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 29, 2012

Date of Report (Date of earliest event reported)

GERMAN AMERICAN BANCORP, INC.

(Exact name of registrant as specified in its charter)

Indiana	001-15877	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):

[  ] 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 2.02  Results of Operations and Financial Condition

On October 29, 2012, German American Bancorp, Inc. (the "Company" or "German American"), issued a press release announcing its results for the quarter and nine-month periods ended September 30, 2012, and making other disclosures. The press release (including the accompanying unaudited consolidated financial statements as of and for the quarter and nine-month periods ended September 30, 2012, and other financial data) is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information incorporated by reference herein from Exhibit 99.1 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 99.1 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, 2012 to shareholders of record as of November 10, 2012.

Item 9.01  Financial Statements, Pro Forma Financial Information and Exhibits

Exhibits

99.1 Press release dated October 29, 2012.  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, Chairman of the Board and Chief Executive Officer

Dated:  November 1, 2012

EX-99.1

Exhibit 99.1

NEWS RELEASE

For additional information, contact:

Mark A Schroeder, Chief Executive Officer of German American Bancorp, Inc.

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

(812) 482-1314

OCTOBER 29, 2012 GERMAN AMERICAN BANCORP, INC. (GABC)

POSTS SEVEN CONSECUTIVE QUARTERS OF RECORD EARNINGS.

Jasper, Indiana - October 29, 2012 -- German American Bancorp, Inc. (NASDAQ: GABC) reported third quarter earnings of $6.3 million, or $0.50 per share, representing the latest in the Company’s series of record quarterly earnings performance having achieved record net income in each of the past seven consecutive quarters.  The current year third quarter earnings was an increase of 22% from the third quarter 2011 net income of $5.2 million, or $0.41 per share, and represented a comparable 22% increase, on an annualized basis, from 2012 second quarter net income of $6.0 million, or $0.47 per share.

On a year-to-date basis, the Company’s 2012 net income of $17.9 million, or $1.41 per share, resulted in a similar improvement in earnings per share of approximately 22% over the reported earnings in the first three quarters of 2011 of $14.7 million, or $1.17 per share.

As compared to prior year same quarter results, this quarter’s record earnings increase was driven primarily by a $1.6 million across the board increase in the Company’s level of non-interest income.  During the current quarter the Company reported improved income levels in trust and investment fees, insurance revenues, debit card interchange fees, as well as significant increases in the net gains generated from the sale of residential mortgage loans, other real estate, and securities.

Further enhancing the level of the Company’s third quarter 2012 earnings was a $660,000 reduction in the amount of provision for loan loss that booked during the prior year’s third quarter.  This reduction in the level of loan loss provision was related to a continued improvement during the current quarter of this year of the Company’s historically strong level of asset quality within its loan portfolio.

Commenting on the Company’s 7th consecutive quarter of record earnings performance, Mark A. Schroeder, Chairman & CEO, stated, “We’re extremely pleased to be able to once again this quarter deliver exceptional earnings performance for our shareholders.  It is notable that this quarter’s record performance level clearly demonstrates the value of our efforts to build multiple sources of revenue within our Company as well as the financial rewards gained from the continued focus on our historic commitment to credit quality.”

 Schroeder continued, “During this period of prolonged historically low level of interest rates, which makes generating significant increases in the level of net interest income difficult, German American has been able to continue to post record earnings during the current quarter by generating increases in virtually every segment of our non-interest dependent sources of fee income, and by benefitting from a relatively low level of credit-related provision for loan loss expense.  This diversification of our revenue sources and exceptionally strong level of asset quality has allowed German American to continue to post earnings improvement at a time when much of the industry is facing serious challenges in terms of generating earning growth.

Obviously, our ability to generate fee income from multiple revenue sources and the continuation of our historically strong level of asset quality is directly attributable to a stable and growing base of satisfied clients, who are, in increasing numbers, entrusting to German American the full range of their banking, insurance, investment, and trust financial needs.  We thank them for their trust in and commitment to German American’s team of financial professionals.”

The Company also announced that its Board of Directors declared its regular quarterly cash dividend of $0.14 per share which will be payable on November 20, 2012 to shareholders of record as of November 10, 2012.

