savings and Profit Sharing Plan of First Interstate BancSystem, Inc.


Item 5.		Ownership of Five Percent or Less of a Class

Not Applicable.


Item 6.		Ownership of More than Five Percent of Behalf of Another Person.

Not Applicable.


Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not Applicable.


Item 8.		Identification and Classification of Members of the Group.

Not Applicable.


Item 9.		Notice of Dissolution of Group.

Not Applicable.


Item 10.		Certification.

Not Applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.


		February 4, 2008
		Date

		/s/ HOMER A. SCOTT, JR.
		Signature

		Homer A. Scott, Jr.
		Name/Title

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.

Attention: Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001).