Registration No. __________



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM S-8

                             REGISTRATION STATEMENT

                                      Under

                           The Securities Act of 1933


                             1st SOURCE CORPORATION
             (Exact name of registrant as specified in its charter)

          Indiana                                         35-1068133
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

              100 North Michigan Street, South Bend, Indiana 46601
                    (Address of Principal Executive Offices)

           TRUSTCORP MORTGAGE COMPANY EMPLOYEE RETIREMENT SAVINGS PLAN
                            (Full title of the plan)

                                Larry E. Lentych
                             1st Source Corporation
                            100 North Michigan Street
                            South Bend, Indiana 46601
                     (Name and address of agent for service)


                                 (219) 235-2702
          (Telephone number, including area code, of agent for service)

                        CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
                                     Proposed     Proposed
Title of Each Class                  Maximum      Maximum
  of Securities     Amount           Offering     Aggregate          Amount of
      to be          to be           Price Per    Offering         Registration
   Registered     Registered         Share (1)    Price  (1)           Fee
--------------------------------------------------------------------------------
Common Stock,
without par value 200,000 Shares(2)  $21.505 (3)  $4,301,000.00 (3)    $1,075.00

--------------------------------------------------------------------------------

(1)      Calculated  pursuant  to Rule  457(c) and (h),  on June 22,  2001,  the
         average of the high and low price of the  registrant's  Common Stock on
         the NASDAQ National Market System was $21.505.

(2)       In addition,  pursuant to Rule 416(c) under the Securities Act of 1933
          (the "Securities  Act"),  this  registration  statement also covers an
          indeterminate  number of interests  to be offered or sold  pursuant to
          the employee benefit plan described  herein,  plus such  indeterminate
          number of  additional  shares as may be  authorized in the event of an
          adjustment  as a result of an increase in the number of issued  shares
          of Common Stock resulting from the payment of stock dividends or stock
          splits or certain other capital adjustments.

(3)       Estimated solely for the purpose of calculating the registration fee.



<PAGE>


                                     PART II


Item 3.   Incorporation of Documents by Reference.

The following  information  heretofore  filed with the  Securities  and Exchange
Commission (the "Commission")  pursuant to the Securities  Exchange Act of 1934,
as amended (the "Exchange Act"), is incorporated herein by reference:

     (a)  The registrant's latest Annual Report on form 10-K.

     (b)  All other  reports  filed  pursuant  to Section  13(a) or 15(d) of the
          Exchange  Act since the end of the fiscal  year  covered by the Annual
          Report referred to in (a) above.

     (c)  The   information   set  forth  under  the  caption   "Description  of
          Registrant's   Securities  to  be  Registered"  in  the   registrant's
          Registration  Statement on Form S-2, Reg. No. 33-9087,  dated December
          16, 1986, including any amendments or reports filed for the purpose of
          updating that description.

All documents filed by the registrant or the Trustcorp Mortgage Company Employee
Retirement  Savings Plan pursuant to Sections 13(a),  13(c), 14 and 15(d) of the
Exchange Act after the date of this Registration Statement and before the filing
of a post-effective  amendment  indicating that all securities offered under the
Plan have been sold or deregistering all securities then remaining unsold, shall
be deemed to be incorporated by reference in this Registration  Statement and to
be a part hereof from the date of filing of those documents.

Item 4.   Description of Securities.

     Not applicable

Item 5.   Interests of Named Experts and Counsel.

     Not applicable

Item 6.   Indemnification of Directors and Officers.

The  Indiana  Business   Corporation  Law  (Section   23-1-37)  grants  to  each
corporation  the power to  advance  reasonable  expenses  and to  indemnify  its
directors,  officers,  employees  or  agents  against  judgments,   settlements,
penalties,  fines and  reasonable  expenses  incurred  in  certain  proceedings,
provided,  that an  appropriate  determination  is made that the person acted in
good faith and  reasonably  believed,  if acting in official  capacity,  that he
acted  in the  Company's  best  interests.  Furthermore,  unless  the  Company's
articles of incorporation  provide  otherwise,  a corporation must indemnify any
director or officer against reasonable  expenses incurred in connection with any
proceeding  to which the person was a party if he was wholly  successful  in the
defense of such proceeding.  This statute provides,  however, that the statutory
provisions for  indemnification and advancement of expenses are not exclusive of
any other such  rights  provided  by the  articles  of  incorporation,  by-laws,
resolution,  or other  authorization  adopted by a  majority  vote of the voting
shares then issued and  outstanding.  This statute further provides that if such
other  provisions for the  indemnification  and advancement of expenses are more
restrictive  than the statute,  indemnification  and advancement of expenses are
valid only to the extent consistent with such other provisions.

