withdrawltr.htm
(Integrys
Energy Group, Inc. letterhead)
March 12,
2010
U.S.
Securities and Exchange Commission
Division of
Corporation Finance
100 F Street,
N.E.
Washington,
DC 20549
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Re: Integrys Energy Group,
Inc.
Registration Statement on Form S-3
(Registration No. 333-165093)
Ladies and
Gentlemen:
Integrys Energy
Group, Inc., a Wisconsin corporation (the “Registrant”), hereby makes this
application to withdraw the Registration Statement on Form S-3
(Registration No. 333-165093), filed by the Registrant with the Securities and
Exchange Commission (the “Commission”) on February 26, 2010, together with all
exhibits thereto (the “Registration Statement”), pursuant to Rule 477
promulgated under the Securities Act of 1933. The Registrant is
withdrawing the Registration Statement because it was incorrectly filed as a
regular registration statement, “S-3”, and not as an automatic shelf
registration statement, “S-3ASR”. No securities were sold under the
Registration Statement.
The Registrant will
re-file the Registration Statement as a “S-3ASR” later today. The
Registrant respectfully requests that the Commission grant the application of
the Registrant to have the Registration Statement withdrawn and issue an
appropriate order to be included in the files of the Registrant and/or the
Registration Statement to the effect that it has been “Withdrawn upon request of
the registrant, the Commission consenting thereto.”
Very truly
yours,
/s/ Barth J.
Wolf
Barth J.
Wolf
Vice President,
Chief Legal Officer and Secretary