FORM 10-Q
                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


     X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

          For the quarterly period ended    March 31, 2002
                                            ------------------
                                       OR
          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

          For the transition period from       to
          Commission file number 0-6233
                                --------

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

     INDIANA                                        35-1068133
     -------                                        ----------
(State of 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)                 (Zip Code)

                                 (574) 235-2702
                                 --------------
              (Registrant's telephone number, including area code)


                                 Not Applicable
                                 --------------
            (Former name, former address and former fiscal year, if
                          changed since last report.)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                                    Yes   X    No
                                        -----     -----

Number of shares of common stock  outstanding  as of March 31, 2002 -
20,941,061.




                                     INDEX

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)
                                                                       Page

        Consolidated statements of financial condition --                3
        March 31, 2002, and December 31, 2001

        Consolidated statements of income --                             4
        three months ended March 31, 2002 and 2001

        Consolidated statements of cash flows --                         5
        three months ended March 31, 2002 and 2001

        Notes to the Consolidated Financial Statements                   6


Item 2. Management's Discussion and Analysis of Financial
          Condition and Results of Operations                            7


Item 3. Quantitative and Qualitative Disclosures About Market Risk      13


PART II. OTHER INFORMATION                                              14


SIGNATURES                                                              15

                                     - 2 -





CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
1st Source Corporation and Subsidiaries
(Unaudited - Dollars in thousands)
                                                        March 31,  December 31,
                                                         2002           2001
                                                     -----------    -----------
ASSETS
Cash and due from banks ..........................   $    64,999   $    129,431
Federal funds sold and
  interest bearing deposits with other banks .....           621         17,038
Investment securities:
  Securities available-for-sale, at fair value
    (amortized cost of $637,890 and $632,712
    at March 31, 2002 and December 31, 2001) .....       643,461        640,478

Loans - net of unearned discount .................     2,529,006      2,535,364
  Reserve for loan losses ........................       (57,892)       (57,624)
                                                     -----------    -----------

Net loans ........................................     2,471,114      2,477,740

Equipment owned under operating leases,
   net of accumulated depreciation ...............       113,904        115,754
Premises and equipment,
   net of accumulated depreciation ...............        41,481         41,923
Other assets .....................................       145,540        140,327
                                                     -----------    -----------

Total assets .....................................   $ 3,481,120    $ 3,562,691
                                                     ===========    ===========

LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
  Noninterest bearing ............................   $   332,166    $   365,193
  Interest bearing ...............................     2,386,823      2,517,613
                                                     -----------    -----------

Total deposits ...................................     2,718,989      2,882,806

Federal funds purchased and securities
  sold under agreements to repurchase ............       258,391        214,709
Other short-term borrowings ......................        91,075         49,764
Other liabilities ................................        47,965         52,533
Long-term debt ...................................        11,884         11,939
                                                     -----------    -----------

Total liabilities ................................     3,128,304      3,211,751

Guaranteed preferred beneficial interests
  in 1st Source's subordinated debentures ........        44,750         44,750

Shareholders' equity:
  Common stock-no par value ......................         7,579          7,579
  Capital surplus ................................       214,001        214,001
  Retained earnings .............................         91,032         91,591
  Less cost of common stock in treasury .........         (7,803)       (12,591)
  Accumulated other comprehensive income ........          3,257          5,610
                                                     -----------    -----------

Total shareholders' equity .......................       308,066        306,190
                                                     -----------    -----------

Total liabilities and shareholders' equity .......   $ 3,481,120    $ 3,562,691
                                                     ===========    ===========

The accompanying notes are a part of the consolidated financial statements.

