Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
O LEARY JOSEPH P
   2. Issuer Name and Ticker or Trading Symbol
INTEGRYS ENERGY GROUP, INC. [TEG] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last)
(First)
(Middle)
130 EAST RANDOLPH STREET		 3. Date of Earliest Transaction (Month/Day/Year)
03/21/2013
(Street)

CHICAGO, IL 60601		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 03/21/2013   M   3,286 A $ 42.12 9,547.4434 D  
Common Stock 03/21/2013   S   3,286 D $ 56.9242 (1) 6,261.4434 D  
Common Stock               2,713.9867 I By Employee Stock Ownership Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to buy) $ 42.12 03/21/2013   M     3,286 02/12/2010(2) 02/12/2019 Common Stock 3,286 $ 0 42,011 D  
Employee Stock Option (Right to buy) $ 41.58             02/11/2011(2) 02/11/2020 Common Stock 43,291   43,291 D  
Employee Stock Option (Right to buy) $ 48.11             12/08/2005(2) 12/08/2014 Common Stock 23,304   23,304 D  
Employee Stock Option (Right to buy) $ 48.36             02/14/2009(2) 02/14/2018 Common Stock 54,806   54,806 D  
Employee Stock Option (Right to buy) $ 49.4             02/10/2012(2) 02/10/2021 Common Stock 24,659   24,659 D  
Employee Stock Option (Right to buy) $ 52.73             12/07/2007(2) 12/07/2016 Common Stock 25,826   25,826 D  
Employee Stock Option (Right to buy) $ 53.24             02/09/2013(2) 02/09/2022 Common Stock 27,375   27,375 D  
Employee Stock Option (Right to buy) $ 54.85             12/07/2006(2) 12/07/2015 Common Stock 23,955   23,955 D  
Employee Stock Option (Right to buy) $ 58.65             05/17/2008(2) 05/17/2017 Common Stock 21,348   21,348 D  
Employee Stock Option (Right to buy) $ 56             02/14/2014(2) 02/14/2023 Common Stock 31,019   31,019 D  
Performance Rights $ 0 (3)             01/01/2016(3) 06/30/2016 Common Stock 10,993   10,993 D  
Performance Rights $ 0 (3)             01/01/2014(3) 06/30/2014 Common Stock 8,664   8,664 D  
Performance Rights $ 0 (3)             01/01/2015(3) 06/30/2015 Common Stock 9,232   9,232 D  
Phantom Stock Unit (4)               (5)   (5) Common Stock 76,196.9612   76,196.9612 D  
Restricted Stock Units 2010 (6)             02/11/2011 02/11/2014 Common Stock 1,089.1338   1,089.1338 D  
Restricted Stock Units 2011 (6)             02/10/2012 02/10/2015 Common Stock 1,776.6095   1,776.6095 D  
Restricted Stock Units 2012 (6)             02/09/2013 02/09/2016 Common Stock 2,482.3407   2,482.3407 D  
Restricted Stock Units 2013 (6)             02/14/2014 02/14/2017 Common Stock 3,133   3,133 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
O LEARY JOSEPH P
130 EAST RANDOLPH STREET
CHICAGO, IL 60601		       Senior Vice President  

Signatures

 Dane E. Allen, as Power of Attorney for Mr. O'Leary   03/22/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The weighted average sale price reflects multiple transactions at prices ranging from $56.80 - $57.00.
(2) The option vests in four equal annual installments beginning on the exercisable date.
(3) Performance stock rights represent the right to receive shares of common stock of the Company, in the event certain performance goals are satisfied. These goals are based on Company performance against an established industry benchmark, over a three year performance period. The final award of shares issued can be between 0% and 200% of the reported target award.
(4) These phantom stock units convert to common stock on a one-for-one basis.
(5) Upon retirement or termination of service, distribution of phantom stock units will commence in January of the year that is both (1) following the calendar year in which service terminates with the Company, and (2) at least six months following termination, or later if the participant selected a later date.
(6) Each restricted stock unit represent a contingent right to receive one share of Company common stock. The restricted stock units vest in four equal annual installments beginning on the exercisable date.

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