                                                                 Exhibit 10.2

                              EMPLOYMENT AGREEMENT


  Agreement made, effective as of December 20, 2002 by and between Black Hills
Corporation, a South Dakota corporation, with its principal office located at
625 Ninth Street, Rapid City, South Dakota, referred to in this agreement as
Employer, Black Hills or Company, and Everett E. Hoyt, of Rapid City, South
Dakota, referred to in this agreement as Employee.

                                    RECITALS

A.   Employer is a public  company  engaged in the business of fuel  production,
     energy marketing,  wholesale power generation,  regulated electric utility,
     and telecommunications.

B.   Employee has been employed by the Company in various capacities since 1989,
     and is currently  employed as its  President and Chief  Operating  Officer.
     Employee  has  substantial  experience  in  the  above-designated  business
     activities and has provided valuable  leadership for the Company.  Employee
     is  eligible to retire  from the  Company at the  present  time,  but could
     continue his employment with the Company until  mandatory  retirement as an
     officer of the Company, at age sixty-five (65), on August 8, 2004.

C.   Employee is willing to continue his employment by Employer, and Employer is
     willing to continue its  employment of Employee,  on the terms,  covenants,
     and conditions set forth in this Agreement.

In consideration of the matters  described above, and of the mutual benefits and
obligations set forth in this agreement, the parties agree as follows:

                                   SECTION ONE
                              EMPLOYMENT AND DUTIES

A.   Employer  employs,  engages,  and hires employee as an executive officer of
     the Company to perform services in the management of business activities of
     the Company,  as assigned by the Chief Executive Officer.  Employee accepts
     and  agrees to such  hiring,  engagement,  and  employment,  subject to the
     general  supervision and pursuant to the orders,  advice,  and direction of
     the Company, through its Board of Directors and Chief Executive Officer.

B.   Employee  shall perform such other duties as are  customarily  performed by
     one  holding  such  position  in other,  same,  or  similar  businesses  or
     enterprises  as that  engaged in by  Employer,  and shall also  render such
     other and unrelated services and duties as may be assigned to him from time
     to time by Employer.

                                   SECTION TWO
                            BEST EFFORTS OF EMPLOYEE

Employee agrees that he will at all times faithfully,  industriously, and to the
best of his ability, experience, and talents, perform all of the duties that may
be required of and from him pursuant to the express and  implicit  terms of this


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Agreement,  to the  reasonable  satisfaction  of Employer,  in  accordance  with
policies of the Company,  applicable law and  regulations.  Such duties shall be
rendered  principally  at 625  Ninth  Street,  Rapid  City,  South  Dakota,  and
intermittently  at such other  place or places as  Employer  shall in good faith
require or as the interest,  needs,  business,  or opportunity of Employer shall
require.

                                  SECTION THREE
                               TERM OF EMPLOYMENT

The term of this  Agreement  shall be the period  commencing on the date of this
Agreement,  and  terminating  August 8, 2004,  ("Termination  Date"),  except as
provided in Section  Eight of the  Agreement  with  respect to  termination  for
cause.

                                  SECTION FOUR
                            COMPENSATION OF EMPLOYEE

Employer shall pay Employee,  and Employee  shall accept from Employer,  in full
payment for Employee's services under this Agreement,  compensation at an annual
salary rate not less than $347,800.00, while this Agreement shall be in force.

Employer  shall  reimburse  Employee  for all  necessary  expenses  incurred  by
Employee while traveling  pursuant to Employer's  directions.  Employee shall be
eligible  to receive or  participate  in all other  vacation  and  holiday  pay,
benefit plans,  perquisites,  retirement,  disability and deferred  compensation
plans,  health  and  life  insurance,  incentive  and  bonus  payments,  all  as
customarily  provided to executive officers of the Company,  consistent with its
past practices and approved plans. From and after the Termination Date, Employee
shall be  deemed  to have  retired  from his  employment  with the  Company  for
purposes of determining his eligibility for benefits under Company benefit plans
relating to retirees.


                                  SECTION FIVE
                              EXCLUSIVE EMPLOYMENT

Employee shall devote all of his time, attention,  knowledge,  and skills solely
to the business and interest of Employer,  and Employer shall be entitled to all
of the benefits,  profits, or other issues arising from or incident to all work,
services,  and advice of Employee.  Employee shall not,  during the term of this
Agreement,   be  interested  directly  or  indirectly,   as  partner,   officer,
shareholder,  advisor,  employee,  in any other  business  similar to Employer's
business or any allied trade; provided,  however, that nothing contained in this
section  shall be deemed to prevent or to limit the right of  Employee to invest
any of his money in the capital  stock or other  securities  of any  corporation
whose stock or  securities  are publicly  owned or are  regularly  traded on any
public exchange. Employee may accept appointment as a director of another public
or  private  company   provided  he  complies  with  the  Company's   Governance
Guidelines, including Board approval of such appointments.


