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                                                           January 22, 2025

James C. Ryan, III
Chief Executive Officer
Old National Bancorp
One Main Street
Evansville, IN 47708

       Re: Old National Bancorp
           Registration Statement on Form S-4
           Filed January 14, 2025
           File No. 333-284281
Dear James C. Ryan, III:

       This is to advise you that we have not reviewed and will not review your
registration
statement.

        Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

       Please contact Robert Arzonetti at 202-551-8819 with any questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of Finance
cc:   James J. Barresi
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