UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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):
                                FEBRUARY 15, 2005


                       FIRST MID-ILLINOIS BANCSHARES, INC.
             (Exact Name of Registrant as Specified in its Charter)

                                    DELAWARE
                 (State of Other Jurisdiction of Incorporation)

           0-13368                                 37-1103704
    (Commission File Number)            (IRS Employer Identification No.)


                    1515 CHARLESTON AVENUE, MATTOON, IL 61938
           (Address Including Zip Code of Principal Executive Offices)

                                 (217) 234-7454
              (Registrant's Telephone Number, including Area Code)





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:

[ ] Written  communications  pursuant  to Rule 425 under the  Securities  Act
    (17CFR 230.425)

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

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

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






Item 8.01. Other Events

Subsequent to its earnings  release on January 26, 2005, the Company  recognized
adjustments  to its earnings for the year ended December 31, 2004 that will have
the effect of increasing reported earnings by approximately 1.5%.

The Company has determined that 2004 net income should be reported as $9,751,000
and  diluted  earnings  per share  should be  reported  as $2.13.  Net income of
$9,604,000 and diluted earnings per share of $2.09 were originally reported.

The  revision to 2004  earnings  reflects the net effect of  refinements  in the
Company's  estimates for deferred loan fees,  deferred  compensation and accrued
income taxes made in connection with the external audit process.






                                    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.





                                    FIRST MID-ILLINOIS BANCSHARES, INC.



Date:  February 15, 2005            /s/ William S. Rowland

                                    William S. Rowland
                                    President and Chief Executive Officer