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                                   SECTION SIX
                    RECOMMENDATIONS FOR IMPROVING OPERATIONS

Employee  shall make  available to Employer all  information  of which  Employee
shall have any knowledge and shall make all suggestions and recommendations that
will be of mutual benefit to Employer and Employee.

                                  SECTION SEVEN
                        CONFIDENTIALITY AND TRADE SECRETS

Except as required by law, Employee shall not at any time or in any manner,
either directly or indirectly, divulge, disclose or communicate to any person,
firm, corporation, or other entity in any manner whatsoever any information
concerning any matters affecting or relating to the business of Employer,
including but not limited to any of its customers, counter-party arrangements,
the prices it obtains or has obtained from the sale of, or at which it sells or
has sold, its products, or any other information concerning the business of
Employer, its manner of operation, its plans, processes, financial or business
strategy or other similar data. Employer and Employee specifically and expressly
stipulate that as between them, such matters are important, material, and
confidential and gravely affect the effective and successful conduct of the
business of Employer, and Employer's good will, and that any breach of the terms
of this section shall be a material breach of this Agreement.

                                  SECTION EIGHT
                                   TERMINATION

A.   Termination  without  Cause.  This  agreement  may be  terminated by either
     party,  for any reason,  without just cause,  on thirty (30) days'  written
     notice  to the  other.  If  Employer  shall so  terminate  this  Agreement,
     Employee shall be entitled to receive payment of compensation  and benefits
     as provided in this Agreement  through and including the Termination  Date.
     If Employee  shall so terminate  this  Agreement,  Employee  shall  receive
     compensation  and  benefits  as  provided  in this  Agreement  through  the
     effective  date  of such  termination  of  employment.  In the  event  that
     Employee's  employment  is  terminated  (actually or  constructively)  as a
     result of a "Change of Control" , as defined in Company-approved  Change of
     Control Agreements, the parties agree that Employee shall be deemed to have
     been terminated without cause for purposes of this Agreement.

B.   Termination  by  Employer  for  Cause.  In the  event of any  violation  by
     Employee  of any of the terms of this  Agreement,  or for other just cause,
     Employer may terminate this Agreement and Employee's employment upon thirty
     (30)  days'  written  notice and with  compensation  and  benefits  paid to
     employee  through the date of such  termination.  The written  notice shall
     state the grounds for termination.  For purposes of this Agreement, "Cause"
     or "Just Cause" means (i) an act or acts of dishonesty  on Employee's  part
     which are intended to result in his substantial  personal enrichment at the
     expense  of Black  Hills;  (ii)  repeated  violations  by  Employee  of his
     obligations  under  this  Agreement  which  are  demonstrably  willful  and
     deliberate on his part and which result in material  injury to Black Hills;
     (iii)  conduct of a criminal  nature which has or which is more likely than
     not to have a  material  adverse  effect  on Black  Hills's  reputation  or
     standing  in the  community  or on its  continuing  relationships  with its
     customers or those who  purchase or use its  products;  or (iv)  fraudulent


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     conduct  in  connection  with the  business  or  affairs  of  Black  Hills,
     regardless  of whether said  conduct is designed to defraud  Black Hills or
     others.

C.   Termination  by  Employee  for Good  Reason.  Employee  may  terminate  his
     employment  at any time for Good Reason.  For  purposes of this  Agreement,
     "Good Reason" means the good faith  determination  by Employee that any one
     or more of the following  have  occurred:  (i) without the express  written
     consent  of   Employee,   any   change(s)   in  any  of  the   duties,   or
     responsibilities of Employee which is (are) inconsistent in any substantial
     respect  with  Employee's   position,   duties,  or   responsibilities   as
     contemplated by this  Agreement;  (ii) any failure by Black Hills to comply
     with any of the provisions of this Agreement,  other than an  insubstantial
     and inadvertent  failure  remedied by Black Hills promptly after receipt of
     notice thereof given by Employee;  (iii) without  Employee's  consent,  any
     requirement by Black Hills that Employee be based at any office or location
     other than an office or location in Rapid City,  South  Dakota,  except for
     travel    reasonably    required   in   the   performance   of   Employee's
     responsibilities;   (iv)  any  proposed   termination  by  Black  Hills  of
     Employee's employment otherwise than as permitted by this Agreement

D.   It is further agreed that any breach or evasion of any of the terms of this
     Agreement by either party will result in immediate and  irreparable  injury
     to the  other  party  and will  authorize  recourse  to  injunction  and or
     specific performance as well as to all other legal or equitable remedies to
     which such injured party may be entitled under this Agreement.

