FERC Form

INSTRUCTIONS FOR FILING FERC FORM NOS. 1 and 3-Q

GENERAL INFORMATION

Purpose
FERC Form No. 1 (FERC Form 1) is an annual regulatory requirement for Major electric utilities, licensees and others (18 C.F.R. § 141.1). FERC Form No. 3-Q ( FERC Form 3-Q) is a quarterly regulatory requirement which supplements the annual financial reporting requirement (18 C.F.R. § 141.400). These reports are designed to collect financial and operational information from electric utilities, licensees and others subject to the jurisdiction of the Federal Energy Regulatory Commission. These reports are also considered to be non-confidential public use forms.
Who Must Submit
Each Major electric utility, licensee, or other, as classified in the Commission’s Uniform System of Accounts Prescribed for Public Utilities, Licensees, and Others Subject To the Provisions of The Federal Power Act (18 C.F.R. Part 101), must submit FERC Form 1 (18 C.F.R. § 141.1), and FERC Form 3-Q (18 C.F.R. § 141.400).
Note: Major means having, in each of the three previous calendar years, sales or transmission service that exceeds one of the following:
1. one million megawatt hours of total annual sales,
2. 100 megawatt hours of annual sales for resale,
3. 500 megawatt hours of annual power exchanges delivered, or
4. 500 megawatt hours of annual wheeling for others (deliveries plus losses).

What and Where to Submit

Submit FERC Form Nos. 1 and 3-Q electronically through the eCollection portal at https://eCollection.ferc.gov, and according to the specifications in the Form 1 and 3-Q taxonomies.
The Corporate Officer Certification must be submitted electronically as part of the FERC Forms 1 and 3-Q filings.
Submit immediately upon publication, by either eFiling or mail, two (2) copies to the Secretary of the Commission, the latest Annual Report to Stockholders. Unless eFiling the Annual Report to Stockholders, mail the stockholders report to the Secretary of the Commission at:
Secretary
Federal Energy Regulatory Commission 888 First Street, NE
Washington, DC 20426

For the CPA Certification Statement, submit within 30 days after filing the FERC Form 1, a letter or report (not applicable to filers classified as Class C or Class D prior to January 1, 1984). The CPA Certification Statement can be either eFiled or mailed to the Secretary of the Commission at the address above.

The CPA Certification Statement should:

Attest to the conformity, in all material aspects, of the below listed (schedules and pages) with the Commission's applicable Uniform System of Accounts (including applicable notes relating thereto and the Chief Accountant's published accounting releases), and

Be signed by independent certified public accountants or an independent licensed public accountant certified or licensed by a regulatory authority of a State or other political subdivision of the U. S. (See 18 C.F.R. §§ 41.10-41.12 for specific qualifications.)

Schedules	Pages
Comparative Balance Sheet	110-113
Statement of Income	114-117
Statement of Retained Earnings	118-119
Statement of Cash Flows	120-121
Notes to Financial Statements	122-123

The following format must be used for the CPA Certification Statement unless unusual circumstances or conditions, explained in the letter or report, demand that it be varied. Insert parenthetical phrases only when exceptions are reported.
“In connection with our regular examination of the financial statements of [COMPANY NAME] for the year ended on which we have reported separately under date of [DATE], we have also reviewed schedules [NAME OF SCHEDULES] of FERC Form No. 1 for the year filed with the Federal Energy Regulatory Commission, for conformity in all material respects with the requirements of the Federal Energy Regulatory Commission as set forth in its applicable Uniform System of Accounts and published accounting releases. Our review for this purpose included such tests of the accounting records and such other auditing procedures as we considered necessary in the circumstances.
Based on our review, in our opinion the accompanying schedules identified in the preceding paragraph (except as noted below) conform in all material respects with the accounting requirements of the Federal Energy Regulatory Commission as set forth in its applicable Uniform System of Accounts and published accounting releases.” The letter or report must state which, if any, of the pages above do not conform to the Commission’s requirements. Describe the discrepancies that exist.
Filers are encouraged to file their Annual Report to Stockholders, and the CPA Certification Statement using eFiling. Further instructions are found on the Commission’s website at https://www.ferc.gov/ferc-online/ferc-online/frequently-asked-questions-faqs-efilingferc-online.
Federal, State, and Local Governments and other authorized users may obtain additional blank copies of FERC Form 1 and 3-Q free of charge from https://www.ferc.gov/general-information-0/electric-industry-forms.

When to Submit
FERC Forms 1 and 3-Q must be filed by the following schedule:
1. FERC Form 1 for each year ending December 31 must be filed by April 18th of the following year (18 CFR § 141.1), and
2. FERC Form 3-Q for each calendar quarter must be filed within 60 days after the reporting quarter (18 C.F.R. § 141.400).
Where to Send Comments on Public Reporting Burden.
The public reporting burden for the FERC Form 1 collection of information is estimated to average 1,168 hours per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data-needed, and completing and reviewing the collection of information. The public reporting burden for the FERC Form 3-Q collection of information is estimated to average 168 hours per response.
Send comments regarding these burden estimates or any aspect of these collections of information, including suggestions for reducing burden, to the Federal Energy Regulatory Commission, 888 First Street NE, Washington, DC 20426 (Attention: Information Clearance Officer); and to the Office of Information and Regulatory Affairs, Office of Management and Budget, Washington, DC 20503 (Attention: Desk Officer for the Federal Energy Regulatory Commission). No person shall be subject to any penalty if any collection of information does not display a valid control number (44 U.S.C. § 3512 (a)).

GENERAL INSTRUCTIONS

Prepare this report in conformity with the Uniform System of Accounts (18 CFR Part 101) (USofA). Interpret all accounting words and phrases in accordance with the USofA.
Enter in whole numbers (dollars or MWH) only, except where otherwise noted. (Enter cents for averages and figures per unit where cents are important. The truncating of cents is allowed except on the four basic financial statements where rounding is required.) The amounts shown on all supporting pages must agree with the amounts entered on the statements that they support. When applying thresholds to determine significance for reporting purposes, use for balance sheet accounts the balances at the end of the current reporting period, and use for statement of income accounts the current year's year to date amounts.
Complete each question fully and accurately, even if it has been answered in a previous report. Enter the word "None" where it truly and completely states the fact.
For any page(s) that is not applicable to the respondent, omit the page(s) and enter "NA," "NONE," or "Not Applicable" in column (d) on the List of Schedules, pages 2 and 3.
Enter the month, day, and year for all dates. Use customary abbreviations. The "Date of Report" included in the header of each page is to be completed only for resubmissions (see VII. below).
Generally, except for certain schedules, all numbers, whether they are expected to be debits or credits, must be reported as positive. Numbers having a sign that is different from the expected sign must be reported by enclosing the numbers in parentheses.
For any resubmissions, please explain the reason for the resubmission in a footnote to the data field.
Do not make references to reports of previous periods/years or to other reports in lieu of required entries, except as specifically authorized.
Wherever (schedule) pages refer to figures from a previous period/year, the figures reported must be based upon those shown by the report of the previous period/year, or an appropriate explanation given as to why the different figures were used.
Schedule specific instructions are found in the applicable taxonomy and on the applicable blank rendered form.

Definitions for statistical classifications used for completing schedules for transmission system reporting are as follows:

FNS - Firm Network Transmission Service for Self. "Firm" means service that can not be interrupted for economic reasons and is intended to remain reliable even under adverse conditions. "Network Service" is Network Transmission Service as described in Order No. 888 and the Open Access Transmission Tariff. "Self" means the respondent.

FNO - Firm Network Service for Others. "Firm" means that service cannot be interrupted for economic reasons and is intended to remain reliable even under adverse conditions. "Network Service" is Network Transmission Service as described in Order No. 888 and the Open Access Transmission Tariff.

LFP - for Long-Term Firm Point-to-Point Transmission Reservations. "Long-Term" means one year or longer and” firm" means that service cannot be interrupted for economic reasons and is intended to remain reliable even under adverse conditions. "Point-to-Point Transmission Reservations" are described in Order No. 888 and the Open Access Transmission Tariff. For all transactions identified as LFP, provide in a footnote the termination date of the contract defined as the earliest date either buyer or seller can unilaterally cancel the contract.

OLF - Other Long-Term Firm Transmission Service. Report service provided under contracts which do not conform to the terms of the Open Access Transmission Tariff. "Long-Term" means one year or longer and “firm” means that service cannot be interrupted for economic reasons and is intended to remain reliable even under adverse conditions. For all transactions identified as OLF, provide in a footnote the termination date of the contract defined as the earliest date either buyer or seller can unilaterally get out of the contract.

SFP - Short-Term Firm Point-to-Point Transmission Reservations. Use this classification for all firm point-to-point transmission reservations, where the duration of each period of reservation is less than one-year.

NF - Non-Firm Transmission Service, where firm means that service cannot be interrupted for economic reasons and is intended to remain reliable even under adverse conditions.

OS - Other Transmission Service. Use this classification only for those services which can not be placed in the above-mentioned classifications, such as all other service regardless of the length of the contract and service FERC Form. Describe the type of service in a footnote for each entry.

AD - Out-of-Period Adjustments. Use this code for any accounting adjustments or "true-ups" for service provided in prior reporting periods. Provide an explanation in a footnote for each adjustment.

DEFINITIONS

Commission Authorization (Comm. Auth.) -- The authorization of the Federal Energy Regulatory Commission, or any other Commission. Name the commission whose authorization was obtained and give date of the authorization.
Respondent -- The person, corporation, licensee, agency, authority, or other Legal entity or instrumentality in whose behalf the report is made.

EXCERPTS FROM THE LAW

Federal Power Act, 16 U.S.C. § 791a-825r

Sec. 3. The words defined in this section shall have the following meanings for purposes of this Act, to with:

’Corporation' means any corporation, joint-stock company, partnership, association, business trust, organized group of persons, whether incorporated or not, or a receiver or receivers, trustee or trustees of any of the foregoing. It shall not include 'municipalities, as hereinafter defined;
'Person' means an individual or a corporation;
'Licensee, means any person, State, or municipality Licensed under the provisions of section 4 of this Act, and any assignee or successor in interest thereof;

'municipality means a city, county, irrigation district, drainage district, or other political subdivision or agency of a State competent under the Laws thereof to carry and the business of developing, transmitting, unitizing, or distributing power; ......

"project' means. a complete unit of improvement or development, consisting of a power house, all water conduits, all dams and appurtenant works and structures (including navigation structures) which are a part of said unit, and all storage, diverting, or fore bay reservoirs directly connected therewith, the primary line or lines transmitting power there from to the point of junction with the distribution system or with the interconnected primary transmission system, all miscellaneous structures used and useful in connection with said unit or any part thereof, and all water rights, rights-of-way, ditches, dams, reservoirs, Lands, or interest in Lands the use and occupancy of which are necessary or appropriate in the maintenance and operation of such unit;

"Sec. 4. The Commission is hereby authorized and empowered

'To make investigations and to collect and record data concerning the utilization of the water 'resources of any region to be developed, the water-power industry and its relation to other industries and to interstate or foreign commerce, and concerning the location, capacity, development costs, and relation to markets of power sites; ... to the extent the Commission may deem necessary or useful for the purposes of this Act."

"Sec. 304.

Every Licensee and every public utility shall file with the Commission such annual and other periodic or special* reports as the Commission may by rules and regulations or other prescribe as necessary or appropriate to assist the Commission in the proper administration of this Act. The Commission may prescribe the manner and FERC Form in which such reports shall be made, and require from such persons specific answers to all questions upon which the Commission may need information. The Commission may require that such reports shall include, among other things, full information as to assets and Liabilities, capitalization, net investment, and reduction thereof, gross receipts, interest due and paid, depreciation, and other reserves, cost of project and other facilities, cost of maintenance and operation of the project and other facilities, cost of renewals and replacement of the project works and other facilities, depreciation, generation, transmission, distribution, delivery, use, and sale of electric energy. The Commission may require any such person to make adequate provision for currently determining such costs and other facts. Such reports shall be made under oath unless the Commission otherwise specifies*.10

"Sec. 309.

The Commission shall have power to perform any and all acts, and to prescribe, issue, make, and rescind such orders, rules and regulations as it may find necessary or appropriate to carry out the provisions of this Act. Among other things, such rules and regulations may define accounting, technical, and trade terms used in this Act; and may prescribe the FERC Form or FERC Forms of all statements, declarations, applications, and reports to be filed with the Commission, the information which they shall contain, and the time within which they shall be field..."

GENERAL PENALTIES

The Commission may assess up to $1 million per day per violation of its rules and regulations. See FPA § 316(a) (2005), 16 U.S.C. § 825o(a).

FERC FORM NO.

1/3-Q

REPORT OF MAJOR ELECTRIC UTILITIES, LICENSEES AND OTHER

Identification

01 Exact Legal Name of Respondent

NorthWestern Corporation

02 Year/ Period of Report

End of:

2023

03 Previous Name and Date of Change (If name changed during year)

04 Address of Principal Office at End of Period (Street, City, State, Zip Code)

3010 West 69th Street Sioux Falls, SD 57108

05 Name of Contact Person

Evan VerWey

06 Title of Contact Person

Manager of Financial Reporting

07 Address of Contact Person (Street, City, State, Zip Code)

3010 West 69th Street, Sioux Falls, SD 57108

08 Telephone of Contact Person, Including Area Code

(605) 978-2906

09 This Report is An Original / A Resubmission

(1)

☑ An Original

(2)

☐ A Resubmission

10 Date of Report (Mo, Da, Yr)

09/30/2023

Quarterly Corporate Officer Certification

The undersigned officer certifies that:

I have examined this report and to the best of my knowledge, information, and belief all statements of fact contained in this report are correct statements of the business affairs of the respondent and the financial statements, and other financial information contained in this report, conform in all material respects to the Uniform System of Accounts.

01 Name

Jeff Berzina

02 Title

Controller

03 Signature

Jeff Berzina

04 Date Signed (Mo, Da, Yr)

11/07/2023

Title 18, U.S.C. 1001 makes it a crime for any person to knowingly and willingly to make to any Agency or Department of the United States any false, fictitious or fraudulent statements as to any matter within its jurisdiction.

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

List of Schedules
Enter in column (c) the terms "none," "not applicable," or "NA," as appropriate, where no information or amounts have been reported for certain pages. Omit pages where the respondents are "none," "not applicable," or "NA".
Line No.	Title of Schedule (a)	Reference Page No. (b)	Remarks (c)
	ScheduleIdentificationAbstract Identification	1
	ScheduleListOfSchedulesAbstract List of Schedules (Electric Utility)	2
1	ScheduleImportantChangesDuringTheQuarterYearAbstract Important Changes During the Quarter	108
2	ScheduleComparativeBalanceSheetAbstract Comparative Balance Sheet	110
3	ScheduleStatementOfIncomeAbstract Statement of Income for the Quarter	114
4	ScheduleRetainedEarningsAbstract Statement of Retained Earnings for the Quarter	118
5	ScheduleStatementOfCashFlowsAbstract Statement of Cash Flows	120
6	ScheduleNotesToFinancialStatementsAbstract Notes to Financial Statements	122
7	ScheduleStatementOfAccumulatedOtherComprehensiveIncomeAndHedgingActivitiesAbstract Statement of Accum Comp Income, Comp Income, and Hedging Activities	122a
8	ScheduleSummaryOfUtilityPlantAndAccumulatedProvisionsForDepreciationAmortizationAndDepletionAbstract Summary of Utility Plant & Accumulated Provisions for Dep, Amort & Dep	200
9	ScheduleElectricPlantInServiceAndAccumulatedProvisionForDepreciationByFunctionAbstract Electric Plant In Service and Accum Provision For Depr by Function	208
10	ScheduleTransmissionServiceAndGenerationInterconnectionStudyCostsAbstract Transmission Service and Generation Interconnection Study Costs	231
11	ScheduleOtherRegulatoryAssetsAbstract Other Regulatory Assets	232
12	ScheduleOtherRegulatoryLiabilitiesAbstract Other Regulatory Liabilities	278
13	ScheduleElectricOperatingRevenuesAbstract Elec Operating Revenues (Individual Schedule Lines 300-301)	300
14	ScheduleRegionalTransmissionServiceRevenuesAbstract Regional Transmission Service Revenues (Account 457.1)	302	Not Applicable
15	ScheduleElectricProductionOtherPowerTransmissionRegionalExpensesAbstract Electric Prod, Other Power Supply Exp, Trans and Distrib Exp	324
16	ScheduleElectricCustomerAccountServiceSalesAdministrativeAndGeneralExpensesAbstract Electric Customer Accts, Service, Sales, Admin and General Expenses	325
17	ScheduleTransmissionOfElectricityForOthersAbstract Transmission of Electricity for Others	328
18	ScheduleTransmissionOfElectricityByIsoOrRtoAbstract Transmission of Electricity by ISO/RTOs	331	Not Applicable
19	ScheduleTransmissionOfElectricityByOthersAbstract Transmission of Electricity by Others	332
20	ScheduleDepreciationDepletionAndAmortizationsAbstract Deprec, Depl and Amort of Elec Plant (403,403.1,404,and 405) (except Amortization of Acquisition Adjustments)	338
21	ScheduleAmountsIncludedInIsoOrRtoSettlementAbstract Amounts Included in ISO/RTO Settlement Statements	397
22	ScheduleMonthlyPeaksAndOutputAbstract Monthly Peak Loads and Energy Output	399
23	ScheduleMonthlyTransmissionSystemPeakLoadAbstract Monthly Transmission System Peak Load	400
24	ScheduleMonthlyIsoOrRtoTransmissionSystemPeakLoadAbstract Monthly ISO/RTO Transmission System Peak Load	400a

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

IMPORTANT CHANGES DURING THE QUARTER/YEAR
Give particulars (details) concerning the matters indicated below. Make the statements explicit and precise, and number them in accordance with the inquiries. Each inquiry should be answered. Enter "none," "not applicable," or "NA" where applicable. If information which answers an inquiry is given elsewhere in the report, make a reference to the schedule in which it appears. Changes in and important additions to franchise rights: Describe the actual consideration given therefore and state from whom the franchise rights were acquired. If acquired without the payment of consideration, state that fact. Acquisition of ownership in other companies by reorganization, merger, or consolidation with other companies: Give names of companies involved, particulars concerning the transactions, name of the Commission authorizing the transaction, and reference to Commission authorization. Purchase or sale of an operating unit or system: Give a brief description of the property, and of the transactions relating thereto, and reference to Commission authorization, if any was required. Give date journal entries called for by the Uniform System of Accounts were submitted to the Commission. Important leaseholds (other than leaseholds for natural gas lands) that have been acquired or given, assigned or surrendered: Give effective dates, lengths of terms, names of parties, rents, and other condition. State name of Commission authorizing lease and give reference to such authorization. Important extension or reduction of transmission or distribution system: State territory added or relinquished and date operations began or ceased and give reference to Commission authorization, if any was required. State also the approximate number of customers added or lost and approximate annual revenues of each class of service. Each natural gas company must also state major new continuing sources of gas made available to it from purchases, development, purchase contract or otherwise, giving location and approximate total gas volumes available, period of contracts, and other parties to any such arrangements, etc. Obligations incurred as a result of issuance of securities or assumption of liabilities or guarantees including issuance of short-term debt and commercial paper having a maturity of one year or less. Give reference to FERC or State Commission authorization, as appropriate, and the amount of obligation or guarantee. Changes in articles of incorporation or amendments to charter: Explain the nature and purpose of such changes or amendments. State the estimated annual effect and nature of any important wage scale changes during the year. State briefly the status of any materially important legal proceedings pending at the end of the year, and the results of any such proceedings culminated during the year. Describe briefly any materially important transactions of the respondent not disclosed elsewhere in this report in which an officer, director, security holder reported on Pages 104 or 105 of the Annual Report Form No. 1, voting trustee, associated company or known associate of any of these persons was a party or in which any such person had a material interest. (Reserved.) If the important changes during the year relating to the respondent company appearing in the annual report to stockholders are applicable in every respect and furnish the data required by Instructions 1 to 11 above, such notes may be included on this page. Describe fully any changes in officers, directors, major security holders and voting powers of the respondent that may have occurred during the reporting period. In the event that the respondent participates in a cash management program(s) and its proprietary capital ratio is less than 30 percent please describe the significant events or transactions causing the proprietary capital ratio to be less than 30 percent, and the extent to which the respondent has amounts loaned or money advanced to its parent, subsidiary, or affiliated companies through a cash management program(s). Additionally, please describe plans, if any to regain at least a 30 percent proprietary ratio.

1. None
2. On June 1, 2022, we filed a legal corporate restructuring application (Restructuring Plan) with the state commissions in Montana, South Dakota, and Nebraska and the Federal Energy Regulatory Commission. We received all necessary regulatory approvals to effectuate this Restructuring Plan. On October 2, 2023, NorthWestern Corporation and NorthWestern Energy Group, Inc. completed the reorganization into a holding company structure. In this reorganization, shareholders of Northwestern Corporation (the predecessor publicly held parent company) became shareholders of Northwestern Energy Group, Inc., maintaining the same number of shares and ownership percentage as held in Northwestern Corporation immediately prior to the reorganization. Northwestern Corporation became a wholly-owned subsidiary of Northwestern Energy Group, Inc. Immediately after consummation of the reorganization, NorthWestern Energy Group, Inc. had, on a consolidated basis, the same assets, businesses and operations as NorthWestern Corporation had immediately prior to the consummation of the reorganization. In the early part of 2024, we intend to complete the second and final phase of the holding company reorganization which will result in the South Dakota and Nebraska regulated utilities business becoming a separate direct subsidiary of NorthWestern Energy Group, Inc. This is planned to be accomplished through Northwestern Corporation contributing the assets and liabilities of its South Dakota and Nebraska regulated utilities to its direct subsidiary, Northwestern Energy Public Service Corporation (NPS), and then distributing its equity interest in NPS and certain other subsidiaries to Northwestern Energy Group, Inc., resulting in Northwestern Corporation owning and operating only the Montana regulated utility and NPS owning and operating the Nebraska and South Dakota utilities, each as a direct subsidiary of Northwestern Energy Group, Inc.
3. On January 16, 2023, we entered into a definitive agreement (the Avista Agreement) with Avista Corporation (Avista) to acquire Avista's 15 percent interest in each of Units 3 and 4 at the Colstrip Generating Station, a coal-fired, base-load electric generation facility located in Colstrip, Montana. The Avista Agreement provides that the purchase price will be $0 and that we will acquire Avista's interest effective December 31, 2025, subject to the satisfaction of the closing conditions contained within the Avista Agreement. Under the terms of this Avista Agreement, we will be responsible for operating costs starting on January 1, 2026; while Avista will retain responsibility for its pre-closing share of environmental and pension liabilities attributed to events or conditions existing prior to the closing of the transaction and for any future decommission and demolition costs associated with the existing facilities that comprise Avista's interest. The Avista Agreement contains customary representations and warranties, covenants, and indemnification obligations, and the Avista Agreement is subject to customary conditions and approvals, including approval from the FERC. As the terms of this agreement are not effective until January 1, 2026, and given the aforementioned conditions and approvals needed, no journal entries have been submitted to the Commission at this time.
4. None
5. None
6. See Note 6, "Financing Activities." Equity Issuance: FERC Order ES19-36-000 and MPSC Order Number 7691 Docket Number D2019.08.046; Debt Issuance: FERC Order ES21-53-000 and MPSC Order Number 7804 Docket Number D2021.08.107.
7. On October 2, 2023, the Amended and Restated Certificate of Incorporation ("Charter") of Northwestern Corporation was amended pursuant to the merger (see item #4 above) to add a provision, which is required by Section 251(g) of the General Corporation Law of the State of Delaware (the “DGCL”), that provides that any act or transaction by or involving Northwestern Corporation, other than the election or removal of directors, that requires for its adoption under the DGCL or the Charter the approval of the stockholders of Northwestern Corporation shall require the approval of the stockholders of Northwestern Energy Group, Inc. by the same vote as is required by the DGCL and/or the Charter.
8. None
9. See Note 9, "Commitments and Contingencies".
10. None
12. None
13. On January 1, 2023, Bob Rowe retired as Chief Executive Officer and Brian Bird was promoted to President and Chief Executive Officer. On January 1, 2023, Heather Grahame retired as General Counsel and Vice President - Regulatory and Federal Government Affairs. On this same day, Cyndee Fang was promoted to Vice President - Regulatory and Shannon Heim was promoted to Vice President - General Counsel. On April 28, 2023, Sherina Edwards was elected by our shareholders to the Board of Directors. On June 16, 2023, Curt Pohl retired as Vice President of Asset Management and Business Development and Bleau LaFave was promoted to Vice President of Asset Management and Business Development. On October 2, 2023, pursuant to the merger referenced in item 4 above, the Directors of NorthWestern Corporation retired from their positions and became Directors of NorthWestern Energy Group, Inc. These Directors were replaced with the existing Officers of NorthWestern Corporation. As such, on October 2, 2023, the Directors of NorthWestern Corporation are as follows: –Brian Bird; –Crystal Lail; –Shannon Heim; –Michael Cashell; –Cyndee Fang; –John Hines; –Bleau Lafave; –Jason Merkel; –Bobbi Schroeppel; and –Jeanne Vold Further, as pursuant to the merger referenced in item 4 above, shareholders of Northwestern Corporation (the predecessor publicly held parent company) became shareholders of Northwestern Energy Group, Inc., maintaining the same number of shares and ownership percentage as held in Northwestern Corporation immediately prior to the reorganization. Northwestern Corporation became a wholly-owned subsidiary of Northwestern Energy Group, Inc.
14. NA

