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) - February 24, 2004

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

     Nevada                         0-15950                      37-1078406
- ---------------                   ------------               -------------------
(State of other                   (Commission                  (IRS Employer
jurisdiction of                   File Number)               Identification No.)
 incorporation)

  201 W. Main Street, Urbana, Illinois                             61801
- ----------------------------------------                         ----------
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number, including area code: (217) 365-4513

ITEM 5. OTHER EVENTS

      On February 24, 2004, the Registrant announced its Repurchase Program for
2004. The Registrant's Repurchase Program will cover up to 500,000 shares of its
Common Stock.

      The Press Release dated February 24, 2004 is attached as an exhibit hereto
and is incorporated by reference herein.

                                      -2-

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

99.1 Press Release, dated February 24, 2004.

                                      -3-

                                    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 thereunto duly authorized.

                                        FIRST BUSEY CORPORATION

Date: February 24, 2004                     By: /s/ Douglas C. Mills
                                                --------------------------------
                                            Name: Douglas C. Mills
                                            Title: Chairman of the Board and CEO

                                      -4-

                                  EXHIBIT INDEX

                                                                   SEQUENTIALLY
EXHIBIT                           DESCRIPTION                      NUMBERED PAGE

  99.1                        Press Release, dated
                               February 24, 2004

                                      -5-

                                                                    Exhibit 99.1

     First Busey Corporation Board of Directors Approves Repurchase Program

    URBANA, Ill., Feb. 24 /PRNewswire-FirstCall/ -- At the February 17, 2004
Board Meeting of First Busey Corporation (Nasdaq: BUSE), the Board of
Directors approved a Repurchase Program for 2004 authorizing Management to
purchase up to 500,000 shares of outstanding stock of First Busey Corporation,
or up to 4% of the currently outstanding shares of the Corporation.

    First Busey Corporation is a financial holding company headquartered in
Urbana, Illinois.  First Busey Corporation has two wholly owned banking
subsidiaries with locations in three states.  Busey Bank is headquartered in
Urbana, Illinois and has eighteen banking centers serving Champaign, McLean
and Ford Counties in Illinois.  Busey Bank also has a banking center in
Indianapolis, Indiana and a loan production office in Fort Myers, Florida.
Total assets of Busey Bank were $1.4 billion as of December 31, 2003.  Busey
Bank Florida is a federal thrift headquartered in Ft. Myers, Florida with two
banking centers located in Cape Coral, Florida.  Total assets of Busey Bank
Florida were $113 million as of December 31, 2003.  Busey provides electronic
delivery of financial services through Busey e-bank, www.busey.com .

    Busey Investment Group is a wholly owned subsidiary of First Busey
Corporation and owns three subsidiaries.  First Busey Trust & Investment Co.
specializes in asset management and trust services with approximately
$1.2 billion in assets under care.  First Busey Securities, Inc. (member
NASD/SIPC) is a full-service broker/dealer subsidiary with more than $600
million in assets under care.  Busey Insurance Services, Inc. provides
personal insurance products and specializes in long-term healthcare insurance.

    First Busey Corporation Common Stock is traded on the Nasdaq National
Market under the symbol "BUSE."

SOURCE  First Busey Corporation
    -0-                             02/24/2004
    /CONTACT: Douglas C. Mills, Chairman of the Board of First Busey
Corporation, +1-217-365-4512, or fax, +1-217-365-4592/
    /Web site:  http://www.busey.com /
    (BUSE)

CO:  First Busey Corporation
ST:  Illinois
IN:  FIN
SU: