SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                            FIRST INDIANA CORPORATION
             (Exact name of registrant as specified in its charter)

                 Indiana                              35-1692825
      (State or other jurisdiction of              (I.R.S. Employer
      incorporation or organization)              Identification No.)

135 North Pennsylvania Street, Suite 2800
        Indianapolis, Indiana                           46204
(Address of principal executive offices)              (Zip Code)

     SOMERSET FINANCIAL SERVICES, A SUBSIDIARY OF FIRST INDIANA CORPORATION,
                     PROFIT-SHARING AND 401(K) SAVINGS PLAN
                            (Full title of the plan)

                               Owen B. Melton, Jr.
                      President and Chief Operating Officer
                            First Indiana Corporation
                    135 North Pennsylvania Street, Suite 2800
                           Indianapolis, Indiana 46204
                     (Name and address of agent for service)

                                 (317) 269-1220
          (Telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
 -------------------------------------------------------------------------------
                                        Proposed    Proposed
  Title of                              Maximum     Maximum
Securities                Amount        Offering    Aggregate        Amount of
   to be                   to be        Price per   Offering       Registration
registered              registered        Share       Price             Fee
--------------------------------------------------------------------------------
Plan Interest under
the Plan specified
above                       (1)            (1)         (1)             $ 0
--------------------------------------------------------------------------------
(1) Pursuant to Rule 416(c) under the Securities Act of 1933, this Registration
Statement covers an indeterminate amount of interests to be offered or sold
pursuant to the employee benefit plan described herein. Pursuant to Rule 457, no
filing fee is due.


<PAGE>


PART II  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

      The following documents, all of which are on file with the Securities and
Exchange Commission (the "Commission"), are hereby incorporated by reference in
this registration statement:

(a)   The Annual Report on Form 10-K for First Indiana Corporation for the year
      ended December 31, 2001;

(b)   The Annual Report of the Plan on Form 11-K for the year ended December 31,
      2001;

(c)   The Quarterly Report on Form 10-Q for First Indiana Corporation for the
      quarter ended March 31, 2002;

(d)   The Current Reports on Form 8-K for First Indiana Corporation filed on
      January 16, 2002, January 17, 2002, April 16, 2002, April 30,
      2002, May 29, 2002 and July 16, 2002; and

(e)   The First Indiana Corporation Proxy Statement dated March 20, 2002.

     All documents subsequently filed by First Indiana Corporation pursuant to
Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as
amended, prior to the filing of a post-effective amendment which indicates that
all securities offered hereunder have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be incorporated by
reference herein and to be a part hereof from the date of filing such reports
and documents.

     For purposes of this Registration Statement, any statement contained in a
report, document or appendix incorporated or deemed to be incorporated by
reference in this Registration Statement shall be deemed to be modified or
superseded to the extent that a statement contained in this Registration
Statement or in any subsequently filed report, document or appendix which also
is or is deemed incorporated by reference modifies or supersedes such statement
in such report, document or appendix. Any statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part
of this Registration Statement.

     Upon the written or oral request of any person to whom this Registration
Statement has been delivered, First Indiana Corporation will provide without
charge to such person a copy of any and all of the information (excluding
exhibits thereto unless such exhibits are specifically incorporated by reference
into such information) that has been incorporated by reference into this
Registration Statement but not delivered herewith. Requests should be directed
to Investor Relations Department, First Indiana Corporation, 135 North
Pennsylvania Street, Indianapolis, Indiana 46204, (317) 269-1395.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

     Not Applicable.

Item 6.  Indemnification of Directors and Officers.

     First Indiana Corporation is an Indiana corporation. Chapter 37 of The
Indiana Business Corporation Law (the "IBCL") requires a corporation, unless its
articles of incorporation provide otherwise, to indemnify a director or an
officer of the corporation who is wholly successful, on the merits or otherwise,
in the defense of any threatened, pending or completed action, suit or
proceeding, whether civil, criminal, administrative or investigative and whether
formal or informal, against reasonable expenses, including counsel fees,
incurred in connection with the proceeding. The First Indiana Corporation
Articles of Incorporation do not contain any provision prohibiting such
indemnification.


