FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Finissi Michael J   2. Issuer Name and Ticker or Trading Symbol NISOURCE INC/DE [NI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP Safety Capital & Tech Srvc (Last) (First) (Middle) 801 E. 86TH AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 01/25/2018 (Street) MERRILLVILLE, IN 46410 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 01/25/2018   A   3,276 (1) A $ 24.42 23,151.171 (2) D   Common Stock               1,432.0826 (3) I Company Stock Fund in 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Finissi Michael J 801 E. 86TH AVENUE MERRILLVILLE, IN 46410			EVP Safety Capital & Tech Srvc

Signatures

/s/ Samuel K. Lee, Attorney-in-Fact for Michael J. Finissi		01/29/2018
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Company's common stock pursuant to the NiSource Inc. 2010 Omnibus Incentive Plan. Subject to certain forfeiture conditions, the RSUs will 100% vest on February 26, 2021 provided that the reporting person is continuously employed by the Company through and including that date.
(2)	This figure has been reduced by (1) 10,709 shares underlying the performance share units ("PSUs") granted to the reporting person on January 29, 2016, and (2) 19,466 shares underlying the PSUs granted to the reporting person on January 26, 2017. These PSUs were previously reported on Forms 4 as beneficially owned by the reporting person. However, the vesting of these PSUs is subject to the satisfaction and confirmation of performance measures not based solely on the market price of the Common Stock. As such, the reporting person may not be deemed to beneficially own these PSUs until the performance measures are satisfied and confirmed.
(3)	Constitutes shares acquired though the NiSource Inc. Retirement Savings Plan through January 25, 2018.

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