SEC FORM 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Tressler Daryl R

(Last)

(First)

(Middle)

2105 N. STATE RD 3 BYPASS

(Street)

GREENSBURG

47240

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MAINSOURCE FINANCIAL GROUP [ MSFG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President/CEO Lead Subsidiary

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2012

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/04/2012		A		7,933	A	$0	0	D
Common Stock								15,229⁽¹⁾	D
Common Stock								62,486⁽²⁾	I	By 401-k
Common Stock								6,316⁽³⁾	I	By Spouse
Common Stock								1,571⁽⁴⁾	I	Jointly w/Spouse
Common Stock								898⁽⁵⁾	I	By Spouse and Daughter JT TEN
Common Stock								904⁽⁶⁾	I	By Spouse and Son JT TEN
Common Stock								514⁽⁷⁾	I	By Spouse fbo Grandson
Common Stock								514⁽⁷⁾	I	By Spouse fbo Granddaughter

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Total includes 119.9783 shares received from the reinvestment of cash dividends between 03/01/2011 and 03/31/2012.

2. Total includes 342.355 shares received from the reinvestment of cash dividends between 03/01/2011 and 3/31/2012.

3. Total includes 33.9847 shares received from the reinvestment of cash dividends between 03/01/2011 and 03/31/2012.

4. Total includes 8.8192 shares received from the reinvestment of cash dividends between 03/01/2011 and 03/31/2012.

5. Total includes 5.0404 shares received from the reinvestment of cash dividends between 03/01/2011 and 03/31/2012.

6. Total includes 5.0741 shares received from the reinvestment of cash dividends between 03/01/2011 and 03/31/2012.

7. Total includes 2.5872 shares received from the reinvestment of cash dividends between 03/01/2011 and 03/31/2012.

Remarks:

As authorized by Power of Attorney.

	Daryl R. Tressler	05/07/2012
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.