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): February 16, 2005

                         ______________________________

                           FIRST MERCHANTS CORPORATION
             (Exact Name of Registrant as Specified in its Charter)

                         _______________________________

          INDIANA                      0-17071                 35-1544218
(State or other jurisdiction   (Commission File Number)       (IRS Employer
      of incorporation)                                     Identification No.)


                             200 East Jackson Street
                                  P.O. Box 792
                              Muncie, IN 47305-2814
          (Address of Principal Executive Offices, including Zip Code)


                                 (765) 747-1500
              (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 (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))


Item 8.01.        Other Events.

         In January 2005, the Board of Directors of First Merchants  Corporation
(the  "Corporation")  approved the  curtailment of the  accumulation  of defined
benefits  for future  services  provided  by certain  participants  in the First
Merchants  Corporation  Retirement  Pension Plan (the "Plan").  Employees of the
Corporation  and certain of its  subsidiaries  who are  participants in the Plan
were notified that, on and after March 1, 2005, no additional  pension  benefits
will be earned by employees  who have not both  attained  the age of  fifty-five
(55) and  accrued at least ten (10) years of "Vesting  Service".  As a result of
this  action,   the  Corporation  has  decided  to record a  $1,630,000  pension
curtailment  loss to  record  previously  unrecognized  prior  service  costs in
accordance  with  SFAS  No.  88,  "Employers'  Accounting  for  Settlements  and
Curtailments of Defined  Benefit Plans and for Termination  Benefits." This loss
will be recognized and recorded by the Corporation in the first quarter of 2005.

         As of March 1, 2005, the  Corporation  will also  consolidate  its  and
several  of its  subsidiaries'  401(k)  retirement  savings  plans  into one (1)
enhanced  plan.  The  new  401(k)  retirement   savings  plan  includes  both  a
non-elective   contribution  and  a  matching  contribution.   The  non-elective
contribution  ranges  between two percent (2%) and seven  percent (7%) of salary
based on the relevant  employee's  years of service.  The matching  contribution
equals fifty  percent (50%) of the  employee's  first six percent (6%) of salary
contributed to the plan.

         On  a  per  share  basis,  the  original  plans  cost  the  Corporation
$.08/share and $.09/share during 2003 and 2004.  Assuming  18,667,000 shares are
outstanding,  the cost of the original plans, without  consolidation and without
the  curtailment  loss,  is estimated  to have been  $.11/share  in 2005.  Again
assuming  18,667,000  shares are outstanding,  the cost of the new enhanced plan
and the Plan,  including the curtailment loss, is now estimated to be $.12/share
in 2005 and $.06/share in 2006.

         This  current  report on Form 8-K contains  forward-looking  statements
that involve risk and uncertainty.  It should be noted that a variety of factors
could cause the Corporation's actual results and experience to differ materially
from the  anticipated  results or other  expectations  expressed in the combined
Corporation's forward-looking statements.

         The risks and  uncertainties  that may affect the projections contained
in this current report include,  but are not limited to,  variations in the cost
savings  realized  by  combining  the  plans,  projected  participation  of  the
employees  in the plans and other  similar  matters.  Readers of this report are
cautioned not to place undue reliance on forward-looking  statements,  which are
subject to influence by the named risk factors and unanticipated  future events.
Actual results, accordingly, may differ materially from management expectations.





                                   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.

         DATE:  February 16, 2005.

                                                     FIRST MERCHANTS CORPORATION


                                                     By:  /s/ Larry R. Helms
                                                            Larry R. Helms,
                                                           Senior Vice President