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

COMPARATIVE BALANCE SHEET (ASSETS AND OTHER DEBITS)
Line No.	Title of Account (a)	Ref. Page No. (b)	Current Year End of Quarter/Year Balance (c)	Prior Year End Balance 12/31 (d)
1	UtilityPlantAbstract UTILITY PLANT
2	UtilityPlant Utility Plant (101-106, 114)	200	7,784,675,907	7,591,279,874
3	ConstructionWorkInProgress Construction Work in Progress (107)	200	478,948,536	300,649,215
4	UtilityPlantAndConstructionWorkInProgress TOTAL Utility Plant (Enter Total of lines 2 and 3)		8,263,624,443	7,891,929,089
5	AccumulatedProvisionForDepreciationAmortizationAndDepletionOfPlantUtility (Less) Accum. Prov. for Depr. Amort. Depl. (108, 110, 111, 115)	200	2,907,443,469	2,786,711,964
6	UtilityPlantNet Net Utility Plant (Enter Total of line 4 less 5)		5,356,180,974	5,105,217,125
7	NuclearFuelInProcessOfRefinementConversionEnrichmentAndFabrication Nuclear Fuel in Process of Ref., Conv., Enrich., and Fab. (120.1)	202
8	NuclearFuelMaterialsAndAssembliesStockAccountMajorOnly Nuclear Fuel Materials and Assemblies-Stock Account (120.2)
9	NuclearFuelAssembliesInReactorMajorOnly Nuclear Fuel Assemblies in Reactor (120.3)
10	SpentNuclearFuelMajorOnly Spent Nuclear Fuel (120.4)
11	NuclearFuelUnderCapitalLeases Nuclear Fuel Under Capital Leases (120.6)
12	AccumulatedProvisionForAmortizationOfNuclearFuelAssemblies (Less) Accum. Prov. for Amort. of Nucl. Fuel Assemblies (120.5)	202
13	NuclearFuelNet Net Nuclear Fuel (Enter Total of lines 7-11 less 12)
14	UtilityPlantAndNuclearFuelNet Net Utility Plant (Enter Total of lines 6 and 13)		5,356,180,974	5,105,217,125
15	OtherElectricPlantAdjustments Utility Plant Adjustments (116)		357,585,527	357,585,527
16	GasStoredUndergroundNoncurrent Gas Stored Underground - Noncurrent (117)		36,204,624	36,209,611
17	OtherPropertyAndInvestmentsAbstract OTHER PROPERTY AND INVESTMENTS
18	NonutilityProperty Nonutility Property (121)		686,805	686,805
19	AccumulatedProvisionForDepreciationAndAmortizationOfNonutilityProperty (Less) Accum. Prov. for Depr. and Amort. (122)		67,635	65,534
20	InvestmentInAssociatedCompanies Investments in Associated Companies (123)
21	InvestmentInSubsidiaryCompanies Investment in Subsidiary Companies (123.1)	224	31,994,810	25,343,937
23	NoncurrentPortionOfAllowances Noncurrent Portion of Allowances	228
24	OtherInvestments Other Investments (124)		18,818,975	21,035,719
25	SinkingFunds Sinking Funds (125)
26	DepreciationFund Depreciation Fund (126)
27	AmortizationFundFederal Amortization Fund - Federal (127)
28	OtherSpecialFunds Other Special Funds (128)
29	SpecialFunds Special Funds (Non Major Only) (129)
30	DerivativeInstrumentAssetsLongTerm Long-Term Portion of Derivative Assets (175)
31	DerivativeInstrumentAssetsHedgesLongTerm Long-Term Portion of Derivative Assets - Hedges (176)
32	OtherPropertyAndInvestments TOTAL Other Property and Investments (Lines 18-21 and 23-31)		51,432,955	47,000,927
33	CurrentAndAccruedAssetsAbstract CURRENT AND ACCRUED ASSETS
34	CashAndWorkingFunds Cash and Working Funds (Non-major Only) (130)
35	Cash Cash (131)		3,837,582	8,029,111
36	SpecialDeposits Special Deposits (132-134)		15,384,322	12,761,965
37	WorkingFunds Working Fund (135)		22,852	23,450
38	TemporaryCashInvestments Temporary Cash Investments (136)
39	NotesReceivable Notes Receivable (141)
40	CustomerAccountsReceivable Customer Accounts Receivable (142)		76,611,598	106,890,491
41	OtherAccountsReceivable Other Accounts Receivable (143)		13,232,041	26,793,907
42	AccumulatedProvisionForUncollectibleAccountsCredit (Less) Accum. Prov. for Uncollectible Acct.-Credit (144)		3,330,428	2,451,237
43	NotesReceivableFromAssociatedCompanies Notes Receivable from Associated Companies (145)
44	AccountsReceivableFromAssociatedCompanies Accounts Receivable from Assoc. Companies (146)		894,852	3,143,188
45	FuelStock Fuel Stock (151)	227	8,561,678	7,724,941
46	FuelStockExpensesUndistributed Fuel Stock Expenses Undistributed (152)	227
47	Residuals Residuals (Elec) and Extracted Products (153)	227
48	PlantMaterialsAndOperatingSupplies Plant Materials and Operating Supplies (154)	227	82,211,625	71,154,248
49	Merchandise Merchandise (155)	227
50	OtherMaterialsAndSupplies Other Materials and Supplies (156)	227
51	NuclearMaterialsHeldForSale Nuclear Materials Held for Sale (157)	202/227
52	AllowanceInventoryAndWithheld Allowances (158.1 and 158.2)	228
53	NoncurrentPortionOfAllowances (Less) Noncurrent Portion of Allowances	228
54	StoresExpenseUndistributed Stores Expense Undistributed (163)	227	1,362,188
55	GasStoredCurrent Gas Stored Underground - Current (164.1)		27,554,909	27,722,831
56	LiquefiedNaturalGasStoredAndHeldForProcessing Liquefied Natural Gas Stored and Held for Processing (164.2-164.3)
57	Prepayments Prepayments (165)		(a) 26,627,581	23,739,745
58	AdvancesForGas Advances for Gas (166-167)
59	InterestAndDividendsReceivable Interest and Dividends Receivable (171)
60	RentsReceivable Rents Receivable (172)		328,879	213,473
61	AccruedUtilityRevenues Accrued Utility Revenues (173)		64,330,594	117,418,484
62	MiscellaneousCurrentAndAccruedAssets Miscellaneous Current and Accrued Assets (174)		681,364	2,372,750
63	DerivativeInstrumentAssets Derivative Instrument Assets (175)
64	DerivativeInstrumentAssetsLongTerm (Less) Long-Term Portion of Derivative Instrument Assets (175)
65	DerivativeInstrumentAssetsHedges Derivative Instrument Assets - Hedges (176)
66	DerivativeInstrumentAssetsHedgesLongTerm (Less) Long-Term Portion of Derivative Instrument Assets - Hedges (176)
67	CurrentAndAccruedAssets Total Current and Accrued Assets (Lines 34 through 66)		315,587,261	405,537,347
68	DeferredDebitsAbstract DEFERRED DEBITS
69	UnamortizedDebtExpense Unamortized Debt Expenses (181)		11,334,156	9,254,937
70	ExtraordinaryPropertyLosses Extraordinary Property Losses (182.1)	230a
71	UnrecoveredPlantAndRegulatoryStudyCosts Unrecovered Plant and Regulatory Study Costs (182.2)	230b
72	OtherRegulatoryAssets Other Regulatory Assets (182.3)	232	733,530,719	729,084,376
73	PreliminarySurveyAndInvestigationCharges Prelim. Survey and Investigation Charges (Electric) (183)		376,264
74	PreliminaryNaturalGasSurveyAndInvestigationChargesAndOtherPreliminarySurveyAndInvestigationCharges Preliminary Natural Gas Survey and Investigation Charges 183.1)
75	OtherPreliminarySurveyAndInvestigationCharges Other Preliminary Survey and Investigation Charges (183.2)
76	ClearingAccounts Clearing Accounts (184)		1,233,225	37,192
77	TemporaryFacilities Temporary Facilities (185)
78	MiscellaneousDeferredDebits Miscellaneous Deferred Debits (186)	233	8,956,890	9,543,157
79	DeferredLossesFromDispositionOfUtilityPlant Def. Losses from Disposition of Utility Plt. (187)
80	ResearchDevelopmentAndDemonstrationExpenditures Research, Devel. and Demonstration Expend. (188)	352
81	UnamortizedLossOnReacquiredDebt Unamortized Loss on Reaquired Debt (189)		(b) 20,597,371	22,619,741
82	AccumulatedDeferredIncomeTaxes Accumulated Deferred Income Taxes (190)	234	154,240,845	163,943,624
83	UnrecoveredPurchasedGasCosts Unrecovered Purchased Gas Costs (191)		16,469,099	100,874,939
84	DeferredDebits Total Deferred Debits (lines 69 through 83)		946,738,569	1,035,357,966
85	AssetsAndOtherDebits TOTAL ASSETS (lines 14-16, 32, 67, and 84)		7,063,729,910	6,986,908,503

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

FOOTNOTE DATA

(a) Concept: Prepayments

South Dakota Operations Prepayments (165) are $13,459,476 and $11,517,440 for 2023 and 2022, respectively.

Montana Operations Prepayments (165) are $13,168,106 and $12,222,305 for 2023 and 2022, respectively.

(b) Concept: UnamortizedLossOnReacquiredDebt

Montana Operations Unamortized Loss on Reacquired Debt (189) is $18,935,417 and $20,416,114 for 2023 and 2022, respectively.

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

COMPARATIVE BALANCE SHEET (LIABILITIES AND OTHER CREDITS)
Line No.	Title of Account (a)	Ref. Page No. (b)	Current Year End of Quarter/Year Balance (c)	Prior Year End Balance 12/31 (d)
1	ProprietaryCapitalAbstract PROPRIETARY CAPITAL
2	CommonStockIssued Common Stock Issued (201)	250	647,619	632,782
3	PreferredStockIssued Preferred Stock Issued (204)	250
4	CapitalStockSubscribed Capital Stock Subscribed (202, 205)
5	StockLiabilityForConversion Stock Liability for Conversion (203, 206)
6	PremiumOnCapitalStock Premium on Capital Stock (207)
7	OtherPaidInCapital Other Paid-In Capital (208-211)	253	2,078,554,031	1,999,375,991
8	InstallmentsReceivedOnCapitalStock Installments Received on Capital Stock (212)	252
9	DiscountOnCapitalStock (Less) Discount on Capital Stock (213)	254
10	CapitalStockExpense (Less) Capital Stock Expense (214)	254b
11	RetainedEarnings Retained Earnings (215, 215.1, 216)	118	765,810,909	769,493,168
12	UnappropriatedUndistributedSubsidiaryEarnings Unappropriated Undistributed Subsidiary Earnings (216.1)	118	598,586	222,330
13	ReacquiredCapitalStock (Less) Reacquired Capital Stock (217)	250	98,122,057	98,392,040
14	NoncorporateProprietorship Noncorporate Proprietorship (Non-major only) (218)
15	AccumulatedOtherComprehensiveIncome Accumulated Other Comprehensive Income (219)	122(a)(b)	5,878,386	5,705,664
16	ProprietaryCapital Total Proprietary Capital (lines 2 through 15)		2,740,413,530	2,665,181,907
17	LongTermDebtAbstract LONG-TERM DEBT
18	Bonds Bonds (221)	256	2,479,660,000	2,179,660,000
19	ReacquiredBonds (Less) Reacquired Bonds (222)	256
20	AdvancesFromAssociatedCompanies Advances from Associated Companies (223)	256
21	OtherLongTermDebt Other Long-Term Debt (224)	256	177,000,000	450,000,000
22	UnamortizedPremiumOnLongTermDebt Unamortized Premium on Long-Term Debt (225)
23	UnamortizedDiscountOnLongTermDebtDebit (Less) Unamortized Discount on Long-Term Debt-Debit (226)		13,077	33,056
24	LongTermDebt Total Long-Term Debt (lines 18 through 23)		2,656,646,923	2,629,626,944
25	OtherNoncurrentLiabilitiesAbstract OTHER NONCURRENT LIABILITIES
26	ObligationsUnderCapitalLeaseNoncurrent Obligations Under Capital Leases - Noncurrent (227)		6,880,850	9,389,857
27	AccumulatedProvisionForPropertyInsurance Accumulated Provision for Property Insurance (228.1)
28	AccumulatedProvisionForInjuriesAndDamages Accumulated Provision for Injuries and Damages (228.2)		(a) 5,484,722	4,365,711
29	AccumulatedProvisionForPensionsAndBenefits Accumulated Provision for Pensions and Benefits (228.3)		(b) 10,324,552	10,546,632
30	AccumulatedMiscellaneousOperatingProvisions Accumulated Miscellaneous Operating Provisions (228.4)		56,315,932	72,588,961
31	AccumulatedProvisionForRateRefunds Accumulated Provision for Rate Refunds (229)
32	LongTermPortionOfDerivativeInstrumentLiabilities Long-Term Portion of Derivative Instrument Liabilities
33	LongTermPortionOfDerivativeInstrumentLiabilitiesHedges Long-Term Portion of Derivative Instrument Liabilities - Hedges
34	AssetRetirementObligations Asset Retirement Obligations (230)		41,702,199	40,893,877
35	OtherNoncurrentLiabilities Total Other Noncurrent Liabilities (lines 26 through 34)		120,708,255	137,785,038
36	CurrentAndAccruedLiabilitiesAbstract CURRENT AND ACCRUED LIABILITIES
37	NotesPayable Notes Payable (231)			92,402
38	AccountsPayable Accounts Payable (232)		129,487,231	214,538,891
39	NotesPayableToAssociatedCompanies Notes Payable to Associated Companies (233)
40	AccountsPayableToAssociatedCompanies Accounts Payable to Associated Companies (234)		4,561,817	4,356,816
41	CustomerDeposits Customer Deposits (235)		12,100,861	10,853,645
42	TaxesAccrued Taxes Accrued (236)	262	150,860,103	92,522,773
43	InterestAccrued Interest Accrued (237)		36,038,100	18,349,945
44	DividendsDeclared Dividends Declared (238)
45	MaturedLongTermDebt Matured Long-Term Debt (239)
46	MaturedInterest Matured Interest (240)
47	TaxCollectionsPayable Tax Collections Payable (241)		1,329,430	2,441,695
48	MiscellaneousCurrentAndAccruedLiabilities Miscellaneous Current and Accrued Liabilities (242)		(c) 67,716,020	72,402,424
49	ObligationsUnderCapitalLeasesCurrent Obligations Under Capital Leases-Current (243)		3,725,834	3,802,179
50	DerivativesInstrumentLiabilities Derivative Instrument Liabilities (244)
51	LongTermPortionOfDerivativeInstrumentLiabilities (Less) Long-Term Portion of Derivative Instrument Liabilities
52	DerivativeInstrumentLiabilitiesHedges Derivative Instrument Liabilities - Hedges (245)
53	LongTermPortionOfDerivativeInstrumentLiabilitiesHedges (Less) Long-Term Portion of Derivative Instrument Liabilities-Hedges
54	CurrentAndAccruedLiabilities Total Current and Accrued Liabilities (lines 37 through 53)		405,819,396	419,360,770
55	DeferredCreditsAbstract DEFERRED CREDITS
56	CustomerAdvancesForConstruction Customer Advances for Construction (252)		(d) 107,139,354	95,393,208
57	AccumulatedDeferredInvestmentTaxCredits Accumulated Deferred Investment Tax Credits (255)	266	322,374	388,447
58	DeferredGainsFromDispositionOfUtilityPlant Deferred Gains from Disposition of Utility Plant (256)
59	OtherDeferredCredits Other Deferred Credits (253)	269	146,477,981	158,152,503
60	OtherRegulatoryLiabilities Other Regulatory Liabilities (254)	278	174,092,578	171,400,902
61	UnamortizedGainOnReacquiredDebt Unamortized Gain on Reacquired Debt (257)
62	AccumulatedDeferredIncomeTaxesAcceleratedAmortizationProperty Accum. Deferred Income Taxes-Accel. Amort.(281)	272
63	AccumulatedDeferredIncomeTaxesOtherProperty Accum. Deferred Income Taxes-Other Property (282)		481,090,587	455,220,141
64	AccumulatedDeferredIncomeTaxesOther Accum. Deferred Income Taxes-Other (283)		231,018,932	254,398,643
65	DeferredCredits Total Deferred Credits (lines 56 through 64)		1,140,141,806	1,134,953,844
66	LiabilitiesAndOtherCredits TOTAL LIABILITIES AND STOCKHOLDER EQUITY (lines 16, 24, 35, 54 and 65)		7,063,729,910	6,986,908,503

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

FOOTNOTE DATA

(a) Concept: AccumulatedProvisionForInjuriesAndDamages

South Dakota Operations Provision for Injuries and Damages (228.2) are $495,400 and $480,925 for 2023 and 2022, respectively.

Montana Operations Provision for Injuries and Damages (228.2) are $4,989,322 and $3,884,786 for 2023 and 2022, respectively.

(b) Concept: AccumulatedProvisionForPensionsAndBenefits

Montana Operations Accumulated Provision for Pensions and Benefits (228.3) are $6,657,805 and $7,048,754 for 2023 and 2022, respectively.

Montana Operations Miscellaneous Current and Accrued Liabilities (242) are $55,636,299 and $60,534,114 for 2023 and 2022, respectively.

(d) Concept: CustomerAdvancesForConstruction

Montana Operations Customer Advances for Construction (252) are $107,139,354 and $95,393,208 for 2023 and 2022, respectively.

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

STATEMENT OF INCOME
Quarterly Report in column (c) the current year to date balance. Column (c) equals the total of adding the data in column (g) plus the data in column (i) plus the data in column (k). Report in column (d) similar data for the previous year. This information is reported in the annual filing only. Enter in column (e) the balance for the reporting quarter and in column (f) the balance for the same three month period for the prior year. Report in column (g) the quarter to date amounts for electric utility function; in column (i) the quarter to date amounts for gas utility, and in column (k) the quarter to date amounts for other utility function for the current year quarter. Report in column (h) the quarter to date amounts for electric utility function; in column (j) the quarter to date amounts for gas utility, and in column (l) the quarter to date amounts for other utility function for the prior year quarter. If additional columns are needed, place them in a footnote. Annual or Quarterly if applicable Do not report fourth quarter data in columns (e) and (f) Report amounts for accounts 412 and 413, Revenues and Expenses from Utility Plant Leased to Others, in another utility column in a similar manner to a utility department. Spread the amount(s) over Lines 2 thru 26 as appropriate. Include these amounts in columns (c) and (d) totals. Report amounts in account 414, Other Utility Operating Income, in the same manner as accounts 412 and 413 above. Use page 122 for important notes regarding the statement of income for any account thereof. Give concise explanations concerning unsettled rate proceedings where a contingency exists such that refunds of a material amount may need to be made to the utility's customers or which may result in material refund to the utility with respect to power or gas purchases. State for each year effected the gross revenues or costs to which the contingency relates and the tax effects together with an explanation of the major factors which affect the rights of the utility to retain such revenues or recover amounts paid with respect to power or gas purchases. Give concise explanations concerning significant amounts of any refunds made or received during the year resulting from settlement of any rate proceeding affecting revenues received or costs incurred for power or gas purchases, and a summary of the adjustments made to balance sheet, income, and expense accounts. If any notes appearing in the report to stockholders are applicable to the Statement of Income, such notes may be included at page 122. Enter on page 122 a concise explanation of only those changes in accounting methods made during the year which had an effect on net income, including the basis of allocations and apportionments from those used in the preceding year. Also, give the appropriate dollar effect of such changes. Explain in a footnote if the previous year's/quarter's figures are different from that reported in prior reports. If the columns are insufficient for reporting additional utility departments, supply the appropriate account titles report the information in a footnote to this schedule.
Line No.	Title of Account (a)	(Ref.) Page No. (b)	Total Current Year to Date Balance for Quarter/Year (c)	Total Prior Year to Date Balance for Quarter/Year (d)	Current 3 Months Ended - Quarterly Only - No 4th Quarter (e)	Prior 3 Months Ended - Quarterly Only - No 4th Quarter (f)	Electric Utility Current Year to Date (in dollars) (g)	Electric Utility Previous Year to Date (in dollars) (h)	Gas Utiity Current Year to Date (in dollars) (i)	Gas Utility Previous Year to Date (in dollars) (j)	Other Utility Current Year to Date (in dollars) (k)	Other Utility Previous Year to Date (in dollars) (l)
1	UtilityOperatingIncomeAbstract UTILITY OPERATING INCOME
2	OperatingRevenues Operating Revenues (400)	300	1,244,745,355	1,060,628,035	353,131,731	305,941,707	963,060,528	794,794,584	280,783,584	265,170,622	901,243	662,829
3	OperatingExpensesAbstract Operating Expenses
4	OperationExpense Operation Expenses (401)	320	689,019,407	547,649,692	186,089,750	150,243,227	492,748,175	364,769,062	195,531,065	182,369,543	740,167	511,087
5	MaintenanceExpense Maintenance Expenses (402)	320	43,205,347	41,975,343	14,077,806	14,395,255	36,350,916	35,779,801	6,822,223	6,144,708	32,207	50,835
6	DepreciationExpense Depreciation Expense (403)	336	134,821,225	124,749,237	44,474,042	41,565,910	111,886,274	104,290,590	22,904,275	20,428,119	30,676	30,528
7	DepreciationExpenseForAssetRetirementCosts Depreciation Expense for Asset Retirement Costs (403.1)	336
8	AmortizationAndDepletionOfUtilityPlant Amort. & Depl. of Utility Plant (404-405)	336	11,908,167	9,754,395	3,998,805	3,288,820	7,203,594	5,464,311	4,704,573	4,290,084
9	AmortizationOfElectricPlantAcquisitionAdjustments Amort. of Utility Plant Acq. Adj. (406)	336	11,326,329	11,326,329	3,775,443	3,775,443	11,961,208	11,961,208	634,879	634,879
10	AmortizationOfPropertyLossesUnrecoveredPlantAndRegulatoryStudyCosts Amort. Property Losses, Unrecov Plant and Regulatory Study Costs (407)
11	AmortizationOfConversionExpenses Amort. of Conversion Expenses (407.2)
12	RegulatoryDebits Regulatory Debits (407.3)		60,068,509	17,975,039	7,252,093	10,415,334	36,732,944	7,405,870	23,335,565	10,569,169
13	RegulatoryCredits (Less) Regulatory Credits (407.4)		41,244,355	23,614,049	5,667,373	16,190,300	23,198,948	13,078,398	18,045,407	10,535,650
14	TaxesOtherThanIncomeTaxesUtilityOperatingIncome Taxes Other Than Income Taxes (408.1)	262	138,875,801	146,205,879	45,472,935	48,564,347	107,670,415	113,695,979	31,163,532	32,459,739	41,853	50,160
15	IncomeTaxesOperatingIncome Income Taxes - Federal (409.1)	262	6,600,726	11,216,872	435,685	3,400,020	3,269,987	4,401,451	3,313,221	6,806,823	17,519	8,598
16	IncomeTaxesUtilityOperatingIncomeOther Income Taxes - Other (409.1)	262	11,520,287	4,895,550	2,055,341	1,314,473	9,894,087	2,817,428	1,620,161	2,075,158	6,039	2,964
17	ProvisionsForDeferredIncomeTaxesUtilityOperatingIncome Provision for Deferred Income Taxes (410.1)	234, 272	75,575,673	57,664,376	27,291,058	23,936,007	62,399,566	44,572,022	13,184,303	13,098,397	8,196	6,044
18	ProvisionForDeferredIncomeTaxesCreditOperatingIncome (Less) Provision for Deferred Income Taxes-Cr. (411.1)	234, 272	88,326,369	74,570,716	30,474,913	29,585,215	65,718,291	51,258,576	22,608,078	23,312,140
19	InvestmentTaxCreditAdjustments Investment Tax Credit Adj. - Net (411.4)	266	66,072	83,348	15,215	19,494	66,072	83,348
20	GainsFromDispositionOfPlant (Less) Gains from Disp. of Utility Plant (411.6)
21	LossesFromDispositionOfServiceCompanyPlant Losses from Disp. of Utility Plant (411.7)
22	GainsFromDispositionOfAllowances (Less) Gains from Disposition of Allowances (411.8)			3		3		3
23	LossesFromDispositionOfAllowances Losses from Disposition of Allowances (411.9)
24	AccretionExpense Accretion Expense (411.10)
25	UtilityOperatingExpenses TOTAL Utility Operating Expenses (Enter Total of lines 4 thru 24)		1,053,284,675	875,144,596	297,894,087	255,103,824	791,133,855	630,737,397	261,290,554	243,759,071	860,265	648,128
27	NetUtilityOperatingIncome Net Util Oper Inc (Enter Tot line 2 less 25)		191,460,680	185,483,439	55,237,644	50,837,883	171,926,673	164,057,187	19,493,030	21,411,551	40,978	14,701
28	OtherIncomeAndDeductionsAbstract Other Income and Deductions
29	OtherIncomeAbstract Other Income
30	NonutilityOperatingIncomeAbstract Nonutilty Operating Income
31	RevenuesFromMerchandisingJobbingAndContractWork Revenues From Merchandising, Jobbing and Contract Work (415)		421,966	440,198	131,123	163,458
32	CostsAndExpensesOfMerchandisingJobbingAndContractWork (Less) Costs and Exp. of Merchandising, Job. & Contract Work (416)		150,315	177,728	34,580	97,952
33	RevenuesFromNonutilityOperations Revenues From Nonutility Operations (417)		216,189	105,640	70,489	48,815
34	ExpensesOfNonutilityOperations (Less) Expenses of Nonutility Operations (417.1)		432,721	407,505	133,508	114,831
35	NonoperatingRentalIncome Nonoperating Rental Income (418)
36	EquityInEarningsOfSubsidiaryCompanies Equity in Earnings of Subsidiary Companies (418.1)	119	376,256	400,587	124,610	105,960
37	InterestAndDividendIncome Interest and Dividend Income (419)		303,704	1,419,423	73,799	313,883
38	AllowanceForOtherFundsUsedDuringConstruction Allowance for Other Funds Used During Construction (419.1)		12,528,878	9,983,225	4,717,914	3,330,316
39	MiscellaneousNonoperatingIncome Miscellaneous Nonoperating Income (421)		689,218	1,070,632	636,031	1,134,977
40	GainOnDispositionOfProperty Gain on Disposition of Property (421.1)
41	OtherIncome TOTAL Other Income (Enter Total of lines 31 thru 40)		11,822,227	9,892,034	4,064,596	2,305,122
42	OtherIncomeDeductionsAbstract Other Income Deductions
43	LossOnDispositionOfProperty Loss on Disposition of Property (421.2)
44	MiscellaneousAmortization Miscellaneous Amortization (425)
45	Donations Donations (426.1)		692,059	656,880	199,366	174,685
46	LifeInsurance Life Insurance (426.2)
47	Penalties Penalties (426.3)		17,755	2,519,800	17,639
48	ExpendituresForCertainCivicPoliticalAndRelatedActivities Exp. for Certain Civic, Political & Related Activities (426.4)		323,283	261,788	59,993	70,221
49	OtherDeductions Other Deductions (426.5)		646,434	406,902	579,395	534,095
50	OtherIncomeDeductions TOTAL Other Income Deductions (Total of lines 43 thru 49)		386,663	3,031,566	302,397	289,189
51	TaxesApplicableToOtherIncomeAndDeductionsAbstract Taxes Applic. to Other Income and Deductions
52	TaxesOtherThanIncomeTaxesOtherIncomeAndDeductions Taxes Other Than Income Taxes (408.2)	262	1,551,291	2,097	1,552,383	699
53	IncomeTaxesFederal Income Taxes-Federal (409.2)	262	8,479,108	3,156,357	3,356,735	2,278,054
54	IncomeTaxesOther Income Taxes-Other (409.2)	262	236,061	853,349	317,704	1,291,306
55	ProvisionForDeferredIncomeTaxesOtherIncomeAndDeductions Provision for Deferred Inc. Taxes (410.2)	234, 272	1,383,225	15,461,873	574,738	1,396,682
56	ProvisionForDeferredIncomeTaxesCreditOtherIncomeAndDeductions (Less) Provision for Deferred Income Taxes-Cr. (411.2)	234, 272	1,892,631	10,626,222	697,123	4,488,242
57	InvestmentTaxCreditAdjustmentsNonutilityOperations Investment Tax Credit Adj.-Net (411.5)
58	InvestmentTaxCredits (Less) Investment Tax Credits (420)
59	TaxesOnOtherIncomeAndDeductions TOTAL Taxes on Other Income and Deductions (Total of lines 52-58)		6,182,350	2,534,740	1,364,263	478,499
60	NetOtherIncomeAndDeductions Net Other Income and Deductions (Total of lines 41, 50, 59)		5,253,214	4,325,728	3,002,730	2,115,812
61	InterestChargesAbstract Interest Charges
62	InterestOnLongTermDebt Interest on Long-Term Debt (427)		81,515,980	71,903,015	27,735,745	25,596,606
63	AmortizationOfDebtDiscountAndExpense Amort. of Debt Disc. and Expense (428)		2,132,273	1,364,621	823,523	476,723
64	AmortizationOfLossOnReacquiredDebt Amortization of Loss on Reaquired Debt (428.1)		2,010,522	2,092,744	607,421	702,482
65	AmortizationOfPremiumOnDebtCredit (Less) Amort. of Premium on Debt-Credit (429)
66	AmortizationOfGainOnReacquiredDebtCredit (Less) Amortization of Gain on Reaquired Debt-Credit (429.1)
67	InterestOnDebtToAssociatedCompanies Interest on Debt to Assoc. Companies (430)
68	OtherInterestExpense Other Interest Expense (431)		4,828,670	2,524,887	1,531,849	457,579
69	AllowanceForBorrowedFundsUsedDuringConstructionCredit (Less) Allowance for Borrowed Funds Used During Construction-Cr. (432)		4,762,835	4,337,894	1,792,831	1,712,341
70	NetInterestCharges Net Interest Charges (Total of lines 62 thru 69)		85,724,610	73,547,373	28,905,707	25,521,049
71	IncomeBeforeExtraordinaryItems Income Before Extraordinary Items (Total of lines 27, 60 and 70)		110,989,284	116,261,794	29,334,667	27,432,646
72	ExtraordinaryItemsAbstract Extraordinary Items
73	ExtraordinaryIncome Extraordinary Income (434)
74	ExtraordinaryDeductions (Less) Extraordinary Deductions (435)
75	NetExtraordinaryItems Net Extraordinary Items (Total of line 73 less line 74)
76	IncomeTaxesExtraordinaryItems Income Taxes-Federal and Other (409.3)	262
77	ExtraordinaryItemsAfterTaxes Extraordinary Items After Taxes (line 75 less line 76)
78	NetIncomeLoss Net Income (Total of line 71 and 77)		110,989,284	116,261,794	29,334,667	27,432,646

