Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Jensen Barry H
   2. Issuer Name and Ticker or Trading Symbol
INDEPENDENT BANK CORP [INDB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Principal Accounting Officer
(Last)
(First)
(Middle)
288 UNION STREET		 3. Date of Earliest Transaction (Month/Day/Year)
01/24/2012
(Street)

ROCKLAND, MA 02370		 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 01/24/2012   M   4,600 A $ 23.47 12,252.0212 D  
Common Stock 01/24/2012   S   3,300 D $ 28.345 8,952.0212 D  
Common Stock 01/24/2012   S   300 D $ 28.335 8,652.0212 D  
Common Stock 01/24/2012   S   200 D $ 28.31 8,452.0212 D  
Common Stock 01/24/2012   S   200 D $ 28.3 8,252.0212 D  
Common Stock 01/24/2012   S   100 D $ 28.25 8,152.0212 D  
Common Stock 01/24/2012   S   100 D $ 28.21 8,052.0212 D  
Common Stock 01/24/2012   S   100 D $ 28.16 7,952.0212 D  
Common Stock 01/24/2012   S   99 D $ 28.09 7,853.0212 D  
Common Stock 01/24/2012   S   201 D $ 28.08 7,652.0212 D  
Common Stock               7,120.529 I by Spouse (1)

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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
ISO - Stock Option (Right to Buy) $ 23.47 01/24/2012   M     4,600 01/02/2005(2) 12/19/2012 Common Stock 4,600 $ 23.47 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Jensen Barry H
288 UNION STREET
ROCKLAND, MA 02370		       Principal Accounting Officer  

Signatures

 Jennifer M. Kingston, Power of Attorney   01/25/2012
**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) Total holdings include 47.7890 shares acquired through the Independent Bank Corp. 2010 Dividend Reinvestment and Stock Purchase Plan since the last Form 4 filing (11/11). Such transactions are exempt from the reporting requirements of Section 16 of the Securities Exchange Act of 1934.
(2) Granted under the Independent Bank Corp. 1997 Employee Stock Option Plan (1997 Plan). 1,534 shares became exercisable on 6/20/03, 1,533 shares became exercisable on 1/2/04, and the remaining 1,533 shares became exercisable on 1/2/05, subject to the earlier termination of employment or acceleration of vesting schedule under certain termination of employee circumstances.

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