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 28, 2012
Date of report (Date of earliest event reported) September 7, 2012
Indiana Community Bancorp
(Exact Name of Registrant as Specified in Its Charter)
Indiana	000-18847	35-1807839
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
501 Washington Street Columbus, Indiana		47201
(Address of Principal Executive Offices)		(Zip Code)
(812) 522-1592
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)

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:

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement

As of August 28, 2012, Indiana Community Bancorp (the “Registrant”) and Old National Bancorp (“ONB”), entered into an amendment (the “Amendment”) to its previously announced Agreement and Plan of Merger between Registrant and ONB dated January 24, 2012 (the “Agreement”). Under the Agreement, the Registrant will merge (the “Merger”) with and into ONB.

The Agreement originally provided that either of the parties, by written notice to the other, could terminate the Agreement if the Merger had not closed (the “Closing”) by August 31, 2012. The Amendment extends the outside closing date in the Agreement from August 31, 2012 to September 30, 2012.

A copy of the Amendment is attached hereto as Exhibit 2.1 and incorporated by reference herein.

Item 8.01. Other Events.

~~ONB~~On ~~has~~January ~~received~~24, ~~regulatory~~2012, ~~approval~~Old ~~from~~National ~~the~~Bancorp ~~Board~~(“ONB”) ofand ~~Governors~~Indiana ofCommunity Bancorp (the ~~Federal~~“Registrant”) ~~Reserve~~entered ~~System~~into an Agreement and Plan of Merger which was amended on August 28, 2012 (the “Merger Agreement”). ~~The~~ ~~Registrant~~Pursuant ~~expects~~to the Merger Agreement, Registrant will merge with and into ONB whereupon the ~~merger~~separate corporate existence of Registrant will cease and ONB will survive (the “~~Bank~~ Merger”). Simultaneous ofwith the Merger, Indiana Bank and Trust Company, ~~the~~an ~~Registrant’s~~ Indiana chartered commercial bank and wholly owned subsidiary of Registrant, will be merged with and into Old National Bank, ~~ONB’s~~a national ~~bank~~banking ~~subsidiary,~~association toand ~~close~~wholly onowned ~~September~~subsidiary ~~15,~~of ~~2012~~ONB, ~~subject~~with toOld National Bank as the ~~satisfaction~~surviving ofbank ~~customary~~(the ~~closing~~“Bank ~~conditions~~Merger”). The ~~and~~Merger ~~the~~Agreement ~~approval~~is bydescribed ~~the~~in ~~Office~~more ofdetail ~~the~~in ~~Comptroller~~Registrant’s ofCurrent ~~the~~Report ~~Currency~~on ~~(the~~Form ~~“OCC”)~~8-K ofdated ~~the~~January ~~Bank~~25, ~~Merger~~2012.

~~Item~~ONB 9previously reported on its Current Report on Form 8-K dated August 28, 2012, that it had received regulatory approval of the Merger from the Board of Governors of the Federal Reserve System.01 On September 7, 2012, ONB received the approval from the Office of the Comptroller of the Currency of the Bank Merger. ~~Financial~~ The ~~Statements~~Merger and ~~Exhibits~~Bank Merger are expected to close on September 15, 2012, subject to the satisfaction of customary closing conditions.

Under the terms of the Merger Agreement, Registrant’s shareholders will receive 1.90 shares of ONB common stock for each share of Registrant common stock held by them. As provided in the Merger Agreement, the exchange ratio is subject to certain adjustments (dcalculated prior to closing) ~~Exhibits~~under circumstances where the consolidated shareholders’ equity of Registrant is below a specified amount, the loan delinquencies of ICB exceed a specified amount or the credit mark for certain “Special Loans” of ICB (as defined in the merger agreement) falls outside a specified range. The exchange ratio has been finally determined to be 1.9455 under the Merger Agreement. No adjustments to the exchange ratio were required as a result of the shareholders’ equity or delinquent loan levels. However, the credit mark for the Special Loans as finally determined under the Merger Agreement was $29,980,310 million resulting in the exchange ratio being increased to 1.9455.

	Exhibit No.		Description
	2.1		First Amendment to Agreement and Plan of Merger between Indiana Community Bancorp and Old National Bancorp dated August 28, 2012

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 hereto duly authorized.

Date: August 31, 2012	INDIANA COMMUNITY BANCORP
Date: September 11, 2012	INDIANA COMMUNITY BANCORP
	By:	/s/ Mark T. Gorski
		Mark T. Gorski, Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
2.1		First Amendment to Agreement and Plan of Merger between Indiana Community Bancorp and Old National Bancorp dated August 28, 2012

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