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

STATEMENT OF RETAINED EARNINGS
Do not report Lines 49-53 on the quarterly report. Report all changes in appropriated retained earnings, unappropriated retained earnings, and unappropriated undistributed subsidiary earnings for the year. Each credit and debit during the year should be identified as to the retained earnings account in which recorded (Accounts 433, 436-439 inclusive). Show the contra primary account affected in column (b). State the purpose and amount for each reservation or appropriation of retained earnings. List first Account 439, Adjustments to Retained Earnings, reflecting adjustments to the opening balance of retained earnings. Follow by credit, then debit items, in that order. Show dividends for each class and series of capital stock. Show separately the State and Federal income tax effect of items shown for Account 439, Adjustments to Retained Earnings. Explain in a footnote the basis for determining the amount reserved or appropriated. If such reservation or appropriation is to be recurrent, state the number and annual amounts to be reserved or appropriated as well as the totals eventually to be accumulated. If any notes appearing in the report to stockholders are applicable to this statement, attach them at page 122.
Line No.	Item (a)	Contra Primary Account Affected (b)	Current Quarter/Year Year to Date Balance (c)	Previous Quarter/Year Year to Date Balance (d)
	UnappropriatedRetainedEarningsAbstract UNAPPROPRIATED RETAINED EARNINGS (Account 216)
1	UnappropriatedRetainedEarnings Balance-Beginning of Period		769,493,168	725,880,305
2	ChangesAbstract Changes
3	AdjustmentsToRetainedEarningsAbstract Adjustments to Retained Earnings (Account 439)
4	AdjustmentsToRetainedEarningsCreditAbstract Adjustments to Retained Earnings Credit
9	AdjustmentsToRetainedEarningsCredit TOTAL Credits to Retained Earnings (Acct. 439)
10	AdjustmentsToRetainedEarningsDebitAbstract Adjustments to Retained Earnings Debit
15	AdjustmentsToRetainedEarningsDebit TOTAL Debits to Retained Earnings (Acct. 439)
16	BalanceTransferredFromIncome Balance Transferred from Income (Account 433 less Account 418.1)		111,365,540	183,675,024
17	AppropriationsOfRetainedEarningsAbstract Appropriations of Retained Earnings (Acct. 436)
22	AppropriationsOfRetainedEarnings TOTAL Appropriations of Retained Earnings (Acct. 436)
23	DividendsDeclaredPreferredStockAbstract Dividends Declared-Preferred Stock (Account 437)
29	DividendsDeclaredPreferredStock TOTAL Dividends Declared-Preferred Stock (Acct. 437)
30	DividendsDeclaredCommonStockAbstract Dividends Declared-Common Stock (Account 438)
30.1	DividendsDeclaredCommonStock Common Stock Dividend		115,047,799	140,062,161
36	DividendsDeclaredCommonStock TOTAL Dividends Declared-Common Stock (Acct. 438)		115,047,799	140,062,161
37	TransfersFromUnappropriatedUndistributedSubsidiaryEarnings Transfers from Acct 216.1, Unapprop. Undistrib. Subsidiary Earnings
38	UnappropriatedRetainedEarnings Balance - End of Period (Total 1,9,15,16,22,29,36,37)		765,810,909	769,493,168
39	AppropriatedRetainedEarningsAbstract APPROPRIATED RETAINED EARNINGS (Account 215)
45	AppropriatedRetainedEarnings TOTAL Appropriated Retained Earnings (Account 215)
	AppropriatedRetainedEarningsAmortizationReserveFederalAbstract APPROP. RETAINED EARNINGS - AMORT. Reserve, Federal (Account 215.1)
46	AppropriatedRetainedEarningsAmortizationReserveFederal TOTAL Approp. Retained Earnings-Amort. Reserve, Federal (Acct. 215.1)
47	AppropriatedRetainedEarningsIncludingReserveAmortization TOTAL Approp. Retained Earnings (Acct. 215, 215.1) (Total 45,46)
48	RetainedEarnings TOTAL Retained Earnings (Acct. 215, 215.1, 216) (Total 38, 47) (216.1)		765,810,909	769,493,168
	UnappropriatedUndistributedSubsidiaryEarningsAbstract UNAPPROPRIATED UNDISTRIBUTED SUBSIDIARY EARNINGS (Account Report only on an Annual Basis, no Quarterly)
49	UnappropriatedUndistributedSubsidiaryEarnings Balance-Beginning of Year (Debit or Credit)
50	EquityInEarningsOfSubsidiaryCompanies Equity in Earnings for Year (Credit) (Account 418.1)
51	DividendsReceived (Less) Dividends Received (Debit)
52	ChangesUnappropriatedUndistributedSubsidiaryEarningsCredits TOTAL other Changes in unappropriated undistributed subsidiary earnings for the year
53	UnappropriatedUndistributedSubsidiaryEarnings Balance-End of Year (Total lines 49 thru 52)

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

STATEMENT OF CASH FLOWS
Codes to be used:(a) Net Proceeds or Payments;(b)Bonds, debentures and other long-term debt; (c) Include commercial paper; and (d) Identify separately such items as investments, fixed assets, intangibles, etc. Information about noncash investing and financing activities must be provided in the Notes to the Financial statements. Also provide a reconciliation between "Cash and Cash Equivalents at End of Period" with related amounts on the Balance Sheet. Operating Activities - Other: Include gains and losses pertaining to operating activities only. Gains and losses pertaining to investing and financing activities should be reported in those activities. Show in the Notes to the Financials the amounts of interest paid (net of amount capitalized) and income taxes paid. Investing Activities: Include at Other (line 31) net cash outflow to acquire other companies. Provide a reconciliation of assets acquired with liabilities assumed in the Notes to the Financial Statements. Do not include on this statement the dollar amount of leases capitalized per the USofA General Instruction 20; instead provide a reconciliation of the dollar amount of leases capitalized with the plant cost.
Line No.	Description (See Instructions No.1 for explanation of codes) (a)	Current Year to Date Quarter/Year (b)	Previous Year to Date Quarter/Year (c)
1	NetCashFlowFromOperatingActivitiesAbstract Net Cash Flow from Operating Activities
2	NetIncomeLoss Net Income (Line 78(c) on page 117)	110,989,284	116,261,794
3	NoncashChargesCreditsToIncomeAbstract Noncash Charges (Credits) to Income:
4	DepreciationAndDepletion Depreciation and Depletion	134,821,225	124,749,237
5	NoncashAdjustmentsToCashFlowsFromOperatingActivities Amortization of (Specify) (footnote details)
5.1	NoncashAdjustmentsToCashFlowsFromOperatingActivitiesDescription Amortization of	23,234,496	21,080,724
5.2	NoncashAdjustmentsToCashFlowsFromOperatingActivitiesDescription Other Noncash Charges to Income, Net	(a) 7,869,068	9,569,838
8	DeferredIncomeTaxesNet Deferred Income Taxes (Net)	13,260,102	12,070,689
9	InvestmentTaxCreditAdjustmentsNet Investment Tax Credit Adjustment (Net)	66,072	83,348
10	NetIncreaseDecreaseInReceivablesOperatingActivities Net (Increase) Decrease in Receivables	46,968,286	6,155,525
11	NetIncreaseDecreaseInInventoryOperatingActivities Net (Increase) Decrease in Inventory	10,364,004	47,323,547
12	NetIncreaseDecreaseInAllowancesInventoryOperatingActivities Net (Increase) Decrease in Allowances Inventory
13	NetIncreaseDecreaseInPayablesAndAccruedExpensesOperatingActivities Net Increase (Decrease) in Payables and Accrued Expenses	7,995,934	111,414,472
14	NetIncreaseDecreaseInOtherRegulatoryAssetsOperatingActivities Net (Increase) Decrease in Other Regulatory Assets	22,148,815	7,939,167
15	NetIncreaseDecreaseInOtherRegulatoryLiabilitiesOperatingActivities Net Increase (Decrease) in Other Regulatory Liabilities	2,691,676	11,689,730
16	AllowanceForOtherFundsUsedDuringConstructionOperatingActivities (Less) Allowance for Other Funds Used During Construction	12,528,878	9,983,225
17	UndistributedEarningsFromSubsidiaryCompaniesOperatingActivities (Less) Undistributed Earnings from Subsidiary Companies	376,256	400,587
18	OtherAdjustmentsToCashFlowsFromOperatingActivities Other (provide details in footnote):
18.1	OtherAdjustmentsToCashFlowsFromOperatingActivitiesDescription Other	(b) 108,354,332	7,564,867
22	NetCashFlowFromOperatingActivities Net Cash Provided by (Used in) Operating Activities (Total of Lines 2 thru 21)	429,230,316	308,855,938
24	CashFlowsFromInvestmentActivitiesAbstract Cash Flows from Investment Activities:
25	ConstructionAndAcquisitionOfPlantIncludingLandAbstract Construction and Acquisition of Plant (including land):
26	GrossAdditionsToUtilityPlantLessNuclearFuelInvestingActivities Gross Additions to Utility Plant (less nuclear fuel)	415,099,414	366,315,930
27	GrossAdditionsToNuclearFuelInvestingActivities Gross Additions to Nuclear Fuel
28	GrossAdditionsToCommonUtilityPlantInvestingActivities Gross Additions to Common Utility Plant	4,564,846	30,871,596
29	GrossAdditionsToNonutilityPlantInvestingActivities Gross Additions to Nonutility Plant
30	AllowanceForOtherFundsUsedDuringConstructionInvestingActivities (Less) Allowance for Other Funds Used During Construction	12,528,878	9,983,225
31	OtherConstructionAndAcquisitionOfPlantInvestmentActivities Other (provide details in footnote):
34	CashOutflowsForPlant Cash Outflows for Plant (Total of lines 26 thru 33)	407,135,382	387,204,301
36	AcquisitionOfOtherNoncurrentAssets Acquisition of Other Noncurrent Assets (d)
37	ProceedsFromDisposalOfNoncurrentAssets Proceeds from Disposal of Noncurrent Assets (d)
39	InvestmentsInAndAdvancesToAssociatedAndSubsidiaryCompanies Investments in and Advances to Assoc. and Subsidiary Companies
40	ContributionsAndAdvancesFromAssociatedAndSubsidiaryCompanies Contributions and Advances from Assoc. and Subsidiary Companies
41	DispositionOfInvestmentsInAndAdvancesToAssociatedAndSubsidiaryCompaniesAbstract Disposition of Investments in (and Advances to)
42	DispositionOfInvestmentsInAndAdvancesToAssociatedAndSubsidiaryCompanies Disposition of Investments in (and Advances to) Associated and Subsidiary Companies
44	PurchaseOfInvestmentSecurities Purchase of Investment Securities (a)
45	ProceedsFromSalesOfInvestmentSecurities Proceeds from Sales of Investment Securities (a)
46	LoansMadeOrPurchased Loans Made or Purchased
47	CollectionsOnLoans Collections on Loans
49	NetIncreaseDecreaseInReceivablesInvestingActivities Net (Increase) Decrease in Receivables
50	NetIncreaseDecreaseInInventoryInvestingActivities Net (Increase) Decrease in Inventory
51	NetIncreaseDecreaseInAllowancesHeldForSpeculationInvestingActivities Net (Increase) Decrease in Allowances Held for Speculation
52	NetIncreaseDecreaseInPayablesAndAccruedExpensesInvestingActivities Net Increase (Decrease) in Payables and Accrued Expenses
53	OtherAdjustmentsToCashFlowsFromInvestmentActivities Other (provide details in footnote):
53.1	OtherAdjustmentsToCashFlowsFromInvestmentActivitiesDescription Investment in Equity Securities	6,894,023	913,517
57	CashFlowsProvidedFromUsedInInvestmentActivities Net Cash Provided by (Used in) Investing Activities (Total of lines 34 thru 55)	414,029,405	388,117,818
59	CashFlowsFromFinancingActivitiesAbstract Cash Flows from Financing Activities:
60	ProceedsFromIssuanceAbstract Proceeds from Issuance of:
61	ProceedsFromIssuanceOfLongTermDebtFinancingActivities Long-Term Debt (b)	300,000,000
62	ProceedsFromIssuanceOfPreferredStockFinancingActivities Preferred Stock
63	ProceedsFromIssuanceOfCommonStockFinancingActivities Common Stock	73,612,936	179,902,530
64	OtherAdjustmentsToCashFlowsFromFinancingActivities Other (provide details in footnote):
64.1	OtherAdjustmentsToCashFlowsFromFinancingActivitiesDescription Treasury Stock Activity	731,248	245,576
66	NetIncreaseInShortTermDebt Net Increase in Short-Term Debt (c)
67	OtherAdjustmentsByOutsideSourcesToCashFlowsFromFinancingActivities Other (provide details in footnote):
67.1	DescriptionForOtherAdjustmentsByOutsideSourcesToCashFlowsFromFinancingActivities Other	(c) 92,403	92,403
67.2	DescriptionForOtherAdjustmentsByOutsideSourcesToCashFlowsFromFinancingActivities Line of Credit (Repayments) Borrowings, Net
70	CashProvidedByOutsideSources Cash Provided by Outside Sources (Total 61 thru 69)	374,251,781	180,240,509
72	PaymentsForRetirementAbstract Payments for Retirement of:
73	PaymentsForRetirementOfLongTermDebtFinancingActivities Long-term Debt (b)
74	PaymentsForRetirementOfPreferredStockFinancingActivities Preferred Stock
75	PaymentsForRetirementOfCommonStockFinancingActivities Common Stock
76	OtherRetirementsOfBalancesImpactingCashFlowsFromFinancingActivities Other (provide details in footnote):
76.1	DescriptionOfOtherRetirementsImpactingCashFlowsFromFinancingActivities Debt Financing Costs	2,974,663	1,315,178
76.2	DescriptionOfOtherRetirementsImpactingCashFlowsFromFinancingActivities Line of Credit (Repayments) Borrowings, Net	273,000,000	12,000,000
78	NetDecreaseInShortTermDebt Net Decrease in Short-Term Debt (c)
80	DividendsOnPreferredStock Dividends on Preferred Stock
81	DividendsOnCommonStock Dividends on Common Stock	115,047,799	102,979,678
83	CashFlowsProvidedFromUsedInFinancingActivities Net Cash Provided by (Used in) Financing Activities (Total of lines 70 thru 81)	16,770,681	87,945,653
85	NetIncreaseDecreaseInCashAndCashEquivalentsAbstract Net Increase (Decrease) in Cash and Cash Equivalents
86	NetIncreaseDecreaseInCashAndCashEquivalents Net Increase (Decrease) in Cash and Cash Equivalents (Total of line 22, 57 and 83)	1,569,770	8,683,773
88	CashAndCashEquivalents Cash and Cash Equivalents at Beginning of Period	20,814,526	16,982,170
90	CashAndCashEquivalents Cash and Cash Equivalents at End of Period	(d) 19,244,756	25,665,943

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

FOOTNOTE DATA

(a) Concept: NoncashAdjustmentsToCashFlowsFromOperatingActivities


	9/30/2023	9/30/2022

Other Noncash Charges to Income, Net:
Amortization of debt issue costs, discount, and deferred hedge gain	3,398,101	4,989,099
Other noncash (gains) losses	(647,708)	256,502
Stock based compensation costs	5,118,675	4,324,237
	7,869,068	9,569,838
Other Assets and Liabilities, Net:
Net change - other current assets	(1,311,856)	(2,793,347)
Net change - accrued utility revenues	53,087,890	35,301,113
Net change - deferred debits	83,671,200	(12,964,561)
Net change - deferred credits	(10,849,919)	(8,863,467)
Net change - noncurrent liabilities	(16,242,983)	(18,244,605)
	108,354,332	(7,564,867)

(b) Concept: OtherAdjustmentsToCashFlowsFromOperatingActivities

Refer to footnote (a) for details.

Increase in Notes payable (231)

(d) Concept: CashAndCashEquivalents


	9/30/2023	12/31/2022	9/30/2022	12/31/2021

Cash (131)	3,837,582	8,029,111	7,202,308	2,300,750
Working Funds (135)	22,852	23,450	23,250	23,250
Special Funds (125-128)	—	—	—	—
Other Special Deposits (134)	15,384,322	12,761,965	18,440,385	14,658,170

Total	19,244,756	20,814,526	25,665,943	16,982,170

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

NOTES TO FINANCIAL STATEMENTS

Use the space below for important notes regarding the Balance Sheet, Statement of Income for the year, Statement of Retained Earnings for the year, and Statement of Cash Flows, or any account thereof. Classify the notes according to each basic statement, providing a subheading for each statement except where a note is applicable to more than one statement.
Furnish particulars (details) as to any significant contingent assets or liabilities existing at end of year, including a brief explanation of any action initiated by the Internal Revenue Service involving possible assessment of additional income taxes of material amount, or of a claim for refund of income taxes of a material amount initiated by the utility. Give also a brief explanation of any dividends in arrears on cumulative preferred stock.
For Account 116, Utility Plant Adjustments, explain the origin of such amount, debits and credits during the year, and plan of disposition contemplated, giving references to Commission orders or other authorizations respecting classification of amounts as plant adjustments and requirements as to disposition thereof.
Where Accounts 189, Unamortized Loss on Reacquired Debt, and 257, Unamortized Gain on Reacquired Debt, are not used, give an explanation, providing the rate treatment given these items. See General Instruction 17 of the Uniform System of Accounts.
Give a concise explanation of any retained earnings restrictions and state the amount of retained earnings affected by such restrictions.
If the notes to financial statements relating to the respondent company appearing in the annual report to the stockholders are applicable and furnish the data required by instructions above and on pages 114-121, such notes may be included herein.
For the 3Q disclosures, respondent must provide in the notes sufficient disclosures so as to make the interim information not misleading. Disclosures which would substantially duplicate the disclosures contained in the most recent FERC Annual Report may be omitted.
For the 3Q disclosures, the disclosures shall be provided where events subsequent to the end of the most recent year have occurred which have a material effect on the respondent. Respondent must include in the notes significant changes since the most recently completed year in such items as: accounting principles and practices; estimates inherent in the preparation of the financial statements; status of long-term contracts; capitalization including significant new borrowings or modifications of existing financing agreements; and changes resulting from business combinations or dispositions. However were material contingencies exist, the disclosure of such matters shall be provided even though a significant change since year end may not have occurred.
Finally, if the notes to the financial statements relating to the respondent appearing in the annual report to the stockholders are applicable and furnish the data required by the above instructions, such notes may be included herein.

(1) Nature of Operations and Basis of Consolidation

NorthWestern Corporation, doing business as NorthWestern Energy, provides electricity and/or natural gas to approximately 764,200 customers in Montana, South Dakota, Nebraska and Yellowstone National Park. We have generated and distributed electricity in South Dakota and distributed natural gas in South Dakota and Nebraska since 1923 and have generated and distributed electricity and distributed natural gas in Montana since 2002.

The preparation of financial statements in conformity with accounting requirements of the Federal Energy Regulatory Commission (FERC) as set forth in its applicable Uniform System of Accounts requires us to make estimates and assumptions that may affect the reported amounts of assets, liabilities, revenues and expenses during the reporting period. Actual results could differ from those estimates. The unaudited Financial Statements reflect all adjustments (which unless otherwise noted are normal and recurring in nature) that are, in our opinion, necessary to fairly present our financial position, results of operations and cash flows. The actual results for the interim periods are not necessarily indicative of the operating results to be expected for a full year or for other interim periods. Events occurring subsequent to September 30, 2023 have been evaluated as to their potential impact to the Financial Statements through the date of issuance.

The Financial Statements included herein have been prepared by NorthWestern, without audit, pursuant to the rules and regulations of the FERC as set forth in its applicable Uniform System of Accounts. Certain information and footnote disclosures normally included in financial statements prepared in accordance with the accounting requirements of the FERC as set forth in its applicable Uniform System of Accounts and published accounting releases have been condensed or omitted pursuant to such rules and regulations; however, we believe that the condensed disclosures provided are adequate to make the information presented not misleading. We recommend that these Financial Statements be read in conjunction with the audited financial statements and related footnotes included in our Annual FERC Form 1 Report for the year ended December 31, 2022.

