WPS Resources & Wis Public Service Form 8-K Dated 12/07/06
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: December 7, 2006    
(Date of earliest event reported)



Commission
File Number
Registrant; State of Incorporation
Address; and Telephone Number
IRS Employer
Identification No.
     
1-11337
WPS RESOURCES CORPORATION
(A Wisconsin Corporation)
700 North Adams Street
P. O. Box 19001
Green Bay, WI 54307-9001
(920) 433-4901
39-1775292
     
1-3016
WISCONSIN PUBLIC SERVICE CORPORATION
(A Wisconsin Corporation)
700 North Adams Street
P. O. Box 19001
Green Bay, WI 54307-9001
(800) 450-7260
39-0715160

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 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
   
 
On December 7, 2006, the Board of Directors of WPS Resources granted restricted stock to certain of its executive officers pursuant to the WPS Resources Corporation 2005 Omnibus Incentive Compensation Plan which was filed with WPS Resources’ Form 10-Q filed August 4, 2005. The form of WPS Resources 2005 Omnibus Incentive Compensation Plan Restricted Stock Award Agreement is attached as Exhibit 10.1
 
Also attached, as Exhibit 10.2, is an amended form of WPS Resources NonQualified Stock Option Agreement.
 
The following table reports options and restricted stock granted to WPS Resources named executive officers on December 7, 2006. In addition, the named executive officers were awarded performance share target levels based on plan terms and provisions used in prior years. The form of WPS Resources Performance Stock Right Agreement was filed with WPS Resources’ Form 8-K filed December 13, 2005.

Named Executive Officer
Title
Stock Options Granted
#
Restricted Stock Granted
#
Larry L. Weyers
Chairman, President and Chief Executive Officer
WPS Resources Corporation
123,913
6,013
Joseph P. O’Leary
Senior Vice President and Chief Financial Officer
WPS Resources Corporation
25,826
1,253
Phillip M. Mikulsky
Executive Vice President - Development
WPS Resources Corporation
28,761
1,396
Mark A. Radtke
President
WPS Energy Service, Inc.
21,196
1,028
Daniel J. Verbanac
Chief Operating Officer
WPS Energy Services, Inc.
16,435
797
Thomas P. Meinz
Executive Vice President - Public Affairs
Wisconsin Public Service Corporation
12,339
599
Charles A. Schrock
President and Chief Operating Officer - Generation
Wisconsin Public Service Corporation
14,348
696
Bernard J. Treml
Senior Vice President - Human Resources
Wisconsin Public Service Corporation
11,217
544

   
Item 9.01
Financial Statements and Exhibits.
     
 
(a)
Not applicable.
     
 
(b)
Not applicable.
     
 
(c)
Exhibits. The following exhibit is being filed herewith:
       
   
10.1
Form of WPS Resources 2005 Omnibus Incentive Compensation Plan Restricted Stock Award Agreement
   
 
 
   
10.2
Form of WPS Resources NonQualified Stock Option Agreement
       

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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.
 
 
WPS RESOURCES CORPORATION
 
 
 
By: /s/ Barth J. Wolf        
Barth J. Wolf
Secretary and Manager - Legal Services
 
 
Date: December 13, 2006



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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.
 
 
WISCONSIN PUBLIC SERVICE CORPORATION
 
 
 
By: /s/ Barth J. Wolf        
Barth J. Wolf
Secretary and Manager - Legal Services
 
 
Date: December 13, 2006


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WPS RESOURCES CORPORATION

Exhibit Index to Form 8-K
Dated December 7, 2006


Exhibit
Number
  
10.1
Form of WPS Resources 2005 Omnibus Incentive Compensation Plan Restricted Stock Award Agreement
   
10.2
Form of WPS Resources NonQualified Stock Option Agreement
 
 
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