EXHIBIT 23.4
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in this Registration
Statement on Form S-3 of our report dated January 18, 2000 relating to the
financial statements of Heritage Financial Services, Inc. appearing in Old
National Bancorp's current Report on Form 8-K filed April 19, 2000. We also
consent to the reference to us under the heading "Experts" in such
Registration Statement.
/s/ HEATHCOTT & MULLALY, P.C.
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Heathcott & Mullaly, P.C.
Brentwood, Tennessee
October 3, 2000