Each past, present or future Director or Officer of the Corporation shall be and
hereby is indemnified by the  Corporation  against all liability  (including the
expense of defending against such liability and any payment of money or delivery
of property made in satisfaction or settlement  thereof,  but excluding any such
payment or delivery made to the  Corporation  for its  accounts),  which results
from any claim, suit or proceeding  threatened or commenced against him, whether
or not he is then such a  Director  or  Officer,  for acts  alleged to have been
committed  or omitted by him as such  Director or Officer,  or as an employee of
the Corporation, provided (a) he is adjudged not guilty of willful misconduct or
dereliction  of duty by a judgment or decree  entered by any court in respect of
such claim,  suit or  proceeding,  or (b) he is determined not guilty of willful
misconduct  or  dereliction  of duty by a  majority  vote of the whole  Board of
Directors,  if no  such  judgment  or  decree  is  entered,  or if  entered,  no
adjudication is made therein in respect of willful  misconduct or dereliction of
duty.  directors  who are  embraced in the claim,  suit or  proceeding  shall be
disqualified  from  participating  in any  such  determination  by the  Board of
Directors,  both in respect of their own  misconduct or  dereliction of duty, if
any, and that of others.  In the event a majority of the Board of Directors  are
thus disqualified, such determination in respect of misconduct or dereliction of
duty shall be made by  independent  counsel  who shall be selected by a majority
vote of all  the  whole  Board  of  Directors.  Those  Directors  who  would  be
disqualified from  participating in a determination by the Board of Directors in
respect of such misconduct or dereliction of duty may  nevertheless  participate
in the  selection of such counsel.  Such counsel at the time of their  selection
may be  counsel of the  Corporation  in other  matters,  but shall not be in the
employ of the Corporation in a salaried  capacity.  The right of indemnification
herein  provided  shall not be  exclusive  of any other rights to which any such
Director of Officer may be entitled as a matter of law.

Item 7.   Exemption from Registration Claimed.

     Not Applicable

Item 8.   Exhibits.

     Exhibits filed with this  Registration  Statement are listed  following the
     signature page.

Item 9.   Undertakings

1st Source Corporation 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;

          (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 (1)(i) and (1)(ii) do not apply if
          the information required to be included in a post-effective  amendment
          by those  paragraphs  is  contained in periodic  reports  filed by the
          registrant  pursuant to section 13 or section 15(d) of the  Securities
          Exchange  Act of 1934  that  are  incorporated  by  reference  in this
          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)  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 the time  shall be deemed  to be the  initial  bona  fide  offering
          thereof.

     (5)  That 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.



<PAGE>

                                   SIGNATURES


The Registrant.  Pursuant to the requirements of the Securities Act of 1933, the
Registrant  certifies that it has reasonable  grounds to believe 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 the City of South Bend,  and the State of Indiana,  on this 29th
day of June, 2001.

                                     1st SOURCE CORPORATION
                                     (Registrant)


                                     By:/s/ Thomas Flournoy
                                        ----------------------------------------
                                        Thomas Flournoy, Controller


Each person whose signature  appears below authorizes John B. Griffith and Larry
E.  Lentych,  and  each of  them,  to file  one or  more  amendments  (including
post-effective  amendments) to the Registration Statement,  which amendments may
make  such  changes  in the  Registration  Statement  as  either  of them  deems
appropriate,  and each such person hereby appoints John B. Griffith and Larry E.
Lentych,  and each of them,  as  attorney-in-fact  to execute in the name and on
behalf of each person individually,  and in each capacity stated below, any such
amendment to the Registration Statement.

Pursuant to the  requirements of the Securities Act of 1933,  this  registration
statement has been signed below by the following  persons in the  capacities and
on the dates indicated.