                                       2


<PAGE>


     The IBCL also permits a corporation to indemnify a director, officer,
employee or agent who is made a party to a proceeding because the person was a
director, officer, employee or agent of the corporation against liability
incurred in the proceeding if (i) the individual's conduct was in good faith and
(ii) the individual reasonably believed (A) in the case of conduct in the
individual 's official capacity with the corporation that the conduct was in the
corporation's best interests and (B) in all other cases that the individual's
conduct was at least not opposed to the corporation's best interests and (iii)
in the case of a criminal proceeding, the individual either (A) had reasonable
cause to believe the individual's conduct was lawful or (B) had no reasonable
cause to believe the individual's conduct was unlawful. The First Indiana
Corporation bylaws contain a provision substantially identical to this IBCL
provision. The IBCL also permits a corporation to pay for or reimburse
reasonable expenses incurred before the final disposition of the proceeding and
permits a court of competent jurisdiction to order a corporation to indemnify a
director or officer if the court determines that the person is fairly and
reasonably entitled to indemnification in view of all the relevant
circumstances, whether or not the person met the standards for indemnification
otherwise provided in the IBCL.

     First Indiana Corporation has in effect a policy of liability insurance
covering its directors and officers.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

23     Consent of KPMG LLP.

Pursuant to the instructions for Form S-8, the Registrant hereby undertakes that
it has submitted or will submit the Plan and any amendments thereto to the
Internal Revenue Service (the "IRS") in a timely manner and will make all
changes required by the IRS to order to qualify the Plan under Section 401 of
the Internal Revenue Code.


                                       3


<PAGE>


Item 9.  Undertakings.

A.   The undersigned registrant hereby undertakes:

     (1) To file, during any period in which offers or sales are being made, a
         post-effective amendment to this registration statement:

              (i)  To include any prospectus required by section 10(a)(3) of the
              Securities Act of 1933.

              (ii) To reflect in the prospectus any facts or events arising
              after the effective date of the registration statement (or the
              most recent post-effective amendment thereof) which, individually
              or in the aggregate, represent a fundamental change in the
              information set forth in the registration statement.
              Notwithstanding the foregoing, any increase or decrease in volume
              of securities offered (if the total dollar value of securities
              offered would not exceed that which was registered) and any
              deviation from the low or high end of the estimated maximum
              offering range may be reflected in the form of prospectus filed
              with the Commission pursuant to Rule 424(b) if, in the aggregate,
              the changes in volume and price represent no more than a 20%
              change in the maximum aggregate offering price set forth in the
              "Calculation of Registration Fee" table in the effective
              registration statement.

              (iii)To include any material information with respect to the plan
              of distribution not previously disclosed in the registration
              statement or any material change to such information in the
              registration statement;

     PROVIDED, HOWEVER, that paragraphs (A)(1)(i) and (A)(1)(ii) do not apply if
     the registration statement is on Form S-3, Form S-8 or Form F-3, and the
     information required to be included in a post-effective amendment by those
     paragraphs is contained in periodic reports filed with or furnished to the
     Commission by the registrant pursuant to section 13 or section 15(d) of the
     Securities Exchange Act of 1934 that are incorporated by reference in the
     registration statement.

     (2) That, for the purpose of determining any liability under the Securities
         Act of 1933, each such post-effective amendment shall be deemed to be a
         new registration statement relating to the securities offered therein,
         and the offering of such securities at that time shall be deemed to be
         the initial bona fide offering thereof.

     (3) To remove from registration by means of a post-effective amendment any
         of the securities being registered which remain unsold at the
         termination of the offering.

     (4) If the registrant is a foreign private issuer, to file a post-effective
         amendment to the registration statement to include any financial
         statements required by Rule 3-19 to Regulation S-X at the start of any
         delayed offering or throughout a continuous offering. Financial
         statements and information otherwise required by Section 10(a)(3) of
         the Act need not be furnished, provided that the registrant includes in
         the prospectus, by means of a post-effective amendment, financial
         statements required pursuant to this paragraph (A)(4) and other
         information necessary to ensure that all other information in the
         prospectus is at least as current as the date of those financial
         statements. Notwithstanding the foregoing, with respect to registration
         statements on Form F-3, a post-effective amendment need not be filed to
         include financial statements and information required by Section
         10(a)(3) of the Act or Rule 3-19 of Regulation S-X if such financial
         statements and information are contained in periodic reports filed with
         or furnished to the Commission by the registrant pursuant to section 13
         or section 15(d) of the Securities Exchange Act of 1934 that are
         incorporated by reference in the Form F-3.

