8-K

UNITED STATES

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):  August 25, 2009

MainSource Financial Group, Inc.

(Exact name of registrant as specified in its charter)

Indiana (State or other jurisdiction of incorporation) 0-12422 (Commission File Number) 35-1562245 (IRS Employer Identification No.)

2105 N. State Road 3 Bypass

Greensburg, Indiana 47240

(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code:  (812) 663-6734

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 (see General Instruction A.2 below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01.Other Events.

On August 25, 2009, MainSource Financial Group, Inc. issued a press release announcing that its Board of Directors had declared a quarterly dividend of $.05 per share payable on September 18, 2009 to common shareholders of record as of September 8, 2009.  A copy of the press release is furnished as Exhibit 99.1 to this Report.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits.

99.1Press Release of MainSource Financial Group, Inc. dated August 25, 2009.

*         *         *

2

SIGNATURE

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.

Date: August 25, 2009
	MAINSOURCE FINANCIAL GROUP, INC.
	By:	/s/ Archie M. Brown, Jr.
		Archie M. Brown, Jr.
		President and Chief Executive Officer

3

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release of MainSource Financial Group, Inc. dated August 25, 2009.

4

EX-99.1

Exhibit 99.1

NEWS RELEASE

DATE:	August 25, 2009	4:30 p.m. E.S.T
CONTACT:	Archie M. Brown, Jr.	President and CEO
	MainSource Financial Group, Inc. 812-663-6734

Third Quarter Dividend Declared
MainSource Financial Group – NASDAQ, MSFG

Greensburg, Indiana (NASDAQ:  MSFG) – MainSource Financial Group’s Board of Directors announced today that the Company declared a third quarter common dividend of $0.05 per share at its August 17, 2009 meeting.  The dividend is payable on September 18, 2009 to common shareholders of record as of September 8, 2009.

MainSource Financial Group is listed on the NASDAQ National Markets (under symbol: “MSFG”) and is a community-focused financial holding company with assets of approximately $2.9 billion.  The Company operates 69 offices in 32 Indiana counties, 6 offices in 3 Illinois counties, 4 offices in 3 Kentucky counties, and 6 offices in 2 Ohio counties through its three banking subsidiaries, MainSource Bank, Greensburg, Indiana, MainSource Bank of Illinois, Kankakee, Illinois, and MainSource Bank — Ohio, Troy, Ohio.  Through its non-banking subsidiaries, MainSource Insurance LLC, and MainSource Title LLC, the Company and its banking subsidiaries provide various related financial services.

Forward-Looking Statements

Except for historical information contained herein, the discussion in this press release may include certain forward-looking statements based upon management expectations. Actual results and experience could differ materially from the anticipated results or other expectations expressed in the Company’s forward-looking statements.  Factors which could cause future results to differ from these expectations include the following: general economic conditions; legislative and regulatory initiatives; monetary and fiscal policies of the federal government; deposit flows; the costs of funds; general market rates of interest; interest rates on competing investments; demand for loan products; demand for financial services; changes in accounting policies or guidelines; changes in the quality or composition of the Company’s loan and investment portfolios; the Company’s ability to integrate acquisitions; the impact of our continuing acquisition strategy; and other factors, including various “risk factors” as set forth in our most recent Annual Report on Form 10-K and in other reports we file from time to time with the Securities and Exchange Commission.  These reports are available publicly on the SEC website, www.sec.gov, and on the Company’s website, www.mainsourcefinancial.com.

* * * * *

MainSource Financial Group, 2105 N. State Road 3 Bypass, P.O. Box 2000, Greensburg, IN  47240