~~Table~~SECURITIES AND ofEXCHANGE ~~Contents~~COMMISSION

~~SECURITIES~~Washington, ~~AND EXCHANGE COMMISSION~~ D.C. 20549

Washington,FORM D.C. 20549 8-K

~~FORM~~CURRENT ~~8-K~~ REPORT

~~CURRENT~~Pursuant ~~REPORT~~ to Section 13 or 15(d) of

~~Pursuant to Section 13 or 15(d) of~~ the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May ~~February 23~~24, 2005 (~~February~~May 1723, 2005)

Illini ~~Corporation~~ Corporation

(Exact name of registrant as specified in its charter)

Illinois

(State or other jurisdiction of incorporation)

0-13343		37-1135429
(Commission File Number)		(IRS Employer Identification No.)

3200 West Iles Avenue Springfield, Illinois		62707
3200 West Iles Avenue
Springfield, Illinois		62711
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code (217) 787-5111

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:

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))

~~TABLE~~ITEM OF4.01 ~~CONTENTS~~CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANTS.

~~ITEM~~On 3May 23, 2005, Illini Corporation approved the dismissal of its certifying accountants, Crowe Chizek and Company LLC (“Crowe Chizek”).02 Crowe ~~UNREGISTERED~~Chizek’s ~~SALES~~report OFon Illini’s ~~EQUITY~~consolidated ~~SECURITIES~~financial ~~SIGNATURES~~statements for the two fiscal years ended December 31, 2004 contained no adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles. The decision to change accountants was approved by the Audit Committee of the Board of Directors.

~~Table~~ In connection with the audits of ~~Contents~~the two fiscal years ended December 31, 2004 and the subsequent interim period to the date hereof, there were no disagreements between Illini and Crowe Chizek on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Crowe Chizek, would have caused them to make a reference to the subject matter of the disagreements in connection with their reports.

~~ITEM~~ Effective May ~~3.02~~23, ~~UNREGISTERED~~2005, ~~SALES~~Illini OFengaged ~~EQUITY~~Clifton ~~SECURITIES~~Gunderson LLP as its principal accountants. During the last two fiscal years and the subsequent interim period to the date hereof, Illini did not consult with Clifton Gunderson LLP regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-B.

On February 17, 2005, Illini Corporation (the “Corporation”) closed on the sale of 126,500 shares of common stock, $0.01 par value, of the Corporation to a limited number of accredited investors pursuant to Regulation D of the Securities Act of 1933, as amended. Gross proceeds of the offering were $4,174,500, based on the $33.00 per share purchase price. Howe Barnes Investments, Inc. served as placement agent in connection with the transaction and received a fee equal to 3% of the gross proceeds.

ITEM 9.01	FINANCIAL STATEMENTS AND EXHIBITS

(c)	Exhibits



	Exhibit Number

	16.1	Letter from Crowe Chizek and Company LLC regarding its concurrence with the Registrant’s statement regarding change of accountants.

~~Table of Contents~~2

SIGNATURES

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.

ILLINI CORPORATION (Registrant) By: /s/ Gaylon E. Martin Gaylon E. Martin, President and Chief Executive Officer

Dated: May ~~February~~ 23, 2005

EXHIBIT INDEX

Exhibit Number		Description

16.1		Letter from Crowe Chizek and Company LLC regarding its concurrence with the Registrant’s statement regarding change of accountants.

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