                                     - 3 -




CONSOLIDATED STATEMENTS OF INCOME
1st Source Corporation and Subsidiaries
(Unaudited - Dollars in thousands, except per share amounts)
                                                                         Three Months Ended March 31
                                                                        ----------------------------
                                                                             2002            2001
                                                                        ------------    ------------
                                                                                        
Interest and fee income:
 Loans ......................................................           $     45,190    $     53,839
   Investment securities:
     Taxable ................................................                  4,912           5,842
     Tax-exempt .............................................                  1,542           1,753
     Other ..................................................                     72             163
                                                                        ------------    ------------
Total interest income .......................................                 51,716          61,597

Interest expense:
   Deposits .................................................                 19,679          28,959
   Short-term borrowings ....................................                  1,317           5,250
   Long-term debt ...........................................                    211             218
                                                                        ------------    ------------
Total interest expense ......................................                 21,207          34,427
                                                                        ------------    ------------
Net interest income .........................................                 30,509          27,170
Provision for loan losses ...................................                 12,554           7,295
                                                                        ------------    ------------
Net interest income after
   provision for loan losses ................................                 17,955          19,875

Noninterest income:
   Trust fees ...............................................                  2,660           2,468
   Service charges on deposit accounts ......................                  3,471           2,439
   Loan servicing and sale income ...........................                  4,023          15,072
   Equipment rental income ..................................                  7,280           5,791
   Other income .............................................                  3,182           3,402
   Investment securities and other investment gains (losses)                    (488)          1,032
                                                                        ------------    ------------
Total noninterest income ....................................                 20,128          30,204
                                                                        ------------    ------------
Noninterest expense:
   Salaries and employee benefits ...........................                 16,578          15,061
   Net occupancy expense ....................................                  1,702           1,561
   Furniture and equipment expense ..........................                  2,729           2,252
   Depreciation - leased equipment ..........................                  6,147           4,664
   Supplies and communications ..............................                  1,545           1,341
   Business development and marketing expense ...............                    600             843
   Other expense ............................................                  2,822           2,295
                                                                        ------------    ------------
Total noninterest expense ...................................                 32,123          28,017
                                                                        ------------    ------------

Income before income taxes and subsidiary trust distributions                  5,960          22,062
Income taxes ................................................                  1,261           7,818
Distribution on preferred securities of
  subsidiary trusts, net of income tax benefit ..............                    491             601
                                                                        ------------    ------------

Net income ..................................................           $      4,208    $     13,643
                                                                        ============    ============
Other comprehensive income, net of tax:
  Change in unrealized appreciation (depreciation) of
    available-for-sale securities ...........................                 (2,353)          3,440
                                                                        ------------    ------------

Total comprehensive income ..................................           $      1,855    $     17,083
                                                                        ============    ============

Per common share:
  Basic net income per common share .........................           $       0.20    $       0.66
                                                                        ============    ============
  Diluted net income per common share .......................           $       0.20    $       0.65
                                                                        ============    ============
  Dividends .................................................           $       0.09    $       0.086
                                                                        ============    ============
Basic weighted average common shares outstanding ............             20,867,694      20,721,957
                                                                        ============    ============
Diluted weighted average common shares outstanding ..........             21,242,149      21,099,979
                                                                        ============    ============



                                     - 4 -

CONSOLIDATED STATEMENTS OF CASH FLOWS
1st Source Corporation and Subsidiaries
(Unaudited - Dollars in thousands)

                                                  Three Months Ended March 31
                                                       2002         2001
                                                    ---------    ---------
Operating activities:
  Net income ....................................   $   4,208    $  13,643
  Adjustments to reconcile net income to net cash
    provided by operating activities:
  Provision for loan losses .....................      12,554        7,295
  Depreciation of premises and equipment ........       7,492        5,813
  Amortization of investment security premiums
    and accretion of discounts, net .............       1,097          225
  Amortization of mortgage servicing rights .....       1,388        1,131
  Deferred income taxes .........................       1,514        2,106
  Realized investment securities losses and (gains)       488       (1,032)
  Realized gains on securitized loans ...........      (1,834)      (2,214)
  Decrease in interest receivable ...............         106        1,208
  Decrease in interest payable ..................      (2,679)      (2,207)
  Other .........................................      (3,509)     (11,129)
                                                    ---------    ---------

Net cash provided by operating activities              20,825       14,839

Investing activities:
  Proceeds from sales and maturities
    of investment securities ....................      77,232       52,622
  Purchases of investment securities ............     (83,996)     (14,408)
  Net decrease in short-term investments ........      16,417           58
  Loans sold or participated to others ..........     107,000    1,171,570
  Increase in loans net of
    principal collections .......................    (112,927)  (1,279,718)
  Net increase in equipment owned
    under operating leases ......................      (4,297)      (3,460)
  Purchases of premises and equipment ...........      (1,319)      (1,477)
  (Increase) decrease in other assets ............     (1,205)       6,834
  Other .........................................         416         (768)
                                                    ---------    ---------

