Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
STANLEY KELLY N
 2. Issuer Name and Ticker or Trading Symbol
OLD NATIONAL BANCORP /IN/ [ONB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)

2401 W UNIVERSITY AVE		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2007
(Street)


MUNCIE, IN 47303-3428		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
COMMON STOCK             33,310.666 D  
COMMON STOCK             1,901.431 D (1)  
COMMON STOCK             254.099 I (1) SPOUSE - DONNA M STANLEY

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
DIRECTOR STOCK OPTION $ 17.163           03/10/2000 05/01/2008 COMMON STOCK
6,699
  6,699
D
 
DIRECTOR STOCK OPTION $ 11.9021           03/10/2000 05/01/2009 COMMON STOCK
3,684
  3,684
D
 
PHANTOM STOCK   12/30/2005(4)   A4 (4) 2,044.938     (3)   (3) COMMON STOCK
2,044.938
(4) 2,044.938
D
 
PHANTOM STOCK   12/29/2006(5)   A4 (5) 878.67     (3)   (3) COMMON STOCK
878.67
(5) 2,923.608
D
 
PHANTOM STOCK   12/31/2007(6)   A4 (6) 1,085.656     (3)   (3) COMMON STOCK
1,085.656
(6) 4,009.264
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
STANLEY KELLY N
2401 W UNIVERSITY AVE
MUNCIE, IN 47303-3428		   X      

Signatures

JEFFREY L KNIGHT, EXECUTIVE VP AND CHIEF LEGAL COUNSEL, AS ATTORNEY-IN-FACT 02/14/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) IRA HELD WITH A BROKER.
(2) Each share of phantom stock represents the right to receive one share of ONB common stock or the cash value thereof.
(3) Shares of phantom stock are payable in cash following termination of the reporting person's employment with ONB or reporting person becoming disabled. The reporting person may transfer his phantom stock account into an alternative investment account at any time.
(4) The reporting person acquired 2,044.938 shares of phantom stock, the sum of which includes dividends thereon, under ONB's Executive Deferred Compensation Plan during the fiscal year ended 12/30/05, at prices ranging from $19.35 to $22.65. However, due to an inadvertent administrative error, the reporting of these particular transactions was not timely filed.
(5) The reporting person acquired 878.67 shares of phantom stock, the sum of which includes dividends thereon, under ONB's Executive Deferred Compensation Plan during the fiscal year ended 12/29/06, at prices ranging from $18.30 to $21.42. However, due to an inadvertent administrative error, the reporting of these particular transactions was not timely filed.
(6) The reporting person acquired 1,085.656 shares of phantom stock, the sum of which includes dividends thereon, under ONB's Executive Deferred Compensation Plan during the fiscal year ended 12/31/07, at prices ranging from $14.09 to $18.66. However, due to an inadvertent administrative error, the reporting of these particular transactions was not timely filed.

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