Holding Company Reorganization

On October 2, 2023, NorthWestern Corporation and NorthWestern Energy Group, Inc. completed the reorganization into a holding company structure. In this reorganization, shareholders of Northwestern Corporation (the predecessor publicly held parent company) became shareholders of Northwestern Energy Group, Inc., maintaining the same number of shares and ownership percentage as held in Northwestern Corporation immediately prior to the reorganization. Northwestern Corporation became a wholly-owned subsidiary of Northwestern Energy Group, Inc. The transaction was effected pursuant to a merger pursuant to Section 251(g) of the General Corporation Law of the State of Delaware, which provides for the formation of a holding company without a vote of the shareholders of the constituent corporation. Immediately after consummation of the reorganization, NorthWestern Energy Group, Inc. had the same assets, businesses and operations as NorthWestern Corporation had immediately prior to the consummation of the reorganization. In the early part of 2024, we intend to complete the second and final phase of the holding company reorganization which will result in the South Dakota and Nebraska regulated utilities business becoming a separate direct subsidiary of NorthWestern Energy Group, Inc. This is planned to be accomplished through Northwestern Corporation contributing the assets and liabilities of its South Dakota and Nebraska regulated utilities to its direct subsidiary, Northwestern Energy Public Service Corporation (NPS), and then distributing its equity interest in NPS and certain other subsidiaries to Northwestern Energy Group, Inc., resulting in Northwestern Corporation owning and operating only the Montana regulated utility and NPS owning and operating the Nebraska and South Dakota utilities, each as a direct subsidiary of Northwestern Energy Group, Inc.

Financial Statement Presentation

The financial statements are presented on the basis of the accounting requirements of the FERC as set forth in its applicable Uniform System of Accounts and published accounting releases, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United States of America (GAAP). This report differs from GAAP due to FERC requiring the presentation of subsidiaries on the equity method of accounting, which differs from Accounting

Standards Codification (ASC) 810, Consolidation. ASC 810 requires that all majority-owned subsidiaries be consolidated (see Note 4). The other significant differences consist of the following:

•Earnings per share and footnotes for revenue from contracts with customers, and segment and related information, are not presented;

•Removal and decommissioning costs of generation, transmission and distribution assets are reflected in the Balance Sheets as a component of accumulated depreciation of $525.2 million and $502.2 million as of September 30, 2023 and December 31, 2022, respectively, in accordance with regulatory treatment as compared to regulatory liabilities for GAAP purposes;

•Goodwill is reflected in the Balance Sheets as a utility plant adjustments of $357.6 million as of September 30, 2023 and December 31, 2022, respectively, in accordance with regulatory treatment, as compared to goodwill for GAAP purposes;

•The write-down of plant values associated with the 2002 acquisition of the Montana operations is reflected in the Balance Sheets as a component of accumulated depreciation of $147.6 million for September 30, 2023 and December 31, 2022, respectively, in accordance with regulatory treatment as compared to plant for GAAP purposes;

•The current portion of gas stored underground is reflected in the Balance Sheets as current and accrued assets, as compared to inventory for GAAP purposes;

•Operating lease right of use assets are classified in the Balance Sheets as capital leases in accordance with regulatory treatment, as compared to non-current assets for GAAP purposes;

•Operating lease liabilities are reflected as current and long term obligations under capital leases in the Balance Sheets, as compared to accrued expenses and long term liabilities for GAAP purposes;

•Unamortized debt expense is classified in the Balance Sheets as deferred debits in accordance with regulatory treatment, as compared to long-term debt for GAAP purposes;

•Current and long-term debt is classified in the Balance Sheets as all long-term debt in accordance with regulatory treatment, while current and long-term debt are presented separately for GAAP reporting;

•The current portion of the provision for injuries and damages and the expected insurance proceeds receivable related to the provision for injuries and damages are reported as a current liability for GAAP purposes, as compared to a non-current liability for FERC purposes;

•Accumulated deferred tax assets and liabilities are classified in the Balance Sheets as gross non-current deferred debits and credits, respectively, while GAAP presentation reflects a net non-current deferred tax liability;

•Stranded tax effects associated with the Tax Cuts and Jobs Act are included in accumulated other comprehensive income (AOCI) in accordance with regulatory treatment, while included in retained earnings for GAAP purposes;

•Uncertain tax positions related to temporary differences are classified in the Balance Sheets within the deferred tax accounts in accordance with regulatory treatment, as compared to other noncurrent liabilities for GAAP purposes. In addition, interest related to uncertain tax positions is recognized in interest expense in accordance with regulatory treatment, as compared to income tax expense for GAAP purposes;

•Net periodic benefit costs and net periodic postretirement benefit costs are reflected in operating expense for FERC purposes, as compared to the GAAP presentation, which reflects the current service costs component of the net periodic benefit costs in operating expenses and the other components outside of income from operations. In addition, only the service cost component of net periodic benefit cost is eligible for capitalization for GAAP purposes, as compared to the total net periodic benefit costs for FERC purposes;

•Regulatory assets and liabilities are reflected in the Balance Sheets as non-current items, while current and non-current amounts are presented separately for GAAP;

•Unbilled revenue is reflected in the Balance Sheets as Accrued utility revenue in accordance with regulatory treatment, as compared to Accounts receivable, net for GAAP purposes;

•Implementation costs associated with cloud computing arrangements are reflected as Miscellaneous Intangible Plant in accordance with regulatory treatment, as compared to Other current assets for GAAP purposes. Additionally, these cash outflows are presented within investing activities cash outflows in the Statement of Cash Flows in accordance with regulatory treatment, as compared to operating activities cash outflows for GAAP purposes; and

•GAAP revenue differs from FERC revenue primarily due to the equity method of accounting as discussed above, netting of electric purchases and sales for resale in revenue for the GAAP presentation as compared to a gross presentation for FERC purposes (with the exception of those transactions in a regional transmission organization (RTO)), the netting of RTO transmission transactions for the GAAP presentation as compared to a gross presentation for FERC purposes, and the classification of regulatory amortizations in revenue for GAAP purposes as compared to expense for FERC purposes.

The following table reconciles GAAP revenues to FERC revenues by segment for the three and nine months ended 2023 and 2022 (in millions):


	Three Months Ended September 30, 2023
	Total		Electric		Natural Gas		Other

GAAP Revenues	$	321.0	$	280.0	$	41.0	$	—
Revenue from equity investments	(0.7)		—		(0.7)		—
Grossing revenues / power purchases	19.0		19.0		—		—
Regulatory amortizations	12.2		19.1		(6.9)		—
Other	1.6		1.9		(0.3)		—
FERC Revenues	$	353.1	$	320.0	$	33.1	$	—


	Three Months Ended September 30, 2022
	Total		Electric		Natural Gas		Other

GAAP Revenues	$	335.0	$	292.3	$	42.7	$	—
Revenue from equity investments	(0.7)		—		(0.7)		—
Grossing revenues / power purchases	1.6		1.6		—		—
Regulatory amortizations	(26.9)		(21.4)		(5.5)		—
Other	(3.1)		(2.9)		(0.2)		—
FERC Revenues	$	305.9	$	269.6	$	36.3	$	—



	Nine Months Ended September 30, 2023
	Total		Electric		Natural Gas		Other

GAAP Revenues	$	1,066.1	$	804.6	$	261.5	$	—
Revenue from equity investments	(2.2)		—		(2.2)		—
Grossing revenues / power purchases	67.2		67.2		—		—
Regulatory amortizations	105.5		82.5		23.0		—
Other	8.1		8.8		(1.5)		0.8
FERC Revenues	$	1,244.7	$	963.1	$	280.8	$	0.8



	Nine Months Ended September 30, 2022
	Total		Electric		Natural Gas		Other

GAAP Revenues	$	1,052.5	$	807.4	$	245.1	$	—
Revenue from equity investments	(2.2)		—		(2.2)		—
Grossing revenues / power purchases	24.7		24.7		—		—
Regulatory amortizations	(10.9)		(34.3)		23.4		—
Other	(3.5)		(3.0)		(1.1)		0.6
FERC Revenues	$	1,060.6	$	794.8	$	265.2	$	0.6

(2) Regulatory Matters

Except as set forth below, the circumstances set forth in Note 3 - Regulatory Matters to the financial statements included in our Annual FERC Form 1 report for the year ended December 31, 2022, appropriately represent, in all material respects, the current status of our regulatory matters.

Montana Rate Review

On August 8, 2022, we filed a Montana electric and natural gas rate review with the Montana Public Service Commission (MPSC) under Docket 2022.07.78 requesting an annual increase to electric and natural gas utility rates. On October 25, 2023, the MPSC held a work session and approved the settlement agreement filed April 3, 2023. We expect final rates, adjusting from interim to settled rates, to be effective November 1, 2023. The details of our settlement agreement are set forth below:


Returns, Capital Structure & Revenue Increase Resulting From Approved Settlement Agreement ($ in millions)
	Electric	Natural Gas
Return on Equity (ROE)	9.65%	9.55%
Equity Capital Structure	48.02%	48.02%

Base Rates	$67.4	$14.1
Power Cost & Credit Mechanism (PCCAM)(1)	$69.7	n/a
Property Tax (tracker base adjustment)(1)	$14.5	$4.2
Total Revenue Increase Through Approved Settlement Agreement	$151.6	$18.3

(1) These items are flow-through costs. PCCAM reflects our fuel and purchased power costs.

The approved settlement includes, among other things, agreement on electric and natural gas base revenue increases, allocated cost of service, rate design, updates to the base amount of revenues associated with property taxes and electric supply costs, and regulatory policy issues related to requested changes in regulatory mechanisms.

The approved settlement agreement provides for an update to the PCCAM by adjusting the base costs from $138.7 million to $208.4 million and providing for more timely quarterly recovery of deferred balances instead of annual recovery. It also addresses the potential for future recovery of certain operating costs associated with the Yellowstone County Generating Station and provides for the deferral of incremental operating costs related to our Enhanced Wildfire Mitigation Plan. The settling parties agreed to terminate the pilot decoupling program (Fixed Cost Recovery Mechanism) and that the proposed business technology rider will not be implemented.

South Dakota Electric Rate Review

On June 15, 2023, we filed a South Dakota electric rate review filing (2022 test year) under Docket EL23-016 for an annual increase to electric rates totaling approximately $30.9 million. Our request was based on a ROE of 10.7 percent, a capital structure including 50.5 percent equity, and rate base of $787.3 million.

(3) Income Taxes

We compute income tax expense for each quarter based on the estimated annual effective tax rate for the year, adjusted for certain discrete items. Our effective tax rate typically differs from the federal statutory tax rate due to the regulatory impact of flowing through the federal and state tax benefit of repairs deductions, state tax benefit of accelerated tax depreciation deductions (including bonus depreciation when applicable) and production tax credits. The regulatory accounting treatment of these deductions requires immediate income recognition for temporary tax differences of this type, which is referred to as the flow-through method. When the flow-through method of accounting for temporary differences is reflected in regulated revenues, we record deferred income taxes and establish related regulatory assets and liabilities.

The following table summarizes the differences between our effective tax rate and the federal statutory rate (in thousands):


	Three Months Ended September 30,
	2023				2022
Income Before Income Taxes	$	30,671			$	26,895

Income tax calculated at federal statutory rate	6,441		21.0	%	5,647		21.0	%

Permanent or flow-through adjustments:
State income tax, net of federal provisions	121		0.4		145		0.5
Flow-through repairs deductions	(4,189)		(13.7)		(3,374)		(12.5)
Production tax credits	(1,261)		(4.1)		(1,668)		(6.2)
Amortization of excess deferred income tax	(323)		(1.1)		(246)		(0.9)
Income tax return to accrual adjustment	411		1.3		(926)		(3.4)
Plant and depreciation flow-through items	358		1.2		266		1.0

Other, net	(221)		(0.6)		(320)		(1.3)
	(5,104)		(16.6)		(6,123)		(22.8)

Income tax expense (benefit)	$	1,337	4.4	%	$	(476)	(1.8)	%



	Nine Months Ended September 30,
	2023				2022
Income Before Income Taxes	124,027				117,917

Income tax calculated at federal statutory rate	$	26,046	21.0	%	$	24,763	21.0	%

Permanent or flow-through adjustments:
State income tax, net of federal provisions	1,353		1.1		976		0.8
Flow-through repairs deductions	(11,742)		(9.5)		(13,488)		(11.4)
Production tax credits	(5,607)		(4.5)		(8,050)		(6.8)
Amortization of excess deferred income tax	(1,355)		(1.1)		(819)		(0.6)
Reduction to previously claimed alternative minimum tax credit	3,186		2.6		—		—
Plant and depreciation flow-through items	1,247		1.0		409		0.3
Income tax return to accrual adjustment	411		0.3		(926)		(0.8)
Share-based compensation	388		0.3		(253)		(0.3)
Other, net	(889)		(0.7)		(957)		(0.8)
	(13,008)		(10.5)		(23,108)		(19.6)

Income tax expense	$	13,038	10.5	%	$	1,655	1.4	%

Uncertain Tax Positions

We recognize tax positions that meet the more-likely-than-not threshold as the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. We had unrecognized tax benefits of approximately $29.1 million as of September 30, 2023, including approximately $27.8 million that, if recognized, would impact our effective tax rate.

On April 14, 2023, the Internal Revenue Service (IRS) issued Revenue Procedure 2023-15, which provides a safe harbor method of accounting for gas repairs expenditures. We are currently evaluating the safe harbor and, if adopted, would decrease our total unrecognized tax benefits by $0.5 million and recognize an income tax benefit of approximately $3.2 million for previously unrecognized tax benefits in the fourth quarter of 2023. Inclusive of the safe harbor impacts, we anticipate that by the end of 2024, total unrecognized tax benefits will decrease by approximately $17.4 million and that we will recognize an income tax benefit of approximately $20.1 million.

Our policy is to recognize interest related to uncertain tax positions in income tax expense. As of September 30, 2023, we have accrued $2.4 million for the payment of interest on the Balance Sheets. As of December 31, 2022, we had accrued $1.4 million for the payment of interest on the Balance Sheets.

Tax years 2019 and forward remain subject to examination by the IRS and state taxing authorities. During the first quarter of 2023 the IRS commenced and concluded a limited scope examination of our 2019 amended federal income tax return. This examination resulted in a reduction to our previously claimed alternative minimum tax credit refund that is reflected in the table above.

(4) Equity Investments

The following table presents our equity investments reflected in the investments in subsidiary companies on the Balance Sheets (in thousands):


	September 30, 2023		December 31, 2022
Havre Pipeline Company, LLC	$	14,097	$	11,399
NorthWestern Energy Solutions, Inc.	9,538		5,738
Canadian Montana Pipeline Corporation	5,138		4,984
NorthWestern Services, LLC	2,118		2,091
Risk Partners Assurance, Ltd.	1,104		1,132
Total Investments in Subsidiary Companies	$	31,995	$	25,344

(5) Comprehensive Income

The following tables display the components of Other Comprehensive Income, after-tax, and the related tax effects (in thousands):


	Three Months Ended
	September 30, 2023						September 30, 2022
	Before- Tax Amount		Tax Expense (Benefit)		Net-of- Tax Amount		Before- Tax Amount		Tax Expense (Benefit)		Net-of- Tax Amount
Foreign currency translation adjustment	$	(7)	$	—	$	(7)	$	(5)	$	—	$	(5)
Reclassification of net income (loss) on derivative instruments	154		(41)		113		153		(40)		113
Postretirement medical liability adjustment	(212)		45		(167)		(212)		54		(158)
Other comprehensive income	$	(65)	$	4	$	(61)	$	(64)	$	14	$	(50)



	Nine Months Ended
	September 30, 2023						September 30, 2022
	Before- Tax Amount		Tax Expense (Benefit)		Net-of- Tax Amount		Before- Tax Amount		Tax Expense (Benefit)		Net-of- Tax Amount
Foreign currency translation adjustment	$	(9)	$	—	$	(9)	$	(6)	$	—	$	(6)
Reclassification of net income (loss) on derivative instruments	459		(121)		338		459		(120)		339
Postretirement medical liability adjustment	(636)		135		(501)		(636)		162		(474)
Other comprehensive income	$	(186)	$	14	$	(172)	$	(183)	$	42	$	(141)

Balances by classification included within accumulated other comprehensive income (AOCI) on the Balance Sheets are as follows, net of tax (in thousands):


	September 30, 2023		December 31, 2022
Foreign currency translation	$	1,426	$	1,435
Derivative instruments designated as cash flow hedges	(7,337)		(7,675)
Postretirement medical plans	33		534
Accumulated other comprehensive income	$	(5,878)	$	(5,706)

The following tables display the changes in AOCI by component, net of tax (in thousands):


		Three Months Ended September 30, 2023
	Affected Line Item in the Statements of Income	Interest Rate Derivative Instruments Designated as Cash Flow Hedges		Postretirement Medical Plans		Foreign Currency Translation		Total
Beginning balance		$	(7,450)	$	200	$	1,433	$	(5,817)
Other comprehensive income before reclassifications		—		—		(7)		(7)
Amounts reclassified from AOCI	Interest on long-term debt	113		—		—		113
Amounts reclassified from AOCI		—		(167)		—		(167)
Net current-period other comprehensive income		113		(167)		(7)		(61)
Ending balance		$	(7,337)	$	33	$	1,426	$	(5,878)


		Three Months Ended September 30, 2022
	Affected Line Item in the Statements of Income	Interest Rate Derivative Instruments Designated as Cash Flow Hedges		Postretirement Medical Plans		Foreign Currency Translation		Total
Beginning balance		$	(7,901)	$	1,200	$	1,442	$	(5,259)
Other comprehensive income before reclassifications		—		—		(5)		(5)
Amounts reclassified from AOCI	Interest on long-term debt	113		—		—		113
Amounts reclassified from AOCI		—		(158)		—		(158)
Net current-period other comprehensive income		113		(158)		(5)		(50)
Ending balance		$	(7,788)	$	1,042	$	1,437	$	(5,309)



		Nine Months Ended September 30, 2023
	Affected Line Item in the Statements of Income	Interest Rate Derivative Instruments Designated as Cash Flow Hedges		Postretirement Medical Plans		Foreign Currency Translation		Total
Beginning balance		$	(7,675)	$	534	$	1,435	$	(5,706)
Other comprehensive income before reclassifications		—		—		(9)		(9)
Amounts reclassified from AOCI	Interest on long-term debt	338		—		—		338
Amounts reclassified from AOCI		—		(501)		—		(501)
Net current-period other comprehensive income		338		(501)		(9)		(172)
Ending balance		$	(7,337)	$	33	$	1,426	$	(5,878)



		Nine Months Ended September 30, 2022
	Affected Line Item in the Statements of Income	Interest Rate Derivative Instruments Designated as Cash Flow Hedges		Postretirement Medical Plans		Foreign Currency Translation		Total
Beginning balance		$	(8,127)	$	1,516	$	1,443	$	(5,168)
Other comprehensive income before reclassifications		—		—		(6)		(6)
Amounts reclassified from AOCI	Interest on long-term debt	339		—		—		339
Amounts reclassified from AOCI		—		(474)		—		(474)
Net current-period other comprehensive income		339		(474)		(6)		(141)
Ending balance		$	(7,788)	$	1,042	$	1,437	$	(5,309)

(6) Financing Activities

On March 30, 2023, we issued and sold $239.0 million aggregate principal amount of Montana First Mortgage Bonds at a fixed interest rate of 5.57 percent maturing on March 30, 2033. On this same day, we issued and sold $31.0 million aggregate principal amount of South Dakota First Mortgage Bonds at a fixed interest rate of 5.57 percent maturing on March 30, 2033. On May 1, 2023, we issued and sold an additional $30.0 million aggregate principal amount of South Dakota First Mortgage Bonds at a fixed interest rate of 5.42 percent maturing on May 1, 2033. These bonds were issued in transactions exempt from the registration requirements of the Securities Act of 1933. Proceeds were used to repay a portion of our outstanding borrowings under our revolving credit facilities and for other general corporate purposes. The bonds are secured by our electric and natural gas assets in Montana and South Dakota.

Pursuant to the NorthWestern Corporation Equity Distribution Agreement we have offered and sold shares of our common stock through an At-the-Market (ATM) offering program. During the three months ended September 30, 2023, we issued 1,244,056 shares of common stock under the ATM program at an average price of $51.14 per share, for net proceeds of $62.8 million which is net of sales commissions and other fees paid of approximately $0.8 million. During the nine months ended September 30, 2023, we issued 1,432,738 shares of common stock under the ATM program at an average price of $52.02 per share, for net proceeds of $73.6 million which is net of sales commissions and other fees paid of approximately $0.9 million. As of September 30, 2023, we have completed the ATM offering program under this Equity Distribution Agreement.

On June 29, 2023, the City of Forsyth, Rosebud County, Montana issued $144.7 million principal amount of Pollution Control Revenue Refunding Bonds (2023 Pollution Control Bonds) on our behalf. The 2023 Pollution Control Bonds were issued at a fixed interest rate of 3.88 percent maturing on July 1, 2028. The proceeds of the issuance were loaned to us pursuant to a Loan Agreement and were deposited directly with U.S. Bank Trust Company, National Association, as trustee, for the redemption of the 2.00 percent, $144.7 million City of Forsyth Pollution Control Revenue Refunding Bonds due on August 1, 2023 that had previously been issued on our behalf. Pursuant to the Loan Agreement, we are obligated to make payments in such amounts and at such times as will be sufficient to pay, when due, the principal and interest on the 2023 Pollution Control Bonds. Our obligations under the Loan Agreement are secured by delivery of a like amount of our Montana First Mortgage Bonds, which are secured by our Montana electric and natural gas assets. So long as we are making payments under the Loan Agreement, no payments under these mortgage bonds will be due. The 2023 Pollution Control Bonds were issued in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended.

(7) Related Party Transactions

Accounts receivable from and payables to associated companies primarily include intercompany billings for direct charges, overhead, and income tax obligations. The following table reflects our accounts receivable from and accounts payable to associated companies (in thousands):


	September 30, 2023		December 31, 2022
Accounts Receivable from Associated Companies:
Havre Pipeline Company, LLC	$	833	$	3,201
NorthWestern Energy Solutions, Inc.	136		16
Risk Partners Assurance, Ltd.	(74)		(74)
	$	895	$	3,143

Accounts Payable to Associated Companies:
NorthWestern Services, LLC	$	2,084	$	2,312
Canadian Montana Pipeline Corporation	2,478		2,045
	$	4,562	$	4,357

(8) Employee Benefit Plans

We sponsor and/or contribute to pension and postretirement health care and life insurance benefit plans for eligible employees. Net periodic benefit cost (credit) for our pension and other postretirement plans consists of the following (in thousands):


	Pension Benefits				Other Postretirement Benefits
	Three Months Ended September 30,				Three Months Ended September 30,
	2023		2022		2023		2022
Components of Net Periodic Benefit Cost (Credit)
Service cost	$	1,459	$	2,555	$	84	$	88
Interest cost	6,524		4,697		168		90
Expected return on plan assets	(6,679)		(6,043)		(274)		(262)
Amortization of prior service credit	—		—		29		(472)
Recognized actuarial loss (gain)	68		96		18		(13)
Net periodic benefit cost (credit)	$	1,372	$	1,305	$	25	$	(569)



	Pension Benefits				Other Postretirement Benefits
	Nine Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Components of Net Periodic Benefit Cost (Credit)
Service cost	$	4,375	$	7,667	$	250	$	263
Interest cost	19,571		14,090		505		269
Expected return on plan assets	(20,036)		(18,129)		(822)		(785)
Amortization of prior service credit	—		—		87		(1,418)
Recognized actuarial loss (gain)	205		287		54		(37)
Net periodic benefit cost (credit)	$	4,115	$	3,915	$	74	$	(1,708)

We contributed $8.2 million to our pension plans during the nine months ended September 30, 2023. We expect to contribute an additional $3.0 million to our pension plans during the remainder of 2023.

(9) Commitments and Contingencies

Except as set forth below and in Note 2 - Regulatory Matters above, the circumstances set forth in Note 19 - Commitments and Contingencies to the financial statements included in our Annual FERC Form 1 Report for the year ended December 31, 2022 appropriately represent, in all material respects, the current status of our material commitments and contingent liabilities.


ENVIRONMENTAL LIABILITIES AND REGULATION

Environmental Matters

The operation of electric generating, transmission and distribution facilities, and gas gathering, storage, transportation and distribution facilities, along with the development (involving site selection, environmental assessments, and permitting) and construction of these assets, are subject to extensive federal, state, and local environmental and land use laws and regulations. Our activities involve compliance with diverse laws and regulations that address emissions and impacts to the environment, including air and water, protection of natural resources, avian and wildlife. We monitor federal, state, and local environmental initiatives to determine potential impacts on our financial results. As new laws or regulations are implemented, our policy is to assess their applicability and implement the necessary modifications to our facilities or their operation to maintain ongoing compliance.

Our environmental exposure includes a number of components, including remediation expenses related to the cleanup of current or former properties, and costs to comply with changing environmental regulations related to our operations. At present, our environmental reserve, which relates primarily to the remediation of former manufactured gas plant sites owned

by us or for which we are responsible, is estimated to range between $20.4 million to $31.5 million. As of September 30, 2023, we had a reserve of approximately $25.2 million, which has not been discounted. Environmental costs are recorded when it is probable we are liable for the remediation and we can reasonably estimate the liability. We use a combination of site investigations and monitoring to formulate an estimate of environmental remediation costs for specific sites. Our monitoring procedures and development of actual remediation plans depend not only on site specific information but also on coordination with the different environmental regulatory agencies in our respective jurisdictions; therefore, while remediation exposure exists, it may be many years before costs are incurred.

Over time, as costs become determinable, we may seek authorization to recover such costs in rates or seek insurance reimbursement as available and applicable; therefore, although we cannot guarantee regulatory recovery, we do not expect these costs to have a material effect on our financial position or results of operations.