B.   The undersigned registrant hereby undertakes that, for purposes of
     determining any liability under the Securities Act of 1933, each filing of
     the registrant's annual report pursuant to section 13(a) or section 15(d)
     of the Securities Exchange Act of 1934 (and, where applicable, each filing
     of an employee benefit plan's annual report pursuant to section 15(d) of
     the Securities Exchange Act of 1934) that is incorporated by reference in
     the registration statement shall be deemed to be a new registration
     statement relating to the securities offered therein, and the offering of
     such securities at that time shall be deemed to be the initial bona fide
     offering thereof.


                                       4


<PAGE>


C.   Insofar as indemnification for liabilities arising under the Securities Act
     of 1933 may be permitted to directors, officers and controlling persons of
     the registrant pursuant to the foregoing provisions, or otherwise, the
     registrant has been advised that in the opinion of the Securities and
     Exchange Commission such indemnification is against public policy as
     expressed in the Act and is, therefore, unenforceable.  In the event that a
     claim for indemnification against such liabilities (other than the payment
     by the registrant of expenses incurred or paid by a director, officer or
     controlling person of the registrant in the successful defense of any
     action, suit or proceeding) is asserted by such director, officer or
     controlling person in connection with the securities being registered, the
     registrant will, unless in the opinion of its counsel the matter has been
     settled by controlling precedent, submit to a court of appropriate
     jurisdiction the question whether such indemnification by it is against
     public policy as expressed in the Act and will be governed by the final
     adjudication of such issue.


                                       5


<PAGE>




SIGNATURES

THE REGISTRANT. Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Indianapolis, Indiana, on July 17, 2002.

                                               FIRST INDIANA CORPORATION


                                              By: /s/ Owen B. Melton, Jr.
                                                  ____________________________
                                                  Owen B. Melton, Jr.
                                                  President and
                                                  Chief Operating Officer

    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed on July 17, 2002, by the following
persons in the capacities indicated.

     Signature                      Title

/s/ Robert H. McKinney
------------------------
Robert H. McKinney                  Director and Chairman

/s/ Marni McKinney
------------------------
Marni McKinney                      Director, Vice Chairman and Chief Executive
                                    Officer
                                    (Principal Executive Officer)
/s/ Owen B. Melton, Jr.
------------------------
Owen B. Melton, Jr.                 Director, President and Chief Operating
                                    Officer

/s/ Gerald L. Bepko
------------------------
Gerald L. Bepko                     Director

/s/ Anat Bird
------------------------
Anat Bird                           Director

/s/ Pedro P. Granadillo
------------------------
Pedro P. Granadillo                 Director

/s/ Andrew Jacobs, Jr.
------------------------
Andrew Jacobs, Jr.                  Director

/s/ Phyllis W. Minott
------------------------
Phyllis W. Minott                   Director


                                       6


<page>


/s/ Michael L. Smith
------------------------
Michael L. Smith                    Director

/s/ John W. Wynne
------------------------
John W. Wynne                       Director

/s/ William J. Brunner
------------------------
William J. Brunner                  Senior Vice President and Chief Financial
                                    Officer
                                    (Principal Financial Officer and Principal
                                    Accounting Officer)



     THE PLAN. Pursuant to the requirements of the Securities Act of 1933, the
Trustee has duly caused this registration statement to be signed on its behalf
by the undersigned, thereunto duly authorized, in the City of Indianapolis,
State of Indiana, on July 17, 2002.


                               SOMERSET FINANCIAL SERVICES,
                               A SUBSIDIARY OF FIRST INDIANA CORPORATION,
                               PROFIT-SHARING AND 401(K) SAVINGS PLAN

                               By:  FIRST INDIANA BANK, N.A. as Trustee


                                   By: /s/ Ralph G. Nowak
                                       ______________________________________
                                       Ralph G. Nowak
                                       President of FirstTrust Indiana Division


                                       7
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SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                            FIRST INDIANA CORPORATION
             (Exact name of registrant as specified in its charter)

                 Indiana                              35-1692825
      (State or other jurisdiction of              (I.R.S. Employer
      incorporation or organization)              Identification No.)

