8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549-1004

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

July 25, 2007

Date of Report (Date of earliest event reported)

GERMAN AMERICAN BANCORP, INC.

(Exact name of registrant as specified in its charter)

Indiana	0-11244	35-1547518
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

711 Main Street Box 810 Jasper, Indiana (Address of principal executive offices) 47546 (Zip Code)

Registrant's telephone number, including area code: (812) 482-1314

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):

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 2.02. Results of Operations and Financial Condition.

On July 25, 2007, German American Bancorp, Inc. (the "Company" or "German American"), issued a press release announcing its results for the fiscal quarter ended June 30, 2007, and making other disclosures. The press release (including the accompanying unaudited consolidated financial statements as of and for the three and six months ended June 30, 2007, and other financial data) is furnished herewith as Exhibit 99 and is incorporated herein by reference.

The information incorporated by reference herein from Exhibit 99 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 8.01. Other Events.

As announced in the press release that is furnished as Exhibit 99 to this report, the Company's Board of Directors has declared a cash dividend of $0.14 per share which will be payable on August 20, 2007 to shareholders of record as of August 10, 2007.

Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits.

Exhibits

99 Press release issued by the Company on July 25, 2007. This exhibit shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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.

GERMAN AMERICAN BANCORP, INC.
By:	/s/ Mark A. Schroeder
	Mark A. Schroeder, President and Chief Executive Officer

Dated: July 25, 2007

EXHIBIT INDEX

99 Press release issued by the Company on July 25, 2007. This exhibit shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

EX-99

GERMAN AMERICAN BANCORP, INC.

NEWS RELEASE

For additional information, contact:

Mark A Schroeder, President/CEO of German American Bancorp, Inc.

Bradley M Rust, Senior Vice President/CFO of German American Bancorp, Inc.

(812) 482-1314

July 25, 2007 GERMAN AMERICAN BANCORP, INC. REPORTS 2ND QUARTER EARNINGS INCREASE

German American Bancorp, Inc., Jasper, Indiana, (NASDAQ: GABC) today reported 2^nd quarter 2007 earnings of $2,643,000, or $0.24 per share, a 6% increase over last year same period earnings of $2,488,000, or $0.23 per share.

The comparison of the Company’s 2^nd quarter 2007 results with that of the prior year’s was positively affected by a $596,000, or 7%, increase in net interest income and a $332,000, or 9%, increase in non-interest income. The increase in net interest income was driven by a 20% increase in the Company’s loan portfolio during the twelve month period ended June 30, 2007. On a linked quarter basis (2^nd quarter versus 1^st quarter 2007), the end of period loan portfolio balances increased at a similar annualized 20% rate during the 2^nd quarter of this year.

The increase in the level of the Company’s non-interest income was derived from a number of sources, including a $104,000, or 10%, increase in deposit service charges and a $95,000, or 17%, increase in trust and investment product fees. Additionally, insurance revenues increased by $432,000, or 39%. $241,000 of this increase was related to the inclusion of the 2007 revenues of the Keach & Grove Agency, which was purchased in the 4^th quarter of last year. On a same agency basis, insurance commission revenue, exclusive of $109,000 in contingency commissions, increased by approximately $112,000, or 11%. Somewhat offsetting these positive period over period comparisons was the inclusion in last year’s 2^nd quarter non-interest income of $272,000 of mortgage servicing related revenue which included a $219,000 gain from the sale of the Company’s mortgage servicing portfolio during the 2^nd quarter of last year.

The Company’s non-interest expenses increased by only $189,000, a modest 2%, in spite of the inclusion of the operating expenses of both the Keach & Grove Agency and the new Bloomington banking office, which opened in February of this year, in the 2007 data. Approximately $534,000 of the 2^nd quarter 2007 operating expenses, representing more than the quarter-to-quarter increase in the Company’s non-interest expenses, were attributable to these two newest components of the Company’s operations. Absent the operating expenses of these new operations, the Company’s total non-interest expense would have declined by $345,000, or 4%, during the 2^nd quarter of this year as compared to the same period in 2006.

GERMAN AMERICAN BANCORP, INC.

NEWS RELEASE

For additional information, contact:

Mark A Schroeder, President/CEO of German American Bancorp, Inc.

Bradley M Rust, Senior Vice President/CFO of German American Bancorp, Inc.

(812) 482-1314

“We’re extremely pleased with our 2^nd quarter results which were the result of both a strong level of revenue growth in virtually every component of the Company’s operations and our ability to generate that revenue growth while controlling the level of our operating expenses”, stated Mark A. Schroeder, German American’s President & Chief Executive Officer. “We are particularly gratified by the growth within our lending portfolio”, Schroeder continued. “Business and consumer customers throughout our market area are increasingly turning to German American for all their financial needs. We’re very pleased that the combination of our highly qualified financial professionals, local decision-making, and customer-focused products and services continues to find a receptive audience within the communities we serve.”

The Company also announced that its Board of Directors declared a regular quarterly cash dividend of $0.14 per share which will be payable on August 20, 2007 to shareholders of record as of August 10, 2007.

*****

German American Bancorp, Inc. is a financial services holding company based in Jasper, Indiana. The Company’s Common Stock is traded on NASDAQ’s Global Select Market System under the symbol GABC.  The principal subsidiary of German American Bancorp, Inc. is its banking subsidiary, German American Bancorp which operates through six community banking affiliates with 30 retail banking offices in the ten contiguous Southern Indiana counties of Daviess, Dubois, Gibson, Knox, Lawrence, Martin, Monroe, Perry, Pike, and Spencer. German American Bancorp owns a trust, brokerage and financial planning subsidiary which operates from its banking offices and a full line property and casualty insurance agency with six insurance agency offices throughout its market area.

*****

GERMAN AMERICAN BANCORP, INC.

NEWS RELEASE

For additional information, contact:

Mark A Schroeder, President/CEO of German American Bancorp, Inc.

Bradley M Rust, Senior Vice President/CFO of German American Bancorp, Inc.

(812) 482-1314

Forward-Looking Statements

German American’s statements in this press release regarding its outlook for its future financial performance are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.   Readers are cautioned that, by their nature, forward-looking statements are based on assumptions and are subject to risks, uncertainties, and other factors. Actual results and experience could differ materially from the anticipated results or other expectations expressed or implied by these forward-looking statements as a result of a number of factors, including but not limited to, those discussed in the press release.  Factors which could cause actual results and experience to differ from these expectations include changes in interest rates; changes in competitive conditions; the introduction, withdrawal, success and timing of asset/liability management strategies or of mergers and acquisitions and other business initiatives and strategies; changes in customer borrowing, repayment, investment and deposit practices; changes in fiscal, monetary and tax policies; changes in financial and capital markets; changes in general economic conditions, either nationally or locally, resulting in, among other things, credit quality deterioration; capital management activities; actions of the Federal Reserve Board; changes in accounting principles and interpretations; and legislative and regulatory actions and reforms.  These forward-looking statements speak only as of the date of this press release and German American undertakes no obligation to update any such forward-looking statement to reflect events or circumstances that occur after the date hereof.

In addition, German American’s statements in this press release include an annualization of its loan growth rate based on loan growth within the 2^nd quarter of 2007. German American does not, by doing so, intend to suggest that the actual loan growth rate for 2007 or for any other twelve-month period that includes the 2^nd quarter of 2007, will necessarily prove to be equal to or greater than the loan growth figure presented on an annualized basis; loan growth rates for any twelve-month period may be materially less than annualized figures, due to the above or other factors.  

GERMAN AMERICAN BANCORP, INC.

(unaudited, dollars in thousands except per share data)

Consolidated Balance Sheets

	June 30,
	2007			2006
ASSETS
Cash and Due from Banks	$	25,538		$	26,149
Short-term Investments		4,181			5,424
Investment Securities		160,522			206,218
Loans Held-for-Sale		2,496			2,261
Loans, Net of Unearned Income		850,205			705,787
Allowance for Loan Losses		(7,776	)		(9,019	)
Net Loans		842,429			696,768
Stock in FHLB and Other Restricted Stock		10,621			14,483
Premises and Equipment		23,721			23,124
Goodwill and Other Intangible Assets		14,132			12,710
Other Assets		38,265			37,403
TOTAL ASSETS	$	1,121,905		$	1,024,540
LIABILITIES
Non-interest-bearing Demand Deposits	$	131,374		$	126,011
Interest-bearing Demand, Savings, and Money Market Accounts		330,956			319,104
Time Deposits		449,777			359,658
Total Deposits		912,107			804,773
Borrowings		103,845			119,717
Other Liabilities		13,459			11,322
TOTAL LIABILITIES		1,029,411			935,812
SHAREHOLDERS' EQUITY
Common Stock and Surplus		79,398			79,202
Retained Earnings		14,486			11,362
Accumulated Other Comprehensive Loss		(1,390	)		(1,836	)
TOTAL SHAREHOLDERS' EQUITY		92,494			88,728
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	1,121,905		$	1,024,540
END OF PERIOD SHARES OUTSTANDING		11,029,087			11,008,821
BOOK VALUE PER SHARE	$	8.39		$	8.06

GERMAN AMERICAN BANCORP, INC.

