8-K

                                 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: September 29, 2004

                         Commission File No. 001-13783

                      INTEGRATED ELECTRICAL SERVICES, INC.

             (Exact name of registrant as specified in its charter)




           DELAWARE                                      76-0542208

(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)


                              1800 West Loop South
                                   Suite 500
                              Houston, Texas 77027
              (Address of principal executive offices) (zip code)

       Registrant's telephone number, including area code: (713) 860-1500



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))



SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS

ITEM 1.01   ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On September 29, 2004, Integrated Electrical Services, Inc. (the "Company")
issued a press release announcing that the Company received waivers from a
majority of its senior subordinated note holders for both series of its notes
outstanding. As a result of the receipt of these waivers, the Agreement and
Second Amendment to the Credit Agreement dated August 16, 2004 has been
reinstated. Additionally, the Company is in compliance with the terms of its
$175 million credit facility consisting of a $50 million term loan and $125
million revolving line of credit, led by Bank One, NA as administrative agent.
See related press release dated September 29, 2004 included herein as Exhibit
99.1.

As stated in the press release filed herewith as Exhibit 99.1, Mr. Richard L.
China, the Company's Chief Operating Officer has resigned that position and
will assume the position of Senior Vice President-Strategic Business
Development. The resignation was effective September 28, 2004. Pursuant to Mr.
China's Employment Agreement, filed as Exhibit 10.2 to the Company's Annual
Report of Form 10-K for the year ended September 30, 2003, this event activates
the ability by Mr. China to terminate his employment with the Company and
receive one year's salary as a severance payment if he so chooses within 14
days of the event. The Company and Mr. China have agreed to modify the
Employment Agreement to allow Mr. China to take this action during a modified
time period which will end no later than November 18, 2004.

SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

ITEM 5.02   DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
            APPOINTMENT OF PRINCIPAL OFFICERS

As stated in the press release filed herewith as Exhibit 99.1, Mr. Richard L.
China has resigned his position as Chief Operating Officer of the Company and
will assume the position of Senior Vice President-Strategic Business
Development. In addition, Mr. Jeffrey A. Pugh has resigned his position as the
Company's Chief Financial Officer to pursue other interests. Both resignations
are effective September 28, 2004.

SECTION 7 - REGULATION FD

ITEM 7.01   REGULATION FD DISCLOSURE

On September 29, 2004, Integrated Electrical Services, Inc. (the "Company")
issued a press release announcing that the Company received waivers from a
majority of its senior subordinated note holders for both series of its notes
outstanding. As a result of the receipt of these waivers, the Agreement and
Second Amendment to the Credit Agreement dated August 16, 2004 has been
reinstated. Additionally, the Company is in compliance with the terms of its
$175 million credit facility consisting of a $50 million term loan and $125
million revolving line of credit, led by Bank One, NA as administrative agent.
See related press release dated September 29, 2004 included herein as Exhibit
99.1.

As stated in the press release filed herewith as Exhibit 99.1, Mr. Richard L.
China has resigned his position as Chief Operating Officer of the Company and
will assume the position of Senior Vice President-Strategic Business
Development. In addition, Mr. Jeffrey A. Pugh has resigned his position as the
Company's Chief Financial Officer to pursue other interests. Both resignations
are effective September 28, 2004.



SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(C)  Exhibits

     Exhibit No.     Description
     ----------      -----------

       99.1          Press Release dated September 29, 2004



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report to be signed on its behalf by
the undersigned, thereunto duly authorized.

                                   INTEGRATED ELECTRICAL SERVICES, INC.





                                   By: /s/ David A. Miller
                                       ----------------------------------------
                                       David A. Miller
                                       Vice President and
                                       Chief Accounting Officer

Dated: September 29, 2004



                                 EXHIBIT INDEX



Exhibit No.        Description
- ----------         -----------

  99.1             Press Release dated September 29, 2004

EX-99.1

                                                                   EXHIBIT 99.1


                                Contacts:  H. Roddy Allen, CEO
                                           Integrated Electrical Services, Inc.
                                           713-860-1500

                                           Ken Dennard / ksdennard@drg-e.com
                                           Karen Roan / kcroan@drg-e.com
                                           DRG&E   /  713-529-6600


    Integrated Electrical Services Receives Waivers From Senior Subordinated
                 Note Holders and Credit Facility Participants


                   Company Also Announces Management Changes


HOUSTON, Sep 29, 2004 /PRNewswire-FirstCall via COMTEX/ -- Integrated
Electrical Services, Inc. (NYSE: IES) today announced it has received waivers
from a majority of its senior subordinated note holders for both series of its
notes outstanding. The waivers allow IES until December 15, 2004 to file its
fiscal 2004 Third Quarter Report on Form 10-Q with the Securities and Exchange
Commission. As of today, IES is in compliance with the terms of both series of
its senior subordinated notes.

