NISOURCE INC. — Director's Dealing 2011

May 12, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NISOURCE INC/DE (NI)
CIK: 0001111711
Period of Report: 2011-05-11

Reporting Person: NUTTER WALLACE LEE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-11	Common Stock	P	25000	$20.24	Acquired	25000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	60000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$0		Common Stock (23669.643)	23669.643	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $20.23 to $20.24, inclusive.

F2: The reported phantom stock units were acquired under the NiSource Inc. 2010 Omnibus Incentive Plan and are to be settled upon the reporting person's retirement or other termination of service.