(unaudited, dollars in thousands except per share data)

 Consolidated Statements of Income

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2007		2006		2007		2006
INTEREST INCOME
Interest and Fees on Loans	$	15,846	$	12,813	$	30,913	$	25,195
Interest on Short-term Investments		84		136		204		262
Interest and Dividends on Investment Securities		2,028		2,428		4,170		4,668
TOTAL INTEREST INCOME		17,958		15,377		35,287		30,125
INTEREST EXPENSE
Interest on Deposits		6,825		5,068		13,255		9,550
Interest on Borrowings		1,639		1,411		3,163		2,801
TOTAL INTEREST EXPENSE		8,464		6,479		16,418		12,351
NET INTEREST INCOME		9,494		8,898		18,869		17,774
Provision for Loan Losses		375		54		2,303		344
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES		9,119		8,844		16,566		17,430
NON-INTEREST INCOME
Net Gain on Sales of Loans and Related Assets		198		454		376		667
Net Gain / (Loss) on Securities		-		-		-		-
Other Non-interest Income		3,982		3,394		7,714		6,977
TOTAL NON-INTEREST INCOME		4,180		3,848		8,090		7,644
NON-INTEREST EXPENSE
Salaries and Benefits		5,554		5,367		11,057		10,551
Other Non-interest Expenses		3,869		3,867		7,800		7,488
TOTAL NON-INTEREST EXPENSE		9,423		9,234		18,857		18,039
Income before Income Taxes		3,876		3,458		5,799		7,035
Income Tax Expense		1,233		970		1,677		1,984
NET INCOME	$	2,643	$	2,488	$	4,122	$	5,051
EARNINGS PER SHARE & DILUTED EARNINGS PER SHARE	$	0.24	$	0.23	$	0.37	$	0.46
WEIGHTED AVERAGE SHARES OUTSTANDING		11,008,562		10,993,898		11,008,562		10,993,567
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING		11,022,693		11,000,933		11,020,284		11,002,190

GERMAN AMERICAN BANCORP, INC.

(unaudited, dollars in thousands except per share data)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2007			2006			2007			2006
EARNINGS PERFORMANCE RATIOS
Annualized Return on Average Assets		0.95	%		0.98	%		0.75	%		1.00	%
Annualized Return on Average Equity		11.45	%		11.36	%		8.90	%		11.53	%
Net Interest Margin		3.78	%		3.99	%		3.83	%		4.01	%
Efficiency Ratio (1)		68.16	%		70.85	%		69.10	%		69.41	%
Net Overhead Expense to Average Earning Assets (2)		2.05	%		2.33	%		2.13	%		2.26	%
ASSET QUALITY RATIOS
Annualized Net Charge-offs to Average Loans		0.10	%		0.44	%		0.41	%		0.31	%
Allowance for Loan Losses to Period End Loans								0.91	%		1.28	%
Non-performing Assets to Period End Assets								0.59	%		1.24	%
Non-performing Loans to Period End Loans								0.64	%		1.66	%
SELECTED BALANCE SHEET & OTHER FINANCIAL DATA
Average Assets	$	1,112,972		$	1,012,966		$	1,101,568		$	1,008,783
Average Earning Assets	$	1,020,979		$	922,960		$	1,009,651		$	919,989
Average Total Loans	$	834,452		$	693,648		$	816,943		$	693,249
Average Demand Deposits	$	134,805		$	129,605		$	134,156		$	131,150
Average Interest Bearing Liabilities	$	872,475		$	783,330		$	861,491		$	776,976
Average Equity	$	92,355		$	87,595		$	92,580		$	87,639
Period End Non-performing Assets (3)							$	6,588		$	12,725
Period End Non-performing Loans (4)							$	5,436		$	11,738
Tax Equivalent Net Interest Income	$	9,646		$	9,186		$	19,198		$	18,346
Net Charge-offs during Period	$	219		$	757		$	1,656		$	1,074

(1)	Efficiency Ratio is defined as Non-interest Expense divided by the sum of Net Interest Income, on a tax equivalent basis, and Non-interest Income.
(2)	Net Overhead Expense is defined as Total Non-interest Expense less Total Non-interest Income.
(3)	Non-performing assets are defined as Non-accrual Loans, Loans Past Due 90 days or more, Restructured Loans, and Other Real Estate Owned.
(4)	Non-performing loans are defined as Non-accrual Loans, Loans Past Due 90 days or more, and Restructured Loans.