135 North Pennsylvania Street, Suite 2800
        Indianapolis, Indiana                           46204
(Address of principal executive offices)              (Zip Code)

     SOMERSET FINANCIAL SERVICES, A SUBSIDIARY OF FIRST INDIANA CORPORATION,
                     PROFIT-SHARING AND 401(K) SAVINGS PLAN
                            (Full title of the plan)

                               Owen B. Melton, Jr.
                      President and Chief Operating Officer
                            First Indiana Corporation
                    135 North Pennsylvania Street, Suite 2800
                           Indianapolis, Indiana 46204
                     (Name and address of agent for service)

                                 (317) 269-1220
          (Telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
 -------------------------------------------------------------------------------
                                        Proposed    Proposed
  Title of                              Maximum     Maximum
Securities                Amount        Offering    Aggregate        Amount of
   to be                   to be        Price per   Offering       Registration
registered              registered        Share       Price             Fee
--------------------------------------------------------------------------------
Plan Interest under
the Plan specified
above                       (1)            (1)         (1)             $ 0
--------------------------------------------------------------------------------
(1) Pursuant to Rule 416(c) under the Securities Act of 1933, this Registration
Statement covers an indeterminate amount of interests to be offered or sold
pursuant to the employee benefit plan described herein. Pursuant to Rule 457, no
filing fee is due.
PART II  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

      The following documents, all of which are on file with the Securities and
Exchange Commission (the "Commission"), are hereby incorporated by reference in
this registration statement:

(a)   The Annual Report on Form 10-K for First Indiana Corporation for the year
      ended December 31, 2001;

(b)   The Annual Report of the Plan on Form 11-K for the year ended December 31,
      2001;

(c)   The Quarterly Report on Form 10-Q for First Indiana Corporation for the
      quarter ended March 31, 2002;

(d)   The Current Reports on Form 8-K for First Indiana Corporation filed on
      January 16, 2002, January 17, 2002, April 16, 2002, April 30,
      2002, May 29, 2002 and July 16, 2002; and

(e)   The First Indiana Corporation Proxy Statement dated March 20, 2002.

     All documents subsequently filed by First Indiana Corporation pursuant to
Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as
amended, prior to the filing of a post-effective amendment which indicates that
all securities offered hereunder have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be incorporated by
reference herein and to be a part hereof from the date of filing such reports
and documents.

     For purposes of this Registration Statement, any statement contained in a
report, document or appendix incorporated or deemed to be incorporated by
reference in this Registration Statement shall be deemed to be modified or
superseded to the extent that a statement contained in this Registration
Statement or in any subsequently filed report, document or appendix which also
is or is deemed incorporated by reference modifies or supersedes such statement
in such report, document or appendix. Any statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part
of this Registration Statement.

     Upon the written or oral request of any person to whom this Registration
Statement has been delivered, First Indiana Corporation will provide without
charge to such person a copy of any and all of the information (excluding
exhibits thereto unless such exhibits are specifically incorporated by reference
into such information) that has been incorporated by reference into this
Registration Statement but not delivered herewith. Requests should be directed
to Investor Relations Department, First Indiana Corporation, 135 North
Pennsylvania Street, Indianapolis, Indiana 46204, (317) 269-1395.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

     Not Applicable.

Item 6.  Indemnification of Directors and Officers.

     First Indiana Corporation is an Indiana corporation. Chapter 37 of The
Indiana Business Corporation Law (the "IBCL") requires a corporation, unless its
articles of incorporation provide otherwise, to indemnify a director or an
officer of the corporation who is wholly successful, on the merits or otherwise,
in the defense of any threatened, pending or completed action, suit or
proceeding, whether civil, criminal, administrative or investigative and whether
formal or informal, against reasonable expenses, including counsel fees,
incurred in connection with the proceeding. The First Indiana Corporation
Articles of Incorporation do not contain any provision prohibiting such
indemnification.