-1-

Balance Sheet Highlights

Total assets for the Company increased to $1.962 billion at September 30, 2012, representing an increase of $18.5 million compared with June 30, 2012.  The increase during the third quarter of 2012 was attributable to growth of the Company’s loan portfolio.

September 30, 2012 loans outstanding increased by $21.1 million, or approximately 7% on an annualized basis, compared with June 30, 2012, and increased $53.3 million, or approximately 5%, compared to September 30, 2011.  The increase in loans during the third quarter of 2012 was broad based from each segment of the Company’s portfolio.

End of Period Loan Balances	09/30/12		06/30/12		09/30/11
(dollars in thousands)
Commercial & Industrial Loans	$	328,058	$	323,618	$	290,519
Commercial Real Estate Loans		467,666		460,052		450,596
Agricultural Loans		165,198		158,463		157,310
Consumer Loans		116,480		116,049		126,648
Residential Mortgage Loans		90,744		88,859		89,741
	$	1,168,146	$	1,147,041	$	1,114,814

Non-performing assets totaled $14.1 million at September 30, 2012 compared to $18.1 million of non-performing assets at June 30, 2012 and $17.8 million at September 30, 2011.  Non-performing assets represented 0.72% of total assets at September 30, 2012 compared to 0.93% of total assets at June 30, 2012, and compared to 0.95% at September 30, 2011.  Non-performing loans totaled $12.5 million at September 30, 2012 compared to $13.9 million at June 30, 2012, and compared to $14.8 million of non-performing loans at September 30, 2011.  Non-performing loans represented 1.08% of total loans at September 30, 2012 compared with 1.21% of total outstanding loans at June 30, 2012 and 1.33% of total loans outstanding at September 30, 2011.

Non-performing Assets	9/30/12		6/30/12		9/30/11
(dollars in thousands)
Non-Accrual Loans	$	12,144	$	13,398	$	14,331
Past Due Loans (90 days or more)		-		99		-
Restructured Loans		382		386		420
Total Non-Performing Loans		12,526		13,883		14,751
Other Real Estate		1,610		4,250		3,004
Total Non-Performing Assets	$	14,136	$	18,133	$	17,755

The Company’s allowance for loan losses totaled $15.9 million at September 30, 2012, which increased modestly compared to $15.7 million at June 30, 2012 and $15.2 million at September 30, 2011.  The allowance for loan losses represented 1.37% of period end loans at September 30, 2012 and June 30, 2012 and 1.36% at September 30, 2011.  Under acquisition accounting treatment, loans acquired are recorded at fair value which includes a credit risk component, and therefore the allowance on loans acquired is not carried over from the seller.  As of September 30, 2012, the Company held a discount on acquired loans of $3.8 million.

Total deposits increased $15.8 million or 4% on an annualized basis, as of September 30, 2012 compared with June 30, 2012 total deposits and increased by approximately $65.3 million or 4% compared with September 30, 2011.

End of Period Deposit Balances	09/30/12		06/30/12		09/30/11
(dollars in thousands)
Non-interest-bearing Demand Deposits	$	327,450	$	303,040	$	272,846
IB Demand, Savings, and MMDA Accounts		933,561		944,730		881,424
Time Deposits < $100,000		248,290		259,350		283,321
Time Deposits > $100,000		109,736		96,120		116,187
	$	1,619,037	$	1,603,240	$	1,553,778

-2-

Results of Operations Highlights – Quarter ended September 30, 2012

Net income for the quarter ended September 30, 2012 totaled $6,292,000 or $0.50 per share, an increase of $325,000, or 6% on a per share basis, from the second quarter of 2012 net income of $5,967,000 or $0.47 per share, and an increase of $1,125,000, or 22%, from the third quarter of 2011 net income of $5,167,000 or $0.41 per share.

