8-K

                    NORTHWESTERN CORPORATION



                        Filing Type:  8-K
                  Description:  Current Report
                   Filing Date:  Apr. 3, 2000
                    Period End:  Apr. 3, 2000


           Primary Exchange:  New York Stock Exchange
                          Ticker:  NOR

                         Table of Contents




                               8-K

Item 5    2
Item 7    2



                              EX-20

EX-20     3
              SECURITIES AND EXCHANGE COMMISSION

                      WASHINGTON, DC  20549





                            FORM 8-K

                         CURRENT REPORT



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


                  Date of Report April 3, 2000
                (Date of earliest event reported)


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


                            Delaware
         (State or other jurisdiction of incorporation)


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


   125 S. Dakota Avenue, Suite 1100
          Sioux Falls, SD                        57104
(Address of principal executive offices)      (Zip Code)



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

Item 5.  Other Events.

     Our news release, dated April 3, 2000, concerning the
acquisition by Expanets, Inc., an indirect subsidiary of
Northwestern Corporation, of certain assets from the Enterprise Network
Group of Lucent Technologies Inc., filed as Exhibit 20 to this Current
Report on Form 8-K, is incorporated by reference herein.


Item 7.  Financial Statements, Pro Forma Financial Information
and Exhibits.

                            EXHIBITS
                            --------

Designation           Description           Method of Filing
- -----------           ------------          ------------------
Exhibit 20            News Release
                      dated April 3, 2000   Filed with this report


                            SIGNATURE

     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 thereunto duly authorized on the
date indicated.

                                   NORTHWESTERN CORPORATION
                                   ------------------------
                                   (Registrant)


Date:  April 3, 2000
By: /s/ Daniel K. Newell
    ----------------------
     Name:  Daniel K. Newell
     Title:  Senior Vice President - Finance
             & Chief Financial Officer


                          EXHIBIT INDEX
                          -------------

DESIGNATION              DESCRIPTION
- -----------              -------------
Exhibit 20               News Release dated
                         April 3, 2000

EX-20

News Release




Date:
April 3, 2000
Contacts:
Rogene Thaden
NorthWestern Corporation
605-978-2904
rogene.thaden@northwestern.com

Mary Thiele
Lucent Technologies
908-953-6152 (w)
908-876-1091 (h)
mthiele@lucent.com

Lynn Newman
Lucent Technologies
908-582-3193 (w)
973-993-8033 (h)
lynnnewman@lucent.com


NORTHWESTERN CORPORATION'S EXPANETS DIVISION BUYS U.S. SMALL AND
     MID-SIZED BUSINESS SALES GROUP FROM LUCENT TECHNOLOGIES

        TRANSACTION CREATES LARGEST MID-MARKET NETWORKED
            COMMUNICATIONS SOLUTIONS PROVIDER IN U.S.


SIOUX FALLS, S.D. - NorthWestern Corporation (NYSE:NOR) today
announced that Expanets, one of its partner entities, has
purchased the U.S. small and mid-sized business sales
organization from Lucent Technologies' (NYSE:LU) Enterprise
Networks Group. This transaction and the resulting strategic
alliance position Expanets as the largest integrated solutions
provider for small and mid-sized businesses in the United States.
It also gives Lucent's Enterprise Networks Group the most
extensive indirect sales channel serving small and mid-sized
businesses in the U.S. Terms of the agreement were not disclosed.
   Expanets, headquartered in Berkeley Heights, N.J., has
operations in 49 states offering integrated data, voice and video
solutions, including network design and consulting, unified
messaging, call center, and Internet/intranet technologies.
   Under the agreement, Lucent's 700,000 U.S. small and mid-
sized business customers become Expanets' customers. With the
addition of approximately 1,800 Lucent sales and sales support
employees, Expanets' sales force grows to more than 2,400 people,
and it will have about 3,800 total employees.
   'The market for networked communications and data solutions
is one of the fastest growing segments of the industry today,'
said Merle D. Lewis, NorthWestern's chairman and CEO. 'Combining
the strengths of Lucent's customer-rich sales channel with
Expanets' broad, nationwide communications and data capabilities
accelerates Expanets' strategy to become the premier, total-
solution resource for mid-market customers. The alliance is an
excellent move for both companies.'
   'The majority of small and mid-sized businesses in the United
States prefer to buy their communications systems through local
firms that can offer a wide range of products and services,' said
Don Peterson, CEO and president of Lucent's Enterprise Networks
Group. 'Expanets is an established provider of multi-vendor voice
and data solutions, and as the market for converged networks
continues to expand, the combination of talents brought about by
this transaction and the resulting strategic alliance will offer
a powerful resource to small and mid-sized businesses. This move
aligns our sales strategy with the way these businesses want to
buy, and lets both Lucent and Expanets specialize in what each
does best for these important customers.'
   According to James R. Walker, president and CEO of Expanets,
'This relationship offers tremendous opportunities for both our
customers and our people. Lucent has a well-established
reputation for developing quality systems. This rich history of
technology, combined with the experience of Expanets' expanded
sales and service teams, uniquely position us as a market leader
in providing solutions to help small businesses tackle big
business challenges, such as e-business or converged voice/data
networking.'
   In February Expanets named Walker president and CEO. Walker
has three decades of experience in communications sales and
service for businesses. He held several executive positions at
AT&T and served as vice president of sales and customer service
for Lucent Technologies' business systems unit.
   Lucent Enterprise Networks Group said it will continue to
invest in research and development, manufacturing, and developing
systems and applications for both small and large business
customers, including products that converge voice and data. In
addition, Lucent said the agreement announced today supports
Lucent's strategy to expand its indirect channel and also mirrors
the way Lucent now serves this market in the rest of the world.
   Lucent Enterprise Networks Group will continue to have the
largest direct sales force in the industry for large and
multinational business customers, generally those with more than
250 employees.
   Expanets will sell Lucent's wide range of award-winning
products and software for small and mid-sized businesses,
including the PARTNERr Advanced Communications System, the MERLIN
MAGIXr Integrated System, GuestWorksr systems and DEFINITYr
solutions and messaging solutions. Expanets expects to sell
future Lucent enterprise products developed and manufactured for
small and mid-sized businesses.

