SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Ellspermann Caroline J (Last) (First) (Middle) 508 WYNDCLYFF DR (Street) EVANSVILLE IN 47711 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/06/2004	3. Issuer Name and Ticker or Trading Symbol OLD NATIONAL BANCORP /IN/ [ ONB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) EXECUTIVE VICE PRESIDENT	5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
COMMON STOCK	2,000	D
COMMON STOCK	1,400	I	KENNETH ELLSPERMANN - SPOUSE
COMMON STOCK	711.737	I	CAROLINE ELLSPERMANN'S ONB ESOP
COMMON STOCK	989.085	I	KENNETH ELLSPERMANN'S ONB ESOP (SPOUSE)
COMMON STOCK	856.462	D(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
EMPLOYEE STOCK OPTION	02/01/2002	06/27/2011	COMMON STOCK	3,357	$22.7967	D(2)
EMPLOYEE STOCK OPTION	01/22/2003	01/22/2012	COMMON STOCK	6,836	$21.6145	D(3)
EMPLOYEE STOCK OPTION	01/31/2004	01/31/2013	COMMON STOCK	9,975	$21.7143	D(4)
EMPLOYEE STOCK OPTION	12/31/2004	02/02/2014	COMMON STOCK	2,000	$21.45	D(5)
EMPLOYEE STOCK OPTION	02/01/2002	06/27/2011	COMMON STOCK	5,788	$22.7967	I(2)	SPOUSE - KENNETH ELLSPERMANN
EMPLOYEE STOCK OPTION	01/22/2003	01/22/2012	COMMON STOCK	6,836	$21.6145	I(3)	SPOUSE - KENNETH ELLSPERMANN
EMPLOYEE STOCK OPTION	01/31/2004	01/31/2013	COMMON STOCK	9,975	$21.7143	I(4)	SPOUSE - KENNETH ELLSPERMANN
EMPLOYEE STOCK OPTION	12/31/2004	02/02/2014	COMMON STOCK	1,400	$21.45	I(5)	SPOUSE - KENNETH ELLSPERMANN

Explanation of Responses:

1. Registered as joint tenants - Kenneth and Caroline Ellspermann - held by broker.

2. Vests in 4 equal annual installments beginning on 2/1/2002. Subject to accelerated vesting in certain circumstances.

3. Vests in 4 equal annual installments beginning on 1/22/2003. Subject to accelerated vesting in certain circumstances.

4. Vests in 4 equal annual installments beginning on 1/31/2004. Subject to accelerated vesting in certain circumstances.

5. Vests 100% on December 31, 2004.

Remarks:

	JEFFREY L KNIGHT, EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL, AS ATTORNEY-IN-FACT	12/15/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
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