                                       2
The IBCL also permits a corporation to indemnify a director, officer,
employee or agent who is made a party to a proceeding because the person was a
director, officer, employee or agent of the corporation against liability
incurred in the proceeding if (i) the individual's conduct was in good faith and
(ii) the individual reasonably believed (A) in the case of conduct in the
individual 's official capacity with the corporation that the conduct was in the
corporation's best interests and (B) in all other cases that the individual's
conduct was at least not opposed to the corporation's best interests and (iii)
in the case of a criminal proceeding, the individual either (A) had reasonable
cause to believe the individual's conduct was lawful or (B) had no reasonable
cause to believe the individual's conduct was unlawful. The First Indiana
Corporation bylaws contain a provision substantially identical to this IBCL
provision. The IBCL also permits a corporation to pay for or reimburse
reasonable expenses incurred before the final disposition of the proceeding and
permits a court of competent jurisdiction to order a corporation to indemnify a
director or officer if the court determines that the person is fairly and
reasonably entitled to indemnification in view of all the relevant
circumstances, whether or not the person met the standards for indemnification
otherwise provided in the IBCL.

     First Indiana Corporation has in effect a policy of liability insurance
covering its directors and officers.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

23     Consent of KPMG LLP.

Pursuant to the instructions for Form S-8, the Registrant hereby undertakes that
it has submitted or will submit the Plan and any amendments thereto to the
Internal Revenue Service (the "IRS") in a timely manner and will make all
changes required by the IRS to order to qualify the Plan under Section 401 of
the Internal Revenue Code.

                                       3
Item 9.  Undertakings.

A.   The undersigned registrant hereby undertakes:

     (1) To file, during any period in which offers or sales are being made, a
         post-effective amendment to this registration statement:

              (i)  To include any prospectus required by section 10(a)(3) of the
              Securities Act of 1933.

              (ii) To reflect in the prospectus any facts or events arising
              after the effective date of the registration statement (or the
              most recent post-effective amendment thereof) which, individually
              or in the aggregate, represent a fundamental change in the
              information set forth in the registration statement.
              Notwithstanding the foregoing, any increase or decrease in volume
              of securities offered (if the total dollar value of securities
              offered would not exceed that which was registered) and any
              deviation from the low or high end of the estimated maximum
              offering range may be reflected in the form of prospectus filed
              with the Commission pursuant to Rule 424(b) if, in the aggregate,
              the changes in volume and price represent no more than a 20%
              change in the maximum aggregate offering price set forth in the
              "Calculation of Registration Fee" table in the effective
              registration statement.

              (iii)To include any material information with respect to the plan
              of distribution not previously disclosed in the registration
              statement or any material change to such information in the
              registration statement;

     PROVIDED, HOWEVER, that paragraphs (A)(1)(i) and (A)(1)(ii) do not apply if
     the registration statement is on Form S-3, Form S-8 or Form F-3, and the
     information required to be included in a post-effective amendment by those
     paragraphs is contained in periodic reports filed with or furnished to the
     Commission by the registrant pursuant to section 13 or section 15(d) of the
     Securities Exchange Act of 1934 that are incorporated by reference in the
     registration statement.

     (2) That, for the purpose of determining any liability under the Securities
         Act of 1933, each such post-effective amendment shall be deemed to be a
         new registration statement relating to the securities offered therein,
         and the offering of such securities at that time shall be deemed to be
         the initial bona fide offering thereof.

     (3) To remove from registration by means of a post-effective amendment any
         of the securities being registered which remain unsold at the
         termination of the offering.

     (4) If the registrant is a foreign private issuer, to file a post-effective
         amendment to the registration statement to include any financial
         statements required by Rule 3-19 to Regulation S-X at the start of any
         delayed offering or throughout a continuous offering. Financial
         statements and information otherwise required by Section 10(a)(3) of
         the Act need not be furnished, provided that the registrant includes in
         the prospectus, by means of a post-effective amendment, financial
         statements required pursuant to this paragraph (A)(4) and other
         information necessary to ensure that all other information in the
         prospectus is at least as current as the date of those financial
         statements. Notwithstanding the foregoing, with respect to registration
         statements on Form F-3, a post-effective amendment need not be filed to
         include financial statements and information required by Section
         10(a)(3) of the Act or Rule 3-19 of Regulation S-X if such financial
         statements and information are contained in periodic reports filed with
         or furnished to the Commission by the registrant pursuant to section 13
         or section 15(d) of the Securities Exchange Act of 1934 that are
         incorporated by reference in the Form F-3.