Global Climate Change - National and international actions have been initiated to address global climate change and the contribution of greenhouse gas (GHG) including, most significantly, carbon dioxide (CO2) and methane emissions from natural gas. These actions include legislative proposals, Executive, Congressional and Environmental Protection Agency (EPA) actions at the federal level, state level activity, investor activism and private party litigation relating to emissions. Coal-fired plants have come under particular scrutiny due to their level of emissions. We have joint ownership interests in four coal-fired electric generating plants, all of which are operated by other companies. We are responsible for our proportionate share of the capital and operating costs while being entitled to our proportionate share of the power generated.

Proposed EPA Rules - Congress has not passed any federal climate change legislation regarding GHG emissions from coal fired plants, and we cannot predict the timing or form of any potential legislation. Section 111(d) of the Clean Air Act (CAA) confers authority on EPA and the states to regulate emissions, including GHGs, from existing stationary sources. In May 2023, EPA proposed new GHG emissions standards for coal and natural gas-fired plants. In particular, the proposed rules would (i) strengthen the current New Source Performance Standards for newly built fossil fuel-fired stationary combustion turbines (generally natural gas-fired); (ii) establish emission guidelines for states to follow in limiting carbon pollution from existing fossil fuel-fired steam generating electric generating units (including coal, oil and natural gas-fired units); and (iii) establish emission guidelines for large, frequently used existing fossil fuel-fired stationary combustion turbines (generally natural gas-fired). In addition, in April 2023, EPA proposed to amend the Mercury Air Toxics Standard (MATS). Among other things, MATS currently sets stringent emission limits for acid gases, mercury, and other hazardous air pollutants from new and existing electric generating units. We are in compliance with existing MATS requirements. The proposed amendment of the MATS would strengthen the MATS requirements, and if adopted as written, both the GHG and MATS proposed rules could have a material negative impact on our coal-fired plants, including requiring potentially expensive upgrades or the early retirement of Colstrip Unit's 3 and 4 due to the rules making the facility uneconomic.

Previous efforts by the EPA were met with extensive litigation and we anticipate a similar response if the proposed rules are adopted. As MATS and GHG regulations are implemented, it could result in additional material compliance costs. We will continue working with federal and state regulatory authorities, other utilities, and stakeholders to seek relief from any MATS or GHG regulations that, in our view, disproportionately impact customers in our region.

Future additional environmental requirements - federal or state - could cause us to incur material costs of compliance, increase our costs of procuring electricity, decrease transmission revenue and impact cost recovery. Technology to efficiently capture, remove and/or sequester such GHG emissions or hazardous air pollutants may not be available within a timeframe consistent with the implementation of any such requirements.


LEGAL PROCEEDINGS

State of Montana - Riverbed Rents

On April 1, 2016, the State of Montana (State) filed a complaint on remand (the State’s Complaint) with the Montana First Judicial District Court (State District Court), naming us, along with Talen Montana, LLC (Talen) as defendants. The State claimed it owns the riverbeds underlying 10 of our, and formerly Talen’s, hydroelectric facilities (dams, along with reservoirs and tailraces) on the Missouri, Madison and Clark Fork Rivers, and seeks rents for Talen’s and our use and occupancy of such lands. The facilities at issue include the Hebgen, Madison, Hauser, Holter, Black Eagle, Rainbow,

Cochrane, Ryan, and Morony facilities on the Missouri and Madison Rivers and the Thompson Falls facility on the Clark Fork River. We acquired these facilities from Talen in November 2014.

The litigation has a long prior history in state and federal court, including before the United States Supreme Court, as detailed in Note 18 - Commitments and Contingencies to the financial statements included in our Annual FERC Form 1 Report for the year ended December 31, 2022. On April 20, 2016, we removed the case from State District Court to the United States District Court for the District of Montana (Federal District Court). On August 1, 2018, the Federal District Court granted our and Talen’s motions to dismiss the State’s Complaint as it pertains to the navigability of the riverbeds associated with four of our hydroelectric facilities near Great Falls. A bench trial before the Federal District Court commenced January 4, 2022, and concluded on January 18, 2022, which addressed the issue of navigability concerning our other six facilities. On August 25, 2023, the Federal District Court issued its Findings of Fact, Conclusions of Law and Order (the "Order"), which found all but one of the segments of the riverbeds in dispute not navigable, and thus not owned by the State of Montana. The one segment found navigable, and thus owned by the State, was the segment on which the Black Eagle development was located. The State has filed a motion to pursue an interlocutory appeal of the Order. Damages were bifurcated by agreement and will be tried separately for the Black Eagle segment, and any other segments navigable should an appeal be granted and other segments found navigable.

We dispute the State’s claims and intend to continue to vigorously defend the lawsuit. If the Federal District Court calculates damages as the State District Court did in 2008, we do not anticipate the resulting annual rent for the Black Eagle segment would have a material impact to our financial position or results of operations. We anticipate that any obligation to pay the State rent for use and occupancy of the riverbeds would be recoverable in rates from customers, although there can be no assurances that the MPSC would approve any such recovery.

Colstrip Arbitration

The remaining depreciable life of our investment in Colstrip Unit 4 is through 2042. The six owners of Colstrip Units 3 and 4 currently share the operating costs pursuant to the terms of an Ownership and Operation Agreement (O&O Agreement). However, several of the owners are mandated by Washington and Oregon law to eliminate coal-fired resources in 2025 and 2029, respectively.

As a result of the mandate, the owners have disagreed on various operational funding decisions, including whether closure requires each owner’s consent under the O&O Agreement. On March 12, 2021, we initiated an arbitration under the O&O Agreement (the “Arbitration”), to resolve the issues of whether closure requires each owner's consent and to clarify each owner's obligations to continue to fund operations until all joint owners agree on closure. The owners previously initiated efforts to identify arbitrators and have agreed to stay the Arbitration through January 12, 2024, while they explore a potential resolution to their disagreements.

Colstrip Coal Dust Litigation

On December 14, 2020, a claim was filed against Talen in the Montana Sixteenth Judicial District Court, Rosebud County, Cause No. CV-20-58. Talen is one of the co-owners of Colstrip Unit 3, and the operator of Units 3 and 4. The plaintiffs allege they have suffered adverse effects from coal dust generated during operations associated with Colstrip. On August 26, 2021, the claim was amended to add in excess of 100 plaintiffs. It also added NorthWestern, the other owners of Colstrip, and Westmoreland Rosebud Mining LLC, as defendants. Plaintiffs are seeking economic damages, costs and disbursements, punitive damages, attorneys’ fees, and an injunction prohibiting defendants from allowing coal dust to blow onto plaintiffs’ properties.

Since this lawsuit remains in its discovery stages, we are unable to predict outcomes or estimate a range of reasonably possible losses.

BNSF Demands for Indemnity and Remediation Costs

NorthWestern has received a demand for indemnity from BNSF Railway Company (BNSF) for past and future environmental investigation and remediation costs incurred by BNSF at one of the three operable units at the Anaconda Copper Mining (ACM) Smelter and Refinery Superfund Site, located near Great Falls, Montana. Smelter and refining operations at the site commenced in 1893 and continued until 1980.

According to EPA, the smelter and refining operations have contaminated soil, groundwater and surface water resources around the site with lead, arsenic and other metal wastes. ARCO (Atlantic Richfield Company) initiated reclamation and maintenance activities in the 1980s and 1990s. Between 2002 and 2008, the EPA conducted several site investigations. In March 2011, the EPA placed the ACM Smelter and Refinery Site on the Superfund program’s National Priority List. The Superfund Site is 427 acres and contains three operable units: Operable Unit 1 (consisting of five subsections including the Railroad Corridor and four other “areas of interest”), Operable Unit 2 (the former smelter and refinery site), and Operable Unit 3 (the Missouri River that flows along the south sides of Operable Units 1 and 2).

NorthWestern owns property in the Railroad Corridor sub-section of Operable Unit 1. BNSF claims it is entitled to indemnity and contribution from NorthWestern for the costs it has and will incur to investigate and remediate contamination in Operable Unit 1. BNSF reports it has incurred in excess of $4.4 million, pending final resolution, of response and oversight costs incurred by government agencies (EPA and Montana DEQ), in investigative and other response costs associated with Operable Unit 1, and that in the future it will incur additional costs to implement the final remedy for Operable Unit 1. In the Record of Decision (ROD) for Operable Unit 1 issued on August 21, 2021, the EPA estimated the costs to implement the selected remedies for the Railroad Corridor will be approximately $4.1 million. In the ROD, the EPA also estimated the costs to implement the selected remedy (including institutional controls) for the four “areas of interest” in Operable Unit 1 would be approximately $1.8 million, with annual operating costs of ten thousand dollars. We are evaluating BNSF’s claim and are unable at this time to predict outcomes or estimate a range of reasonably possible losses.

Yellowstone County Generating Station Air Permit

On October 21, 2021, the Montana Environmental Information Center (MEIC) and the Sierra Club filed a lawsuit in Montana State District Court, against the Montana Department of Environmental Quality (MDEQ) and NorthWestern, alleging that the environmental analysis conducted by MDEQ prior to issuance of the Yellowstone County Generating Station's air quality construction permit was inadequate. On April 4, 2023, the Montana District Court issued an order finding MDEQ's environmental analysis was deficient in not addressing exterior lighting and greenhouse gases and remanded it back to MDEQ to address the deficiencies and vacated the air quality permit pending that remand. As a result of the vacatur of the permit, we paused construction. On June 8, 2023, the Montana District Court granted our motion to stay the order vacating the air quality permit pending the outcome of our notice of appeal with the Montana Supreme Court. We recommenced construction in June 2023 and expect the plant to be operational by the end of the third quarter 2024.

On May 10, 2023, Montana House Bill 971 was signed into law, preventing the MDEQ from, except under certain exceptions, evaluating greenhouse gas emissions and corresponding impacts to the climate in environmental reviews of large projects such as coal mines and power plants. On June 1, 2023, the MDEQ issued its supplemental environmental assessment that contained the updated exterior lighting analysis, and the MDEQ indicated that no other analysis was necessary. The comment period concerning the MDEQ’s supplemental air quality permit ended on July 3, 2023. On August 4, 2023, the Montana First Judicial District Court in Held v. State of Montana, issued its order finding House Bill 971 unconstitutional. The Held case has delayed MDEQ's issuance of an updated air quality permit. The lawsuit challenging the Yellowstone County Generating Station air quality permit, as well as additional related legal challenges and construction challenges, could delay the project timing and increase costs.

Other Legal Proceedings

We are also subject to various other legal proceedings, governmental audits and claims that arise in the ordinary course of business. In our opinion, the amount of ultimate liability with respect to these other actions will not materially affect our financial position, results of operations, or cash flows.

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

STATEMENTS OF ACCUMULATED COMPREHENSIVE INCOME, COMPREHENSIVE INCOME, AND HEDGING ACTIVITIES
Report in columns (b),(c),(d) and (e) the amounts of accumulated other comprehensive income items, on a net-of-tax basis, where appropriate. Report in columns (f) and (g) the amounts of other categories of other cash flow hedges. For each category of hedges that have been accounted for as "fair value hedges", report the accounts affected and the related amounts in a footnote. Report data on a year-to-date basis.
Line No.	Item (a)	Unrealized Gains and Losses on Available-For-Sale Securities (b)	Minimum Pension Liability Adjustment (net amount) (c)	Foreign Currency Hedges (d)	Other Adjustments (e)	Other Cash Flow Hedges Interest Rate Swaps (f)	Other Cash Flow Hedges [Specify] (g)	Totals for each category of items recorded in Account 219 (h)	Net Income (Carried Forward from Page 116, Line 78) (i)	Total Comprehensive Income (j)
1	Balance of Account 219 at Beginning of Preceding Year		1,518,461		1,441,981	8,128,038		5,167,596
2	Preceding Quarter/Year to Date Reclassifications from Account 219 to Net Income		(a) 475,230			(e) 339,097		136,133
3	Preceding Quarter/Year to Date Changes in Fair Value				(c) 4,812			4,812
4	Total (lines 2 and 3)		475,230		4,812	339,097		140,945	116,261,794	116,120,849
5	Balance of Account 219 at End of Preceding Quarter/Year		1,043,231		1,437,169	7,788,941		5,308,541
6	Balance of Account 219 at Beginning of Current Year		535,470		1,434,774	7,675,908		5,705,664
7	Current Quarter/Year to Date Reclassifications from Account 219 to Net Income		(b) 502,685			(f) 339,098		163,587
8	Current Quarter/Year to Date Changes in Fair Value				(d) 9,135			9,135
9	Total (lines 7 and 8)		502,685		9,135	339,098		172,722	110,989,284	110,816,562
10	Balance of Account 219 at End of Current Quarter/Year		32,785		1,425,639	7,336,810		5,878,386

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

FOOTNOTE DATA

(a) Concept: AccumulatedOtherComprehensiveIncomeLossMinimumPensionLiabilityAdjustmentReclassificationsToNetIncomeLoss

Postretirement medical liability adjustment.

(b) Concept: AccumulatedOtherComprehensiveIncomeLossMinimumPensionLiabilityAdjustmentReclassificationsToNetIncomeLoss

Postretirement medical liability adjustment.

Foreign currency translation adjustment.

(d) Concept: AccumulatedOtherComprehensiveIncomeLossOtherAdjustmentsToComprehensiveIncomeLossChangesInFairValue

Foreign currency translation adjustment.

(e) Concept: AccumulatedOtherComprehensiveIncomeLossOtherCashFlowHedgesInterestRateSwapsReclassificationsToNetIncomeLoss

Reclassification of net losses on derivative instruments.

(f) Concept: AccumulatedOtherComprehensiveIncomeLossOtherCashFlowHedgesInterestRateSwapsReclassificationsToNetIncomeLoss

Reclassification of net losses on derivative instruments.

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

SUMMARY OF UTILITY PLANT AND ACCUMULATED PROVISIONS FOR DEPRECIATION. AMORTIZATION AND DEPLETION
Report in Column (c) the amount for electric function, in column (d) the amount for gas function, in column (e), (f), and (g) report other (specify) and in column (h) common function.
Line No.	Classification (a)	Total Company For the Current Year/Quarter Ended (b)	Electric (c)	Gas (d)	Other (Specify) (e)	Other (Specify) (f)	Other (Specify) (g)	Common (h)
1	UtilityPlantAbstract UTILITY PLANT
2	UtilityPlantInServiceAbstract In Service
3	UtilityPlantInServiceClassified Plant in Service (Classified)	7,048,900,619	5,430,997,522	1,348,028,234	(a) 1,547,776			268,327,087
4	UtilityPlantInServicePropertyUnderCapitalLeases Property Under Capital Leases	41,213,841				(b) 40,209,537	(c) 1,004,304
5	UtilityPlantInServicePlantPurchasedOrSold Plant Purchased or Sold
6	UtilityPlantInServiceCompletedConstructionNotClassified Completed Construction not Classified
7	UtilityPlantInServiceExperimentalPlantUnclassified Experimental Plant Unclassified	4,092,785	4,092,785
8	UtilityPlantInServiceClassifiedAndUnclassified Total (3 thru 7)	7,094,207,245	5,435,090,307	1,348,028,234	1,547,776	40,209,537	1,004,304	268,327,087
9	UtilityPlantLeasedToOthers Leased to Others
10	UtilityPlantHeldForFutureUse Held for Future Use	4,140,228	4,110,361	29,867
11	ConstructionWorkInProgress Construction Work in Progress	478,948,536	369,576,267	90,140,280				19,231,989
12	UtilityPlantAcquisitionAdjustment Acquisition Adjustments	686,328,434	686,328,434
13	UtilityPlantAndConstructionWorkInProgress Total Utility Plant (8 thru 12)	8,263,624,443	6,495,105,369	1,438,198,381	1,547,776	40,209,537	1,004,304	287,559,076
14	AccumulatedProvisionForDepreciationAmortizationAndDepletionOfPlantUtility Accumulated Provisions for Depreciation, Amortization, & Depletion	2,907,443,469	2,235,287,771	553,564,869	1,117,048	34,680,706		82,793,075
15	UtilityPlantNet Net Utility Plant (13 less 14)	5,356,180,974	4,259,817,598	884,633,512	430,728	5,528,831	1,004,304	204,766,001
16	DetailOfAccumulatedProvisionsForDepreciationAmortizationAndDepletionAbstract DETAIL OF ACCUMULATED PROVISIONS FOR DEPRECIATION, AMORTIZATION AND DEPLETION
17	AccumulatedProvisionForDepreciationAmortizationAndDepletionUtilityPlantInServiceAbstract In Service:
18	DepreciationUtilityPlantInService Depreciation	2,610,234,724	2,024,030,169	493,479,229	1,117,048	34,680,706		56,927,572
19	AmortizationAndDepletionOfProducingNaturalGasLandAndLandRightsutilityPlantInService Amortization and Depletion of Producing Natural Gas Land and Land Rights	51,050,687		51,050,687
20	AmortizationOfUndergroundStorageLandAndLandRightsutilityPlantInService Amortization of Underground Storage Land and Land Rights
21	AmortizationOfOtherUtilityPlantUtilityPlantInService Amortization of Other Utility Plant	61,281,588	26,381,132	9,034,953				25,865,503
22	DepreciationAmortizationAndDepletionUtilityPlantInService Total in Service (18 thru 21)	2,722,566,999	2,050,411,301	553,564,869	1,117,048	34,680,706		82,793,075
23	DepreciationAmortizationAndDepletionUtilityPlantLeasedToOthersAbstract Leased to Others
24	DepreciationUtilityPlantLeasedToOthers Depreciation
25	AmortizationAndDepletionUtilityPlantLeasedToOthers Amortization and Depletion
26	DepreciationAmortizationAndDepletionUtilityPlantLeasedToOthers Total Leased to Others (24 & 25)
27	DepreciationAndAmortizationUtilityPlantHeldForFutureUseAbstract Held for Future Use
28	DepreciationUtilityPlantHeldForFutureUse Depreciation
29	AmortizationUtilityPlantHeldForFutureUse Amortization
30	DepreciationAndAmortizationUtilityPlantHeldForFutureUse Total Held for Future Use (28 & 29)
31	AbandonmentOfLeases Abandonment of Leases (Natural Gas)
32	AmortizationOfPlantAcquisitionAdjustment Amortization of Plant Acquisition Adjustment	184,876,470	184,876,470
33	AccumulatedProvisionForDepreciationAmortizationAndDepletionOfPlantUtility Total Accum Prov (equals 14) (22,26,30,31,32)	2,907,443,469	2,235,287,771	553,564,869	1,117,048	34,680,706		82,793,075

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

FOOTNOTE DATA

(a) Concept: UtilityPlantInServiceClassified

This column represents regulated propane.

(b) Concept: UtilityPlantInServicePropertyUnderCapitalLeases

This column represents the write-down of plant values associated with the 2002 acquisition of Montana Operations, and the reduction from fair value to regulated basis associated with the transfer of Colstrip Unit 4 to the regulated utility in 2009.

This column represents an electric default supply capacity and energy sales agreement classified as a capital lease.

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

Electric Plant In Service and Accum Provision For Depr by Function
Report below the original cost of plant in service by function. In addition to Account 101, include Account 102, and Account 106. Report in column (b) the original cost of plant in service and in column(c) the accumulated provision for depreciation and amortization by function.
Line No.	Item (a)	Plant in Service Balance at End of Quarter (b)	Accumulated Depreciation And Amortization Balance at End of Quarter (c)
1	Intangible Plant	36,530,304	11,847,100
2	Steam Production Plant	412,818,165	150,101,825
3	Nuclear Production Plant
4	Hydraulic Production - Conventional	608,280,641	137,907,581
5	Hydraulic Production - Pumped Storage
6	Other Production	599,654,503	169,833,467
7	Transmission	1,374,745,160	518,002,422
8	Distribution	2,218,152,450	952,729,160
9	Regional Transmission and Market Operation
10	General	184,909,084	109,989,746
11	TOTAL (Total of lines 1 through 10)	5,435,090,307	2,050,411,301

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

Transmission Service and Generation Interconnection Study Costs
Report the particulars (details) called for concerning the costs incurred and the reimbursements received for performing transmission service and generator interconnection studies. List each study separately. In column (a) provide the name of the study. In column (b) report the cost incurred to perform the study at the end of period. In column (c) report the account charged with the cost of the study. In column (d) report the amounts received for reimbursement of the study costs at end of period. In column (e) report the account credited with the reimbursement received for performing the study.
Line No.	DescriptionOfStudyPerformed Description (a)	StudyCostsIncurred Costs Incurred During Period (b)	StudyCostsAccountCharged Account Charged (c)	StudyCostsReimbursements Reimbursements Received During the Period (d)	StudyCostsAccountReimbursed Account Credited With Reimbursement (e)
1	Transmission Studies
2	FAC Studies	76,938	253	114,019	253
3	SIS Studies	170,473	253	255,788	253
4	Line Interconnection Studies	114,339	253	591,513	253
20	Total	361,750		961,320
21	Generation Studies
22	FAC Studies	462,600	253	2,035,995	253
23	SIS Studies	246,156	253	1,021,285	253
24	FEA Studies	219,617	253	482,883	253
25	Optional Studies	41,647	253	120,322	253
39	Total	970,020		3,660,485
40	Grand Total	1,331,770		4,621,805

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

OTHER REGULATORY ASSETS (Account 182.3)
Report below the particulars (details) called for concerning other regulatory assets, including rate order docket number, if applicable. Minor items (5% of the Balance in Account 182.3 at end of period, or amounts less than $100,000 which ever is less), may be grouped by classes. For Regulatory Assets being amortized, show period of amortization.
				CREDITS
Line No.	DescriptionAndPurposeOfOtherRegulatoryAssets Description and Purpose of Other Regulatory Assets (a)	OtherRegulatoryAssets Balance at Beginning of Current Quarter/Year (b)	IncreaseDecreaseInOtherRegulatoryAssets Debits (c)	OtherRegulatoryAssetsWrittenOffAccountCharged Written off During Quarter/Year Account Charged (d)	OtherRegulatoryAssetsWrittenOffRecovered Written off During the Period Amount (e)	OtherRegulatoryAssets Balance at end of Current Quarter/Year (f)
1	Flow-through Income Taxes (Montana)	458,014,430	5,685,501	Various		463,699,931
2	Excess Deferred Income Taxes (Montana)	44,902,471		410.1	744,738	44,157,733
3	Basin Creek Capital Lease (Montana)	4,374,204		243	300,656	4,073,548
4	BPA Residential Exchange Program (Montana) - Docket 2018.8.49 Order 7630; Annual Amortization	947,087	1,089,749	254	985,570	1,051,266
5	Property Tax Tracker (Montana) - Docket 2017.11.86 - Order 7580a; Annual Amortization		1,214,796	(2)407	1,214,796
6	FAS 106 (Montana) - Docket 93.6.24 and Docket 2009.9.129	10,383,789	1	(2)926	137,473	10,246,317
7	FAS 112 (Montana) - Docket 93.6.24 and Docket 2009.9.129	5,879,275		(2)926		5,879,275
8	Compensated Absences (Montana) - Docket 97.11.219	12,213,976		242	540,947	11,673,029
9	Pension Plan (Montana)	78,440,931			1,222,076	77,218,855
10	Montana Consumer Counsel Tax (Montana) - Docket 2018.10.67 - Order 7637	639,558	11	Various		639,569
11	Montana Public Service Commission (Montana) - Docket 2017.9.78 - Order 7568	3,819,316	216,294			4,035,610
12	Natural Gas Transmission Verification Program (Montana) - Docket D2016.11.88	287,772		(2)407	143,886	143,886
13	Asset Retirement Obligation (Montana)	16,650,608	619,161			17,269,769
14	Flow-through Income Taxes (South Dakota)	66,018,265	1,712,198			67,730,463
15	Excess Deferred Income Taxes (South Dakota)	6,829,851			64,489	6,765,362
16	Pension Plan (South Dakota)	7,079,702				7,079,702
17	Manufactured Gas Plants (South Dakota) - Docket NG 11-003	10,822,596			122,084	10,700,512
18	Field Inventory (South Dakota) - Docket EL 14-106	217,233			22,479	194,754
19	Asset Retirement Obligation (South Dakota)	937,172	33,966			971,138
44	TOTAL	728,458,236	10,571,677		5,499,194	733,530,719

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

OTHER REGULATORY LIABILITIES (Account 254)
Report below the particulars (details) called for concerning other regulatory liabilities, including rate order docket number, if applicable. Minor items (5% of the Balance in Account 254 at end of period, or amounts less than $100,000 which ever is less), may be grouped by classes. For Regulatory Liabilities being amortized, show period of amortization.
			DEBITS
Line No.	Description and Purpose of Other Regulatory Liabilities (a)	Balance at Beginning of Current Quarter/Year (b)	Account Credited (c)	Amount (d)	Credits (e)	Balance at End of Current Quarter/Year (f)
1	Excess Deferred Income Taxes (Montana)	125,662,099		1,140,947	10,484	124,531,636
2	Deferred Gas Storage Sales (Montana) - Docket D2001.1.1; Amortization 2001 - 2039	6,835,686	(2)407	105,129		6,730,557
3	Montana Public Service Commission Consumer Counsel Taxes (Montana) - Dockets 2017.9.78 and 2018.10.67	2,054,892	Various		32,733	2,087,625
4	CTC QF Over/Under Collections (Montana) - Docket 97.9.90 and Docket 2001.1.15; Annual Amortization	1,084,577			91,363	1,175,940
5	Property Tax Tracker (Montana) - Docket 2017.11.86 - Order 7580a; Annual Amortization	6,673,404			2,120,752	8,794,156
6	Natural Gas Regulatory Deferrals (Montana)	1,823,083		1,711,711		111,372
7	Excess Deferred Income Taxes (South Dakota)	19,364,876	(2)407	341,328		19,023,548
8	Current Ad Valorem True-Up (South Dakota) - Docket GE98-001	239,036	(2)407		896,054	1,135,090
9	Aberdeen Manufactured Gas Plant (South Dakota) - Docket NG 11-003	399,590		104,122		295,468
10	Tax Cut Jobs Act Deferral (South Dakota) - Docket NG-0095 and GE17-003	155,000				155,000
11	Unbilled Revenues (South Dakota)	9,076,091		239,834		8,836,257
12	SD Gas Rate Refund				1,215,929	1,215,929
41	TOTAL	173,368,334		3,643,071	4,367,315	174,092,578

