BLACK HILLS CORPORATION 1999
STOCK OPTION PLAN
ARTICLE 1. Establishment, Objectives, Duration
1.1 Establishment of Plan. Black Hills Corporation (hereinafter referred to as the "Company"), hereby establishes
an incentive compensation plan to be known as the "Black Hills Corporation 1999 Stock Option
Plan" (hereinafter referred to as the "Plan"), as set forth in this document. The Plan permits the grant of
Nonqualified Stock Options and Incentive Stock Options.
Subject to approval by the Company's shareholders, the Plan shall become effective as of May 11, 1999 (the
"Effective Date") and shall remain in effect as provided in Section 1.3 hereof.
1.2 Objectives of the Plan. The objectives of the Plan are to optimize the profitability and growth of the Company
through incentives which are consistent with the Company's objectives and which link the interests of Participants
to those of the Company's shareholders; to provide Participants with an incentive for excellence in individual
performance; and to promote teamwork among Participants.
The Plan is further intended to provide flexibility to the Company in its ability to motivate, attract, and retain the
services of Participants who make significant contributions to the Company's success and to allow Participants to
share in the success of the Company.
1.3 Duration of the Plan. The Plan shall commence on the Effective Date, as described in Section 1.1 hereof, and
shall remain in effect, subject to the right of the Board of Directors to amend or terminate the Plan at any time
pursuant to Article 11 hereof, until all Shares subject to it shall have been purchased or acquired according the
Plan's provisions. However, in no event may an Award be granted under the Plan on or after May 11, 2009.
ARTICLE 2. Definitions
Whenever used in the Plan, the following terms shall have the meanings set forth below, and when the meaning is
intended, the initial letter of the word shall be capitalized:
2.1 "Award" means, individually or