SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BILBY ELIZABETH T

(Last)

(First)

(Middle)

1 S. CHURCH AVENUE

SUITE 201

(Street)

TUCSON

85701

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
UNISOURCE ENERGY CORP [ UNS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/03/2002

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/10/2002		A		516	A	$0	1,212⁽¹⁾	D
Common Stock	05/10/2002		D		516	D	⁽²⁾	1,212⁽¹⁾	D
Common Stock	01/02/2003		A		573	A	$0	1,212⁽¹⁾	D
Common Stock	01/02/2003		D		573	D	⁽²⁾	1,212⁽¹⁾	D
Common Stock	01/03/2005		A		408	A	$0	1,212⁽¹⁾	D
Common Stock	01/03/2005		D		408	D	⁽²⁾	1,212⁽¹⁾	D
Common Stock	01/04/2010		M		507	A	⁽⁶⁾	1,212⁽¹⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$18.74	01/03/2002		A		2,000		⁽³⁾	⁽³⁾	Common Stock	2,000	$0	2,000⁽¹⁾	D
Restricted Stock Units (in lieu of Restricted Stock)	⁽⁷⁾	05/10/2002		A		516		⁽⁷⁾	⁽⁷⁾	Common Stock	516	⁽²⁾	1,340.9⁽¹⁾	D
Stock Option (right to buy)	$17.44	01/02/2003		A		2,358		⁽³⁾	⁽³⁾	Common Stock	2,358	$0	2,358⁽¹⁾	D
Restricted Stock Units (in lieu of Restricted Stock)	⁽⁷⁾	01/02/2003		A		573		⁽⁷⁾	⁽⁷⁾	Common Stock	573	⁽²⁾	1,340.9⁽¹⁾	D
Restricted Stock Units	⁽⁴⁾	01/03/2005		A		408		⁽⁴⁾	⁽⁴⁾	Common Stock	408	$0	813⁽¹⁾	D
Restricted Stock Units (in lieu of Restricted Stock)	⁽⁷⁾	01/03/2005		A		408		⁽⁷⁾	⁽⁷⁾	Common Stock	408	⁽²⁾	1,340.9⁽¹⁾	D
Restricted Stock Units	⁽⁵⁾	05/06/2005		A		660		⁽⁵⁾	⁽⁵⁾	Common Stock	660	$0	6,650⁽¹⁾	D
Restricted Stock Units (in lieu of Restricted Stock)	⁽⁶⁾	01/04/2010		M			507	⁽⁷⁾	⁽⁷⁾	Common Stock	507	⁽⁶⁾	1,340.9⁽¹⁾	D

Explanation of Responses:

1. The reporting person included the transaction being reported in its holdings listed in this column, but mistakenly did not previously report the underlying transaction. As such, current holdings are shown. The shares or units, as applicable, being reported in this filing were reflected in the reporting person's holdings as disclosed in prior proxy statements filed by UniSource Energy Corporation.

2. The reporting person exchanged restricted stock shares for an equivalent number of restricted stock units in lieu of restricted stock shares on the date of the grant of such restricted stock.

3. The options vest as follows: 1/3 on the first anniversary of the date of the grant, 1/3 on the second anniversary of the date of the grant, and 1/3 on the third anniversary of the date of the grant. They expire on the date that is 10 years from the date of grant.

4. The restricted stock units vest as follows: 1/3 on the first anniversary of the date of grant, 1/3 on the second anniversary of the date of the grant, and 1/3 on the third anniversary of the date of the grant and are payable upon the reporting person's termination of service with UniSource Energy Corporation.

5. The restricted stock units were awarded as equity compensation to the reporting person and vest on the first anniversary of the date of grant and are payable upon the reporting person's termination of service with UniSource Energy Corporation.

6. The reporting person settled his/her Restricted Stock Units for shares of common stock of UniSource Energy Corporation.

7. The restricted stock units in lieu of restricted stock vest on the third anniversary of the date of grant and are payable after vesting in accordance with the election of the reporting person on the date of grant.

Remarks:

	Amy J. Welander, Attorney in Fact	03/24/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.