Net cash used in investing activities ...........      (2,679)     (68,747)

Financing activities:
  Net decrease in demand deposits, NOW
    accounts and savings accounts ...............    (108,349)     (78,113)
  Net (decrease) increase in
    certificates of deposit .....................     (55,469)     135,129
  Net increase (decrease) in
    short-term borrowings .......................      84,993       (5,197)
  Proceeds from issuance of long-term debt ......          16          158
  Payments on long-term debt ....................         (72)         (52)
  Acquisition of treasury stock .................      (1,820)        (544)
  Cash dividends ................................      (1,877)      (1,773)
                                                    ---------    ---------

Net cash (used in ) provided by
    financing activities ........................     (82,578)      49,608

Decrease in cash and cash equivalents ...........     (64,432)      (4,300)

Cash and cash equivalents, beginning of period ..     129,431      118,123
                                                    ---------    ---------

Cash and cash equivalents, end of period ........   $  64,999    $ 113,823
                                                    =========    =========

The accompanying notes are a part of the consolidated financial statements.

                                     - 5 -


                             1ST SOURCE CORPORATION
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


Note 1.    Basis of Presentation

     The  unaudited   consolidated  condensed  financial  statements  have  been
prepared in accordance with the  instructions for Form 10-Q and therefore do not
include all  information  and  footnotes  necessary for a fair  presentation  of
financial  position,  results of operations  and cash flows in  conformity  with
accounting  principles  generally accepted in the United States. The information
furnished herein reflects all adjustments (all of which are normal and recurring
in  nature)  which  are,  in the  opinion of  management,  necessary  for a fair
presentation  of the results  for the  interim  periods for which this report is
submitted.  1st Source's 2001 Management's  Discussion and Analysis of Financial
Condition and Consolidated Financial Statements and Notes on Form 10-K should be
read in conjunction with these statements.


Note 2.    New Accounting Pronouncements

     In June 2001, the Financial Accounting Standards Board issued Statements of
Financial  Accounting Standards No. 141, "Business  Combinations",  and No. 142,
"Goodwill and Other  Intangible  Assets",  effective for fiscal years  beginning
after December 15, 2001.  Under the new rules,  goodwill (and intangible  assets
deemed to have indefinite lives) will no longer be amortized but will be subject
to annual  impairment tests in accordance with the Statements.  Other intangible
assets,  such as core deposit  intangibles,  will continue to be amortized  over
their useful lives.

     1st Source Corporation adopted the new rules on accounting for goodwill and
other intangible assets beginning January 1, 2002.  Approximately  $25.8 million
of  goodwill  was  on the  balance  sheet  at  December  31,  2001.  1st  Source
Corporation performed the first of the required impairment tests of goodwill and
indefinite lived  intangible  assets as of January 1, 2002 and has determined no
impairment  exists,  therefore  goodwill  will  continue  to be  shown  at $25.8
million.  Application  of the  nonamortization  provisions  of the statement are
immaterial  for the  first  quarter  of 2002 and  anticipated  to  result  in an
increase in net income of approximately  $220,000,  or $.01 per common share for
the entire year.


Note 3.    Reserve for Loan Losses

     The  reserve  for loan  losses is the amount  believed  adequate  to absorb
credit losses in the loan portfolio based on management's  evaluation of various
factors  including  overall  growth  in  the  loan  portfolio,  an  analysis  of
individual  loans,  prior and current  loss  experience,  and  current  economic
conditions.  A  provision  for loan  losses is  charged to  operations  based on
management's periodic evaluation these and other pertinent factors.

                                      - 6 -



                                    ITEM 2.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


     The following management's discussion and analysis are presented to provide
information  concerning  the  financial  condition of 1st Source as of March 31,
2002,  as compared to March 31, 2001 and December  31, 2001,  and the results of
operations for the three months ended March 31, 2002 and 2001.

