8-K

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): August 23, 2011

FIRST FINANCIAL BANCORP.

(Exact name of registrant as specified in its charter)

Ohio	31-1042001
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification number)

Commission file number: 000-12379

201 East Fourth Street, Suite 1900, Cincinnati, Ohio 45202

(Address of principal executive offices and zip code)

Registrant's telephone number, including area code: (877) 322-9530

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):

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

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

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

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

Form 8-KFirst Financial Bancorp.

Item 7.01Regulation FD Disclosure.

On August 23, 2011, First Financial Bancorp issued a press release announcing that its board of directors has declared a quarterly cash dividend of $0.27 per common share. As previously announced in its second quarter earnings release on July 28, 2011, the Company expects to begin paying 100% of quarterly earnings as cash dividends. Therefore, the upcoming dividend will consist of: 1) a regular quarterly dividend of $0.12 per share; and 2) a variable dividend of $0.15 per share based on the remainder of the second quarter 2011 diluted earnings per share of $0.27. The dividend will be payable on October 3, 2011 to shareholders of record as of September 2, 2011. A copy of the news release is attached hereto as Exhibit 99.1.

First Financial Bancorp does not intend for this Item 7.01 or Exhibit 99.1 to be treated as “filed” for purposes of the Securities Exchange Act of 1934, as amended, or incorporated by reference into its filings under the Securities Act of 1933, as amended.

Item 9.01Financial Statements and Exhibits.

The following exhibit shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended.

(d)Exhibits:

99.1    First Financial Bancorp. Press Release.

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 hereunto duly authorized.

FIRST FINANCIAL BANCORP.

By: /s/ J. Franklin Hall

J. Franklin Hall

Executive Vice President and

Chief Financial Officer

Date: August 23, 2011

Form 8-KFirst Financial Bancorp.

Exhibit Index

Exhibit No.Description

99.1            First Financial Bancorp. Press Release.

EX-99.1

EXHIBIT 99.1

First Financial Bancorp to Pay Cash Dividend

Initiating Variable Dividend - Quarterly Dividend Increase of 125%

to $0.27 Per Share

Cincinnati, Ohio - August 23, 2011 - First Financial Bancorp (Nasdaq: FFBC) (“First Financial” or the “Company”) announced today that its board of directors has declared a quarterly cash dividend of $0.27 per common share. As previously announced, the Company will begin paying 100% of quarterly earnings as cash dividends. The upcoming dividend will consist of: 1) a regular quarterly dividend of $0.12 per share; and 2) a variable dividend of $0.15 per share based on the remainder of the second quarter 2011 diluted earnings per share of $0.27. The dividend will be payable on October 3, 2011 to shareholders of record as of September 2, 2011.

About First Financial Bancorp

First Financial Bancorp is a Cincinnati, Ohio based bank holding company. As of June 30, 2011, the Company had $6.0 billion in assets, $4.0 billion in loans, $5.0 billion in deposits and $722 million in shareholders' equity. The Company's subsidiary, First Financial Bank, N.A., founded in 1863, provides banking and financial services products through its three lines of business: commercial, retail and wealth management. The commercial and retail units provide traditional banking services to business and consumer clients. First Financial Wealth Management provides wealth planning, portfolio management, trust and estate, brokerage and retirement plan services and had approximately $2.4 billion in assets under management as of June 30, 2011. The Company's strategic operating markets are located in Ohio, Indiana and Kentucky where it operates 102 banking centers. Additional information about the Company, including its products, services and banking locations is available at www.bankatfirst.com.

Contact Information

Investors/AnalystsMedia

Kenneth LovikCheryl Lipp

Vice President, Investor Relations andFirst Vice President, Director of Communications

Corporate Development(513) 979-5797            cheryl.lipp@bankatfirst.com

(513) 979-5837

kenneth.lovik@bankatfirst.com