About NorthWestern Corporation:
   NorthWestern Corporation (NYSE: NOR) and its partner entities
are leading providers of services and solutions to more than two
million customers across America. NorthWestern's partner entities
include Expanets, the largest U.S. mid-market provider of
networked communications solutions and services; Blue Dot, a
national provider of air conditioning, heating, plumbing and
related services; CornerStone (NYSE: CNO), the nation's fourth
largest retail propane distribution entity; and NorthWestern
Services Group, a provider of electric and natural gas service to
Midwestern customers. Further information about NorthWestern is
available on the Internet at http://www.northwestern.com.

About Expanets:
   Expanets is the nation's fastest-growing provider of
networked communications solutions to the small and mid-size
business marketplace. With this announcement, Expanets is the
largest networked communications solutions provider in the U.S.
for small and mid-sized businesses. Annual revenues are expected
to exceed $1.4 billion. Expanets was founded in February 1998 by
NorthWestern Corporation. Further information about Expanets is
available on the Internet at http://www.expanets.com.

About Lucent Technologies:
   Lucent recently announced plans to spin off its Enterprise
Networks Group, which included the former small and mid-sized
business sales unit, into a separate company focusing on
delivering next-generation communications networks for
enterprises. The new company will be the worldwide leader in
messaging and call centers and the U.S. leader in voice
communications systems for both large and small businesses.
   Lucent Technologies, headquartered in Murray Hill, N.J., USA,
designs and delivers the systems, software, silicon and services
for next-generation communications networks for service providers
and enterprises. Backed by the research and development of Bell
Labs, Lucent focuses on high-growth areas such as optical and
wireless networks; Internet infrastructure; communications
software; communications semiconductors and optoelectronics; Web-
based enterprise solutions that link private and public networks;
and professional network design and consulting services. For more
information on Lucent Technologies, visit its Web site at
http://www.lucent.com.

NorthWestern's Management Conference Call:
   A live and on demand webcast of the NorthWestern management
conference call will be available online at www.streetfusion.com
as well as www.northwestern.com/webcast on Monday, April 3,
beginning at 10:00 a.m. Central time.

Forward Looking Statement:
   Certain statements made in this press release may include
forward-looking statements under the Private Securities
Litigation Reform Act of 1995. Certain statements, including
those relating to expectations of future financial performance
and continued growth, are forward-looking statements that involve
inherent risks and uncertainties. A number of important factors
which are difficult to predict and many of which are beyond the
control of the company could cause actual results to differ
materially from those implied by the forward-looking statements.
These factors include, but are not limited to, the adverse impact
of unseasonal weather, developments in the federal and state
regulatory environment, the rate of growth in the service
territories served by the company and its subsidiaries and
affiliates, the speed and degree to which competition enters the
company's industries, the timing and extent of changes in
commodity prices, risks associated with acquisitions and
integration of acquired companies, including acquired companies
not performing to expectations, greater than anticipated
difficulties in achieving cost savings and synergies,
difficulties in integrating operations of acquired companies and
the loss of key management personnel, changes in customer usage
patterns and preferences, as well as changing conditions in the
economy, capital markets and other factors included in the
company's report on 10-K for 1999, that can be located at
www.sec.gov and requested from NorthWestern Corporation.