form8k.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549


FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934




Date of Report:          June 11, 2009          
(Date of earliest event reported)


Commission
File Number
Registrant; State of Incorporation
Address; and Telephone Number
IRS Employer
Identification No.
     
1-11337
 
INTEGRYS ENERGY GROUP, INC.
(A Wisconsin Corporation)
130 East Randolph Drive
Chicago, Illinois  60601-6207
(312) 228-5400
39-1775292
     

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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 


Item 8.01
Other Events
   
On June 11, 2009, Integrys Energy Group, Inc. (the “Company”) issued $155,000,000 aggregate principal amount of its Senior Notes, consisting of $100,000,000 principal amount of its 7.27% Senior Notes Due June 1, 2014 and $55,000,000 principal amount of its 8.00% Senior Notes Due June 1, 2016, (the “Senior Notes”) in a private placement through Banc of America Securities LLC, J.P. Morgan Securities Inc., Citigroup Global Markets Inc. and UBS Securities LLC.  In connection with the offering of the Senior Notes, final versions of the following are filed herewith, which created the Senior Notes:  (1) the Third Supplemental Indenture, dated June 1, 2009, by and between the Company and U.S. Bank National Association, as trustee; and (2) the Fourth Supplemental Indenture, dated June 1, 2009, by and between the Company and U.S. Bank National Association, as trustee.
   
Item 9.01
Financial Statements and Exhibits.
     
 
(a)
Not applicable
     
 
(b)
Not applicable
     
 
(c)
Not applicable
     
 
(d)
Exhibits.  The following exhibits are being filed herewith:
       
   
(4.1)
Third Supplemental Indenture, dated as of June 1, 2009, by and between Integrys Energy Group, Inc. and U.S. Bank National Association (successor to Firstar Bank, National Association)
       
   
(4.2)
Fourth Supplemental Indenture, dated as of June 1, 2009, by and between Integrys Energy Group, Inc. and U.S. Bank National Association (successor to Firstar Bank, National Association)
       


 
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SIGNATURES
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
INTEGRYS ENERGY GROUP, INC.
 
 
 
By:   /s/ Barth J. Wolf                                               
     Barth J. Wolf
     Vice President, Chief Legal Officer and Secretary
 
 
Date:  June 17, 2009

 
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INTEGRYS ENERGY GROUP, INC.

Exhibit Index to Form 8-K
Dated June 11, 2009


Exhibit
Number
 
  
(4.1)
Third Supplemental Indenture, dated as of June 1, 2009, by and between Integrys Energy Group, Inc. and U.S. Bank National Association (successor to Firstar Bank, National Association).
   
(4.2)
Fourth Supplemental Indenture, dated as of June 1, 2009, by and between Integrys Energy Group, Inc. and U.S. Bank National Association (successor to Firstar Bank, National Association).



 
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