           Signature                Title                              Date
           ---------                -----                              ----

/s/ Christopher J. Murphy III                                     June 29, 2001
---------------------------------   Chairman of the Board
Christopher J. Murphy III           and a Director
                                    (Principal Executive Officer)


---------------------------------   Executive Vice President
Wellington D. Jones III             and a Director


/s/ John B. Griffith                                              June 29, 2001
---------------------------------   Secretary
John B. Griffith



---------------------------------   Treasurer & CFO (Principal
Larry E. Lentych                    Accounting and Financial Officer)


/s/ Reverend E. William Beauchamp                                 June 29, 2001
---------------------------------   Director
Reverend E. William Beauchamp


<PAGE>


           Signature                Title                              Date
           ---------                -----                              ----


/s/ Daniel B. Fitzpatrick                                         June 29, 2001
---------------------------------   Director
Daniel B. Fitzpatrick



---------------------------------   Director
Lawrence E. Hiler



---------------------------------   Director
William P. Johnson


/s/ Rex Martin                                                    June 29, 2001
---------------------------------   Director
Rex Martin



---------------------------------   Director
Dane A. Miller



---------------------------------   Director
Timothy K. Ozark


/s/ Richard J. Pfeil                                              June 29, 2001
---------------------------------   Director
Richard J. Pfeil


/s/ Claire C. Skinner                                             June 29, 2001
---------------------------------   Director
Claire C. Skinner


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 South Bend, State
of Indiana, on this 29th day of June, 2001.

                             TRUSTCORP MORTGAGE COMPANY
                             EMPLOYEE RETIREMENT SAVINGS PLAN
                               (Plan)


                             By: /s/ Jay Rudynski
                                ---------------------------------
                                   (Officer)
                                   1st Source Bank, Plan Administrator

<PAGE>


                                  EXHIBIT LIST
                                  ------------

NUMBER    DOCUMENT                                                      PAGE NO.
------    --------                                                      --------

4(a).     Articles  of  Incorporation  of 1st  Source as  amended
          April 30, 1996,  filed as an exhibit to Form 10-K dated
          December  31,   1996,   and   incorporated   herein  by
          reference.

4(b).     By-Laws of 1st Source,  as amended April 19, 1993,  and
          filed as an  exhibit to Form 10-K  dated  December  31,
          1993, and incorporated herein by reference.

4(c).     Form of Stock  Certificate,  for  share  of 1st  Source
          Common  Stock,  filed  as an  exhibit  to  Registration
          Statement   2-40481,   and   incorporated   herein   by
          reference.

4(d)(1).  Trustcorp Mortgage Company Employee  Retirement Savings          9
          Plan dated October 1, 1990.

4(d)(2).  First  Amendment  to  the  Trustcorp   Mortgage  Company        78
          Employee Retirement Savings Plan dated January 1, 1993.

4(d)(3).  Second  Amendment  to  the  Trustcorp  Mortgage  Company        90
          Employee  Retirement  Savings Plan effective  January 1,
          2000.

4(d)(4).  Third  Amendment  to  the  Trustcorp   Mortgage  Company        92
          Employee  Retirement  Savings Plan effective  January 1,
          2000

5.        Internal Revenue Service  determination letter that the
          Plan is  qualified  under  Section 401 of the  Internal
          Revenue Code(1).

23(a)(1). Consent of Ernst & Young LLP.                                   95

23(a)(2). Consent of PricewaterhouseCoopers LLP.


(1) The Registrant  undertakes  that the Registrant has submitted or will submit
the  Trustcorp  Mortgage  Company  Employee  Retirement  Savings  Plan  and  all
amendments  thereto to the Internal  Revenue  Service ("IRS") in a timely manner
and has made or will make all  changes  required  by the IRS in order to qualify
the Plan.
[{"type": "S-8", "sequence": "1", "filename": "s8_trstco.txt", "description": "FORM S-8", "secsgml_size_bytes": 19096}]
{"company-data": {"conformed-name": "1ST SOURCE CORP", "cik": "0000034782", "assigned-sic": "6022", "irs-number": "351068133", "state-of-incorporation": "IN", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-64306", "film-number": "1673049"}, "business-address": {"street1": "100 NORTH MICHIGAN STREET", "city": "SOUTH BEND", "state": "IN", "zip": "46601", "phone": "2192352702"}, "mail-address": {"street1": "P O BOX 1602", "street2": "P O BOX 1602", "city": "SOUTH BEND", "state": "IN", "zip": "46634"}, "former-company": {"former-conformed-name": "FBT BANCORP INC", "date-changed": "19820818"}}
Registration No. __________

