SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
ENGLAND JOSEPH W
(Last) (First) (Middle)
300 PARK BOULEVARD, SUITE 405
(Street)
ITASCA IL 60143
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FIRST MIDWEST BANCORP INC [ FMBI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2003
4. If Amendment, Date of 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
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 08/15/2003 J(1) 3,368 D $0 7,372 D
Common Stock 08/15/2003 J(2) 3,368 A $0 3,368(3) I By Trust
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 Securities Underlying Derivative Security (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: 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
Phantom Stock under NQ Deferred Comp. Plan $0.00(4) 10/15/2003 A 147 (5) (6) Common Stock 147 $31.37 442(7) D
Non-Qualified Stock Option (right to buy) $20.13 11/19/1998 11/19/2007 Common Stock 1,594 1,594 D
Non-Qualified Stock Option (right to buy) $21.7 02/18/1999 02/18/2008 Common Stock 854 854 D
Non-Qualified Stock Option (right to buy) $18.55 02/17/2000 02/17/2009 Common Stock 998 998 D
Non-Qualified Stock Option (right to buy) $18.4 02/16/2001 02/16/2010 Common Stock 1,005 1,005 D
Non-Qualified Stock Option (right to buy) $18.88 05/17/2001 05/17/2010 Common Stock 2,011 2,011 D
Non-Qualified Stock Option (right to buy) $22.5 02/21/2002 02/21/2011 Common Stock 2,500 2,500 D
Non-Qualified Stock Option (right to buy) $28.7 02/20/2003 02/20/2012 Common Stock 2,215 2,215 D
Non-Qualified Stock Option (right to buy) $26.26 02/19/2004 02/19/2013 Common Stock 2,342 2,342 D
Explanation of Responses:
1. The transaction represents the transfer of 3,368 shares from direct ownership into a grantor trust for the reporting person who is beneficial owner of the trust.
2. The transaction represents the receipt of 3,368 shares into a grantor trust for the reporting person who is beneficial owner of the trust from direct ownership.
3. Between April 22, 2003 and July 22, 2003 the reporting person acquired 45 shares of First Midwest common stock under the First Midwest Bancorp, Inc. Dividend Reinvestment Plan. The information in this report is based on a plan statement dated July 22, 2003.
4. Shares of phantom stock in the NQ Deferred Compensation Plan have a 1-for-1 conversion ratio.
5. Shares of phantom stock in the NQ Deferred Compensation Plan are exercisable immediately.
6. Shares of phantom stock in the NQ Deferred Compensation Plan are payable in cash following the termination of the reporting person's services as a director of First Midwest Bancorp, Inc.
7. Between July 16, 2003 and October 15, 2003 the reporting person acquired 3 shares of First Midwest common stock pursuant to the dividend reinvestment feature under the First Midwest Bancorp, Inc. NQ Deferred Compensation Plan. The information in this report is based on a plan statement dated August 1, 2003.
Remarks:
By: Andrea L. Stangl, Attorney-in-fact for 10/17/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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