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

October 30, 2007

Date of Report (Date of earliest event reported)

GERMAN AMERICAN BANCORP, INC.

(Exact name of registrant as specified in its charter)

Indiana (State or other jurisdiction of incorporation) 0-11244 (Commission File Number) 35-1547518 (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 October 30, 2007, German American Bancorp, Inc. (the "Company" or "German American"), issued a press release announcing its results for the fiscal quarter ended September 30, 2007, and making other disclosures. The press release (including the accompanying unaudited consolidated financial statements as of and for the three and nine months ended September 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 November 20, 2007 to shareholders of record as of November 10, 2007.

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

Exhibits

99 Press release issued by the Company on October 30, 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: October 30, 2007

EXHIBIT INDEX

99 Press release issued by the Company on October 30, 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

Page 1 of 5

October 30, 2007 GERMAN AMERICAN BANCORP, INC. REPORTS STRONG 3RD QUARTER RESULTS

German American Bancorp, Inc. today reported 3^rd quarter 2007 net income of $2,508,000, or $0.23 per share. Net income during the same quarter last year, which included a $951,000 pre-tax ($628,000 after-tax) gain on the sale of securities, was $2,732,000, or $0.25 per share. Exclusive of the effect of the gain on sale of securities on the 2006 earnings, the 2007 earnings of $2,508,000, or $0.23 per share, represents an increase of $404,000, or $0.04 per share, which equates to increase of approximately 20%, from the prior year’s same quarter results.

In comparison to the same quarter last year, virtually every category of operations showed significant improvement during 2007’s third quarter as net interest income increased by $622,000, or approximately 7%. Exclusive of the effect of the previously-noted gain on sale of securities, non-interest income increased by $488,000 with approximately $272,000 of the non-interest income improvement attributable to the inclusion of the Keach & Grove insurance agency revenue in 2007 results following the acquisition of the agency in the 4^th quarter of last year. After adjusting for both of these factors, current year non-interest income increased by approximately $216,000, or 6%.

Additionally, operating expenses showed significant improvement from the prior year as reported total non-interest expense declined by $240,000, or approximately 3%. This decline in non-interest expense is inclusive of the operating expenses of both the Keach & Grove agency and the Bloomington, Indiana banking office which was opened during the 1^st quarter of this year. Exclusive of the $590,000 3^rd quarter operating expenses of these two new components of Company operations, the improvement in the level of non-interest expense was approximately $830,000, or 9%, largely driven by reduced levels of salaries and benefits, professional fees, and data processing expenses.

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

Page 2 of 5

Partially offsetting these positive earnings factors was a $651,000 increase in the Company’s provision for loan losses. Approximately $300,000 of the increase is attributable to providing reserves for the $29 million, or 14% annualized, increase in average loans during the current quarter (relative to that of the 2^nd quarter of the current year). On an end-of-period basis, loans grew by approximately $15 million, or 7% annualized since the end of the second quarter. The vast majority of the remainder of the increased level of provision for loan losses was attributable to a $268,000 charge-off resulting from the loss of a government guaranty on a single agricultural credit due to servicing issues associated with this specific credit relationship.

Commenting on the Company’s 3^rd quarter results, Mark Schroeder, President & CEO of German American, stated, “We’re pleased to report yet another quarter of strong fundamental operating results. Our efforts to generate sustainable balance sheet, loan, and revenue growth across all business lines and throughout our market area coupled with an intent focus on controlling our operating expenses has resulted in an ongoing improvement of our overall operating effectiveness. We remain very confident that the successful execution of this strategy will continue to serve us well going forward.”

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 November 20, 2007 to shareholders of record as of November 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

Page 3 of 5

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.

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

Page 4 of 5

GERMAN AMERICAN BANCORP, INC.

(unaudited, dollars in thousands except per share data)

Consolidated Balance Sheets

	September 30,
	2007			2006
ASSETS
Cash and Due from Banks	$	20,951		$	27,889
Short-term Investments		17,473			5,188
Investment Securities		150,054			210,520
Loans Held-for-Sale		4,562			2,800
Loans, Net of Unearned Income		864,990			738,923
Allowance for Loan Losses		(8,055	)		(9,111	)
Net Loans		856,935			729,812
Stock in FHLB and Other Restricted Stock		10,621			11,942
Premises and Equipment		23,211			23,207
Goodwill and Other Intangible Assets		13,909			12,556
Other Assets		37,876			36,807
TOTAL ASSETS	$	1,135,592		$	1,060,721
LIABILITIES
Non-interest-bearing Demand Deposits	$	132,624		$	129,536
Interest-bearing Demand, Savings, and Money Market Accounts		328,847			299,216
Time Deposits		446,138			395,565
Total Deposits		907,609			824,317
Borrowings		119,189			132,464
Other Liabilities		14,102			12,931
TOTAL LIABILITIES		1,040,900			969,712
SHAREHOLDERS' EQUITY
Common Stock and Surplus		79,379			79,174
Retained Earnings		15,450			12,553
Accumulated Other Comprehensive Loss		(137	)		(718	)
TOTAL SHAREHOLDERS' EQUITY		94,692			91,009
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	1,135,592		$	1,060,721
END OF PERIOD SHARES OUTSTANDING		11,029,484			11,009,187
BOOK VALUE PER SHARE	$	8.59		$	8.27