Summary Average Balance Sheet

(Tax-equivalent basis / dollars in thousands)

	Quarter Ended September 30, 2012							Quarter Ended June 30, 2012							Quarter Ended September 30, 2011
	Principal Balance		Income/ Expense		Yield/Rate			Principal Balance		Income/ Expense		Yield/Rate			Principal Balance		Income/ Expense		Yield/Rate
Assets
Federal Funds Sold and     Other Short-term     Investments	$	31,575	$	11		0.14	%	$	65,760	$	40		0.24	%	$	82,010	$	48		0.23	%
Securities		634,605		4,197		2.65	%		626,584		4,326		2.76	%		524,862		4,382		3.34	%
Loans and Leases		1,161,325		15,148		5.19	%		1,121,425		15,579		5.58	%		1,110,637		15,993		5.72	%
Total Interest Earning Assets	$	1,827,505	$	19,356		4.22	%	$	1,813,769	$	19,945		4.42	%	$	1,717,509	$	20,423		4.73	%
Liabilities
Demand Deposit Accounts	$	322,003						$	298,580						$	256,764
IB Demand, Savings, and
MMDA Accounts	$	943,035	$	387		0.16	%	$	963,060	$	457		0.19	%	$	879,435	$	989		0.45	%
Time Deposits		358,477		1,235		1.37	%		364,446		1,398		1.54	%		393,693		1,834		1.85	%
FHLB Advances and Other     Borrowings		121,340		938		3.08	%		114,932		1,059		3.71	%		128,356		1,079		3.34	%
Total Interest-Bearing Liabilities	$	1,422,852	$	2,560		0.72	%	$	1,442,438	$	2,914		0.81	%	$	1,401,484	$	3,902		1.10	%
Cost of Funds						0.56	%						0.65	%						0.90	%
Net Interest Income			$	16,796						$	17,031						$	16,521
Net Interest Margin						3.66	%						3.77	%						3.83	%

During the quarter ended September 30, 2012, net interest income totaled $16,393,000 representing a decrease of $256,000, or 2%, from the quarter ended June 30, 2012 net interest income of $16,649,000 and an increase of $190,000, or approximately 1%, compared with the third quarter 2011 net interest income of $16,203,000.  The tax equivalent net interest margin for the quarter ended September 30, 2012 was 3.66% compared to 3.77% in the second quarter of 2012 and 3.83% in the third quarter of 2011.  The decline in the net interest margin and net interest income in the third quarter of 2012 compared with the second quarter of 2012 was attributable to a lower level of accretion of loan discounts on acquired loans. Accretion of loan discounts on acquired loans contributed approximately 6 basis points on an annualized basis to the net interest margin in the third quarter of 2012 compared with 18 basis points in the second quarter of 2012 and compared to approximately 9 basis points during the third quarter of 2011.  Absent the decline in the accretion of purchased loan discount during the third quarter of 2012 compared with the second quarter of 2012, the net interest margin remained relatively stable while net interest income increased despite continued downward pressure on earning asset yields being driven by a historically low market interest rate environment and a continued very competitive marketplace for lending opportunities. The Company’s cost of funds declined by approximately 9 basis points to 0.56% during the third quarter of 2012 compared to 0.65% during the second quarter 2012 and declined 34 basis points compared to the 0.90% cost of funds during the third quarter of 2011.  This decline has been driven by a continued decline in deposit rates.

-3-

The provision for loan loss totaled $640,000 during the quarter ended September 30, 2012 representing an increase of $249,000 or 64% from the second quarter of 2012 and a decline of $660,000 or 51% from the third quarter of 2011.  During the third quarter of 2012, the provision for loan loss represented approximately 22 basis points of average loans on an annualized basis while net charge-offs represented approximately 14 basis points of average loans on an annualized basis.

During the third quarter of 2012, non-interest income totaled $6,158,000, an increase of $1,325,000, or 27%, compared with the second quarter of 2012, and an increase of $1,598,000, or 35%, compared with the third quarter of 2011.

	Quarter Ended		Quarter Ended		Quarter Ended
Non-interest Income	09/30/12		06/30/12		09/30/11
(dollars in thousands)
Trust and Investment Product Fees	$	659	$	664	$	602
Service Charges on Deposit Accounts		1,049		1,017		1,120
Insurance Revenues		1,469		1,358		1,261
Company Owned Life Insurance		213		266		233
Interchange Fee Income		418		460		395
Other Operating Income		811		316		86
Subtotal		4,619		4,081		3,697
Net Gains on Sales of Loans		941		676		863
Net Gains on Securities		598		76		-
Total Non-interest Income	$	6,158	$	4,833	$	4,560

Insurance revenues increased $111,000, or 8%, during the quarter ended September 30, 2012, compared with the second quarter of 2012 and increased $208,000, or 16%, compared with the third quarter of 2011.  The increase was largely attributable to a higher level of commercial related insurance revenues.

