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*
OMEARA JOHN M
(Last) (First) (Middle)
ONE PIERCE PLACE, SUITE 1500
(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
X Officer (give title below) Other (specify below)
Chairman & CEO
3. Date of Earliest Transaction (Month/Day/Year)
07/17/2008
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 07/17/2008 P 3,000 A $18.4 116,591 D
Common Stock 07/17/2008 P 3,000 A $18.46 119,591 D
Common Stock 07/17/2008 P 3,303 A $19 168,591(1) D
Common Stock 3,377(2) I By IRA
Common Stock 246,606(3) I By NQ Stock Option Gain Deferral Plan
Common Stock 126,555(4) I By Profit Sharing Plan Trust
Common Stock 07/17/2008 P 500 A $18.49 120,091 D
Common Stock 07/17/2008 P 400 A $18.5 120,491 D
Common Stock 07/17/2008 P 100 A $18.52 120,591 D
Common Stock 07/17/2008 P 100 A $18.53 120,691 D
Common Stock 07/17/2008 P 100 A $18.54 120,791 D
Common Stock 07/17/2008 P 200 A $18.63 120,991 D
Common Stock 07/17/2008 P 2,500 A $18.68 123,491 D
Common Stock 07/17/2008 P 1,500 A $18.7 124,991 D
Common Stock 07/17/2008 P 6,500 A $18.73 131,491 D
Common Stock 07/17/2008 P 5,100 A $18.75 136,591 D
Common Stock 07/17/2008 P 400 A $18.78 136,991 D
Common Stock 07/17/2008 P 1,401 A $18.7986 138,392 D
Common Stock 07/17/2008 P 600 A $18.82 138,992 D
Common Stock 07/17/2008 P 499 A $18.98 139,491 D
Common Stock 07/17/2008 P 4,000 A $18.9957 143,491 D
Common Stock 07/17/2008 P 100 A $19 143,591 D
Common Stock 07/17/2008 P 1,671 A $18.9188 145,262 D
Common Stock 07/17/2008 P 3,000 A $18.9197 148,262 D
Common Stock 07/17/2008 P 5,000 A $18.9461 153,262 D
Common Stock 07/17/2008 P 3,685 A $18.9504 156,947 D
Common Stock 07/17/2008 P 3,841 A $18.9572 160,788 D
Common Stock 07/17/2008 P 4,500 A $18.9948 165,288 D
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
Explanation of Responses:
1. Includes: (a) 38,805 shares of First Midwest Bancorp, Inc. Common Stock held jointly by the Reporting Person and his spouse; and (b) 129,786 shares of First Midwest Bancorp, Inc. Common Stock held by the Reporting Person individually.
2. Between February 7, 2007 and July 18, 2008 the Reporting Person, through his Individual Retirement Account, acquired 185 shares of First Midwest Bancorp, Inc. Common Stock under the First Midwest Bancorp, Inc. Dividend Reinvestment Plan. The aggregate information reported in this line item includes such shares as reported in a plan statement dated June 27, 2008.
3. Between February 7, 2007 and July 18, 2008 the Reporting Person acquired 11,709 shares of First Midwest Bancorp, Inc. Common Stock pursuant to the Dividend Reinvestment feature under the First Midwest Bancorp, Inc. Non-Qualified Gain Deferral Plan. The aggregate information reported in this line item includes such shares as reported in a plan statement dated April 15, 2008.
4. Between February 7, 2007 and July 18, 2008 the Reporting Person acquired the following shares of First Midwest Bancorp, Inc. Common Stock under the First Midwest Bancorp, Inc. Savings and Profit Sharing Plan: (a) 5,965 shares pursuant to the Dividend Reinvestment feature of the Plan; and (b) 972 shares pursuant to payroll contributions. This information is based on a plan statement dated July 3, 2008.
Remarks:
By: Andrea L. Stangl, Attorney-in-fact 07/18/2008
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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