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      Under

                           The Securities Act of 1933

                             1st SOURCE CORPORATION
             (Exact name of registrant as specified in its charter)

          Indiana                                         35-1068133
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

              100 North Michigan Street, South Bend, Indiana 46601
                    (Address of Principal Executive Offices)

           TRUSTCORP MORTGAGE COMPANY EMPLOYEE RETIREMENT SAVINGS PLAN
                            (Full title of the plan)

                                Larry E. Lentych
                             1st Source Corporation
                            100 North Michigan Street
                            South Bend, Indiana 46601
                     (Name and address of agent for service)

                                 (219) 235-2702
          (Telephone number, including area code, of agent for service)

                        CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
                                     Proposed     Proposed
Title of Each Class                  Maximum      Maximum
  of Securities     Amount           Offering     Aggregate          Amount of
      to be          to be           Price Per    Offering         Registration
   Registered     Registered         Share (1)    Price  (1)           Fee
--------------------------------------------------------------------------------
Common Stock,
without par value 200,000 Shares(2)  $21.505 (3)  $4,301,000.00 (3)    $1,075.00

--------------------------------------------------------------------------------

(1)      Calculated  pursuant  to Rule  457(c) and (h),  on June 22,  2001,  the
         average of the high and low price of the  registrant's  Common Stock on
         the NASDAQ National Market System was $21.505.

(2)       In addition,  pursuant to Rule 416(c) under the Securities Act of 1933
          (the "Securities  Act"),  this  registration  statement also covers an
          indeterminate  number of interests  to be offered or sold  pursuant to
          the employee benefit plan described  herein,  plus such  indeterminate
          number of  additional  shares as may be  authorized in the event of an
          adjustment  as a result of an increase in the number of issued  shares
          of Common Stock resulting from the payment of stock dividends or stock
          splits or certain other capital adjustments.

(3)       Estimated solely for the purpose of calculating the registration fee.
PART II

Item 3.   Incorporation of Documents by Reference.

The following  information  heretofore  filed with the  Securities  and Exchange
Commission (the "Commission")  pursuant to the Securities  Exchange Act of 1934,
as amended (the "Exchange Act"), is incorporated herein by reference:

     (a)  The registrant's latest Annual Report on form 10-K.

     (b)  All other  reports  filed  pursuant  to Section  13(a) or 15(d) of the
          Exchange  Act since the end of the fiscal  year  covered by the Annual
          Report referred to in (a) above.

     (c)  The   information   set  forth  under  the  caption   "Description  of
          Registrant's   Securities  to  be  Registered"  in  the   registrant's
          Registration  Statement on Form S-2, Reg. No. 33-9087,  dated December
          16, 1986, including any amendments or reports filed for the purpose of
          updating that description.

All documents filed by the registrant or the Trustcorp Mortgage Company Employee
Retirement  Savings Plan pursuant to Sections 13(a),  13(c), 14 and 15(d) of the
Exchange Act after the date of this Registration Statement and before the filing
of a post-effective  amendment  indicating that all securities offered under the
Plan have been sold or deregistering all securities then remaining unsold, shall
be deemed to be incorporated by reference in this Registration  Statement and to
be a part hereof from the date of filing of those documents.

Item 4.   Description of Securities.

     Not applicable

Item 5.   Interests of Named Experts and Counsel.

     Not applicable

Item 6.   Indemnification of Directors and Officers.

