Schedule Identifying Material Terms of Options Granted To German American Bancorp Executive Officers Option Type of Date George Mark Stan Urban James Price Option Astrike Schroeder Ruhe Giesler Essany per Share Original Grant (2) 4/20/93 21,879.1125 18,232.5938 10,939.5563 5,469.7892 5,469.7892 $8.9100 Replacement (3) 12/30/94 2,630.3666 2,431.0125 ------- ------- ------- 13.3200 Replacement (3) 7/10/95 4,587.3261 2,431.0125 ------- 729.3038 350.0658 12.8300 Replacement (3) 1/9/96 6,806.8350 ------- 1,683.1868 720.0428 729.3038 13.5000 Replacement (3) 7/15/96 ------- 2,083.7250 1,308.1163 652.9005 833.4900 14.9000 Replacement (3) 1/16/97 5,903.1000 3,680.2500 2,489.5500 1,697.8500 1,576.0500 16.9400 Replacement (3) 1/28/97 5,035.8000 ------- ------- ------- ------- 16.8900 Replacement (3) 8/1/97 ------- 2,509.5000 109.2000 527.1000 527.1000 18.4800 Replacement (3) 5/1/98 ------- ------- ------- ------- 1,212.7500 30.0500 Replacement (3) 8/3/98 ------- ------- 321.3000 349.8500 ------- 27.8800 Additional Grant (4) 9/2/98 60,900.0000 ------- ------- ------- ------- 23.3300 <FN> (1) Number of options and per share exercise price have been retroactively adjusted for subsequent stock splits and dividends. (2) These options under the German American Bancorp 1992 Stock Option Plan (the "Plan") were made on April 20, 1993. These options expire ten years after the grant date. The options granted to Mr. Astrike became exercisable with respect to one-half of the shares immediately upon grant and with respect to the other one-half of the shares on the first anniversary of the grant date. The options granted to the other executive officers became exercisable with respect to twenty percent of the shares on each of the anniversary dates beginning on the first anniversary of the date of grant. (3) The Stock Option Plan provides that if the optionee tenders Common Shares of the Corporation already owned by the optionee as payment, in whole or part, of the exercise price for the shares the optionee has elected to purchase under the option, then the Corporation is obligated to use its best efforts to issue a replacement option of the same type (incentive or non-qualified option). With the same expiration date as the option that was exercised, and covering a number of Common Shares equal to the number of Common Shares tendered. Replacement options may not be exercised until one year after the date of grant. (4) These options were granted to Mr. Astrike on September 2, 1998. These non-qualified options expire in twenty years and are immediately exercisable. </FN>