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 *
Schott James F.
   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)
VP & CFO
(Last)
(First)
(Middle)
130 EAST RANDOLPH STREET		 3. Date of Earliest Transaction (Month/Day/Year)
02/09/2014
(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 02/09/2014   M   220.3788 A $ 53.19 738.0657 D  
Common Stock 02/09/2014   F   89.0331 D $ 53.19 649.0326 (1) D  
Common Stock               2,727.8465 (2) I By Employee Stock Ownership Plan
Common Stock               577.5374 (3) I By Spouse

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
Restricted Stock Units 2012 (4) 02/09/2014   M     220.3788 02/09/2013 02/09/2016 Common Stock 220.3788 $ 53.19 440.7574 (5) D  
Restricted Stock Units 2010 (4)             02/11/2011 02/11/2014 Common Stock 128.0988   128.0988 (6) D  
Restricted Stock Units 2011 (4)             02/10/2012 02/10/2015 Common Stock 472.3116   472.3116 (6) D  
Restricted Stock Units 2013 (4)             02/14/2014 02/14/2017 Common Stock 1,740.1737   1,740.1737 (6) D  
Phantom Stock Unit (7)               (8)   (8) Common Stock 4,702.1983   4,702.1983 (9) D  
Performance Rights $ 0 (10)             01/01/2014(10) 06/30/2014 Common Stock 2,199   2,199 D  
Performance Rights $ 0 (10)             01/01/2015(10) 06/30/2015 Common Stock 2,343   2,343 D  
Performance Rights $ 0 (10)             01/01/2016(10) 06/30/2016 Common Stock 5,818   5,818 D  
Employee Stock Option (Right to buy) $ 54.85             12/07/2006(11) 12/07/2015 Common Stock 5,255   5,255 D  
Employee Stock Option (Right to buy) $ 52.73             12/07/2007(11) 12/07/2016 Common Stock 5,630   5,630 D  
Employee Stock Option (Right to buy) $ 58.65             05/17/2008(11) 05/17/2017 Common Stock 1,320   1,320 D  
Employee Stock Option (Right to buy) $ 48.36             02/14/2009(11) 02/14/2018 Common Stock 6,320   6,320 D  
Employee Stock Option (Right to buy) $ 42.12             02/12/2010(11) 02/12/2019 Common Stock 5,418   5,418 D  
Employee Stock Option (Right to buy) $ 41.58             02/11/2011(11) 02/11/2020 Common Stock 4,989   4,989 D  
Employee Stock Option (Right to buy) $ 49.4             02/10/2012(11) 02/10/2021 Common Stock 6,258   6,258 D  
Employee Stock Option (Right to buy) $ 53.24             02/09/2013(11) 02/09/2022 Common Stock 6,947   6,947 D  
Employee Stock Option (Right to buy) $ 56             02/14/2014(11) 02/14/2023 Common Stock 16,417   16,417 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Schott James F.
130 EAST RANDOLPH STREET
CHICAGO, IL 60601		       VP & CFO  

Signatures

 Dane E. Allen, as Power of Attorney for Mr. Schott   02/11/2014
**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) Balance also reflects dividend reinvestment shares purchased on December 20, 2013.
(2) Balance reflects shares pertaining to the December 20, 2013 dividend under the Company's Employee Stock Ownership Plan.
(3) Balance reflects dividend reinvestment shares purchased on December 20, 2013.
(4) 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.
(5) Balance also reflects the dividend paid on restricted stock units and reinvested in additional restricted stock units, under the Company's Omnibus Incentive Plans on December 20, 2013.
(6) Balance reflects the dividend paid on restricted stock units and reinvested in additional restricted stock units, under the Company's Omnibus Incentive Plans on December 20, 2013.
(7) These phantom stock units convert to common stock on a one-for-one basis.
(8) 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.
(9) Balance reflects dividends paid on phantom stock units and reinvested in additional phantom stock units, under the Company's Deferred Compensation Plan on December 20, 2013.
(10) 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.
(11) The option vests in four equal annual installments beginning on the exercisable date.

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