Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Hotchkiss James P
 2. Date of Event Requiring Statement (Month/Day/Year)
05/21/2008		 3. Issuer Name and Ticker or Trading Symbol
FIRST MIDWEST BANCORP INC [FMBI]
(Last)
(First)
(Middle)
ONE PIERCE PLACE, SUITE 1500		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Treasurer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ITASCA, IL 60143		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 3,587
D
 
Common Stock 741
I
By Profit Sharing Plan Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualfied Stock Option (right to buy)   (1) 02/21/2017 Common Stock 10,342 $ 38.62 D  
Non-Qualified Stock Option (right to buy)   (2) 02/20/2012 Common Stock 3,203 $ 28.695 D  
Non-Qualified Stock Option (right to buy)   (3) 02/19/2013 Common Stock 4,823 $ 26.255 D  
Non-Qualified Stock Option (right to buy)   (4) 02/24/2014 Common Stock 4,581 $ 32.715 D  
Non-Qualified Stock Option (right to buy)   (5) 02/23/2015 Common Stock 10,687 $ 33.61 D  
Non-Qualified Stock Option (right to buy)   (6) 02/22/2016 Common Stock 11,340 $ 33.92 D  
Non-Qualified Stock Option (right to buy)   (7) 02/20/2018 Common Stock 11,870 $ 28.095 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hotchkiss James P
ONE PIERCE PLACE, SUITE 1500
ITASCA, IL 60143		       EVP, Treasurer  

Signatures

By: Andrea L. Stangl, Attorney-in-fact 05/23/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) The stock option vests in two equal annual installments specifically on February 21, 2009 and February 21, 2010 respectively.
(2) The stock option vests in two equal annual installments specifically on February 20, 2004 and February 20, 2005 respectively.
(3) The stock option vests in two equal annual installments specifically on February 19, 2005 and February 19, 2006 respectively.
(4) The stock option vests in two equal annual installments specifically on February 24, 2006 and February 24, 2007 respectively.
(5) The stock option vests in two equal annual installments specifically on February 23, 2007 and February 23, 2008 respectively.
(6) The stock option vests in two equal annual installments specifically on February 22, 2008 and February 22, 2009 respectively.
(7) The stock option vests in two equal annual installments specifically on February 20, 2010 and February 20, 2011 respectively.
 
Remarks:
Exhibit List         Exhibit 24 - Power of Attorney

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