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

Electric Operating Revenues
The following instructions generally apply to the annual version of these pages. Do not report quarterly data in columns (c), (e), (f), and (g). Unbilled revenues and MWH related to unbilled revenues need not be reported separately as required in the annual version of these pages. Report below operating revenues for each prescribed account, and manufactured gas revenues in total. Report number of customers, columns (f) and (g), on the basis of meters, in addition to the number of flat rate accounts; except that where separate meter readings are added for billing purposes, one customer should be counted for each group of meters added. The average number of customers means the average of twelve figures at the close of each month. If increases or decreases from previous period (columns (c),(e), and (g)), are not derived from previously reported figures, explain any inconsistencies in a footnote. Disclose amounts of $250,000 or greater in a footnote for accounts 451, 456, and 457.2. Commercial and industrial Sales, Account 442, may be classified according to the basis of classification (Small or Commercial, and Large or Industrial) regularly used by the respondent if such basis of classification is not generally greater than 1000 Kw of demand. (See Account 442 of the Uniform System of Accounts. Explain basis of classification in a footnote.) See page 108, Important Changes During Period, for important new territory added and important rate increase or decreases. For Lines 2,4,5,and 6, see Page 304 for amounts relating to unbilled revenue by accounts. Include unmetered sales. Provide details of such Sales in a footnote.
Line No.	Title of Account (a)	Operating Revenues Year to Date Quarterly/Annual (b)	Operating Revenues Previous year (no Quarterly) (c)	MEGAWATT HOURS SOLD Year to Date Quarterly/Annual (d)	MEGAWATT HOURS SOLD Amount Previous year (no Quarterly) (e)	AVG.NO. CUSTOMERS PER MONTH Current Year (no Quarterly) (f)	AVG.NO. CUSTOMERS PER MONTH Previous Year (no Quarterly) (g)
1	SalesOfElectricityHeadingAbstract Sales of Electricity
2	ResidentialSalesAbstract (440) Residential Sales	359,521,944	306,826,010	2,584,392	2,587,204
3	CommercialAndIndustrialSalesAbstract (442) Commercial and Industrial Sales
4	CommercialSalesAbstract Small (or Comm.) (See Instr. 4)	382,434,719	331,130,227	2,924,928	2,914,819
5	IndustrialSalesAbstract Large (or Ind.) (See Instr. 4)	65,413,508	55,154,600	546,874	570,125
6	PublicStreetAndHighwayLightingAbstract (444) Public Street and Highway Lighting	14,282,384	11,848,397	26,920	30,096
7	OtherSalesToPublicAuthoritiesAbstract (445) Other Sales to Public Authorities	658,204	718,907	5,565	5,822
8	SalesToRailroadsAndRailwaysAbstract (446) Sales to Railroads and Railways
9	InterdepartmentalSalesAbstract (448) Interdepartmental Sales	793,454	618,519	5,834	5,423
10	SalesToUltimateConsumersAbstract TOTAL Sales to Ultimate Consumers	823,104,213	706,296,660	6,094,513	6,113,489
11	SalesForResaleAbstract (447) Sales for Resale	62,293,821	19,846,544	756,728	753,214
12	SalesOfElectricityAbstract TOTAL Sales of Electricity	885,398,034	726,143,204	6,851,241	6,866,703
13	ProvisionForRateRefundsAbstract (Less) (449.1) Provision for Rate Refunds	7,030	1,970,746
14	RevenuesNetOfProvisionForRefundsAbstract TOTAL Revenues Before Prov. for Refunds	885,391,004	728,113,950	6,851,241	6,866,703
15	OtherOperatingRevenuesAbstract Other Operating Revenues
16	ForfeitedDiscounts (450) Forfeited Discounts	306,294	357,697
17	MiscellaneousServiceRevenues (451) Miscellaneous Service Revenues	149,463	163,948
18	SalesOfWaterAndWaterPower (453) Sales of Water and Water Power
19	RentFromElectricProperty (454) Rent from Electric Property	3,294,468	3,123,917
20	InterdepartmentalRents (455) Interdepartmental Rents
21	OtherElectricRevenue (456) Other Electric Revenues	(a) 16,486,236	165,949
22	RevenuesFromTransmissionOfElectricityOfOthers (456.1) Revenues from Transmission of Electricity of Others	57,433,063	63,201,021
23	RegionalTransmissionServiceRevenues (457.1) Regional Control Service Revenues
24	MiscellaneousRevenue (457.2) Miscellaneous Revenues
25	OtherMiscellaneousOperatingRevenues Other Miscellaneous Operating Revenues
25.1	OtherMiscellaneousOperatingRevenues (Less) (449.1) Provision for Rate Refunds
26	OtherOperatingRevenues TOTAL Other Operating Revenues	77,669,524	66,680,634
27	ElectricOperatingRevenues TOTAL Electric Operating Revenues	963,060,528	794,794,584
Line12, column (b) includes $ of unbilled revenues.
Line12, column (d) includes MWH relating to unbilled revenues

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

FOOTNOTE DATA

(a) Concept: OtherElectricRevenue


	YTD Q3
Other Electric Revenue (456)	2023
Ancillary Services:
Scheduling, System Control and Dispatch	$	1,244,470
Regulation and Frequency Response	912,874
Energy Imbalance	13,377,218
Other Transmission Revenue	(1,809,152)
Low Income Housing	2,379,567
Steam Sales	334,404
Sale of Materials	26,495
Miscellaneous	20,360
	$	16,486,236

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

REGIONAL TRANSMISSION SERVICE REVENUES (Account 457.1)
The respondent shall report below the revenue collected for each service (i.e., control area administration, market administration, etc.) performed pursuant to a Commission approved tariff. All amounts separately billed must be detailed below.
Line No.	Description of Service (a)	Balance at End of Quarter 1 (b)	Balance at End of Quarter 2 (c)	Balance at End of Quarter 3 (d)	Balance at End of Year (e)
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46	TOTAL

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

ELECTRIC PRODUCTION, OTHER POWER SUPPLY EXPENSES, TRANSMISSION AND DISTRIBUTION EXPENSES

Report Electric production, other power supply expenses, transmission, regional market, and distribution expenses through the reporting period.
Line No.	Account (a)	Year to Date Quarter (b)
1	PowerProductionExpensesAbstract 1. POWER PRODUCTION AND OTHER SUPPLY EXPENSES
2	SteamPowerGenerationOperationsExpense Steam Power Generation - Operation (500-509)	48,679,771
3	SteamPowerGenerationMaintenanceExpense Steam Power Generation – Maintenance (510-515)	8,648,015
4	PowerProductionExpensesSteamPower Total Power Production Expenses - Steam Power	57,327,786
5	NuclearPowerGenerationOperationsExpense Nuclear Power Generation – Operation (517-525)
6	NuclearPowerGenerationMaintenanceExpense Nuclear Power Generation – Maintenance (528-532)
7	PowerProductionExpensesNuclearPower Total Power Production Expenses - Nuclear Power
8	HydraulicPowerGenerationOperationsExpense Hydraulic Power Generation – Operation (535-540.1)	9,707,218
9	HydraulicPowerGenerationMaintenanceExpense Hydraulic Power Generation – Maintenance (541-545.1)	1,820,424
10	PowerProductionExpensesHydraulicPower Total Power Production Expenses - Hydraulic Power	11,527,642
11	RentsOtherPowerGeneration Other Power Generation – Operation (546-550.1)	27,628,290
12	MaintenanceOfEnergyStorageEquipmentOtherPowerGeneration Other Power Generation – Maintenance (551-554.1)	2,058,629
13	MaintenanceOfMiscellaneousOtherPowerGenerationPlant Total Power Production Expenses - Other Power	29,686,919
14	OtherPowerSuplyExpensesAbstract Other Power Supply Expenses
15	PurchasedPower (555) Purchased Power	207,702,683
15.1	PowerPurchasedForStorageOperations (555.1) Power Purchased for Storage Operations
16	SystemControlAndLoadDispatchingElectric (556) System Control and Load Dispatching	290,502
17	OtherExpensesOtherPowerSupplyExpenses (557) Other Expenses	58,343,648
18	OtherPowerSupplyExpense Total Other Power Supply Expenses (line 15-17)	266,336,833
19	PowerProductionExpenses Total Power Production Expenses (Total of lines 4, 7, 10, 13 and 18)	364,879,180
20	TransmissionExpensesAbstract 2. TRANSMISSION EXPENSES
21	TransmissionExpensesOperationAbstract Transmission Operation Expenses
22	OperationSupervisionAndEngineeringElectricTransmissionExpenses (560) Operation Supervision and Engineering	2,552,477
24	LoadDispatchReliability (561.1) Load Dispatch-Reliability	734,783
25	LoadDispatchMonitorAndOperateTransmissionSystem (561.2) Load Dispatch-Monitor and Operate Transmission System	643,639
26	LoadDispatchTransmissionServiceAndScheduling (561.3) Load Dispatch-Transmission Service and Scheduling	849,629
27	SchedulingSystemControlAndDispatchServices (561.4) Scheduling, System Control and Dispatch Services
28	ReliabilityPlanningAndStandardsDevelopment (561.5) Reliability, Planning and Standards Development	76,474
29	TransmissionServiceStudies (561.6) Transmission Service Studies
30	GenerationInterconnectionStudies (561.7) Generation Interconnection Studies
31	ReliabilityPlanningAndStandardsDevelopmentServices (561.8) Reliability, Planning and Standards Development Services
32	StationExpensesTransmissionExpense (562) Station Expenses	1,513,594
32.1	OperationOfEnergyStorageEquipmentTransmissionExpense (562.1) Operation of Energy Storage Equipment
33	OverheadLineExpense (563) Overhead Lines Expenses	874,712
34	UndergroundLineExpensesTransmissionExpense (564) Underground Lines Expenses
35	TransmissionOfElectricityByOthers (565) Transmission of Electricity by Others	20,071,254
36	MiscellaneousTransmissionExpenses (566) Miscellaneous Transmission Expenses	158,460
37	RentsTransmissionElectricExpense (567) Rents	648,292
38	OperationSuppliesAndExpensesTransmissionExpense (567.1) Operation Supplies and Expenses (Non-Major)
39	TransmissionOperationExpense TOTAL Transmission Operation Expenses (Lines 22 - 38)	28,123,314
40	TransmissionMaintenanceAbstract Transmission Maintenance Expenses
41	MaintenanceSupervisionAndEngineeringElectricTransmissionExpenses (568) Maintenance Supervision and Engineering	400,479
42	MaintenanceOfStructuresTransmissionExpense (569) Maintenance of Structures	27,446
43	MaintenanceOfComputerHardwareTransmission (569.1) Maintenance of Computer Hardware	1,197,610
44	MaintenanceOfComputerSoftwareTransmission (569.2) Maintenance of Computer Software	12,408
45	MaintenanceOfCommunicationEquipmentElectricTransmission (569.3) Maintenance of Communication Equipment
46	MaintenanceOfMiscellaneousRegionalTransmissionPlant (569.4) Maintenance of Miscellaneous Regional Transmission Plant
47	MaintenanceOfStationEquipmentTransmission (570) Maintenance of Station Equipment	522,917
47.1	MaintenanceOfEnergyStorageEquipmentTransmission (570.1) Maintenance of Energy Storage Equipment
48	MaintenanceOfOverheadLinesTransmission (571) Maintenance of Overhead Lines	2,643,445
49	MaintenanceOfUndergroundLinesTransmission (572) Maintenance of Underground Lines	188
50	MaintenanceOfMiscellaneousTransmissionPlant (573) Maintenance of Miscellaneous Transmission Plant
51	MaintenanceOfTransmissionPlant (574) Maintenance of Transmission Plant
52	TransmissionMaintenanceExpenseElectric TOTAL Transmission Maintenance Expenses (Lines 41 – 51)	4,804,493
53	TransmissionExpenses Total Transmission Expenses (Lines 39 and 52)	32,927,807
54	RegionalMarketExpensesAbstract 3. REGIONAL MARKET EXPENSES
55	RegionalMarketExpensesOperationAbstract Regional Market Operation Expenses
56	OperationSupervision (575.1) Operation Supervision
57	DayAheadAndRealTimeMarketAdministration (575.2) Day-Ahead and Real-Time Market Facilitation	294,465
58	TransmissionRightsMarketAdministration (575.3) Transmission Rights Market Facilitation
59	CapacityMarketAdministration (575.4) Capacity Market Facilitation
60	AncillaryServicesMarketAdministration (575.5) Ancillary Services Market Facilitation	84,133
61	MarketMonitoringAndCompliance (575.6) Market Monitoring and Compliance	42,067
62	MarketFacilitationMonitoringAndComplianceServices (575.7) Market Facilitation, Monitoring and Compliance Services
63	RegionalMarketOperationExpense Regional Market Operation Expenses (Lines 55 - 62)	420,665
64	RegionalMarketExpensesMaintenanceAbstract Regional Market Maintenance Expenses
65	MaintenanceOfStructuresAndImprovementsRegionalMarketExpenses (576.1) Maintenance of Structures and Improvements
66	MaintenanceOfComputerHardware (576.2) Maintenance of Computer Hardware
67	MaintenanceOfComputerSoftware (576.3) Maintenance of Computer Software
68	MaintenanceOfCommunicationEquipmentRegionalMarketExpenses (576.4) Maintenance of Communication Equipment
69	MaintenanceOfMiscellaneousMarketOperationPlant (576.5) Maintenance of Miscellaneous Market Operation Plant
70	RegionalMarketMaintenanceExpense Regional Market Maintenance Expenses (Lines 65-69)
71	RegionalMarketExpenses TOTAL Regional Control and Market Operation Expenses (Lines 63,70)	420,665
72	DistributionExpensesAbstract 4. DISTRIBUTION EXPENSES
73	DistributionOperationExpensesElectric Distribution Operation Expenses (580-589)	13,289,735
74	DistributionMaintenanceExpenseElectric Distribution Maintenance Expenses (590-598)	15,444,707
75	DistributionExpenses Total Distribution Expenses (Lines 73 and 74)	28,734,442

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

Electric Customer Accts, Service, Sales, Admin and General Expenses
Report the amount of expenses for customer accounts, service, sales, and administrative and general expenses year to date.
Line No.	Account (a)	Year to Date Quarter (b)
-	CustomerAccountsExpensesOperationsAbstract Operation
1	CustomerAccountExpenses (901-905) Customer Accounts Expenses	10,062,443
2	CustomerServiceAndInformationExpenses (907-910) Customer Service and Information Expenses	3,504,381
3	SalesExpenses (911-917) Sales Expenses	489,691
4	AdministrativeAndGeneralExpensesAbstract 8. ADMINISTRATIVE AND GENERAL EXPENSES
5	AdministrativeAndGeneralExpensesOperationAbstract Operation
6	AdministrativeAndGeneralSalaries (920) Administrative and General Salaries	24,303,093
7	OfficeSuppliesAndExpenses (921) Office Supplies and Expenses	12,565,798
8	AdministrativeExpensesTransferredCredit (Less) (922) Administrative Expenses Transferred-Credit	5,113,167
9	OutsideServicesEmployed (923) Outside Services Employed	5,879,985
10	PropertyInsurance (924) Property Insurance	2,583,101
11	InjuriesAndDamages (925) Injuries and Damages	9,465,778
12	EmployeePensionsAndBenefits (926) Employee Pensions and Benefits	18,952,695
13	FranchiseRequirements (927) Franchise Requirements
14	RegulatoryCommissionExpenses (928) Regulatory Commission Expenses	2,769,657
15	DuplicateChargesCredit (929) (Less) Duplicate Charges-Cr.
16	GeneralAdvertisingExpenses (930.1) General Advertising Expenses	329,976
17	MiscellaneousGeneralExpenses (930.2) Miscellaneous General Expenses	12,146,696
18	RentsAdministrativeAndGeneralExpense (931) Rents	622,222
19	AdministrativeAndGeneralOperationExpense TOTAL Operation (Total of lines 6 thru 18)	84,505,834
20	AdministrativeAndGeneralExpensesMaintenanceAbstract Maintenance
21	MaintenanceOfGeneralPlant (935) Maintenance of General Plant	3,574,648
22	AdministrativeAndGeneralExpenses TOTAL Administrative and General Expenses (Total of lines 19 and 21)	88,080,482

