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
incorporation or organization)                            Identification No.)


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

         1st SOURCE CORPORATION EMPLOYEES' PROFIT SHARING PLAN AND TRUST
                            (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)
<TABLE>
<CAPTION>

                         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
---------------------------------------------------------------------------------------
<S>                  <C>                    <C>            <C>                <C>
Common Stock,
without par value    1,000,000 Shares (2)   $21.505 (3)    $21,505,000.00 (3) $5,376.00

---------------------------------------------------------------------------------------
</TABLE>

     (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>

                     INCORPORATION OF DOCUMENTS BY REFERENCE
                         TO PRIOR REGISTRATION STATEMENT

     This  Registration  statement  is  filed  for the  purpose  of  registering
1,000,000  additional  shares of Common  Stock by 1st  Source  Corporation  (the
"Registrant") for use in connection with the 1st Source  Corporation  Employees'
Profit Sharing Plan and Trust. In accordance with General  Instruction E to Form
S-8, the Registrant  incorporates by reference the contents of the  Registrant's
Registration  Statement on Form S-8,  File No.  33-8840,  filed on September 18,
1986.

<PAGE>

Item 8.        Exhibits.

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

<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.


                                    1st SOURCE CORPORATION EMPLOYEES'
                                    PROFIT SHARING PLAN AND TRUST
                                      (Plan)


                                    By:  /s/ Dan L. Craft
                                        ---------------------------------------
                                            (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).  Form of Company's  Employees'  Profit  Sharing Plan and
          Trust Agreement dated January 1, 1989, and amendment to
          the Company's  Profit Sharing Plan and Trust  Agreement
          dated  April 1,  1994,  filed as  exhibit  to Form 10-K
          dated  December 31, 1994,  and  incorporated  herein by
          reference.

4(d)(2).  An  amendment  to  1st  Source  Corporation  Employees'
          Profit Sharing Plan and Trust Agreement dated  September
          30,  1996,  and filed as  exhibit  to Form  10-K  dated
          December  31,   1996,   and   incorporated   herein  by
          reference.

4(d)(3).  An   amendment to 1st  Source   Corporation  Employees'
          Profit Sharing Plan and Trust Agreement  dated July 20,
          1999,  and filed as exhibit to Form 10-K dated December
          31, 1999, and incorporated herein by reference.

4(d)(4).  An  amendment  to  1st  Source  Corporation  Employees'
          Profit Sharing Plan and Trust  Agreement dated December
          29,  2000,  and filed as  exhibit  to Form  10-K  dated
          December 31, 2000, and incorporated herein by reference.

5(a).     Opinion of Counsel  with respect to the legality of the
          securities registered hereby.                                  7

5(b).     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.                                  8

23(a)(2). Consent of PricewaterhouseCoopers LLP.                         9

23(b).    Consent of Counsel is included in Exhibit 5(a).





(1) The Registrant  undertakes  that the Registrant has submitted or will submit
the 1st Source  Corporation  Employees'  Profit  Sharing  Plan and Trust 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_1stprft.txt", "description": "FORM S-8", "secsgml_size_bytes": 11083}]
{"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": "333-64314", "film-number": "1673069"}, "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
incorporation or organization)                            Identification No.)

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

         1st SOURCE CORPORATION EMPLOYEES' PROFIT SHARING PLAN AND TRUST
                            (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    1,000,000 Shares (2)   $21.505 (3)    $21,505,000.00 (3) $5,376.00

---------------------------------------------------------------------------------------
(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.
INCORPORATION OF DOCUMENTS BY REFERENCE
                         TO PRIOR REGISTRATION STATEMENT

     This  Registration  statement  is  filed  for the  purpose  of  registering
1,000,000  additional  shares of Common  Stock by 1st  Source  Corporation  (the
"Registrant") for use in connection with the 1st Source  Corporation  Employees'
Profit Sharing Plan and Trust. In accordance with General  Instruction E to Form
S-8, the Registrant  incorporates by reference the contents of the  Registrant's
Registration  Statement on Form S-8,  File No.  33-8840,  filed on September 18,
1986.
Item 8.        Exhibits.

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

                                    1st SOURCE CORPORATION EMPLOYEES'
                                    PROFIT SHARING PLAN AND TRUST
                                      (Plan)

                                    By:  /s/ Dan L. Craft
                                        ---------------------------------------
                                            (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).  Form of Company's  Employees'  Profit  Sharing Plan and
          Trust Agreement dated January 1, 1989, and amendment to
          the Company's  Profit Sharing Plan and Trust  Agreement
          dated  April 1,  1994,  filed as  exhibit  to Form 10-K
          dated  December 31, 1994,  and  incorporated  herein by
          reference.

4(d)(2).  An  amendment  to  1st  Source  Corporation  Employees'
          Profit Sharing Plan and Trust Agreement dated  September
          30,  1996,  and filed as  exhibit  to Form  10-K  dated
          December  31,   1996,   and   incorporated   herein  by
          reference.

4(d)(3).  An   amendment to 1st  Source   Corporation  Employees'
          Profit Sharing Plan and Trust Agreement  dated July 20,
          1999,  and filed as exhibit to Form 10-K dated December
          31, 1999, and incorporated herein by reference.

4(d)(4).  An  amendment  to  1st  Source  Corporation  Employees'
          Profit Sharing Plan and Trust  Agreement dated December
          29,  2000,  and filed as  exhibit  to Form  10-K  dated
          December 31, 2000, and incorporated herein by reference.

5(a).     Opinion of Counsel  with respect to the legality of the
          securities registered hereby.                                  7

5(b).     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.                                  8

23(a)(2). Consent of PricewaterhouseCoopers LLP.                         9

23(b).    Consent of Counsel is included in Exhibit 5(a).

(1) The Registrant  undertakes  that the Registrant has submitted or will submit
the 1st Source  Corporation  Employees'  Profit  Sharing  Plan and Trust 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.