NISOURCE INC. — Director's Dealing 2015

Feb 2, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NISOURCE INC/DE (NI)
CIK: 0001111711
Period of Report: 2015-01-29

Reporting Person: KETTERING GLEN L (EVP & Group CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-01-29	Common Stock	A	18315	$43.68	Acquired	129610.031	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	43526.4946	Indirect

Holdings (Derivative)

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

Footnotes

F1: Constitutes restricted stock units granted on January 29, 2015. All of these units are scheduled to vest three years from the date of grant.

F2: Constitutes shares acquired through the NiSource Inc. Retirement Savings Plan through January 30, 2015.

F3: The phantom stock units are to be settled following the reporting person's retirement or other termination.