E.   In the event of termination by Employer  without Cause,  or by Employee for
     Good  Reason,  Employee  shall be  entitled  to  receive  compensation  and
     benefits  as  provided  in  this   Agreement   through  and  including  the
     Termination Date.

                                  SECTION NINE
                       TERMINATION FOR DEATH OR DISABILITY

A.   Notwithstanding  anything in this  Agreement to the contrary,  Employer may
     terminate this Agreement in the event that Employee shall,  during the term
     of this  Agreement,  die or become  permanently  disabled.  Employer  shall
     provide  written notice to Employee or his personal  representative  of its
     election to terminate this  Agreement for these  reasons.  On the giving of
     such notice, this Agreement, and the employment of Employee, shall cease at
     the end month in which the notice is delivered. In the event of termination
     for reasons  specified in this Section,  Employee shall be given credit for
     years of service through the Termination  Date, for purposes of determining
     his right to receive  benefits  under any retirement or pension plan of the
     Company.

B.   For the purposes of this Agreement, Employee shall be deemed to have become
     permanently  disabled  according to the terms of Employer's  Short Term and
     Long Term Disability Plans currently in effect at the time of disability.

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                                   SECTION TEN
                             CHOICE OF LAW AND VENUE

It is the  intention  of the parties  that the terms of this  Agreement  and the
parties' performance under this Agreement, shall be construed in accordance with
and under and  pursuant  to the laws of the State of South  Dakota.  Any action,
special  proceeding or other  proceeding  that may be brought arising out of, in
connection  with, or by reason of this  Agreement,  shall be brought or filed in
the state or federal courts located in Pennington County, South Dakota.

                                 SECTION ELEVEN
                            MISCELLANEOUS PROVISIONS

A.   Complete   Agreement.   Together  with  the  terms  of  the  Agreement  for
     Supplemental  Pension  Benefit  dated  January 20, 1992,  as amended,  this
     Agreement  contains  the  complete  agreement   concerning  the  employment
     arrangement between the parties and shall. As of the effective date of this
     Agreement,  and  except  for the terms of the  Agreement  for  Supplemental
     Pension  Benefit  cited above,  this  Agreement  shall  supersede all other
     agreements  between  the  parties.  The  parties  agree  that the Change of
     Control  Agreement  between them shall be cancelled  upon the  execution of
     this  Agreement.  The parties  stipulate  that neither of them has made any
     representation  with respect to the subject matter of this Agreement or any
     representations  including  the  execution  and delivery of this  Agreement
     except  such   representations  as  are  specifically  set  forth  in  this
     Agreement.  Employee has relied on his own  judgment in entering  into this
     Agreement.   The  parties   further   acknowledge   that  any  payments  or
     representations  that may have  been  made by  either  of them to the other
     prior to the date of  executing  this  Agreement  are of no effect and that
     neither  of  them  has  relied  on  such  payments  or  representations  in
     connection with its dealings with the other.

B.   Partial  Invalidity.  The  invalidity of any portion of this Agreement will
     not and shall not be deemed to affect the validity of any other  provision.
     In the event that any  provision  of this  Agreement is held to be invalid,
     the parties  agree that the  remaining  provisions  shall  continue in full
     force and effect as if they were executed by both parties subsequent to the
     avoidance of the invalid provision.


C.   Non-Waiver.  The failure of either  party to this  Agreement to insist upon
     the  performance of any of the terms and conditions of this  Agreement,  or
     the  waiver  of any  breach  of any of the  terms  and  conditions  of this
     Agreement,  shall not be construed as thereafter waiving any such terms and
     conditions, but the same shall continue and remain in full force and effect
     as if no such forebearance or waiver had occurred.

D.   Modification  and  Assignment.   Any  modification  of  this  agreement  or
     additional  obligation  assumed  by either  party in  connection  with this
     Agreement  shall be binding  only if  evidenced  in writing  signed by each
     party or an authorized representative of each party. This Agreement may not
     be assigned by either party without the written consent of the other.

E.   Binding upon Successors.  This Agreement shall be binding upon and inure to
     the  benefit  of  the  parties,  their  heirs,  personal   representatives,
     successors and assigns.

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F.   Notices.  All notices  required under this Agreement  shall be delivered as
     follows:  If to  Employee:  Everett E. Hoyt 4422  Carriage  Hills Dr. Rapid
     City, SD 57702

If to Employer:
                           Black Hills Corporation
                           625 Ninth Street
                           P.O. Box 1400
                           Rapid City, South Dakota   57709
                           Attention: Steven J. Helmers, General Counsel


In witness of the above, each party to this Agreement has caused it to be
executed at Rapid City, South Dakota, on the date indicated below.

Black Hills Corporation
By: /s/ Steven J. Helmers
Its:  General Counsel and Corporate Secretary
Date: December 20, 2002

Everett E. Hoyt

/s/ Everett E. Hoyt
Date: December 20, 2002


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