The  Indiana  Business   Corporation  Law  (Section   23-1-37)  grants  to  each
corporation  the power to  advance  reasonable  expenses  and to  indemnify  its
directors,  officers,  employees  or  agents  against  judgments,   settlements,
penalties,  fines and  reasonable  expenses  incurred  in  certain  proceedings,
provided,  that an  appropriate  determination  is made that the person acted in
good faith and  reasonably  believed,  if acting in official  capacity,  that he
acted  in the  Company's  best  interests.  Furthermore,  unless  the  Company's
articles of incorporation  provide  otherwise,  a corporation must indemnify any
director or officer against reasonable  expenses incurred in connection with any
proceeding  to which the person was a party if he was wholly  successful  in the
defense of such proceeding.  This statute provides,  however, that the statutory
provisions for  indemnification and advancement of expenses are not exclusive of
any other such  rights  provided  by the  articles  of  incorporation,  by-laws,
resolution,  or other  authorization  adopted by a  majority  vote of the voting
shares then issued and  outstanding.  This statute further provides that if such
other  provisions for the  indemnification  and advancement of expenses are more
restrictive  than the statute,  indemnification  and advancement of expenses are
valid only to the extent consistent with such other provisions.

Each past, present or future Director or Officer of the Corporation shall be and
hereby is indemnified by the  Corporation  against all liability  (including the
expense of defending against such liability and any payment of money or delivery
of property made in satisfaction or settlement  thereof,  but excluding any such
payment or delivery made to the  Corporation  for its  accounts),  which results
from any claim, suit or proceeding  threatened or commenced against him, whether
or not he is then such a  Director  or  Officer,  for acts  alleged to have been
committed  or omitted by him as such  Director or Officer,  or as an employee of
the Corporation, provided (a) he is adjudged not guilty of willful misconduct or
dereliction  of duty by a judgment or decree  entered by any court in respect of
such claim,  suit or  proceeding,  or (b) he is determined not guilty of willful
misconduct  or  dereliction  of duty by a  majority  vote of the whole  Board of
Directors,  if no  such  judgment  or  decree  is  entered,  or if  entered,  no
adjudication is made therein in respect of willful  misconduct or dereliction of
duty.  directors  who are  embraced in the claim,  suit or  proceeding  shall be
disqualified  from  participating  in any  such  determination  by the  Board of
Directors,  both in respect of their own  misconduct or  dereliction of duty, if
any, and that of others.  In the event a majority of the Board of Directors  are
thus disqualified, such determination in respect of misconduct or dereliction of
duty shall be made by  independent  counsel  who shall be selected by a majority
vote of all  the  whole  Board  of  Directors.  Those  Directors  who  would  be
disqualified from  participating in a determination by the Board of Directors in
respect of such misconduct or dereliction of duty may  nevertheless  participate
in the  selection of such counsel.  Such counsel at the time of their  selection
may be  counsel of the  Corporation  in other  matters,  but shall not be in the
employ of the Corporation in a salaried  capacity.  The right of indemnification
herein  provided  shall not be  exclusive  of any other rights to which any such
Director of Officer may be entitled as a matter of law.

Item 7.   Exemption from Registration Claimed.

     Not Applicable

Item 8.   Exhibits.

     Exhibits filed with this  Registration  Statement are listed  following the
     signature page.

Item 9.   Undertakings

1st Source Corporation 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;

          (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 (1)(i) and (1)(ii) do not apply if
          the information required to be included in a post-effective  amendment
          by those  paragraphs  is  contained in periodic  reports  filed by the
          registrant  pursuant to section 13 or section 15(d) of the  Securities
          Exchange  Act of 1934  that  are  incorporated  by  reference  in this
          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)  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 the time  shall be deemed  to be the  initial  bona  fide  offering
          thereof.

     (5)  That 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.
SIGNATURES

The Registrant.  Pursuant to the requirements of the Securities Act of 1933, the
Registrant  certifies that it has reasonable  grounds to believe 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 the City of South Bend,  and the State of Indiana,  on this 29th
day of June, 2001.

                                     1st SOURCE CORPORATION
                                     (Registrant)

                                     By:/s/ Thomas Flournoy
                                        ----------------------------------------
                                        Thomas Flournoy, Controller

Each person whose signature  appears below authorizes John B. Griffith and Larry
E.  Lentych,  and  each of  them,  to file  one or  more  amendments  (including
post-effective  amendments) to the Registration Statement,  which amendments may
make  such  changes  in the  Registration  Statement  as  either  of them  deems
appropriate,  and each such person hereby appoints John B. Griffith and Larry E.
Lentych,  and each of them,  as  attorney-in-fact  to execute in the name and on
behalf of each person individually,  and in each capacity stated below, any such
amendment to the Registration Statement.

