A cowboy seeking a reasonable return on his investment enters the honky tonk. There's a live band crooning in the corner but it's not happy feet that brings him here.

He sees a pretty cowgirl at the bar surrounded by other investors. A couple a beers, a couple a laughs. She invites him to her table. He soon mentions that what with the DUI laws, and because he has her best interest at heart, he will give her a ride to his house to sleep it off. She declines. He follows her to the parking lot and offers to buy breakfast. She rolls her eyes. Desperate to see his investment pay off he offers to go halfzies on the baby sitter. And mentions he has protection. The deal has been sweetened, and the risk mitigated, but the basic offer remains the same.

The BBI/NWE offering and subsequent deal enhancers are no different. BBI offered $2.2B to purchase NWE. But the deal was rejected unanimously by the Public Service Commission. So they came back and offered less rate payer risk and greater economic incentives.

For the second time, your very own Public Service Commissioner voted to deny the merger between Babcock and Brown Infrastructure (BBI) and NorthWestern Energy. It's a $2.2 billion dollar deal with another billion dollars in infrastructure expenditures. The biggest deal to ever hit Montana. What's not to like? How could I be such a sad case? Plenty of practice.

The only substantive changes in the re-offer were that they would put in $20M to reduce rates for one year. That's less than $50 per customer....be still my heart. Also, BBI ponyed up an additional $250M to reduce acquisition debt and therefore consumer risk. A very good thing. Oh, and, for a page and a half, they promised to obey the law. Always a plus.

Repeated from the original offer was to build a 500kV transmission line from Townsend to southeastern Idaho. The line will allow NWE to sell its 222 "free market" megawatts in Colstrip 4, and PPL to sell all of its production into the California market as this line will get around the transmission bottlenecks currently protecting us. We will then have to bid against California for our electricity supply. California residents currently pay about double what Montanans do for electricity. And they need 22,000 new megawatts. That line could double our electricity bills. Sorry, but I just don't see that as a plus. Yes, it's great for share holders but I was talking about rate payers.

Since bankruptcy NWE has become an investment grade utility and their debt/equity ratio has become an enviable 50/50. BBI wants to take it down to 40/60 for five years then up to 45/55. The debt has to be served by interest and guess who pays for that? Yup. Your turn in the barrel.

They also promise to take 100 percent of the earnings per year and give it to the parent corporation (BBI) (to build the mentioned Idaho power line) leaving NWE to borrow up to $75M per quarter to run things. Yup, you pay that interest as well. Rather like living on credit cards. Always serving debt and never having savings. Just because your hair isn't red doesn't mean you won't be treated like a step child.

The Securities and Exchange Commission chronicled magnum, myriad fraudulent transactions that NWC used to buy the Montana Power assets. Those fraudulent maneuvers led to huge financial consequences (theirs and yours) and eventually their bankruptcy. They, of course, lost money on their fraud-ridden business practices, but get a loss carry-forward tax credit (them not you). It's worth about $300 million dollars. They want to keep it and I want to give it to rate payers as compensation for the ongoing high rates their fraud caused. If the merger went ahead as outlined, the money would be lost to the parent corporation forever. It comes to free electricity for a year. Twenty million rate reduction? Nice try. I want the whole $300M. And breakfast. It's justice. Until then, "Sorry cowboy."

Brad Molnar is a Public Service Commissioner from District Two in eastern Montana.