Other operating income increased $495,000 or 157% during the quarter ended September 30, 2012 compared with the second quarter of 2012 and increased $725,000 or 843% compared with the third quarter of 2011.  The increase in the third quarter of 2012 compared to both quarterly periods was largely related to the net gain on sales of other real estate which totaled approximately $301,000 during the third quarter of 2012 compared with a net loss on sales and write-down of other real estate of $35,000 during the second quarter of 2012 and $294,000 during the third quarter of 2011.  The remainder of the increase in the 3rd quarter 2012 compared to the 2nd quarter 2012 was largely attributable to $154,000 of fees related to loan customer interest rate swap transactions in the 3rd quarter of 2012.

Net gains on sales of loans totaled $941,000 during the quarter ended September 30, 2012, an increase of $265,000, or 39%, compared to the second quarter of 2012 and an increase of $78,000, or 9%, compared with the third quarter of 2011.  Loan sales totaled $37.8 million during the third quarter of 2012, compared with $36.3 million during the second quarter of 2012 and $25.0 million during the third quarter of 2011.

During the third quarter of 2012, the Company realized a net gain on the sale of securities of $598,000 related to the sale of approximately $40.4 million of securities.

During the quarter ended September 30, 2012, non-interest expense totaled $12,728,000, an increase of $305,000, or 2%, compared with the second quarter of 2012, and an increase of $723,000, or 6%, compared with the third quarter of 2011.

-4-

	Quarter Ended		Quarter Ended		Quarter Ended
Non-interest Expense	09/30/12		06/30/12		09/30/11
(dollars in thousands)
Salaries and Employee Benefits	$	7,261	$	6,828	$	6,687
Occupancy, Furniture and Equipment Expense		1,716		1,785		1,763
FDIC Premiums		271		283		295
Data Processing Fees		311		321		321
Professional Fees		585		587		526
Advertising and Promotion		439		396		383
Intangible Amortization		405		422		480
Other Operating Expenses		1,740		1,801		1,550
Total Non-interest Expense	$	12,728	$	12,423	$	12,005

Salaries and benefits increased $433,000, or 6%, during the quarter ended September 30, 2012 compared with the second quarter of 2012 and increased $574,000, or 9%, compared with the third quarter of 2011.  The increase in salaries and benefits during the third quarter of 2012 compared with the second quarter of 2012 was largely related to an increase in the Company’s costs related to its partially self-insured health insurance plan and increased commission payout related to higher levels of mortgage loan sales revenues in the secondary market and increased insurance revenues.   The increase in salaries and benefits during the third quarter of 2012 compared with the third quarter of 2011 was primarily the result of an increased number of full-time equivalent employees, increased costs related to the Company’s partially self-insured health insurance plan and increased commission payout related to higher levels of mortgage loan sales revenues in the secondary market and increased insurance revenues.

About German American

German American Bancorp, Inc., is a NASDAQ-traded (symbol: GABC) financial services holding company based in Jasper, Indiana.  German American, through its banking subsidiary German American Bancorp, operates 34 retail banking offices in 12 contiguous southern Indiana counties. The Company also owns a trust, brokerage, and financial planning subsidiary (German American Financial Advisors & Trust Company) and a full line property and casualty insurance agency (German American Insurance, Inc.).