Pursuant to the  requirements of the Securities Act of 1933,  this  registration
statement has been signed below by the following  persons in the  capacities and
on the dates indicated.

           Signature                Title                              Date
           ---------                -----                              ----

/s/ Christopher J. Murphy III                                     June 29, 2001
---------------------------------   Chairman of the Board
Christopher J. Murphy III           and a Director
                                    (Principal Executive Officer)

---------------------------------   Executive Vice President
Wellington D. Jones III             and a Director

/s/ John B. Griffith                                              June 29, 2001
---------------------------------   Secretary
John B. Griffith

---------------------------------   Treasurer & CFO (Principal
Larry E. Lentych                    Accounting and Financial Officer)

/s/ Reverend E. William Beauchamp                                 June 29, 2001
---------------------------------   Director
Reverend E. William Beauchamp
Signature                Title                              Date
           ---------                -----                              ----

/s/ Daniel B. Fitzpatrick                                         June 29, 2001
---------------------------------   Director
Daniel B. Fitzpatrick

---------------------------------   Director
Lawrence E. Hiler

---------------------------------   Director
William P. Johnson

/s/ Rex Martin                                                    June 29, 2001
---------------------------------   Director
Rex Martin

---------------------------------   Director
Dane A. Miller

---------------------------------   Director
Timothy K. Ozark

/s/ Richard J. Pfeil                                              June 29, 2001
---------------------------------   Director
Richard J. Pfeil

/s/ Claire C. Skinner                                             June 29, 2001
---------------------------------   Director
Claire C. Skinner

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 South Bend, State
of Indiana, on this 29th day of June, 2001.

                             TRUSTCORP MORTGAGE COMPANY
                             EMPLOYEE RETIREMENT SAVINGS PLAN
                               (Plan)

                             By: /s/ Jay Rudynski
                                ---------------------------------
                                   (Officer)
                                   1st Source Bank, Plan Administrator
EXHIBIT LIST
                                  ------------

NUMBER    DOCUMENT                                                      PAGE NO.
------    --------                                                      --------

4(a).     Articles  of  Incorporation  of 1st  Source as  amended
          April 30, 1996,  filed as an exhibit to Form 10-K dated
          December  31,   1996,   and   incorporated   herein  by
          reference.

4(b).     By-Laws of 1st Source,  as amended April 19, 1993,  and
          filed as an  exhibit to Form 10-K  dated  December  31,
          1993, and incorporated herein by reference.

4(c).     Form of Stock  Certificate,  for  share  of 1st  Source
          Common  Stock,  filed  as an  exhibit  to  Registration
          Statement   2-40481,   and   incorporated   herein   by
          reference.

4(d)(1).  Trustcorp Mortgage Company Employee  Retirement Savings          9
          Plan dated October 1, 1990.

4(d)(2).  First  Amendment  to  the  Trustcorp   Mortgage  Company        78
          Employee Retirement Savings Plan dated January 1, 1993.

4(d)(3).  Second  Amendment  to  the  Trustcorp  Mortgage  Company        90
          Employee  Retirement  Savings Plan effective  January 1,
          2000.

4(d)(4).  Third  Amendment  to  the  Trustcorp   Mortgage  Company        92
          Employee  Retirement  Savings Plan effective  January 1,
          2000

5.        Internal Revenue Service  determination letter that the
          Plan is  qualified  under  Section 401 of the  Internal
          Revenue Code(1).

23(a)(1). Consent of Ernst & Young LLP.                                   95

23(a)(2). Consent of PricewaterhouseCoopers LLP.

(1) The Registrant  undertakes  that the Registrant has submitted or will submit
the  Trustcorp  Mortgage  Company  Employee  Retirement  Savings  Plan  and  all
amendments  thereto to the Internal  Revenue  Service ("IRS") in a timely manner
and has made or will make all  changes  required  by the IRS in order to qualify
the Plan.