     This  discussion  and  analysis  should  be read in  conjunction  with  1st
Source's  consolidated  condensed  financial  statements  and the  financial and
statistical  data  appearing  elsewhere  in this  report and 1st  Source's  2001
Management's  Discussion  and Analysis of Financial  Condition and  Consolidated
Financial Statements and Notes on Form 10-K.

     Except for historical  information  contained herein, the matters discussed
in this document,  and other information  contained in 1st Source's SEC filings,
may express "forward-looking statements." Those statements, including statements
or assumptions  concerning  future events or performance,  and other  statements
that are other than  statements  of  historical  facts,  are subject to material
risks and uncertainties. 1st Source cautions readers not to place undue reliance
on any forward-looking statements, which speak only as of the date made. Readers
are advised that various  factors -  including,  but not limited to,  changes in
laws,  regulations  or accounting  principles  generally  accepted in the United
States; 1st Source's competitive position within its markets served;  increasing
consolidation within the banking industry; unforeseen changes in interest rates;
unforeseen downturns in the local,  regional or national economies - could cause
1st  Source's  actual  results or  circumstances  for  future  periods to differ
materially from those anticipated or projected.

     1st Source does not undertake,  and specifically  disclaims any obligation,
to  publicly  release  the  result  of any  revisions  that  may be  made to any
forward-looking  statements to reflect the occurrence of unanticipated events or
circumstances after the date of such statements.

                                     - 7 -

                               FINANCIAL CONDITION

     1st Source's assets at March 31, 2002 were $3.48 billion,  up 7.0% from the
same time last year. Total loans were up 4.8% and total deposits  increased 7.9%
over  the  comparable  figures  at  the  end  of  the  first  quarter  of  2001.
Shareholders'  equity was $308.1  million,  up 7.2% from the $287.2  million one
year ago. As of March 31, 2002, the 1st Source  equity-to-assets ratio was 8.8%,
the same as a year ago.

     Nonperforming  assets at March  31,  2002,  were  $53,219,000  compared  to
$43,293,000  at December  31,  2001,  an increase of 22.93%.  At March 31, 2002,
nonperforming  assets  were 2.01% of net loans and leases  compared  to 1.63% at
December 31, 2001.

     Loans are reported at the  principal  amount  outstanding,  net of unearned
income.  Loans identified as  held-for-sale  are carried at the lower of cost or
market determined on an aggregate basis. Loans held-for-sale were $120.1 million
and $114.3  million at March 31,  2002 and 2001,  respectively.  As of March 31,
2002 and 2001, the carrying value of mortgage servicing rights was $22.2 million
and $12.3 million, respectively.


CAPITAL RESOURCES

     The banking  regulators have  established  guidelines for leverage  capital
requirements,  expressed in terms of Tier 1 or core  capital as a percentage  of
average  assets,  to measure the  soundness  of a financial  institution.  These
guidelines  require all banks to maintain a minimum  leverage  capital  ratio of
4.00% for adequately capitalized banks and 5.00% for well-capitalized banks. 1st
Source's leverage capital ratio was 9.25% at March 31, 2002.

     The Federal Reserve Board has established risk-based capital guidelines for
U.S. banking  organizations.  The guidelines  established a conceptual framework
calling for risk  weights to be assigned  to on and  off-balance  sheet items in
arriving at risk-adjusted  total assets,  with the resulting ratio compared to a
minimum standard to determine whether a bank has adequate  capital.  The minimum
standard  risk-based  capital ratios  effective in 2002 are 4.00% for adequately
capitalized  banks and 6.00% for  well-capitalized  banks for Tier 1  risk-based
capital and 8.00% and 10.00%,  respectively,  for total risk-based capital.  1st
Source's  Tier 1 risk-based  capital  ratio on March 31, 2002 was 10.67% and the
total risk-based capital ratio was 11.97%.


LIQUIDITY AND INTEREST RATE SENSITIVITY

     Asset and  liability  management  includes the  management of interest rate
sensitivity and the maintenance of an adequate liquidity  position.  The purpose
of liquidity management is to match the sources and uses of funds to anticipated
customers' deposits and withdrawals, to anticipate borrowing requirements and to
provide  for the cash flow needs of 1st Source.  The  purpose of  interest  rate
sensitivity  management  is to stabilize net interest  income during  periods of
changing interest rates.

