UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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):  September 30, 2009

First Busey Corporation
(Exact name of registrant as specified in its charter)

201 W. Main St.
Urbana, Illinois  61801
(Address of principal executive offices) (Zip code)

(217) 365-4516
(Registrant’s telephone number, including area code)

N/A
(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 (see General Instruction A.2. below):

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

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

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

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

Item 7.01               Regulation FD Disclosure.

On September 30, 2009, First Busey Corporation (the “Company”) issued a press release announcing that it completed its previously announced underwritten public offering of its common stock by issuing 20,700,000 shares of common stock, including 2,700,000 shares issued pursuant to the underwriters’ option to purchase additional shares, at a public offering price of $4.00 per share, for aggregate gross proceeds of $82.8 million.  A copy of the press release relating to the announcement is furnished as Exhibit 99.1 to this report and is incorporated into this Item 7.01 by reference.

Item 9.01               Financial Statements and Exhibits.

(d)           Exhibits.

99.1         Press Release issued by First Busey Corporation, dated September 30, 2009.

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Signature

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.

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Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact: Barbara J. Harrington

First Busey Corporation, CFO

217-365-4516

First Busey Corporation Announces Closing of $82.8 Million Public Offering of Common Stock, Including Exercise of Underwriters’ Option to Purchase Additional Shares

September 30, 2009

Urbana, Illinois

First Busey Corporation (the “Company”) (Nasdaq: BUSE) today announced that it has completed its previously announced underwritten public common stock offering by issuing 20,700,000 shares of the Company’s common stock, including 2,700,000 shares issued pursuant to the underwriters’ option to purchase additional shares, at a public offering price of $4.00 per share, for aggregate gross proceeds of $82.8 million.  The net proceeds to the Company after deducting underwriting discounts and commissions and estimated offering expenses are expected to be approximately $78.1 million.  Fox-Pitt Kelton Cochran Caronia Waller (USA) LLC acted as the sole book-running manager of the public offering and FIG Partners, LLC acted as sole co-manager.

The shares were issued pursuant to a prospectus supplement to the prospectus filed as part of the Company’s effective shelf-registration statement on Form S-3 (File No. 333-161490).  Copies of the prospectus supplement and related prospectus may be obtained from Fox-Pitt Kelton Cochran Caronia Waller at 420 Fifth Ave., 5th Floor, New York, New York 10018, by telephone at 212-857-6212 or by fax at 212-849-0582 or FIG Partners, LLC at 1175 Peachtree St. NE, 100 Colony Square Suite 2250, Atlanta, GA 30361, by telephone at 404-601-7200 or by fax at 404-591-6004.

About First Busey:  The Company is a $4.3 billion financial holding company headquartered in Urbana, Illinois.  The Company provides a broad range of financial services through its banking and non-banking subsidiaries.  The Company conducts the business of banking and related services through Busey Bank, fiduciary and wealth management services through Busey Wealth Management, Inc. and retail payment processing through FirsTech, Inc.