Additionally, IES is in compliance with the terms of its $175 million credit
facility consisting of a $50 million term loan and $125 million revolving line
of credit, led by Bank One, NA as administrative agent. Roddy Allen, IES' Chief
Executive Officer said, "We are pleased to announce that we received waivers
from the majority of our senior subordinated note holders and are in compliance
with the covenants of our $175 million bank credit facility. We can now focus
100% on operational issues and organization enhancements to grow the business."

IES had received an amendment dated August 16, 2004 under the credit facility
permitting IES until December 15, 2004 to provide certified financial reporting
documentation for its fiscal third quarter. That waiver terminated because of
the default under the senior subordinated notes, but has now been reinstated
pursuant to a waiver signed by IES on September 27, 2004 and approved by the
majority of the credit facility lenders.



The Company expects to file copies of the waivers from the senior subordinated
note holders and the waivers to the company's credit facility on or before
September 30, 2004 on Form 8-K with the Securities and Exchange Commission and
anticipates that its delayed Third Quarter Report on Form 10-Q will be filed
concurrently with the filing of its year end financial statements.

Senior Management Changes

As reported on August 13, 2004, IES' management has determined to make the
policy, training, controls and organizational changes described below:

     Policy:  Clarified and improved policies will be made regarding revenue
     recognition, ethics compliance and contract documentation

     Training:  Significantly expanded and new training programs will be
     required for all individuals involved in financial reporting

     Controls:  There will be a change in reporting relationships so that the
     regional controllers will directly report to the chief accounting officer

     Organizational: The number of reporting regions will be reduced and a new
     "rapid response" team will be created to step in and assist subsidiaries
     if experiencing difficulties to accelerate corrective measures.

IES announced today that Richard L. China has resigned his position as Chief
Operating Officer to accept the appointment of Senior Vice President, Strategic
Business Development. This appointment will allow Mr. China to devote his
attention exclusively to growing the Company's strategic client relationships
within the government and private industry sectors. It will also allow the
Company to benefit from Mr. China's extensive industry and government
relationships and expertise in coordinating large national contracts. He will
continue his responsibilities over surety bonding relationships and will remain
on the Board of Directors. The position of Chief Operating Officer will not be
filled at this time.

Mr. China's operational duties will be geographically divided and assumed by
Miles Dickinson, Senior Vice President -- Western Operations and Robert
Stalvey, Senior Vice President -- Eastern Operations, both reporting to Mr.
Allen.

Previously, Miles Dickinson held the position of Regional Operating Officer,
Central Division and Mr. Stalvey was the Senior Vice President, Operations for
the Company having responsibility for the operational staff functions. As a
result of these operational and organizational changes, IES has realigned its
regions into four areas: Northeast, Southeast, Western and Residential. Mr.
Allen added, "As we assess our business and look for ways to improve and
strengthen our controls, we believe these senior management changes are a solid
step that help ensure that all company functions are aligned for optimal
execution."

Additionally, IES announced that Jeffrey Pugh, its Chief Financial Officer
since June 7, 2004, has resigned to pursue other opportunities effective
immediately. "We appreciate the job Jeff has done in his short tenure and wish
him the very best in his future endeavors," continued Mr. Allen. "We are in the
process of identifying candidates for the position of Chief Financial Officer."

Integrated Electrical Services, Inc. is the leading national provider of
electrical solutions to the commercial and industrial, residential and service
markets. The company offers electrical system design and installation, contract
maintenance and service to large and small customers, including general
contractors, developers and corporations of all sizes.



This press release includes certain statements, including statements relating
to the Company's expectations of its future operating results that may be
deemed to be "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements are based on the
Company's expectations and involve risks and uncertainties that could cause the
Company's actual results to differ materially from those set forth in the
statements. Such risks and uncertainties include, but are not limited to, the
inherent uncertainties relating to estimating future results, potential
consequences of late filing of the Company's quarterly report on Form 10-Q and
associated defaults under the Company's debt, potential difficulty in
addressing material weaknesses in the Company's accounting that have been
identified to the Company by its independent auditors, the possible need for a
restatement of prior year periods if amounts are determined to be material, the
inability to obtain waivers from a majority of its senior subordinated note
holders, the inability to obtain a waiver of default from its lenders under its
credit facility, litigation risks and uncertainties, fluctuations in operating
results because of downturns in levels of construction, incorrect estimates
used in entering into and executing contracts, difficulty in managing the
operation of existing entities, the high level of competition in the
construction industry, changes in interest rates, general level of the economy,
increases in the level of competition from other major electrical contractors,
increases in cost of labor, steel, copper and gasoline, availability and costs
of obtaining surety bonds required for certain projects, inability to reach
agreement with its surety bonding company to provide sufficient bonding
capacity, loss of key personnel, difficulty in integrating new types of work
into existing subsidiaries, errors in estimating revenues and percentage of
completion on contracts, and weather and seasonality. The foregoing and other
factors are discussed and should be reviewed in the Company's filings with the
Securities and Exchange Commission, including the Company's Annual Report on
Form 10-K for the year ended September 30, 2003.

                                 END OF FILING