Cautionary Note Regarding Forward-Looking Statements

The Company’s statements in this press release regarding the continuing growth and expansion of the Company’s business and the continuation of its trend of record-setting financial performance could be deemed to be “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 that could cause actual experience to differ from the expectations implied in this press release include the unknown future direction of interest rates and the timing and magnitude of any 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; deterioration in general economic conditions, either nationally or locally, resulting in, among other things, credit quality deterioration; capital management activities, including possible future sales of new securities, or possible repurchases or redemptions by the Company of outstanding debt or equity securities; risks of expansion through acquisitions and mergers, such as unexpected credit quality problems of the acquired loans or other assets, unexpected attrition of the customer base of the acquired institution or branches, and difficulties in integration of the acquired operations; factors driving impairment charges on investments; the impact, extent and timing of technological changes; litigation liabilities, including related costs, expenses, settlements and judgments, or the outcome of matters before regulatory agencies, whether pending or commencing in the future; actions of the Federal Reserve Board; changes in accounting principles and interpretations; potential increases of federal deposit insurance premium expense, and possible future special assessments of FDIC premiums, either industry wide or specific to the Company’s banking subsidiary; actions of the regulatory authorities under the Dodd-Frank Wall Street Reform and Consumer Protection Act and the Federal Deposit Insurance Act and other possible legislative and regulatory actions and reforms; and the continued availability of earnings and excess capital sufficient for the lawful and prudent declaration and payment of cash dividends.  Such statements reflect our views with respect to future events and are subject to these and other risks, uncertainties and assumptions relating to the operations, results of operations, growth strategy and liquidity of the Company.  Readers are cautioned not to place undue reliance on these forward-looking statements.  It is intended that these forward-looking statements speak only as of the date they are made.  We do not undertake any obligation to release publicly any revisions to these forward-looking statements to reflect future events or circumstances or to reflect the occurrence of unanticipated events.

-5-

GERMAN AMERICAN BANCORP, INC.

(unaudited, dollars in thousands except per share data)

Consolidated Balance Sheets
	September 30,			June 30,			September 30,
	2012			2012			2011
ASSETS
Cash and Due from Banks	$	33,960		$	31,537		$	32,581
Short-term Investments		29,828			11,613			19,974
Interest-bearing Time Deposits with Banks		2,715			3,718			6,750
Investment Securities		612,742			645,240			584,041
Loans Held-for-Sale		18,993			8,627			10,009
Loans, Net of Unearned Income		1,165,134			1,143,938			1,112,554
Allowance for Loan Losses		(15,922	)		(15,692	)		(15,166	)
Net Loans		1,149,212			1,128,246			1,097,388
Stock in FHLB and Other Restricted Stock		8,340			8,340			8,340
Premises and Equipment		36,730			35,413			37,264
Goodwill and Other Intangible Assets		21,942			22,347			23,977
Other Assets		47,836			48,731			50,759
TOTAL ASSETS	$	1,962,298		$	1,943,812		$	1,871,083
LIABILITIES
Non-interest-bearing Demand Deposits	$	327,450		$	303,040		$	272,846
Interest-bearing Demand, Savings, and
Money Market Accounts		933,561			944,730			881,424
Time Deposits		358,026			355,470			399,508
Total Deposits		1,619,037			1,603,240			1,553,778
Borrowings		141,074			143,132			131,400
Other Liabilities		19,218			20,290			18,858
TOTAL LIABILITIES		1,779,329			1,766,662			1,704,036
SHAREHOLDERS' EQUITY
Common Stock and Surplus		108,065			107,956			107,426
Retained Earnings		61,996			57,472			45,624
Accumulated Other Comprehensive Income		12,908			11,722			13,997
TOTAL SHAREHOLDERS' EQUITY		182,969			177,150			167,047
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY	$	1,962,298		$	1,943,812		$	1,871,083
END OF PERIOD SHARES OUTSTANDING		12,630,646			12,626,205			12,593,524
BOOK VALUE PER SHARE	$	14.49		$	14.03		$	13.26

-6-

GERMAN AMERICAN BANCORP, INC.

(unaudited, dollars in thousands except per share data)

