MDU RESOURCES GROUP INC — Regulatory Filings 2006

Feb 28, 2006

8-K/A 1 form8k.htm MDU RESOURCES GROUP, INC. FORM 8-K/A MDU Resources Group, Inc. Form 8-K/A Licensed to: Thelen Reid & Priest Document Created using EDGARIZER HTML 3.0.3.0 Copyright 2005 EDGARfilings, Ltd., an IEC company. All rights reserved EDGARfilings.com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES

EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) February 16, 2006

MDU Resources Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-3480	41-0423660
(State
or other jurisdiction of incorporation)	(Commission
File Number)	(I.R.S.
Employer Identification No.)

1200 West Century Avenue

P.O. Box 5650

Bismarck, North Dakota 58506-5650

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code (701) 530-1000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| q | Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425) |
| --- | --- |
| q | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
| q | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b)) |
| q | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c)) |

EXPLANATORY NOTE

This Amendment No. 1 on Form 8-K/A is filed solely to provide revised versions of Exhibits 10.1 and 10.2 to the Current Report on Form 8-K of MDU Resources Group, Inc. (the “Company”) filed on February 23, 2006 (the "Initial Filing"). Exhibit 10.1 to the Initial Filing inadvertently understated the award opportunity that had been approved by the Company’s Board of Directors for Mr. Hildestad on February 16, 2006. Exhibit 10.2 has been modified to reflect certain immaterial changes that have been made to the performance share award agreement. The other items and exhibits to the Initial Filing remain unchanged and are not amended hereby.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

| Exhibit
Number | Description
of Exhibit |
| --- | --- |
| 10.1 | MDU
Resources Group, Inc. 2006 NEO Annual Award Opportunity Chart |
| 10.2 | MDU
Resources Group, Inc. 1997 Executive Long-Term Incentive Plan Performance
Share Award Agreement |

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to be signed on its behalf by the undersigned hereunto duly authorized.

| | MDU
RESOURCES GROUP, INC. |
| --- | --- |
| Date February
27, 2006 | By /s/VERNON
A. RAILE |
| | Vernon
A. Raile |
| | Executive
Vice President and |
| | Chief
Financial Officer |

3

EXHIBIT INDEX

| Exhibit
Number | Description
of Exhibit |
| --- | --- |
| 10.1 | MDU
Resources Group, Inc. 2006 NEO Annual Award
Opportunity Chart |
| 10.2 | MDU
Resources Group, Inc. 1997 Executive Long-Term
Incentive Plan Performance Share Award
Agreement |