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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 24, 2009

MainSource Financial Group, Inc.


(Exact name of registrant as specified in its charter)

Indiana 0-12422 35-1562245


(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

2105 N. State Road 3 Bypass


Greensburg, Indiana 47240
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (812) 663-6734

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 240.425)

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))
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Item 8.01. Other Events.

On February 24, 2009, MainSource Financial Group, Inc. issued a press release announcing that its Board of Directors had declared a
quarterly dividend of $.145 per share payable on March 16, 2009 to common shareholders of record as of March 6, 2009. A copy of the press
release is furnished as Exhibit 99.1 to this Report.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release of MainSource Financial Group, Inc. dated February 24, 2009.

* * *

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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.

Date: February 24, 2009

MAINSOURCE FINANCIAL GROUP, INC.

By: /s/ Archie M. Brown, Jr.


Archie M. Brown, Jr.
President and Chief Executive Officer

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EXHIBIT INDEX

Exh ibit
Nu m be r De scription

99.1 Press Release of MainSource Financial Group, Inc. dated February 24, 2009.

Exhibit 99.1

NEWS RELEASE

DATE: February 24, 2009 4:30 p.m. E.S.T


CONTACT: Archie M. Brown, Jr., President and CEO
MainSource Financial Group, Inc. 812-663-6734

First Quarter Dividend Declared


MainSource Financial Group — NASDAQ, MSFG

Greensburg, Indiana (NASDAQ: MSFG) Archie M. Brown, Jr., President & Chief Executive Officer of MainSource Financial Group, announced
today that on February 23, 2009, the Board of Directors of MainSource Financial Group declared a dividend of $0.145 per share payable on
March 16, 2009, to shareholders of record as of March 6, 2009.

Mr. Brown stated, “We are in one of the most difficult periods in our industry and the impact of the severe recession is being felt by
consumers and businesses alike. However, we believe our capital levels are strong and our earnings outlook supports the decision to pay the
dividend at current levels. We will continue to evaluate our earnings performance and outlook throughout this economic cycle and make
appropriate decisions about the dividend. We believe maintaining the dividend is an important part of providing shareholder value and we
want to thank our shareholders for supporting us during this extraordinary period in our industry.”

MainSource Financial Group is listed on the NASDAQ National Market (under the symbol: “MSFG”) and is a community-focused, financial
holding company with assets of approximately $2.9 billion. The Company operates 85 banking offices through its three banking subsidiaries,
MainSource Bank, Greensburg, Indiana, MainSource Bank of Illinois, Kankakee, Illinois, and MainSource Bank - Ohio, Troy, Ohio. Through its
non-banking subsidiaries, MainSource Insurance LLC, and MainSource Title LLC, the Company and its banking subsidiaries provide various
related financial services.

Forward-Looking Statements

Except for historical information contained herein, the discussion in this press release may include certain forward-looking statements based
upon management expectations, goals and projections, which are subject to numerous assumptions, risks and uncertainties. Factors which
could cause future results to differ materially from these expectations include, but are not limited to, the following: general economic
conditions; legislative and regulatory initiatives; monetary and fiscal policies of the federal government; deposit flows; the costs of funds;
general market rates of interest; interest rates on competing investments; demand for loan products; demand for financial services; changes in
accounting policies or guidelines; changes in the quality or composition of the Company’s loan and investment portfolios; the Company’s
ability to integrate acquisitions; the impact of our continuing acquisition strategy; and other factors, including various “risk factors” as set
forth in our most recent Annual Report on Form 10-K and in other reports we file from time to time with the Securities and Exchange
Commission. These reports are available publicly on the SEC website, www.sec.gov, and on the Company’s website,
www.mainsourcefinancial.com.

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