Consolidated Statements of Income

	Three Months Ended						Nine Months Ended
	September 30,		June 30,		September 30,		September 30,		September 30,
	2012		2012		2011		2012		2011
INTEREST INCOME
Interest and Fees on Loans	$	15,082	$	15,513	$	15,933	$	46,380	$	48,620
Interest on Short-term Investments and Time Deposits		11		40		48		84		179
Interest and Dividends on Investment Securities		3,860		4,010		4,124		11,779		11,346
TOTAL INTEREST INCOME		18,953		19,563		20,105		58,243		60,145
INTEREST EXPENSE
Interest on Deposits		1,622		1,855		2,823		5,523		9,464
Interest on Borrowings		938		1,059		1,079		3,066		3,107
TOTAL INTEREST EXPENSE		2,560		2,914		3,902		8,589		12,571
NET INTEREST INCOME		16,393		16,649		16,203		49,654		47,574
Provision for Loan Losses		640		391		1,300		1,721		3,900
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES		15,753		16,258		14,903		47,933		43,674
NON-INTEREST INCOME
Net Gain on Sales of Loans		941		676		863		2,330		1,651
Net Gain on Securities		598		76		-		692		1,045
Other Non-interest Income		4,619		4,081		3,697		12,770		12,240
TOTAL NON-INTEREST INCOME		6,158		4,833		4,560		15,792		14,936
NON-INTEREST EXPENSE
Salaries and Benefits		7,261		6,828		6,687		21,409		20,810
Other Non-interest Expenses		5,467		5,595		5,318		16,335		17,336
TOTAL NON-INTEREST EXPENSE		12,728		12,423		12,005		37,744		38,146
Income before Income Taxes		9,183		8,668		7,458		25,981		20,464
Income Tax Expense		2,891		2,701		2,291		8,120		5,788
NET INCOME	$	6,292	$	5,967	$	5,167	$	17,861	$	14,676
BASIC EARNINGS PER SHARE	$	0.50	$	0.47	$	0.41	$	1.42	$	1.17
DILUTED EARNINGS PER SHARE	$	0.50	$	0.47	$	0.41	$	1.41	$	1.17
WEIGHTED AVERAGE SHARES OUTSTANDING		12,628,335		12,627,715		12,593,521		12,618,863		12,577,558
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING		12,648,924		12,638,526		12,598,212		12,633,872		12,583,277

-7-

GERMAN AMERICAN BANCORP, INC.

(unaudited, dollars in thousands except per share data)

	Three Months Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2012			2012			2011			2012			2011
EARNINGS PERFORMANCE RATIOS
Annualized Return on Average Assets		1.29	%		1.23	%		1.12	%		1.24	%		1.09	%
Annualized Return on Average Equity		13.97	%		13.66	%		12.74	%		13.61	%		12.42	%
Net Interest Margin		3.66	%		3.77	%		3.83	%		3.77	%		3.87	%
Efficiency Ratio (1)		55.45	%		56.82	%		56.95	%		56.67	%		60.19	%
Net Overhead Expense to Average Earning Assets (2)		1.44	%		1.67	%		1.73	%		1.63	%		1.85	%
ASSET QUALITY RATIOS
Annualized Net Charge-offs to Average Loans		0.14	%		0.17	%		0.33	%		0.13	%		0.25	%
Allowance for Loan Losses to Period End Loans		1.37	%		1.37	%		1.36	%
Non-performing Assets to Period End Assets		0.72	%		0.93	%		0.95	%
Non-performing Loans to Period End Loans		1.08	%		1.21	%		1.33	%
Loans 30-89 Days Past Due to Period End Loans		0.40	%		0.43	%		0.39	%
SELECTED BALANCE SHEET & OTHER FINANCIAL DATA
Average Assets	$	1,945,853		$	1,935,262		$	1,837,445		$	1,921,181		$	1,797,257
Average Earning Assets	$	1,827,505		$	1,813,769		$	1,717,509		$	1,800,357		$	1,673,071
Average Total Loans	$	1,161,325		$	1,121,425		$	1,110,637		$	1,132,352		$	1,110,640
Average Demand Deposits	$	322,003		$	298,580		$	256,764		$	304,214		$	249,529
Average Interest Bearing Liabilities	$	1,422,852		$	1,442,438		$	1,401,484		$	1,422,066		$	1,375,343
Average Equity	$	180,181		$	174,728		$	162,199		$	174,979		$	157,498
Period End Non-performing Assets (3)	$	14,136		$	18,133		$	17,755
Period End Non-performing Loans (4)	$	12,526		$	13,883		$	14,751
Period End Loans 30-89 Days Past Due (5)	$	4,603		$	4,929		$	4,340
Tax Equivalent Net Interest Income	$	16,796		$	17,031		$	16,521		$	50,816		$	48,440
Net Charge-offs during Period	$	410		$	465		$	914		$	1,111		$	2,051

(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.
(5)	Loans 30-89 days past due and still accruing.