B.   The undersigned registrant hereby undertakes that, for purposes of
     determining any liability under the Securities Act of 1933, each filing of
     the registrant's annual report pursuant to section 13(a) or section 15(d)
     of the Securities Exchange Act of 1934 (and, where applicable, each filing
     of an employee benefit plan's annual report pursuant to section 15(d) of
     the Securities Exchange Act of 1934) that is incorporated by reference in
     the registration statement shall be deemed to be a new registration
     statement relating to the securities offered therein, and the offering of
     such securities at that time shall be deemed to be the initial bona fide
     offering thereof.

                                       4
C.   Insofar as indemnification for liabilities arising under the Securities Act
     of 1933 may be permitted to directors, officers and controlling persons of
     the registrant pursuant to the foregoing provisions, or otherwise, the
     registrant has been advised that in the opinion of the Securities and
     Exchange Commission such indemnification is against public policy as
     expressed in the Act and is, therefore, unenforceable.  In the event that a
     claim for indemnification against such liabilities (other than the payment
     by the registrant of expenses incurred or paid by a director, officer or
     controlling person of the registrant in the successful defense of any
     action, suit or proceeding) is asserted by such director, officer or
     controlling person in connection with the securities being registered, the
     registrant will, unless in the opinion of its counsel the matter has been
     settled by controlling precedent, submit to a court of appropriate
     jurisdiction the question whether such indemnification by it is against
     public policy as expressed in the Act and will be governed by the final
     adjudication of such issue.

                                       5
SIGNATURES

THE REGISTRANT. Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Indianapolis, Indiana, on July 17, 2002.

                                               FIRST INDIANA CORPORATION

                                              By: /s/ Owen B. Melton, Jr.
                                                  ____________________________
                                                  Owen B. Melton, Jr.
                                                  President and
                                                  Chief Operating Officer

    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed on July 17, 2002, by the following
persons in the capacities indicated.

     Signature                      Title

/s/ Robert H. McKinney
------------------------
Robert H. McKinney                  Director and Chairman

/s/ Marni McKinney
------------------------
Marni McKinney                      Director, Vice Chairman and Chief Executive
                                    Officer
                                    (Principal Executive Officer)
/s/ Owen B. Melton, Jr.
------------------------
Owen B. Melton, Jr.                 Director, President and Chief Operating
                                    Officer

/s/ Gerald L. Bepko
------------------------
Gerald L. Bepko                     Director

/s/ Anat Bird
------------------------
Anat Bird                           Director

/s/ Pedro P. Granadillo
------------------------
Pedro P. Granadillo                 Director

/s/ Andrew Jacobs, Jr.
------------------------
Andrew Jacobs, Jr.                  Director

/s/ Phyllis W. Minott
------------------------
Phyllis W. Minott                   Director

                                       6
/s/ Michael L. Smith
------------------------
Michael L. Smith                    Director

/s/ John W. Wynne
------------------------
John W. Wynne                       Director

/s/ William J. Brunner
------------------------
William J. Brunner                  Senior Vice President and Chief Financial
                                    Officer
                                    (Principal Financial Officer and Principal
                                    Accounting Officer)

     THE PLAN. Pursuant to the requirements of the Securities Act of 1933, the
Trustee has duly caused this registration statement to be signed on its behalf
by the undersigned, thereunto duly authorized, in the City of Indianapolis,
State of Indiana, on July 17, 2002.

                               SOMERSET FINANCIAL SERVICES,
                               A SUBSIDIARY OF FIRST INDIANA CORPORATION,
                               PROFIT-SHARING AND 401(K) SAVINGS PLAN

                               By:  FIRST INDIANA BANK, N.A. as Trustee

                                   By: /s/ Ralph G. Nowak
                                       ______________________________________
                                       Ralph G. Nowak
                                       President of FirstTrust Indiana Division

                                       7