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

TRANSMISSION OF ELECTRICITY FOR OTHERS (Account 456.1) (Including transactions referred to as "wheeling")
Report all transmission of electricity, i.e., wheeling, provided for other electric utilities, cooperatives, other public authorities, qualifying facilities, non-traditional utility suppliers and ultimate customers for the quarter. Use a separate line of data for each distinct type of transmission service involving the entities listed in column (a), (b) and (c). Report in column (a) the company or public authority that paid for the transmission service. Report in column (b) the company or public authority that the energy was received from and in column (c) the company or public authority that the energy was delivered to. Provide the full name of each company or public authority. Do not abbreviate or truncate name or use acronyms. Explain in a footnote any ownership interest in or affiliation the respondent has with the entities listed in columns (a), (b) or (c). In column (d) enter a Statistical Classification code based on the original contractual terms and conditions of the service as follows: FNO - Firm Network Service for Others, FNS - Firm Network Transmission Service for Self, LFP - "Long-Term Firm Point to Point Transmission Service, OLF - Other Long-Term Firm Transmission Service, SFP - Short-Term Firm Point to Point Transmission Reservation, NF - non-firm transmission service, OS - Other Transmission Service and AD - Out-of-Period Adjustments. Use this code for any accounting adjustments or "true-ups" for service provided in prior reporting periods. Provide an explanation in a footnote for each adjustment. See General Instruction for definitions of codes. In column (e), identify the FERC Rate Schedule or Tariff Number, On separate lines, list all FERC rate schedules or contract designations under which service, as identified in column (d), is provided. Report receipt and delivery locations for all single contract path, "point to point" transmission service. In column (f), report the designation for the substation, or other appropriate identification for where energy was received as specified in the contract. In column (g) report the designation for the substation, or other appropriate identification for where energy was delivered as specified in the contract. Report in column (h) the number of megawatts of billing demand that is specified in the firm transmission service contract. Demand reported in column (h) must be in megawatts. Footnote any demand not stated on a megawatts basis and explain. Report in column (i) and (j) the total megawatthours received and delivered. In column (k) through (n), report the revenue amounts as shown on bills or vouchers. In column (k), provide revenues from demand charges related to the billing demand reported in column (h). In column (I), provide revenues from energy charges related to the amount of energy transferred. In column (m), provide the total revenues from all other charges on bills or vouchers rendered, including out of period adjustments. Explain in a footnote all components of the amount shown in column (m). Report in column (n) the total charge shown on bills rendered to the entity Listed in column (a). If no monetary settlement was made, enter zero (0) in column (n). Provide a footnote explaining the nature of the non-monetary settlement, including the amount and type of energy or service rendered. The total amounts in columns (i) and (j) must be reported as Transmission Received and Transmission Delivered for annual report purposes only on Page 401, Lines 16 and 17, respectively. Footnote entries and provide explanations following all required data.
									TRANSFER OF ENERGY		REVENUE FROM TRANSMISSION OF ELECTRICITY FOR OTHERS
Line No.	PaymentByCompanyOrPublicAuthority Payment By (Company of Public Authority) (Footnote Affiliation) (a)	TransmissionEnergyReceivedFromCompanyOrPublicAuthorityName Energy Received From (Company of Public Authority) (Footnote Affiliation) (b)	TransmissionEnergyDeliveredToCompanyOrPublicAuthorityName Energy Delivered To (Company of Public Authority) (Footnote Affiliation) (c)	StatisticalClassificationCode Statistical Classification (d)	RateScheduleTariffNumber Ferc Rate Schedule of Tariff Number (e)	TransmissionPointOfReceipt Point of Receipt (Substation or Other Designation) (f)	TransmissionPointOfDelivery Point of Delivery (Substation or Other Designation) (g)	BillingDemand Billing Demand (MW) (h)	TransmissionOfElectricityForOthersEnergyReceived Megawatt Hours Received (i)	TransmissionOfElectricityForOthersEnergyDelivered Megawatt Hours Delivered (j)	Demand Charges ($) (k)	Energy Charges ($) (l)	Other Charges ($) (m)	RevenuesFromTransmissionOfElectricityForOthers Total Revenues ($) (k+l+m) (n)
1	MONTANA CHOICE TRANSMISSION
2	Ash Grove Cement	Energy Keepers Inc.	Ash Grove Cement	FNO	Montana OATT	Kerr	Clancy, MT	7	10,903	10,903	56,678			56,678
3	Aspen Air U.S., LLC	Talen Energy	Aspen Air Corporation	FNO	Montana OATT	Colstrip	Billings, MT	11	12,120	12,120	65,726			65,726
4	Barretts Minerals, Inc.	Energy Keepers inc.	Barretts Minerals, Inc.	FNO	Montana OATT	Kerr	Dillon, MT	6	6,723	6,723	38,891			38,891
5	Beartooth Electric Cooperative, Inc.	WAPA & Energy Keepers Inc.	Beartooth Electric Cooperative, Inc.	FNO	Montana OATT	Fort Peck & Kerr	Various in Montana	18	19,037	19,037	175,193			175,193
6	Benefis Health Systems	Energy Keepers inc.	Benefis Health Systems	FNO	Montana OATT	Kerr	Various in Montana	7	9,482	9,482	54,686			54,686
7	Big Horn County Electric Coop. Inc.	WAPA	Big Horn County Electric Coop. Inc.	FNO	Montana OATT	Various & Great Falls	Various in Montana	18	16,894	16,894	137,069			137,069
8	Bonneville Power Administration	BPA	Bonneville Power Administration	FNO	Montana OATT	BPAT.NWMT	Various in Montana	185	218,903	218,903	1,704,687			1,704,687
9	Basin Electric Power Cooperative	Morgan Stanley, WAPA	Basin Electric Power Cooperative	FNO	Montana OATT	Various in Montana	Various NWMT & WAUW	181	217,895	217,895	1,545,840			1,545,840
10	Basin Electric Power Cooperative	Basin Electric & WAPA	Basin Electric Power Cooperative	FNO	Montana OATT	BPAT.NWMT & Great Falls	Various NWMT & WAUW	15	18,933	18,933	138,280			138,280
11	CHS, Inc.	Morgan Stanley	CHS, Inc.	FNO	Montana OATT	MATL.NWMT & BPAT.NWMT	Various in Montana	58	92,846	92,846	507,773			507,773
12	City of Great Falls	Energy Keepers Inc.	City of Great Falls	FNO	Montana OATT	Kerr	Various in Montana	6	5,594	5,594	28,531			28,531
13	Talen Montana, LLC	Avista Energy	Colstrip Steam Electric Station	FNO	Montana OATT	Colstrip	Nichols Pump Sub	10	9,687	9,687	41,990			41,990
14	Atlas Power, LLC	Portland General Electric	Atlas Power, LLC	FNO	Montana OATT	Colstrip	Butte, MT	75	96,810	96,810	459,374			459,374
15	Phillips 66 Company	Shell Energy	Phillips 66 Company	FNO	Montana OATT	BPAT.NWMT	Various in Montana	70	122,335	122,335	658,935			658,935
16	Par Pacific Holdings, Inc.	Talen Energy	Par Pacific Holdings, Inc.	FNO	Montana OATT	Colstrip	Billings, MT	35	64,521	64,521	344,859			344,859
17	General Mills Operations, LLC	Energy Keepers Inc.	General Mills Operations, LLC	FNO	Montana OATT	Kerr	Great Falls, MT	4	5,493	5,493	31,952			31,952
18	Great Falls Public Schools	Energy Keepers Inc.	Great Falls Public Schools	FNO	Montana OATT	Kerr	Great Falls, MT	3	2,149	2,149	15,975			15,975
19	GCC Three Forks, LLC	Energy Keepers Inc.	GCC Three Forks, LLC	FNO	Montana OATT	Kerr	Three Forks, MT	8	10,552	10,552	52,395			52,395
20	Magris Talc USA, Inc.	Energy Keepers Inc.	Magris Talc USA, Inc.	FNO	Montana OATT	Kerr	Three Forks, MT	6	6,056	6,056	41,060			41,060
21	DFA Dairy Brands Fluid, LLC	Talen Energy	DFA Dairy Brands Fluid, LLC	FNO	Montana OATT	Colstrip	Various in Montana	2	1,598	1,598	9,204			9,204
22	Calumet Refining, LLC	Talen Energy	Calumet Montana Refining Company, Inc.	FNO	Montana OATT	Colstrip	Great Falls, MT	25	35,448	35,448	153,738			153,738
23	Montana Resources	Energy Keepers, Inc.	Montana Resources	FNO	Montana OATT	BPAT.NWMT & Kerr	Butte, MT	50	86,335	86,335	489,470			489,470
24	REC Silicon Company	Morgan Stanley	REC Silicon Company	FNO	Montana OATT	Hardin	Butte, MT	117	150,402	150,402	757,250			757,250
25	Roseburg Forest Products Company	Shell Energy	Roseburg Forest Products Company	FNO	Montana OATT	BPAT.NWMT	Missoula, MT	8	11,189	11,189	64,840			64,840
26	Sibanye-Stillwater	Various	Stillwater Mining Company	FNO	Montana OATT	As Available	Various in Montana	46	74,298	74,298	386,690			386,690
27	Town of Philipsburg	Town of Philipsburg	Town of Philipsburg	FNO	Montana OATT	Philipsburg Substation	Philipsburg, MT		102	102	1,115			1,115
28	Western Area Power Administration	WAPA	Western Area Power Administration	FNO	Montana OATT	Crossover	Various NWMT & WAUW	4	2	2	7,879			7,879
29	Montana State University - Bozeman	WAPA	Montana State University - Bozeman	FNO	Montana OATT	Fort Peck West	Great Falls, MT	4	3,055	3,055	24,594			24,594
30	Western Area Power Administration	WAPA	Malmstrom Air Force Base	FNO	Montana OATT	Fort Peck West	Great Falls, MT	4	7,355	7,355	43,285			43,285
31	MONTANA POINT-TO-POINT
32	Altop Energy Trading LLC	PPW	WAPA	NF	MONTANA OATT	BRDY	CROSSOVER		12	12		65		65
33	Altop Energy Trading LLC	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		1	1		5		5
34	Avista Corporation	AVA	AVA	NF	MONTANA OATT	COLSTRIP	AVAT.NWMT		14,102	14,102		76,428		76,428
35	Avista Corporation	AVA	AVA	SFP	MONTANA OATT	COLSTRIP	AVAT.NWMT		22,145	22,145		119,860		119,860
36	Basin Electric Power Cooperative	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		20	20		108		108
37	Basin Electric Power Cooperative	BPAT	WAPA	NF	MONTANA OATT	BPAT.NWMT	GREATFALLS		718	718		3,891		3,891
38	Basin Electric Power Cooperative	NWMT	PPW	NF	MONTANA OATT	COLSTRIP	YTP		101	101		547		547
39	Basin Electric Power Cooperative	PPW	NWMT	SFP	MONTANA OATT	YTP	NWMT.SYSTEM		6,168	6,168		33,342		33,342
40	Basin Electric Power Cooperative	PPW	PPW	NF	MONTANA OATT	COLSTRIP	MLCK		375	375		2,033		2,033
41	Basin Electric Power Cooperative	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		8,323	8,323		45,111		45,111
42	Basin Electric Power Cooperative	PPW	WAPA	NF	MONTANA OATT	YTP	GREATFALLS		39	39		211		211
43	Basin Electric Power Cooperative	PPW	WAPA	SFP	MONTANA OATT	YTP	CROSSOVER		1,752	1,752		9,490		9,490
44	Basin Electric Power Cooperative	WAPA	NWMT	SFP	MONTANA OATT	CROSSOVER	NWMT.SYSTEM		23,008	23,008		125,920		125,920
45	Basin Electric Power Cooperative	WAPA	PPW	NF	MONTANA OATT	CROSSOVER	YTP		145	145		786		786
46	Basin Electric Power Cooperative	WAPA	WAPA	LFP	MONTANA OATT	CROSSOVER	GREATFALLS	31	68,448	68,448	365,994			365,994
47	Basin Electric Power Cooperative	WAPA	WAPA	NF	MONTANA OATT	CROSSOVER	GREATFALLS		20	20		108		108
48	Bonneville Power Administration	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		1,510	1,510		8,184		8,184
49	Bonneville Power Administration	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	BRDY		11	11		60		60
50	Brookfield Renewable Trading and Marketing LP	BPAT	WAPA	NF	MONTANA OATT	BPAT.NWMT	CROSSOVER		26	26		141		141
51	CP Energy Marketing (US) Inc.	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	MATL.NWMT		4,065	4,065		22,032		22,032
52	CP Energy Marketing (US) Inc.	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		212	212		1,149		1,149
53	CP Energy Marketing (US) Inc.	NWMT	BPAT	NF	MONTANA OATT	MATL.NWMT	BPAT.NWMT		550	550		2,981		2,981
54	Cycle Power Partners, LLC	NWMT	PACE	NF	MONTANA OATT	HORSESHOE	BRDY		280	280		1,518		1,518
55	Cycle Power Partners, LLC	NWMT	PACE	NF	MONTANA OATT	HORSESHOE	JEFF		1,139	1,139		6,173		6,173
56	Dynasty Power Inc.	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	JEFF		299	299		1,621		1,621
57	Dynasty Power Inc.	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	YTP		700	700		3,794		3,794
58	Dynasty Power Inc.	NWMT	BPAT	NF	MONTANA OATT	MATL.NWMT	BPAT.NWMT		3,403	3,403		18,438		18,438
59	Dynasty Power Inc.	NWMT	NWMT	NF	MONTANA OATT	COLSTRIP	GTFALLSNWMT		112	112		607		607
60	Dynasty Power Inc.	NWMT	NWMT	NF	MONTANA OATT	COLSTRIP	NWMT.SYSTEM		328	328		1,778		1,778
61	Dynasty Power Inc.	PPW	NWMT	NF	MONTANA OATT	BRDY	GTFALLSNWMT		14	14		76		76
62	Dynasty Power Inc.	PPW	NWMT	NF	MONTANA OATT	BRDY	NWMT.SYSTEM		51	51		276		276
63	EDF Trading North America, LLC	AVA	AVA	NF	MONTANA OATT	COLSTRIP	AVAT.NWMT		2,133	2,133		11,561		11,561
64	EDF Trading North America, LLC	AVA	NWMT	NF	MONTANA OATT	AVAT.NWMT	COLSTRIP		219	219		1,187		1,187
65	EDF Trading North America, LLC	AVA	NWMT	NF	MONTANA OATT	AVAT.NWMT	NWMT.SYSTEM		1,070	1,070		5,799		5,799
66	EDF Trading North America, LLC	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	COLSTRIP		529	529		2,867		2,867
67	EDF Trading North America, LLC	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		1,073	1,073		5,816		5,816
68	EDF Trading North America, LLC	NWMT	BPAT	NF	MONTANA OATT	COLSTRIP	BPAT.NWMT		14,284	14,284		77,415		77,415
69	EDF Trading North America, LLC	NWMT	BPAT	NF	MONTANA OATT	NWMTIMBALANC	BPAT.NWMT		21	21		114		114
70	EDF Trading North America, LLC	NWMT	BPAT	SFP	MONTANA OATT	COLSTRIP	BPAT.NWMT		7,560	7,560		40,950		40,950
71	EDF Trading North America, LLC	NWMT	NWMT	NF	MONTANA OATT	COLSTRIP	COLSTRIP		725	725		3,930		3,930
72	EDF Trading North America, LLC	NWMT	NWMT	NF	MONTANA OATT	COLSTRIP	MATL.NWMT		28	28		152		152
73	EDF Trading North America, LLC	NWMT	NWMT	NF	MONTANA OATT	CROOKEDFALLS	NWMT.SYSTEM		1	1		5		5
74	EDF Trading North America, LLC	NWMT	NWMT	NF	MONTANA OATT	JUDITHGAP	COLSTRIP		68	68		369		369
75	EDF Trading North America, LLC	NWMT	NWMT	NF	MONTANA OATT	NWMTIMBALANC	NWMT.SYSTEM		81	81		439		439
76	EDF Trading North America, LLC	NWMT	PPW	NF	MONTANA OATT	COLSTRIP	BRDY		1,520	1,520		8,234		8,234
77	EDF Trading North America, LLC	NWMT	PPW	NF	MONTANA OATT	COLSTRIP	YTP		50	50		271		271
78	EDF Trading North America, LLC	PACE	NWMT	NF	MONTANA OATT	BRDY	COLSTRIP		26	26		141		141
79	EDF Trading North America, LLC	PPW	NWMT	NF	MONTANA OATT	BRDY	NWMT.SYSTEM		1,306	1,306		7,079		7,079
80	Energy Keepers Inc.	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	ANTE		600	600		3,250		3,250
81	Energy Keepers Inc.	BPAT	NWMT	SFP	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		59,589	59,589		318,735		318,735
82	Energy Keepers Inc.	NWMT	AVA	NF	MONTANA OATT	KERR	AVAT.NWMT		816	816		4,423		4,423
83	Energy Keepers Inc.	NWMT	AVA	SFP	MONTANA OATT	KERR	AVAT.NWMT		432	432		2,340		2,340
84	Energy Keepers Inc.	NWMT	BPAT	LFP	MONTANA OATT	KERR	BPAT.NWMT	40	88,320	88,320	472,250			472,250
85	Energy Keepers Inc.	NWMT	BPAT	NF	MONTANA OATT	KERR	BPAT.NWMT		544	544		2,948		2,948
86	Energy Keepers Inc.	NWMT	BPAT	SFP	MONTANA OATT	KERR	BPAT.NWMT		14,592	14,592		78,420		78,420
87	Energy Keepers Inc.	NWMT	PACE	LFP	MONTANA OATT	KERR	BRDY	50	110,400	110,400	590,312			590,312
88	Energy Keepers Inc.	NWMT	PACE	NF	MONTANA OATT	KERR	ANTE		1,080	1,080		5,850		5,850
89	Energy Keepers Inc.	NWMT	PACE	SFP	MONTANA OATT	KERR	BRDY		600	600		3,250		3,250
90	Energy Keepers Inc.	NWMT	PPW	NF	MONTANA OATT	COLSTRIP	ANTE		720	720		3,900		3,900
91	Energy Keepers Inc.	NWMT	PPW	NF	MONTANA OATT	COLSTRIP	JEFF		175	175		949		949
92	Energy Keepers Inc.	PPW	BPAT	NF	MONTANA OATT	BRDY	BPAT.NWMT		96	96		520		520
93	Energy Keepers Inc.	PPW	BPAT	SFP	MONTANA OATT	BRDY	BPAT.NWMT		192	192		1,040		1,040
94	Guzman Energy, LLC	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	BRDY		401	401		2,173		2,173
95	Guzman Energy, LLC	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		25	25		136		136
96	Guzman Energy, LLC	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	BRDY		51	51		276		276
97	Guzman Energy, LLC	PPW	AVA	SFP	MONTANA OATT	BRDY	AVAT.NWMT		672	672		3,632		3,632
98	Guzman Energy, LLC	PPW	AVA	SFP	MONTANA OATT	YTP	AVAT.NWMT		58,200	58,200		311,375		311,375
99	Guzman Energy, LLC	PPW	BPAT	NF	MONTANA OATT	YTP	BPAT.NWMT		205	205		1,111		1,111
100	Guzman Energy, LLC	PPW	BPAT	SFP	MONTANA OATT	BRDY	BPAT.NWMT		648	648		3,510		3,510
101	Guzman Energy, LLC	PPW	BPAT	SFP	MONTANA OATT	YTP	BPAT.NWMT		55,200	55,200		295,125		295,125
102	Guzman Energy, LLC	PPW	NWMT	NF	MONTANA OATT	YTP	NWMT.SYSTEM		150	150		813		813
103	Guzman Energy, LLC	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		545	545		2,954		2,954
104	Guzman Energy, LLC	WAPA	BPAT	NF	MONTANA OATT	GREATFALLS	BPAT.NWMT		439	439		2,379		2,379
105	Guzman Energy, LLC	WAPA	NWMT	NF	MONTANA OATT	GREATFALLS	NWMT.SYSTEM		110	110		596		596
106	Guzman Energy, LLC	WAPA	PPW	NF	MONTANA OATT	CROSSOVER	YTP		5,926	5,926		32,119		32,119
107	Guzman Energy, LLC	WAPA	PPW	NF	MONTANA OATT	GREATFALLS	BRDY		176	176		954		954
108	Guzman Energy, LLC	WAPA	PPW	SFP	MONTANA OATT	CROSSOVER	YTP		2,400	2,400		13,000		13,000
109	Heartland Generation Ltd	NWMT	AVA	NF	MONTANA OATT	MATL.NWMT	AVAT.NWMT		1,200	1,200		6,500		6,500
110	Idaho Power Company	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	MLCK		264	264		1,430		1,430
111	Idaho Power Company	BPAT	AVA	NF	MONTANA OATT	BPAT.NWMT	AVAT.NWMT		1,224	1,224		6,630		6,630
112	Idaho Power Company	NWMT	IPCO	NF	MONTANA OATT	MLCK	TNDY		93	93		504		504
113	Idaho Power Company	PACE	NWMT	NF	MONTANA OATT	JEFF	MLCK		216	216		1,171		1,171
114	Idaho Power Company	PPW	IPCO	NF	MONTANA OATT	JEFF	TNDY		48	48		260		260
115	Macquarie Energy, LLC	AVA	AVA	NF	MONTANA OATT	COLSTRIP	AVAT.NWMT		400	400		2,168		2,168
116	Macquarie Energy, LLC	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	BRDY		1,200	1,200		6,500		6,500
117	Macquarie Energy, LLC	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	YTP		243	243		1,317		1,317
118	Macquarie Energy, LLC	NWMT	AVA	NF	MONTANA OATT	CANYONFERRY	AVAT.NWMT		200	200		1,084		1,084
119	Macquarie Energy, LLC	NWMT	AVA	SFP	MONTANA OATT	BGI	AVAT.NWMT		1,200	1,200		6,500		6,500
120	Macquarie Energy, LLC	NWMT	BPAT	SFP	MONTANA OATT	CANYONFERRY	BPAT.NWMT		600	600		3,250		3,250
121	MAG Energy Solutions	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	MATL.NWMT		1,098	1,098		5,951		5,951
122	MAG Energy Solutions	NWMT	AVA	NF	MONTANA OATT	MATL.NWMT	AVAT.NWMT		125	125		678		678
123	MAG Energy Solutions	NWMT	BPAT	NF	MONTANA OATT	MATL.NWMT	BPAT.NWMT		497	497		2,694		2,694
124	MAG Energy Solutions	NWMT	PACE	NF	MONTANA OATT	MATL.NWMT	BRDY		448	448		2,428		2,428
125	MAG Energy Solutions	PACE	NWMT	NF	MONTANA OATT	BRDY	MATL.NWMT		179	179		970		970
126	MAG Energy Solutions	PACE	NWMT	NF	MONTANA OATT	YTP	MATL.NWMT		1	1		5		5
127	MAG Energy Solutions	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		3	3		16		16
128	Mercuria Energy America, LLC	PPW	WAPA	NF	MONTANA OATT	BRDY	CROSSOVER		52	52		282		282
129	Mercuria Energy America, LLC	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		602	602		3,263		3,263
130	Morgan Stanley Capital Group, Inc.	AVA	GWA	NF	MONTANA OATT	AVAT.NWMT	GLWND1		19	19		103		103
131	Morgan Stanley Capital Group, Inc.	AVA	GWA	NF	MONTANA OATT	AVAT.NWMT	GLWND2		105	105		569		569
132	Morgan Stanley Capital Group, Inc.	AVA	NWMT	NF	MONTANA OATT	AVAT.NWMT	MATL.NWMT		14,928	14,928		80,423		80,423
133	Morgan Stanley Capital Group, Inc.	AVA	NWMT	NF	MONTANA OATT	AVAT.NWMT	NWMT.SYSTEM		56	56		304		304
134	Morgan Stanley Capital Group, Inc.	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	JEFF		9	9		49		49
135	Morgan Stanley Capital Group, Inc.	BPAT	GWA	NF	MONTANA OATT	BPAT.NWMT	GLWND1		786	786		4,260		4,260
136	Morgan Stanley Capital Group, Inc.	BPAT	GWA	NF	MONTANA OATT	BPAT.NWMT	GLWND2		1,034	1,034		5,604		5,604
137	Morgan Stanley Capital Group, Inc.	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	MATL.NWMT		46,521	46,521		251,690		251,690
138	Morgan Stanley Capital Group, Inc.	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		233	233		1,263		1,263
139	Morgan Stanley Capital Group, Inc.	BPAT	NWMT	SFP	MONTANA OATT	BPAT.NWMT	MATL.NWMT		3,624	3,624		19,590		19,590
140	Morgan Stanley Capital Group, Inc.	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	JEFF		246	246		1,333		1,333
141	Morgan Stanley Capital Group, Inc.	BPAT	PPW	SFP	MONTANA OATT	BPAT.NWMT	JEFF		19,872	19,872		106,245		106,245
142	Morgan Stanley Capital Group, Inc.	GWA	AVA	NF	MONTANA OATT	GLWND1	AVAT.NWMT		2,320	2,320		12,568		12,568
143	Morgan Stanley Capital Group, Inc.	GWA	AVA	NF	MONTANA OATT	GLWND2	AVAT.NWMT		1,591	1,591		8,621		8,621
144	Morgan Stanley Capital Group, Inc.	GWA	BPAT	NF	MONTANA OATT	GLWND1	BPAT.NWMT		54,456	54,456		292,691		292,691
145	Morgan Stanley Capital Group, Inc.	GWA	BPAT	NF	MONTANA OATT	GLWND2	BPAT.NWMT		33,357	33,357		179,159		179,159
146	Morgan Stanley Capital Group, Inc.	GWA	GWA	NF	MONTANA OATT	GLWND1	GLWND2		3	3		16		16
147	Morgan Stanley Capital Group, Inc.	GWA	NWMT	NF	MONTANA OATT	GLWND1	MATL.NWMT		2,694	2,694		14,601		14,601
148	Morgan Stanley Capital Group, Inc.	GWA	NWMT	NF	MONTANA OATT	GLWND1	NWMT.SYSTEM		10	10		54		54
149	Morgan Stanley Capital Group, Inc.	GWA	NWMT	NF	MONTANA OATT	GLWND2	MATL.NWMT		1,413	1,413		7,658		7,658
150	Morgan Stanley Capital Group, Inc.	GWA	NWMT	NF	MONTANA OATT	GLWND2	NWMT.SYSTEM		13,356	13,356		71,415		71,415
151	Morgan Stanley Capital Group, Inc.	GWA	NWMT	SFP	MONTANA OATT	GLWND1	MATL.NWMT		360	360		1,950		1,950
152	Morgan Stanley Capital Group, Inc.	GWA	PPW	NF	MONTANA OATT	GLWND1	BRDY		8,180	8,180		44,308		44,308
153	Morgan Stanley Capital Group, Inc.	GWA	PPW	NF	MONTANA OATT	GLWND1	JEFF		35	35		190		190
154	Morgan Stanley Capital Group, Inc.	GWA	PPW	NF	MONTANA OATT	GLWND2	BRDY		3,000	3,000		16,252		16,252
155	Morgan Stanley Capital Group, Inc.	GWA	PPW	NF	MONTANA OATT	GLWND2	JEFF		257	257		1,393		1,393
156	Morgan Stanley Capital Group, Inc.	GWA	PPW	SFP	MONTANA OATT	GLWND1	BRDY		1,800	1,800		9,750		9,750
157	Morgan Stanley Capital Group, Inc.	NWMT	AVA	NF	MONTANA OATT	HARDIN	AVAT.NWMT		23	23		125		125
158	Morgan Stanley Capital Group, Inc.	NWMT	AVA	NF	MONTANA OATT	MATL.NWMT	AVAT.NWMT		14,135	14,135		76,105		76,105
159	Morgan Stanley Capital Group, Inc.	NWMT	BPAT	NF	MONTANA OATT	COLSTRIP	BPAT.NWMT		588	588		3,187		3,187
160	Morgan Stanley Capital Group, Inc.	NWMT	BPAT	NF	MONTANA OATT	HARDIN	BPAT.NWMT		457	457		2,477		2,477
161	Morgan Stanley Capital Group, Inc.	NWMT	BPAT	NF	MONTANA OATT	KERR	BPAT.NWMT		70	70		379		379
162	Morgan Stanley Capital Group, Inc.	NWMT	BPAT	NF	MONTANA OATT	MATL.NWMT	BPAT.NWMT		83,550	83,550		450,373		450,373
163	Morgan Stanley Capital Group, Inc.	NWMT	BPAT	SFP	MONTANA OATT	MATL.NWMT	BPAT.NWMT		18,625	18,625		98,375		98,375
164	Morgan Stanley Capital Group, Inc.	NWMT	GWA	NF	MONTANA OATT	HARDIN	GLWND1		31	31		168		168
165	Morgan Stanley Capital Group, Inc.	NWMT	GWA	NF	MONTANA OATT	HARDIN	GLWND2		5	5		27		27
166	Morgan Stanley Capital Group, Inc.	NWMT	GWA	NF	MONTANA OATT	MATL.NWMT	GLWND1		429	429		2,325		2,325
167	Morgan Stanley Capital Group, Inc.	NWMT	GWA	NF	MONTANA OATT	MATL.NWMT	GLWND2		205	205		1,111		1,111
168	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	NF	MONTANA OATT	COLSTRIP	MATL.NWMT		23,506	23,506		127,079		127,079
169	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	NF	MONTANA OATT	HARDIN	MATL.NWMT		18,386	18,386		99,778		99,778
170	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	NF	MONTANA OATT	HARDIN	NWMT.SYSTEM		64	64		347		347
171	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	NF	MONTANA OATT	KERR	MATL.NWMT		99	99		537		537
172	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	NF	MONTANA OATT	MATL.NWMT	NWMT.SYSTEM		224	224		1,214		1,214
173	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	SFP	MONTANA OATT	COLSTRIP	MATL.NWMT		23,013	23,013		121,814		121,814
174	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	SFP	MONTANA OATT	COLSTRIP	NWMT.SYSTEM		6,768	6,768		36,660		36,660
175	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	SFP	MONTANA OATT	HARDIN	MATL.NWMT		2,207	2,207		11,805		11,805
176	Morgan Stanley Capital Group, Inc.	NWMT	NWMT	SFP	MONTANA OATT	HARDIN	NWMT.SYSTEM		240	240		1,300		1,300
177	Morgan Stanley Capital Group, Inc.	NWMT	PACE	NF	MONTANA OATT	MATL.NWMT	BRDY		1,959	1,959		10,612		10,612
178	Morgan Stanley Capital Group, Inc.	NWMT	PACE	NF	MONTANA OATT	MATL.NWMT	JEFF		60	60		325		325
179	Morgan Stanley Capital Group, Inc.	NWMT	PPW	NF	MONTANA OATT	HARDIN	BRDY		20	20		108		108
180	Morgan Stanley Capital Group, Inc.	PACE	NWMT	NF	MONTANA OATT	BRDY	MATL.NWMT		6,201	6,201		33,601		33,601
181	Morgan Stanley Capital Group, Inc.	PPW	BPAT	SFP	MONTANA OATT	BRDY	BPAT.NWMT		50	50
182	Morgan Stanley Capital Group, Inc.	PPW	GWA	NF	MONTANA OATT	BRDY	GLWND1		16	16		87		87
183	Morgan Stanley Capital Group, Inc.	WAPA	AVA	NF	MONTANA OATT	GREATFALLS	AVAT.NWMT		105	105		569		569
184	Morgan Stanley Capital Group, Inc.	WAPA	BPAT	NF	MONTANA OATT	GREATFALLS	BPAT.NWMT		3,299	3,299		17,881		17,881
185	Morgan Stanley Capital Group, Inc.	WAUW	NWMT	NF	MONTANA OATT	GREATFALLS	MATL.NWMT		1,633	1,633		8,851		8,851
186	Naturener Power Watch, LLC	GWA	GWA	SFP	MONTANA OATT	GLWND1	GLWND2		11,040	11,040		59,025		59,025
187	Naturener Power Watch, LLC	NWMT	PACE	NF	MONTANA OATT	HORSESHOE	JEFF		18	18		98		98
188	PacifiCorp	PPW	NWMT	NF	MONTANA OATT	MLCK	JEFF		16,417	16,417		88,850		88,850
189	PacifiCorp	PPW	NWMT	SFP	MONTANA OATT	MLCK	JEFF		9,216	9,216		49,920		49,920
190	Phillips 66 Energy Trading, LLC	AVA	NWMT	NF	MONTANA OATT	AVAT.NWMT	GTFALLSNWMT		45	45		244		244
191	Phillips 66 Energy Trading, LLC	AVA	NWMT	NF	MONTANA OATT	AVAT.NWMT	NWMT.SYSTEM		80	80		434		434
192	Phillips 66 Energy Trading, LLC	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	COLSTRIP		39	39		211		211
193	Phillips 66 Energy Trading, LLC	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	GTFALLSNWMT		80	80		434		434
194	Portland General Electric Company	AVA	AVA	NF	MONTANA OATT	COLSTRIP	AVAT.NWMT		480	480		2,602		2,602
195	Portland General Electric Company	NWMT	AVA	NF	MONTANA OATT	COLSTRIP	AVAT.NWMT		400	400		2,168		2,168
196	Portland General Electric Company	NWMT	BPAT	NF	MONTANA OATT	COLSTRIP	BPAT.NWMT		4,701	4,701		25,479		25,479
197	Portland General Electric Company	NWMT	NWMT	NF	MONTANA OATT	COLSTRIP	MATL.NWMT		340	340		1,843		1,843
198	Portland General Electric Company	NWMT	NWMT	SFP	MONTANA OATT	COLSTRIP	MATL.NWMT		360	360		1,950		1,950
199	Portland General Electric Company	NWMT	PPW	NF	MONTANA OATT	COLSTRIP	BRDY		151	151		818		818
200	Portland General Electric Company	NWMT	PPW	NF	MONTANA OATT	COLSTRIP	JEFF		27	27		146		146
201	Powerex Corporation	AVA	NWMT	NF	MONTANA OATT	AVAT.NWMT	MATL.NWMT		64	64		347		347
202	Powerex Corporation	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	BRDY		294	294		1,593		1,593
203	Powerex Corporation	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	JEFF		27	27		146		146
204	Powerex Corporation	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	YTP		5,111	5,111		27,702		27,702
205	Powerex Corporation	BPAT	AVA	NF	MONTANA OATT	BPAT.NWMT	AVAT.NWMT		30	30		163		163
206	Powerex Corporation	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	MATL.NWMT		17,494	17,494		94,817		94,817
207	Powerex Corporation	BPAT	PPW	LFP	MONTANA OATT	BPAT.NWMT	BRDY	76	167,808	167,808	897,275			897,275
208	Powerex Corporation	BPAT	PPW	LFP	MONTANA OATT	BPAT.NWMT	JEFF	71	156,768	156,768	838,244			838,244
209	Powerex Corporation	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	YTP		3,472	3,472		18,818		18,818
210	Powerex Corporation	BPAT	WAPA	NF	MONTANA OATT	BPAT.NWMT	CROSSOVER		55	55		298		298
211	Powerex Corporation	NWMT	BPAT	NF	MONTANA OATT	MATL.NWMT	BPAT.NWMT		525	525		2,846		2,846
212	Powerex Corporation	PPW	BPAT	NF	MONTANA OATT	BRDY	BPAT.NWMT		167	167		905		905
213	Powerex Corporation	PPW	BPAT	NF	MONTANA OATT	YTP	BPAT.NWMT		667	667		3,615		3,615
214	Powerex Corporation	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		1	1		5		5
215	Powerex Corporation	WAPA	BPAT	NF	MONTANA OATT	CROSSOVER	BPAT.NWMT		1,273	1,273		6,900		6,900
216	Powerex Corporation	WAPA	PPW	NF	MONTANA OATT	CROSSOVER	YTP		1,571	1,571		8,515		8,515
217	Puget Sound Energy Marketing	AVA	AVA	NF	MONTANA OATT	COLSTRIP	AVAT.NWMT		8,202	8,202		44,431		44,431
218	Puget Sound Energy Marketing	AVA	AVA	SFP	MONTANA OATT	COLSTRIP	AVAT.NWMT		9,504	9,504		51,480		51,480
219	Puget Sound Energy Marketing	NWMT	BPAT	NF	MONTANA OATT	COLSTRIP	BPAT.NWMT		25,721	25,721		139,372		139,372
220	Puget Sound Energy Marketing	NWMT	BPAT	SFP	MONTANA OATT	COLSTRIP	BPAT.NWMT		14,256	14,256		77,220		77,220
221	Rainbow Electric Marketing Corp.	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	MATL.NWMT		40	40		217		217
222	Rainbow Electric Marketing Corp.	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		2	2		11		11
223	Rainbow Electric Marketing Corp.	BPAT	WAPA	NF	MONTANA OATT	BPAT.NWMT	CROSSOVER		2,505	2,505		13,577		13,577
224	Rainbow Electric Marketing Corp.	PPW	BPAT	NF	MONTANA OATT	YTP	BPAT.NWMT		568	568		3,079		3,079
225	Rainbow Electric Marketing Corp.	PPW	BPAT	SFP	MONTANA OATT	YTP	BPAT.NWMT		5,040	5,040		27,240		27,240
226	Rainbow Electric Marketing Corp.	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		6,362	6,362		34,482		34,482
227	Rainbow Electric Marketing Corp.	PPW	WAPA	SFP	MONTANA OATT	YTP	CROSSOVER		720	720		3,900		3,900
228	Rainbow Electric Marketing Corp.	WAPA	BPAT	NF	MONTANA OATT	CROSSOVER	BPAT.NWMT		102	102		553		553
229	Rainbow Electric Marketing Corp.	WAPA	PPW	NF	MONTANA OATT	CROSSOVER	YTP		1,904	1,904		10,320		10,320
230	Rainbow Electric Marketing Corp.	WAPA	PPW	SFP	MONTANA OATT	CROSSOVER	YTP		7,800	7,800		42,250		42,250
231	Shell Energy North America	PPW	BPAT	NF	MONTANA OATT	BRDY	BPAT.NWMT		24	24		130		130
232	Shell Energy North America	PPW	BPAT	SFP	MONTANA OATT	BRDY	BPAT.NWMT		110,350	110,350		590,250		590,250
233	TEC Energy Inc.	NWMT	BPAT	NF	MONTANA OATT	MATL.NWMT	BPAT.NWMT		10	10		54		54
234	TEC Energy Inc.	NWMT	PACE	NF	MONTANA OATT	MATL.NWMT	BRDY		30	30		163		163
235	The Energy Authority	AVA	PPW	NF	MONTANA OATT	AVAT.NWMT	BRDY		48	48		260		260
236	The Energy Authority	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	NWMT.SYSTEM		51	51		276		276
237	The Energy Authority	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	BRDY		268	268		1,453		1,453
238	The Energy Authority	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	JEFF		150	150		813		813
239	The Energy Authority	BPAT	WAPA	NF	MONTANA OATT	BPAT.NWMT	CROSSOVER		364	364		1,973		1,973
240	The Energy Authority	PPW	BPAT	NF	MONTANA OATT	YTP	BPAT.NWMT		100	100		542		542
241	The Energy Authority	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		949	949		5,144		5,144
242	The Energy Authority	PPW	WAPA	SFP	MONTANA OATT	YTP	CROSSOVER		1,152	1,152		6,240		6,240
243	The Energy Authority	WAPA	AVA	NF	MONTANA OATT	CROSSOVER	AVAT.NWMT		1	1		5		5
244	The Energy Authority	WAPA	BPAT	NF	MONTANA OATT	CROSSOVER	BPAT.NWMT		50	50		228		228
245	The Energy Authority	WAPA	PPW	NF	MONTANA OATT	CROSSOVER	JEFF		54	54		293		293
246	The Energy Authority	WAPA	PPW	NF	MONTANA OATT	CROSSOVER	YTP		175	175		949		949
247	Transalta Energy Marketing (US) Inc.	AVA	WAPA	NF	MONTANA OATT	AVAT.NWMT	CROSSOVER		174	174		943		943
248	Transalta Energy Marketing (US) Inc.	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	MATL.NWMT		1,260	1,260		6,829		6,829
249	Transalta Energy Marketing (US) Inc.	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	BRDY		417	417		2,260		2,260
250	Transalta Energy Marketing (US) Inc.	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	JEFF		65	65		352		352
251	Transalta Energy Marketing (US) Inc.	BPAT	PPW	NF	MONTANA OATT	BPAT.NWMT	YTP		594	594		3,219		3,219
252	Transalta Energy Marketing (US) Inc.	BPAT	WAPA	NF	MONTANA OATT	BPAT.NWMT	CROSSOVER		963	963		5,219		5,219
253	Transalta Energy Marketing (US) Inc.	NWMT	BPAT	NF	MONTANA OATT	MATL.NWMT	BPAT.NWMT		1,147	1,147		6,217		6,217
254	Transalta Energy Marketing (US) Inc.	NWMT	PACE	NF	MONTANA OATT	MATL.NWMT	YTP		101	101		547		547
255	Transalta Energy Marketing (US) Inc.	PPW	BPAT	NF	MONTANA OATT	BRDY	BPAT.NWMT		387	387		2,098		2,098
256	Transalta Energy Marketing (US) Inc.	PPW	WAPA	NF	MONTANA OATT	BRDY	CROSSOVER		182	182		986		986
257	Transalta Energy Marketing (US) Inc.	WAPA	BPAT	NF	MONTANA OATT	CROSSOVER	BPAT.NWMT		583	583		3,160		3,160
258	Transalta Energy Marketing (US) Inc.	WAPA	PPW	NF	MONTANA OATT	CROSSOVER	YTP		16	16		87		87
259	Vitol Inc.	BPAT	NWMT	NF	MONTANA OATT	BPAT.NWMT	MATL.NWMT		930	930		5,041		5,041
260	Western Area Power Administration	NWMT	NWMT	NF	MONTANA OATT	CANYONFERRY	NWMT.SYSTEM		5,904	5,904		31,480		31,480
261	Western Area Power Administration	NWMT	WAPA	NF	MONTANA OATT	CANYONFERRY	CROSSOVER		30	30		163		163
262	Western Area Power Administration	NWMT	WAPA	SFP	MONTANA OATT	CANYONFERRY	CROSSOVER		70,033	70,033		379,340		379,340
263	Western Area Power Administration	PPW	WAPA	NF	MONTANA OATT	YTP	CROSSOVER		101,412	101,412		549,380		549,380
264	Western Area Power Administration	PPW	WAPA	SFP	MONTANA OATT	YTP	CROSSOVER		8,736	8,736		47,320		47,320
265	Western Area Power Administration	WAPA	NWMT	NF	MONTANA OATT	GREATFALLS	NWMT.SYSTEM		1,490	1,490		7,870		7,870
266	Western Area Power Administration	WAPA	NWMT	SFP	MONTANA OATT	GREATFALLS	NWMT.SYSTEM		744	744		3,935		3,935
267	Western Area Power Administration	WAPA	PPW	NF	MONTANA OATT	CROSSOVER	YTP		450	450		2,439		2,439
268	Western Area Power Administration	WAPA	PPW	SFP	MONTANA OATT	CROSSOVER	YTP		52,560	52,560		282,900		282,900
269	Western Area Power Administration	WAPA	WAPA	NF	MONTANA OATT	CROSSOVER	GREATFALLS		14,880	14,880		78,700		78,700
270	Western Area Power Administration	WAPA	WAPA	NF	MONTANA OATT	GREATFALLS	CROSSOVER		44,160	44,160		236,100		236,100
271	Western Area Power Administration	WAUW	NWMT	SFP	MONTANA OATT	GREATFALLS	GTFALLSNWMT		3,670	3,670		19,675		19,675
272	SOUTH DAKOTA
273	BRYANT, CITY OF	WAPA	BRYANT	LFP	VOL 2	HURON 115 KV BUS	BRYANT 25 KV		1,164	1,164	9,311			9,311
274	GROTON, CITY OF	WAPA	GROTON	LFP	VOL 2	HURON 115 KV BUS	GROTON 69 KV		4,095	4,095	302			302
275	LANGFORD, CITY OF	WAPA	LANGFORD	LFP	VOL 2	HURON 115 KV BUS	LANGFORD 12.5 KV		740	740	6,339			6,339
276	Southwest Power Pool (SPP)	SPP	Various	LFP	SCH 7	Various	Various						(a) 67,882	67,882
277	Southwest Power Pool (SPP)	SPP	Various	NF	SCH 8	Various	Various						(b) 15,660	15,660
278	Southwest Power Pool (SPP)	SPP	Various	FNS	SCH 9	Various	Various						(c) 1,594,184	1,594,184
279	Southwest Power Pool (SPP)	SPP	Various	LFP	SCH 11	Various	Various						(d) 41,539	41,539
280	Rounding							0	1	1	2			2
35	TOTAL							1,251	3,247,029	3,247,029	11,217,984	7,175,777	1,719,265	20,113,026