     Close  attention is given to various  interest  rate  sensitivity  gaps and
interest rate spreads.  Maturities of rate sensitive  assets are relative to the
maturities of rate sensitive  liabilities and interest rate forecasts.  At March
31, 2002, the consolidated  statement of financial  condition was rate sensitive
by $135,009,000  more  liabilities  than assets  scheduled to reprice within one
year or approximately  93.00%.  Management adjusts the composition of its assets

                                     - 8 -


and  liabilities  to manage the  interest  rate  sensitivity  gap based upon its
expectations of interest rate fluctuations.

                                       -9-


                              RESULTS OF OPERATIONS

NET INCOME

     Net income for the three  months  ended  March 31,  2002,  was  $4,208,000,
compared to $13,643,000  for the equivalent  period in 2001. The decrease in net
income for the three months ended March 31, 2002 was  attributed to increases in
loan  loss  provision  and  noninterest  expense,  as  well  as  a  decrease  in
noninterest income, offset by an increase in net interest income. The results of
the first quarter of 2001 were  positively  affected by the sale of $1.0 billion
in servicing  rights from the  Trustcorp  Mortgage  portfolio  which added $6.87
million  (net of tax) to the  quarter,  and by a $639,000 ( net of tax ) venture
capital gain.

     Diluted net income per common  share was $0.20 for the three  months  ended
March 31, 2002, compared to $0.65 for the same period in 2001. Return on average
common shareholders' equity was 5.47% for the three months ended March 31, 2002,
compared to 19.91% in 2001. The return on total average assets was 0.49% for the
three months ended March 31, 2002, compared to 1.73% in 2001.


NET INTEREST INCOME

     The taxable equivalent net interest income for the three months ended March
31, 2002, was  $31,308,000,  an increase of 11.85% over the same period in 2001.
The net interest  margin on a fully taxable  equivalent  basis was 4.02% for the
three months ended March 31, 2002,  compared to 3.90% for the three months ended
March 31, 2001.

     Total average  earning  assets  increased  8.61% for the three months ended
March 31, 2002, over the comparative  period in 2001.  Total average  investment
securities  increased  17.72%  for the  three-month  period  over  one  year ago
primarily  due to an  increase of  investments  in U.S.  Government  Securities.
Average loans  increased by 6.86% for the  three-month  period,  compared to the
same period in 2001, due to growth in loan volume in commercial loans secured by
transportation  and construction  equipment.  The taxable  equivalent  yields on
total average  earning assets were 6.74% and 8.70% for the  three-month  periods
ended March 31, 2002, and 2001, respectively.

     Average deposits  increased 13.81% for the three-month period over the same
period from 2001. The cost rate on average  interest-bearing funds was 3.14% and
5.55% for the three months ended March 31, 2002,  and 2001.  The majority of the
growth in  deposits  from last year has  occurred  in  savings  deposits,  money
management savings, Now accounts and IRA's.

     The following table sets forth consolidated  information  regarding average
balances and rates.

                                     - 10 -




DISTRIBUTION OF ASSETS, LIABILITIES AND SHAREHOLDERS' EQUITY
INTEREST RATES AND INTEREST DIFFERENTIAL
(Dollars in thousands)
                                             Three Months Ended March 31
                                        ------------------------------------
                                           2002                       2001
                             --------------------------------------------------------
                                         Interest                    Interest
                               Average   Income/  Yield/   Average   Income/  Yield/
                               Balance   Expense   Rate    Balance   Expense   Rate
                               -------   -------   ----    -------   -------   ----
ASSETS:
                                                             
Investment securities:
  Taxable .................   $  486,433  $ 4,912  4.10%  $  385,573  $ 5,842  6.15%
  Tax exempt (1)...........      146,186    2,262  6.27%     151,827    2,507  6.70%
Net loans (2)(3)...........    2,520,565   45,269  7.28%   2,358,805   53,904  9.27%
Other investments .........        5,187       72  5.64%      11,902      164  5.58%
                              ----------  -------- -----  ----------  -------- -----

