SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Nadeau Gerard F
(Last) (First) (Middle)
288 UNION STREET
(Street)
ROCKLAND MA 02370
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
INDEPENDENT BANK CORP [ INDB ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
01/22/2008
4. 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 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 01/22/2008 M 1,200 A $12.4063 4,107.146 D
Common Stock 01/22/2008 M 800 A $17.25 4,907.146(1) D
Common Stock 159.863 I by Daughter(2)
Common Stock 161.273 I by Son(3)
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 Securities Underlying Derivative Security (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: 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
Incentive Stock Option (right to buy) $12.4063 01/22/2008 M 1,200 06/24/2000(4) 12/22/2009 Common Stock 1,200 $0 1,800 D
Incentive Stock Option (right to buy) $17.25 01/22/2008 M 800 06/24/1999(5) 12/22/2008 Common Stock 800 $0 0 D
Incentive Stock Option (right to buy) $11.9063 06/22/2001(6) 12/20/2010 Common Stock 4,675 4,675 D
Incentive Stock Option (right to buy) $20.125 06/21/2002(7) 12/19/2011 Common Stock 4,900 4,900 D
Incentive Stock Option (right to buy) $23.47 06/20/2003(8) 12/19/2012 Common Stock 4,375 4,375 D
Incentive Stock Option (right to buy) $30.14 06/11/2004(9) 12/11/2013 Common Stock 3,658 3,658 D
Incentive Stock Option (right to buy) $34.18 06/09/2005(10) 12/09/2014 Common Stock 793 793 D
Non-Qualified Stock Option (right to buy) $28.895 12/15/2005(11) 12/14/2012 Common Stock 7,500 7,500 D
Non-Qualified Stock Option (right to buy) $29.375 07/19/2008(12) 07/19/2017 Common Stock 10,000 10,000 D
Non-Qualified Stock Option (right to buy) $30.14 06/11/2004(9) 12/11/2013 Common Stock 192 192 D
Non-Qualified Stock Option (right to buy) $32.995 02/15/2008(13) 02/15/2017 Common Stock 5,000 5,000 D
Non-Qualified Stock Option (right to buy) $34.18 06/09/2005(10) 12/09/2014 Common Stock 5,707 5,707 D
Explanation of Responses:
1. Direct holdings include 4,000 shares held jt. w/spouse and 907.136 shares held by Filer in broker name which includes 10.469 shares received pursuant to the Independent Bank Corp. Dividend Reinvestment Plan since Filer's last Form 4 filing (7/19/07). Such transactions are exempt from the reporting requirements of Section 16 of the Securities and Exchange Act of 1934, as amended.
2. Total holdings include 2.042782 shares received pursuant to the Independent Bank Corp. Dividend Reinvestment Plan since last Form 4 filing (7/19/07). Such transactions are exempt from the reporting requirements of Section 16 of the Securities and Exchange Act of 1934, as amended. The filing of this statement should not be construed as an admission that the undersigned is, for purposes of Section 16 of the Securites and Exchange Act, the beneficial owner of such securities.
3. Total holdings include 2.060999 shares received pursuant to the Independent Bank Corp. Dividend Reinvestment Plan since last Form 4 filing (7/19/07). Such transactions are exempt from the reporting requirements of Section 16 of the Securities and Exchange Act of 1934, as amended. The filing of this statement should not be construed as an admission that the undersigned is, for purposes of Section 16 of the Securities and Exchange Act, the beneficial owner of such securities.
4. Granted under the 1997 Plan. 1,634 shares first became exercisable on 6/24/00, 1,634 shares first became exercisable on 1/2/01, and the remaining 1,632 shares first became exercisable on 1/2/02. The Option will expire on 12/22/09, subject to the earlier termination provisions noted above.
5. Granted under the 1997 Plan. 1,334 shares first became exercisable on 6/24/99, 1,334 shares first became exercisable on 1/2/00, and the remaining 1,332 shares first became exercisable on 1/2/01. The Option will expire on 12/22/08, subject to the earlier termination provisions noted above.
6. Granted under the Independent Bank Corp. 1997 Employee Stock Option Plan ("the Plan"). 1,559 shares pursuant to the Option first became exercisable on 6/22/01, 1,559 shares first became exercisable on 1/2/02 and the remaining 1,557 shares first became exercisable on 1/2/03. The Option will expire on 12/20/10 subject to the earlier termination of employment or acceleration of vesting schedule under certain termination of employee circumstances.
7. Granted under the 1997 Plan. 1,634 shares first became exercisable on 6/21/02, 1,633 shares first became exercisable on 1/2/03, and the remaining 1,633 shares first became exercisable on 1/2/04. The Option will expire on 12/19/11, subject to the earlier termination provisions noted above.
8. Granted under the 1997 Plan. 1,459 shares first became exercisable on 6/20/03, 1,458 shares first became exercisable on 1/2/04, and the remaining 1,458 shares first became exercisable on 1/2/05. The Option will expire on 12/19/12, subject to the earlier termination provisions noted above.
9. Granted under the 1997 Plan. 1, 284 shares first became exercisable on 6/11/04, 1,283 shares first became exercisable on 1/2/05 and the remaining 1,283 shares first became exercisable on 1/2/06. The Option will expire on 12/11/13, subject to the earlier termination provisions noted above.
10. Granted under the 1997 Plan on 12/9/04. All options fully vested a/o 12/15/05. The Option will expire on 12/9/14, subject to the earlier termination provisions noted above.
11. Non-Qualified Stock Options granted under the Independent Bank Corp. 2005 Employee Stock Plan ("2005 Plan"). The Options immediately vested and will expire on 12/14/12, unless earlier terminated in accordance with the Stock Option Agreement.
12. Granted under the Independent Bank Corp. 2005 Employee Stock Plan. The Options vest in equal installments over a five-year period beginning on July 19, 2008 and thereafter on each successive anniversary date (7/19/09-7/19/12). The Options expire on July 19, 2017, unless earlier terminated in accordance with the Stock Option Agreement.
13. Granted under the 2005 Plan. The Options vest in equal installments of 1,000 shares over a five-year term beginning on 2/15/08 and thereafter on each successive anniversary date (2/15/09-2/15/12). The Options expire on 2/15/17, unless earlier terminated in accordance with the Stock Option Agreement.
By: Linda M. Campion, Power of Attorney For: Gerard F. Nadeau 01/23/2008
** 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 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).
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