SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported) June 24, 2009
VECTREN
CORPORATION
(Exact
name of registrant as specified in its charter)
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Commission
File
No.
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Registrant,
State of Incorporation,
Address,
and Telephone Number
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I.R.S
Employer
Identification
No.
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1-15467
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Vectren
Corporation
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35-2086905
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(An
Indiana Corporation)
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One
Vectren Square,
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Evansville,
Indiana 47708
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(812)
491-4000
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1-16739
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Vectren
Utility Holdings, Inc.
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35-2104850
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(An
Indiana Corporation)
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One
Vectren Square
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Evansville,
Indiana 47708
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(812)
491-4000
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N/A
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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change
in Fiscal Year
On June
24, 2009, the Boards of Directors of Vectren Corporation (Vectren) and Vectren
Utility Holdings, Inc. (Utility Holdings) adopted an amendment to their
respective by-laws to opt out of the Indiana Code Section 23-1-33-6 (c), which
is effective July 1, 2009. As recently amended, this sub section
mandates Vectren and Utility Holdings stagger the terms of their
directors unless each corporation adopts a by-law amendment no later than July
31, 2009, electing not to be governed thereby. By opting out of
this amended statute, Vectren and Utility Holdings’ directors will continue to
be elected annually.
A copy of
Vectren’s amended by-laws is attached herewith as Exhibit 3.1 to this Current
Report on Form 8-K (Article 4, Section 4.1.1 contains the amended
language). A copy of Utility Holdings’ amended by-laws is attached
herewith as exhibit 3.2 to this Current Report on Form 8-K (Article 3, Section
11 contains the amended language).
Item
9.01. Exhibits.
(d)
Exhibits
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Exhibit
Number
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Description
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3.1
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Code
of By-Laws of Vectren Corporation as Most Recently Amended as of June 24,
2009.
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3.2
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Code
of By-Laws of Vectren Utility Holdings, Inc. as Amended as of June 24,
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.
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VECTREN
CORPORATION
VECTREN
UTILITY HOLDINGS, INC.
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June
25, 2009
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By: /s/
M. Susan Hardwick
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M.
Susan Hardwick
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Vice
President, Controller and Assistant
Treasurer
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INDEX
TO EXHIBITS
The
following Exhibits are filed as part of this Report to the extent described in
Item 5.03:
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Exhibit
Number
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Description
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3.1
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Code
of By-Laws of Vectren Corporation as Most Recently Amended as of June 24,
2009.
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3.2
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Code
of By-Laws of Vectren Utility Holdings, Inc. as Amended as of June 24,
2009.
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