Total earning assets           3,158,371   52,515  6.74%   2,908,107   62,417  8.70%

Cash and due from banks ...       87,320                      89,421
Reserve for loan losses ...      (58,768)                    (45,971)
Other assets ..............      299,626                     237,678
                              ----------                  ----------

Total .....................   $3,486,549                  $3,189,235
                              ==========                  ==========

LIABILITIES AND SHAREHOLDERS' EQUITY:

  Interest bearing deposits   $2,431,634  $19,679  3.28%  $2,142,886  $28,959  5.48%
  Short-term borrowings ...      292,976    1,317  1.82%     359,721    5,250  5.92%
  Long-term debt ..........       11,905      211  7.20%      12,160      218  7.28%
                              ----------  -------  -----  ----------  -------  -----
Total interest bearing
  liabilities .............    2,736,515   21,207  3.14%   2,514,767   34,427  5.55%


  Non-interest bearing deposits  336,784                     289,542
  Other liabilities .......      101,541                     107,058
  Shareholders' equity ....      311,709                     277,868
                              ----------                  ----------

Total .....................   $3,486,549                  $3,189,235
                              ==========                  ==========
                                          -------                     -------
Net interest income .......               $31,308                     $27,990
                                          =======                     =======
Net yield on earning assets on a taxable           -----                       -----
  equivalent basis ........                        4.02%                       3.90%
                                                   =====                       =====

(1)  Interest  income  includes the effects of taxable  equivalent  adjustments,
     using a 35% rate. Tax equivalent  adjustments were $720 in 2002 and $755 in
     2001.

(2)  Loan income includes fees of $1,528 in 2002 and $1,295 in 2001. Loan income
     also includes the effects of taxable  equivalent  adjustments,  using a 35%
     rate for 2002 and 2001. The tax equivalent adjustments were $79 in 2002 and
     $70 in 2001.

(3)  For purposes of this  computation,  non-accruing  loans are included in the
     daily average loan amounts outstanding.



                                     - 11 -


PROVISION AND RESERVE FOR LOAN LOSSES

     The provision  for loan losses for the first  quarter of 2002  increased to
$12,554,000  as  compared  to  $7,295,000  for the first  quarter  of 2001.  Net
Charge-offs  of  $11,541,000  have been  recorded for the period ended March 31,
2002, as compared to $3,065,000 for the same period of 2001 and  $13,361,000 for
the year ended December 31, 2001. Loan  delinquencies have increased to 2.46% on
March 31,  2002 as  compared  to 2.13% on March 31, 2001 and 2.40% at the end of
2001. Due to the slowing economy and the lingering  effects of September 11th on
the air cargo,  aircraft sales and auto rental markets,  1st Source's  Specialty
Finance  Group has  experienced  a much  higher than normal  default  rate.  The
Specialty  Finance  Group's  focus on the  transportation  industry  exposes 1st
Source to a series  of  cyclical  businesses  which  can have the  potential  to
experience  periods of high losses. A summary of loan loss experience during the
three months  ended March 31, 2002 and 2001 and for the year ended  December 31,
2001 is provided below.


                                                    Summary of Reserve for Loan Losses
                                                    ------------------------------------
                                                    Three Months Ended      Year Ended
                                                         March 31           December 31
                                                    2002          2001         2001
                                                  ---------     ---------    ---------
                                                                    
 Reserve for loan losses - beginning balance     $   57,624    $   44,644   $   44,644
    Charge-offs                                     (12,739)       (3,218)     (14,332)
    Recoveries                                        1,198           153          971
                                                  ---------     ---------    ---------
 Net charge-offs                                    (11,541)       (3,065)     (13,361)

 Provision for loan losses                           12,554         7,295       28,623
 Recaptured reserve due to loan securitizations        (745)         (685)      (2,878)
 Acquired reserves from acquisitions                     --            --          596
                                                  ---------     ---------    ---------
 Reserve for loan losses - ending balance       $    57,892    $   48,189    $  57,624
                                                  =========     =========    =========

 Loans outstanding at end of period               2,529,006     2,413,433    2,535,364
 Average loans outstanding during period          2,520,565     2,358,805    2,464,798

 Reserve for loan losses as a percentage of
    loans outstanding at end of period                 2.29%         2.00%        2.27%
 Ratio of net charge-offs during period to
    average loans outstanding                          1.86%         0.53%        0.54%
 

     It is management's  opinion that the reserve for loan losses is adequate to
absorb losses inherent in the loan portfolio as of March 31, 2002.