Name of Respondent:

NorthWestern Corporation

This report is:

(1)

☑ An Original

(2)

☐ A Resubmission

Date of Report:

09/30/2023

Year/Period of Report

End of:

2023

FOOTNOTE DATA

(a) Concept: OtherChargesRevenueTransmissionOfElectricityForOthers

Firm and Non-Firm Point to Point Transmission Service

(b) Concept: OtherChargesRevenueTransmissionOfElectricityForOthers

Non-Firm Point to Point Transmission Service

Network Integration Transmission Service

(d) Concept: OtherChargesRevenueTransmissionOfElectricityForOthers

Firm and Non-Firm Point to Point Transmission Service

TRANSMISSION OF ELECTRICITY BY OTHERS (Account 565)
Report all transmission, i.e. wheeling or electricity provided by other electric utilities, cooperatives, municipalities, other public authorities, qualifying facilities, and others for the quarter. In column (a) report each company or public authority that provided transmission service. Provide the full name of the company, abbreviate if necessary, but do not truncate name or use acronyms. Explain in a footnote any ownership interest in or affiliation with the transmission service provider. Use additional columns as necessary to report all companies or public authorities that provided transmission service for the quarter reported. In column (b) enter a Statistical Classification code based on the original contractual terms and conditions of the service as follows: FNS - Firm Network Transmission Service for Self, LFP - Long-Term Firm Point-to-Point Transmission Reservations. OLF - Other Long-Term Firm Transmission Service, SFP - Short-Term Firm Point-to- Point Transmission Reservations, NF - Non-Firm Transmission Service, and OS - Other Transmission Service. See General Instructions for definitions of statistical classifications. Report in column (c) and (d) the total megawatt hours received and delivered by the provider of the transmission service. Report in column (e), (f) and (g) expenses as shown on bills or vouchers rendered to the respondent. In column (e) report the demand charges and in column (f) energy charges related to the amount of energy transferred. On column (g) report the total of all other charges on bills or vouchers rendered to the respondent, including any out of period adjustments. Explain in a footnote all components of the amount shown in column (g). Report in column (h) the total charge shown on bills rendered to the respondent. If no monetary settlement was made, enter zero in column (h). Provide a footnote explaining the nature of the non-monetary settlement, including the amount and type of energy or service rendered. Enter ""TOTAL"" in column (a) as the last line. Footnote entries and provide explanations following all required data.
			TRANSFER OF ENERGY		EXPENSES FOR TRANSMISSION OF ELECTRICITY BY OTHERS
Line No.	NameOfCompanyOrPublicAuthorityTransmissionOfElectricityByOthers Name of Company or Public Authority (Footnote Affiliations) (a)	StatisticalClassificationCode Statistical Classification (b)	TransmissionOfElectricityByOthersEnergyReceived MegaWatt Hours Received (c)	TransmissionOfElectricityByOthersEnergyDelivered MegaWatt Hours Delivered (d)	DemandChargesTransmissionOfElectricityByOthers Demand Charges ($) (e)	EnergyChargesTransmissionOfElectricityByOthers Energy Charges ($) (f)	OtherChargesTransmissionOfElectricityByOthers Other Charges ($) (g)	ChargesForTransmissionOfElectricityByOthers Total Cost of Transmission ($) (h)
1	MONTANA
2	Vigilante Elec. Coop	OLF	6,267	6,267	12,719			12,719
3	Bonneville Power Admin	OLF					(a) 883,911	883,911
4	Southwester Power Pool (MT)	FNS	27,780	27,780	342,407			342,407
5	Glacier Electric Coop	OLF	0	0	1,589			1,589
6	Supply:
7	Avista	NF	315	315		2,874		2,874
8	Bonneville Power Admin	NF	110,780	110,780		309,800		309,800
9	Seattle City Light	NF	2,250	2,250		4,086		4,086
10	SOUTH DAKOTA
11	Southwest Power Pool	FNS			4,855,431			4,855,431
12	Rounding				1	1
	TOTAL		147,392	147,392	5,208,967	316,761	883,911	6,409,639

Deprec, Depl and Amort of Elec Plant (403,403.1,404,and 405) (except Amortization of Acquisition Adjustments)
Report the year to date amounts of depreciation expense, asset retirement cost depreciation, depletion and amortization, except amortization of acquisition adjustments for the accounts indicated and classified according to the plant functional groups described.
Line No.	FunctionalClassificationAxis Functional Classification (a)	DepreciationExpenseExcludingAmortizationOfAcquisitionAdjustments Depreciation Expense (Account 403) (b)	DepreciationExpenseForAssetRetirementCostsExcludingAmortizationgOfAcquisitionAdjustments Depreciation Expense for Asset Retirement Costs (Account 403.1) (c)	AmortizationOfLimitedTermPlantOrProperty Amortization of Limited Term Electric Plant (Account 404) (d)	AmortizationOfOtherElectricPlant Amortization of Other Electric Plant (Acc 405) (e)	DepreciationAndAmortization Total (f)
1	Intangible Plant			1,518,715		1,518,715
2	Steam Production Plant	5,864,043				5,864,043
3	Nuclear Production Plant
4	Hydraulic Production Plant-Conventional	8,229,431				8,229,431
5	Hydraulic Production Plant-Pumped Storage
6	Other Production Plant	14,836,275		2,652		14,838,927
7	Transmission Plant	22,268,523		375,836		22,644,359
8	Distribution Plant	48,348,427		19,223		48,329,204
9	General Plant	8,097,594				8,097,594
10	Common Plant-Electric	4,241,981		5,325,614		9,567,595
11	TOTAL	111,886,274		7,203,594		119,089,868

AMOUNTS INCLUDED IN ISO/RTO SETTLEMENT STATEMENTS
The respondent shall report below the details called for concerning amounts it recorded in Account 555, Purchase Power, and Account 447, Sales for Resale, for items shown on ISO/RTO Settlement Statements. Transactions should be separately netted for each ISO/RTO administered energy market for purposes of determining whether an entity is a net seller or purchaser in a given hour. Net megawatt hours are to be used as the basis for determining whether a net purchase or sale has occurred. In each monthly reporting period, the hourly sale and purchase net amounts are to be aggregated and separately reported in Account 447, Sales for Resale, or Account 555, Purchased Power, respectively.
Line No.	Description of Item(s) (a)	Balance at End of Quarter 1 (b)	Balance at End of Quarter 2 (c)	Balance at End of Quarter 3 (d)	Balance at End of Year (e)
1	Energy
2	Net Purchases (Account 555)	32,202,034	30,065,526	43,220,888
2.1	Net Purchases (Account 555.1)
3	Net Sales (Account 447)	28,122,918	30,092,503	43,826,313
4	Transmission Rights
5	Ancillary Services	33,310	25,550	25,273
6	Other Items (list separately)
7	Day Ahead & Real Time Admin	116,585	89,424	88,456
8	Market Monitoring & Compliance	16,655	12,775	12,637
46	TOTAL	60,491,502	60,285,778	87,173,567




FERC FINANCIAL REPORT FERC FORM No. 1: Annual Report of Major Electric Utilities, Licensees and Others and Supplemental Form 3-Q: Quarterly Financial Report

These reports are mandatory under the Federal Power Act, Sections 3, 4(a), 304 and 309, and 18 CFR 141.1 and 141.400. Failure to report may result in criminal fines, civil penalties and other sanctions as provided by law. The Federal Energy Regulatory Commission does not consider these reports to be of confidential nature

TRANSMISSION OF ELECTRICITY BY ISO/RTOs
Report in Column (a) the Transmission Owner receiving revenue for the transmission of electricity by the ISO/RTO. Use a separate line of data for each distinct type of transmission service involving the entities listed in Column (a). In Column (b) enter a Statistical Classification code based on the original contractual terms and conditions of the service as follows: FNO – Firm Network Service for Others, FNS – Firm Network Transmission Service for Self, LFP – Long-Term Firm Point-to-Point Transmission Service, OLF – Other Long-Term Firm Transmission Service, SFP – Short-Term Firm Point-to-Point Transmission Reservation, NF – Non-Firm Transmission Service, OS – Other Transmission Service and AD- Out-of-Period Adjustments. Use this code for any accounting adjustments or “true-ups” for service provided in prior reporting periods. Provide an explanation in a footnote for each adjustment. See General Instruction for definitions of codes. In column (c) identify the FERC Rate Schedule or tariff Number, on separate lines, list all FERC rate schedules or contract designations under which service, as identified in column (b) was provided. In column (d) report the revenue amounts as shown on bills or vouchers. Report in column (e) the total revenues distributed to the entity listed in column (a).
Line No.	Payment Received by (Transmission Owner Name) (a)	Statistical Classification (b)	FERC Rate Schedule or Tariff Number (c)	Total Revenue by Rate Schedule or Tariff (d)	Total Revenue (e)
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
40	TOTAL

Monthly Peak Loads and Energy Output
Report the monthly peak load and energy output. If the respondent has two or more power which are not physically integrated, furnish the required information for each non- integrated system. Report in column (b) by month the system’s output in Megawatt hours for each month. Report in column (c) by month the non-requirements sales for resale. Include in the monthly amounts any energy losses associated with the sales. Report in column (d) by month the system’s monthly maximum megawatt load (60 minute integration) associated with the system. Report in column (e) and (f) the specified information for each monthly peak load reported in column (d).
Line No.	MonthAxis Month (a)	Total Monthly Energy (MWH) (b)	Monthly Non-Requirements Sales for Resale & Associated Losses (c)	MonthlyPeakLoad Monthly Peak Megawatts (See Instr. 4) (d)	DayOfMonthlyPeak Monthly Peak Day of Month (e)	HourOfMonthlyPeak Monthly Peak Hour (f)
	NAME OF SYSTEM: Montana Operations
1	January
2	February
3	March
4	Total for Quarter 1
5	April
6	May
7	June
8	Total for Quarter 2
9	July
10	August
11	September
12	Total for Quarter 3	(a) 0
41	Total
	NAME OF SYSTEM: South Dakota Operations
1	January
2	February
3	March
4	Total for Quarter 1
5	April
6	May
7	June
8	Total for Quarter 2
9	July
10	August
11	September
12	Total for Quarter 3
41	Total

MONTHLY TRANSMISSION SYSTEM PEAK LOAD
Report the monthly peak load on the respondent's transmission system. If the respondent has two or more power systems which are not physically integrated, furnish the required information for each non-integrated system. Report on Column (b) by month the transmission system's peak load. Report on Columns (c ) and (d) the specified information for each monthly transmission - system peak load reported on Column (b). Report on Columns (e) through (j) by month the system' monthly maximum megawatt load by statistical classifications. See General Instruction for the definition of each statistical classification.
Line No.	Month (a)	Monthly Peak MW - Total (b)	Day of Monthly Peak (c)	Hour of Monthly Peak (d)	Firm Network Service for Self (e)	Firm Network Service for Others (f)	Long-Term Firm Point-to-point Reservations (g)	Other Long-Term Firm Service (h)	Short-Term Firm Point-to-point Reservation (i)	Other Service (j)
	NAME OF SYSTEM: Montana Operations
1	January	1,939	30	19	1,092	686	275	0	2,567
2	February	2,055	22	19	1,098	784	275	0	1,580
3	March	1,790	8	8	1,098	716	275	0	1,582
4	Total for Quarter 1				3,288	2,186	825	0	5,729
5	April	1,631	4	9	1,095	642	275	0	3,418
6	May	1,524	30	17	1,098	604	275	0	2,089
7	June	1,667	30	17	1,094	639	275	0	1,700
8	Total for Quarter 2				3,287	1,885	825	0	7,207
9	July	2,020	25	19	1,087	713	275	0	3,564
10	August	1,977	17	17	1,084	660	275	0	2,611
11	September	1,620	2	18	1,065	588	275	0	2,509
12	Total for Quarter 3				3,236	1,961	825	0	8,684
13	October
14	November
15	December
16	Total for Quarter 4				0	0	0	0	0
17	Total				9,811	6,032	2,475	0	21,620	0
	NAME OF SYSTEM: South Dakota Operations
1	January
2	February
3	March
4	Total for Quarter 1
5	April
6	May
7	June
8	Total for Quarter 2
9	July
10	August
11	September
12	Total for Quarter 3
13	October
14	November
15	December
16	Total for Quarter 4
17	Total

Monthly ISO/RTO Transmission System Peak Load
Report the monthly peak load on the respondent's transmission system. If the Respondent has two or more power systems which are not physically integrated, furnish the required information for each non-integrated system. Report on Column (b) by month the transmission system's peak load. Report on Column (c) and (d) the specified information for each monthly transmission - system peak load reported on Column (b). Report on Columns (e) through (i) by month the system’s transmission usage by classification. Amounts reported as Through and Out Service in Column (g) are to be excluded from those amounts reported in Columns (e) and (f). Amounts reported in Column (j) for Total Usage is the sum of Columns (h) and (i).
Line No.	Month (a)	Monthly Peak MW - Total (b)	Day of Monthly Peak (c)	Hour of Monthly Peak (d)	Import into ISO/RTO (e)	Exports from ISO/RTO (f)	Through and Out Service (g)	Network Service Usage (h)	Point-to-Point Service Usage (i)	Total Usage (j)
	NAME OF SYSTEM: South Dakota Operations
1	January	285	31	8	0	0	0	299	14	313
2	February	291	22	11	0	0	0	305	14	319
3	March	240	14	8	0	0	0	252	12	264
4	Total for Quarter 1							856	40	896
5	April	212	4	10	0	0	0	223	11	234
6	May	225	30	18	0	0	0	237	12	249
7	June	221	19	17	0	0	0	235	14	249
8	Total for Quarter 2							695	37	732
9	July	259	27	18	0	0	0	271	12	283
10	August	267	22	17	0	0	0	280	13	293
11	September	267	1	18	0	0	0	280	13	293
12	Total for Quarter 3							831	38	869
13	October									0
14	November									0
15	December									0
16	Total for Quarter 4
17	Total Year to Date/Year							2,382	115	2,497

FERC FINANCIAL REPORT FERC FORM No. 1: Annual Report of Major Electric Utilities, Licensees and Others and Supplemental Form 3-Q: Quarterly Financial Report

INSTRUCTIONS FOR FILING FERC FORM NOS. 1 and 3-Q

GENERAL INFORMATION

Purpose

Who Must Submit

What and Where to Submit

When to Submit

Where to Send Comments on Public Reporting Burden.

GENERAL INSTRUCTIONS

EXCERPTS FROM THE LAW

GENERAL PENALTIES

FERC FINANCIAL REPORT
FERC FORM No. 1: Annual Report of
Major Electric Utilities, Licensees
and Others and Supplemental
Form 3-Q: Quarterly Financial Report