Consolidated Statements of Income

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2007		2006		2007		2006
INTEREST INCOME
Interest and Fees on Loans	$	16,585	$	13,799	$	47,498	$	38,994
Interest on Short-term Investments		145		105		349		367
Interest and Dividends on Investment Securities		1,908		2,470		6,078		7,138
TOTAL INTEREST INCOME		18,638		16,374		53,925		46,499
INTEREST EXPENSE
Interest on Deposits		7,326		5,586		20,581		15,136
Interest on Borrowings		1,581		1,679		4,744		4,480
TOTAL INTEREST EXPENSE		8,907		7,265		25,325		19,616
NET INTEREST INCOME		9,731		9,109		28,600		26,883
Provision for Loan Losses		941		290		3,244		634
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES		8,790		8,819		25,356		26,249
NON-INTEREST INCOME
Net Gain on Sales of Loans and Related Assets		226		83		602		750
Net Gain on Securities		-		951		-		951
Other Non-interest Income		3,729		3,384		11,443		10,361
TOTAL NON-INTEREST INCOME		3,955		4,418		12,045		12,062
NON-INTEREST EXPENSE
Salaries and Benefits		5,395		5,403		16,452		15,954
Other Non-interest Expenses		3,676		3,908		11,476		11,396
TOTAL NON-INTEREST EXPENSE		9,071		9,311		27,928		27,350
Income before Income Taxes		3,674		3,926		9,473		10,961
Income Tax Expense		1,166		1,194		2,843		3,178
NET INCOME	$	2,508	$	2,732	$	6,630	$	7,783
EARNINGS PER SHARE & DILUTED EARNINGS PER SHARE	$	0.23	$	0.25	$	0.60	$	0.71
WEIGHTED AVERAGE SHARES OUTSTANDING		11,008,562		10,994,686		11,008,562		10,993,944
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING		11,025,877		11,008,102		11,026,989		11,002,108

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

Page 5 of 5

GERMAN AMERICAN BANCORP, INC.

(unaudited, dollars in thousands except per share data)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2007			2006			2007			2006
EARNINGS PERFORMANCE RATIOS
Annualized Return on Average Assets		0.89	%		1.06	%		0.80	%		1.02	%
Annualized Return on Average Equity		11.16	%		12.19	%		9.64	%		11.78	%
Net Interest Margin		3.78	%		3.95	%		3.81	%		3.99	%
Efficiency Ratio (1)		65.64	%		67.47	%		67.94	%		68.74	%
Net Overhead Expense to Average Earning Assets (2)		1.97	%		2.06	%		2.08	%		2.19	%
ASSET QUALITY RATIOS
Annualized Net Charge-offs to Average Loans		0.31	%		0.11	%		0.37	%		0.24	%
Allowance for Loan Losses to Period End Loans								0.93	%		1.23	%
Non-performing Assets to Period End Assets								0.53	%		1.20	%
Non-performing Loans to Period End Loans								0.54	%		1.58	%
SELECTED BALANCE SHEET & OTHER FINANCIAL DATA
Average Assets	$	1,124,035		$	1,034,691		$	1,109,139		$	1,017,580
Average Earning Assets	$	1,038,211		$	948,209		$	1,019,275		$	929,498
Average Total Loans	$	863,405		$	722,394		$	832,600		$	703,070
Average Demand Deposits	$	131,011		$	124,545		$	133,096		$	128,924
Average Interest Bearing Liabilities	$	889,430		$	807,967		$	870,907		$	787,420
Average Equity	$	89,874		$	89,612		$	91,668		$	88,059
Period End Non-performing Assets (3)							$	6,037		$	12,727
Period End Non-performing Loans (4)							$	4,644		$	11,645
Tax Equivalent Net Interest Income	$	9,863		$	9,383		$	29,061		$	27,728
Net Charge-offs during Period	$	662		$	197		$	2,318		$	1,272

⁽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.