0000916863-08-000109 Sample Contracts

INTEGRYS ENERGY GROUP, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • February 28th, 2008 • Integrys Energy Group, Inc. • Electric & other services combined • Illinois

THIS AGREEMENT is entered into as of May 17, 2007 (the “Grant Date”), by and between INTEGRYS ENERGY GROUP, INC. (the “Company”), and __________________ ____________________ (the “Optionee”). This Agreement sets forth the terms, rights and obligations of the parties with respect to the grant of an option to the Optionee. This option shall not become effective until the Optionee signs and returns the “Acknowledgement Form” attached hereto.

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INTEGRYS ENERGY GROUP, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • February 28th, 2008 • Integrys Energy Group, Inc. • Electric & other services combined • Illinois

THIS AGREEMENT is entered into as of February 14, 2008 (the “Grant Date”), by and between INTEGRYS ENERGY GROUP, INC. (the “Company”), and __________________ ____________________ (the “Optionee”). This Agreement sets forth the terms, rights and obligations of the parties with respect to the grant of an option to the Optionee. This option shall not become effective until the Optionee signs and returns the “Acknowledgement Form” attached hereto.

INTEGRYS ENERGY GROUP, INC. PERFORMANCE STOCK RIGHT AGREEMENT
Performance Stock Right Agreement • February 28th, 2008 • Integrys Energy Group, Inc. • Electric & other services combined • Illinois

THIS AGREEMENT is entered into as of May 17, 2007, (the “Grant Date”), by and between INTEGRYS ENERGY GROUP, INC.(the “Company”), and __________________ ____________________ (the “Participant”). This Agreement sets forth the terms, rights and obligations of the parties with respect to the grant of Performance Stock Rights to the Participant. This agreement shall not become effective until the Participant signs and returns the “Acknowledgement Form” attached hereto.

INTEGRYS ENERGY GROUP, INC. PERFORMANCE STOCK RIGHT AGREEMENT
Performance Stock Right Agreement • February 28th, 2008 • Integrys Energy Group, Inc. • Electric & other services combined • Illinois

THIS AGREEMENT is entered into as of February 14, 2008, (the “Grant Date”), by and between INTEGRYS ENERGY GROUP, INC. (the “Company”), and __________________ ____________________ (the “Participant”). This Agreement sets forth the terms, rights and obligations of the parties with respect to the grant of Performance Stock Rights to the Participant. This agreement shall not become effective until the Participant signs and returns the “Acknowledgement Form” attached hereto.

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