                                     -12-



NONINTEREST INCOME

     Noninterest  income for the  three-month  periods  ended March 31, 2002 and
2001 was $20,128,000 and $30,204,000,  respectively,  a decrease of 33.36%.  The
decrease  in  noninterest  income  is  attributed  to the $1.0  billion  sale of
mortgage  servicing  rights in the first  quarter of 2001.  This sale  generated
pre-tax  income of $11.06  million  ($6.87  million,  net of tax). For the first
quarter of 2002, loan servicing and sale income decreased  73.31%.  In addition,
$1.03  million of pre-tax  venture  capital  gains  were  recorded  in the first
quarter of 2001,  compared  to net losses of  $488,000  in the first  quarter of
2002. Trust fees increased 7.78%,  service charges on deposit accounts increased
42.31%,  equipment  rental income  increased  25.71% and other income  decreased
6.47%. Generally,  overdraft fees and debit card fees accounted for the increase
in service charges on deposit  accounts,  and equipment  rental income increased
due to the growth in operating leases.


NONINTEREST EXPENSE

     Noninterest  expense for the  three-month  periods ended March 31, 2002 and
2001 was $32,123,000 and $28,017,000,  respectively,  an increase of 14.66% over
the same period in 2001. Salaries and employee benefits increased 10.07% for the
three months ended March 31, 2002 over the same period in 2001. The increase was
due, in part,  to the  increase in  employees  as a result of the purchase of 17
branches in late 2001.  Net occupancy  expense  increased  9.03%,  furniture and
equipment expense increased 21.18%,  depreciation on leased equipment  increased
31.80%,   supplies  and  communications   expense  increased  15.21%,   business
development and marketing  expense  decreased 28.83% and other expense increased
22.96%. The increase in depreciation of leased equipment is due to the growth in
the operating lease portfolio from the prior year. The increase in other expense
is  attributed  primarily  to  repossession  and  collection  expenses  and  the
amortization  of the core deposit premium  relating to the branch  acquisitions,
which also accounts for the  increases of expenses in furniture  and  equipment,
net occupancy and supplies and communications.


INCOME TAXES

     The  provision  for income taxes for the three months ended March 31, 2002,
was  $1,261,000,  compared to $7,818,000 for the comparable  period in 2001. The
provision for income taxes for the three months ended March 31, 2002,  and 2001,
is at a rate which management  believes  approximates the effective rate for the
year.


                                     ITEM 3.
           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     There have been no material  changes in market risk  exposures  that affect
the "Quantitative and Qualitative  Disclosures" presented in 1st Source's annual
report on Form 10-K for the year ended  December 31, 2001. See the discussion of
interest rate sensitivity  beginning on page 6 of 1st Source's 2001 Management's
Discussion  and  Analysis of  Financial  Condition  and  Consolidated  Financial
Statements and Notes

                                     - 13 -


                           PART II. OTHER INFORMATION

ITEM 1.  Legal Proceedings.

         None

ITEM 2.  Changes in Securities.

         None

ITEM 3.  Defaults Upon Senior Securities.

         None

ITEM 4.  Submission of Matters to a Vote of Security Holders

         None

ITEM 5.  Other Information.

         None

ITEM 6.  Exhibits and Reports on Form 8-K.

         None


                                     - 14 -


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



                                      1st Source Corporation
                                        -------------------


DATE   05/13/02                       /s/ Christopher J. Murphy III
     ----------                     ----------------------------------------
                                    (Signature)
                                    Christopher J. Murphy III
                                    Chairman of the Board, President and CEO


DATE   05/13/02                       /s/ Larry E. Lentych
     ----------                     ----------------------------------------
                                     (Signature)
                                    Larry E. Lentych
                                    Treasurer and Chief Financial Officer
                                    Principal Accounting Officer


                                     - 15 -