UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

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

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

         DATE OF REPORT (Date of earliest event reported): February 22, 2006

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

                           FIRST MERCHANTS CORPORATION
             (Exact name of registrant as specified in its charter)

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

         INDIANA                     0-17071                     35-1544218
(State or other jurisdiction   (Commission file number)        (IRS Employer
     of incorporation)                                       Identification No.)

                             200 East Jackson Street
                                  P.O. Box 792
                              Muncie, IN 47305-2814
          (Address of principal executive offices, including zip code)

                                 (765) 747-1500
              (Registrant's telephone number, including area code)

                                  Not Applicable
          (Former name or former address, if changed since last report)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)

[ ] Soliciting material pursuant to  Rule 14a-12 under  the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))

                                  Page 1 of 5

<PAGE>

ITEM 8.01  OTHER EVENTS

           On February 22, 2006, First  Merchants  Corporation  issued  a  press
release  announcing  the  declaration  of a quarterly cash dividend of $0.23 per
share.  The cash dividend is payable on March 20, 2006 to stockholders of record
as of March 6, 2006. A copy of the press release is furnished as Exhibit 99.1 to
this Current Report on Form 8-K.

            The information in this Form 8-K and the  attached exhibit shall not
be deemed "filed" for purposes of Section 18 of the  Securities  Exchange Act of
1934,  as amended (the  "Exchange  Act"),  or  incorporated  by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such a filing.


ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS.

(a)        Not applicable.

(b)        Not applicable.

(c)        Exhibits.

           Exhibit 99.1      Press Release, dated February 22, 2006, issued by
                             First Merchants Corporation

                                  Page 2 of 5
<PAGE>

                                   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 hereunto duly authorized.

                                 First Merchants Corporation
                                        (Registrant)

                                 By:  /s/  Mark K. Hardwick
                                    --------------------------------------------
                                           Mark K. Hardwick
                                           Executive Vice President and
                                           Chief Financial Officer
                                           (Principal Financial and Chief
                                           Accounting Officer)


Dated:  February 22, 2006


                                  Page 3 of 5
<PAGE>
                                 EXHIBIT INDEX
                                 -------------

Exhibit No.
-----------
    99.1                Description
                        -----------
                        Press Release, dated February 22, 2006, issued by
                        First Merchants Corporation.


                                  Page 4 of 5
<PAGE>
                          First Merchants Corporation

                                 Exhibit No. 99.1

                      Press Release, dated February 22, 2006


N / E / W / S     R / E / L / E / A / S / E

February 22, 2006

FOR IMMEDIATE RELEASE
For more information, contact:
Mark K. Hardwick, Executive Vice President/Chief Financial Officer, 765-751-1857
http://firstmerchants.com

SOURCE: First Merchants Corporation (Nasdaq: FRME), Muncie, Indiana

FIRST MERCHANTS CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

At its  regularly  scheduled  meeting held on February  14,  2006,  the Board of
Directors of First Merchants  Corporation  declared a quarterly cash dividend of
$0.23 per share on its common stock.

The cash dividend is payable March 20, 2006, to  stockholders of record March 6,
2006. For purposes of broker trading,  the ex-date of the cash dividend is March
2, 2006.

About First Merchants Corporation

First  Merchants  Corporation is a financial  holding company  headquartered  in
Muncie,  Indiana.  Subsidiaries of the Corporation include First Merchants Bank,
Madison Community Bank, United  Communities  National Bank, First National Bank,
Decatur  Bank & Trust  Company,  Frances  Slocum  Bank,  Lafayette  Bank & Trust
Company,  Commerce  National Bank and Merchants  Trust Company.  The Corporation
also operates  First  Merchants  Insurance  Services,  a  full-service  property
casualty,  personal  lines,  and healthcare  insurance  agency and is a majority
member of Indiana Title Insurance Company, LLC, a title insurance agency.

First Merchants  Corporation's  common stock is traded  over-the-counter  on the
NASDAQ National  Market System under the symbol FRME.  Quotations are carried in
daily  newspapers  and can be  found  on the  Corporation's  Internet  web  page
(http:/www.firstmerchants.com).

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