NISOURCE INC. — Director's Dealing 2014

Feb 24, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NISOURCE INC/DE (NI)
CIK: 0001111711
Period of Report: 2014-02-20

Reporting Person: KETTERING GLEN L (Sr VP & Interim Group CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-20	Common Stock	S	14000	$35.27	Disposed	110470.199	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	42514.8835	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$0		Common Stock (44243)	44243	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.23 to $35.30, inclusive.

F2: The phantom stock units are to be settled following the reporting person's retirement or other termination.