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 17, 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 5.03	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective September 17, 2009, the Integrys Energy Group Board of Directors approved an amendment of its By-laws to increase the age at which directors are no longer eligible for election from 70 to 72.
Item 9.01	Financial Statements and Exhibits.
	(a)	Not applicable.
	(b)	Not applicable.
	(c)	Exhibits.  The following exhibits are being filed herewith:
		3.1	Amendments to the By-laws of Integrys Energy Group, Inc. effective September 17, 2009
		3.2	Integrys Energy Group, Inc. By-laws as in effect at September 17, 2009

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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:  September 21, 2009

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INTEGRYS ENERGY GROUP, INC.

Exhibit Index to Form 8-K

Dated September 17, 2009

Exhibit Number
3.1	Amendments to the By-laws of Integrys Energy Group, Inc. effective September 17, 2009
3.2	Integrys Energy Group, Inc. By-laws as in effect at September 17, 2009

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